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Echo Investment S.A.

Management Reports May 30, 2019

5590_rns_2019-05-30_f314b54f-8497-4374-9432-784fd82576f6.pdf

Management Reports

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CZĘŚĆ 1 FINANCIAL REPORT OF ECHO INVESTMENT

SPRAWOZDANIE

ZARZĄDU Q1 2019

CONTENT

List do Akcjonariuszy, Partnerów i Klientów 4

CHAPTER 1

MANAGEMENT BOARD REPORT 6
01. General information about the Company and its Group 7
The Management Board of Echo Investment S.A 8
The Supervisory Board of Echo Investment S.A. 9
02. Strategy of Echo Investment Group 10
03. Business model 11
04. Ownership structure of Echo Investment S.A. and description of shares 12
05. Major events in Q1 2019 14
06. Major events after the balance sheet day 17
07. Echo Investment Group business segments – description of the market,
activities and outlook 21
08. The Groups segments – financial structure 29
09. Portfolio of properties 32
10. Main investments in Q1 2019 – acquisition of properties 41
11. Factors and unusual events influencing the financial result in Q1 2019 42
12. Factors which will influence the results of the Company and its Group
in the perspective of at least the following quarter 43
13. Seasonal or cyclical nature of operations 44
14. Information on dividend 45
15. Financial liabilities of the Company and its Group 46
16. Off balance sheet liabilities 49
17. Influence of the results disclosed in the report for Q1 2019 on fulfilment of result forecasts 53
18. Court, arbitration or public administration proceedings 53
19. Material transactions concluded by the Company or its subsidiary with related
parties on terms other than market terms 54

CHAPTER 2

FINANCIAL STATEMENTS 55
CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENT
AS OF AND FOR THE PERIOD ENDED 31 MARCH 2019
56
INFORMATION ON FINANCIAL STATEMENTS OF ECHO INVESTMENT GROUP 64
01. Accounting principles adopted in drawing up the financial report
of Echo Investment Group 65
02. Echo Investment Group 66
03. Application of new and amended standards and interpretations issued
by the IFRS Interpretations Committee 71
04. Published standards and interpretations which are not effective yet
and have not been adopted by the company 73
05. Effects of changing the principles of accounting used – transformations
of financial statements for previous periods 74
CHAPTER 3 76
CONDENSED INTERIM STANDALONE FINANCIAL STATEMENT
OF ECHO INVESTMENT S.A. AS OF AND FOR THE PERIOD ENDED 31 MARCH 2019 76
INFORMATION ON FINANCIAL STATEMENT OF ECHO INVESTMENT S.A. 83

Effects of changing the principles of accounting used 84 Contact 86 01.

Dear Shareholders, Partners and Clients,

It is with great pleasure that I present this Echo Investment's financial report for the first quarter of 2019, explaining our financial standing and ambitious expansion plans. In this period, Echo Investment generated nearly PLN 32 mln net profit, that was due primarily to the increase in the value of projects under construction. The result was also driven by apartments handed over to clients, rents received from the lease of office space in O3 Business Campus III in Krakow and Gatehouse Offices in the Warsaw Brewery complex, as well as rents from in Libero in Katowice.

Partnerów i Klientów

Multifunctional 'destination' projects

We are focused on developing multifunctional, 'destination' complex projects, new parts of cities attracting people to live in, work and spend their free time. Today such projects cover nearly half of our development pipeline going forward. All buildings of our flagship Warsaw Brewery project are at various stages of construction works or are completed. I assure you that by the second half of 2020 this entire quarter, including streets, open squares, greenery and public spaces, will be finished and returned to Warsaw and its residents.

In the first quarter, we started construction of Fuzja - our multifunctional project at Tymienieckiego str. in Łódź. It will contain apartments, offices, service and entertainment space with a total area of about 90,000 sqm. I am convinced that our experience and expertise, the central location and post-industrial architecture of Fuzja will prompt residents of Łódź to move in and spend their free time here, as well as attract companies looking for unique work environment. In March, at the MIPIM real estate fair in Cannes, we presented our idea for another, significant part of Warsaw - the Towarowa 22 project. We are working on it together with the world-famous architecture firm BIG Architects. They designed offices, apartments, a hotel, retail and service spaces, as well as a theatre, a festival cinema or open space full of greenery and places to relax. I am sure that Towarowa 22 will be a new Warsaw landmark and in a few years it will move the city centre to the Wola district.

Residential

We are gradually growing our residential offer. Our sales are at a good level, slightly higher than sales recorded in the first quarter of 2018. The number of 351 apartments sold puts us in sixth place among residential developers listed on the Polish stock exchange. However, we still have an appetite for increasing our market share to be in line with our target of 2,000 units sold by 2020 as communicated earlier.

During the first three months of the year, we started construction of 542 apartments in Poznań and Łódź, and by the end of the year we will put on offer about 1,700 units in large and attractive projects, such as successive stages of Fuzja in Łódź or Nasze Jeżyce in Poznań. We intend to sell about 1,300 units throughout the year. On the other hand, we will hand over approximately 1,250 apartments to our clients. Due to work schedules, most of this year's projects will be completed in the second half of the year, and it is precisely during this time that handovers will be accumulated.

Thinking about further growth, we purchased plots of land for approximately 75,000 sqm of usable space in the first quarter – mainly residential. We are working on further purchases: currently, in negotiations we have plots for projects with a total area of over 500,000 sqm – also most of them for residential. This shows our determination to achieve a better and better position on the market.

Office

We are pleased that the office sector in Poland is in great standing - both in Warsaw and on regional markets. Since the beginning of the year, we have started construction of React office buildings in Łódź and Moje Miejsce II in Warsaw, that together will have around 32,000 sqm of lease area. Due to great interest of potential tenants, we prepare to start construction of projects in Wrocław and Gdańsk by the end of the year, so the area of projects started in 2019 will amount to 100,000 sqm in total. Despite early stages of completion, in many projects, such as Face2Face II or buildings of Warsaw Brewery, we can see the potential for a very high level of the lease before the end of construction. The office market is also very attractive for international investors, as shown by transactions concluded. This is supported, among others by the sale of Gatehouse Offices, the first office building of the Warsaw Brewery complex for EUR 76.5 mln. O3 Business Campus III in Krakow is also under agreement to be sold this year. Further proof of the attractiveness of our office buildings are two financing agreements for buildings of Warsaw Brewery and West 4 Business Hub in Wrocław.

Retail

We celebrated a great success last week: the opening of Galeria Młociny in Warsaw. Only for the first four days, it was visited by over 220,000 guests. It is fully leased by great retail brands that have prepared refreshed or completely new concepts of their stores. Exceptional eight-meter-high shopfronts, located on the first floor, allow for product display unprecedented in Warsaw. A magnet for clients is the restaurant and entertainment zone, that occupies about 6,000 sqm of space on the top floor. A special place of Galeria Młociny is a unique terrace, where cultural events can be organised, as well as outside dinners and meetings. We believe that Galeria Młociny will become a place where residents of Bielany will spend their time, as well as a significant part of 24 million passengers of the Młociny transport hub. I am really satisfied with fantastic results of the two-year work on this project together with our JV partner EPP, that now is taking over the management of the centre.

Our project Libero in Katowice becoming a known retail destination in Silesia. Last weekend we opened an attractive city square in front of the building, that will be full of life throughout the year. In summer, concerts and fairs will be organised there, while in winter there will be an ice rink. We are also continuing other dynamic marketing actions in this project, so that soon it will become the most appreciated place for entertainment and shopping in Katowice.

Financial standing

Echo Investment maintains very stable financial standing and low net debt ratio that amounted to 25% as at 31 March 2019. The value of our assets under construction is steadily growing. In the first quarter, the value of residential and retail projects under construction increased by 13%, what is clearly in line with our strategy of profitable growth.

We are also happy about the trust of financial institutions, that from the beginning of the year granted investment loans for construction of two office projects, and also invested in our bonds worth PLN 100 mln. The Group maintains a high level of cash - PLN 471 mln at the end of the first quarter. We also continue to improve the structure of our debt so that our financial flows are strong and stable in the long term.

I invite you to study in detail our financial report for the first quarter of 2019.

Yours sincerely

Nicklas Lindberg Prezes Echo Investment

CHAPTER 1

MANAGEMENT BOARD REPORT

General information about the Company and its Group

Echo Investment Group's core activity consists in the construction, lease and sale of office and retail buildings, construction and sale of residential buildings as well as trade in real estate.

The parent company Echo Investment S.A., with its office in Kielce, al. Solidarności 36, was registered in Kielce on 23 July 1992. Echo is a Joint Stock Company entered in the National Court Register under no. 0000007025 by the District Court in Kielce, 10th Economic Division of the National Court Register.

Since 5 March 1996, the Company's shares are listed at the Warsaw Stock Exchange on the regulated market, sector – WIG – Real Estate. The Company was established for an indefinite period of time.

The Management Board of Echo Investment S.A

as at 31 March 2019

Maciej Drozd Vice-President of the Board, CFO

Rafał Mazurczak Member of the Board

Artur Langner Vice-President of the Board

President of the Board, CEO

Nicklas Lindberg

Waldemar Olbryk Member of the Board

Małgorzata Turek Member of the Board

The Supervisory Board of Echo Investment S.A.

as at 31 March 2019

Karim Khairallach Chairman of the Supervisory Board

Laurent Luccioni Deputy Chairman of the Supervisory Board

Stefan Kawalec Independent Supervisory Board Member Chairman of the Audit Committee

Independent Supervisory Board Member Deputy Chairman of the Audit Committee

Mark Abramson

Nebil Senman Supervisory Board Member Audit Committee Member

Maciej Dyjas Supervisory Board Member

Sebastian Zilles Supervisory Board Member

Strategy of Echo Investment Group

In 2016, the Management Board of Echo Investment with the approval of the Supervisory Board developed and implemented "The strategy of profitable growth". According to its assumptions, Echo Investment will accelerate the capital turnover and therefore generate higher returns for its shareholders. The Company intends to share profit in the form of regular dividends.

STRATEGY OF ECHO INVESTMENT

It is the strongest economy and real estate market in the Central and Eastern Europe. Echo Investment, which has been operating on this market for two decades, knows perfectly its potential, background and principles of functioning. This is why the Company will focus on running projects in the most important Polish cities, which are at the same time the most attractive and liquid real estate markets: Warsaw, Tricity, Poznań, Katowice, Wrocław, Cracow and Łódź.

Echo Investment is one of the biggest real estate development companies operating in Poland. The Company is active in three sectors: office, retail and residential. In accordance with the strategy of profitable growth, Echo Investment is going to be one of the leaders in each of the three sectors. This is going to translate into optimum use of resources and adequately large scale of activity.

DEVELOPMENT

The focus of the adopted strategy model is on development activities, which include land acquisition, construction, lease, active management to increase the market value and then sale of finished project in optimal time for the possible return ratio, capital management, market expectations and trends. Commercial and residential properties under construction constitute majority of the group's assets.

STRATEGIC COOPERATION WITH RELIABLE PARTNERS

Echo Investment values long-term business relations with reliable partners, that created synergies for both sides. Development activities of Echo Investment are complementary to these entities. Such cooperation facilitates expanding Echo's scale of operation, accelerates speed of projects implementation and limits risks. Echo Investment assumes entering into joint-ventures for projects requiring

significant capital expenditures, providing its partners with services such as development, planning, leasing, accounting etc. Partners may also be offered by Echo with priority to acquire ready projects on market conditions. Material agreements between Echo Investment and its partners need to be discussed and approved by the Supervisory Board.

DESTINATION PROJECTS

Many years of experience in three real estate sectors gives Echo Investment a competitive advantage resulting from skills to develop large, multi-functional and destination projects. This is why, the Company can buy larger lands where unit price is lower and competition among purchasers is much lower. Combining functions allows to Company to complete a project earlier and design a complex city space.

Business model

Echo Investment Group runs the entire investment process in-house, starting with acquisition of property, through obtaining administrative permits, financing and oversight of construction, to leasing, completion, active property management to increase its value, taking decision of sale and execution of this decision in optimal moment from return, cash management, expectation and market trends. These steps are taken in most cases through the special purpose vehicles (SPV).The core business of Echo Investment

Group falls into the following categories:

    1. construction, lease, active property management to increase its value and sale of office buildings,
    1. construction, lease, active property management to

increase its value and sale of retail buildings,

    1. construction and sale of residential apartments
    1. provision of services (general contractor, managing contractor, leasing, consulting etc.).

04

Ownership structure of Echo Investment S.A. and description of shares

SHAREHOLDERS OF ECHO INVESTMENT S.A. HOLDING MORE THAN 5% OF THE SHARE CAPITAL AS AT THE BALANCE SHEET DAY

4.1 Description of shares

The share capital of Echo Investment S.A. is divided into 412,690,582 ordinary bearer shares of A, B, C, D, E and F series. None of the shares has limited rights. The Company's share capital, i.e. the nominal value of all the shares, amounts to PLN 20,635, and it was paid in cash. The nominal value of one share is PLN 0.05. The number of shares equals the

number of votes at the General Meeting of Shareholders.

The securities issued by Echo Investment S.A. do not provide their owners with any special controlling powers. Echo Investment S.A. does not have any information on limitations in exercising the voting right or transferring ownership rights by owners of its securities.

4.2 Shareholding structure

The PIMCO – Oaktree – Griffin Real Estate consortium remains the major shareholder of Echo Investment S.A. through Lisala sp. z o.o. which is an entity directly controlled by Echo Partners B.V.

Data concerning the shareholding structure as at the balance sheet day result from information about ownership of shares published by Open Pension Funds and notifications sent to the Company by members of the Management Board.

4.3 Volume of the Company's shares held by managing and supervising persons

To the best of the Company's knowledge, among the persons in charge of Echo Investment S.A. management or supervisory functions, the shareholders of the Company are only Nicklas Lindberg, CEO and Maciej Drozd , CFO. According to notifications sent by both board members, in 2018 each of them purchased shares of Echo Investment S.A., in transactions concluded at the session on December 28, 2018 Nicklas Lindberg purchased 78,000 shares for a total amount of c.a. PLN 250,000, while Maciej Drozd 37,500 shares for a total amount of c.a. PLN 120,000.

To the best of the Company's knowledge, none of the other members of the Management Board or the Supervisory Board is a shareholder of the Company directly or indirectly as at the date of publication of the report, none of them was a shareholder on 31 March 2019, as at the balance sheet day and since the begining of 2019, and none of them concluded any transactions for shares in the Company.

VOLUME OF SHARES OF ECHO INVESTMENT S.A. HELD BY MEMBERS OF THE MANAGEMENT BOARD AND THE SUPERVISORY BOARD

Surname Position
in the company
Number
of shares held
Share
in the capital
and votes at GMS
Nicklas Lindberg President of the
Board, CEO
538 676 0.13%
Maciej Drozd Vice-President of
the Board, CFO
221 765 0.05%

Major events in Q1 2019

Fuzja 'destination' project on Tymienieckiego st. in Łódź

5.1 Starting the multifunctional project Fuzja on Tymienieckiego street in Łódź

Echo Investment has started construction of the new multifunctional project Fuzja in Łódź on Tymienieckiego street. It will be carried out at 7.7 hectares of land occupying the former textile factory of Karol Scheibler in Księży Młyn, which the company purchased in 2017. The city adopted a spatial development plan for this area in 2018, whereas a building permit for the first investment phase - two buildings with approx. 270 apartments became effective on January 2019. Their construction and sale started in April. The first residents will be able to move in at the beginning of 2021. Simultaneously with the completion of the first phase, a public square will be built in front of the power plant and access from Tymienieckiego street.

The project on Tymienieckiego street has the potential to develop around 90,000 sqm of residential, office and service space. The investment will be carried out in several stages. The entire complex will consist of 20 buildings, 14 of which are historical buildings, under conservation protection. The heart of this area will be the building of the former heat and power plant, which will be adapted to new functions. The development plan precisely specifies conservation requirements, and at the same time it leaves great flexibility as to the future functions of the buildings. As part of the investment, there will also be city squares, common spaces and green areas, the total area of which will be almost 4 ha. Users of this area will have access to amenities such as parking spaces adapted to car sharing services, bicycle paths, bike service stations, parcel machines or publicly available electric loaders. The architectural design is being created in the Medusa Group studio. Fuzja project on Tymienieckiego street is another multifunctional investment after Warsaw Brewery and Moje Miejsce in Warsaw, in which Echo Investment can use experience in various sectors of the real estate market.

