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The Israel Land Development Company Ltd.

Quarterly Report Nov 17, 2024

6886_rns_2024-11-17_5c5e8b43-c08b-4a81-ab54-f6487f94ae4d.pdf

Quarterly Report

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QUARTERLY REPORT MLP GROUP S.A. GROUP CONSOLIDATED

FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2024

op of information whose disclosure is published pursuant to Par. 60.1.1 of the Minister of Finance's Regulation on current andperiodic information tobe member state, dated 29 March2018 (Dz. U. of 2018, item 757) required under the laws of a non published by issuers of securities and conditions for recognition as equivalent

This document is a translation. Polish version prevails.

www.mlpgroup.com

Contents:

Letter from the President of the Management Board to the
Shareholders
I. Selected financial data of the
MLP Group S.A. Group
5
II. Condensed
consolidated
financial
statements
of
the
MLP
Group
S.A.
Group
for
the nine months ended 30 September 2024
7
Authorisation of the condensed consolidated financial statements for issue 8
Condensed consolidated statement of profit or loss and other comprehensive income 9
Condensed consolidated statement of financial position 11
Condensed consolidated statement of cash flows 12
Condensed consolidated statement of changes in equity 13
Notes to the condensed consolidated financial statements 15
1.
General information
15
1.1
The Parent
15
1.2
The Group
15
1.3
Changes in the Group
18
1.4
Shareholding structure of the Parent
18
1.4. 1
Shareholders holding, directly or through subsidiaries, 5% or more of total voting rights in the
Company; holdings of Company shares by members of the Management Board and
Supervisory Board
18
1.4. 2
Shares and rights to shares of the Parent held by members of management and supervisory
bodies
19
2.
Basis of accounting used in preparing the condensed consolidated financial statements
19
2.1
Statement of compliance
19
2.2
Status of standards approval in the European Union
20
2.2. 1
Issued standards and interpretations which are not yet effective and have not been adopted
early by the Group
20
2.3
Basis of accounting used in preparing the condensed consolidated financial statements
20
2.4
Functional currency and presentation currency of the financial statements; rules applied to
translate financial data
20
2.4. 1
Functional currency and presentation currency
20
2.4. 2
Rules applied to translate financial data
21
2.5
Use of estimates and judgements
21
3.
Segment reporting
21
4.
Revenue
24
5.
Other income
25
6.
Other expenses
26
7.
Operating expenses
26
8.
Finance income and costs
28
9.
Income tax
29
10.
Property, plant and equipment
32
11.
Investment property
34
11.1
Fair value of the Group's investment property
37
12.
Deferred tax
41
13.
Investments and other investments
43
13.1
Change in financial assets attributable to financing and other activities
43
14.
Other non-current assets
44
15.
Trade and other receivables
44
16.
Cash and cash equivalents
45
17.
Notes to the condensed consolidated statement of cash flows
46
17.1
Cash flows from borrowings
46
17.2
Change in receivables
47
17.3
Change in current and other liabilities
47
18.
Equity
47
18.1
Share capital
47
19.
Earnings and dividend per share
48
20.
Liabilities under borrowings and other debt instruments, and other liabilities
49
20.1
Non-current liabilities
49
20.2
Current liabilities
49
20.3
Change in financial liabilities attributable to financing activities
50
20.4 Liabilities under bonds 52
20.4.1
Liabilities under bonds as at 30 September 2024
52
20.4.2
Liabilities under bonds as at 31 December 2023
52
20.5
Bank borrowings secured with the Group's assets
53
20.5.1
As at 30 September 2024
53
20.5.2
As at 31 December 2023
54
20.6
Non-bank borrowings secured with the Group's assets
55
21.
Employee benefit obligations
56
22.
Trade and other payables
56
23.
Financial instruments
57
23.1
Measurement of financial instruments
57
23.1. 1
Financial assets
58
23.1. 2
Financial liabilities
59
23.2
Other disclosures relating to financial instruments
59
24.
Contingent liabilities and security instruments
60
25.
Related-party transactions
62
25.1
Trade and other receivables and payables
62
25.2
Loans and borrowings
62
25.3
Income and expenses
63
26.
Significant litigation and disputes
64
27.
Significant events during and subsequent to the reporting period
65
27.1 Impact of the political and economic situation in Ukraine on the operations of the MLP Group
S.A. Group
66
28.
Remuneration paid or due to members of management and supervisory bodies
67
29.
Employees
68
30. Information on the auditor 68
1.
Issue, redemption, cancellation and repayment of non-equity and equity securities
69
2.
Management Board's position on published earnings forecasts
69
3.
Brief description of significant achievements and failures in the nine months ended 30 September 2024
69
4.
Seasonality and cyclicality
69
5.
Information material for the assessment of the human resources, assets, financial condition and financial
results of the Group, or changes in any of the foregoing, and information material for the assessment of
the Group's ability to meet its liabilities and fulfil its obligations
69
6.
Factors which in the Management Board's opinion will affect the Group's performance in the next quarter
or in a longer term
78
IV.
Quarterly financial information of MLP Group S.A., with notes
79
Condensed separate statement of profit or loss and other comprehensive income 79
Condensed separate statement of financial position 80
Condensed separate statement of cash flows 81
Condensed separate statement of changes in equity 82
Notes to the condensed separate financial statements of MLP Group S.A. 83
1.
Non-current financial assets in related entities
83
1.1
Shares
83
2.
Long-term financial investments
3.
Trade and other receivables
85
86
4.
Cash and cash equivalents
86
5.
Borrowings, other debt instruments and other liabilities
86
5.1
Non-current liabilities
86
5.2
Current liabilities
86
6.
Trade and other payables
87
7.
Revenue
87
8.
Operating expenses
87
9.
Finance income and costs
88
10.
Related-party transactions
89
10.1
Trade and other receivables and payables
89
10.2
Loans and borrowings
91
10.3
Income and expenses
95
11.
Variable remuneration and remuneration paid to members of management and supervisory
bodies
100
12.
Employees
101

MLP Group S.A. Group Consolidated quarterly report for the nine months ended 30 September 2024 (all data in PLN thousand, unless stated otherwise)

I. Selected financial data of the MLP Group S.A. Group

Average exchange rates of the Polish złoty against the euro during the reporting period:

30 September 31 December 30 September
2024 2023 2023
Average mid exchange rate during the reporting period* 4,3022 4,5284 4,5756
Mid exchange rate on the last day of the reporting period 4,2791 4,3480 4,6356

* Arithmetic mean of the mid exchange rates effective on the last day of each month in the reporting period.

Key items of the condensed consolidated statement of financial position translated into the euro:

as at 30 September 2024
PLN thousand
(unaudited)
EUR thousand
(unaudited)
PLN thousand 31 December 2023
EUR thousand
Non-current assets
Current assets
5 335 886
271 681
1 246 965
63 490
4 667 657
421 971
1 073 518
97 049
Total assets 5 607 567 1 310 455 5 089 628 1 170 567
Non-current liabilities
Current liabilities
2 357 266
610 201
550 879
142 600
2 351 692
342 308
540 867
78 728
Equity, including: 2 640 100 616 976 2 395 628 550 972
Share capital
Total equity and liabilities
5 999
5 607 567
1 402
1 310 455
5 999
5 089 628
1 380
1 170 567
Number of shares
Book value per share and diluted book value per share
attributable to owners of the parent (PLN)
23 994 982
110,03
23 994 982
25,71
23 994 982
99,84
23 994 982
22,96

The data in the condensed consolidated statement of financial position was translated at the mid exchange rate quoted by the National Bank of Poland for the last day of the reporting period. Key items of the condensed consolidated statement of profit or loss and other comprehensive income translated into the euro:

for 9 months ended 30 September 2024
PLN thousand
EUR 2023
PLN thousand
EUR thousand
(unaudited) (unaudited) restated restated
Rental income
Revenue from property management services
161 257
117 058
37 482
27 209
149 442
118 964
32 661
25 999
Other income
Gain/(loss) on revaluation of investment property
5 202
234 521
1 209
54 512
1 594
(64 177)
348
(14 026)
Costs of self-provided property management
services*
(104 646) (24 324) (100 919) (22 057)
Selling, general and administrative expenses* (35 396) (8 227) (31 435) (6 870)
Operating profit/(loss) 375 227 87 217 167 487 36 604
Profit/(loss) before tax 325 487 75 656 35 029 7 656
Net profit/(loss) 265 062 61 611 26 277 5 743
Total comprehensive income 244 472 56 825 11 467 2 506
Net profit/ (loss) attributable to owners of the parent
Earnings per share and diluted earnings per share
265 062 61 611 26 277 5 743
attributable to owners of the parent (PLN) 11,05 2,44 (1,10) (0,24)

* Restated.

The data in the condensed consolidated statement of profit or loss and other comprehensive income was translated at the mid exchange rate of the euro calculated as the arithmetic mean of the mid exchange rates quoted by the National Bank of Poland for the last day of each month in the reporting period.

