Hili Properties Plc

Interim / Quarterly Report • Aug 29, 2019

Company Announcement

The following is a Company Announcement issued by Hili Properties plc

(the "Company") in terms of Listing Rule 5.16.20

QUOTE

The Company hereby announces that the Board of Directors approved the Company's half yearly financial report and unaudited Interim Financial Statements for the period ending 30 June 2019.

The Financial Statements are attached herewith and are also available for viewing on the Company's website:

www.hiliproperties.com

UNQUOTE

BY ORDER OF THE BOARD

Dr. Melanie Miceli Demajo

Company Secretary

29 August 2019

C 57954 Interim Financial Report (Unaudited)

For the period 1 January 2019 to 30 June 2019

Contents

Page

200

Interim Directors' report Pursuant to Listing Rules 5.75.2	2 - 3
Condensed Statements of Profit or Loss and other Comprehensive Income	4
Condensed Statement of Financial Position	5 - 6
Condensed Statement of Changes in Equity - Group	7
Condensed Statement of Changes in Equity - Holding Company	8
Condensed Statement of Cash Flows	ರಿ
Notes to the condensed interim Financial Statements	10 - 24
Statement Pursuant to Listing Rule 5.75.3 issued by the Listing Authority	25

1

Interim Directors' Report Pursuant to Listing Rules 5.75.2

For the period ended 30 June 2019

The directors present their interim report, together with the unaudited interim condensed financial statements of the Company and its subsidiaries (the "group") ("the condensed interim financial statements") for the period from 1 January 2019 to 30 June 2019.

Principal activities

The principal activity of the Hili Properties p.l.c. group is to hold and rent immovable property. Hili Properties p.l.c. also acts as a holding company.

Business review

During the period under review, the group has registered an operating profit of €3,011,830 (June 2018: €2,482,894) on revenues of €4,334,322 (June 2018: €3,550,622).

The improvement in the group's revenues and operating profit was mainly a result of the additional income generated from the shopping centres Dole and Dzelzavas acquired in December 2018 and February 2019 respectively.

The Company bought land for €2.4m in Latvia and sold property in Latvia at a selling price of €2.6m. The related bank loan was repaid.

After accounting for finance costs and investment losses, the group registered a profit before tax of €1,205,042 (June 2018: €713,036), an increase of €492,329 on the profit generated from 1 January 2018 to 30 June 2018. The group's net assets at the end of the period amounted to €53,260,848 compared to €52,241,729 as at 31 December 2018. The outlook of the operating activity of the Group is expected to remain positive.

During the period ended 30 June 2019, the Company registered a loss before tax of €1,052,198 (June 2018: €1,053,172). The net assets of the Company at the end of the period amounted to £38,027,373 compared to €38,974,125 as at 31 December 2018.

Events after the reporting period

In August 2019, the Group has sold property in Latvia for a selling price amounting to €1.3m. The related bank loan will be repaid for this amount.

Interim Directors' Report Pursuant to Listing Rules 5.75.2 (continued) For the period ended 30 June 2019

This report is being published in terms of the Listing Rule 5.75 issued by the Listing Authority and has been prepared in accordance with the applicable Listing Rules and International Accounting Standard 34 - Interim Financial Reporting. The financial statements published in this half yearly report have been condensed in accordance with the requirements of IAS 34. In terms of the Listing Rule 5.75.5, the Directors are stating that these condensed interim financial statements have not been audited or reviewed by the company's independent auditors.

Approved by the board of directors and signed on its behalf on 29 August 2019 by:

Richard Abdilla Castillo Chairman

Sandra Murniece Director

Comprehensive Income

Condensed Statement of Profit or Loss and other

For the period ended 30 June 2019

		Group		Holding company
	1 January to 30 June 2019 Unaudited	1 January to 1 January to 30 June 2018 Unaudited	30 June 2019 Unaudited	1 January to 30 June 2018 Unaudited
	€	€	€	€
Revenue Other operating income Administrative expenses	4,334,322 128,344 (1,450,836)	3,550,622 107,575 (1,175,303)	101,904 (469,603)	113,616 (297,224)
Operating profit/(loss)	3,011,830	2,482,894	(367,699)	(183,608)
Investment income Investment losses Finance income Finance costs	(883) (1,805,905)	6,089 (1,724) 29,890 (1,804,113)	356,666 (1,041,165)	252,993 (1,122,557)
Profit/(loss) before taxation Income tax (expense)/credit	1,205,042 (158,468)	713,036 (118,688)	(1,052,198) 105,646	(1,053,172) 115,399
Profit/(loss) for the period	1,046,574	594,348	(946,552)	(937,773)
Other comprehensive income for the period: Currency translation difference	(57,694)	(17,057)
Total comprehensive income for the period	988,880	577,291	(946,552)	(937,773)
Profit attributable to: Owners of the company Non-controlling interests	962,967 25,913	558,345 18,946
	988,880	577,291

