Quarterly Report • May 12, 2016
Quarterly Report
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THE POLSKI HOLDING NIERUCHOMOŚCI SPÓŁKA AKCYJNA GROUP
Consolidated quarterly report for the 1st quarter of 2016
Consolidated quarterly report for the 1st quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| in PLN million | in EUR million | ||||
|---|---|---|---|---|---|
| Wybrane skonsolidowane dane finansowe | Period ended 31 March 2016 |
Period ended 31 March 2015 |
Period ended 31 March 2016 |
Period ended 31 March 2015 |
|
| I. Operating revenues | 40.6 | 37.4 | 9.3 | 8.6 | |
| II. Operating profit/(loss) | 13.2 | 10.9 | 3.0 | 2.5 | |
| III. Profit/(loss) before tax on continued operations | 10.1 | 11.8 | 2.3 | 2.7 | |
| IV. Net profit /(loss) | 8.3 | 12.7 | 1.9 | 2.9 | |
| V. Cash flows from operating activities | (56.7) | (35.2) | (13.0) | (8.1) | |
| VI. Cash flows cash from investing activities | (263.9) | (19.9) | (60.6) | (4.6) | |
| VII. Cash flows from financing activities | 242.1 | 20.3 | 55.6 | 4.7 | |
| VIII. Net increase/(decrease) in cash and cash | |||||
| equivalents | (78.5) | (34.8) | (18.0) | (8.0) | |
| As at | As at | As at | As at | ||
| 31 March 2016 | 31 December 2015 | 31 March 2016 | 31 December 2015 | ||
| IX. Assets | 2,682.0 | 2,514.0 | 628.3 | 589.0 | |
| X. Non-current liabilities | 544.0 | 344.6 | 127.4 | 80.7 | |
| XI. Current liabilities | 147.6 | 186.7 | 34.6 | 43.7 | |
| XII. Equity attributable to equity holders of the parent | 1,958.9 | 1,949.8 | 458.9 | 456.8 | |
| XIII. Share capital | 46.7 | 46.7 | 10.9 | 10.9 | |
| XIV. Number of shares (in pcs) | 46,722,747 | 46,722,747 | 46,722,747 | 46,722,747 | |
| XV. Net profit (loss) per share attributable to shareholders of the parent (PLN / EUR) |
0.18 | 0.27 | 0.04 | 0.06 | |
| XVI. Book value per share attributable to shareholders of the parent (PLN / EUR) |
41.93 | 41.73 | 9.82 | 9.78 |
| in PLN million in EUR million |
||||
|---|---|---|---|---|
| Selected separate financial data | Period ended 31 March 2016 |
Period ended 31 March 2015 |
Period ended 31 March 2016 |
Period ended 31 March 2015 |
| I. Operating revenues | 7.1 | 6.1 | 1.6 | 1.4 |
| II. Operating profit/(loss) | 7.7 | 13.9 | 1.8 | 3.2 |
| III. Profit (loss) before tax | 10.8 | 16.1 | 2.5 | 3.7 |
| IV. Net profit /(loss) | 10.4 | 15.5 | 2.4 | 3.6 |
| V. Cash flows from operating activities | 1.0 | (0.7) | 0.2 | (0.2) |
| VI. Cash flows cash from investing activities | 0.0 | 125.1 | 0.0 | 28.7 |
| VII. Cash flows from financing activities | (0.1) | (119.4) | (0.0) | (27.4) |
| VIII. Net increase/(decrease) in cash and cash | ||||
| equivalents | 0.9 | 5.0 | 0.2 | 1.1 |
| As at | As at | As at | As at | |
| 31 March 2016 | 31 December 2015 | 31 March 2016 | 31 December 2015 | |
| IX. Assets | 1,926.5 | 1,916.6 | 451.3 | 449.0 |
| X. Non-current liabilities | 1.9 | 1.6 | 0.4 | 0.4 |
| XI. Current liabilities | 6.4 | 7.3 | 1.5 | 1.7 |
| XII. Equity | 1,918.2 | 1,907.7 | 449.4 | 446.9 |
| XIII. Share capital | 46.7 | 46.7 | 10.9 | 10.9 |
| XIV. Number of shares (in pcs) | 46,722 747 | 46,722,747 | 46,722,747 | 46,722,747 |
| XV. Profit (loss) per ordinary share (PLN/EUR) | 0.22 | 0.33 | 0.05 | 0.08 |
| XVI. Book value per share (PLN/EUR) | 41.05 | 40.83 | 9.62 | 9.57 |
The above financial data for the period ended 31 March 2016 and for the period ended 31 March 2015 was translated into EUR according to the following rules:
individual items of assets, liabilities and equity – at the average exchange rate of the National Bank of Poland as at 31 March 2016: 4.2684 PLN/EUR
individual items of the consolidated statement of comprehensive income and the consolidated statement of cash flows – at the exchange rate representing an arithmetic mean of the average exchange rates of the National Bank of Poland as at the last day of each month of the reporting period from 1 January 2016 to 31 March 2016 – 4.3559 PLN/EUR
| A. | Interim condensed consolidated financial statements 6 | |
|---|---|---|
| Interim condensed consolidated statement of changes in equity 8 | ||
| Interim condensed consolidated statement of cash flows 9 | ||
| Notes to the interim condensed consolidated financial statements 10 | ||
| 1. | General information 10 | |
| 2. | Basis for preparation of the interim condensed consolidated financial statements 10 | |
| 3. | Management representations concerning the fairness of the preparation of the interim condensed consolidated financial | |
| statements 10 | ||
| 4. | Changes to International Financial Reporting Standards 10 | |
| 5. | Major accounting policies 11 | |
| 6. | Seasonality of operations 11 | |
| 7. | Segment reporting 11 | |
| 8. | Investment properties 12 | |
| 9. | Property, plant and equipment 13 | |
| 10. | Investments in associates and jointly controlled entities (joint ventures) 13 | |
| 11. | Non-current financial assets 14 | |
| 12. | Other non-current assets 14 | |
| 13. | Inventories related to property development 14 | |
| 14. | Structure of receivables 14 | |
| 15. | Cash and cash equivalents and explanations to the interim condensed consolidated statement of cash flows 14 | |
| 16. | Non-current assets classified as held for sale 15 | |
| 17. | Analysis of liabilities 15 | |
| 18. | Debt by currency 15 | |
| 19. | Provisions 16 | |
| 20. | Share capital 16 | |
| 21. | Supplementary capital 16 | |
| 22. | Revaluation reserve 16 | |
| 23. | Retained earnings 16 | |
| 24. | Other reserves 16 | |
| 25. | Revenues from operating activities 17 | |
| 26. | Operating expenses 17 | |
| 27. | Costs by type 17 | |
| 28. | Finance income and costs 18 | |
| 29. | Reconciliation of effective tax rate 18 | |
| 30. | Net profit attributable to non-controlling interests 18 | |
| 31. | Earnings per share 19 | |
| 32. | Contingent assets and contingent liabilities 19 | |
| 33. | Transactions with related entities 19 | |
| 34. | Other information 20 | |
| 35. | Post balance sheet date events 20 | |
| B. | Directors' Report on the operations of the PHN S.A. Group 22 | |
| 1. | General information about the Group 22 | |
| 2. | Group structure 23 | |
| 3. | The Group's property portfolio 24 | |
| 4. | The Group's activities 25 | |
| 4.1. | Commercial space lease market 26 | |
| 4.2. | Residential development market 26 | |
| 4.3. | Hotel market 26 | |
| 6. | Financial situation 27 | |
| 6.1. | Main factors affecting the profit earned 27 |
Consolidated quarterly report for the 1st quarter of 2016
| (All amounts are expressed in PLN million unless stated otherwise) | |
|---|---|
| Analysis of the consolidated statement of financial position 28 | |
| 6.3. Analysis of the consolidated statement of comprehensive income 29 | |
| 6.4. Analysis of the consolidated statement of cash flows 31 | |
| EPRA performance measures 32 | |
| Operating and investing activities 33 | |
| Information on related parties 34 | |
| 9.1. Material transactions concluded by the Parent Company or its subsidiaries with related entities on a non-arm's | |
| length basis 34 | |
| 9.2. Transactions with members of the Management and Supervisory Boards of the Parent Company, their spouses, | |
| siblings, ascendants, descendants or other relatives 34 | |
| 10. Information on material proceedings before courts, courts of arbitration or administrative authorities 35 | |
| 11. Other information 35 | |
| 11.1. Dividends 35 |
|
| 11.2. Shareholders holding (directly or indirectly through subsidiaries) at least 5% of the total number of votes at the |
|
| General Shareholders' Meeting 35 | |
| 11.3. Shares of the parent company held by Management Board and Supervisory Board members 35 |
|
| 11.4. Information on credit and other guarantees granted by the Company or its subsidiaries, jointly to one entity or to |
|
| its subsidiary, if the total value of the existing guarantees represents the equivalent of at least 10% of the Company's | |
| equity. | |
| 11.5. The Management Board's position concerning the realization of previously published forecasts of the results for |
|
| the current year 36 | |
| Quarterly financial information 38 | |
| Separate statement of financial position as at 31 March 2016 38 | |
| Statement of changes in equity 39 | |
| Statement of cash flows 40 | |
| Statement of comprehensive income 39 |
FOR THE PERIOD OF 3 MONTHS ENDED 31 MARCH 2016
PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS APPROVED BY THE EUROPEAN UNION
| Note | 31 March 2016 | 31 December 2015 | |
|---|---|---|---|
| unaudited | audited | ||
| Non-current assets | |||
| Investment properties | 8 | 2,304.8 | 2,015.4 |
| Property, plant and equipment | 9 | 45.5 | 45.8 |
| Intangible assets | 0.1 | 0.1 | |
| Investments in associates and jointly controlled entities | 10 | 26.4 | 26.2 |
| Deferred tax assets | 51.8 | 47.5 | |
| Non-current financial assets | 11 | 2.8 | 2.8 |
| Other non-current assets | 12 | 8.4 | 6.0 |
| Total non-current assets | 2,439.8 | 2,143.8 | |
| Current assets | |||
| Inventories related to property development | 13 | 58.9 | 62.2 |
| Trade receivables and other assets | 14 | 101.4 | 121.4 |
| Income tax receivables | 2.8 | 2.3 | |
| Cash and cash equivalents | 15 | 48.0 | 126.5 |
| Total current assets | 211.1 | 312.4 | |
| Assets classified as held for sale | 16 | 31.1 | 57.8 |
| Total assets | 2,682.0 | 2,514.0 | |
| Current liabilities | |||
| Trade and other payables | 17 | (37.9) | (128.9) |
| Current debt | 18 | (60.5) | (8.1) |
| Prepayments related to property development | (1.0) | (2.2) | |
| Income tax liabilities | (0.3) | (0.2) | |
| Current provisions | 19 | (47.9) | (47.3) |
| Total current liabilities | (147.6) | (186.7) | |
| Non-current liabilities | |||
| Non-current debt | 18 | (497.9) | (304.9) |
| Deferred tax liabilities | (25.2) | (20.4) | |
| Non-current provisions | 19 | (16.4) | (16.4) |
| Other non-current liabilities | (4.5) | (2.9) | |
| Total non-current liabilities | (544.0) | (344.6) | |
| Total liabilities | (691.6) | (531.3) | |
| Net assets | 1,990.4 | 1,982.7 | |
| Equity | |||
| Share capital | 20 | 46.7 | 46.7 |
| Supplementary capital | 21 | 1 812.5 | 1 812.5 |
| Revaluation reserve | 22 | 2.5 | 3.0 |
| Retained earnings | 23 | 97.1 | 87.6 |
| Other reserves | 24 | 0.1 | 0.0 |
| Equity attributable to the equity holders of the parent company | 1,958.9 | 1,949.8 | |
| Non-controlling interests | 31.5 | 32.9 | |
| Total equity | 1,990.4 | 1,982.7 |
| 3 months ended | |||
|---|---|---|---|
| Note | 31 March 2016 unaudited |
31 March 2015 unaudited |
|
| Operating activities | |||
| Lease revenues | 25 | 33.6 | 30.3 |
| Property maintenance costs | 26 | (18.2) | (16.6) |
| Profit / (loss) on lease activities | 15.4 | 13.7 | |
| Revenues from property development | 25 | 5.4 | 7.1 |
| Cost of property development | 26 | (4.2) | (5.5) |