Key items of the condensed consolidated statement of cash flows translated into the euro:

for 9 months ended 30 September 2024 2023
PLN thousand
(unaudited)
EUR thousand
(unaudited)
PLN thousand
(unaudited)
EUR thousand
(unaudited)
Net cash from operating activities 98 243 22 836 111 369 24 340
Cash from investing activities (363 813) (84 564) (283 413) (61 940)
Cash from financing activities 85 105 19 782 317 377 69 363
Total cash flows, net of exchange differences (180 465) (41 946) 145 333 31 763
Total cash flows (177 180) (41 184) 148 618 32 481

The data in the condensed consolidated statement of cash flows was translated at the mid exchange rate of the euro calculated as the arithmetic mean of the mid exchange rates quoted by the National Bank of Poland for the last day of each month in the reporting period.

as at 30 September 2024 31 December 2023
PLN thousand EUR thousand PLN thousand EUR thousand
(unaudited) (unaudited)
Cash at beginning of period 344 247 79 174 315 200 72 493
Cash at end of period 167 067 39 043 344 247 79 174

The following exchange rates were used to translate the data from the condensed consolidated statement of cash flows:

  • Cash at end of period the mid exchange rate quoted by the National Bank of Poland (NBP) for the last day in the reporting period,
  • Cash at beginning of period the mid exchange rate quoted by the National Bank of Poland (NBP) for the last day of the period preceding the reporting period.

MLP Group S.A. Group

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

for 9 months ended 30 September 2024 prepared in accordance with IAS 34

II. Condensed consolidated financial statements of the MLP Group S.A. Group for the nine months ended 30 September 2024

Authorisation of the condensed consolidated financial statements for issue

On 15 November 2024, the Management Board of the Parent, i.e., MLP Group S.A., authorised for issue the condensed consolidated financial statements (the "condensed consolidated financial statements") of the MLP Group S.A. Group (the "Group") for the period from 1 January to 30 September 2024.

The condensed consolidated financial statements for the period from 1 January to 30 September 2024 have been prepared in accordance with IAS 34 Interim Financial Reporting as endorsed by the European Union. In this report, information is presented in the following sequence:

    1. Condensed consolidated statement of profit or loss and other comprehensive income for the period from 1 January to 30 September 2024, showing a net profit of PLN 265,062 thousand
    1. Condensed consolidated statement of financial position as at 30 September 2024, showing total assets and total equity and liabilities of PLN 5,607,567 thousand
    1. Condensed consolidated statement of cash flows for the period from 1 January to 30 September 2024, showing a net decrease in cash of PLN 177,180 thousand
    1. Condensed consolidated statement of changes in equity for the period from 1 January to 30 September 2024, showing an increase in consolidated equity of PLN 244,472 thousand
    1. Notes to the condensed consolidated financial statements

These condensed consolidated financial statements have been prepared in thousands of PLN, unless stated otherwise.

Signed by the Management Board with qualified digital signatures.

Condensed consolidated statement of profit or loss and other comprehensive income

for 9 months
ended
30
3 months
ended
30
9 months
ended
30
3 months
ended
30
Note September
2024
September
2024
September
2023
restated*
September
2023
restated*
(unaudited)** (unaudited)** (unaudited)** (unaudited)**
Rental income* 4 161 257 52 711 149 442 49 254
Revenue from property management services* 4 117 058 37 931 118 964 33 455
Costs of self-provided property management
services*
7 (104 646) (34 327) (100 919) (31 631)
Gross operating profit/(loss)* 173 669 56 315 167 487 51 078
Selling, general and administrative expenses* 7 (35 396) (13 338) (31 435) (10 813)
Gain/(loss) on revaluation of investment
property
11 234 521 (40 492) (64 177) 163 570
Other income 5 5 202 527 1 594 697
Other expenses 6 (2 769) (1 507) (2 051) (2 217)
Operating profit/(loss) 375 227 1 505 71 418 202 315
Finance income 8 27 755 10 784 21 076 (41 215)
Finance costs 8 (77 495) (26 034) (57 465) (23 564)
Net finance income/(costs) (49 740) (15 250) (36 389) (64 779)
Profit/(loss) before tax 325 487 (13 745) 35 029 137 536
Income tax 9 (60 425) (2 833) (8 752) (28 519)
Net profit/(loss) 265 062 (16 578) 26 277 109 017
Other comprehensive income that will be
reclassified to profit or loss
Exchange differences on translation of foreign
operations
(3 373) (2 316) (2 652) 6 725
Effective portion of changes in fair value of cash
flow hedges
(21 239) (22 777) (15 010) (809)
Other comprehensive income that will be
reclassified to profit or loss, before tax
(24 612) (25 093) (17 662) 5 916
Other comprehensive income, gross (24 612) (25 093) (17 662) 5 916
Income tax on other comprehensive income
that will be reclassified to profit or loss 4 022 4 237 2 852 154
Other comprehensive income, net (20 590) (20 856) (14 810) 6 070
Total comprehensive income 244 472 (37 434) 11 467 115 087

* For information on presentation changes relative to the Group's condensed consolidated financial statements for the nine months ended 30 September 2023, see Note 7.

** the data was not subject to review or examination.

for Note 9 months
ended
30
September
2024
(unaudited)
3 months
ended
30
September
2024
(unaudited)
9 months
ended
30
September
2023
restated*
(unaudited)
3 months
ended
30
September
2023
restated*
(unaudited)
Earnings per share
Earnings per ordinary share:
-
Basic earnings per share from continuing
operations
19 11,05 (0,69) 1,10 4,54
-
Earnings per ordinary share
Diluted earnings per ordinary share:
11,05 (0,69) 1,10 4,54
-
Diluted earnings per share from continuing
operations
-
Diluted earnings per ordinary share
11,05
11,05
(0,69)
(0,69)
1,10
1,10
4,54
4,54

Condensed consolidated statement of financial position

as at 30 September 31 December
Note 2024 2023
(unaudited)**
Non-current assets
Property, plant and equipment 10 24 435 24 683
Intangible assets 70 94
Investment property 11 5 225 752 4 541 505
Other long-term financial investments 13 74 752 87 481
Other non-current assets 14 7 501 7 853
Deferred tax asset 12 3 376 6 041
Total non-current assets 5 335 886 4 667 657
Current assets
Inventories - 504
Short-term investments 13 5 521 1 722
Income tax receivable 15 6 105 2 573
Trade and other receivables 15 90 181 64 315
Other short-term investments 13 2 807 8 610
Cash and cash equivalents 16 167 067 344 247
Total current assets 271 681 421 971
TOTAL ASSETS 5 607 567 5 089 628
Equity 18
Share capital 5 999 5 999
Share premium 485 312 485 312
Cash flow hedge reserve 7 422 24 639
Translation reserve (12 487) (9 114)
Retained earnings, including: 2 153 854 1 888 792
Capital reserve 83 542 83 542
Statutory reserve funds 168 129 168 129
Profit/(loss) brought forward 1 637 121 1 689 179
Net profit/(loss) 265 062 (52 058)
Equity attributable to owners of the parent 2 640 100 2 395 628
Total equity 2 640 100 2 395 628
Non-current liabilities
Borrowings and other debt instruments 20.1 1 866 129 1 907 605
Deferred tax liability 12 406 684 365 113
Other non-current liabilities 20.1 84 453 78 974
Total non-current liabilities 2 357 266 2 351 692
Current liabilities
Borrowings and other debt instruments 20.2 362 156 206 080
Employee benefit obligations 21 4 678 389
Income tax payable 22 4 056 8 375
Trade and other payables 22 239 311 127 464
Current liabilities other than held for sale 610 201 342 308
Total current liabilities
Total liabilities
610 201
2 967 467
342 308
2 694 000

** the data was not subject to review or examination.

Condensed consolidated statement of cash flows

for 9 months ended 30 September Note 2024
(unaudited)**
2023
(unaudited)**
Cash flows from operating activities
Profit/(loss) before tax 325 487 35 029
Total adjustments (207 226) 94 692
Depreciation and amortisation 684 479
Change in fair value of investment property (234 521) 64 177
Net interest 72 506 49 696
Exchange differences on translation of foreign operations 3 373 (7 373)
Other exchange differences (39 238) (11 472)
Gain/(loss) on sale of property, plant and equipment 964 44
Other 352 173
Change in inventories 504 -
Change in receivables 17.2 (25 866) 8 081
Change in current and other liabilities 17.3 14 016 (9 113)
Cash from operating activities 118 261 129 721
Income tax paid (20 018) (18 352)
Net cash from operating activities 98 243 111 369
Cash flows from investing activities
Interest received - 2 023
Payments for construction of investment property and purchase (361 167) (276 406)
of land for development
Payments for acquisition of intangible assets (40) -
Payments for acquisition of property, plant and equipment (1 208) (67)
Other cash provided by (used in) investing activities (1 398) (8 963)
Cash from investing activities (363 813) (283 413)
Cash flows from financing activities
Increase in borrowings 17.1 171 699 538 676
Repayment of borrowings, including refinanced bank borrowings 17.1 (87 573) (269 875)
Proceeds from fixed-rate hedging derivatives 22 501 18 799
Cost of new share issue - (36)
Redemption of bonds (110 036) (54 708)
Issue of debt securities 177 235 130 445
Interest paid on non-bank borrowings, bonds and leases (88 626) (45 842)
Finance lease payments (95) (82)
Cash from financing activities 85 105 317 377
Total cash flows, net of exchange differences (180 465) 145 333
Effect of exchange differences on cash and cash equivalents 3 285 3 285
Total cash flows (177 180) 148 618
Cash and cash equivalents at beginning of period 16 344 247 315 200
Cash and cash equivalents at end of period 16 167 067 463 818

** the data was not subject to review or examination.

Condensed consolidated statement of changes in equity

Share
capital
Share
premium
Cash flow
hedge
reserve*
Translation
reserve
Retained
earnings
including
capital
reserve
including
statutory
reserve
funds
including
profit
brought
forward
including net
profit
Total equity
attributable
to owners of
the parent
Total equity
As at 1 January 2024 5 999 485 312 24 639 (9 114) 1 888 792 83 542 168 129 1 689 179 (52 058) 2 395 628 2 395 628
Comprehensive income:
Net profit/(loss)
Total other comprehensive income*
-
-
-
-
-
(17 217)
-
(3 373)
265 062
-
-
-
-
-
-
-
265 062
-
265 062
(20 590)
265 062
(20 590)
Comprehensive income for
period ended 30 September
2024*
- - (17 217) (3 373) 265 062 - - - 265 062 244 472 244 472
Allocation from
net profit
- - - - - - - (52 058) 52 058 - -
Changes in equity* - - (17 217) (3 373) 265 062 - - (52 058) 317 120 244 472 244 472
As at 30 September 2024* 5 999 485 312 7 422 (12 487) 2 153 854 83 542 168 129 1 637 121 265 062 2 640 100 2 640 100

* The cash flow hedge reserve consists of the effective portion of measurement gains and losses on hedging instruments.