Condensed Statement of Financial Position

As at 30 June 2019

		Group		Holding company
	Notes	2019 Unaudited	30 June 31 December 2018 Audited	2019 Unaudited	30 June 31 December 2018 Audited
ASSETS AND LIABILITIES		€	€	€	€
Non-current assets Intangible assets Property, plant and equipment Investment property Right-of-use asset Other assets under construction Investment in subsidiaries	4	16,677 256,350 116,315,350 44,031 97,025	16,702 316,492 113,016,023	15,665 305 4,552,420 18,458 32,550,729	15,665 2,929 4,534,856 32,550,729
Deposit on acquisition of investment Loans and receivables Deferred tax asset Restricted cash		24,500,000 1,230,378 347,163 1,146,415	26,800,000 1,225,790 347,163 831,178	24,500,000 15,506,204	24,500,000 13,461,617
Current assets Loans and receivables Trade and other receivables Current tax asset Cash at bank and on hand	5	143,953,389 369,220 1,157,848 682,503 1,675,283	142,553,348 290,535 1,831,892 671.422 2,916,690	77,143,781 5,962,348 2,244,478 625,158 4.747	75,065,796 7,304,564 154,700 591,755 17,759
Property held for sale		3,884,854 3,877,700	5,710,539 6,477,700	8,836,731	8,068,778
Total assets		151,715,943	154,741,587	85,980,512	83,134,574
Current liabilities Trade and other payables Other financial liabilities Bank overdraft and loans	ಕ 7	3,419,568 3,101,627	4,353,860 4,204,918 3,486,774	2,341,486 3,923,323	869,154 1,626,735
Current tax liabilities		960,665 7,481,860	780,095 12,825,647	15,257 6,280,066	2,495,889
Non-current liabilities Other financial liabilities Bank loans	7	1,832,802 48,300,052	1,730,082 47,179,142	4,929,032	4,959,032
Debt securities in issue Other payables Deferred tax liabilities	8 6	36,517,888 825,146 3,497,347	36,479,574 788,066 3,497,347	36,517,887 225,954	36,479,574 225,954
		90,973,235	89,674,211	41,672,874	41,664,560
Total liabilities		98,455,095	102,499,858	47,952,939	44,160,449
Net assets		53,260,848	52,241,729	38,027,573	38,974,125

Condensed statement of financial position (continued) As at 30 June 2019

Group Holding company 30 June 31 December 31 December 30 June 2019 2019 2018 2018 Unaudited Audited Unaudited Audited € € € € EQUITY Share capital 40,400,000 40,400,000 40,400,000 40,400,000 Legal reserve 134,159 103,920 Loss offset reserve 748,427 748,427 748,427 748,427 Foreign exchange reserve (255,097) (312,791) Retained earnings/(accumulated losses) 11,957,329 10,936,668 (3,120,854) (2,174,302) Equity attributable to owners of the company 51,933,918 38,027,573 38,974,125 52,927,124 Non-controlling interests 333,724 307,811 Total equity 53,260,848 52,241,729 38,027,573 38,974,125