| Profit/ (loss) on property development | 1.2 | 1.6 | |
| Revenue from other activities | 25 | 1.6 | 0.0 |
| Cost of other activities | 26 | (1.5) | (0.1) |
| Profit / (loss) on other activities | 0.1 | (0.1) | |
| Administrative and selling expenses | 27 | (7.2) | (7.5) |
| Change in the fair value of investment properties | 8 | 2.5 | (3.8) |
| Gain (loss) on disposal of investment properties | 8 | 0.3 | 0.0 |
| Other revenues | 25 | 2.7 | 10.2 |
| Other costs | 26 | (1.8) | (3.2) |
| Operating profit/ (loss) | 13.2 | 10.9 | |
| Financial income | 28 | 0.6 | 0.7 |
| Financial costs | 28 | (3.9) | (0.0) |
| Net profit / (loss) on financing activities | (3.3) | 0.7 | |
| Share in profits of associates and jointly controlled entities | 10 | 0.2 | 0.2 |
| Profit / (loss) before tax from continued operations | 10.1 | 11.8 | |
| Corporate income tax | 29 | (1.8) | 0.5 |
| Net profit / (loss) from continued operations | 8.3 | 12.3 | |
| Net profit / (loss) from discontinued operations | 0.0 | 0.4 | |
| Net profit/ (loss) | 8.3 | 12.7 | |
| Other comprehensive income: | |||
| Hedging instruments | (0.5) | 0.0 | |
| Other comprehensive income | (0.5) | 0.0 | |
| Total comprehensive income | 7.8 | 12.7 | |
| Net profit / (loss) attributable to | |||
| equity holders of the parent company | 8.2 | 12.4 | |
| non-controlling interests | 30 | 0.1 | 0.3 |
| Comprehensive income attributable to | |||
| equity holders of the parent company | 7.7 | 12.4 | |
| non-controlling interests | 30 | 0.1 | 0.3 |
| Basic and diluted net earnings (loss) per share attributable to the equity | |||
| holders of the parent company | 31 | PLN 0.18 | PLN 0.27 |
| Basic and diluted net earnings (loss) from continued operations per share attributable to the equity holders of the parent company |
31 | PLN 0.18 | PLN 0.26 |
Interim condensed consolidated statement of changes in equity for the period of 3 months ended 31 March 2016
| Supplementary | Revaluation | Retained | Other | Equity attributable to the equity holders of the parent |
Non-controlling | ||||
|---|---|---|---|---|---|---|---|---|---|
| Note | Share capital | capital | reserve | earnings | reserves | company | interests | Total equity | |
| As at 1 January 2016 | 46.7 | 1,812.5 | 3.0 | 87.6 | 1,949.8 | 32.9 | 1,982.7 | ||
| Net profit for the period | 8.2 | 8.2 | 0.1 | 8.3 | |||||
| Other comprehensive income - hedging instruments |
(0.5) | (0.5) | (0.5) | ||||||
| Total comprehensive income for the period | (0.5) | 8.2 | 7.7 | 0.1 | 7.8 | ||||
| Share issue | 24 | 0.1 | 0.1 | 0.1 | |||||
| Changes in the structure of non-controlling interests |
1.3 | 1.3 | (1.5) | (0.2) | |||||
| As at 31 March 2016 | 46.7 | 1,812.5 | 2.5 | 97.1 | 0.1 | 1,958.9 | 31.5 | 1,990.4 | |
| As at 1 January 2015 | 46.5 | 1,746.3 | 3.2 | 151.1 | 1,947.1 | 53.6 | 2,000.7 | ||
| Net profit for the period | 12.4 | 12.4 | 0.3 | 12.7 | |||||
| Total comprehensive income for the period | 12.4 | 12.4 | 0.3 | 12.7 | |||||
| Share issue | 2.0 | 2.0 | 2.0 | ||||||
| Changes in the structure of non-controlling interests |
1.5 | 1.5 | (3.5) | (2.0) | |||||
| As at 31 March 2015 | 46.5 | 1,746.3 | 3.2 | 165.0 | 2.0 | 1,963.0 | 50.4 | 2,013.4 |
Notes to the interim condensed consolidated financial statements on pages 10-20 are an integral part of these consolidated financial statements.
This document is a translation of the consolidated report for the 1st quarter of 2016 prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version of the report is binding.
Consolidated quarterly report for the 1st quarter of 2016 (All amounts are expressed in PLN million unless stated otherwise)
| 3 months ended | ||||
|---|---|---|---|---|
| Note | 31 March 2016 | 31 March 2015 | ||
| unaudited | unaudited | |||
| Cash flows from operating activities | ||||
| Profit before tax | 10.1 | 12.2 | ||
| Adjustments to cash flows from operating activities | (66.8) | (46.7) | ||
| Amortization and depreciation | 0.3 | 0.2 | ||
| Settlement of space arrangement costs | 0.8 | 0.7 | ||
| Change in the fair value of investment properties and gain/loss on disposal | (2.8) | 3.8 | ||
| Share of profits (losses) of jointly controlled entities | (0.2) | (0.2) | ||
| Interest income from investing activities | (0.3) | (0.1) | ||
| Financing costs | 2.4 | 0.0 | ||
| Change in working capital 15 |
(65.7) | (49.0) | ||
| Income tax paid | (1.3) | (2.1) | ||
| Net cash flows from operating activities | (56.7) | (34.5) | ||
| Cash flows from investing activities | ||||
| Total inflows | 4.0 | 0.4 | ||
| Proceeds from sale of investment properties | 3.7 | 0.3 | ||
| Interest from investing activities | 0.3 | 0.1 | ||
| Total outflows | (267.9) | (21.0) | ||
| Expenditure on investment properties | (267.9) | (20.0) | ||
| Purchase of shares in subsidiaries | 0.0 | (1.0) | ||
| Net cash flows from investing activities | (263.9) | (20.6) | ||
| Cash flows from financing activities | ||||
| Total inflows | 248.9 | 23.8 | ||
| Bank loans | 248.9 | 23.8 | ||
| Total outflows | (6.8) | (3.5) | ||
| Bank loans | (6.6) | (3.4) | ||
| Repayment of finance lease liabilities | (0.1) | (0.1) | ||
| Repurchase of shares | (0.1) | 0.0 | ||
| Net cash flows from financing activities | 242.1 | 20.3 | ||
| Total net cash flows | (78.5) | (34.8) | ||
| Change in cash and cash equivalents in the balance sheet | (78.5) | (34.8) | ||
| Cash and cash equivalents at the beginning of the period | 126.5 | 136.4 | ||
| Cash and cash equivalents at the end of the period | 48.0 | 101.6 |
Polski Holding Nieruchomości S.A. ("PHN S.A.", "the Parent Company", "the Company"), located in Warsaw at Al. Jana Pawła II 12, is the Parent Company of the Group comprising PHN S.A. and its subsidiaries (together "the Group"). As at the balance sheet date, the State Treasury was the entity controlling PHN S.A.
PHN S.A. with the other members of its Group are one of the largest entities in Poland in the commercial real estate sector in terms of the portfolio value. The Group's portfolio comprises over 140 properties, separated for business purposes, with a value of approx. PLN 2.4 billion PHN S.A.'s activities are concentrated in Warsaw and the largest regional cities, including, in Poznań, Tricity, Łódź and Wrocław.
The Group has many years' experience in the following sectors: office, retail and logistics, both in property management and in
2. Basis for preparation of the interim condensed consolidated financial statements
These interim condensed consolidated financial statements have been prepared in accordance with the requirements of IAS 34, "Interim Financial Reporting" and the Decree of the Minister of Finance of 19 February 2009 on current and periodical information submitted by issuers of securities and conditions for considering the information required under the legislation of a non-Member State as equivalent (consolidated text: Journal of Laws of 2014, item 133) ("the Decree") and present the financial position of the Polski Holding Nieruchomości S.A. Group as at 31 March 2016 and 31 December 2015, the results of its operations and cash flows for the periods of 3 months ended 31 March 2016 and 31 March 2015.
These interim condensed consolidated financial statements have been prepared on the assumption that the Group will
carrying out investment projects. The Group carries out modern commercial projects on its own and in cooperation with top partners with many years' experience and a well-established market position. The projects of PHN S.A. are characterized by timeless architecture and attention to quality. They meet the most rigorous standards, thanks to which they appeal to the most demanding customers.
Since 13 February 2013 PHN S.A. shares have been listed on the Warsaw Stock Exchange in the continuous quotation system.
As at 31 March 2016, PHN S.A. was the parent company (directly or indirectly) to 49 entities. The structure of the Group is presented in the Directors' Report for the Group (note 2).
indicating any threats to the Group continuing in operation.
The duration of the operations of the Parent Company and other Group entities is unlimited.
Polish zloty ("PLN") is the currency of presentation of the Group's financial statements. Unless otherwise stated, all data in the Group's financial statements are presented in PLN million.
The interim condensed consolidated financial statements have been prepared on the historical cost basis, except for investment properties and financial instruments classified as measured at fair value through profit or loss.
The Management Board of Polski Holding Nieruchomości S.A. hereby declares that, to the best of its knowledge, these interim condensed consolidated financial statements and comparative
Changes in IFRS standards and interpretations presented in note 3 to the consolidated financial statements as at and for the year ended 31 December 2015, which became effective between 1 January 2016 and the date of approval of these interim condensed consolidated financial statements by the Management Board, did not have a material impact on these interim condensed consolidated financial statements.
data have been prepared in accordance with the accounting policies applicable to the Group, they give a true, fair and clear view of the Group's financial position and results of operations.
The Group intends to adopt changes to IFRS published but not yet binding by the date of publication of these interim condensed consolidated financial statements in accordance with their effective date.
The Management Board is currently analysing the impact of the standards and interpretations which have been published but are not yet effective on the Group's results and financial position.
These interim condensed consolidated financial statements have been prepared in accordance with the accounting policies described in the consolidated financial statements of the Polski Holding Nieruchomości S.A. Group as at and for the year ended 31 December 2015.
The Group's activities are not characterized by seasonality. Therefore, the financial results presented by the Group do not fluctuate significantly during the year.
For management reporting purposes, the Group has been divided into the following operating segments:
The activities conducted as part of the operating segments listed above are performed in Poland. Other activities comprise, in Significant judgements made by the Management Board in these interim condensed consolidated financial statements in relation to the application of the Group's accounting policies and the main sources of uncertainty in its estimates were the same as those described in note 5.3 to the consolidated financial statements as at and for the year ended 31 December 2015.
particular, income and costs relating to the hotel business and management services.