Share
capital
Share
premium
Cash flow
hedge
reserve*
Translation
reserve
Retained
earnings
including
capital
reserve
including
statutory
reserve
funds
including
profit
brought
forward
including net
profit
Total equity
attributable
to owners of
the parent
Total equity
As at 1 January 2023 5 999 485 348 62 058 3 696 1 940 850 83 680 168 129 1 266 651 422 390 2 497 951 2 497 951
Comprehensive income:
Net profit/(loss)
- - - - 26 277 - - - 26 277 26 277 26 277
Total other comprehensive income* - - (12 158) (2 652) - - - - - (14 810) (14 810)
Comprehensive income for
nine
months ended 30 September
2023*
- - (12 158) (2 652) 26 277 - - - 26 277 11 467 11 467
Allocation from
net profit
- - - - - (138) - 422 528 (422 390) - -
Increase in equity due to share
1)
issue
- (36) - - - - - - - (36) (36)
Changes in equity* - (36) (12 158) (2 652) 26 277 (138) - 422 528 (396 113) 11 431 11 431
As at 30 September 2023* 5 999 485 312 49 900 1 044 1 967 127 83 542 168 129 1 689 179 26 277 2 509 382 2 509 382

1) On 8 December 2022, the Company increased its share capital by PLN 655,335.80 through the issue of new Series F shares. The District Court for the Capital City of Warsaw registered the share capital increase on 22 December 2022.

* The cash flow hedge reserve consists of the effective portion of measurement gains and losses on hedging instruments.

Notes to the condensed consolidated financial statements

1. General information

1. 1 The Parent

The Parent of the Group is MLP Group S.A. (the "Company", the "Parent", or the "Issuer"), a listed jointstock company registered in Poland. The Company's registered office is located at ul. 3-go Maja 8 in Pruszków, Poland.

The Parent was established as a result of transformation of the state-owned enterprise Zakłady Naprawcze Taboru Kolejowego im. Bohaterów Warszawy into a state-owned joint-stock company. The deed of transformation was drawn up before a notary public on 18 February 1995. Pursuant to a resolution of the General Meeting of 27 June 2007, the Company trades as MLP Group S.A. As at the date of issue of these condensed consolidated financial statements, the Company continued to trade under this business name.

At present, the Company is registered with the National Court Register maintained by the District Court for the Capital City of Warsaw, 14th Commercial Division, under No. KRS 0000053299.

As at the date of preparation of these consolidated financial statements, the composition of the Parent's Management and Supervisory Boards is as follows:

Management Board:

  • Radosław T. Krochta President of the Management Board
    • Michael Shapiro Vice-President of the Management Board
  • Monika Dobosz Member of the Management Board
  • Agnieszka Góźdź Member of the Management Board

On 29 February 2024, Tomasz Zabost stepped down from his position as Member of the Company's Management Board, effective immediately, without providing reasons for his resignation.

On 1 August 2024, the Supervisory Board of the Parent reappointed the following persons to the Company's Management Board for another term of office: Radosław T. Krochta, Michael Shapiro, Monika Dobosz and Agnieszka Góźdź .

Supervisory Board:

  • Shimshon Marfogel Chairman of the Supervisory Board
  • Eytan Levy Deputy Chairman of the Supervisory Board
  • Oded Setter Member of the Supervisory Board
    • Guy Shapira Member of the Supervisory Board
  • Piotr Chajderowski Member of the Supervisory Board
    • Maciej Matusiak Member of the Supervisory Board

1. 2 The Group

As at the reporting date, the MLP Group S.A. Group (the "Group") consisted of MLP Group S.A., i.e. the Parent, and 59 subsidiaries.

The majority shareholder MLP Group S.A. is CAJAMARCA HOLLAND B.V. of the Netherlands, registered address: Locatellikade 1, 1076 AZ Amsterdam.

The Group's ultimate parent is Israel Land Development Company Ltd. of Tel Aviv, Israel, whose shares are listed on the Tel Aviv Stock Exchange.

The Parent's and its subsidiaries' principal business activities comprise development, purchase and sale of own real estate, lease of own real estate, management of residential and non-residential real estate, general activities involving construction of buildings, and construction.

All subsidiaries listed below are fully consolidated. The financial year of the Parent and the Group companies is the same as the calendar year. The duration of the activities of all Group companies is not limited.

As at 30 September 2024, the MLP Group S.A. Group was made up of the following entities:

Country
of
Parent's direct and indirect
interest in
share capital
30 September
31 December Parent's direct and indirect
interest in
voting rights
30 September
31 December
Entity registration 2024 2023 2024 2023
MLP Pruszków I Sp. z o.o.
MLP Pruszków II Sp. z o.o.
MLP Pruszków III Sp. z o.o.
MLP Pruszków IV Sp. z o.o.
MLP Poznań Sp. z o.o.
Poland
Poland
Poland
Poland
Poland
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
MLP Lublin Sp. z o.o.
MLP Poznań II Sp. z o.o.
MLP Spółka z ograniczoną
odpowiedzialnością SKA
Poland
Poland
Poland
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Feniks Obrót Sp. z o.o.
MLP Property Sp. z o.o.
MLP Bieruń Sp. z o.o.
Poland
Poland
Poland
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
MLP Bieruń I Sp. z o.o.
MLP Sp. z o.o.
MLP Teresin Sp. z o.o.
MLP Business Park Poznań Sp. z
Poland
Poland
Poland
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
o.o.
MLP FIN Sp. z o.o.
LOKAFOP 201 Sp. z o.o.
LOKAFOP 201 Spółka z
Poland
Poland
Poland
Poland
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
ograniczoną odpowiedzialnością
MLP Wrocław Sp. z o.o.
MLP Gliwice Sp. z o.o.
MLP Business Park Berlin I LP Sp.
Poland
Poland
100%
100%
100%
100%
100%
100%
100%
100%
z o.o.
MLP Czeladź Sp. z o.o.
MLP Temp Sp. z o.o.
MLP Dortmund LP Sp. z o.o.
Poland
Poland
Poland
Poland
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
MLP Dortmund GP Sp. z o.o.
MLP Logistic Park Germany I
Sp. z o.o. & Co. KG
Poland
Germany
100%
100%
100%
100%
100%
100%
100%
100%
MLP Poznań West II Sp. z o.o.
MLP Bucharest West Sp. z o.o.
MLP Bucharest West SRL
MLP Teresin II Sp. z o.o.
Poland
Poland
Romania
Poland
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
MLP Pruszków V Sp. z o.o.
MLP Germany Management
GmbH
MLP Wrocław West Sp. z o.o.
Poland
Germany
Poland
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
100%
Country Parent's direct and indirect
interest in
share capital
Parent's direct and indirect
interest in
voting rights
of 30 September 31 December 30 September 31 December
Entity registration 2024 2023 2024 2023
MLP Business Park Berlin I GP
Sp. z o.o.
Poland 100% 100% 100% 100%
MLP Łódź II Sp. z o.o. Poland 100% 100% 100% 100%
MLP Zgorzelec Sp. z o.o. Poland 100% 100% 100% 100%
MLP Schwalmtal LP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Schwalmtal GP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków VI Sp. z o.o. Poland 100% 100% 100% 100%
MLP Business Park Berlin I Sp. z
o.o. & Co. KG
Germany 100% 100% 100% 100%
MLP Schwalmtal Sp. z o.o. & Co.
KG
Germany 100% 100% 100% 100%
MLP Business Park Wien GmbH Austria 100% 100% 100% 100%
MLP Wrocław West I Sp. z o.o. Poland 100% 100% 100% 100%
MLP Gelsenkirchen GP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Gelsenkirchen LP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Gelsenkirchen Sp. z o.o. &
Co. KG
Germany 100% 100% 100% 100%
MLP Gorzów Sp. z o.o. Poland 100% 100% 100% 100%
MLP Idstein LP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Idstein GP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Idstein Sp. z o.o. & Co. KG Germany 100% 100% 100% 100%
MLP Business Park Trebur GP Sp.
z o.o.
Poland 100% 100% 100% 100%
MLP Business Park Trebur LP Sp.
z o.o.
Poland 100% 100% 100% 100%
MLP Business Park Trebur Sp. z
o.o. & Co. KG
Germany 100% 100% 100% 100%
MLP Poznań West III Sp. z o.o. Poland 100% 100% 100% 100%
MLP Łódź III Sp. z o.o. Poland 100% 100% 100% 100%
Feniks PV Sp. z o.o. Poland 100% 100% 100% 100%
MLP Bieruń West Sp. z o.o. Poland 100% 100% 100% 100%
1)
MLP Wrocław South Sp. z o.o.
Poland 100% 0% 100% 0%
2)
MLP Bieruń II Sp. z o.o. Poland 100% 0% 100% 0%

1. 3 Changes in the Group

1) MLP Wrocław South Sp. z o.o. was incorporated pursuant to a notarial deed of 27 March 2024. All shares in the company were acquired by MLP Group S.A. (50 shares with a total par value of PLN 5,000). The company was registered with the National Court Register on 23 April 2024.