Fuzja 'destination' project on Tymienieckiego st. in Łódź

5.2 Issuance of PLN 33.8 mln worth of bonds for individual investors

After the balance sheet date, the Company placed 188,315 J-series bonds and 150,000 J2-series bonds, which were issued on the basis of the Prospectus approved by the Polish Financial Supervision Authority on 16 April 2018. The total issue value of the placed bonds was PLN 33,831,500. The subscription for J-series bonds lasted from 18 February to 1 March 2019, while J2-series bonds from 18 February to 25 February 2019. The allocation of the bonds took place on 5 March 2019.

The interest rate on J-series and J2-series bonds is based on the WIBOR 6M rate increased by a 3.4% margin. The bonds have a 4.5-year maturity. The offering was organized by Dom Maklerski PKO Banku Polskiego and the consortium of Noble Securities S.A., Michael / Ström Dom Maklerski S.A. and Dom Maklerski Bank Ochrony Środowiska S.A.

5.3 Review of potential strategic options by major shareholder

The Management Board of Echo Investment S.A. announced that on 14 March 2019, it was notified by its majority direct and indirect shareholder, Lisala sp. z o.o. and Echo Partners B.V. that both entities have decided to undertake a review of the potential strategic options in relation to their investment in the Company and the further development of the Company's business. It cannot be excluded that as part of the process, to the extent permitted under applicable provisions of law,

Value of J and J-2-series bonds placed for individual investors in Q1 2019

additional information on the Company and its capital group will be disclosed to selected entities. The review of strategic options may result in taking and implementing various types of actions and transactions, including those of a corporate nature. However, it may also be decided that no such action or transaction will be taken or implemented.

The target amount of the sale transaction of Gatehouse Offices

5.4 Completion of the sale of Gatehouse Offices - the first office building of the Warsaw Brewery complex

On 29 March 2019, GLL Real Estate Partners signed an agreement with Echo Investment for the purchase of Gatehouse Offices - the first office building of Warsaw Brewery. The final sale price of the office building will amount to EUR 76.8 million, after meeting certain conditions.

According to the agreement, the sale price is to be paid in two tranches. The first tranche in the amount of EUR 38.6 million net was paid immediately after the conclusion of the agreement, while the remaining part of the price - after meeting the conditions set by the parties, but not later than 12 months from the date of the sale agreement. Together with the first tranche, the purchaser paid the amount of VAT on the entire sale price. The payment of the price increase is expected at the turn of the third and fourth quarter of 2019.

Along with the sale agreement, the parties entered into agreements for quality guarantee of the building and rent guarantee, according to which the purchaser is compensated for the loss of operating income resulting from incentives for tenants.

The Gatehouse office building received the occupancy permit in the fourth quarter of 2018. It offers 15,700 sqm of space, occupied mainly by L'Oréal Polska, EPAM Poland and WeWork.

Warsaw Brewery is an area between Grzybowska, Wronia, Chłodna and Krochmalna streets, which Echo Investment will reweave into the urban fabric. It will be a new urban quarter, open to all, formed by a potpourri of residential buildings, office buildings and public squares, rest and recreation places, cafes, restaurants and shops.

Gatehouse Offices (Warsaw Brewery J), Warsaw

Major events after the balance sheet day

6.1 Issuance of bonds for institutional investors

As part of the Bond Issuance Programme of up to PLN 1 bln of 2011, which was signed with mBank, Echo Investment issued coupon bonds with a total value of PLN 100 mln on 11 April 2019. The nominal value and the issue price of one bond was PLN 10,000. The bonds were issued for the period ending on 11 April 2023. The interest rate on the bonds was determined based on the variable WIBOR 6M rate plus

a margin for investors. The redemption of the bonds on the redemption date will be at the nominal value of the bonds. The interest will be paid semi-annually. The issued bonds are not secured.

At the same time, the Company acquired 1,000 own bonds marked with the ISIN code PLECHPS00159 for redemption.

PLN 100 mln

The value of bonds placed for institutional investors in the second quarter of 2019

6.2 Obtaining the loan of EUR 87 mln for the construction of two office buildings at Warsaw Brewery

Bank Pekao has granted Echo Investment a loan of EUR 87 mln for the construction of Villa Offices and Malthouse Offices two office buildings being developed at the Warsaw Brewery complex at Grzybowska street in Warsaw. According to the agreement signed on 25 April 2019, the loan is divided into two tranches. The first one amounts to EUR 54.8 mln of a construction loan and PLN 10 mln of a VAT loan, while the second one - to EUR 32.6 mln of a construction loan and PLN 7 mln of a VAT loan. The loan was granted for a period of 24 months from the date of commissioning, but no longer than until 31 December 2022.

The construction loan, after completing the construction of projects, will be transformed into an investment loan of the

same amount. It will be granted for 5 years from commissioning, however not longer than until 31 December 2027. Investment and construction loan amounts bear interest at a variable EURIBOR rate, increased by a margin, while a VAT loan - at a variable WIBOR interest rate plus a margin. The agreement provides for an obligation to meet conditions suspending a payment of loans, including establishing collateral that are standard in this type of transactions.

Warsaw Brewery is a cohesively designed urban space, combining offices, apartments, apartments for rent, services and eating places. The project is being developed in the quarter of Grzybowska, Wronia, Krochmalna and Chłodna streets in Warsaw's Wola district. The construction work began in 2016 and already two years later, the first office building and residential building were put into use. Villa Offices and Malthouse Offices, being financed by Bank Pekao, have a total of 46,000 sqm of leasable space, their construction started last year and their completion is scheduled for 2020.

Construction works on Warsaw Brewery, Warsaw

6.3 Loan agreement for the construction of West 4 Business Hub in Wrocław

Bank Millennium has concluded an investment loan agreement with Echo Investment in the amount of more than EUR 20 million for the construction of the West 4 Business Hub office building in Wrocław. West 4 Business Hub will be the continuation of West Gate and West Link office buildings that have already been developed at Na Ostatnim Groszu street and successfully leased and sold. The construction of the first office building of the West 4 complex was launched at the end of 2018.

The new project West 4 will offer over 80,000 sqm of office space. The first building will have over 15,500 sqm of space. Its construction is in line with the schedule - earthworks have been completed and builders are currently working on a foundation slab and 0 level walls. The first West 4 building is planned for use in the third quarter of 2020. The architectural office Maćków Pracownia Projektowa is responsible for the design.

Echo Investment in Wrocław has been present for 12 years. The developer has built, leased and sold five office buildings here: Aquarius, Sagittarius, Nobilis, West Gate and West Link.

West 4 Business Hub office project in Wrocław

6.4 Opening of Galeria Młociny in Warsaw

After three years of construction, on 23 May 2019, Echo Investment and EPP opened Galeria Młociny at Zgrupowania AK "Kampinos" street in Warsaw. The project has nearly 85,000 sqm of leasable space, of which 76,000 sqm for retail and gastronomy, and 6,000 sqm of office space that was leased by Inter Cars.

The architectural design of Galeria Młociny was developed by two architectural design studios - Kuryłowicz & Associates and Chapman Taylor. The general contractor was Erbud, while the financing was provided by a consortium of banks Santander, PKO Bank Polski and Bank Gospodarstwa Krajowego.

The complex will include 220 stores and nearly 50 restaurants and cafes, a medical centre and the first multiplex cinema in Bielany. Among renowned brands present in Galeria Młociny, it is worth mentioning Inditex group (Zara, Zara Home, Oysha, Massimo Duti, Bershka, Stradivarius, Pull & Bear), H&M, Van Graff, TK Maxx, C & A, CCC, Media Markt and RTV Euro AGD. Brands such as Gagliardi, Sloggi or Mayoral Premiere stores also will open their stores.

Galeria Młociny was developed right next to the Młociny transport interchange – within easy reach of Warsaw, with direct access to the metro station, several tram lines, city, suburban and country bus lines, a bicycle station and a P&R car park. It is the most important transport hub of the northern part of the city and neighbouring towns that is used by over 24 mln passengers every year.

Galeria Młociny's investors are EPP (70% of shares) and Echo Investment (30% of shares). EPP will manage the newly-opened complex. Echo Investment is fully responsible for the development and lease process.

Galeria Młociny shopping centre, Warsaw

07

Echo Investment Group business segments – description of the market, activities and outlook

Perspectives of each market sectors in comming 12 months:

  • Very optimistic
  • Optimistic
  • Neutral
  • Pesimistic
  • Very pesimistic

7.1 Residential market in Poland

Fluctuations in demand and stabilisation of supply

In the first quarter of 2019, the residential market in the six largest cities was stable. Sales of new apartments, according to JLL, remained at a similar level as in the last quarter of 2018 and amounted to 16,500. The sustained high demand for apartments continues to affect prices that have already exceeded the levels recorded at the peak in 2008. The rate of increases, in comparison to previous quarters, has stabilised. For the first three months of 2019, prices increased by approximately 1.6%, with almost 12% growth per annum. However, there are major differences between cities at the rate of sales and delivery of new apartments to the market.

16,900 apartments were marketed, i.e. 13% less than in the fourth quarter of 2018. However, it should be stressed that this is a much better result than the same period last year. The number of new apartments put on offer in Q1 was only c.a. 350 higher than the number of apartments sold. According to JLL, there were large fluctuations in supply of apartments in individual cities. The largest increase in developers' activity was noted in Kraków and Poznań, where 50% and 30% more apartments were marketed respectively than in the fourth quarter of 2018. The offer of apartments was also significantly increased in Wrocław (over 23%). In Warsaw, after the exceptionally successful end of the year, the number of units launched for sale remained at the level recorded in the previous quarters, while in the Tri-City a great decrease was recorded compared to the fourth quarter of 2018 - 26%. In total, in the last four quarters, in the six largest Polish cities, the supply amounted to 67,900 apartments.

Price increases also spread unevenly on a quarterly basis. The greatest increases were recorded in Wrocław (5.3%) and Warsaw (3.5%), while in other cities they were insignificant. However, it should be emphasized that average prices in the last 12 months were increased by almost 12%. The greatest increases in the year were recorded in Warsaw (nearly 15%) and Kraków (10.9%), while the slightest - in Poznań (7.7%) and Łódź (8%).

In the last quarter, Poznań and Łódź are also sales leaders. In Łódź,, 25.6% more apartments were sold, while in the capital of Wielkopolska, as much as 36.2% compared to Q4 2019. On the other hand, sales fell in Warsaw (-3.3%), in Wrocław (-10.3%) and the Tri-City (-19%). In total, 62,900 apartments were sold in the last four quarters.

APARTMENTS SOLD AND PUT ON OFFER AS WELL AS OFFER VOLUME [IN THOUSAND]

7.2 Echo Investment's activities in the residential sector

Echo Investment remains among the largest residential developers in the country and strengthens the position consistently. In the first quarter of 2019, as one of a few listed companies, resisted drops in sales of apartments: the company sold 351 units, 2% more than in the first quarter of 2018. Such dynamic puts Echo Investment in the 5th place among Polish listed developers. In terms of the number of units sold, the company ranked sixth in Poland.

NUMBER OF APARTMENTS SOLD AND HANDED OVER IN ECHO INVESTMENT IN EACH QUARTER [UNITS]

From January to March 2019, Echo Investment has started construction of 542 flats and apartments in the projects: Esencja Apartmenty in Poznań and Fuzja in Łódź. By the end of the year, the company will put on offer approximately 1,700 units in large and attractive projects, such as Stacja Wola at ul. Ordona in Warsaw, subsequent stages of Fuzja in Łódź or Nasze Jeżyce in Poznań.

Due to a large number of projects put up for sale in the fourth quarter of 2018 and at the beginning of 2019, in the first quarter of 2019, the Company sold 351 apartments (2% more than in the first quarter of 2018). In addition, in April, the number of units sold amounted 93. In the whole year, Echo Investment intends to sell about 1,300 apartment, reaching more than 30% growth compared to 2018. Due to schedules of construction processes, residential buildings are usually not put into use in the first quarter, that is why it is a period with a low number of apartments handed over to clients. In the first quarter of 2019, Echo Investment delivered 23 apartments to its clients. The vast majority of residential projects to be completed this year will be commissioned in the second half of the year. Throughout the year, the Company expects to hand over approximately 1,250 apartments to clients. That would mean around 35% growth.

In the first quarter of 2019, Echo Investment purchased land in Kraków and Wrocław, where approximately 52,400 sqm of apartments may be developed. In addition, the company concluded preliminary agreements for land allowing for construction of nearly 73,000 sqm in Warsaw, Krakow and Poznań.

The company makes investment decisions based on a detailed analysis of local markets, trying to stay ahead of trends. In the first quarter of 2019, nearly 40% of apartments being built are located in cities of the highest sales increases, i.e. Poznań and Łódź.

ECHO INVESTMENT'S UNDER CONSTRUCTION – BY CITIES [UNITS]

The company has started cooperation with suppliers of cutting-edge apartment management solutions. Responding to the needs of clients, the company installs every unit the heart of the system for remote management of access, temperature, lighting and other functions. Echo Investment also reacts to new social and communication needs of city residents by planning so-called life-services. In cooperation with Samsung Electronics, the company has created the first showroom presenting the potential of a smart home in the Warsaw Brewery project.

The Resi4Rent project, the first institutional apartment rental platform, completes the residential business for sale. Currently, the platform has six projects under construction, more than 1,800 apartments in total. By the end of the year, Resi4Rent plans to start construction of two more projects. In the second half of 2019, the company will put into use the first buildings in Łódź and Wrocław and then it will start renting apartments. Resi4Rent secures further projects. In 3-5 years, it plans to own and manage 5,000-7,000 apartments. Echo Investment is a shareholder of the platform (the company holds 30% of shares) and provides development services, planning, supervision, etc.

7.3 Office market in Poland

Warsaw

Since the beginning of the year, development companies have put into use only one building in Warsaw with more than 10,000 sqm of space. The total office space remained at a similar level to the end of 2018 - nearly 5.5 million sqm. However, a record-breaking number of space remains under construction: office space should increase by more than 834,000 sqm by 2021. Most of these projects (approximately 70%) are located in the city centre and in the Wola district.

In the first quarter, a noticeable drop in leasing activity in Warsaw by approximately 29% compared to the first quarter of 2018. However, a significant growth of signing new contracts in the next quarters is expected to rise according to CBRE analysts. Due to relatively low demand, the vacancy rate increased by 0.5 p.p. and at the end of March amounted to 9.1%. Analysts have not noticed any changes in rents, that are at the level of EUR 23-24 per sqm/month in the city centre and approximately EUR 15.5 outside the centre of Warsaw.

Regional markets

In the first quarter of 2019, regional markets were much more active than Warsaw. Over six times as much leasable space was put into use, i.e. 122,000 sqm. In Poland, total office space at the end of the quarter exceeded 10.6 million sqm. Most space was completed in Kraków and Poznań (46.1 thousand sqm each). About 800,000 sqm remains under construction. mainly in Wrocław, Kraków, Łódź and the Tri-City.

The demand for office space in regional cities was similar to the demand from the same period last year and amounted to 130,500 sqm (increased by 2.6%). In connection with the match of supply and demand, the average vacancy rate did not change significantly - it amounted to approximately 9.4%. Similarly to the Warsaw market, rents remained at levels recorded in the previous quarter, i.e. between EUR 10.5 to EUR 15 per sqm per month.

SUPPLY OF OFFICE SPACE IN REGIONAL CITIES AT THE END OF Q1 2019 [THOU. SQM.]

7.4 Echo Investment's activities in the office sector

At the end of the first quarter of 2019, Echo Investment had 126,000 sqm of total leasable office space under construction. In May, construction of the first office building of the Moje Miejsce project in Warsaw was completed and construction of the second building of this complex was started, as well as the React building in Łódź. By the end of the year, construction of West 4 Business Hub in Wrocław and the office building in Gdańsk at ul. Nowomiejska will start.