The Management Board monitors the Group's results and makes decisions on the allocation of its resources based on an analysis of the operating activities of the segments listed above. The Management Board analyses segment results down to the level of the operating profit or loss. The Group does not allocate to segments any assets, liabilities, revenues or costs of the parent company acting as a financial holding.
| Segmental analysis for the period of 3 months ended 31 March 2016 and as at 31 March 2016 (unaudited) | |
|---|---|
| ------------------------------------------------------------------------------------------------------- | -- |
| Property | Discontinued | Other | ||||
|---|---|---|---|---|---|---|
| Leases | development | operations | activities | Unallocated | Total | |
| Sales | 33.6 | 5.4 | 1.6 | 40.6 | ||
| Operating expenses | (18.2) | (4.2) | (1.5) | (23.9) | ||
| Gross profit/(loss) on sales | 15.4 | 1.2 | 0.1 | 16.7 | ||
| Administrative and selling expenses | (5.2) | (0.9) | (1.1) | (7.2) | ||
| Change in the fair value of investment properties Gain (loss) on disposal of investment |
2.5 | 2.5 | ||||
| properties | 0.3 | 0.3 | ||||
| Other revenues | 2.7 | 2.7 | ||||
| Other costs | (1.8) | (1.8) | ||||
| Operating profit/ (loss) | 13.9 | 0.3 | 0.1 | (1.1) | 13.2 | |
| Finance income | 0.6 | 0.6 | ||||
| Finance costs | (3.9) | (3.9) | ||||
| Share in profits of associates and jointly controlled entities |
0.2 | 0.2 | ||||
| Corporate income tax | (1.8) | (1.8) | ||||
| Segment profit (loss) | 13.9 | 0.3 | - | 0.1 | (6.0) | 8.3 |
| Segment assets | 2,566.7 | 71.2 | 0.1 | 30.8 | 13.2 | 2,682.0 |
| Segment liabilities | 660.0 | 23.9 | 0.6 | 1.3 | 5.8 | 691.6 |
| Capital expenditure | 6.0 | 6.0 | ||||
| Amortization and depreciation | 0.2 | 0.1 | 0.3 |
Other revenues include mainly: in the lease segment - a reversal of a part of the provision for using a property without a contract of PLN 1.3 million; reimbursement of the fee for perpetual usufruct of land of PLN 0.9 million; a reversal of receivables write-downs of PLN 0.3 million.
Other costs include mainly: in the lease segment - receivables write-downs of PLN 0.8 million; costs relating to a change in the VAT deducting structure of PLN 0.8 million.
Consolidated quarterly report for the 1st quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| Property | Discontinued | Other | ||||
|---|---|---|---|---|---|---|
| Leases | development | operations | activities | Unallocated | Total | |
| Sales | 30.3 | 7.1 | 37.4 | |||
| Operating expenses | (16.6) | (5.5) | (0.1) | (22.2) | ||
| Gross profit/(loss) on sales | 13.7 | 1.6 | (0.1) | 15.2 | ||
| Administrative and selling expenses | (5.8) | (0.8) | (0.9) | (7.5) | ||
| Change in the fair value of investment | ||||||
| properties | (3.8) | (3.8) | ||||
| Other revenues | 10.1 | 0.1 | 0.4 | 10.6 | ||
| Other costs | (3.2) | (3.2) | ||||
| Operating profit/ (loss) | 11.0 | 0.9 | 0.4 | (0.1) | (0.9) | 11.3 |
| Finance income | 0.7 | 0.7 | ||||
| Share in profits of associates and | ||||||
| jointly controlled entities | 0.2 | 0.2 | ||||
| Corporate income tax | 0.5 | 0.5 | ||||
| Segment profit (loss) | 11.0 | 0.9 | 0.4 | (0.1) | 0.5 | 12.7 |
| Segment assets | 2 394.4 | 76.2 | 0.1 | 30.7 | 12.6 | 2 514.0 |
| Segment liabilities | 497.6 | 25.2 | 0.6 | 1.3 | 6.6 | 531.3 |
| Capital expenditure | 43.4 | 43.4 | ||||
| Amortization and depreciation | 0.2 | 0.2 |
Other revenues include mainly: in the lease segment – refundable civil law transactions tax on contributions in kind made in previous years to a partnership limited by shares of PLN 8.0 million; reversal of a part of a provision for using a property without a contract of PLN 1.1 million; a reversal of receivables write-downs of PLN 0.7 million.
Other costs include mainly: in the lease segment - receivables write-downs of PLN 2.6 million; costs relating to a change in the VAT deducting structure of PLN 0.3 million; severance pay for dismissed employees of PLN 0.2 million.
| 3 months ended | ||||
|---|---|---|---|---|
| Movements in investment properties | 31 March 2016 | 31 March 2015 | ||
| unaudited | unaudited | |||
| As at 1 January | 2,015.4 | 1,924.1 | ||
| Purchase of investment properties | 258.0 | 0.0 | ||
| Expenditure on investment properties | 6.0 | 43.4 | ||
| Settlement of space arrangement costs | (0.8) | (0.7) | ||
| Change in the fair value of investment properties | 3.2 | (3.8) | ||
| Reclassification from/to non-current assets classified as held for sale | 23.0 | (7.2) | ||
| As at the end of the period | 2,304.8 | 1,955.8 |
The following amounts were recognized in the statement of comprehensive income:
| 3 months ended | ||||
|---|---|---|---|---|
| Investment properties - effect on the financial result | 31 March 2016 | 31 March 2015 | ||
| unaudited | unaudited | |||
| Rental income from investment properties | 33.6 | 30.3 | ||
| Direct operating expenses incurred on rent-generating investment properties | (18.2) | (16.6) | ||
| Change in the fair value of investment properties | 3.2 | (3.8) | ||
| Gain on disposal of investment properties | 0.3 | 0.0 | ||
| Revenues from sale of properties classified as investment properties or assets | ||||
| held for sale | 4.0 | 6.1 | ||
| Cost of properties sold (classified as investment properties or assets | ||||
| held for sale | (3.7) | (6.1) | ||
| Gain (loss) on investment properties | 18.9 | 9.9 |
In the 1st quarter of 2016, the Group purchased a property located at Al. Grunwaldzka 409 in Gdańsk (Alchemia II).
Expenditure on investment properties comprise:
expenditure relating to the construction of commercial development projects in Q1 2016: Domaniewska 37C in the total amount of PLN 3.0 million; in Q1 2015: Domaniewska 37C, Retkinia in the total amount of PLN 41.8 million;
expenditure on the preparation of the commercial development projects amounting to: Q1 2016: PLN 0.2 million; Q1 2015: PLN 0.5 million;
modernization and arrangement of properties amounting to: 3M 2016: PLN 2.8 million; Q1 2015: PLN 0.4 million.
In the 1st quarter of 2016, the Group sold the property at ul. Filtrowa 47 in Warsaw, part of the properties in Łężyca and Parzniew.
The Group hedges against the risk of changes in the fair value of properties that generate lease revenues denominated in EUR, in the part resulting from the foreign exchange risk, up to the amount of external financing (loan) for a given property denominated in the same currency in which the revenues are generated. As part of hedge accounting, the Group establishes a relationship (fair value hedge) between a property (the hedged item) and the loan financing that property (the hedging item). The effects of changes in the fair value of the property and in the value of the loans (recognized at amortized cost) are offset and recognized in the consolidated statement of comprehensive income under "Change in the fair value of investment properties".
| 3 months ended | ||
|---|---|---|
| 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | |
| As at 1 January | 45.8 | 22.5 |
| Purchase | 0.0 | 0.1 |
| Depreciation | (0.3) | (0.2) |
| As at the end of the period | 45.5 | 22.4 |
The value of properties included in property, plant and equipment as at 31 March 2016 amounted to PLN 44.6 million, and as 31 December 2015 - PLN 44.8 million.
The Group holds 50% of the shares in each of the following four jointly controlled entities:
Wrocław Industrial Park Sp. z o.o.
Parzniew Logistics Center 1 Sp. z o. o.
The Group accounts for the interests held using the equity method.
| 3 months ended | |||
|---|---|---|---|
| 31 March 2016 | 31 March 2015 | ||
| unaudited | unaudited | ||
| As at 1 January | 26.2 | 18.6 | |
| Purchase | 0.0 | 1.0 | |
| Share in profits | 0.2 | 0.2 | |
| As at the end of the period | 26.4 | 19.8 |
Jointly controlled entities are not listed on an active market. Their selected financial data as at and for the period of 3 months ended 31 March 2016 and 31 March 2015 is as follows:
| The Group's share in | ||||||
|---|---|---|---|---|---|---|
| Assets | Equity | Liabilities | Revenues | Profit | profit | |
| Wrocław Industrial Park | 40.4 | 38.7 | 1.7 | 0.5 | 0.4 | 0.2 |
| Apartamenty Molo Rybackie | 15.6 | 14.6 | 1.0 | 0.0 | (0.1) | (0.0) |
| Parzniew Logistics Center Infrastructure | 3.5 | (0.1) | 3.6 | 0.0 | 0.0 | 0.0 |
| Parzniew Logistics Center 1 | 2.0 | (0.1) | 2.1 | 0.0 | (0.0) | (0.0) |
| Total | 61.5 | 53.1 | 8.4 | 0.5 | 0.3 | 0.2 |
Non-current financial assets of the Group as at 31 March 2016 and 31 December 2015 include loans granted to jointly controlled entities in the amount of PLN 2.8 million.
Other non-current assets include mainly deferred income (grace period granted to tenants with regard to payment of rent).
| Structure of inventories | 31 March 2016 | 31 December |
|---|---|---|
| unaudited | 2015 audited | |
| Land | 49.8 | 50.1 |
| Work in progress | 1.7 | 0.8 |
| Finished goods | 7.4 | 11.3 |
| Total inventories related to property development | 58.9 | 62.2 |
| 3 months ended | |||
|---|---|---|---|
| Changes in inventories during the financial year | 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | ||
| As at 1 January | 62.2 | 35.8 | |
| Expenditure on construction | 0.9 | 0.0 | |
| Disposal of premises | (4.2) | (5.5) | |
| As at the end of the period | 58.9 | 30.3 |
The item "land" includes all land associated with residential property development.