2) MLP Bieruń II Sp. z o.o. was incorporated pursuant to a notarial deed of 27 March 2024. All shares in the company were acquired by MLP Group S.A. (50 shares with a total par value of PLN 5,000). The company was registered with the National Court Register on 17 April 2024.

These condensed consolidated financial statements for the nine months ended 30 September 2024 include financial statements of the Parent and of the subsidiaries controlled by the Parent ("the Group").

1. 4 Shareholding structure of the Parent

1. 4. 1 Shareholders holding, directly or through subsidiaries, 5% or more of total voting rights in the Company; holdings of Company shares by members of the Management Board and Supervisory Board

To the best of the Management Board's knowledge and belief, direct holdings of 5% or more of total voting rights in the Company and holdings of Company shares by members of the Management Board and Supervisory Board as at 30 September 2024 were as follows:

Shareholder Number of shares and voting
rights
in the Company
% direct interest in share capital
and voting rights
CAJAMARCA Holland BV 10 242 726 42,69%
Other shareholders 4 890 573 20,39%
Israel Land Development Company Ltd. 3 016 229 12,57%
THESINGER LIMITED 1 771 320 7,38%
Allianz OFE 1 713 881 7,14%
Generali Powszechne Towarzystwo Emerytalne S.A. 1 591 360 6,63%
MIRO HOLDINGS LIMITED1) 617 658 2,57%
Shimshon Marfogel 149 155 0,62%
Oded Setter 2 080 0,01%
Total 23 994 982 100,00%

1) The merger between MIRO HOLDINGS LIMITED (the acquirer) and MIRO LTD (the acquiree) was registered on 26 January 2024. As a result of this transaction, MIRO HOLDINGS LIMITED has been a shareholder in MLP Group S.A. since 26 January 2024.

To the best of the Management Board's knowledge and belief, direct holdings of 5% or more of total voting rights in the Company and holdings of Company shares by members of the Management Board and Supervisory Board as at 31 December 2023 were as follows:

Number of shares and voting
rights
% direct interest in share capital
Shareholder in the Company and voting rights
CAJAMARCA Holland BV 10 242 726 42,69%
Other shareholders 4 890 473 20,39%
Israel Land Development Company Ltd. 3 016 329 12,57%
THESINGER LIMITED 1 771 320 7,38%
Allianz OFE 1 713 881 7,14%
OFE NNLife 1 591 360 6,63%
MIRO LTD. 617 658 2,57%
Shimshon Marfogel 149 155 0,62%
Oded Setter 2 080 0,01%
Total 23 994 982 100,00%

1. 4. 2 Shares and rights to shares of the Parent held by members of management and supervisory bodies

As at 30 September 2024 and as at 31 December 2023, Michael Shapiro, Vice President of the Management Board, held indirectly, through his fully-controlled company MIRO HOLDINGS LIMITED, a 2.57% interest in MLP Group S.A.'s share capital, and, through a 25% interest in the share capital held by MIRO HOLDINGS LIMITED (formerly MIRO Ltd.) in Cajamarca Holland B.V., Mr. Shapiro was the beneficial owner of 10.67% of the share capital of MLP Group S.A. Therefore, in aggregate, Mr. Shapiro was the beneficial owner of a 13.24% interest in the share capital of MLP Group S.A.

As at 30 September 2024 and as at 31 December 2023, Eytan Levy held indirectly a 10.67% interest in MLP Group S.A.'s share capital: Mr. Levy held a 100% interest in N Towards the Next Millennium Ltd. This company held a 33.33% (1/3) interest in RRN Holdings Ltd. which in turn held a 75% interest in the share capital of Cajamarca Holland B.V., resulting in a 10.67% interest in MLP Group S.A.'s share capital.

As at 30 September 2024 and as at 31 December 2023, Shimshon Marfogel, Chairman of the Supervisory Board, held directly a 0.62% interest in the Company's share capital, comprising Company shares subscribed for in September 2017.

As at 30 September 2024 and as at 31 December 2023, Oded Setter, member of the Supervisory Board, held directly a 0.0087% interest in the Company's share capital, comprising Company shares subscribed for in September 2021, October 2021, January 2022, March 2022 and June 2022.

The other members of the Supervisory Board and the Management Board have no direct holdings in the Company's share capital.

2. Basis of accounting used in preparing the condensed consolidated financial statements

2. 1 Statement of compliance

The Group prepared its condensed consolidated financial statements in accordance with IAS 34 Interim Financial Reporting , as endorsed by the European Union. The Group applied all standards and interpretations which are applicable in the European Union except those which are awaiting approval by the European Union and those standards and interpretations which have been approved by the European Union but are not yet effective.

2. 2. 1 Issued standards and interpretations which are not yet effective and have not been adopted early by the Group

MLP Group S.A. Group Consolidated quarterly report for the nine months ended 30 September 2024 Condensed consolidated financial statements for the nine months ended 30 September 2024 (all data in PLN thousand, unless stated otherwise)

The Group intends to adopt, as of respective effective dates, standards and amendments to the existing standards and interpretations which were published by the International Accounting Standards Board but were not yet effective as at the date of authorisation of these consolidated financial statements.

The impact of the amended and new standards on the Group's future consolidated financial statements is discussed in Note 2.2 to the consolidated full-year financial statements for 2023.

The amendments to IFRS effective from 1 January 2024 have no material effect on these condensed consolidated interim financial statements.

2. 3 Basis of accounting used in preparing the condensed consolidated financial statements

These condensed consolidated interim financial statements have been prepared on the assumption that the Group will continue as a going concern for the foreseeable future and in conviction that there are no circumstances which would pose a threat to the Group's continuing as a going concern.

As at 30 September 2024, current liabilities disclosed in the condensed consolidated statement of financial position exceeded current assets following the reclassification of non-current financial liabilities under Series C and Series F bonds to current liabilities. The reclassification was related to the maturity dates of these bonds. On 9 October 2024, the Group issued bonds with a nominal value of EUR 300,000,000 due on 15 October 2029. As a result of the issue, current assets were higher than current liabilities.

These condensed consolidated financial statements have been prepared in accordance with the accounting policies described in the consolidated full-year financial statements for 2023.

These condensed consolidated interim financial statements do not contain all additional information that is typically included in consolidated full-year financial statements. Therefore, these financial statements should be read in conjunction with the consolidated full-year financial statements for the year ended 31 December 2023.

For information on fair value measurement methods, see Note 3.

2. 4 Functional currency and presentation currency of the financial statements; rules applied to translate financial data

2. 4. 1 Functional currency and presentation currency

In these condensed consolidated financial statements all amounts are presented in the Polish złoty (PLN), rounded to the nearest thousand. The Polish złoty is the functional currency of the Parent and the presentation currency of the condensed consolidated financial statements. The functional currencies of consolidated foreign entities are the euro (Germany and Austria) and the Romanian leu (Romania).

2. 4. 2 Rules applied to translate financial data

The following exchange rates (against PLN) were used to measure items of the consolidated statement of financial position denominated in foreign currencies:

MLP Group S.A. Group Consolidated quarterly report for the nine months ended 30 September 2024 Condensed consolidated financial statements for the nine months ended 30 September 2024 (all data in PLN thousand, unless stated otherwise)

30 September 30 September 31 December 31 December 30 September 30 September
Average
mid
exchange
rate at the
Average
mid
exchange
rate during
Average
mid
exchange
rate at the
Average
mid
exchange
rate during
Average
mid
exchange
rate at the
Average
mid
exchange
rate during
EUR 4,2791 4,3022 4,3480 4,5284 4,6356 4,5756
USD 3,8193 3,9600 3,9350 4,1823 4,3697 4,2302
RON 0,8600 0,8648 0,8742 0,9145 0,9320 0,9253

Consolidated statement of financial position:

* Arithmetic mean of the mid exchange rates effective on the last day of each month in the reporting period.

2. 5 Use of estimates and judgements

In these condensed consolidated financial statements, material judgements made by the Management Board in applying the Group's accounting policies and the key sources of estimation uncertainty are the same as those presented in Note 2 to the consolidated full-year financial statements for 2023.

The preparation of condensed consolidated financial statements in accordance with IAS 34 requires that the Management Board makes judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Estimates and underlying assumptions are based on experience and other factors deemed reasonable under the circumstances, and their results provide a basis for judgement about carrying amounts of assets and liabilities that are not directly attributable to other sources. Actual results may differ from the estimates.