West 4 Business Hub is a continuation of office projects at ul. Na Ostatnim Groszu in Wrocław: West Gate and West Link, that Echo Investment successfully built, leased and sold. The complex will offer over 80,000 sqm of lease space. The first West 4 building is planned for use in the third quarter of 2020. In Łódź, the company has presented the React project, which is being developed at the intersection of al. Piłsudskiego and ul. Kiliński, in the very centre of the city. The completion of construction of this office building is planned for 2020.

In Katowice, according to schedule, two stages of the Face2Face Business Campus complex with 47,000 sqm of lease space, are being carried out, at the same time contracts with key tenants are being finalised. At the end of the quarter, Echo Investment was the most active developer on the Katowice market in terms of space under construction.

The biggest lease agreement signed by the office department in the first quarter of 2019 concerned nearly 11,000 sqm of space in Villa Offices in the Warsaw Brewery complex. Due to this agreement, Warsaw Brewery will become one of the largest co-working spaces in Poland, because WeWork had rented previously office space in the Gatehouse Offices building. After being fully leased, the building was sold to GLL Real Estate Partners for EUR 76.8 million in March.

The next office buildings being developed have earned the trust of banks. In April, Bank Pekao signed a loan agreement with Echo Investment for construction of Villa Offices and Malthouse Offices. The loan value amounts to EUR 87 million. In turn, Bank Millennium granted Echo Investment a loan of over EUR 20 million for construction of West 4 Business Hub Wrocław.

React office project in Łódź

7.5 Retail space market in Poland

In the first three months of 2019, approximately 40,000 sqm of modern retail space was commissioned in Poland, what constituted only 60% of supply opened in the same quarter of 2018 - according to research by Knight Frank. Expansion of existing facilities has a noticeable share in completed space - 16%. At the end of the quarter, 390,000 sqm of space was under construction, of which about 280,000 sqm is to be opened in 2019. Galeria Młociny was the largest building under construction, which EPP and Echo Investment opened in May.

In the situation of the Polish shopping centre market being saturated, developers are more and more reserved towards construction of new large facilities. For at least the last decade, the volume of modern retail projects under construction at the level below 400,000 sqm has not been observed in Poland. On the other hand, however, other commercial formats are developing, such as multi-purpose facilities or convenience-type centres, that are a response to changing shopping habits of consumers.

Despite declining construction activity of developers, the demand for retail space remains stable. Both Polish and international brands present on the Polish market are constantly growing. Knight Frank analysts also note several foreign debuts. However, due to the very low vacancy rate in shopping centres in the largest Polish cities (on average 3.1% at the end of 2018), new retail chains are forced to wait for space to be vacated. That is why debuts of foreign brands took place mainly in multifunctional projects completed or being under construction.

Retail space is to be put into use throughout 2019 in Poland. It means that a downward trend maintains in growth dynamic of the retail space market.

7.6 Echo Investment's activities in the retail sector

In the first quarter, the retail department of Echo Investment was focused on finalising the last lease agreements and finishing works in Galeria Młociny, that was opened on 23 May.

The almost fully leased facility has gathered more than 220 stores and service outlets, comfortable offices, a medical centre, children's play areas, a fitness club and nearly 50 restaurants, cafes and dining spots, as well as the first multi-screen cinema in Bielany. In line with trends in the retail space sector, approximately 20% of space of the centre has been dedicated to a non-commercial offer - services, entertainment and food court. The restaurant and entertainment space - occupying the entire +2 level and connected to the green roof garden - was designed by architects from the renowned Broadway Malyan studio.

The centre was developed just next to the Młociny transport hub - in one of the best transit locations in Warsaw, with easy access to the metro station, numerous tram lines and city, suburban and country bus lines, a bicycle station and a P&R car park. It is the most important transport interchange of the northern part of the city and neighbouring towns, that is used by over 24 million passengers every year. Galeria Młociny's investors are EPP (70% of shares) and Echo Investment (30% of shares). While the former will manage the newly opened complex, the latter was fully responsible for the development process and leasing.

In the spring, the first cut of the spade took place on the site of the former Karol Scheibler factory at ul. Tymienieckiego in Łódź, and thus construction of Fuzja was started - another city-forming project carried out by Echo Investment. The retail department is working on the concept of commercialisation of service and restaurant spaces of this project. The first lease agreements have also been signed by future tenants of service spaces in the Warsaw Brewery project.

Grand opening of Galeria Młociny in Warsaw

The Groups segments – financial structure

ASSIGNMENT OF ASSETS AND LIABILITIES TO SEGMENTS AS AT 31.03.2019 [PLN '000]

ASSIGNMENT OF ASSETS TO SEGMENTS [PLN '000]

31.03.2019 31.12.2018
Residential 998 333 864 392
Office 1 818 584 1 368 502
Retail 979 484 978 421
Resi4Rent 224 995 194 588
Other 342 589 572 737
Total 4 363 984 3 978 640

Total value of assets as at 31.03.2019

PLN 2 861 mln

Total value of liabilities as at 31.03.2019

ASSIGNMENT OF LIABILITIES TO SEGMENTS [PLN '000]

31.03.2019 31.12.2018
Residential 546 123 313 809
Office 712 458 529 464
Retail 340 249 334 107
Resi4Rent 95 710 90 841
Other 1 166 885 1 214 960
Total 2 861 424 2 483 181

ASSIGNMENT OF REVENUE AND COST OF SALES TO SEGMENTS FOR THE PERIOD FROM 01.01.2019 TO 31.03.2019 [PLN '000]

Gross profit for Q1 2019

ASSIGNMENT OF REVENUE, COST OF SALES AND GROSS PROFIT TO SEGMENTS FOR THE PERIOD FROM 01.01.2019 TO 31.03.2019 [PLN '000]

Revenue Cost of sales Gross profit
Residential 10 620 9 550 1 070
Office 22 865 16 218 6 647
Retail 21 577 10 943 10 634
Other 14 353 14 079 274
Total 69 415 50 790 18 625

RESIDENTIAL SEGMENT [PLN '000]

Revenue Cost of sales Gross profit
Sales 10 247 7 535 2 712
Rents 24 3 21
Costs of projects completed
in previous years
- 1 579 (1 579)
Maintenance of the project
in preparation and construction
349 433 (84)
Total 10 620 9 550 1 070

OFFICE SEGMENT [PLN '000]

Revenue Cost of sales Gross profit
Rents 8 452 3 978 4 474
Services (fit-outs) 14 388 11 947 2 441
Maintenance of the project
in preparation and construction
25 293 (268)
Total 22 865 16 218 6 647

RETAIL SEGMENT [PLN '000]

Revenue Cost of sales Gross profit
Sales 4 178 3 340 838
Rents 13 179 4 580 8 599
Services (development) 4 103 2 918 1 185
Maintenance of the project
in preparation and construction
117 105 12
Total 21 577 10 943 10 634

OTHER [PLN '000]

Revenue Cost of sales Gross profit
Sales 11 435 11 593 (158)
Leasing 1 103 662 441
Services 1 815 1 824 (9)
Total 14 353 14 079 274

Portfolio of properties

9.1 Residential

Definitions:

Sales level – the item exclusively concerns preliminary contracts

An estimated budget includes the value of land, cost of design, construction and external supervision. It does not include the cost of supply maintenance, interest costs or activated financial costs, marketing and total personnel costs related to the project. The Company estimates additional costs to equal on average 6% of the targeted budget.

RESIDENTIAL PROJECTS UNDER CONSTRUCTION

Project / address Sales area
[sqm]
Number of
units
Sales level
[% of units]
Targeted
revenues
[PLN mln]
Targeted
budget
[PLN mln]
Expenditure
incurred
[%]
Start Targeted
completion
Dom pod Wilgą III
Kraków, ul. Spiska
4 600 63 98% 41,8 28,7 96% Q2 2017 Q1 2019
Rydla 32
Kraków, ul. Rydla
5 700 95 98% 48,5 36,5 66% Q1 2018 Q3 2019
Osiedle Jarzębinowe V
Łódź, ul. Okopowa
8 100 145 78% 43,0 34,0 71% Q4 2017 Q3 2019
Osiedle Jarzębinowe VI
Łódź, ul. Okopowa
3 300 52 17% 20,0 15,7 38% Q4 2018 Q1 2020
Nowa Dzielnica
Łódź, ul. Wodna
5 300 87 66% 29,7 22,8 87% Q3 2017 Q2 2019
Fuzja I
Łódź, ul. Tymienieckiego
14 300 282 1% 104,0 79,0 10% Q1 2019 Q4 2020
Osiedle Jaśminowe IV
Poznań, ul. Sielawy
5 300 103 80% 32,4 23,4 38% Q2 2017 Q1 2020
Osiedle Perspektywa II
Poznań, ul. Sielawy
4 600 94 99% 24,8 20,7 56% Q4 2017 Q3 2019
Osiedle Perspektywa III
Poznań, ul. Sielawy
5 600 105 100% 30,9 25,4 38% Q4 2017 Q4 2019
Apartamenty Esencja
Poznań, ul. Grabary
12 500 260 22% 114,8 86,8 19% Q1 2019 Q4 2020

RESIDENTIAL PROJECTS UNDER CONSTRUCTION

Project / address Sales area
[sqm]
Number of
units
Sales level
[% of units]
Targeted
revenues
[PLN mln]
Targeted
budget
[PLN mln]
Expenditure
incurred
[%]
Start Targeted
completion
Warsaw Brewery B
Warsaw, ul. Grzybowska
10 500 190 99% 125,0 79,4 65% Q4 2017 Q3 2019
Warsaw Brewery C
Warsaw, ul. Grzybowska
6 900 114 100% 91,8 54,1 68% Q4 2017 Q3 2019
Warsaw Brewery E
Warsaw, ul. Grzybowska
6 100 82 17% 118,9 78,0 18% Q4 2018 Q4 2020
Widoki Mokotów
Warsaw, ul. Puławska
4 800 87 40% 69,1 50,3 54% Q4 2017 Q1 2020
Osiedle Reset I
Warsaw, ul. Taśmowa
7 300 164 83% 66,2 55,3 71% Q4 2017 Q4 2019
Osiedle Reset II
Warsaw, ul. Taśmowa
12 200 255 41% 117,8 95,9 34% Q4 2018 Q4 2020
Moje Miejsce
Warsaw, ul. Beethovena
13 300 251 46% 131,2 96,5 46% Q3 2018 Q3 2020
Zebra
Wrocław, ul. Zakładowa
11 300 233 97% 76,0 55,3 71% Q3 2017 Q2 2019
Grota - Roweckiego 111 phase III
Wrocław, ul. Grota-Roweckiego
2 600 53 74% 16,2 12,6 38% Q4 2018 Q4 2019
Ogrody Graua
Wrocław, ul. Gdańska
4 000 57 26% 44,1 32,5 30% Q4 2018 Q2 2020
Total 148 300 2 772 1 346,2 982,9

RESIDENTIAL PROJECTS IN PREPARATION

Project / address Sales area
[sqm]
Number
of units
Targeted
revenues
[PLN mln]
Targeted
budget
[PLN mln]
Expenditure
incurred [%]
Targeted
start
Targeted
completion
Wita Stwosza I
Kraków, ul. Wita Stwosza
13 700 217 132,2 82,6 17,0% Q3 2020 Q1 2022
Wita Stwosza II
Kraków, ul. Wita Stwosza
12 400 196 121,7 73,9 16,7% Q3 2021 Q1 2023
Rydlówka I
Kraków, ul. Rydlówka
5 900 107 53,8 41,0 16,4% Q1 2020 Q4 2021
Rydlówka II
Kraków, ul. Rydlówka
6 000 119 55,4 41,4 16,3% Q2 2020 Q4 2021
Osiedle Jarzębinowe VII
Łódź, ul. Opolska
6 100 100 35,9 28,8 12,4% Q2 2019 Q4 2020
Osiedle Jarzębinowe VIII
Łódź, ul. Okopowa
6 100 101 36,2 28,4 12,1% Q1 2020 Q4 2021
Nasze Jeżyce I
Poznań, ul. Szczepanowskiego
7 500 142 57,6 44,5 15,7% Q2 2019 Q1 2021
Nasze Jeżyce II
Poznań, ul. Szczepanowskiego
8 000 168 61,6 47,2 13,6% Q3 2019 Q2 2021
Stacja Wola I
Warsaw, ul. Ordona
20 000 387 191,0 137,8 25,6% Q3 2019 Q3 2021
Stacja Wola II
Warsaw, ul. Ordona
28 800 535 280,7 196,4 25,4% Q3 2020 Q4 2022

RESIDENTIAL PROJECTS IN PREPARATION

Project / address Sales area
[sqm]
Number
of units
Targeted
revenues
[PLN mln]
Targeted
budget
[PLN mln]
Expenditure
incurred [%]
Targeted
start
Targeted
completion
Swobodna
Wrocław, ul. Swobodna
10 900 191 95,8 66,3 18,0% Q4 2019 Q2 2021
Mińska
Wroclaw, ul. Mińska
11 000 204 88,2 64,6 19,7% Q2 2019 Q4 2020
Fuzja II
Łódź, ul. Tymienieckiego
11 700 212 90,0 64,1 9,1% Q2 2020 Q4 2021
Fuzja III
Łódź, ul. Tymienieckiego
8 600 152 70,4 47,6 6,2% Q1 2021 Q4 2022
18 MW I
Poznań, ul. Sielawy
12 000 222 76,3 55,8 4,5% Q3 2019 Q3 2021
18 MW II
Poznań, ul. Sielawy
8 500 153 54,7 39,5 3,6% Q1 2020 Q4 2021
18 MW III
Poznań, ul. Sielawy
9 600 168 61,9 44,4 3,1% Q1 2021 Q4 2022
Total 186 800 3 374 1 563 1 104,3

9.2 Residential projects for rental platform Resi4Rent

Definitions:

An estimated budget of Resi4Rent projects includes the value of land, cost of design, construction and external supervision, development

services and financial costs. It does not include the cost of the platform operation, such as marketing.

RESIDENTIAL PROJECTS FOR RENTAL PLATFORM RESI4RENT UNDER CONSTRUCTION

Project / address Sales
area
[sqm]
Number of
units
Targeted
annual rental
revenues
[PLN mln]
Targeted
budget
[PLN mln]
Start Targeted
completion
Comments
Rychtalska
Wrocław, ul. Zakładowa
11 400 302 8,4 76,8 Q4 2017 Q3 2019 Preliminary sale agreement
from Echo Investment to
Resi4Rent
Warsaw Brewery
Warsaw, ul. Grzybowska
19 000 451 16,6 187,6 Q4 2017 Q3 2020 Preliminary sale agreement
from Echo Investment to
Resi4Rent
Wodna
Łódź, ul. Wodna
7 900 211 4,9 52,4 Q4 2017 Q4 2019 Preliminary sale agreement
from Echo Investment to
Resi4Rent
Kępa Mieszczańska
Wrocław, ul. Dmowskiego
9 300 269 6,8 76,3 Q2 2018 Q1 2020 Preliminary sale agreement
from Echo Investment to
Resi4Rent
Taśmowa
Warsaw, ul. Taśmowa
13 000 372 10,9 113,4 Q1 2019 Q4 2020 Project own by Resi4Rent
Woronicza
Warsaw, ul. Woronicza
7 900 229 6,3 61,8 Q1 2019 Q1 2021 Preliminary sale agreement
from Echo Investment to
Resi4Rent
Total 68 500 1 834 53,9 568,3

RESIDENTIAL PROJECTS FOR RENTAL PLATFORM RESI4RENT IN PREPARATION

Project / address Sales
area
[sqm]
Number
of units
Targeted
annual rental
revenues
[PLN mln]
Targeted
budget
[PLN mln]
Targeted
start
Targeted
completion
Comments
Szczepanowskiego
Poznań, ul. Szczepanowskiego
5 000 160 3,8 42,9 Q3 2019 Q3 2021 Project being prepared to
sale from Echo Investment to
Resi4Rent
Total 5 000 160 3,8 42,9

9.3 Office

Definitions:

  • GLA gross leasable area
  • NOI net operating income with the assumption
  • of full rental and the average market rent rates
  • ROFO (right of first offer)

Due to 25% of capital participation in the project, ROFO partner is entitled to 25% of profit after sale of project.