| 31 March 2016 | 31 December 2015 | ||||||
|---|---|---|---|---|---|---|---|
| Structure of receivables | unaudited | audited | |||||
| Total | Financial | Non-financial | Total | Financial | Non-financial | ||
| Trade receivables and other assets | 101.4 | 13.4 | 88.0 | 121.4 | 12.4 | 109.0 | |
| Trade receivables | 13.3 | 13.3 | 0.0 | 9.0 | 9.0 | 0.0 | |
| Receivables from the State Budget | 74.4 | 0.0 | 74.4 | 100.6 | 0.0 | 100.6 | |
| VAT on purchase of properties within the Group | 19.5 | 0.0 | 19.5 | 97.6 | 0.0 | 97.6 | |
| Other receivables from the State Budget | 54.9 | 0.0 | 54.9 | 3.0 | 0.0 | 3.0 | |
| Prepayments | 13.6 | 0.0 | 13.6 | 8.4 | 0.0 | 8.4 | |
| Other receivables | 0.1 | 0.1 | 0.0 | 3.4 | 3.4 | 0.0 | |
| Income tax receivables | 2.8 | 0.0 | 2.8 | 2.3 | 0.0 | 2.3 | |
| Total receivables and other assets | 104.2 | 13.4 | 90.8 | 123.7 | 12.4 | 111.3 |
| Analysis of cash and cash equivalents | 31 March 2016 unaudited |
31 December 2015 audited |
|---|---|---|
| Cash in hand and at bank | 11.9 | 18.2 |
| Current bank deposits | 36.1 | 108.3 |
| As at the end of the period | 48.0 | 126.5 |
Reconciliation of changes in certain items in the balance sheet with changes resulting from the statement of cash flows
| 3 months ended | |||
|---|---|---|---|
| Changes in working capital in the statement of cash flows | 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | ||
| Change in inventories | 3.3 | (0.3) | |
| Change in receivables | 20.0 | 5.5 | |
| Change in other assets | (2.4) | 37.2 | |
| Change in liabilities | (87.2) | (91.5) | |
| Change in provisions | 0.6 | 0.1 | |
| Total | (65.7) | (49.0) |
Consolidated quarterly report for the 1st quarter of 2016 (All amounts are expressed in PLN million unless stated otherwise)
| 3 months ended | |||
|---|---|---|---|
| 31 March 2016 | 31 March 2015 | ||
| unaudited | unaudited | ||
| As at 1 January | 57.8 | 12.0 | |
| Reclassification from/to investment properties | (23.0) | 7.2 | |
| Disposal | (3.7) | (6.1) | |
| As at the end of the period | 31.1 | 13.1 |
| Analysis of liabilities | 31 March 2016 unaudited |
31 December 2015 audited |
|||||
|---|---|---|---|---|---|---|---|
| Total | Financial | Non-financial | Total | Financial | Non-financial | ||
| Current liabilities | |||||||
| Debt | 60.5 | 60.5 | 0.0 | 8.1 | 8.1 | 0.0 | |
| Bank loans | 60.1 | 60.1 | 0.0 | 7.6 | 7.6 | 0.0 | |
| Car fleet leases | 0.4 | 0.4 | 0.0 | 0.5 | 0.5 | 0.0 | |
| Trade and other payables | 37.9 | 33.4 | 4.5 | 128.9 | 37.4 | 91.5 | |
| Trade payables | 9.4 | 9.4 | 0.0 | 10.8 | 10.8 | 0.0 | |
| Capital expenditure commitments | 3.5 | 3.5 | 0.0 | 6.5 | 6.5 | 0.0 | |
| Tenants' deposits | 12.6 | 12.6 | 0.0 | 9.8 | 9.8 | 0.0 | |
| Payables to the State Budget VAT on disposal of properties within |
2.1 | 0.0 | 2.1 | 88.7 | 0.0 | 88.7 | |
| the Group | 0.0 | 0.0 | 0.0 | 84.8 | 0.0 | 84.8 | |
| Other payables to the State Budget | 2.1 | 0.0 | 2.1 | 3.9 | 0.0 | 3.9 | |
| Prepayments for purchase of properties | 2.4 | 0.0 | 2.4 | 2.8 | 0.0 | 2.8 | |
| Deposits of construction work subcontractors | 2.9 | 2.9 | 0.0 | 3.1 | 3.1 | 0.0 | |
| Valuation of derivative financial instruments | 0.4 | 0.4 | 0.0 | 0.6 | 0.6 | 0.0 | |
| Other current liabilities | 4.6 | 4.6 | 0.0 | 6.6 | 6.6 | 0.0 | |
| Income tax liabilities | 0.3 | 0.0 | 0.3 | 0.2 | 0.0 | 0.2 | |
| Prepayments related to property development | 1.0 | 0.0 | 1.0 | 2.2 | 0.0 | 2.2 | |
| Total current liabilities | 99.7 | 93.9 | 5.8 | 139.4 | 45.5 | 93.9 | |
| Non-current liabilities | |||||||
| Debt | 497.9 | 497.9 | 0.0 | 304.9 | 304.9 | 0.0 | |
| Bank loans | 497.8 | 497.8 | 0.0 | 304.8 | 304.8 | 0.0 | |
| Car fleet leases | 0.1 | 0.1 | 0.0 | 0.1 | 0.1 | 0.0 | |
| Other | 4.5 | 4.5 | 0.0 | 2.9 | 2.9 | 0.0 | |
| Tenants' deposits | 1.0 | 1.0 | 0.0 | 0.8 | 0.8 | 0.0 | |
| Deposits of construction work subcontractors | 0.1 | 0.1 | 0.0 | 0.1 | 0.1 | 0.0 | |
| Valuation of derivative financial instruments | 3.4 | 3.4 | 0.0 | 2.0 | 2.0 | 0.0 | |
| Total non-current liabilities | 502.4 | 502.4 | 0.0 | 307.8 | 307.8 | 0.0 | |
| Total liabilities | 602.1 | 596.3 | 5.8 | 447.2 | 353.3 | 93.9 |
| Debt by currency | 31 March 2015 unaudited |
31 December 2015 audited |
|---|---|---|
| Bank loans | 557.9 | 312.4 |
| EUR | 421.7 | 230.3 |
| PLN | 136.2 | 82.1 |
| Car fleet leases | 0.5 | 0.6 |
| PLN | 0.5 | 0.6 |
| Total debt | 558.4 | 313.0 |
Consolidated quarterly report for the 1st quarter of 2016 (All amounts are expressed in PLN million unless stated otherwise)
| Provision | 31 March 2016 unaudited |
31 December 2015 audited |
|||||
|---|---|---|---|---|---|---|---|
| Non | Non | ||||||
| Total | current | Current | Total | current | Current | ||
| Claims in respect of benefits derived from leased properties and non-contractual use of properties Guarantee repairs and compensations in property |
31.2 | 15.5 | 15.7 | 31.1 | 15.5 | 15.6 | |
| development | 21.3 | 0.0 | 21.3 | 21.3 | 0.0 | 21.3 | |
| Severance payments | 0.5 | 0.0 | 0.5 | 0.5 | 0.0 | 0.5 | |
| Employee benefits | 0.9 | 0.9 | 0.0 | 0.9 | 0.9 | 0.0 | |
| Other | 10.4 | 0.0 | 10.4 | 9.9 | 0.0 | 9.9 | |
| Total | 64.3 | 16.4 | 47.9 | 63.7 | 16.4 | 47.3 |
| 31 March 2016 unaudited |
31 December 2015 audited |
|
|---|---|---|
| Number of shares as at 1 January | 46,722,747 | 46,482,044 |
| Share issue | 0 | 240,703 |
| Number of shares at the end of the period (fully paid) | 46,722,747 | 46,722,747 |
All shares issued are ordinary shares. The par value of each share is PLN 1. All shares give equal rights to the assets of the Parent Company.
The supplementary capital consists of:
Share premium of PLN 1,751.9 million,
The revaluation reserve consists of:
The difference between the net book value and the fair value of investment properties as at the date of their reclassification from property, plant and equipment to investment properties of PLN 3.2 million,
Retained earnings recognized as at 31 December 2015 of PLN 87.6 million increased to PLN 97.1 million as at 31 March 2016 due to:
the net profit generated by the Group in Q1 2016 of PLN 8.2 million;
The commitment to issue own shares in exchange for the acquired shares in subsidiaries, which were not issued by PHN S.A. as at the balance sheet date, was recognized in other reserves in the amount of PLN 0.1 million.
A decrease in the amount of capital resulting from hedge accounting of PLN 0.7 million.
recognition of the excess of the book value of noncontrolling interests of PLN 1.4 million;
Consolidated quarterly report for the 1st quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| 3 months ended | |||
|---|---|---|---|
| Revenues from operating activities | 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | ||
| Lease revenues | 33.6 | 30.3 | |
| Revenues from property development | 5.4 | 7.1 | |
| Revenues from other activities | 1.6 | 0.0 | |
| Hotel business | 1.6 | 0.0 | |
| Total revenues from operating activities | 40.6 | 37.4 |
| 3 months ended | |||
|---|---|---|---|
| Other revenues | 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | ||
| Revaluation of receivables | 0.3 | 0.7 | |
| Reversal of provision for using properties without a contract | 1.3 | 1.1 | |
| Reversal of other provisions | 0.1 | 0.0 | |
| Refund of tax on civil law transactions | 0.0 | 8.0 | |
| Refund of the fee for perpetual usufruct of land | 0.9 | 0.0 | |
| Other | 0.1 | 0.4 | |
| Total other revenues | 2.7 | 10.2 |
| 3 months ended | |||
|---|---|---|---|
| Operating expenses | 31 March 2016 31 March 2015 |
||
| unaudited | unaudited | ||
| Property maintenance costs | 18.2 | 16.6 | |
| Cost of property development | 4.2 | 5.5 | |
| Costs of other activities | 1.5 | 0.1 | |
| Hotel business | 1.5 | 0.1 | |
| Total operating expenses | 23.9 | 22.2 |
| 3 months ended | |||
|---|---|---|---|
| Other costs | 31 March 2016 31 March 2015 |
||
| unaudited | unaudited | ||
| Revaluation of receivables | 0.8 | 2.6 | |
| Change in the structure of VAT deductions | 0.8 | 0.3 | |
| Severance payments | 0.0 | 0.2 | |
| Other | 0.2 | 0.1 | |
| Total other costs | 1.8 | 3.2 |
| 3 months ended | |||
|---|---|---|---|
| The Group, excluding property development | 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | ||
| Amortization and depreciation | 0.3 | 0.2 | |
| Materials and energy used | 4.3 | 4.0 | |
| External services | 11.0 | 9.1 | |
| Taxes and fees | 6.1 | 5.6 | |
| Wages and salaries, and other employee benefits | 4.2 | 4.4 | |
| Other costs by type | 0.1 | 0.1 | |
| Total operating expenses | 26.0 | 23.4 | |
| Administrative expenses | (5.0) | (5.4) | |
| Selling costs | (0.3) | (0.6) | |
| Cost of preparation and execution of commercial development projects | (0.9) | (0.6) | |
| One - off costs (Group privatization and restructuring) | (0.1) | (0.1) | |
| Cost of sales | 19.7 | 16.7 |
Consolidated quarterly report for the 1st quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| 3 months ended | |||
|---|---|---|---|
| Property development | 31 March 2016 unaudited |
31 March 2015 unaudited |
|
| Amortization and depreciation | 0.0 | 0.1 | |
| External services | 0.7 | 0.6 | |
| Wages and salaries, and other employee benefits | 0.2 | 0.1 | |
| Cost of goods for resale and materials sold | 0.3 | 0.2 | |
| Change in inventory of finished goods | 3,9 | 5.3 | |
| Total operating expenses | 5.1 | 6.3 | |
| Administrative expenses | (0.6) | (0.3) | |
| Selling costs | (0.1) | (0.2) | |
| Cost of maintaining inventories and property development infrastructure | (0.2) | (0.3) | |
| Cost of sales | 4.2 | 5.5 |
| 3 months ended | |||
|---|---|---|---|
| Finance income | 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | ||
| Interest income | 0.4 | 0.7 | |
| Current bank deposits | 0.3 | 0.1 | |
| Other interest | 0.1 | 0.6 | |
| Valuation of financial instruments | 0.2 | 0.0 | |
| Total finance income | 0.6 | 0.7 |
| 3 months ended | |||
|---|---|---|---|
| Finance costs | 31 March 2016 unaudited |
31 March 2015 unaudited |
|
| Financing costs | 2.4 | 0.0 | |
| Loans and advances | 2.4 | 0.0 | |
| Valuation of financial instruments | 0.7 | 0.0 | |
| Foreign exchange losses | 0.6 | 0.0 | |
| Other finance costs | 0.2 | 0.0 | |
| Total finance costs | 3.9 | 0.0 | |
| Net finance income/expense | (3.3) | 0.7 |
| 3 months ended | |||
|---|---|---|---|
| 31 March 2016 | 31 March 2015 | ||
| unaudited | unaudited | ||
| Current tax | (0.9) | (2.3) | |
| Deferred tax | (0.9) | 2.8 | |
| Corporate income tax | (1.8) |
| 3 months ended | |||
|---|---|---|---|
| 31 March 2016 31 March 2015 |
|||
| unaudited | unaudited | ||
| Profit before tax | 10.1 | 11.8 | |
| Tax calculated at the rate applicable in Poland (19%) | (1.9) | (2.2) | |
| Non-taxable income | 0.0 | 0.8 | |
| Non-deductible costs (permanent differences) | (0.1) | (0.1) | |
| Utilisation of previously unrecognized tax losses | 0.2 | 0.0 | |
| Net profit /(loss) of partnerships | 0.0 | 2.0 | |
| Corporate income tax | (1.8) | 0.5 |
In the first 3 months of 2016, shares were repurchased from holders of non-controlling interests in Warszawski Holding Nieruchomości S.A. and Dalmor S.A. The profit attributable to non-controlling interests was determined based on the assumption that they participate in the entire net profit for the period of 3 months ended 31 March 2016 and 31 March 2015.