Condensed Statement of Changes in Equity For the period ended 30 June 2019

Group

e Total	38.357.649	3.000.000	594,348	(17,057)	41,934,940	52,241,729	1,046,574	(27,455)	53.260.848
Non- Controlling Interests ਤੇ	212,791		18,946		231,737	307,811	.913 25.		333.724
to Owners of the Company Attributable 3	38,144,858	3,000.000	575,402	(17,057)	41,703,203	51.933.918	1,020,661	(27,455	52.927.124
Retained Earnings e	8,920,366		575,402		9.495.768	10.936.668	1,020,661	-	11,957,329
Legal Reserve 3	103.920				103.920	103.920	=	30,239	134.159
Reserve 3 Offset Loss	748.427				748.427	748.427			748.427
Exchange Reserve Foreign e	(227,855)		-	(17.057	244.912)	(255.097)	=	(57,694)	(312,791)
Share Capital e	28,600,000	3,000,000	-	-	31,600,000	40,400,000		=	40.400.000
ે છે ખેત	Balance at 1 January 2018	Increase in share capita	Profit for the period	Other comprehensive income currency translation reserve)	Balance at 30 June 2018	Balance at 1 January 2019	Profit for the period	Other comprehensive income (currency translation reserve)	Balance at 30 June 2019

7

Condensed Statement of Changes in Equity

For the period ended 30 June 2019

Holding Company

	Share capital e	Loss offset reserve e	Accumulated osses E	Total E
Balance at 1 January 2018	28,600,000	748,427	(1,964,945)	27,383,482
Increase in share capital	3.000.000			3.000.000
Loss and total comprehensive expense for the period			(937, 173)	(937,773)
Balance at 30 June 2018	31,600,000	748,427	(2,902,718)	29,445,709
Balance at 1 January 2019	40,400,000	748,427	(2,174,302)	38,974,125
Loss and total comprehensive expense for the period			(946,552)	(946,552)
Balance at 30 June 2019	40,400,000	748,427	(3,120,854)	38,027,573

Condensed Statement of Cash Flows

For the period ended 30 June 2019

	Group		Holding company
	1 January to 1 January to 30 June 2019 30 June 2018 Unaudited 들	Unaudited ਵ	1 January to 30 June 2019 Unaudited (D)	1 January to 30 June 2018 Unaudited G
Cash flows from operating activities Cash generated from/(used in) operations Interest received Interest paid Income taxes paid	2,453,696 (978,772) (681,612)	3,048,397 (839,053) (58,543)	(687,388) (5,738) (131,595)	(282,835) (3,693)
Net cash flows generated from/ (used in) operating activities	793,312	2,150,801	(824,721)	(286,528)
Cash flows from investing activities Purchase of property, plant and equipment Proceeds from disposal of property, plant and equipment	(1,784,274) 2,600,000	(26,169) 302,500		(6,633)
Additions to investment property Loans granted to related parties	(762,887)	(1,427,535)		(182,766) (390,000)
Net cash flows generated from / (used in) Investing activities	52,839	(1,151,204)		(579,399)
Cash flows from financing activities Proceeds from issue of share capital Proceeds from bank loans Proceeds from loans granted by	5,182,949	3,000,000 815,008		3,000,000
related party Repayment of bank loans Repayment of related party loans Transfers to restricted cash	174,708 (4,047,716) (3,000,280) (395,000)	(1,189,500) (1,225,000) (395,000)	3,812,448 (459) (3,000,280)	(1,225,000)
Net cash flows (used in) / generated from financing activities	(2,085,339)	1,005,508	811,709	1,775,000
Net movement in cash and cash equivalents	(1,239,188)	2,005,105	(13,012)	909,073
Cash and cash equivalents at the beginning of the period	2,916,690	764,581	17,759	(11,327)
Effects of translation from functional currency to presentation currency	(2,219)	(7,637)
Cash and cash equivalents at the end of the period	1,675,283	2,762,049	4,747	897,746

Notes to the condensed interim financial statements

For the period ended 30 June 2019

1. Basis of preparation

The condensed interim financial statements for the six months ending on 30 June 2019 have been extracted from the unaudited management accounts of the Group and the Company and have been prepared in accordance with IAS 34 - Interim Financial Reporting.

2. Significant accounting policies

The condensed interim financial statements have been prepared under the historic cost convention, except for financial instruments at fair value through profit or loss which are stated at their fair values. Other than as mentioned below, the accounting policies adopted in the preparation of the interim condensed financial statements are consistent with those followed in the preparation of the Group's and Company's annual financial statements for the year ended 31 December 2018.

Adoption of IFRS 16 'Leases'

A number of new or amended standards became applicable for the current reporting period, and the group had to change its accounting policies and make retrospective adjustments as a result of adopting IFRS 16 'Leases'. The other standards did not have any impact on the group's accounting policies and did not require retrospective adjustments.