3. Segment reporting

The primary and sole business activity of the Group is construction and management of logistics space. The Group's revenue is derived from renting of own property and from property revaluation. None of the customers accounts for 10% or more of the Group's revenue.

Investment property comprises properties generating rental income (existing buildings), construction in progress, land for development, and perpetual usufruct of land. The Group's focus is on the warehousing sector.

The Group operates in Poland, and abroad: since April 2017 in Germany, since October 2017 in Romania, and since October 2020 in Austria. Locations of the Group's assets coincide with the location of its customers. Operating segments are the same as the Group's geographical segments.

As at 30 September 2024 and in the reporting period then ended the Group had four geographical segments – Poland, Germany, Romania and Austria.

The Management Board is the chief operating decision-maker within the Group.

A segment's profitability is measured by operating profit.

Operating segments

for 9 months ended 30 September 2024
Poland Germany Romania Austria Intersegment
eliminations
Total
Revenue
Rental income 135 883 19 756 5 618 - - 161 257
Revenue from property
management services
111 083 7 391 2 065 20 (3 501) 117 058
Gain/(loss) on revaluation of
investment property
2 817 187 080 (502) 45 085 41 234 521
Segment's total revenue 249 783 214 227 7 181 45 105 (3 460) 512 836
Operating expenses (123 265) (12 825) (2 902) (4 509) 3 460 (140 041)
Segment's operating profit/(loss) 126 517 201 402 4 279 40 596 - 372 794
Segment's other income/(expense) (1 389) 3 839 (17) - - 2 433
Profit/(loss) before tax and net
finance costs
125 128 205 241 4 262 40 596 - 375 227
Net finance income/(costs) (30 460) (13 185) (1 284) - (4 811) (49 740)
Profit/(loss) before tax 94 668 192 056 2 978 40 596 (4 811) 325 487
Income tax (20 635) (30 188) (367) (9 235) - (60 425)
Net profit/(loss) 74 033 161 868 2 611 31 361 (4 811) 265 062

The above data includes reconciliation of the segments' financial results with consolidated net profit for the nine months ended 30 September 2024, which was PLN 262,062 thousand.

for 9 months ended 30 September 2023 Intersegment
Poland Germany Romania Austria eliminations Total
Revenue
Rental income* 133 453 13 064 2 925 - - 149 442
Revenue from property
management services*
103 296 14 531 1 144 194 (201) 118 964
Gain/(loss) on revaluation of
investment property
(45 029) (29 244) 251 9 844 1 (64 177)
Segment's total revenue 191 720 (1 649) 4 320 10 038 (200) 204 229
Segment's operating profit/(loss) 81 809 (20 735) 2 338 8 464 (1) 71 875
Segment's other income/(expense) (704) 247 - - - (457)
Profit/(loss) before tax and net
finance costs
81 105 (20 488) 2 338 8 464 (1) 71 418
Net finance income/(costs) (18 840) (11 479) (1 729) (4) (4 337) (36 389)
Profit/(loss) before tax 62 265 (31 967) 609 8 460 (4 338) 35 029
Income tax (10 259) 4 181 (231) (2 443) - (8 752)
Net profit/(loss) 52 006 (27 786) 378 6 017 (4 338) 26 277

The above data includes reconciliation of the segments' financial results with consolidated net profit for the nine months ended 30 September 2023, which was PLN 26,277 thousand.

* For information on presentation changes relative to the Group's condensed consolidated financial statements for the nine months ended 30 September 2023, see Note 7.

as at 30 September 2024*
Poland Germany Romania Austria Intersegment
eliminations
Total
Assets and liabilities
Segment's assets 4 789 117 855 278 127 521 310 289 (474 638) 5 607 567
Total assets 4 789 117 855 278 127 521 310 289 (474 638) 5 607 567
Segment's liabilities 2 469 634 577 811 114 267 275 364 (469 609) 2 967 467
Equity 2 319 483 277 467 13 254 34 925 (5 029) 2 640 100
Total equity and liabilities 4 789 117 855 278 127 521 310 289 (474 638) 5 607 567
Expenditure on property 276 380 26 323 10 297 147 394 - 460 394
Revaluation of perpetual usufruct of l 16 and 741 - - - - 16 741
Expenditure on property 315 015 57 840 34 565 1 - 407 421
Total equity and liabilities 4 549 246 645 890 125 076 101 790 (332 374) 5 089 628
Equity 2 261 198 116 659 14 459 9 628 (6 316) 2 395 628
Segment's liabilities 2 288 048 529 231 110 617 92 162 (326 058) 2 694 000
Total assets 4 549 246 645 890 125 076 101 790 (332 374) 5 089 628
Segment's assets 4 549 246 645 890 125 076 101 790 (332 374) 5 089 628
Assets and liabilities
Poland Germany Romania Austria Intersegment
eliminations
Total
as at 31 December 2023

* Unaudited.

Intersegment eliminations concern intra-Group loans advanced by the Group's Polish companies to the companies in Germany, Romania and Austria, as well as intra-Group services.

4. Revenue

for 9 months
ended
30 September
2024
(unaudited)
3 months
ended
30 September 30 September
2024
(unaudited)
9 months
ended
2023
(unaudited)
3 months
ended
30 September
2023
(unaudited)
Rental income 161 257 52 711 149 442 49 254
Rental income 161 257 52 711 149 442 49 254

Rental income increased by 8% in the nine months ended 30 September 2024 relative to corresponding period in 2023. Rent rates in contracts entered into by the Group companies are either stated or denominated in euros. Therefore, excluding the effect of foreign exchange losses, revenue in the euro grew by 15% in the nine months ended 30 September 2024 compared to the same period in 2023.

Converted at a constant exchange rate (the same as for the nine months ended 30 September 2023), rental income for the nine months ended 30 September 2024 would amount to PLN 171,158 thousand.

The Group companies' rental income does not exhibit seasonal fluctuations.

The Group's principal business activity is leasing properties to tenants, with the Group acting as the lessor. The Group has entered into lease contracts for properties within its portfolio. Lease contracts under which the Group does not transfer substantially all risks and rewards of ownership of the leased assets are classified as operating leases.

The Group recognises rental income on a straight-line basis over the lease term, in accordance with IFRS 16 Leases, reflecting the average rent over the lease duration.

Commercial property lease contracts typically include clauses permitting periodic increases in rental charges based on the European Consumer Price Index.

for 9 months
ended
30 September
2024
(unaudited)
3 months
ended
30 September 30 September
2024
(unaudited)
9 months
ended
2023
(unaudited)
3 months
ended
30 September
2023
(unaudited)
Recharge of service charges 57 544 19 201 51 362 15 064
Recharge of utility costs 57 249 18 062 65 940 17 779
Rental income from residential units 44 14 43 15
Services provided to tenants 1 328 416 1 138 294
Other revenue 893 238 481 304
Revenue from property management services 117 058 37 931 118 964 33 456

The Group also generates revenue from property management services.

This revenue consists of charges paid by tenants of the Group's investment properties to cover the costs of services provided by the Group in connection with their leases. Service charges are invoiced monthly, based on a rate agreed upon in the contract, reflecting the best estimate for each project. Additionally, the Group earns income by recharging utility costs to tenants, which are recharged based on actual consumption. Such income is recognised in accordance with IFRS 15.

The Group recognises revenue from property management services primarily as revenue from acting as a principal. This means that for the purposes of financial statements, such costs are recognised on a gross basis since the Group acts as a principal that controls goods or services before they are transferred to the customer.

In the operations of the Group companies, the primary costs of property management services, and therefore the revenue from these services, do not exhibit seasonality, with the exception of the cost of purchased gas (and, consequently, income from recharging utility costs). Gas is used by the Group's tenants mainly in the heating season.

5. Other income

for 9 months
ended
30 September
2024
(unaudited)
3 months
ended
30 September 30 September
2024
(unaudited)
9 months
ended
2023
(unaudited)
3 months
ended
30 September
2023
(unaudited)
Reimbursement of court fees 4 - - -
Reversal of allowances for receivables - - 9 -
Past due liabilities written off - - 75 -
Compensation received 475 17 575 118
Other 768 410 711 577
Gain on disposal of non-current non
financial assets
3 907 101 22 -
Reversal of provision for future costs 48 (1) 202 2
Other income 5 202 527 1 594 697

6. Other expenses

for 9 months
ended
30 September
3 months
ended
30 September
9 months
ended
30 September 30 September
3 months
ended
2024 2024 2023 2023
(unaudited) (unaudited) (unaudited) (unaudited)
Loss on disposal of non-current non-financial asse ( ts 964) (964) (44) -
Perpetual usufruct charge for previous years (338) (338) - -
Costs of donations (16) (11) (27) (16)
Contribution to electricity producers and
traders fund under Act of 27 October 2022
- - (1 113) (2 209)
Costs covered by insurance policies (48) (35) (36) (2)
Other (134) (1) (249) 477
Investment site acquisition costs (894) (33) (489) (397)
Written-off statute-barred receivables (124) (124) (80) (59)
Damages and contractual penalties (251) (1) (13) (11)
Other expenses (2 769) (1 507) (2 051) (2 217)