Consolidated quarterly report for the 1st quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| Basic and diluted net earnings (loss) per share attributable to the equity holders of the | 3 months ended | ||
|---|---|---|---|
| parent company | 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | ||
| Profit attributable to equity holders of the Company (in PLN million) | 8.2 | 12.4 | |
| Weighted average number of ordinary shares (in millions) | 46.7 | 46.5 | |
| Basic and diluted earnings (loss) per share (in PLN) | PLN 0.18 | PLN 0.27 | |
| Year ended | |||
| Basic and diluted net earnings (loss) from continued operations per share attributable | 31 March 2016 | 31 March 2015 | |
| to the equity holders of the parent company | unaudited | unaudited | |
| Profit from continued operations attributable to equity holders of the Company (in PLN million) | 8.2 | 12.0 | |
| Weighted average number of ordinary shares (in millions) | 46.7 | 46.5 |
Note 8 to the consolidated financial statements for 2015 includes a disclosure of real properties with an unclear legal status held by the Group. In the case of the favourable outcome of the legal disputes relating to these properties, they will be recognized as assets.
Some of the buildings leased by the Group for office purposes are recorded in the public registers as buildings designated for residential purposes. Changes in the manner of utilization of these buildings were not notified to the relevant authorities nor were the required administrative decisions obtained. Consequently, penalties may be imposed on the Group 33. Transactions with related entities
companies. As at the balance sheet date, the risk of such penalties being imposed on the Group is low and the potential amount of such penalties cannot be reliably estimated. Therefore, the Group did not recognize provisions for the potential penalties.
a) Capital expenditure commitments
There are no material capital expenditure commitments.
b) Operating lease
There are no material contingent liabilities under operating lease contracts.
Transactions with the State Treasury and the State Treasury companies
The State Treasury of the Republic of Poland is the entity exercising control over the Group. As a result, transactions between the Group companies and the State Treasury or the related entities of the State Treasury must be disclosed in accordance with the principles set out in IAS 24, Related Party Disclosures.
The Group did not enter into individually significant transactions with the State Treasury related entities. In the ordinary course of its operations, the Group earned lease revenue from entities controlled by the State Treasury.
Consequently, the Group is exempt from the requirement to disclose information on transactions and open balances with the State Treasury related entities under IAS 24 para. 18.
Under the Polish law, the Group entities are liable to income tax in Poland. Consequently, they pay the income tax to the State Treasury which is a related entity. The laws and regulations applicable to the Group companies in this respect are identical to those binding other non-related entities.
| 3 months ended | |||
|---|---|---|---|
| Revenue from sales of goods for resale and services | 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | ||
| Revenue from the State Treasury | 2.8 | 3.0 | |
Remuneration of key management members
| 3 months ended | ||
|---|---|---|
| 31 March 2016 | 31 March 2015 | |
| unaudited | unaudited | |
| Remuneration of members of the Management Board of the Parent Company | 1.5 | 0.6 |
| Remuneration of members of the Management Boards of the subsidiaries | 0.1 | 0.1 |
| Remuneration of members of the Supervisory Board of the Parent Company 0.1 |
0.1 | |
| Remuneration of members if the Supervisory Boards of the subsidiaries | 0.1 | 0.1 |
| Total | 1.8 0.9 |
|
Transactions with associates and jointly controlled entities (joint ventures)
There were no significant transactions with associates and
jointly controlled entities in the three-month periods ended
31 March 2016 and 31 March 2015.
On 25 March 2016, PHN SPV 33 Sp. z o.o. ING Bank Śląski S.A. concluded a loan agreement. The agreement is for an investment loan of EUR 43.7 million and a loan in PLN for the financing of VAT on the purchase price in an amount equivalent to EUR 12.0 million.
The loan bears interest based on EURIBOR for three-month deposits (in the part denominated in EUR and dedicated to the financing of the purchase price) and based on WIBOR for onemonth deposits (in the part denominated in PLN), plus a margin. In order to secure repayment of amounts due under the loan agreement for the purchase of real property and in order to execute the said agreement properly, the subsidiaries of PHN S.A. ("the Company") established in particular the following security for the bank:
(i) mortgages on the perpetual usufruct right to the purchased property;
No material events which should have been disclosed in these consolidated financial statements occurred between the balance
sheet date and the date of approval of these interim condensed consolidated financial statements.
These interim condensed consolidated financial statements were approved by the Management Board of the Parent Company on 12 May 2016.
Piotr Staroń Member of the Management Board in charge of Finance
Zbigniew Kulewicz Vice-President of the Management Board in charge of Property Asset Management
Maciej Jankiewicz President of the Management Board
Grzegorz Grotek
Person responsible for preparing the consolidated financial statements
FOR THE PERIOD OF 3 MONTHS ENDED 31 MARCH 2016
Polski Holding Nieruchomości S.A. ("PHN S.A.", "the Group") is one of the largest entities in Poland in the commercial real estate sector in terms of portfolio value. The Group's portfolio comprises over 140 properties, separated for business purposes, with a value of over PLN 2.4 billion. PHN S.A.'s activities are concentrated in Warsaw and the largest regional cities, including, in Poznań, Tricity, Łódź and Wrocław. The Company has many years' experience in the following sectors: office, retail and logistics, both in property management and in carrying out investment projects.
Since 13 February 2013 PHN S.A. has been listed on the Warsaw Stock Exchange. The Company carries out modern commercial projects on its own and in cooperation with top partners with many years' experience and a well-established market position. PHN's projects are characterized by timeless architecture and attention to quality. They meet the most rigorous standards, thanks to which they appeal to the most demanding customers. Polski Holding Nieruchomości S.A. was established in 2011 as a result of the consolidation of companies owned by the State Treasury, operating in the real estate sector in Poland or holding significant properties in their portfolios. The companies which form part of the Group have made a substantial contribution to the history of postwar architecture in Warsaw. The properties which belong to PHN S.A. are associated with the history of the capital, e.g. the historic Neo-Renaissance Kossakowski Palace at ul. Nowy Świat 19 or Intraco – the very first tower block in Warsaw, erected in 1975 at ul. Stawki 2.
Taking into account the recognition of new opportunities and potential market risks caused by changes taking place on the real estate market, the activities of Polski Holding Nieruchomości S.A. are as follows:
| POLSKI HOLDING NIERUCHOMOŚCI S.A. | |||
|---|---|---|---|
| What? | Where? | ||
| Offices – major part of the real estate portfolio Logistics – only with international portfolios Retail – "made to measure" for selected tenants Apartments – Group locations and risk diversification |
Warsaw Upper Silesian urban area Kraków Łódź Tricity Poznań Wrocław |
||
| How? | How do we compete? | ||
| Attractive locations Effective asset management "Lift the whale and cut its tail off" Quality of customer relationships Investment portfolio optimization Asset turnover New development projects |
Property development activities Opportunistic M&A transactions (sector-related) Property management for external partners Special projects |
*PHN 4 Sp. z o.o. - 1 share (in a limited liability company) or the general partner (in a partnership limited by shares)
Companies undertaking development projects (investments) "Service" companies Technical SPVs Residential development business Other (excl. properties) SPVs holding properties for sale Asset management (lease)
(1) share of PHN S.A. 2.78% (2) 1% Alliance Trust Company LTD (3) JV with Segro B.V. (50%) (4) JV with mLocum S.A. (50%)
Directors' Report on the Group's operations (All amounts are expressed in PLN million unless stated otherwise)
All the subsidiaries that belong to the Group are consolidated using the acquisition accounting method, and shares in jointly controlled entities are disclosed in the consolidated financial
As at 31 March 2016, the Group's property portfolio comprised 140 properties separated for business purposes with the fair value of PLN 2,468.5 million, which were disclosed in the financial statements as assets. The portfolio comprised 14 properties with a fair value of PLN 155.2 million with unclear legal status (however, with a positive outlook) and two properties which were used for the purposes of joint ventures with a third party.
statements using the equity method. All Group entities are presented below.
The Group also had 19 properties with unclear legal status with insufficient potential for a positive outcome for these properties to be disclosed in the financial statements as assets. Had they been free from legal defects, the fair value of those properties would have amounted to PLN 115.1 million.
Structure of the property portfolio from the perspective of planned activities
| Properties remaining in the portfolio | 18 properties with a fair value of PLN 844.0 million, recognized in the financial statements as investment properties with a fair value of PLN 814.4 million and as fixed assets of PLN 29.6 million (properties used for the Group's own needs) |
|---|---|
| Commercial projects | 12 properties with a fair value of PLN 543.9 million, which the Group uses or plans to use for the purposes of commercial projects, disclosed in the financial statements as investment properties at fair value |
| Projects executed with external partner (JV) | Two properties with a fair value of PLN 27.8 million, disclosed in the financial statements indirectly as a component of interest in a joint venture |
| Properties held for sale | 76 properties with a fair value of PLN 580.3 million, recognized in the financial statements as investment properties with a fair value of PLN 509.5 million, as assets classified as held for sale with a fair value of PLN 57.8 million, as fixed assets of PLN 4.1 million and as inventories of PLN 3.0 million |
| Residential projects | 32 properties with a fair value of PLN 215.1 million, which are used or are planned to be used for the purposes of residential construction projects, including: four properties with completed projects with a fair value of PLN 12.7 million, including three with unsold apartments, disclosed in the financial statements under inventories in the amount of PLN 11.7 million 27 properties designated for potential projects with a fair value of PLN 200.9 million, disclosed in the financial statements under investment properties with a fair value of PLN 147.5 million, under fixed assets with a fair value of PLN 11.2 million, and under inventories with a fair value of PLN 47.4 million; this group consists of 7 independent projects, one of them comprising 21 buildings (treated for business purposes as separate properties) one property comprising road plots with a fair value of PLN 1.4 million, disclosed in the financial statements under inventories in the amount of PLN 0.1 million |
24
This document is a translation of the consolidated report for the 1st quarter of 2016 prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version of the report is binding.
As at 31 March 2016, the Group's property portfolio comprised GLA of 339.8 thousand m2 . In the period from 1 January to 31 March 2016, as a result of the demolition of buildings at ul. Prymasa Tysiąclecia (in connection with a development project carried out), the GLA held by the Group decreased.
The vacancy ratio amounted to 25.0% (calculated as the share of unleased space in GLA less space designated for the Group's own use and permanently non-leasable space, i.e. the space that is not leased by the Group for technical or legal reasons).