The group has adopted IFRS 16 retrospectively from 1 January 2019, but has not restated comparatives for the 2018 reporting period, as permitted under the specific transitional provisions in the standard. The reclassifications and the adjustments arising from the new leasing rules are therefore recognised in the opening balance sheet on 1 January 2019.

On adoption of IFRS 16, the group recognised lease liabilities in relation to leases which had previously been classified as 'operating leases' under the principles of IAS 17 'Leases'. These liabilities were measured at the present value of the remaining lease payments, discounted using the lessee's incremental borrowing rate as of 1 January 2019. The weighted average lessee's incremental borrowing rate applied to the lease liabilities on 1 January 2019 was 4.5%.

Operating lease commitments disclosed as at 31 December 2018	62,500
Less prepaid lease	(2,500)
Less discounting at lessee's incremental borrowing rate of at the date	(1,292)
of initial application
Lease liability recognised as at 1 January 2019	58,708
Of which are:
Current lease liabilities	30.000
Non-current lease liabilities	28.708

Notes to the condensed interim financial statements

For the period ended 30 June 2019

2. Significant accounting policies (continued)

The associated right-of-use assets for property leases were measured at an amount equal to the lease liability. The recognised right-of-use assets relate to land.

The change in accounting policy affected the following items in the statement of financial position on 1 January 2019:

• · Right-of-use assets increase by €58,708
• · Lease liabilities increase by €58.708

Until the 2018 financial year, leases of property, plant and equipment were classified as either finance or operating leases. Payments made under operating leases (net of any incentives received from the lessor) were charged to profit or loss on a straight-line basis over the period of the lease. From 1 January 2019, leases are recognised as a right-of-use asset and a corresponding liability at the date at which the leased asset is available for use by the group. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit or loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the asset's useful life and the lease term on a straight-line basis. Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of lease payments.

In applying IFRS 16 for the first time, the group has used the following practical expedients permitted by the standard at the initial date of application:

• · Exclusion of initial direct costs for the measurement of the right-of-use asset.
• · The absence of the necessity to reassess whether a contract is, or contains a lease.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee's incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions. Right-of-use assets are measured at cost comprising the following:

• · The amount of the initial measurement of lease liability
• · Any lease payments made at or before the start date less lease incentives received
• · Any initial direct costs, and
• · Restoration costs.

Payments associated with short-term leases and leases of low-value assets are recognised on a straight-line basis as an expense in profit or loss. Short-term leases with a lease term of 12 months or less. Low-value assets comprise IT-equipment and small items of office furniture.

Notes to the condensed interim financial statements

For the period ended 30 June 2019

2. Significant accounting policies (continued)

The change in accounting policy affected the following items in the statement of financial position on 30 June 2019:

• · Right-of-use assets increase by €44,031
• · Lease liabilities increase by €29,354
• · Prepayments decrease by €15,000
• · Retained earnings decrease of €323

The segment assets and segment liabilities of the operating segment 'Malta' were affected by the change in accounting policy. Other operating segments were unaffected.

3. Segmental Reporting

IFRS 8 requires operating segments to be identified on the basis of internal reports about components of the Group that are regularly reviewed by the chief operating decision maker in order to allocate resources to the segment and to assess its performance.

The segment reporting of the group is made in terms of the location which it conducts its business in, as the risks and rates of return are affected predominantly by differences in the services provided in the different locations. The group is currently organised into five main business segments: Malta, Latvia, Estonia, Lithuania and Romania. Each of these operating segments is managed separately as each of these lines requires local resources. All inter segment transfers for management services are carried out on a cost basis.

Revenue reported below represents revenue generated from external customers. There were no intersegment sales in the period. The group's reportable segments under IFRS 8 are direct sales attributable to each line of business.

Measurement of operating segment profit or loss, assets and liabilities

Segment profit represents the profit earned by each segment after allocation of central administration costs based on services provided. This is the measure reported to the chief operating decision maker for the purposes of resource allocation and assessment of segment performance.

The accounting policies of the reportable segments are the same as the group's accounting policies.