7. Operating expenses

9 months
for
ended
30 September
2024
3 months
ended
30 September
2024
9 months
ended
30 September 30 September
2023
3 months
ended
2023
(unaudited) (unaudited) (unaudited) (unaudited)
Depreciation and amortisation (684) (301) (479) (157)
Materials and consumables used (51 983) (16 410) (56 820) (15 554)
Services (39 097) (14 298) (33 001) (9 026)
Taxes and charges (33 417) (11 218) (28 858) (10 598)
Wages and salaries (10 142) (3 833) (9 230) (5 656)
Social security and other employee benefits (1 985) (738) (1 717) (532)
Other expenses by nature (2 731) (865) (2 217) (889)
Cost of merchandise and materials sold (3) (2) (32) (32)
Operating expenses (140 042) (47 665) (132 354) (42 444)
9 months
ended
30 September
2024
(unaudited)
3 months
ended
30 September
2024
(unaudited)
9 months
ended
30 September 30 September
2023
(unaudited)
3 months
ended
2023
(unaudited)
Cost of maintenance of property generating
rental income
(48 668) (16 895) (41 213) (14 819)
Cost of maintenance of property other than
generating rental income
(5 296) (1 358) (3 735) (1 783)
Utilities (50 655) (16 069) (55 971) (15 029)
Other recharged costs (27) (5) - -
Costs of self-provided property
management services
(104 646) (34 327) (100 919) (31 631)
Depreciation and amortisation (684) (301) (491) (169)
Selling, general and administrative expenses (34 712) (13 037) (30 944) (10 644)
Operating expenses (140 042) (47 665) (132 354) (42 444)

The higher costs of maintenance of property, including property generating income and other property, were due mainly to an increase in property tax rates and in the volumes of buildings and land based on which property tax is calculated.

Following an analysis of the presentation of operating income and expenses, the Management Board has decided that in order to meet the IFRS requirements and better reflect the nature of the Group's operations, rental income (recognised in accordance with IFRS 16) and revenue from property management services (recognised in accordance with IFRS 15) would be presented separately in the consolidated statement of profit or loss. At the same time, the presentation of operating expenses has been revised and they are now presented broken down into costs of self-provided property management services, and selling, general and administrative expenses. The comparative data for the nine and three months ended 30 September 2023 has been restated accordingly.

The table below shows the presentation of the items concerned prior to the change.

2023 2023
for 9 months ended 30 September reported data presentation
change
restated data
Revenue
Rental income
268 406
-
(268 406)
149 442
-
149 442
Revenue from property management
services
- 118 964 118 964
Operating expenes
Costs of self-provided property
management services
(132 354)
-
132 354
(100 919)
-
(100 919)
Gross operating profit/(loss) - 167 487 167 487
Selling, general and administrative expenses - (31 435) (31 435)
for 3 months ended 30 September 2023 presentation 2023
reported data change restated data
Revenue
Rental income
Revenue from property management
services
82 709
-
-
(82 709)
49 254
33 455
-
49 254
33 455
Operating expenses
Costs of self-provided property
management services
(42 444)
-
42 444
(31 631)
-
(31 631)
Gross operating profit/(loss) - 51 078 51 078
Selling, general and administrative expenses - (10 813) (10 813)

8. Finance income and costs

for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September
2024
(unaudited)
30 September
2024
(unaudited)
30 September
2023
(unaudited)
30 September
2023
(unaudited)
Interest on loans advanced 552 184 584 201
Ineffective portion of measurement gains and
losses on cash flow hedge instruments
95 (588) 1 437 1 221
Interest on bank deposits 3 258 374 6 632 2 158
Measurement of borrowings at amortised
cost
1 293 667 - -
Net exchange differences 22 554 10 147 12 419 (44 796)
Other interest - - 1 -
Interest on receivables 3 - 3 1
Total finance income 27 755 10 784 21 076 (41 215)
for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September
2024
(unaudited)
30 September
2024
(unaudited)
30 September
2023
(unaudited)
30 September
2023
(unaudited)
Interest on borrowings* (66 099) (21 831) (54 901) (23 079)
Income from fixed-rate hedging derivatives* 19 800 6 221 20 562 7 242
Other interest (236) (93) (316) (247)
Interest paid on swap contracts (60) - - -
Ineffective portion of measurement gains and
losses on cash flow hedge instruments
(20) - - -
Interest on bonds (26 617) (8 992) (18 107) (7 631)
Other finance costs (989) (345) (726) (139)
Debt service costs (3 274) (994) (3 977) 290
Total finance costs (77 495) (26 034) (57 465) (23 564)

* In the financial statements for the nine months ended 30 September 2023, the amount disclosed as interest expense on borrowings was offset against income from fixed-rate hedging derivatives.

Foreign exchange gains and losses are mainly attributable to the effect of measurement of liabilities under EUR-denominated borrowings at the end of the reporting period. In the period from 31 December 2023 to 30 September 2024, the Polish currency appreciated by PLN 0.0689, or 1.61%. As a result of the appreciation of the złoty against the euro, foreign exchange gains of PLN 22,554 thousand were recognised, which had an effect on the Group's net finance income/(costs).

9. Income tax

In accordance with Polish laws, in 2024 and 2023, consolidated entities calculated their corporate income tax liabilities at 9% or 19% of taxable income. The lower tax rate was applicable to small taxpayers.

The following tax rates were applied in 2024 and 2023 by the Group's foreign operations to calculate current income tax liabilities: in Germany: 15.825%, in Romania: 16%, and in Austria: 23%.

for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September
2024
30 September 30 September
2024
2023 30 September
2023
(unaudited) (unaudited) (unaudited) (unaudited)
Current income tax
Temporary differences/reversal of temporary
11 372
49 053
4 740
(1 907)
13 901
(5 149)
4 995
23 524
Income tax 60 425 2 833 8 752 28 519

Effective tax rate

for
9 months
3 months 9 months 3 months
30 September
2024
30 September
2024
30 September 30 September
2023
2023
(unaudited) (unaudited) (unaudited) (unaudited)
Profit/(loss) before tax 325 487 (13 745) 35 029 137 536
Tax at the applicable tax rate (19%) (61 843) 2 611 (6 656) (26 132)
Excess of commercial property tax over
income tax
(884) (231) (412) (82)
Difference due to income tax rate change
from 19% to 9%
97 - 5 102 (938)
Differences in income tax for previous years
recognised in the separate financial
statements after the issue of the consolidated
financial statements for a given year
118 - (1) (68)
Difference between the calculation of income
tax for the first six months of 2023 and the
amount recognised on the basis of tax
advances calculated on a simplified basis
- - - (571)
Difference due to different rates of tax paid by
the Austrian company
(1 604) 197 84 12
Difference due to 9% rate of tax rate paid by
companies qualifying as small taxpayers
4 397 (1 042) 609 833
Non-taxable income 72 2 (330) (92)
Difference due to different rates of tax paid by
the German and Romanian companies
6 304 36 (149) (8)
Unrecognised asset for tax loss 219 107 (1 109) (847)
Write off of unused deferred tax asset for tax
loss
- - (5) -
Expenses not deductible for tax purposes (7 301) (4 513) (5 885) (626)
Income tax (60 425) (2 833) (8 752) (28 519)

Tax laws relating to value added tax, corporate and personal income tax, and social security contributions are frequently amended. Therefore, it is often the case that no reference can be made to established regulations or legal precedents. The laws tend to be unclear, thus leading to differences in opinions as to legal interpretation of fiscal regulations, both between different state authorities and between state authorities and businesses. Tax and other settlements (customs duties or foreign exchange settlements) may be inspected by authorities empowered to impose significant penalties, and any additional amounts assessed following an inspection must be paid with interest. Consequently, tax risk in Poland is higher than in countries with more mature tax systems.

The Group also operates in Romania, Germany, and Austria. Especially in Romania, the tax laws have undergone significant changes in recent years.

The frequent changes to tax laws are also attributable to the adoption of new regulations required by the EU law in the countries where the Group operates and commitments made by OECD member countries.

Tax settlements may be subject to inspection for five years from the end of the following tax year. As a result, the amounts disclosed in the financial statements may change at a later date, once their final amount is determined by the tax authorities.

The Global Minimum Tax (Pillar 2) framework will apply to groups of companies with consolidated annual revenues of at least EUR 750 million. Accordingly, the Group is not subject to these regulations. As of 1 January 2024, the minimum corporate income tax provisions, previously suspended, took effect again. The Group calculated the tax for the nine months ended 30 September 2024 and did not identify any material effect on its current tax amount.

10. Property, plant and equipment

Buildings and
structures
Plant and
equipment
Vehicles Other
property, plant
and equipment
Property, plant
and equipment
under construction
Total
Gross carrying amount as at 31
December 2023
3 382 6 248 928 53 17 205 27 816
Increase 31 113 680 -
-
824
Acquisition 31 126 162 - 319
Lease - - 518 - - 518
Exchange differences on translation of
foreign operations
- (13) - -
-
(13)
Decrease
Transfer to property, plant and - - (128) -
(288)
(416)
equipment - - - -
(288)
(288)
Retirement - - (128) -
-
(128)
Gross carrying amount as at 30
September 2024
3 413 6 361 1 480 53 16 917 28 224
Buildings and
structures
Plant and
equipment
Vehicles Other
property, plant
and equipment
Property, plant
and equipment
under construction
Total
Accumulated depreciation as at 31
December 2023
1 914 1 065 109 45 - 3 133
Increase 61 336 276 11 - 684
Depreciation 61 336 276 11 - 684
Decrease - 50 (55) (23) - (28)
Sale - - (42) - - (42)
Exchange differences on translation of
foreign operations
- 50 (13) (23) - 14
Accumulated depreciation as at 30
September 2024
1 975 1 451 330 33 - 3 789
Net carrying amount as at 31 December 2023 1 468 5 183 819 8 17 205 24 683
Net carrying amount as at 30 September 2024 1 438 4 910 1 150 20 16 917 24 435

The Group's plant and equipment include mainly solar photovoltaic systems on rooftops of the logistics parks.