Completion – date of commissioning permit. Significant part of fit-out works to be done after this date. An estimated budget includes the value of land, cost of design, construction and external supervision. It does not include the personnel costs related to the project, cost of marketing, leasing and financing, which are estimated by the Company to equal on average 7% the targeted budget. In addition, it does not include costs reducing sales revenue (price), such as master lease, profit share and costs of projects sale. Fair value includes currency differences on investment loans

The recognised fair value gain is reduced by the profit share obligation and the provision to secure rent-free periods (master lease).

OFFICE BUILDING IN OPERATION

Project / address GLA
[sqm]
Leasing
[%]
NOI
[EUR mln]
Targeted
budget
[PLN mln]
Expen
diture
incurred
[%]
Recognized
fair value
gain
[PLN mln] Completion Comments
O3 Business Campus III
Kraków, ul. Opolska
18 800 39% 3,3 115,3 73% 48,2 Q1 2018 Preliminary sale
agreement with EPP
Total 18 800 3,3 115,3 48,2

OFFICE BUILDINGS UNDER CONSTRUCTION

Project / address GLA
[sqm]
Leasing
[%]
NOI
[EUR
mln]
Targeted
budget
[PLN mln]
Expen
diture
incurred
[%]
Start Recognized
fairvalue gain
[PLN mln]
Targeted
completion
Comments
Moje Miejsce I
Warsaw, ul. Beethovena
18 700 64% 3,4 149,0 71% Q3 2017 29,7 Q2 2019 Project completed
in Q2 2019. ROFO
agreement with Glo
balworth Poland
Face 2 Face I
Katowice, ul. Grundmanna
20 400 38% 3,6 151,8 30% Q2 2018 12,8 Q4 2019
Biura przy Willi i Biura
przy Warzelni
(Browary KGH)
Warsaw, ul. Grzybowska
44 900 23% 10,9 500,6 22% Q3 2018 128,7 Q3 2020
West 4 Business Hub I
Wrocław, ul. Na Ostatnim
Groszu
15 600 0% 2,6 112,6 15% Q4 2018 - Q3 2020
Face 2 Face II
Katowice, ul. Grundmanna
26 400 0% 4,6 195,4 16% Q4 2018 - Q4 2020
Total 126 000 25,1 1 109,4 171,2

OFFICE BUILDINGS IN PREPARATION

Project / address GLA
[sqm]
NOI
[EUR mln]
Targeted
budget
[PLN mln]
Expenditure
incurred [%]
Targeted
start
Targeted
completion
Comments
Moje Miejsce II
Warsaw, ul. Beethovena
16 900 2,9 128,8 23% Q2 2019 Q4 2020 ROFO agreement with
Globalworth Poland
React
Łódź, ul. Piłsudskiego
15 000 2,5 101,9 13% Q2 2019 Q3 2020
Solidarności
Gdańsk, ul. Nowomiejska
30 600 5,1 211,1 11% Q4 2019 Q4 2021
Midpoint 71
Wrocław, ul. Powstańców Śląskich
36 400 6,4 285,7 18% Q2 2019 Q2 2021
Wita Stwosza
Kraków, ul. Wita Stwosza
29 600 5,2 234,8 13% Q2 2020 Q3 2022
Al. Pokoju
Kraków, ul. Fabryczna
38 500 7,0 323,5 24% Q1 2020 Q2 2023
Swobodna
Wrocław, ul. Swobodna
23 300 4,1 185,9 12% Q2 2022 Q2 2024
Total 190 300 33,3 1 471,6

Definitions:

  • GLA gross leaseable area
  • NOI net operating income with the assumption of full rental and the average market rent rates
  • ROFO right of first offer

Due to 25% of capital participation in the project, ROFO partner is entitled to 25% of profit after sale of project.

Completion – date of commissioning permit. Significant part of fit-out works to be done after this date. An estimated budget includes the value of land, cost of design, construction and external supervision. It does not include the personnel costs related to the project, cost of marketing, leasing and financing, which are estimated by the Company to equal on average 7% the targeted budget. In addition, it does not include costs reducing sales revenue (price), such as master lease, profit share and costs of projects sale. Fair value includes currency differences on investment loans

The recognised fair value gain is reduced by the profit share obligation and the provision to secure rent-free periods (master lease).

RETAIL PROJECT IN OPERATION

Project / address GLA
[sqm]
Leasing
[%]
NOI [EUR
mln]
Targeted
budget
[PLN mln]
Expen
diture
incurred
[%]
Recognized
fair value
gain [PLN
mln]
Completion Comments
Libero
Katowice, ul. Kościuszki
44 900 99% 9,5 379,7 99% 184,0 Q4 2018 ROFO agreement
with EPP
Total 44 900 9,5 379,7 184,0

RETAIL PROJECT UNDER CONSTRUCTION

Project / address GLA
[sqm]
Leasing
[%]
NOI [EUR
mln]
Targeted
budget
[PLN mln]
Expen
diture
incurred
[%]
Recogni
zed fair
value gain
[PLN mln]
Start Targeted
completion
Comments
Galeria Młociny
Warsaw, ul. Zgrupowania AK
"Kampinos"
84 800 97% 22,1 1 280,8 84% 72,5* Q4 2016 Q2 2019 Project comple-
-ted in Q2 2019.
Joint-venture
with EPP holding
70% of stake
Total 84 800 22 1 280,8 72,5

* 30% of the project value

Definitions:

GLA – gross leaseable area

Joint-venture with EPP. Echo Investment Group will own 30% shares in the project. Start of construction is expected in 2021/2022.

TOWAROWA 22, WARSAW

Function Usable space
[sqm]
NOI
[EUR mln]
Targeted budget
[PLN mln]
Expenditure
incurred [%]
Retail, services and entertainment 116 500 39,1 1 933,1 16%
Office 60 700 14,7 780,7 14%
Hotel 18 900 5,1 288,6 12%
Total 196 100 58,9 3 002,4
Function Usable
space
[sqm]
Number of
apartments
Targeted
revenues
[PLN mln]
Targeted
annual rental
revenues
[PLN mln]
Targeted
budget [PLN
mln]
Expenditure
incurred
[%]
Apartments for sale 18 400 261 324,5 - 216,5 13%
Apartments for lease 16 300 444 - 14,7 144,5 18%
Total 34 700 705 324,5 14,7 361,0

EARLY STAGE PROJECTS

Project / address Plot area [sqm] Potential
of leasing/sales
area [sqm]
Comments
Łódź, ul. Tymienieckiego 59 800 55 400 Plot for office and services
Wrocław, ul. Na Ostatnim Groszu 32 300 55 000 Plot for office
Warsaw, ul. Chłodna/Wronia 600 1 100 Plot for residential
Łódź, ul. Kilińskiego 9 500 35 000 Plot for office
Katowice, Piotra Skargi 3 700 22 000 Plot for office
Poznań, Hetmańska 65 300 80 000 Plot for office and residential
Kraków, Al. Pokoju 4 000 18 500 Plot for residential
Total 175 200 266 500

INVESTMENT PROPERTIES

Property Plot area [sqm] Comments
Poznań, Pamiątkowo 874 200 Preliminary sale agreement for part of the plot
Poznań, Naramowice 230 300
Koszalin, Krakusa i Wandy 39 300 Preliminary sale agreement
Katowice, Jankego 26 200
Poznań, Sołacz 17 300
Zabrze, Miarki 8 100
Warsaw, ul. Konstruktorska 7 200
Radom, Beliny 6 300
Warsaw, Woronicza 5 100 Plot for the Student House dormitory
Total
1 214 000

Main investments in Q1 2019 – acquisition of properties

PROPERTIES ACQUIRED BY ECHO INVESTMENT GROUP IN 2019

Date
of transaction
Address Legal form Area Capacity
Q1 2019 Wrocław, ul. Swobodna perpetual usufruct 7,900 sqm 10,900 sqm of residential space and 23,200
sqm of office and service space
Q1 2019 Wrocław, ul. Mińska ownership 8,900 sqm 11,000 sqm of residential space
Q1 2019 Kraków, ul. Rydlówka ownership 9,100 sqm 12,000 sqm of residential space
Q1 2019 Kraków, al. Pokoju perpetual usufruct 4,000 sqm 18,500 sqm of residential space
Q2 2019 Poznań, ul. Garbary perpetual usufruct 2,900 sqm 5,000 sqm of residential space
Q2 2019 Kraków, Krowodrza perpetual usufruct 7,800 sqm 19,300 sqm of residential space

1,254 pln

Value of land in 1 sqm of leasable or sellable space possible to build on plots acquired in Q1 2019.

In 2018 Echo Investment has acquired land properties for approximately 76,000 sqm of residential and office space. The total value of this transactions amounted to PLN 94 mln.

The potential of purchased real properties is estimated based on planning documents and guidelines valid at the date of purchase. Ultimately, the use of each property is determined at a later stage of project preparation, taking into account current planning documents, arrangements, market potential and finally accepted project concept.

11

Factors and unusual events influencing the financial result in Q1 2019

Factors which influenced the Group's financial results in Q1 2019

a. Revenue resulting from hand overs of 23 housing units and housing plots.

RESIDENTIAL PROJECTS SHARES IN THE TOTAL NUMBER OF FINAL CONTRACTS [UNITS]

  • Perspektywa I, Poznań
  • Other
  • c. Costs of sales and overheads.
  • d. Valuation of liabilities related to of bonds and loans in accordance with amortised cost principle.
  • e. Cash and loans valuation on resulting from of currency exchange fluctuations.

b. Profit on investment property amounting to PLN 63,5 mln.

PROFIT ON INVESTMENT PROPERTY BY ASSETS

  • f. Measurement and settlement of FX hedging instruments.
  • g. Interest on deposits and borrowings granted.
  • h. Revenues from framework services of EPP group.

12

Factors which will influence the results of the Company and its Group in the perspective of at least the following quarter

Factors which will influence the results of the Company and its Group in the perspective of at least the following quarter

  • a. Revenues from hand overs of apartments, mainly in the projects:
    • − Dom pod Wilgą III and Rydla 32 in Kraków;
    • − Osiedle Jarzębinowe V and Nowa Dzielnica in Łódź;
    • − Osiedle Perspektywa II in Poznań;
    • − Warsaw Brewery B and C in Warsaw;
    • − Zebra in Wrocław.
  • b. Revaluation of the fair value of the properties owned by the Group, which are in the course of leasing and construction:
    • − Libero in Katowice;
    • − Face 2 Face I in Katowice;
    • − Moje Miejsce I in Warsaw;
    • − Villa Offices and Malthouse Offices (Warsaw Brewery KGH) in Warsaw.
  • c. The first valuations to the fair value of the office buildings under construction:
    • − Face 2 Face II in Katowice;
    • − React I in Łódź;
    • − Moje Miejsce II in Warsaw;
    • − West 4 Business Hub I in Wrocław;
    • − Midpoint 71 in Wrocław.
  • d. Valuation and sale of the projects:
    • − O3 Bussines Campus III in Kraków.
  • e. Valuation of interests entities accounted for using the equity method:
    • − Galeria Młociny in Warsaw;
    • − Towarowa 22 in Warsaw;
    • − Resi 4 Rent.
  • f. Sale and administrative costs.
  • g. Valuation of liabilities on account of bonds and loans, at amortized cost.
  • h. Valuation of loans and cash on account of changes in exchange rates of foreign currencies..
  • i. Valuation and implementation of hedging financial instruments for foreign currencies.
  • j. Interest on deposits and loans granted.
  • k. Discounts and interest on credits, bonds and loans.

Seasonal or cyclical nature of operations

The Group's activity covers several segments of the real estate market. Accounting revenues from sale of housing developments depends on the commissioned residential buildings and revenue on these operations is generated in every quarter but it varies in terms of stability. Revenue and results from general investment contractor services, sales of commercial investments and trade in property may be irregular. Due to seasonal nature of construction process, completion of vast majority of residential projects is scheduled for the second half of a given year. Due to this fact Echo Investment hands over ready apartments to clients and also recognizes revenue and profit earned on them in third and fourth quarters.

The Management Board cannot exclude other one-off events which may influence results generated in a given period.

Information on dividend

14.1 The dividend policy

On 26 April, 2017 the Management Board of Echo Investment adopted a resolution on the Company's dividend policy.

The adopted dividend policy states that from the profit in 2018 and subsequent years the Management Board will be recommending the payment of the dividend up to amount of 70% of the consolidated net profit of the Capital Group attributable to shareholders of the parent company.

When recommending the dividend payment the Management Board will take into consideration the current and expected condition of the Company and the Capital Group as well as their development strategy, in particular:

  • − safe and the most effective management of debt and liquidity in the Group;
  • − investment plans resulting from the development strategy, purchase of land in particular.

Assumptions of the dividend policy were based on predictions concerning future profits from the Group's property development operations.

"The dividend policy states that from the profit in 2018 and subsequent years the Management Board recommends the payment of the dividend up to amount of 70% of the consolidated net profit"

14.2 Advance dividend from the 2018 profit

The Management Board of Echo Investment, taking into account that the approved separate financial statements of the Company for the accounting year 2017 reported a net profit of PLN 642.5 mln, adopted on November 8, 2018 a resolution on conditional payment of the advance payment for the dividend for the accounting year 2018 to its shareholders.

The total amount for the payment of the advance dividend amounted to PLN 206.3 mln, i.e. PLN 0.5 per share. The amount of the dividend payment did not exceed half of the Company's net profit from the end of the previous accounting year, increased by the reserve capital created for the purpose of further payment of dividend or advances for dividend and reduced by uncovered losses and own shares. The advance dividend was to be paid on December 19, 2018 to those shareholders who hold shares on December 12, 2018, i.e. 7 days before the payment date.

The advance dividend was paid subject to the approval of the Supervisory Board (obtained on November 15, 2018) and confirmation by the audit of the financial statements of Echo Investment S.A. for the period from January 1, 2018 to June 30, 2018, by an expert auditor of Ernst & Young Audyt Polska, in which the assumed net profit of the Company achieved from the end of the previous accounting year (the condition fulfilled on November 16, 2018).

0,50PLN

Amount of advanced dividend paid from 2018 profit

Financial liabilities of the Company and its Group

15.1 Bonds

COMPANY'S LIABILITIES DUE TO BONDS ISSUED AS AT 31.03.2019 [PLN '000]

Bonds for institutional investors
Series ISIN code Bank Nominal
value
Maturity Interest rate Guarantees /
securities
Quotation
market
2/2014 PLECHPS00159 mBank S.A. 70 500 15.05.2019 WIBOR 6M
+ margin 3,6%
ASO CATALYST
1/2016 PLECHPS00209 mBank S.A. 100 000 18.11.2020 WIBOR 6M
+ margin 3,0%
ASO CATALYST
1/2017 PLECHPS00225 mBank S.A. 155 000 31.03.2021 WIBOR 6M
+ margin 2,9%
ASO CATALYST
2/2017 PLECHPS00258 mBank S.A. 150 000 30.11.2021 WIBOR 6M
+ margin 2,9%
ASO CATALYST
1/2018 PLECHPS00282 mBank S.A. 140 000 25.04.2022 WIBOR 6M
+ margin 2,9%
ASO CATALYST
Total 615 500
Bonds for individual investors
E-series PLECHPS00217 DM PKO BP S.A. 100 000 06.07.2021 WIBOR 6M
+ margin 2,9%
regulated market
CATALYST
F-series PLECHPS00233 DM PKO BP S.A. 125 000 11.10.2022 WIBOR 6M
+ margin 2,9%
regulated market
CATALYST
G-series PLECHPS00241 DM PKO BP S.A. 75 000 27.10.2022 WIBOR 6M
+ margin 2,9%
regulated market
CATALYST
H-series PLECHPS00266 DM PKO BP S.A. 50 000 22.05.2022 WIBOR 6M
+ margin 2,8%
regulated market
CATALYST
I-series PLECHPS00274 Consortium of: DM PKO Banku
Polskiego S.A. , Noble Securities S.A.
i Centralny Dom Maklerski Pekao S.A.
50 000 08.11.2023 WIBOR 6M
+ margin 3,4%
regulated market
CATALYST
J and
J2-series
PLECHPS00290 J-series: consortium of Noble Se
curities S.A., Michael / Ström Dom
Maklerski S.A., Dom Maklerski Banku
Ochrony Środowiska S.A.
33 832 21.09.2023 WIBOR 6M
+ margin 3,4%
regulated market
CATALYST
J-series: DM PKO Banku Polskiego S.A.
Total 433 832
Total bonds 1 049 332

After the balance sheet day, on 11 April 2023, Echo Investment issued coupon bonds with a total value of PLN 100 mln, as part of the Bond Issuance Programme of up to PLN 1 bln, which was signed with mBank. The nominal value and the issue price of one bond was PLN 10,000. The bonds were issued for the period ending on 11 April 2023. The interest rate on the bonds was determined based on the variable WIBOR

6M rate plus a margin for investors. The redemption of the bonds on the redemption date will be at the nominal value of the bonds. The interest will be paid semi-annually. The issued bonds are not secured.