Reconciliations of reportable segment revenues, profit or loss, assets and liabilities to consolidated totals are reported below:

Notes to the condensed interim financial statements

For the period ended 30 June 2019

3. Segmental Reporting (continued)

Profit before taxation

	1 January to 30 June 2019 Unaudited €	1 January to 30 June 2018 Unaudited €
Total profit for reportable segments Elimination of inter segment profits Unallocated amounts:	2,281,065	1,805,563 13.346
Finance costs Other unallocated amounts	(870,814) (205,209)	(871,655) (234,218)
Assets	1,205,042	713.036
	30 June 2019 Unaudited €	31 December 2018 Audited 는
Total assets for reportable segments Elimination of inter segment receivables Unallocated amounts: Other unallocated amounts	191,130,040 (45,819,505) 6,405,408	188,218,493 (33,481,625) 4.719
Liabilities	151,715,943	154,741,587
	30 June 2019 Unaudited e	31 December 2018 Audited €
Total liabilities for reportable segments Elimination of inter segment payables Unallocated amounts:	93,369,745 (32,486,511)	91,868,853 (25,903,817)
Debt securities in issue Other unallocated amounts	36,517,888 1,053,973	36,479,574 55,248
	98,455,095	102,499,858

Included in revenue arising from rental of investment property is the rental income from investment property in Romania of €1,189,092. The only other property which contributed more than 10% of group revenues is the newly acquired shopping centre Dole located in Latvia and generated revenues of €475,221.

The Group's revenue and results from continuing operations and information about its net assets by reportable segment are detailed below:

D.I.C.
Proberties r ll

Notes to the condensed interim financial statements For the period ended 30 June 2019

Segmental reporting (continued) 3. -

2019

	Malta €	Latvia ਵ	Estonia ab	Lithuania e	Romania e	Total દ	Unallocated 는	Adjustments Eliminations € and	Consolidated ਣ
30 June 2019 (unaudited) For the period ended Revenue	1.134.677	1.987.323	54,998	136.161	1.311.416	4.624.575	100 - 100 - 100	(290,253)	4,334,322
before axation Profit	700.922	846,663	44.161	85,958	603.361	2,281,065	(1.076.023)		1.205.042 I
and amortisation Depreciation	(65.184)	(12,824)			(409)	(78.417)			(78,417)
loss nvestment nel)		(883)				(883)		1	1 (883)
-inance costs	(323,681)	(560,766)		(16.451)	(492,499)	(1,393,397)	(1,116,528)	704,020	(1,805,905)
(expense) ncome tax credit/	(143,481)	(48)		(12,840)	(2,099)	(158.468)	10		(158,468)
s at 30 June Segment assets unaudited) 019	99.654.675	50.594.664	1.986.055	4,628,324	34,266,322	191.130,040	6.405.408	(45,819,505)	151,715,943
nvestment roperty	39.854.110	41,582,904	1.700.000	4,400,000	31,538,336	119.075.350		(2,760,000)	116.315.350
Segment liabilities	30,966,461	- 35,046,961	921,730 a marka masa marka masa marka masa mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara mara	2,820,509	23,614,085	93,369,746	37,571,860	(32.486.511)	98,455,095

Notes to the condensed interim financial statements For the period ended 30 June 2019

Segmental reporting (continued) 3.

2018								Eliminations
	Malta ਵ	e Latvia	Estonia ਤੇ	Lithuania €	Romania e	ਵ Total	Unallocated ਵ	Adjustments and e	Consolidated 3
30 June 2018 (unaudited) For the period ended
Revenue	1.036.307	1.379.761	54.998	132.195	1.204.231	3.807.492		(256,870)	3.550.622
Profit before taxation	564,915	570,865	47,877	93,997	527,909	1,805,653	(1,105,873)	13,346	713,036
and amortisation Depreciation	(55,426)	(5,007)	=	=	(12)	(60.445)	=	0	(60,445)
nvestment income (net)					4.365	4,365	=		4,365
-inance costs	(483,795)	(306,003)		(18,839)	(434,181)	(1,242,818)	(1.134,973)	573,678	(1,804,113)
ncome lax credit/ expense)	(104,383)			(12,569)	(1,736)	(118.688)			(118,688)
As at 31 December 2018 audited)
Segment assets	93,513,407	53,847,471	1.945.275	4.655.375	34,256,965	188,218,493	4.719	(33,481,625)	154.741.587
nvestment property	39.784.856	35,789,236	1.700.000	4.400,000	31.341.931	113.016.023			113.016.023
Segment liabilities	24,531,122	39,285,587	925.111	2.920.680	24,206,353	91,868,853	36,534,822	(25,903,817)	102.499.858