The gross leasable area of the properties remaining in the portfolio amounted to 141.2 thousand m2 , and the vacancy ratio amounted to 19.4%.
In the period from 1 January to 31 March 2016, the Group generated NOI of PLN 15.5 million, including: the portfolio properties segment: PLN 10.8 million; the commercial projects segment: PLN 1.3 million; the segment of properties held for sale: PLN 3.2 million; the residential projects segment: PLN 0.2
Acquisitions and disinvestments
On 30 March 2016, the Group purchased a property located in Gdańsk at ul. Grunwaldzka 409 (Alchemia II).
The Group is one of the biggest (with regard to the market value of its property portfolio) entities owning and managing commercial and residential real properties in Poland. In order to maximize the profit, the Group continues the restructuring of its property portfolio, including:
million. The Group classifies 92 properties with a fair value of PLN 1,915.4 million as properties generating lease revenues (the property located in Gdańsk at ul. Grunwaldzka purchased on 30 March 2016 did not generate revenues in the period from 1 January to 31 March 2016).
In the period from 1 January to 31 March 2016, the Group sold a property located in Warsaw at ul. Filtrowa and parts of three properties (Łężyca, Parzniew, Podchorążych). Moreover, until the date of this report, it sold a part of another property.
For management purposes, the Group divides its business activities into the following operating segments for reporting purposes based on products manufactured and services provided:
Lease services offered by the Group comprise:
Office space. Office buildings of A, B and C class, residential properties, villas used for office purposes and diplomatic outposts represent the office space portfolio. Customers of the office space segment include various enterprises, both Polish and with foreign capital.
Retail space. The retail areas offered by the Group comprise mainly small areas in commercial complexes and in the
The Group's operations also include construction and sale of residential properties. The Group is currently selling apartments on a housing estate located on the outskirts of Warsaw and is preparing a residential project on the property at ul. Prymasa
The Group conducts hotel activities in three properties: Hotel Zgoda, Hotel Wilanów and Hotel w Lipowym Przylądku. The
Poland is the main market on which the Group operates. The Group has the strongest market position in Warsaw. The Group also operates in Poznań, Tricity, Wrocław and Łódź. The Group provides services to a wide range of institutional customers, companies, state institutions and individuals in the segment of lease and rental of properties.
Shopping Centre at Bartycka 26 street in Warsaw. The Group's offer is addressed to small and medium entrepreneurs operating in construction, fashion, catering, and pharmaceutical industries.
Logistic space. The biggest logistic area offered by the Group is located in Port Rybacki, Gdynia. The offer is mainly addressed to marine carriers. Other locations comprise mediumsized areas which are usually used by office and retail tenants as additional space necessary for their business activities.
Residential and other space. The residential portfolio comprises villas (mainly used as diplomatic outposts), apartments and residential buildings. Additionally, the Group owns buildings used as schools and preschool facilities.
Tysiąclecia. At the same time, it analyses potential residential construction projects in other locations.
hotel and catering services are provided to both legal and natural persons.
The structure of the Group's tenants is highly diversified; therefore, the Group is not exposed to any significant risk associated with a single tenant or a group of tenants. As at 31 March 2016, the representatives of the business services sector constituted the largest group of tenants.
period. The tenants' structure by lease term is presented on the following two graphs:
Although new lease agreements are usually signed for limited periods, almost half of the GLA is still leased for an unlimited
Directors' Report on the Group's operations (All amounts are expressed in PLN million unless stated otherwise)
In the 3 months ended 31 March 2016, the ten biggest tenants in terms of lease revenues comprised (in alphabetical order): the Military Property Agency (Agencja Mienia Wojskowego), ALSTOM Power Sp. z o.o., the Office of the Inspector General for Personal Data Protection (Biuro Generalnego Inspektora Ochrony Danych Osobowych), the Tax Chamber (Izba
Structure of customers and suppliers
In the 1st quarter of 2016, the Group mainly cooperated with the suppliers of the following services:
In the 1st quarter of 2016 the real estate market was characterized by a high level of competition, large supply of new office space, growing pressure on rent decreases and flexible price policy. However, difficult market conditions did not have a significant effect on the Group's results.
EBITDA (operating profit or loss adjusted for the change in the fair value of properties, gain/loss on their disposal, depreciation and amortization, write-downs in respect of properties in property, plant and equipment and goodwill amortization) amounted to PLN 10.7 million and it was PLN 9.4 million (47%) lower than in the previous quarter.
The following major factors affected the financial and operating results of the Group in the 1st quarter of 2016 and will affect the results in the next quarter:
Skarbowa) in Warsaw, Mars Polska Sp. z o.o., McFit Polska Sp. z o.o., Nordtechnik Sp. z o.o., Poczta Polska S.A., the Association Managing the Lycée Français de Varsovie (Stowarzyszenie Zarządzające Liceum Francuskim w Warszawie), Żabka Polska Sp. z o.o.
Due to a large base of suppliers, the Group is not dependent on a single supplier.
Adjusted EBITDA (EBITDA adjusted for one-off expenses (the costs of the Group's privatization and restructuring, costs of severance pay for employees, the provision for guarantee repairs and damages payable in connection with property development, change in the provision for claims relating to previous years, and refunded civil law activities tax) amounted to PLN 9.5 million and it was PLN 0.3 million (3%) lower than in the previous period.
As at 31 March 2016, the Company employed 125 people.
Directors' Report on the Group's operations (All amounts are expressed in PLN million unless stated otherwise)
Investment properties constituted the main component of noncurrent assets. In the 3-month period ended 31 March 2016, their value increased by PLN 289.4 million due to:
In the period of 3 months ended 31 March 2016, the value of property, plant and equipment decreased by PLN 0.3 million due to depreciation charges of PLN 0.3 million.
Deferred income tax assets increased by PLN 4.3 million in the 3 months ended 31 March 2016, mainly due to an increase in the asset recognized in respect of the difference between the tax value of the properties and liabilities and their carrying amount.
Current assets decreased by PLN 101.3 million in the period of 3 months ended 31 March 2016 mainly as a result of:
The amount of equity attributable to the equity holders of the parent company in the period of 3 months ended 31 March 2016 increased by PLN 9.1 million due to:
The amount of non-current liabilities increased by PLN 199.4 million in the period of 3 months ended 31 March 2016 due to:
The amount of current liabilities decreased by PLN 39.1 million primarily due to:
In the 1st quarter of 2016, the Group generated a net profit of PLN 8.3 million, which represented an increase of PLN 25.4 million compared with the 4th quarter of 2015 mainly due to the net effect of the following factors:
million higher than in the 4th quarter of 2015) and a decrease in the gain/loss on disposal of investment properties of PLN 6.3 million;
| EBITDA on continuing operations | 1Q 2016 | 4Q 2015 | 1Q 2015 |
|---|---|---|---|
| Sales | 40.6 | 44.5 | 37.4 |
| Operating expenses | (23.9) | (22.6) | (22.2) |
| Gross profit/(loss) on sales | 16.7 | 21.9 | 15.2 |
| Administrative and selling expenses | (7.2) | (13.1) | (7.5) |
| including one - off costs (Group privatization and restructuring) | 0.1 | 3.0 | 0.1 |
| Administrative and selling expenses, excluding one - off costs (Group privatization and restructuring) | (7.1) | (10.1) | (7.4) |
| Net profit/loss on sales | 9.5 | 8.8 | 7.7 |
| Change in the fair value of investment properties and gain/loss on disposal | 2.8 | (74.9) | (3.8) |
| Other revenues | 2.7 | 12.6 | 10.2 |
| Other costs | (1.8) | (7.0) | (3.2) |
| Operating profit/ (loss) | 13.2 | (60.5) | 10.9 |
| Change in the fair value of investment properties and gain/loss on disposal | (2.8) | 74.9 | 3.8 |
| Amortization and depreciation | 0.3 | 0.3 | 0.2 |
| Amortization of goodwill | 0.0 | 4.0 | 0.0 |
| Impairment of property, plant and equipment (properties) | 0.0 | 1.4 | 0.0 |
| EBITDA | 10.7 | 20.1 | 14.9 |
| Provision for guarantee repairs and damages in property development | 0.0 | (2.9) | (0.2) |
| One - off costs (Group privatization and restructuring) | 0.1 | 3.0 | 0.1 |
| Costs of severance payments | 0.0 | 0.5 | 0.2 |
| Refund of tax on civil law transactions | 0.0 | 0.0 | (8.0) |
| Change in the provision for claims relating to previous years | (1.3) | (10.9) | (1.1) |
| Adjusted EBITDA | 9.5 | 9.8 | 5.9 |
Directors' Report on the Group's operations
(All amounts are expressed in PLN million unless stated otherwise)
| Profit/loss on lease | 1Q 2016 | 4Q 2015 | 1Q 2015 |
|---|---|---|---|
| Sales | 33.6 | 34.5 | 30.3 |
| Operating expenses | (18.2) | (17.7) | (16.6) |
| Gross profit/(loss) on sales | 15.4 | 16.8 | 13.7 |
| Administrative and selling expenses | (5.2) | (9.0) | (5.8) |
| including one - off costs (Group privatization and restructuring) | 0.1 | 3.0 | 0.1 |
| Administrative and selling expenses, excluding one - off costs (Group privatization and restructuring) | (5.1) | (6.0) | (5.7) |
| Net profit/loss on sales | 10.2 | 7.8 | 7.9 |
| Change in the fair value of investment properties and gain/loss on disposal | 2.8 | (74.9) | (3.8) |
| Other revenues | 2.7 | 12.6 | 10.1 |
| Other costs | (1.8) | (5.9) | (3.2) |
| Operating profit/ (loss) | 13.9 | (60.4) | 11.0 |
| Change in the fair value of investment properties and gain/loss on disposal | (2.8) | 74.9 | 3.8 |
| Amortization and depreciation | 0.2 | 0.3 | 0.2 |
| Amortization of goodwill | 0.0 | 4.0 | 0.0 |
| Impairment of property, plant and equipment (properties) | 0.0 | 1.0 | 0.0 |
| EBITDA | 11.3 | 19.8 | 15.0 |
| One - off costs (Group privatization and restructuring) | 0.1 | 3.0 | 0.1 |
| Costs of severance payments | 0.0 | 0.0 | 0.2 |
| Refund of tax on civil law transactions | 0.0 | 0.0 | (8.0) |
| Change in the provision for claims relating to previous years | (1.3) | (10.9) | (1.1) |
| Adjusted EBITDA | 10.1 | 11.9 | 6.2 |
The Group's revenues in the lease segment decreased by PLN 0.9 million (2.6%) in the first quarter of 2016 compared with the previous quarter due to exit of tenants and lower rents. The costs of property maintenance incurred by the Group were PLN 0.5 million higher q/q, mainly due to the increase in perpetual usufruct fees. Due to a decrease in administrative and selling expenses of PLN 3.8 million, the net profit/ (loss) on sales increased by PLN 2.4 million q/q and PLN 2.3 million y/y.