Capital expenditure on property, plant and equipment under construction primarily includes amounts spent on the construction of new rooftop systems at the logistics parks in Poland and abroad.

11. Investment property

as at 30 September
2024
(unaudited)
31 December
2023
Carrying amount at beginning of period 4 541 505 4 432 975
Purchase of land 1 982 107 990
Expenditure on property 460 394 299 431
Revaluation of perpetual usufruct of land 996 16 741
Exchange differences on translation of foreign operations (13 646) (57 952)
Change in fair value 234 521 (257 680)
Carrying amount at end of period 5 225 752 4 541 505

Investment property comprises existing warehouse and office buildings, warehouse and office buildings under construction, and land for development. Rental income from lease of warehouse space is the key source of the Group's revenue. Investment property as at 30 September 2024 included a perpetual usufruct asset measured at PLN 58,699 thousand (31 December 2023: PLN 58,382 thousand).

Change in the value of assets recognised as investment property in accordance with IFRS 16 over the first six months of 2023

As at 1 January 2024 Increase decrease As at 30 September
2024
58 382 996 (680) 58 698
As at 1 January 2023 Increase decrease As at 31 December
2023
42 280 16 741 (639) 58 382

In the period from 31 December 2023 to 30 September 2024, the carrying amount of investment property increased by PLN 684,247 thousand.

Factors contributing to the change:

  1. increase of PLN 547,668 thousand in the valuation of the property portfolio as at 30 June 2024 (including PLN 255,179 thousand fair value change corresponding to the amount of expenditure incurred in the reporting period, and PLN 292,489 thousand change in excess of the expenditure amount) and expenditures on properties of PLN 207,303 thousand made in the three months ended 30 September 2024 (not included in the valuation),

  2. foreign exchange losses of PLN 71,041 thousand on the translation of the property portfolio (including PLN 13,646 thousand attributable to the foreign portfolio and PLN 57,395 thousand attributable to the Polish portfolio),

  3. revaluation of perpetual usufruct rights of PLN 996 thousand and reduction in perpetual usufruct rights of PLN 680 thousand.

Investment property by country

as at 30 September
2024
(unaudited)
31 December
2023
Poland 4 016 816 3 779 936
Fair value of property 3 856 415 3 721 554
Perpetual usufruct of land* 58 698 58 382
Expenditure on property not
included in the valuation
101 703 -
Germany 800 072 548 457
Fair value of property 786 841 548 457
Expenditure on property not included in the
valuation
13 231 -
Austria 289 897 101 308
Fair value of property 199 406 101 308
Expenditure on property not
included in the valuation
90 491 -
Romania 118 967 111 804
Fair value of property 117 090 111 804
Expenditure on property not
included in the valuation
1 877 -
Gross carrying amount at end of period 5 225 752 4 541 505

* Perpetual usufruct of land is recognised as finance lease in accordance with IFRS 16.

Fair value of properties by country and property type as at 30 September 2024

Existing
buildings
Construction in
progress
Pipeline portfolio Landbank Perpetual usufruct of
land
Poland 3 318 275 348 522 224 995 66 326 58 698
Germany 502 238 13 231 284 603 - -
Austria - 289 897 - - -
Romania 95 835 1 877 8 580 12 675 -
TOTAL 3 916 348 653 527 518 178 79 001 58 698
Existing buildings Construction
in progress
Pipeline
portfolio**
Landbank** Perpetual usufruct
of land
Poland 3 204 407 248 314 91 982 128 153 58 382
Germany 475 236 - 96 960 24 958 -
Austria - - - 101 308 -
Romania 54 250 36 054 - 21 501 -
TOTAL 3 733 893 284 368 188 942 275 920 58 382

Fair value of properties by country and property type as at 31 December 2023

** In the consolidated financial statements for the 12 months ended 31 December 2023, the pipeline portfolio and landbank were disclosed together as landbank.

11. 1 Fair value of the Group's investment property

The fair value of investment property was calculated based on expert reports issued by independent expert appraisers, with recognised professional qualifications and with experience in investment property valuation (based on inputs that are not directly observable – Level 3).

Property valuations have been prepared in accordance with the Royal Institution of Chartered Surveyors (RICS) Standards. They comply with the International Valuation Standards (IVS) as published by the International Valuation Standards Committee (IVSC).

For the valuation of existing buildings and construction in progress in the Polish portfolio, the external property appraisers applied either the Hardcore or the Term and Reversion technique, based on their professional judgement.

In the Hardcore technique (also known as the layer method, based on a horizontal split of rental income into "layers"), two main income layers are considered in the valuation:

  • the 'hardcore' (lower-risk) layer: income actually earned on the property, which is at or below market levels,

  • the 'top slice' (higher-risk) layer: any excess income generated by the property above the market levels.

In this technique, the value of property represents the sum of capitalised hardcore income and top slice income. The capitalised value of hardcore income is calculated using the traditional simple capitalisation method.

The capitalised value of top slice income is calculated as the difference between the income actually generated by the property on the valuation date, and the potential income thar can be earned from the property on the market, capitalised over the period from the valuation date to the end of the term of the lease that guarantees income above market levels.

This technique is typically used for properties where rental income exceeds (or in some cases, is equal to) market rent.

The valuation accounts for, where appropriate, the type of tenants actually in occupation or responsible for meeting obligations under the lease contracts, or likely to be in occupation after vacant space is leased, and the market's general perception of their creditworthiness; the allocation of maintenance and insurance responsibilities between the lessor and lessee; and the remaining useful life of the property. In the Hardcore valuation method, the higher the rent rate and the lower the yield rate, the higher the fair value of the property.

The Term and Reversion technique (block approach, based on a 'vertical' split of income) involves consideration of income from property over two periods:

  • the term of the existing lease contract: the 'term' part of the valuation, based on income earned during the existing lease period,

  • period after the current lease expires: the 'reversion' part of the valuation, based on potential income after the end of the lease term (market rent rates as at the valuation date).

The Term & Reversion technique is typically opted for when the rent rates in the two periods differ. Due to differences in risk levels, in the majority of cases it may be justified to apply different yields in the capitalisation of income for the period corresponding to the 'contract block' and the period corresponding to the 'market block'.

When using the Term & Reversion technique, the market value of the property is calculated by capitalising net operating income (NOI) generated by the property on the valuation date over the period corresponding only to the 'contract block'. The result is then increased by the amount of rental income in the period corresponding to the 'market block', which is capitalised over a perpetuity at a market yield and discounted to its present value as at the valuation date.

The value of the existing buildings in Romania and Germany was calculated by the appraisers using the discounted cash flow method. This approach discounts expected future income streams and residual value to estimate the present value of the property. The DCF method makes it possible to explicitly reflect valuation parameters over a selected time horizon, and typically involves two stages:

  1. detailed cash flow projections for a defined period,

  2. calculation of the terminal value.

In the detailed cash flow projection period (typically 10 years), all costs associated with the property for each year are deducted from the expected income (gross rental income) to arrive at the net cash flow (net operating income) from the property for that year. The calculations account for various factors, including rent changes, costs of repair and maintenance, costs of management,

running costs borne by the lessor, re-letting costs, and capital costs. The net operating income for each year is then discounted to the valuation date at a selected discount rate, monthly in advance. Inflation rate and rent growth expectations are taken into account during the detailed cash flow projection period, and therefore are not reflected in the cash flow forecast and the discount rate applied.

At the end of the detailed cash flow projection period, the property value is estimated using the income capitalisation method.

The income capitalisation method involves capitalising stabilised net rental income at an appropriate capitalisation rate over a perpetuity. After deducting acquisition costs, the net terminal value is then discounted to the valuation date at the DCF discount rate. The income capitalisation method is a static approach, providing a 'snapshot' calculation with only implicit consideration of rent growth or cost changes over time. The effects of rent changes, ageing building structure, and other market or financial factors are implicitly taken into account in the applied capitalisation rate (yield).

The terminal value is based on the stabilised net rental income. From this income, inflation-adjusted costs of ongoing maintenance and management, as well as other running costs, are deducted. After capitalising the resulting stabilised net rental income, the relevant acquisition costs are deducted from the gross terminal value as follows:

  • transfer tax on the transfer of land, at a rate depending on the location of the property,

  • costs of agent services,

  • costs of notary public's services and other legal costs, depending on the level of value.

The residual method of property valuation is applied for investment properties under construction. In this method, the property value is estimated based on its development value (i.e. on completion of the development project) using the income/market approach, taking into account the development budget, including the developer's profit. Development costs include total construction costs, including fit-out costs, professional fees, financing costs and the developer's profit. In this valuation method, the higher the rent rate, the higher the fair value of the property; the lower the yield, the higher the fair value, and the higher the estimated construction costs, the lower the fair value of the property.