15

Notes to the condensed interim financial statements

For the period ended 30 June 2019

4. Investment property

Group

	Retail/ commercial properties	Office properties	Other properties	llotal
	ਵ	€	€	€
At 1 January 2018 (audited) 61,521,055 Additions Disposals Increase in fair value Decrease in fair value Acquired on business Combination Transfer held for sale	6,304,554 (1,315,400) 558,806 (1,682,478) 10,400,000 (6,477,700)	40,609,309 193,577 999,872 (550,250)	1,899,999 54,679 500,000	104,030,363 6,552,810 (1,315,400) 2.058.678 (2,232,728) 10,400,000 (6,477,700)
At 1 January 2019 (audited) 69,308,837 Additions Disposals Assets under construction At 30 June 2019	3,159,267 (11) 78,567	41,252,508 61,504	2.454,678	113,016,023 3,220,771 (11) 78,567
(unaudited)	72,546,660	41,314,012	2,454,678	116,315,350

Holding company

	Office properties	other properties	Tota
	e	ਵ	(D
At 1 January 2018 (audited) Additions Increase in fair value	2.080.178 54.678	1,900,000 500.000	3,980.178 54.678 500,000
At 1 January 2019 (audited) Additions	2.134.856 17.564	2.400.000	4.534.856 17.564
At 30 June 2019 (unaudited)	2,152,420	2,400,000	4,552,420

The fair value of investment properties amounting to €116,315,350 (2018: €113,016,023) has been arrived at on the basis of internal assessments to reflect market conditions at the end of the reporting period. These internal assessments also considered independent external valuations obtained for all the group's properties during 2015 together with independent external valuations obtained during 2016 and 2017 for a selection of properties in Malta and the Baltics.

Notes to the condensed interim financial statements

For the period ended 30 June 2019

4. Investment property (continued)

During 2018, external market valuations were obtained for a selection of properties, covering 48% of the property portfolio value held by the group. Based on this assessment, the directors are of the opinion that the fair value determined is an appropriate estimate of the fair value at 30 June 2019. In estimating the fair value of the property, the highest and best use of the property is its current use.

All the properties located in the Baltics amounting to €47,682,912 (2018: €44,649,236) are classified as retail commercial properties. 70% of the investment property located in Romania amounting to €31,538,326 (2018: €31,341,930) is classified as retail commercial property, the rest as office property.

5. Trade and other receivables

	Group		Holding company
		30 June 31 December	30 June	31 December
	2019	2018	2019	2018
	Unaudited	Audited	Unaudited	Audited
	e	€	ਵ	e
Trade receivables	340,590	184.826	7,528	358
Other receivables	77,340	364.644	52,732	16,803
Amounts due from other
related companies		270.996
Amounts due from parent
company Amounts due from		298.479
subsidiaries			2.000.747
Prepayments and
accrued income	739,918	712.947	183.471	137,539
				154.700
	1.157.848	1,831,892	2,244,478

No interest is charged on trade and other receivables.

Notes to the condensed interim financial statements

For the period ended 30 June 2019

6.

	Group		Holding company
	2019 Unaudited	30 June 31 December 2018 Audited	30 June 2019 Unaudited	31 December 2018 Audited
	€	€	ਵ	€
Trade payables Amounts due to other	1,424,906	1,054,384	898,911	72,224
related companies		396.715	11,496	86,869
Lease liabilities	29,354
Other payables Accruals and deferred	382,306	1,453,418		213,258
income	2,408,148	2,237,409	1,431,079	496,803
	4,244,714	5,141,926	2,341,486	869.154
Less: amount due for settlement within 12 months (shown under current
liabilities)	(3,419,568)	(4,353,860)	(2,341,486)	(869,154)
	825,146	788,066

No interest is charged on trade and other payables.