EBITDA in the lease segment amounted to PLN 11.3 million and it decreased by PLN 8.5 million q/q and PLN 3.7 million y/y. Adjusted EBITDA (EBITDA adjusted for one-off expenses, costs of severance pay for employees and the change in the provision for claims relating to prior years) amounted to PLN 10.1 million and it was PLN 1.8 million lower q/q and PLN 3.9 million higher y/y.
| Profit/loss on property development | 1Q 2016 | 4Q 2015 | 1Q 2015 |
|---|---|---|---|
| Sales | 5.4 | 8.0 | 7.1 |
| Operating expenses | (4.2) | (3.5) | (5.5) |
| Gross profit/(loss) on sales | 1.2 | 4.5 | 1.6 |
| Administrative and selling expenses | (0.9) | (1.9) | (0.8) |
| Net profit/loss on sales | 0.3 | 2.6 | 0.8 |
| Other revenues | 0.0 | 0.0 | 0.1 |
| Operating profit/ (loss) | 0.3 | 2.6 | 0.9 |
| EBITDA | 0.3 | 2.6 | 0.9 |
| Provision for guarantee repairs and damages in property development | 0.0 | (2.9) | (0.2) |
| Adjusted EBITDA | 0.3 | (0.3) | 0.7 |
Gross profit from sales in the property development segment in the 1st quarter of 2016 amounted to PLN 1.2 million and it was PLN 3.3 million lower q/q and PLN 0.4 higher y/y. In the 1st quarter of 2016, adjusted EBITDA was equal to EBITDA and it amounted to PLN 0.3 million. It increased by PLN 0.6 million q/q and decreased by PLN 0.4 million y/y. Lower revenues and costs on sales adjusted for one-off events are mainly a result of the sale of the last units in the completed project Parzniew II.
As at 31 March 2016, the Group had 29 completed units, including 20 units for which contracts had been signed. In the 1st quarter of 2016, the Group concluded 14 preliminary agreements for the sale of units (4Q 2015: 14 units, 1Q 2015: 21 units).
Directors' Report on the Group's operations
(All amounts are expressed in PLN million unless stated otherwise)
| Profit/loss on other business activities | 1Q 2016 | 4Q 2015 | 1Q 2015 |
|---|---|---|---|
| Sales | 1.6 | 2.0 | 0.0 |
| Operating expenses | (1.5) | (1.4) | (0.1) |
| Gross profit/(loss) on sales | 0.1 | 0.6 | (0.1) |
| Net profit/loss on sales | 0.1 | 0.6 | (0.1) |
| Other costs | 0.0 | (0.4) | 0.0 |
| Operating profit/ (loss) | 0.1 | 0.2 | (0.1) |
| Amortization and depreciation | 0.1 | 0.0 | 0.0 |
| Impairment of property, plant and equipment (properties) | 0.0 | 0.4 | 0.0 |
| EBITDA | 0.2 | 0.6 | (0.1) |
| Adjusted EBITDA | 0.2 | 0.6 | (0.1) |
Other business activities comprise revenues and costs from hotel business and management services provided to jointly controlled entities.
| Unallocated items of the consolidated statement of comprehensive income | 1Q 2016 | 4Q 2015 | 1Q 2015 |
|---|---|---|---|
| Administrative and selling expenses | (1.1) | (2.2) | (0.9) |
| Net profit/loss on sales | (1.1) | (2.2) | (0.9) |
| Other costs | 0.0 | (0.7) | 0.0 |
| Operating profit/ (loss) | (1.1) | (2.9) | (0.9) |
| EBITDA | (1.1) | (2.9) | (0.9) |
| Costs of severance payments | 0.0 | 0.5 | 0.0 |
| Adjusted EBITDA | (1.1) | (2.4) | (0.9) |
Except for the described results of operating segments, the Group's operating profit/loss for the analysed period was affected by the administrative expenses of the parent company,
which acted as the holding company. From the business perspective, such costs are not allocated to operating segments.
In the 1st quarter of 2016, the Group generated negative net cash flow from operating activities in the amount of PLN 56.7 million, resulting from:
an increase in other working capital of PLN 4.9 million.
Negative net cash flows generated in the 1st quarter of 2016 from investing activities of PLN 263.9 million resulted from the purchase of Alchemia II for PLN 258.0 million, capital expenditure incurred on investment properties of PLN 9.9 million (partly offset with proceeds from disposal of investment properties of PLN 3.7 million and interest received on bank deposits of PLN 0.3 million).
In the first quarter of 2016, the Group generated positive cash flows from financing activities of PLN 242.1 million, resulting from proceeds from bank loans of PLN 248.9 million (including a loan for the purchase of Alchemia II in the amount of PLN 237.2 million) partly offset with repayment of liabilities in respect of a bank loan of PLN 6.6 million, repayment of financial liabilities resulting from car fleet lease of PLN 0.1 million, and repurchase of shares in the amount of PLN 0.1 million.
Directors' Report on the Group's operations (All amounts are expressed in PLN million unless stated otherwise)
The EPRA earnings ratio provides information, relevant from the point of view of the shareholders, about operating activity generated by the properties portfolio held by the company.
| 3 months ended | ||
|---|---|---|
| 31 March 2016 | 31 March 2015 | |
| Net profit/(loss) of the lease segment* | 9.5 | 13.1 |
| Adjustments | (2.2) | 3.1 |
| Change in the fair value of investment properties and gain/loss on disposal | (2.8) | 3.8 |
| Deferred tax associated with the above adjustments | 0.5 | (0.7) |
| Net profit/(loss) of the lease segment according to EPRA | 7.3 | 16.2 |
| Adjustments | (1.4) | (9.4) |
| One - off costs (Group privatization and restructuring) | (0.1) | (0.1) |
| Severance payments | 0.0 | 0.2 |
| Change in provisions for claims relating to previous years | (1.3) | (1.1) |
| Interest on free cash | (0.3) | (0.1) |
| Refund of tax on civil law transactions | 0.0 | (8.0) |
| Interest on tax on civil law transactions paid | 0.0 | (0.6) |
| Current and deferred tax associated with the above adjustments | 0.3 | 0.3 |
| Adjusted net profit/(loss) of the lease segment according to EPRA | 5.9 | 6.8 |
* Profit/loss on operating activities of the lease segment in Q1 2016: PLN 13.9 million; Q1 2015: PLN 11.0 million after earnings of the lease segment from financing activities in Q1 2016: PLN -3.3 million; Q1 2015:
EPRA NIY (net initial yield) is calculated as the ratio of lease revenues less non-recoverable operating costs of properties as PLN 0.7 million, income tax for Q1 2016: PLN -1.3 million; Q1 2015: PLN 1.2 million and share in profits of associates and jointly controlled entities in Q1 2015: PLN 0.2 million; Q1 2015: PLN 0.2 million.
at the balance sheet date (in annual terms) to the market value of property.
| 2016* | 2015 | |
|---|---|---|
| Investment properties as per the statement of financial position | 2 304.8 | 2 015,4 |
| Land and commercial development projects in progress | (648.8) | (395,9) |
| Investment properties generating lease revenues | 1 656.0 | 1 619,5 |
| Lease earnings as per the statement of comprehensive income | 61.6 | 60,1 |
| Adjustments | (9.2) | (5,9) |
| Earnings generated by land and commercial development projects in progress | (0.5) | (0,2) |
| Earnings generated by properties with unclear legal status | 0.3 | (0,1) |
| Earnings generated by properties classified as held for sale, sold, reclassified to inventories and property, plant and |
||
| equipment | (0.7) | (2,9) |
| Elimination of deferred income | (11.5) | (5,5) |
| Fit out elimination | 3.2 | 2,8 |
| EPRA earnings from lease activities | 52.4 | 54,2 |
| Estimated transaction costs (1%) | 16.6 | 16,2 |
| EPRA NIY | 3.1% | 3,4% |
*Income statement items annualized based on data for Q1 2016 multiplied by 4.
EPRA NAV (net asset value) presents the fair value of net assets in a long-term perspective. EPRA NNNAV adjusts ERPA
NAV for those items of assets and liabilities which in ERPA NAV are not measured at the fair value.
EPRA NAV i NNNAV
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| Net assets attributable to equity holders of the parent company | 1 959.0 | 1 949.8 |
| Long-term deferred income tax provision | 25.2 | 20.4 |
| EPRA NAV | 1 984.2 | 1 970.2 |
| Difference between the book value and the fair value of net assets | 6.0 | 6.9 |
| EPRA NNNAV | 1 990.2 | 1 977.1 |
*EPRA (European Public Real Estate Association www.epra.com) represents the common position of the majority of European companies quoted on financial markets that specialize in property management, and in particular supports the development of those companies that have commercial properties in their portfolio. EPRA created a committee, consisting of CFOs, main investors and advisors of associated companies, which analyses reporting issues affecting the property market and takes actions to provide uniform reporting standards in cooperation with IASB and FASB. Below, the Group presented selected ratios developed by EPRA.
The Group executes development projects to obtain high class assets that will provide a stable source of revenues in the long term.
In accordance with its strategy, the Group also carries out development projects for sale in the residential sector.
| 1. Completed projects |
2. Pending projects |
|---|---|
| Domaniewska Office HUB (Warsaw) | Wrocław Industrial Park (Wrocław) |
| As at the end of the 1st quarter of 2016, the Domaniewska Office Hub building was leased in approx. 72%. The building's commercialization is currently coming to completion and negotiations with potential tenants have reached an advanced stage. |
As part of the Wrocław Industrial Park project (JV with SEGRO), a modern warehouse and logistic facility is being built on a part of investment land located at Bierutowska street. Facilities with a planned usable area of approx. 40,000 m2 are being built on the plot of 10.6 ha. To date, the first stage of approx. 19,500 m² was completed. For this stage, lease agreements for approx. 16,700 m² have been signed. Infrastructure is being prepared for the subsequent stages of the investment project. |
| 3. Pending projects |
4. Pending projects |
| Parzniew Logistic Center (Parzniew near Pruszków) | Molo Rybackie (Gdynia) |
| The Polski Holding Nieruchomości S.A. Group is carrying out a warehouse development project in cooperation with a JV partner - the American company Hillwood, which is one of the leaders of the international market of logistic properties. The target GLA of the logistic park in Parzniew near Pruszków is approx. 95,000 m2 (to be built in a few stages). The construction permit covers GLA of approx. 56,000 m2 |
In 2014, a JV agreement was signed with mLocum for the execution of the first stage of the residential project Yacht Park in the Molo Rybackie area in Gdynia. Design work for the project consisting of 6 residential buildings with the usable space of approx. 10,000 m2 is in progress. In the 1st quarter of 2016, the Group applied for the permit to develop Molo Rybackie. Additionally, work has been commenced on the optimum development concept for the subsequent residential and office stage of the project and for the yacht marina adjacent to the Yacht Park project. |
| 5. Pending projects |
6. Projects under preparation |
| Prymasa Tysiąclecia (Warsaw) | Stawki 2 (Intraco City) (Warsaw) |
| The project assumes creating a friendly, low-density urban space with access to various service outlets located within the residential complex. The agreement for design work was signed in July 2015 with the studio "ATELIER 7". In accordance with the residential project concept, the Group plans to build 435 modern apartments with the usable area of 22,500 2 , mostly facing two sides of the building, with balconies or gardens, and 1,500 m2 m of service space. The preliminary office building concept provides for GLA of 14,900 m2 . An application was filed for the construction permit for the 1st stage of the residential part of the project. Demolition work on the site is currently in progress. |
The architectural concept for the project was approved in 2015. An A class office facility with GLA of approx. 10,000 m2 is planned to be built in place of the existing parking lot in front of the Intraco office building. |
Directors' Report on the Group's operations
(All amounts are expressed in PLN million unless stated otherwise)
In place of the present developed property at ul. Świętokrzyska 36, on land of an area of approx. 0.6 ha, the Group plans to build a modern high-rise A class office building. Since a station of the Warsaw Underground is located nearby, a direct connection of the facility with the station can be designed. An application for the construction permit was filed in the 3 rd quarter of 2015 and the final permission for demolition of the existing building was obtained. The Group plans to obtain the construction permit in the 3rd quarter of 2016.