At the same time, the Company acquired 1,000 own bonds marked with the ISIN code PLECHPS00159 for redemption.

15.2 Credit facilities

CREDIT FACILITIES OF ECHO INVESTMENT S.A. AS AT 31.03.2019 ['000]

Total 312 000 30 000
Raiffeisen Bank Polska S.A*** 62 000 WIBOR 1M +
margin
16.12.2019 Authorisation to bank account, statement
on submission to enforcement proceedings
Santander Bank Polska S.A.** 100 000 WIBOR 1M +
margin
30.11.2020 Authorisation to bank account, statement
on submission to enforcement proceedings
Alior Bank S.A. 75 000 30 000 WIBOR 3M +
margin
15.12.2019 Authorisation to bank account, statement
on submission to enforcement proceedings
PKO BP S.A. * 75 000 WIBOR 1M +
margin
30.10.2020 Authorisation to bank account, statement
on submission to enforcement proceedings
Bank Contractual
amount of
loan
Outstanding
loan amount
Interest rate Repayment
deadline
Security

* The available loan amount as at 31 March 2019 is decreased by the guarantees issued and amounts to PLN 47.7 million.

** Under the credit limit of PLN 100 million, the Company has been granted a sublimit for current loan up to PLN 75 million and a sublimit

up to PLN 25 million for guarantees. As at 31 March 2019, the limit for guarantees was used in the amount of PLN 24.2 million.

*** As at 31 March 2019, the available loan amount is reduced by the guarantees issued and amounts to nearly PLN 60 million.

INVESTMENT LOANS OF ECHO INVESTMENT GROUP AS AT 31.12.2019

Borrower Bank Contractual amo
unt of loan
Outstanding loan
amount
Interest rate Repayment
deadline
Security
Galeria Libero -
Projekt Echo 120
Sp. z. o.o. Sp. K.
Santander Bank
Polska S.A. /
Bank BNP
Paribas S.A.
67 566 000 EUR 56 899 153 EUR Margin
+ EURIBOR 3M
10.04.2026 Mortgages, registered and
financial pledges, authorisation
12 000 000 PLN 306 659 PLN Margin
+ WIBOR 1M
10.07.2021 to bank account, subordination
agreement, submission to en
forcement proceedings, transfer
of rights and claims of selected
agreements
Berea
Sp. z o.o.*
Santander Bank
Polska S.A /
PKO BP S.A.,
Bank Gospodarstwa
Krajowego
**56 100 000 EUR 41 543 913 EUR Margin
+ EURIBOR 3M
30.04.2025 Mortgages, registered and
financial pledges, authorisation
10 350 000 PLN 10 349 354 PLN Margin
+ WIBOR 1M
30.04.2020 to bank account, subordination
agreement, submission to en
forcement proceedings, transfer
of rights and claims of selected
agreements
Projekt Beetho
vena - Projekt
Echo - 122 Sp.
z o.o. SKA
PKO BP S.A. 50 280 000 EUR 8 479 167 EUR Margin
+ EURIBOR 3M
30.09.2023 Mortgages, registered and
financial pledges, authorisation
to bank account, subordina
16 000 000 PLN 0 PLN Margin
+ WIBOR 1M
31.03.2021 tion agreement, submission
to enforcement proceedings,
transfer of rights and claims of
selected agreements
Total 173 946 000 EUR 106 922 233 EUR

38 350 000 PLN 10 656 013 PLN

* Echo Investment owns 30% of shares in Berea Sp. z o.o. and presents 30% of credit value.

** After fulfilment specified conditions the construction loan will be converted into an investment loan of a value of EUR 56,7 mln.

Off balance sheet liabilities

16.1 Guarantee agreements

GUARANTEE AGREEMENTS ISSUED BY ECHO INVESTMENT GROUP AS AT 31.03.2019 [PLN '000]

Issuer For Value Validity Description
Echo Investment S.A. Horta Sp. z o.o. 21 507 until 02.07.2020 Performance bond for the final sale agreement
of the Aquarius Business House I office building
in Wrocław. Issued in EUR.
Echo Investment S.A. Skua Sp. z o.o. 25 808 until 30.07.2021 Performance bond for the final sale agreement
of the Aquarius Business House II office building
in Wrocław. Issued in EUR.
Echo Investment State Treasury 45 466 until 22.05.2019 Surety bond for liabilities
S.A./Santander Bank of Outlet Park - Projekt Echo - 126 Sp. z o.o. Sp.K.
Polska SA
Echo Investment State Treasury 4 550 until 20.06.2019 Surety bond for liabilities
S.A./Santander Bank of Outlet Park - Projekt Echo - 126 Sp. z o.o. Sp.K.
Polska SA
Q22 – Projekt Echo IREEF – Stryków 420 000 until 15.12.2019 Construction work quality guarantee related
128 Sp. z o.o. Sp.K. / Propco Sp. z o.o. to the Q22 office building in Warsaw.
Echo Investment S.A.
Echo Investment S.A. IREEF – Q22 Propco 992 until 31.07.2019 Performance bond for liabilities of Galeria Libero -
/ PKO BP S.A. Sp. z o.o. Projekt Echo - 120 Sp. z o.o. Sp.k. resulting from the
agreement of 16.06.2016 on a road construction project.
Echo – Aurus Echo – Park Rozwoju 761 until 28.02.2027 Guarantee securing the execution of liabilities
Sp. z o.o. Sp. z o.o. Sp.K. of Echo Investment S.A. resulting from
the lease agreement of 24.10.2016. Issued in EUR
Echo – Aurus Nobilis – Projekt 761 until 31.07.2027 Guarantee securing the execution of liabilities
Sp. z o.o. Echo 117 Sp. z o.o. of Projekt 137 - City Space - GP Sp. z o.o. Sp.k. resulting from
Sp.K. the lease agreement of 28.02.2017. Issued in EUR.
Echo – Aurus Ventry Investments 1 196 until 09.04.2027 Guarantee securing the execution of liabilities
Sp. z o.o. Sp. z o.o. Sp.K. of City Space - GP Sp. z o.o. resulting from the lease
agreement of 12.10.2016. Issued in EUR.
Raiffeisen Bank S.A. Agentia Nationala de 2 116 02.09.2019 Guarantee securing the execution of liabilities
Administrare Fiscala of S.C. Echo Investment Project 1 S.R.L. Issued in RON.
Echo Investment S.A. IB 6 FIZAN / GPF 3 119 167 31.10.2021 Performance bond for liabilities of Rosehill Investments
FIZAN Sp. z o.o. resulting from the framework agreement
of 31.08.2017. Issued in EUR.
Echo Investment S.A. Santander Bank 56 971 until credit conver Surety bond for costs overrun of the project
Polska SA / BNP sion from construc of Galeria Libero in Katowice.
Paribas Bank Polska tion into investment
S.A. loan

GUARANTEE AGREEMENTS ISSUED BY ECHO INVESTMENT GROUP AS AT 31.03.2019 [PLN '000]

Issuer For Value Validity Description
Echo Investment S.A. Santadner Bank 40 002 until credit conver Surety bond for costs overrun of the project
Polska SA/ PKO BP sion from construc of Galeria Młociny in Warsaw and liabilities
S.A. / Bank Gospo tion into investment of Berea Sp. z o.o. resulting from the agreement
darstwa Krajowego /
mBank S.A.
loan on 17.10.2017. Issued in EUR.
Echo Investment S.A. Nobilis – Projekt 40 000 until 31.10.2026 Construction work quality guarantee related
Echo 117 Sp. z o.o. to the Nobilis office building in Wrocław.
Sp.K.
Echo Investment Novaform Polska Sp. 4 616 until 31.05.2019 Guarantee securing the execution of liabilities
S.A./PKO BP S.A. z o.o. of Duże Naramowice – Projekt Echo – 111 Sp. z o.o. S.K.A.
resulting from the agreement of 08.01.2018.
Echo Investment
S.A./PKO BP S.A.
IB 14 FIZAN 88 361 until 24.05.2024 Performance bond for liabilities resulting from
the final sale agreement of the West Link
office building in Wrocław. Issued in EUR.
Echo – Aurus Sagittarius - Projekt 50 until 31.01.2024 Guarantee securing the execution of liabilities
Sp. z o.o. Echo - 113 Sp. z o.o. of Echo Investment S.A. resulting from the lease
Sp.K. agreement of 22.06.2018. Issued in EUR
Sagittarius-Projek Warburg-HiH Invest 218 717 until 31.10.2028 Construction work quality guarantee related
Echo - 113 Sp.z o.o. Real Estate GmbH to the Sagittarius office building in Wrocław.
Sp.k./Echo - SPV The part of guarantee issued in EUR
7 Sp. z o.o./Echo -
Aurus Sp. z o.o./PKO
BP S.A.
Echo Investment S.A. A 19 Sp. z o.o. 25 808 until agreement Guarantee securing the execution of liabilities
termination of Projekt 22 - Grupa Echo Sp. z o.o. SKA resulting from the
good neighbourhood agreement of 04.07.2018. Issued in EUR
Echo-SPV 7 Sp. z o.o. Ventry Investments 42 until 90 days after Guarantee securing the execution of liabilities
Sp. z o.o. Sp.K. the lease agreement of Echo Investment S.A. resulting from
termination the lease agreement of 24.11.2017. Issued in EUR
Echo Investment S.A. Bank Polska Kasa
Opieki S.A.
14 147 until 30.06.2029 Cost overrun guarantee agreement
regarding housing projects
SPV 7 Sp. z o.o. / R4R Wroclaw Kępa 107 082 until 31.07.2021 The advance payment guarantee
Echo Investment S.A. Sp. z o.o./SO SPV
103 Sp. z o.o./R4R
Warszawa Browary
Sp. z o.o.
Santander Bank City of Katowice 758 until 15.01.2020 Guarantee securing the execution of liabilities
Polska S.A. of Galeria Libero – Projekt Echo 120 Sp. z o.o. Sp.K.,
resulting from the agreement concluded on 16.06.2016,
regarding to the road construction.
Echo Investment S.A. PKO BP S.A. 36 000 until 30.06.2023 Cost overrun guarantee agreement regarding
Moje Miejsce office project in Warsaw
Echo Investment LUX Europa III S.a.r.l. 6 450 until 25.03.2020 Guarantee securing the execution of liabilities of Dellia Invest
S.A./PKO BP S.A. ments - Projekt Echo - 115 Sp. z o.o. Sp.K. resulting from the
quality guarantee agreement concluded on 27.03.2019.
Echo Investment S.A. LUX Europa III S.a.r.l. 323 809 until 30.06.2030 Guarantee securing the execution of liabilities of Dellia Invest
ments - Projekt Echo - 115 Sp. z o.o. Sp.K., resulting from sale
agreement of Gatehouse Offices, part of Warsaw Brewery
complex in Warsaw. Partially issued in EUR.
Echo Investment S.A. DH Supersam Kato
wice Sp. z o.o. Sp.k.
363 until 31.01.2020 Guarantee securing the execution of liabilities of Supersam
City Space - GP Sp. z o.o. Sp.k. resulting from the lease
agreement of 28.02.2017. Issued in EUR
Echo Investment S.A. Tryton Business Park 545 until 31.01.2020 Guarantee securing the execution of liabilities of Tryton City
Sp. z o.o. Space - GP Sp. z o.o. Sp.k. resulting from the lease agreement
of 12.06.2018. Issued in EUR
Total 1 605 928

Due to the fact, that provisions for liabilities on rent free period are already presented in the consolidated

balance sheet, off-balance sheet liabilities for that item are not presented above.

AMENDMENTS TO GUARANTEE AGREEMENTS ISSUED BY ECHO INVESTMENT GROUP IN Q1 2019

Change Issuer For Date of
change
Value ['000] Description
expiry Santander Bank
Polska S.A.
City of Katowice 31.01.2019 2 676 PLN Performance bond for liabilities of Galeria
Libero - Projekt Echo - 120 Sp. z o.o. Sp.K.
resulting from the agreement of 16.06.2016
on a road construction project.
expiry BNP Paribas Bank
Polska S.A.
City of Katowice 31.01.2019 2 676 PLN Performance bond for liabilities of Galeria
Libero - Projekt Echo - 120 Sp. z o.o. Sp.K.
resulting from the agreement of 16.06.2016
on a road construction project.
issue Santander Bank
Polska S.A.
City of Katowice 16.01.2019 617 PLN Construction work quality guarantee of Gale
ria Libero - Projekt Echo - 120 Sp. z o.o. Sp.K.
resulting from the agreement of 16.06.2016
on a road construction project.
increase of value
to PLN 758,000
and extending to
16.01.2020
Santander Bank
Polska S.A.
City of Katowice 17.01.2019 758 PLN Construction work quality guarantee of Gale
ria Libero - Projekt Echo - 120 Sp. z o.o. Sp.K.
resulting from the agreement of 16.06.2016
on a road construction project.
increase of value to
PLN 106,97 mln
SPV 7 Sp. z o.o. /
Echo Investment S.A.
R4R Wroclaw Kępa
Sp. z o.o./SO SPV
103 Sp. z o.o./R4R
Warszawa Browary
Sp. z o.o.
29.03.2019 107 082 PLN The advance payment guarantee
issue Echo Investment S.A. PKO BP S.A. 08.02.2019 36 000 PLN Cost overrun guarantee agreement regarding
to Moje Miejsce office project in Warsaw.
issue Echo Investment
S.A./PKO BP S.A.
LUX Europa III S.a.r.l. 26.03.2019 6 450 PLN Guarantee securing the execution of liabilities
of Dellia Investments - Projekt Echo - 115
Sp z o.o. Sp.k. resulting from quality guaran
tee agreement on 27.03.2019.
issue Echo Investment S.A. LUX Europa III S.a.r.l. 25.01.2019 4 500 EUR Performance bond for liabilities of Dellia
Investments - Projekt Echo - 115
Sp. z o.o. Sp.K. resulting from preliminary sale
agreement concluded on 25.01.2019.
expiry Echo Investment S.A. LUX Europa III S.a.r.l. 28.03.2019 4 500 EUR Performance bond for liabilities
of Dellia Investments - Projekt Echo - 115
Sp. z o.o. Sp.K. resulting from preliminary
sale agreement concluded on 25.01.2019.
issue Echo Investment S.A. LUX Europa III S.a.r.l. 28.03.2019 37 258 EUR
and 163 550
PLN
Performance bond for liabilities of Dellia
Investments - Projekt Echo - 115 Sp. z o.o.
Sp.K. resulting from the sale agreement
of Gatehouse Offices, one of office buildings
of Warsaw Brewery complex in Warsaw.
issue Echo Investment S.A. DH Supersam Kato
wice Sp. z o.o. Sp.k.
05.03.2019 84 EUR Performance bond for liabilities
of Supersam City Space - GP Sp. z o.o.
Sp.k. resulting from a lease agreement
concluded on 28.02.2017.
issue Echo Investment S.A. Tryton Business Park
Sp. z o.o.
05.03.2019 127 EUR Performance bond for liabilities of Tryton City
Space - GP Sp. z o.o. Sp.k. resulting from
a lease agreement concluded on 12.06.2018.