7. Bank overdraft and loans

	2019 Unaudited €	Group 30 June 31 December 2018 Audited €	30 June 2013 Unaudited (D	Holding company 31 December 2018 Audited €
Bank overdraft Bank loans	51,401,679	31.571 50,634,345
Less: amount due for settlement within 12 months (shown under current	51,401,679	50,665,916
liabilities) Amount due for settlement after 12 months	48,300,052	(3,101,627) (3,486,774) 47,179,142

Notes to the condensed interim financial statements

For the period ended 30 June 2019

7. Bank overdraft and loans (continued)

Bank overdraft and loans are payable as follows

	Group		Holding company
	2019 Unaudited	30 June 31 December 2018 Audited	30 June 2019 Unaudited	31 December 2018 Audited
On demand or
within one year Between one and five	3,101,627	3.486.774
years	41.826.749	27.883.639
After five years	6.473.333	19,295,503
	51.401.679	50,665,916

The group's bank loans facilities bear effective interest at the rates of 2.5% to 4.85% p.a. The group's bank borrowings facilities amount to €51,401,679 (2018: €50,665,916). The facilities are secured by special hypothecs over the investment property of the group, a general hypothec over the assets of the group, guarantees provided by other related party and a pledge over rent receivable from the company's tenants.

Debt securities in issue 8.

	Group and holding company
	30 June	31 December
	2019	2018
	Unaudited	Audited
	(D	ਵ
4.5% unsecured bonds redeemable 2025	36.517.888	36.479.574

In October 2015, the Company issued 370,000 4.5% unsecured bonds of a nominal value of £100 per bond. The bonds are redeemable at their nominal value in 2025.

Interest on the bonds is due and payable annually on 16 October of each year.

The bonds are listed on the Official List of the Malta Stock Exchange. The carrying amount of the bond is nct of direct issuc costs of €766,271 which are being amortised over the life of the bond. The market value of debt securities on the last trading day before the statement of financial position date was €38,406,000.

Notes to the condensed interim financial statements

For the period ended 30 June 2019

8.

The bonds are guaranteed by Harbour (APM) Investments Limited and Hili Estates Limited. The full terms of the guarantee are disclosed in the bond prospectus.

9. Related party transactions

During the period, the Company and the group entered into transactions with related parties set out below.

Group

Revenue: Related party transactions with:	Related party activity ਵ	2019 Total activity e	%	Related party activity E	2018 Total activity ਵ	0/0
Parent company Other related parties	158,031 953,978			58,883 908,302
	1,112,009	4,334,322	26	967,185	3,550,622	27
Other operating income: Related party transactions with: Parent company
Other related parties	3,991 14,053			3,991 32,098
	18,044	128,344	14	36,089	107,575	34
Administrative expenses: Related party transactions with:
Parent company Other related parties	180,000 231,425			180,000 10,771
	411,425	1,450,836	28	190,771	1,175,303	16
Finance income: Related party transactions with:
Other related parties				29,347
				29,347	29,890	ರಿಕ
Finance costs: Related party transactions with:
Parent company Other related parties	307,003			13,592 46,038
	307,003	1,805,905	17	59,630	1,804,113	3

Notes to the condensed interim financial statements

For the period ended 30 June 2019

9. Related party transactions (continued)

Holding Company

		2019			2018
	Related party activity €	Total activity ਦ	0/2	Related party activity ਵ	Total activity €	0/0
Administrative expenses: Related party transactions with: Parent company	180,000	469,603	38	180,000	297,224	61
Finance income: Related party transactions with. Subsidiaries Other related parties	356,666			236,815 16,178
	356,666	356,666	100	252,993	252,993	100
Finance costs: Related party transactions with: Parent company Subsidiaries	42,691			13,592 205,458
Other related parties	127,660			42,691
	170,351	1,041,165	16	261.741	1,122,557	23

No expense has been recognised in the period for bad or doubtful debts in respect of amounts due by related parties and there are no provisions for doubtful debts in respect of outstanding amounts due by related parties.

10. Fair values of financial assets and financial liabilities

At 30 June 2019 and 31 December 2018, the carrying amounts of financial assets and financial liabilities classified with current assets and current liabilities respectively approximated their fair values due to the short-term maturities of these assets and liabilities.

The fair values of the debt securities in issue are disclosed in note 8. The fair values of the other non-current financial liabilities and the non-current financial assets are not materially different from their carrying amounts due to the fact that the interest rates are considered to represent market rates at the year end. The fair values of the financial assets and financial liabilities included in the level 3 categories below have been determined in accordance with generally accepted pricing models based on a discounted cash flow analysis, with the most significant inputs being the discount rate that reflects the credit risk of counterparties.