The Group plans to build office and retail facilities with total GLA of approx. 25,000 m2 on a part of the plots with a total area of approx. 25.4 ha. At the same time, the Group is negotiating the sale/lease of the remaining part of the property to retail chains.
The initial utility connection conditions were obtained. An agreement for preparing design documentation was signed with the 22 Architekci studio. The planning permission was obtained for apartment buildings with a usable area of approx. 4,000 m2 .
Construction work was completed and the first grocery supermarket was handed over to the tenant in the first half of 2015. In accordance with the Optimum Land Development Study, which was prepared for the whole plot, residential facilities with a total GLA of approx. 280,000 m2 and commercial facilities with a total area of approx. 45,000 m2 will be built. In the meantime, pre-development work is carried out (including the installation of cabling for the overhead high voltage power line) in order to increase the project's efficiency through optimum utilization of the property area.
The project consists of the construction of a modern housing estate in place of an existing housing estate from the 1980s. The Optimum Land Development Study was prepared to facilitate replacement of the existing buildings with new ones. The analyses show that approx. 859 modern apartments with a total area of 46,400 m2 and a shopping mall with an area of 5,700 m2 can be built. The Group applied to the Mayor of Warsaw for a change of the local zoning plan for the area in question.
9.1. Material transactions concluded by the Parent Company or its subsidiaries with related entities on a non-arm's length basis
In the first 3 months of 2016 and in 2015, the Group did not conclude any material transactions with related entities on a non-arms' length basis.
9.2. Transactions with members of the Management and Supervisory Boards of the Parent Company, their spouses, siblings, ascendants, descendants or other relatives
In the first 3 months of 2016 and in 2015, no advances, loans, guarantees or warranties were granted to members of the Management Boards and Supervisory Boards of Group
On a plot of approx. 1.29 ha at Al. Wilanowska 372 the Group plans to build two commercial facilities with the combined GLA of approx. 23,000 m². The Group signed a franchising agreement with Global Hospitality Licensing ("Marriott International"). The hotel part of the project will combine two brands of the international Marriott International hotel brand - the designer concept MOXY and the apartment brand (RESIDENCE INN). The opportunities for optimum use of the property's potential are currently being analysed.
On the property "residential Lewandów" in the Białołęka district of Warsaw (with an area of approx. 39,600 m2 ) the Group plans to build a housing estate consisting of apartment buildings with a total usable space of approx. 32,000 m2 (approx. 530 apartments) in three stages. The tender procedure has been completed and the architectural studio was selected for the project. Preparations for infrastructural projects that must be completed to enable the execution of construction projects on the property are pending.
In 2015, the Group completed the process of obtaining the partner for development of 7 properties with warehouse potential and the total area of approx. 250 ha held in the Group's portfolio. In 2016, the Group plans to prepare those properties for the execution of the initial stages of warehouse development projects.
On the property with an area of 7.6 ha the Group plans to build a residential and commercial complex with an estimated area of approx. 60,000 m2 . The Optimum Land Development Study was prepared for the property. At the same time, the Polski Holding Nieruchomości S.A. Group is talking to potential tenants about commercialization of the retail part of the Bartycka project.
A contest for a preliminary architectural concept for a residential building with a service function was carried out. The winning design proposes the construction of 97 flats with a total area of approx. 4,000 m2 .
companies and their relatives and no other agreements were concluded with such persons on the basis of which they would
Directors' Report on the Group's operations (All amounts are expressed in PLN million unless stated otherwise)
be obliged to render services to Polski Holding Nieruchomości S.A. and its related entities.
As at 31 March 2016 and 31 December 2015 no loans were granted by Group companies to the Management Board and Supervisory Board members and their relatives.
10. Information on material proceedings before courts, courts of arbitration or administrative authorities
As at 31 March 2016 and as at the date of preparation of this report, there were no pending proceedings against Group companies before a court, a court of arbitration or a public administration authority, whose individual or cumulative value
11.1. Dividends
In the Current Report no. 11/2016 of 10 May 2016, the Management Board presented its recommendation with respect to distribution of the net profit of PHN S.A. for the year ended 31 December 2015 of PLN 48,481,893.58. The Management Board recommended to:
would be equal to or higher than 10% of the parent company's equity.
Moreover, the Management Board proposed to set the dividend record date on 17 August 2016 and the dividend payment date on 24 August 2016.
The final decision regarding distribution of the net profit for the year ended 31 December 2015 will be made by the Annual General Shareholders' Meeting of PHN S.A., which had not been convened yet as at the date of this report.
11.2. Shareholders holding (directly or indirectly through subsidiaries) at least 5% of the total number of votes at the General Shareholders' Meeting
11.3. Shares of the parent company held by Management Board and Supervisory Board members
According to the confirmations received, Management and Supervisory Board members did not hold any shares of the parent company or the subsidiaries as at 6 May 2016. In the period from 11 March 2016 to 6 May 2016, the number of shares of Polski Holding Nieruchomości S.A and its subsidiaries
held by members of the Management and Supervisory Board did not change.
11.4. Information on credit and other guarantees granted by the Company or its subsidiaries, jointly to one entity or to its subsidiary, if the total value of the existing guarantees represents the equivalent of at least 10% of the Company's equity.
In order to secure repayment of the liabilities resulting from the loan agreement signed in connection with the purchase of the property at Al. Grunwaldzka 409 in Gdańsk (Alchemia II) and in order to ensure proper performance of the said agreement, the
Group entities established security for Bank ING Bank Śląski S.A., which is described in note 34 to the interim condensed consolidated financial statements for the 3 months ended 31 March 2016.
11.5. The Management Board's position concerning the realization of previously published forecasts of the results for the current year
The Group did not publish any forecasts of its results.
FOR THE 3-MONTH PERIOD ENDED 31 MARCH 2016
Separate statement of financial position as at 31 March 2016
| 31 March 2016 | 31 December 2015 | |
|---|---|---|
| ASSETS | ||
| Non-current assets | ||
| Property, plant and equipment | 0.9 | 1.0 |
| Intangible assets | 0.1 | 0.1 |
| Deferred tax assets | 0.5 | 0.6 |
| Investment in subsidiaries | 1 669.4 | 1 661.2 |
| Other long-term financial assets | 245.4 | 242.3 |
| Total non-current assets | 1 916.3 | 1 905.2 |
| Current assets | ||
| Trade receivables and other assets | 5.7 | 7.8 |
| Cash and cash equivalents | 4.5 | 3.6 |
| Total current assets | 10.2 | 11.4 |
| Total assets | 1 926.5 | 1 916.6 |
| Current liabilities | ||
| Trade and other payables | (5.5) | (6.3) |
| Short-term debt | (0.4) | (0.5) |
| Short-term provisions | (0.5) | (0.5) |
| Total current liabilities | (6.4) | (7.3) |
| Non-current liabilities | ||
| Non-current debt | (0.1) | (0.1) |
| Deferred-tax liability | (1.5) | (1.2) |
| Non-current provisions | (0.3) | (0.3) |
| Total non-current liabilities | (1.9) | (1.6) |
| Total liabilities | (8.3) | (8.9) |
| Net assets | 1 918.2 | 1 907.7 |
| Equity | ||
| Issued capital | 46.7 | 46.7 |
| Share premium | 1 751.9 | 1 751.9 |
| Other reserve | 60.6 | 60.6 |
| Retained earnings | 58.9 | 48.5 |
| Total equity | 0.1 | 0.0 |
| Total liabilities | 1 918.2 | 1 907.7 |
| 3 months ended | |||
|---|---|---|---|
| 31 March 2016 | 31 March 2015 | ||
| Revenue from core operating activity | 7.1 | 6.1 | |
| Cost of core operating activity | (6.4) | (4.8) | |
| Change in value of shares in subsidiaries | 8.1 | 13.5 | |
| Core operating activity result | 8.8 | 14.8 | |
| Administrative and sales expenses | (1.1) | (0.9) | |
| Profit on operating activities | 7.7 | 13.9 | |
| Finance income | 3.1 | 2.5 | |
| Finance costs | (0.0) | (0.3) | |
| Net profit from financing activities | 3.1 | 2.2 | |
| Profit before tax | 10.8 | 16.1 | |
| Income tax expense | (0.4) | (0.6) | |
| Net profit | 10.4 | 15.5 | |
| Other comprehensive income | |||
| Total comprehensive income | 10.4 | 15.5 | |
| Basic and diluted net earnings per share | 0.22 PLN | 0.33 PLN |
| Issued capital |
Share premium |
Other reserve |
Retained earnings |
Other capital |
Total | |
|---|---|---|---|---|---|---|
| As at 1 January 2016 | 46.7 | 1 751.9 | 60.6 | 48.5 | 1 907.7 | |
| Net profit for the period | 10.4 | 10.4 | ||||
| Total comprehensive income for the period |
10.4 | 10.4 | ||||
| Share issue | 0.1 | 0.1 | ||||
| As at 31 March 2016 | 46.7 | 1 751.9 | 60.6 | 58.9 | 0.1 | 1 918.2 |
| As at 1 January 2015 | 46.5 | 1 746.3 | 0.5 | 120.8 | 1 914.1 | |
| Net profit for the period | 15.5 | 15.5 | ||||
| Total comprehensive income for the period |
15.5 | 15.5 | ||||
| Share issue | 2.0 | 2.0 | ||||
| As at 31 March 2015 | 46.5 | 1 746.3 | 0.5 | 136.3 | 2.0 | 1 931.6 |
This document is a translation of the consolidated report for the 1st quarter of 2016 prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version of the report is binding.
| 3 months ended | |||
|---|---|---|---|
| 31 March 2016 31 March 2016 |
|||
| Cash flow from operating activities | |||
| Profit before tax | 10.8 | 16.1 | |
| Adjustments to cash flow from operating activities | (9.8) | (16.8) | |
| Depreciation and amortization Change in value of shares in subsidiaries Interest income from investing activities Borrowing costs Change in working capital |
0.1 (8.1) (3.1) 0.0 1.3 |
0.0 (13.5) (2.5) 0.3 (1.1) |
|
| Net cash flow from operating activities | 1.0 | (0.7) | |
| Cash flow from investing activities | |||
| Total inflow Redemption of shares in subsidiaries Financial instruments Total outflow Loans Financial instruments |
29.8 0.0 29.8 (29.8) (0.2) (29.6) |
127.4 127.4 0.0 (2.3) (2.3) 0.0 |
|
| Net cash flow from investing activities | 0.0 | 125.1 | |
| Cash flow from financing activities | |||
| Total inflow Total outflow Loans Finance lease payments |
0.0 (0.1) 0.0 (0.1) |
0.0 (119.4) (119.4) 0.0 |
|
| Net cash flow from financing activities | (0.1) | (119.4) | |
| Total net cash flow Change in cash and cash equivalents Cash and cash equivalents at the beginning of the period |
0.9 0.9 3.6 |
5.0 5.0 0.2 |
|
| Cash and cash equivalents at the end of the period | 4.5 | 5.2 |
This quarterly report was approved by the Management Board of the Parent Company on 12 May 2016.
Piotr Staroń Member of the Management Board in charge of Finance
Zbigniew Kulewicz Vice-President of the Management Board in charge of Property Asset Management
Maciej Jankiewicz President of the Management Board
40
This document is a translation of the consolidated report for the 1st quarter of 2016 prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version of the report is binding.
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