SURETY AGREEMENTS ISSUED BY ECHO INVESTMENT GROUP AS AT 31.03.2019 [PLN '000]

Issuer For Value
[PLN '000]
Validity Description
Echo Investment S.A. Bletwood Investments
Sp. z o.o.
1 447 Entire validity period
of the lease and three
months following
its termination date
Surety for liabilities of Cogl II Poland Limited
Sp. z o.o. as a collateral of liabilities resulting from
the lease agreement of 06.11.2015. Issued in EUR.
Echo Investment S.A. HPO AEP
Sp. z o.o. Sp.J.
10 753 Until the date of issuance
of the occupancy permit
for the projects but no later
than 07.12.2031.
Surety for liabilities of Echo – Browary
Warszawskie Sp. z o.o. Sp.K. and Dellia Investments
– Projekt Echo – 115 Sp. z o.o. Sp. K. j as a collateral
of liabilities resulting from the lease agreement of
07.12.2016. Mutual surety issued in EUR.
Echo Investment S.A. Human Office Polska
Sp. z o.o.
100 Until the expiry
of obligations under
leasing agreement
Surety for liabilities of Sagittarius – Projekt
Echo – 113 Sp. z o.o. Sp.K. resulting from
the leasing agreement
Echo-Aurus Sp. z o.o. Human Office Polska
Sp. z o.o.
340 until 27.09.2021 Surety for liabilities of Projekt 137 - City Spcae -
GP Sp. z o.o. Sp.K. resulting from the lease
agreement of 27.09.2017.
Echo-Aurus Sp. z o.o. PKO Leasing S.A. 312 until 06.12.2020 Surety for liabilities of City Space - SPV 1 Sp. z o.o.
resulting from the lease agreement of 06.12.2017.
Echo-Aurus Sp. z o.o. Grenkeleasing
Sp. z o.o.
297 until 22.11.2022 Surety for liabilities of Echo Innovations -
City Space - GP Sp. z o.o. resulting from
the lease agreement of 22.11.2018.
Echo-Aurus Sp. z o.o. PEAC (Poland)
Sp. z o.o.
513 until 05.02.2019 Surety for liabilities of Aquarius - City Space -
GP Sp. z o.o. Sp.K. resulting from
the lease agreement of 5.02.2019.
Total 13 762

Due to the fact, that the loan liabilities are already presented in the consolidated balance sheet, off-balance sheet commitments related to the loans (that would be duplicated) are not included above.

CHANGES IN SURETY AGREEMENTS ISSUED BY ECHO INVESTMENT GROUP IN Q1 2019

Change Issuer For Date of
change
Date of
change
Description
Issue Echo-Aurus Sp. z o.o. PEAC (Poland)
Sp. z o.o.
05.02.2019 513 PLN Surety for liabilities of Aquarius - City Space
- GP Sp. z o.o. Sp.K. resulting from the lease
agreement of 5.02.2019.

Influence of the results disclosed in the report for Q1 2019 on fulfilment of result forecasts

Echo Investment S.A. did not publish any forecasts of financial results.

18

Court, arbitration or public administration proceedings

Between 1 January and 31 March 2019, there were no proceedings pending before court, a competent arbitration authority or a public administration authority concerning liabilities or claims of Echo Investment S.A. or its subsidiary the value, of which equaled at least 10% of the Company's equity.

Material transactions concluded by the Company or its subsidiary with related parties on terms other than market terms

Between 1 January and 31 March 2019, no material transactions were concluded between Echo Investment S.A. and its subsidiaries, and related parties on terms other than market terms.

CHAPTER 2

FINANCIAL STATEMENTS

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENT AS OF AND FOR THE PERIOD ENDED 31 MARCH 2019

CONDENSED INTERIM CONSOLIDATED STATEMENT OF FINANCIAL POSITION ['000 PLN]

As at 31.03.2019 As at 31.12.2018 As at 31.03.2018
ASSETS
Non-current assets
Intangible assets 2 646 2 468 195
Property, plant and equipment 22 886 8 938 10 430
Investment property 814 091 1 007 716 6 117
Investment property under construction 1 094 300 940 427 1 567 591
Investment in associates and joint ventures 256 191 258 531 217 228
Long-term financial assets 129 563 84 590 36 111
Deferred tax asset 58 582 52 493 63 683
2 378 259 2 355 163 1 901 355
Current assets
Inventory 1 017 991 771 836 690 461
Current tax assets 6 964 3 381 4 112
Other taxes receivable 88 184 87 177 64 328
Trade and other receivables 288 719 211 142 268 995
Short-term financial assets 16 999 42 190 85 534
Derivative financial instruments - - 1 284
Restricted cash 76 873 54 719 83 110
Cash and cash equivalents 470 978 439 532 518 739
1 966 708 1 609 977 1 716 563
Assets held for sale 19 017 13 500 91 771
Financial assets held for sale - - 279 375
Total assets 4 363 984 3 978 640 3 989 064

CONSOLIDATED CONDENSED INTERIM STATEMENT OF FINANCIAL SITUATION CONT. ['000 PLN]

As at 31.03.2019 As at 31.12.2018 As at 31.03.2018
EQUITY AND LIABILITIES
Equity
Equity attributable to equity holders of the parent 1 502 679 1 495 573 1 677 895
Share capital 20 635 20 635 20 635
Supplementary capital 1 420 922 1 420 922 1 192 117
Revaluation capital - - (13 575)
Retained earnings 53 041 45 543 488 087
Foreign currency translation reserve 8 081 8 473 (9 369)
Non-controlling interest (118) (114) (108)
1 502 561 1 495 459 1 677 787
Provisions
Long-term provisions 79 042 125 559 72 375
Short-term provisions 195 518 135 988 157 758
Deferred tax liabilities 91 998 111 303 61 509
366 558 372 850 291 642
Long-term liabilities
Debt liabilities 1 296 022 1 149 693 947 239
Other liabilities 158 950 28 089 -
Deferred income 74 592 57 851 -
1 529 564 1 235 633 947 239
Short-term liabilities
Debt liabilities 158 571 280 729 636 373
Income tax payable 29 248 8 859 2 020
Other taxes liabilities 63 123 8 400 7 021
Trade payable 162 595 234 623 166 703
Other liabilities 185 266 78 590 147 472
Deferred income 366 498 263 497 112 807
965 301 874 698 1 072 396
Total equity and liabilities 4 363 984 3 978 640 3 989 064
Book value 1 502 679 1 495 573 1 677 895
Number of shares 412 690 582 412 690 582 412 690 582
Book value per one share (in PLN) 3,64 3,62 4,07
CONSOLIDATED CONDENSED INTERIM PROFIT AND LOSS ACCOUNT [PLN '000]
-- -- -------------------------------------------------------------------
01.01.2019 -
31.03.2019
01.01.2018 -
31.12.2018
Revenues 69 415 64 386
Cost of sales (50 790) (49 226)
Gross profit 18 625 15 160
Profit on investment property 63 475 98 579
Administrative costs associated with project implementation (5 462) (12 972)
Selling expenses (4 425) (5 114)
General and administrative expenses (22 081) (22 551)
Other operating income 10 685 15 862
Other operating expenses (8 750) (7 694)
Operating profit 52 067 81 270
Financial income 5 703 6 439
Financial cost (17 636) (17 824)
Profit (loss) on FX derivatives - (976)
Foreign exchange gains (losses) (491) (1 112)
Share of profit (loss) of associates and joint ventures (2 371) (1 795)
Profit (loss) before tax 37 272 66 002
Income tax (5 443) (15 326)
current tax (28 430) (2 509)
deferred tax 22 987 (12 817)
Net profit, including: 31 829 50 676
Equity holders of the parent 31 833 50 677
Non-controlling interest (4) (1)
Equity holders of the parent 31 833 50 677
Weighted average number of ordinary shares (in '000) without
shares held
412 691 412 691
0,08 0,12
Profit (loss) per one ordinary share (in PLN) 0,08 0,12
Diluted profit (loss) per one ordinary share (PLN)

CONSOLIDATED QUARTERLY STATEMENT OF COMPREHENSIVE INCOME [PLN '000]

01.01.2019 -
31.03.2019
01.01.2018 -
31.12.2018
Profit for the year 31 829 50 676
Other comprehensive income:
– exchange differences on translation of foreign operations (392) 1 107
– revaluation gains (EPP's shares) - 36 101
Other comprehensive income for the year, net of tax (392) 37 208
Total comprehensive income for the year, including: 31 437 87 884
Comprehensive income attributable to shareholders of the
parent company
31 441 87 885
Comprehensive income attributable to non-controlling interest (4) (1)

CONSOLIDATED INTERIM STATEMENT OF CHANGES IN EQUITY [PLN '000]

Closing balance 20 635 1 192 117 (13 575) 488 087 (9 369) 1 677 895 (108) 1 677 787
Net profit (loss) for the period - - - 50 677 - 50 677 (1) 50 676
Results of financial investment's reva
luation (EPP shares)
- - 36 101 36 101 - 36 101
Other comprehensive income - - - - 1 107 1 107 - 1 107
Opening balance, with restated
figures
20 635 1 192 117 (49 676) 437 410 (10 476) 1 590 010 (107) 1 589 903
Changes in accounting principles 2 260 2 260 2 260
Opening balance 20 635 1 192 117 (49 676) 435 150 (10 476) 1 587 750 (107) 1 587 643
For the period from 01.01.2018 to 31.03.2018
Closing balance 20 635 1 420 922 - 53 041 8 081 1 502 679 (118) 1 502 561
Profit (loss) for the period - - - 31 833 - 31 833 (4) 31 829
Other comprehensive income - - - - (392) (392) - (392)
Opening balance, with restated
figures
20 635 1 420 922 - 21 208 8 473 1 471 238 (114) 1 471 124
Impact of IFRS 16 as at 1 January 2019 (24 335) (24 335) (24 335)
Opening balance 20 635 1 420 922 - 45 543 8 473 1 495 573 (114) 1 495 459
For the period from 01.01.2019 to 31.03.2019
Share
Capital
Supple
mentar
capital
Reva
luation
capital
Accumula
ted retained
earnings
Currency
translation
differences
Equity
attributable
to equity
holders of
the parent
Capital of
non-con
trolling
interests
Equity
total

CONSOLIDATED CASH FLOW STATEMENT [PLN '000]

01.01.2019 -
31.03.2019
01.01.2018 -
31.12.2018
A. Operating cash flow – indirect method
I. Profit (loss) before tax 37 272 66 002
II. Total adjustments
Share in net (profit) loss of associates and joint ventures 2 371 1 795
Depreciation of PP&E 842 819
Foreign exchange (gains) losses 175 1 900
Interest and profit sharing (dividends) 6 467 14 239
(Profit) loss on revaluation of assets and liabilities (73 420) (125 031)
(Profit) loss on revaluation of assets and liabilities - (116)
(63 565) (106 394)
III. Changes in working capital
Change in provisions 13 013 3 141
Change in inventories (169 640) (7 518)
Change in receivables (77 275) 22 224
Change in short–term liabilities, except for loans and borrowings 180 151 196
Change in restricted cash (22 155) (28 344)
(75 906) (10 301)
IV. Net cash generated from operating activities (I+II+III) (102 199) (50 693)
Income tax paid (11 623) (8 675)
V. Net cash generated from operating activities (113 822) (59 368)
B. Cash flows from investing activities
I. Inflows
Disposal of intangible assets and tangible fixed assets 93 100
Sale of investments in property 238 082 29 329
From borrowings and financial investments 1 411 67 530
239 586 96 959
II. Outflows
Purchase of intangible assets and PP&E (9) -
Investment in property (87 764) (162 004)
On loans and financial investments (17 818) (27 000)
(105 591) (189 004)
III. Net cash flow from investing activities (I+II) 133 995 (92 045)

CONSOLIDATED CASH FLOW STATEMENT CONT. [PLN '000]

01.01.2019 -
31.03.2019
01.01.2018 -
31.12.2018
C. Cash flow from financing activities
I. Inflows
Loans and borrowings 136 996 125 656
Issue of debt securities 33 832 -
170 828 125 656
II. Outflows
Repayment of loans and borrowings (54 236) (56 073)
Redemption of debt securities (100 000) (75 000)
Interest paid (5 319) (765)
(159 555) (131 838)
III. Net cash flow from financing activities (I+II) 11 273 (6 182)
D. Total net cash flows (A.III+B.III+C.III) 31 446 (157 595)
E. Change in the balance of cash in consolidated statement of financial position, including: 31 446 (157 595)
– change in cash due to foreign exchange gains/losses - -
F. Cash and cash equivalents at the beginning of the period 439 532 676 334
G. Cash and cash equivalents at the end of the period (F+D) 470 978 518 739

OFF-BALANCE SHEET ITEMS [PLN '000]

As at 31.03.2019 As at 31.12.2018 As at 31.03.2018
Off-balance sheet receivables
Off-balance sheet liabilities 1 619 690 1 231 518 1 020 736
Total 1 619 690 1 231 518 1 020 736

INFORMATION ON FINANCIAL STATEMENTS OF ECHO INVESTMENT GROUP

64 Financial report of Echo Investment for Q1 2019 Management report

01

Accounting principles adopted in drawing up the financial report of Echo Investment Group

The statements of the Echo Investment S.A. present financial data for the 3-month period ending on 31 March 2019 and comparative data for the 3-month period ending on 31 March 2018. Unless indicated otherwise, all financial data in the Company's financial statements has been presented in thousand PLN. The financial statements have been drawn up in accordance with the historical cost principle with the exception of investment property, which was measured at fair value.

As at 31 March 2019 the Capital Group consisted of 130 entities consolidated according to the full method, and four entities consolidated according to the equity method.

DECLARATION OF CONFORMITY

The statements have been prepared in compliance with the International Financial Reporting Standards (IFRS), as adopted by the European Commission.

ASSUMPTION OF CONTINUITY IN OPERATIONS

The Groups' consolidated financial statements for Q1 2019 have been drawn up according to the going concern principle as there are no circumstances indicating a threat to continued activity by the Group's companies.

APPROVAL OF THE FINANCIAL STATEMENTS

These consolidated financial statements were approved for publication by the Management Board on 29 May 2019.

Echo Investment Group

2.1 Composition of the Group

Echo Investment S.A. plays the most important role in the structure of the Group, which it supervises, co-executes and provides financial resources for the implementation of development projects. The vast majority of companies being part of the Group were established or purchased in order to execute specific investment tasks, including those resulting from the construction process of a concrete development project. As at 31 March 2019 the Capital Group included 130 subsidiaries consolidated according to the full method and 10 jointly controlled companies consolidated according to the equity method.