Notes to the condensed interim financial statements

For the period ended 30 June 2019

10. Fair values of financial assets and financial liabilities (continued)

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

For financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

• Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date;

• Level 2 inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly; and

• Level 3 inputs are unobservable inputs for the asset or liability.

For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the company and the group determines when transfers are deemed to have occurred between Levels in the hierarchy at the end of each reporting period.

The following table provides an analysis of financial instruments that are not measured subsequent to initial recognition at fair value, other than those with carrying amounts that are reasonable approximations of fair value, and other than investments in subsidiaries, associates and jointly controlled entities, grouped into Levels 1 to 3.

Carriina

Group

	Level 1 €	Level 2 €	Level 3 ਵ	I ota ਵ	CALL A LEGAL amount ਵ
2019 Financial assets Deposit on acquisition of investment Loans and receivables		24,500,000		24,500,000	24,500,000
- receivables from related parties		369,220	1,230,378	1,599,598	1,599,598
Total (unaudited)		24,869,220	1,230,378	26,099,598	26,099,598
Financial liabilities at amortised cost - related party loans - bank loans - debt securities	38,406,000	51,401,679	1,832,802	1,832,802 51,401,679 38,406,000	1,832,802 51,401,679 36,517,888
Total (unaudited)	38,406,000	51,401,679	1,832,802	91,640,481	89,752,369

Notes to the condensed interim financial statements

For the period ended 30 June 2019

10. Fair values of financial assets and financial liabilities (continued)

Group

	Level 1 €	Level 2 €	Level 3 €	I ota €	Carrying amount e
2018 Financial assets Deposit on acquisition
of investment Loans and receivables - receivables from		24,500,000		24,500,000	24,500,000
related parties		290,535	1,225,790	1,516,325	1,516,325
Total (audited)		24,790,535	1,225,790	26,016,325	26,016,325
Financial liabilities at amortised cost
- related party loans - bank loans - debt securities	38,332,000	4,204,918 50,634,345	1,730,082	5,935,000 50,634,345 38,332,000	5,935,000 50,634,345 36,479,574
Total (audited)	38,332,000	54,839,263	1,730,082	94,901,345	93,048,919
Holding Company					Carrying
	Level 1 €	Level 2 €	Level 3 €	Total €	amount €
2019 Financial assets Deposit on acquisition of investment Loans and receivables - receivables from	-	24,500,000	1	24,500,000	24,500,000
related parties		5,962,348	15,506,204	21,468,552	21,468,552
Total (unaudited)		30,462,348	15,506,204	45,968,552	45,968,552
Financial liabilities at amortised cost - related party loans - debt securities	38,406,000	3,923,323	4,929,031	8,852,354 38,406,000	8,852,354 36,517,888

Notes to the condensed interim financial statements

For the period ended 30 June 2019

10. Fair values of financial assets and financial liabilities (continued)

Holding Company

	Level 1 €	Level 2 €	Level 3 는	llota ਵ	Garryling amount €
2018 Financial assets Deposit on acquisition
of investment Loans and receivables - receivables from		24,500,000		24,500,000	24,500,000
related parties		7,304,564	13,461,617	20,766,181	20,766,181
Total (audited)		31,804,564	13,461,617	45,266,181	45,266,181
Financial liabilities at amortised cost
- related party loans - debt securities	38,322,000	1.626,735	4,959,032	6,585,767 38,332,000	6,585,767 36,479,574
Total (audited)	38,332,000	1,626,735	4,959,032	44,917,767	43.065.341

Statement Pursuant to Listing Rule 5.75.3 issued by the Listing Authority

For the period ended 30 June 2019

We confirm that to the best of our knowledge:

• a) The condensed interim financial statements give a true and fair view of the financial position of Hili Properties p.l.c. (the "company") and its subsidiaries (the "group") as at 30 June 2019, and the financial performance and cash flows of the company and the group for the six month period then ended, which have been prepared in accordance with International Financial Reporting Standards as adopted by the EU applicable to interim financial reporting (International Accounting Standard 34 - Interim Financial Reporting); and
• b) The interim Directors' report includes a fair review of the information required in terms of Listing Rules 5.81 to 5.84.

Approved by the Board of Directors on 29 August 2019 and signed on its behalf by:

Richard Abdilla Castillo Chairman

Sandra Murniece Director

:

,