No Subsidiary Registered
office
% of capital
held
Parent entity
1 53 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
2 Avatar - Projekt Echo - 119 Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
3 Babka Tower - Projekt Echo - 93 Sp. z o.o. Sp. k. Kielce 100% Perth Sp. z o.o.
4 City Space - GP Sp. z o.o. Warsaw 100% Echo Investment S.A.
5 Supersam City Space - GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
6 Rondo 1 City Space - GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
7 Plac Unii City Space - GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
8 City Space Management Sp. z o.o. Warsaw 100% Echo Investment S.A.
9 Cornwall Investments Sp. z o.o. Warsaw 100% Echo Investment S.A.
10 Cornwall Investments Sp. z o.o. Sp. k. Warsaw 100% Echo Investment S.A.
11 Dagnall Sp. z o.o. Warsaw 100% Echo Investment S.A.
12 Dellia Investments - Projekt Echo - 115 sp. z o.o. Sp. k. Kielce 100% Pudsey Sp z o.o.
13 Doxent Investments Sp. z o.o. Warsaw 100% Echo Investment S.A.
14 Duże Naramowice - Projekt Echo - 111 Sp. z o.o. SKA Kielce 100% 60 FIZ Forum
15 Echo - Advisory Services Sp. z o.o. Kielce 100% Echo Investment S.A.
16 Echo - Arena Sp. z o.o. Kielce 100% Echo Investment S.A.
17 Echo - Aurus Sp. z o.o. Kielce 100% Echo Investment S.A.
18 Echo - Babka Tower Sp. z o.o. Kielce 100% Echo Investment S.A.
Registered % of capital
No Subsidiary office held Parent entity
19 Echo - Babka Tower Sp. z o.o. Sp. k. Kielce 100% Gleann Sp. z o.o.
20 Echo - Browary Warszawskie Sp. z o.o. Kielce 100% Echo Investment S.A.
21 Echo - Browary Warszawskie Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
22 Echo - Galaxy Sp. z o.o. Kielce 100% Echo Investment S.A.
23 Echo - Galaxy Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
24 Echo - Nowy Mokotów Sp. z o.o. Kielce 100% Echo Investment S.A.
25 Echo - Nowy Mokotów Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
26 Echo - Opolska Business Park Sp. z o.o. Kielce 100% Echo Investment S.A.
27 Echo - Opolska Business Park Sp. z o.o. Sp. k. Warsaw 100% Perth Sp. z o.o.
28 Echo - Property Poznań 1 Sp. z o.o. Kielce 100% Echo Investment S.A.
29 Echo - SPV 7 Sp. z o.o. Kielce 100% Echo Investment S.A.
30 Tryton - City Space GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
31 Echo Investment ACC - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
32 Echo Investment Project 1 S.R.L. Brasov 100% Echo - Aurus Sp. z o.o.
33 Echo Investment Project Management S.R.L. Brasov 100% Echo Investment S.A.
34 Echo Prime Assets BV Amsterdam 100% Echo Investment S.A.
35 Elektrownia RE Sp. z o.o. Kielce 100% Echo Investment S.A.
36 Fianar Investments Sp. z o.o. Warsaw 100% Echo Investment S.A.
37 Galeria Libero - Projekt Echo 120 Sp. z o.o. Sp. k. Kielce 100% Fianar Investments Sp. z o.o.
38 Galeria Nova - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
39 Galeria Tarnów - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
40 Gleann Sp. z o.o. Warsaw 100% Echo Investment S.A.
41 Gosford Investments Sp. z o.o. Warsaw 100% Echo Investment S.A.
42 GRO Nieruchomości Sp. z o.o. Kraków 100% Echo Investment S.A.
43 Grupa Echo Sp. z o.o. Kielce 100% Echo Investment S.A.
44 Kasztanowa Aleja - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
45 Kielce - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
46 Klimt House - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
47 Malta Office Park - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
48 Metropolis - Projekt Echo 121 Sp. z o.o. SKA Kielce 100% 60 FIZ Forum
49 Oxygen - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
50 Park Postępu - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
51 Park Rozwoju III - Projekt Echo - 112 Sp. z o.o. Sp. k. Kielce 100% Perth Sp. z o.o.
52 Perth Sp. z o.o. Warsaw 100% Echo Investment S.A.
53 PHS - Projekt CS Sp. z o.o. Sp.k. Warsaw 100% Perth Sp. z o.o.
54 Pod Klonami - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
55 Potton Sp. z o.o. Warsaw 100% Echo Investment S.A.
56 PPR - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
57 Princess Investment Sp. z o.o. Kielce 100% Echo Investment S.A.
Kielce 100% Echo – SPV 7 Sp. z o.o.
58 Projekt - Pamiątkowo Sp. z o.o.
59 Projekt 1 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
No Subsidiary Registered
office
% of capital
held
Parent entity
60 Projekt 12 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
61 Projekt 13 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
62 Projekt 132 - City Space - GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
63 Projekt 133 - City Space - GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
64 Nobilis - City Space GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
65 Projekt 14 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
66 Projekt 15 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
67 Projekt 16 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
68 Projekt 17 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
69 Projekt 18 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
70 Cinema Asset Manager - Grupa Echo sp. z o.o. SKA Kielce 100% Echo Investment S.A.
71 Projekt 20 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
72 Projekt 21 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
73 Projekt 22 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
74 Projekt 5 - Grupa Echo Sp. z o.o. SKA Szczecin 100% Echo Investment S.A.
75 Projekt Beethovena - Projekt Echo - 122 Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
76 Projekt CS Sp. z o.o. Kielce 100% Echo Investment S.A.
77 Projekt Echo - 104 Sp. z o.o. Kielce 100% Echo Investment S.A.
78 Projekt Echo - 108 Sp. z o.o. Kielce 100% Echo Investment S.A.
79 Projekt Echo - 111 Sp. z o.o. Kielce 100% Echo Investment S.A.
80 Projekt Echo - 112 Sp. z o.o. Kielce 100% Echo Investment S.A.
81 Projekt Echo - 113 Sp. z o.o. Kielce 100% Echo Investment S.A.
82 Projekt Echo - 115 Sp. z o.o. Kielce 100% Echo Investment S.A.
83 Projekt Echo - 116 Sp. z o.o. Kielce 100% Echo Investment S.A.
84 Projekt Echo - 119 Sp. z o.o. Kielce 100% Echo Investment S.A.
85 Projekt Echo - 120 Sp. z o.o. Kielce 100% Echo Investment S.A.
86 Projekt Echo - 121 Sp. z o.o. Kielce 100% Echo Investment S.A.
87 Projekt Echo - 122 Sp. z o.o. Kielce 100% Echo Investment S.A.
88 Projekt Echo - 123 Sp. z o.o. Kielce 100% Echo Investment S.A.
89 Projekt Echo - 127 Sp. z o.o. Kielce 100% Echo Investment S.A.
90 Projekt Echo - 128 Sp. z o.o. Kielce 100% Echo Investment S.A.
91 Projekt Echo - 129 Sp. z o.o. Kielce 100% Echo Investment S.A.
92 Projekt Echo - 130 Sp. z o.o. Kielce 100% Echo Investment S.A.
93 Projekt Echo - 131 Sp. z o.o. Kielce 100% Echo Investment S.A.
94 Projekt Echo - 132 Sp. z o.o. Kielce 100% Echo Investment S.A.
95 Projekt Echo - 135 Sp. z o.o. Kielce 100% Echo Investment S.A.
96 Projekt Echo - 135 Sp. z o.o. Sp. k. Kielce 100% Perth Sp. z o.o.
97 Projekt Echo - 136 Sp. z o.o. Kielce 100% Echo Investment S.A.
98 Projekt Echo - 136 Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
99 Projekt Echo - 137 Sp. z o.o. Kielce 100% Echo Investment S.A.
100 Projekt 139 - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Perth Sp. z o.o.
No Subsidiary Registered
office
% of capital
held
Parent entity
101 Projekt 140 - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
102 Aquarius - City Space - GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
103 142 - City Space - GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
104 Beethovena - City Space - GP Sp. z o.o. Sp. k. Warsaw 100% City Space Management Sp. z o.o.
105 Projekt 144 - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo - Arena Sp. z o.o.
106 Projekt 145 - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
107 Projekt 146 - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
108 Projekt 147 - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
109 Projekt 148 - Grupa Echo Sp. z o.o. Sp. k. Kielce 100% Echo Investment S.A.
110 Projekt Echo - 93 Sp. z o.o. Kielce 100% Echo Investment S.A.
111 Projekt Echo - 99 Sp. z o.o. Kielce 100% Echo Investment S.A.
112 Projekt K-6 - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
113 Projekt Naramowice - Grupa Echo Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
114 Projekt Saska Sp. z o.o. Kielce 95% Echo Investment S.A.
115 Pudsey Sp. z o.o. Warsaw 100% Echo Investment S.A.
116 Pure Systems Sp. z o.o. Kraków 100% Echo Investment S.A.
117 Q22 - Projekt Echo - 128 Sp. z o.o. Sp. k. Kielce 100% Potton Sp z o.o.
118 Sagittarius - Projekt Echo - 113 Sp. z o.o. Sp. k. Kielce 100% Doxent Investments Sp. z o.o.
119 Seaford Sp. z o.o. Warsaw 100% Echo Investment S.A.
120 Selmer Investments Sp. z o.o. Warsaw 100% Echo Investment S.A.
121 Selmer Investments Sp. z o.o. Sp. k. Warsaw 100% Echo Investment S.A.
122 Senja 2 Sp. z o.o. Warsaw 100% Echo - Browary Warszawskie Sp. z o.o.
123 Shanklin Sp. z o.o. Warsaw 100% Echo Investment S.A.
124 Stranraer Sp. z o.o. Warsaw 100% Echo Investment S.A.
125 Strood Sp. z o.o. Warsaw 100% Echo Investment S.A.
126 Swanage Sp. z o.o. Warsaw 100% Echo Investment S.A.
127 Symetris - Projekt Echo - 131 Sp. z o.o. Sp. k. Warsaw 100% Gosford Investments Sp. z o.o.
128 Taśmowa - Projekt Echo - 116 Sp. z o.o. SKA Kielce 100% Echo Investment S.A.
129 Tryton - Projekt Echo - 127 Sp. z o.o. Sp. k. Warsaw 100% Perth Sp. z o.o.
130 Villea Investments Sp. z o.o. Warsaw 100% Echo Investment S.A.

JOINT-VENTURES

No Subsidiary Registered
office
% of capital
held
Parent entity
1 Rosehill Investments Sp. z o.o. Warsaw 30% Echo Investment S.A.
2 Berea Sp. z o.o. Warsaw 30% Rosehill Investments Sp. z o.o.
3 Projekt Echo - 138 Sp. z o.o. Sp. k. Warsaw 45,26% Strood Sp. z o.o.
4 Projekt Echo - 138 Sp. z o.o. Warsaw 30% Echo Investment S.A.
5 R4R Poland Sp. z o.o. Warsaw 30% Echo Investment S.A.
6 R4R Łódź Wodna Sp. z o.o. Warsaw 30% R4R Poland Sp. z o.o.
7 R4R Wrocław Kępa Sp. z o.o. Warsaw 30% R4R Poland Sp. z o.o.
8 R4R Wrocław Rychtalska Sp. z o.o. Warsaw 30% R4R Poland Sp. z o.o.
9 R4R Warszawa Browary Sp. z o.o. Warsaw 30% R4R Poland Sp. z o.o.
10 R4R Leasing Sp. z o.o. Warsaw 30% R4R Poland Sp. z o.o.

All certificates issued by 60 FIZ Forum are in possession of the Echo Investment S.A.

2.2 Changes in the structure of the capital group in Q1 2019

No Entity Action Date
1 Projekt 17 – Grupa Echo Sp. z o.o. SKA Registration of capital increase in the company by Echo Investment S.A. 01.02.2019
2 Projekt 139 – Grupa Echo Sp. z o.o. Sp.K. Change of general partner – disposal of rights and obligations in the entity from
Echo Investment S.A. to Perth Sp. z o.o. with its registered office in Warsaw
01.03.2019
3 Projekt 144 – Grupa Echo Sp. z o.o. Sp.K. Change of general partner – disposal of rights and obligations in the entity from
Echo Investment S.A. to Echo - Arena Sp. z o.o. with its registered office in Warsaw
01.03.2019
4 City Space – GP Sp. z o.o. Registration of capital increase in the company by Echo Investment S.A. 20.03.2019
5 City Space Management Sp. z o.o. Registration of capital increase in the company by Echo Investment S.A. 26.03.2019

Application of new and amended standards and interpretations issued by the IFRS Interpretations Committee

Since 1 January 2019, the following standards and changes in standards have become effective:

IFRS 16 Leases

− (published on 13 January 2016);

IFRIC 23 Uncertainty over Income Tax Treatments

− (published on 7 June 2017);

Amendments to IFRS 9 Prepayment features with negative

− (published on 12 October 2017);

Amendments to IAS 28 Long-term interests in associates and joint ventures

− (published on 12 October 2017).

All the changes listed have been analysed by the Management Board of the Company. In addition to the changes resulting from the application of IFRS 16 Leases, that were implemented by the Company on 1 January 2019, the Management Board of the Company believes that other changes have no material impact on the financial standing, the results of the Group's operations or the scope of information presented in these consolidated financial statements.

Changes to the accounting policy of the Company introduced as a result of the implementation of IFRS 16

In order for a contract to be classified as a leasing agreement, the following conditions must be met:

− the contract must relate to an identified asset for which the supplier does not have a significant converting right

  • − the contract should give the beneficiary the right to control the use of the identified asset for a specified period of time. This means that the user has the right to take advantage of the economic benefits of using a given component and the right to decide on its use
  • − the contract must be payable.

The company applies the following simplifications:

  • − short-term lease a short-term lease agreement is a contract with no option to purchase an asset, concluded for a period shorter than 12 months from the beginning of the contract
  • − low-value lease the basis for the assessment of the "low" value should be the value of the new asset. The Management Board of the Company has decided that this applies to lease agreements regarding assets whose value did not exceed PLN 15,000 (when new), which can be treated as the upper limit of recognition as a low value item.

In the case of identification of a leasing element and a non-leasing element in the contract, the Company chooses a practical solution according to which it recognises each leasing element and any accompanying non-leasing elements as a single leasing element. In addition, in the case of a leasing portfolio with similar characteristics, the Company applies the standard to the entire portfolio when it reasonably expects that the impact of applying this standard to the portfolio on the financial statements will not significantly differ from the impact of its application to individual leases in within this portfolio.

The duration of the leasing contract is defined as the non-cancellable period of the lease contract, including the possible periods of renewal of the lease contract if the lessee is sufficiently sure that this possibility will be used and the possible periods of termination of the lease contract if the lessee is sufficiently sure this option will be not used.

At the time of the first recognition, the Company recognises the lease liability measured at the current value of lease payments due to the lessor over the lease period discounted at the marginal lending rate typical for a given asset. Lease payments include:

  • − fixed payments less any incentives due;
  • − variable lease payments, that depend on the index or the rate, initially priced using the index or the rate effective as at the starting date of the contract;
  • − amounts whose payment by the lessee is expected within the guaranteed residual value;
  • − the exercise price of the purchase option, if it can be assumed with sufficient certainty that the lessee will use this option;
  • − penalty payments for termination of the lease, if the lease terms stipulate that the lessee may use the option of termination of the lease.

At the same time, the Company recognises the asset due to the right of use in the same amount as the liability, adjusted for any lease payments paid at or before the starting date, less any incentives received and increased by any initial direct costs incurred by the lessee.

After the initial recognition, the Company recognises the lease liability by:

  • − increasing the carrying amount to reflect interest on the lease liability,
  • − decreasing the carrying amount to take into account lease payments paid, and
  • − revaluating the carrying amount to reflect any re-assessment or change of the lease or to reflect substantially updated fixed lease payments.

After the starting date of the lease, the right-ofuse asset component is measured at cost less accumulative depreciation charges and accumulative impairment losses and adjusted for any revaluation of the liability under the lease. The depreciation is calculated using the straight-line method over the estimated period of the economic life. If the leasing agreement transfers the ownership of the given asset to the Company before the end of the leasing period or when the cost of the asset due to the right of use reflects the fact that the Company will apply the option to buy the final value of the leased asset, the Company depreciates the asset due to the right of use from the beginning of the lease contract until the end of the estimated economic life of the asset. In other cases, the Company depreciates assets due to the right of use from the starting date of the contract to the earlier of two dates: the date of ending the economic life of the asset or the date of the end of the lease. For leases where the subject is the asset which, in accordance with the accounting policies of the Company, is measured at fair value, the Company does not depreciate such asset due to the right of use and measures it at fair value. For the asset due to the right of use regarding the right of perpetual usufruct, which is measured in accordance with the accounting policies of the Company at fair value, this value is equal to the lease liability as at each balance sheet date.

04

Published standards and interpretations which are not effective yet and have not been adopted by the company

IFRS 14 'Regulatory Deferral Accounts'

− effective for financial years beginning on or after 1 January 2016 (issued on 30 January 2014). The European Commission has decided not to launch the endorsement process of this interim standard and to wait for the final standard. Not yet endorsed by EU at the date of approval of these financial statements;

Amendments to IFRS 10 and IAS 28 'Sale or Contribution of Assets Between an Investor and its Associate or Joint Venture'

− (issued on 11 September 2014). The endorsement process of these Amendments has been postponed by EU. The effective date was deferred indefinitely by IASB;

IFRS 17 'Insurance Contracts'

− effective for financial years beginning on or after 1 January 2021 (issued on 18 May 2017). Not yet endorsed by EU at the date of approval of these financial statements;

Amendments to References to the Conceptual Framework in IFRS Standards

− effective for financial years beginning on or after 1 January 2020 (issued on 29 March 2018). Not yet endorsed by EU at the date of approval of these financial statements;

Amendment to IFRS 3 'Business Combinations'

− effective for financial years beginning on or after 1 January 2020 (issued on 22 October 2018). Not yet endorsed by EU at the date of approval of these financial statements;

Amendments to IAS 1 and IAS 8: 'Definition of Material'

− effective for financial years beginning on or after 1 January 2020 (issued on 31 October 2018). Not yet endorsed by EU at the date of approval of these financial statements.

The effective dates are provided by the International Accounting Standards Board. Effective dates in the European Union may differ from the effective dates provided in standards and are published when the standards are endorsed by the European Union.

05

Effects of changing the principles of accounting used – transformations of financial statements for previous periods

Change of accounting policy

Interim condensed consolidated financial statements were prepared in accordance with IAS 34 Interim Financial Reporting.

The accounting policies applied by the Group in these Interim Condensed Consolidated Financial Statements are the same as those applied by the Group in its consolidated financial statements for the year ended 31 December 2018, except the application of the new standards, changes to the standards and amendments which became effective as of 1 January 2019.

Application of IFRS 16 Leases for the first time

The Group has implemented IFRS 16 Leases since 1 January 2019. The standard introduced one model of lease recognition in the lessee's accounting books - in general, IFRS 16 assumes recognition of all lease agreements in a model similar to the financial leasing approach in line with IAS 17. The new IFRS 16 standard Leases replaces IAS 17, as well as interpretations IFRIC 4, SIC 15 and SIC 27. The Group applied IFRS 16 retrospectively, with reference to the cumulative effect of the first application of this standard, as an adjustment to the opening balance of retained earnings as at 1 January 2019.

In accordance with IFRS 16, a contract is a lease or it includes a lease if it delegates the right to control an identified asset for a given period in exchange for remuneration.

As at the date of transition to IFRS 16, the Group recognised the asset due to the right of use and the lease liability. The Company separately recognises the cost of interest and depreciation.

When applying this standard retrospectively, the Company made use of the following exemptions:

  • − The Group does not apply this Standard to contracts that have not previously been identified as leasing agreements in accordance with IAS 17 and IFRIC 4;
  • − The Group will apply a single discount rate to the portfolio of leases of a similar nature;
  • − Operating lease agreements, with the remaining leasing period shorter than 12 months on 1 January 2019, were treated as short-term leases and thus recognition of these contracts will not change;
  • − Operating lease agreements for which the underlying asset is of low value (e.g. office equipment) have not been recalculated and their recognition has not changed;
  • − The Company did not separate lease and non-lease components.

On 1 January 2019, the Group, as the lessee, recognised lease liabilities measured at the current value of other lease payments, discounted according to marginal Group interest rates, and recognised assets due to the right of use in the amount equal to lease liabilities.

The Group decided to present assets under the right of use under the same item, in which the relevant underlying assets would be represented if they were the property of the Group (the lessee).

The impact of the implementation of IFRS 16 on 1 January 2019 resulted in recognition of an asset due to the right of use in the amount of PLN 176 674 thousand and lease liabilities in the amount of PLN 203 416 thousand, of which PLN 69 573 thousand relates to inventories, PLN 56 056 thousand to investment property, PLN 71 215 thousand to office space, and PLN 6 572 thousand to cars. The Group recognised deferred tax assets in the amount of PLN 27 764 thousand and a provision for deferred tax in the amount of PLN 25 357 thousand. After offsetting, the Group disclosed in the Financial Statements the asset for deferred tax in the amount of PLN 2 407 thousand. The impact of the application of IFRS 16 for the first time on the result of previous years amounted to PLN 24 335 thousand.

Total equity and liabilities 3 978 640 179 081 4 157 721
Other liabilities 78 590 69 573 148 163
Short-term liabilities 874 698 69 573 944 271
Other liabilities 28 089 133 843 161 932
Long-term liabilities 1 235 633 133 843 1 369 476
Retained earnings 45 543 (24 335) 21 208
Equity 1 495 459 (24 335) 1 471 124
Equity and liabilities
Total assets 3 978 640 179 081 4 157 721
Inventory 771 836 69 573 841 409
Current assets 1 609 977 69 573 1 679 550
Deferred tax assets 52 493 2 407 54 900
Investment property under construction 940 427 56 056 996 483
Investment property 1 007 716 36 393 1 044 109
Fixed assets 8 938 14 652 23 590
Non-current assets 2 355 163 109 508 2 464 671
Assets
Approved
financial report
31 December 2018
IFRS 16 adjustments 1 January 2019

IMPACT OF THE IMPLEMENTATION OF IFRS 16 AS AT 1 JANUARY 2019. [PLN '000]

CHAPTER 3

CONDENSED INTERIM STANDALONE FINANCIAL STATEMENT OF ECHO INVESTMENT S.A. AS OF AND FOR THE PERIOD ENDED 31 MARCH 2019

CONDENSED STANDALONE STATEMENT OF FINANCIAL POSITION [PLN '000]

As at 31.03.2019 As at 31.12.2018 As at 01.03.2018
ASSETS
Non-current assets
Intangible assets 2 604 2 445 1186
Property, plant and equipment 19 574 5 284 4 827
Investment property 2 212 2 212 2 212
Investment property under construction 875 297 975 449 967 914
Investment in associates and joint ventures 779 079 796 125 990 735
Long-term financial assets 256 813 221 504 26 909
Loans granted - - 13 390
Deferred tax asset 1 935 579 2 003 019 2 007 173
Current assets 231 897 201 445 229 730
Inventory 2 333 - -
Current tax assets 333 248 -
Other taxes receivable 117 417 109 224 108 732
Trade and other receivables 405 983 265 621 603 895
Loans granted 6 778 7 389 18 262
Restricted cash 101 186 181 977 371 566
Cash and cash equivalents 865 927 765 904 1 332 185
Total assets 2 801 506 2 768 923 3 339 358

CONDENSED STANDALONE STATEMENT OF FINANCIAL POSITION CONT. [PLN '000]

As at 31.03.2019 As at 31.12.2018 As at 01.03.2018
EQUITY AND LIABILITIES
Equity
Share capital 20 635 20 635 20 635
Supplementary capital 1 054 295 1 054 295 839 054
Reserve capital 326 309 326 309 319 579
Accumulated profit 106 568 44 675 676 250
1 507 807 1 445 914 1 855 518
Provisions
Short-term provisions 16 216 17 317 38 490
Long-term deferred tax liabilities 1 619 1 468 6 045
17 835 18 785 44 535
Long-term liabilities
Loans, borrowings, bonds 944 117 903 448 746 957
Other liabilities 14 422 - -
Received deposits and advanced payments 749 746 728
959 288 904 194 747 685
Short-term liabilities
Loans, borrowings, bonds 148 847 267 725 547 086
- including from subsidiaries - - -
Current income tax payable 3 1 219 701
Other taxes liabilities 2 194 1 678 4 115
Trade payable 19 578 32 595 24 043
Received deposits and advanced payments 114 143 74 795 75 272
Other liabilities 31 811 22 018 40 403
316 576 400 030 691 620
Total equity and liabilities 2 801 506 2 768 923 3 339 358
Book value 1 507 807 1 445 914 1 855 518
Number of shares 412 690 582 412 690 582 412 690 582
Book value per share (PLN) 3,65 3,50 4,50

OFF-BALANCE SHEET ITEMS [PLN '000]

As at 31.03.2019 As at 31.12.2018 As at 01.03.2018
Off-balance sheet receivables - - -
Off-balance sheet liabilities 1 608 018 1 215 751 1 065 950
Total 1 608 018 1 215 751 1 065 950

CONDENSED STANDALONE PROFIT AND LOSS ACCOUNT [PLN '000]

01.01.2019 -
31.03.2019
01.01.2018 -
31.03.2018
Revenues 37 499 61 264
Cost of sales (19 332) (38 291)
Gross profit 18 167 22 973
Profit on investment property - -
Administrative costs associated with project implementation (1 203) (3 842)
Selling expenses (4 043) (3 833)
General and administrative expenses (16 264) (17 114)
Other operating income 72 861 57 292
Other operating expenses (502) (265)
Operating profit 69 016 55 211
Financial income 8 871 1 695
Financial cost (16 031) (16 605)
Profit (loss) before tax 61 856 40 301
Income tax 37 (1 112)
Net profit 61 893 39 189
Net profit (annualised) 655 200 618 683
Weighted average number of ordinary shares 412 690 582 412 690 582
Profit per one ordinary share (in PLN) 1,59 1,50
Weighted average diluted number of ordinary shares 412 690 582 412 690 582
Diluted profit (loss) per one ordinary share (PLN) 1,59 1,50

CONDENSED STANDALONE STATEMENT OF CHANGES IN EQUITY [PLN '000]

Share
capital
Supplementar
capital
Dividend
fund
Accumulated
retained earnings
Total
equity
For quarter (current year), period from
01.01.2019 to 31.03.2019
Opening balance, with restated data 20 635 1 054 295 326 309 44 675 1 445 914
Changes in the period
Distribution of previous years' profit/
loss
- - - - -
Dividend paid - - - - -
Profit (loss) for the period - - - 61 893 61 893
Total changes in the period - - - 61 893 61 893
Closing balance 20 635 1 054 295 326 309 106 568 1 507 807
For previous year, period from
01.01.2018 to 31.12.2018
Opening balance 20 635 839 054 319 579 634 661 1 813 929
Changes in accounting principles - - 2 243 2 243
Opening balance, with restated data 20 635 839 054 319 579 636 904 1 816 172
Changes in the period
Distribution of previous years' profit/
loss
- 215 241 213 075 (428 316) -
Dividend paid (206 345) (206 345) (412 690)
Dividend approved - -
Profit (loss) for the period - - - 42 432 42 432
Total changes in the period - 215 241 6 730 (592 229) (370 258)
Closing balance 20 635 1 054 295 326 309 44 675 1 445 914
For quarter (previous year), period
from 01.01.2018 to 31.03.2018
Opening balance 20 635 839 054 319 579 634 661 1 813 929
Adjustment of the retained profit - - - 2 400 2 400
Opening balance, with restated data 20 635 839 054 319 579 637 061 1 816 329
Changes in the period
Distribution of previous years' profit/
loss
- - - - -
Dividend paid - - - -
Dividend approved - - -
Profit (loss) for the period - - - 39 189 39 189
Total changes in the period - - - 39 189 39 189
Closing balance 20 635 839 054 319 579 676 250 1 855 518

CONDENSED STANDALONE CASH FLOW STATEMENT [PLN '000]

01.01.2019 -
31.03.2019
01.01.2018 -
31.03.2018
A. Operating cash flow – indirect method
I. Profit (loss) before tax 61 856 40 301
II. Adjustments (61 953) 239 329
Amortisation / Depreciation 631 503
Foreign exchange (gains) losses (1 352) 2
Interest and profit sharing (dividends) (61 377) 239 063
(Profit) loss on revaluation of assets and liabilities 99 (339)
(Profit) loss on sale of PP&E and investment properties 46 100
III. Changes in working capital 10 866 79 726
Change in provisions (950) (136)
Change in inventories (30 452) (10 026)
Change in receivables (8 193) 93 057
Change in short–term liabilities, except for loans and borrowings 49 849 (5 791)
Change in restricted cash 611 2 622
IV. Net cash generated from operating activities (I+II+III) 10 769 359 356
V. Income tax paid (3 360) (2)
VI. Net cash generated from operating activities (IV+/-V) 7 409 359 354
B. Cash flows from investing activities
I. Inflows
Disposal of intangible assets and tangible fixed assets 46 38
From financial assets 82 979 499 880
83 025 499 918
II. Outflows
Purchase of intangible assets and PP&E (1 333) (553)
Investments in property and intangible assets (1) -
On financial assets (207 048) (334 749)
Other investment expenditures (387) (120)
(208 769) (335 422)
III. Net cash flow from investing activities (125 744) 164 496

CONDENSED STANDALONE CASH FLOW STATEMENT CONT. [PLN '000]

01.01.2019 -
31.03.2019
01.01.2018 -
31.03.2018
C. Cash flow from financing activities
I. Inflows
Loans and borrowings 159 991 75 000
Issue of debt securities 33 832 -
193 823 75 000
II. Outflows
Repayment of loans and borrowings (50 000) (367 955)
Redemption of debt securities (100 000) (75 000)
Interest paid (5 319) (11 834)
Other investment outflows (960) (572)
(156 279) (455 361)
III. Net cash flow from financing activities (I-II) 37 544 (380 361)
D. Total net cash flow (A.VI +/- B.III +/- C.III) (80 791) 143 489
E. Change in the balance of cash, including: (80 791) 143 489
- Including change in cash due to foreign exchange gains/losses - (2)
F. Cash at the beginning of the period 181 977 228 079
G. Cash at the end of the period (F +/- D), including: 101 186 371 566
- restricted 6 778 18 262

INFORMATION ON FINANCIAL STATEMENT OF ECHO INVESTMENT S.A.

Effects of changing the principles of accounting used

Change of accounting policy

Interim condensed standalone financial statements were prepared in accordance with IAS 34 Interim Financial Reporting.

The accounting policies applied by the Company in these Interim Condensed Standalone Financial Statements are the same as those applied by the Company in its separated financial statements for the year ended 31 December 2018, except the application of the new standards, changes to the standards and amendments which became effective as of 1 January 2019.

Application of IFRS 16 Leases for the first time

The Company has implemented IFRS 16 Leases since 1 January 2019. The standard introduced one model of lease recognition in the lessee's accounting books - in general, IFRS 16 assumes recognition of all lease agreements in a model similar to the financial leasing approach in line with IAS 17. The new IFRS 16 standard Leases replaces IAS 17, as well as interpretations IFRIC 4, SIC 15 and SIC 27. In accordance with IFRS 16, a contract is a lease or it includes a lease if it delegates the right to control an identified asset for a given period in exchange for remuneration. As at the date of transition to IFRS 16, the Group recognised the asset due to the right of use and the lease liability. The Company separately recognises the cost of interest and depreciation. When applying this standard retrospectively, the Company made use of the following exemptions:

− The Company does not apply this standard to contracts that have not previously been identified as leasing agreements in accordance with IAS 17 and IFRIC 4;

  • − The Company will apply a single discount rate to the portfolio of leases of a similar nature;
  • − Operating lease agreements, with the remaining leasing period shorter than 12 months on 1 January 2019, were treated as short-term leases and thus recognition of these contracts will not change;
  • − Operating lease agreements for which the underlying asset is of low value (e.g. office equipment) have not been recalculated and their recognition has not changed;

The Company did not separate lease and non-lease components.

On 1 January 2019, the Group, as the lessee, recognised lease liabilities measured at the current value of other lease payments, discounted according to marginal Group interest rates, and recognised assets due to the right of use in the amount equal to lease liabilities. The Group decided to present assets under the right of use under the same item, where the relevant underlying assets would be presented if they were the property of the Group (the lessee).

The impact of the implementation of IFRS 16 on 1 January 2019 resulted in recognition assets due to the right of use and lease liabilities in the amount of PLN 23 891 thousand, of which PLN 7 894 thousand relates to inventories, PLN 6 439 thousand to office space, and PLN 6 439 thousand to cars.

The application of IFRS 16 for the first time did not affect the result from previous years of the Company.

IMPACT OF THE IMPLEMENTATION OF IFRS 16 ON STANDALONE STATEMENT ON FINANCIAL POSITIONS AS AT 1 JANUARY 2019 [PLN '000]

Approved
financial report
31 December 2018
IFRS 16 adjustments 1 January 2019
Assets
Fixed assets 5 284 14 333 19 617
Inventory 201 445 9 558 211 003
Equity and liabilities
Long-term liabilities
Other liabilities - 14 333 14 333
Short-term liabilities
Other liabilities 22 018 9 558 31 576

The document is signed with qualified electronic signature

Nicklas Lindberg President of the Board, CEO

Maciej Drozd Vice-President of the Board, CFO

Artur Langner Vice-President of the Board

Marcin Materny Member of the Board

Rafał Mazurczak Member of the Board

Waldemar Olbryk Member of the Board Małgorzata Turek Member of the Board

Anna Gabryszewska-Wybraniec

Chief Accountant

Kielce, 29 March 2019

Echo Investment S.A. Warsaw office Q22 building al. Jana Pawła II 22 00-133 Warsaw

Design: Damian Chomątowski be.net/chomatowski

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