The valuation of the pipeline portfolio is based on a development appraisal to assess the potential value (Gross Development Value) of a project once it is fully completed and leased/sold in its currently proposed form. From this Gross Developer Value, the appraisers deducted the project expenditure, including hard costs, soft costs, financing costs, and the developer's profit, to reflect the required level of return to the developer and to account for the project's risk. In assessing the Gross Development Value, the appraisers used a market approach, estimating the market rents for the space to be constructed as well as the appropriate capitalisation rate that would be required by a potential investor, in order to form an opinion on the market value of the completed and leased building.

For valuing the landbank, the appraisers use the sale comparison approach, where the probable value of property (land) is established using data from recent sale transactions involving similar assets.

This method determines the value of sites by comparing them against the selling prices of similar properties. The selling prices of properties that are considered the most comparable provide a range within which the value of the property being valued is likely to fall. The degree of similarity or difference between the property subject to valuation and comparable sale transactions was estimated, taking into account various elements of comparison. Then, percentage adjustments were applied to the selling prices of comparable properties, as the prices of these properties are known, whereas the value of the property being valued is not. This procedure produced the estimated value of the property being valued as at a specific date.

In order to arrive at an estimate of the property's value, the appraisers apply price adjustments as required. The appraisers rely on actual sales or lease evidence for similar properties, considering factors such as the date of sale, location, size of the site, property configuration, technical condition, and available utilities. In the sale comparison approach, the higher the price per square metre, the higher the fair value.

The Group measures the fair value of its property portfolio twice a year, i.e., as at 30 June and 31 December, unless changes occur which require remeasurement. The fair value of property, which is expressed in the euro in valuation reports, is translated at the mid rates quoted by the National Bank of Poland at the end of the reporting period.

The valuation method did not change relative to previous periods.

In the period ended 30 September 2024, there were no reclassifications between the fair value hierarchy levels.

In the commercial property market in Poland, there is a shortage of market data that could be used to effectively capture the risks associated with the transition towards a net zero carbon footprint in 2026. To date, no standards have been developed to accurately reflect the impacts of this transition in property valuations. Moreover, there are no existing methodologies that directly link decarbonisation with property valuations. In the case of property leases, the risk involves potential changes to rental income levels due to decarbonisation initiatives, which have been factored into the valuations through rent rates for leased space and yield rates in property sale processes. In particular, the age of buildings and their technical specifications have been taken into account for valuation purposes.

12. Deferred tax

Deferred tax asset Deferred tax liability Net amount
30 September 31 December 30 September 31 December 30 September 31 December
as at 2024 2023 2024 2023 2024 2023
(unaudited) (unaudited) (unaudited)
Investment property 1) - - 406 675 360 743 406 675 360 743
Borrowings and loans - - 21 615 9 669 21 615 9 669
Derivatives - - 2 048 6 100 2 048 6 100
Other 8 571 11 133 - - (8 571) (11 133)
Tax losses deductible in future periods 17 388 7 635 - - (17 388) (7 635)
Interest on bonds 1 071 - - 1 328 (1 071) 1 328
Deferred tax asset / liability 27 030 18 768 430 338 377 840 403 308 359 072
30 September 31 December
as at
2024
2023
Including: (unaudited)
Deferred tax asset (3 376) (6 041)
Deferred tax liability 406 684 365 113
403 308 359 072

Based on the tax budgets prepared by the Group, the Management Board considers it justified to recognise a deferred tax asset on tax loss in the amount disclosed in the statement of financial position.

1) Deferred tax on investment property relates fully to a long period. Therefore, at least 95% of the deferred tax liability shown above is a long-term deferred tax liability.

1 January
2023
changes
recognised in
profit or loss
changes
recognised in
other
comprehensive
income
currency
translation
differences
31 December
2023
Investment property 408 332 (43 796) - (3 793) 360 743
Borrowings and loans (8 282) 17 951 - - 9 669
Derivatives 14 643 (11) (8 532) - 6 100
Other (13 869) 2 666 - 70 (11 133)
Tax losses deductible in future periods (3 823) (3 812) - - (7 635)
Interest on bonds (1) 1 329 - - 1 328
397 000 (25 673) (8 532) (3 723) 359 072
1 January
2024
changes
recognised in
profit or loss
(unaudited)
changes
recognised in
other
comprehensive
income
(unaudited)
currency
translation
differences
(unaudited)
30 September
2024
(unaudited)
Investment property 360 743 46 744 - (812) 406 675
Borrowings and loans 9 669 11 946 - - 21 615
Derivatives 6 100 (30) (4 022) - 2 048
Other (11 133) 2 545 - 17 (8 571)
Tax losses deductible in future periods (7 635) (9 753) - - (17 388)
Interest on bonds 1 328 (2 399) - - (1 071)
359 072 49 053 (4 022) (795) 403 308

13. Investments and other investments

as at 30 September
2024
(unaudited)
31 December
2023
Long-term receivables from measurement of swap contracts
Cash set aside in accordance with credit facility agreements to secure
12 376 32 756
payment of principal and interest – long-term portion 28 411 25 690
Bank deposits comprising security deposits from tenants 11 518 8 015
Cash set aside in CAPEX account 214 214
Long-term performance bonds retained 4 723 3 748
Deposit under bank guarantee 136 136
Long-term loans to related entities 17 374 16 922
Other long-term investments 74 752 87 481

The main bank with which the Group holds deposits comprising security deposits from tenants, cash set aside in accordance with credit facility agreements, and deposits comprising retained performance bonds is a bank with an A+ investment grade ranking (36% of total long-term and short-term investments in the form of deposits).

Short-term receivables from measurement of swap contracts 5 521 1 722
Short-term investments 5 521 1 722
Cash set aside in accordance with credit facility agreements to secure
payment of principal and interest – short-term portion 257 2 432
Short-term performance bonds retained 2 549 5 881
Deposit under bank guarantee 1 297
Total other short-term investments 2 807 8 610

13. 1 Change in financial assets attributable to financing and other activities

Loan assets
As at 31 December 2022 16 626
Interest accrued 771
Exchange differences on measurement (475)
As at 31 December 2023 16 922
Interest accrued 552
Exchange differences on measurement (100)
As at 30 September 2024* 17 374

* Unaudited.

14. Other non-current assets

as at 30 September
2024
(unaudited)
31 December
2023
Long-term prepayments and accrued income 7 501 7 853
Other non-current assets 7 501 7 853

15. Trade and other receivables

as at 30 September
2024
(unaudited)
31 December
2023
Trade receivables 20 677 21 453
Investment settlements 1 390 628
Prepayments and accrued income 5 198 3 972
Prepayments for property, plant and equipment and investment
property under construction
235 225
Taxes and social security receivable* 62 681 38 037
Trade and other receivables 90 181 64 315
Income tax receivable 6 105 2 573
Short-term receivables 96 286 66 888

* As at 30 September 2024 (and as at 31 December 2023), tax and social security receivable comprised mainly VAT receivable of PLN 50,262 thousand (PLN 28,920 thousand) as disclosed in the VAT returns filed, and input VAT of PLN 12,419 thousand (PLN 8,920 thousand) to be deducted in future periods.

Trade receivables remained at a similar level relative to the previous year. The rent collection ratio was 99%, largely unchanged year on year.

For more information on receivables from related entities, see Note 25.

The Group uses a provision matrix to calculate expected credit losses. In order to determine expected credit losses, trade receivables have been grouped on the basis of similarity of credit risk characteristics and past due periods. The Group has concluded that its receivables comprise a homogeneous group, i.e. receivables from tenants.

The time past due structure for trade receivables and loss allowances is presented in the table below.

as at 30 September 2024
Gross
receivables
(unaudited)
Allowances
(unaudited)
31 December 2023
Gross
receivables
Allowances
Not past due 11 858 - 13 803 -
Past due from 1 to 30 days 2 926 - 4 875 -
Past due from 31 to 60 days 2 553 - 157 -
Past due from 61 to 90 days 396 - 22 -
Past due from 91 to 180 days 339 - 99 (7)
Past due over 181 days 3 145 (540) 5 201 (2 697)
Total receivables 21 217 (540) 24 157 (2 704)
2024
(unaudited)
2023
Allowances for receivables as at 1 January (2 704) (2 716)
Recognition - (7)
Use of allowances 2 164 19
Allowances for receivables as at 30 September*/ 31 December (540) (2 704)

* Unaudited.

16. Cash and cash equivalents

as at 30 September
2024
(unaudited)
31 December
2023
Cash in hand 100 117
Cash at banks 143 770 225 321
Short-term deposits 4 325 118 809
Cash in transit 18 872 -
Cash and cash equivalents in the consolidated statement of financial
position
167 067 344 247
Cash and cash equivalents in the consolidated statement of cash
flows
167 067 344 247

Cash and cash equivalents disclosed in the consolidated statement of financial position include cash in hand and bank deposits with original maturities of up to three months.

Indications of impairment of cash and cash equivalents were determined separately for each balance held with the financial institutions. Credit risk was assessed using external credit ratings and publicly available information on default rates set by external agencies for a given rating. The analysis showed that the credit risk of the assets as at the reporting date was low.

All banks with which the Group holds cash have investment grade ratings, not lower than BBB-.

The main bank where the Group holds 32% of its cash and cash equivalents as well as restricted deposits is a financial institution with an A+ credit rating. The second primary bank, where the Group holds 18% of its funds, is an institution with an A2 credit rating. The Group monitors the banks' credit ratings and manages concentration risk by placing deposits in multiple (over 10) financial institutions.

17. Notes to the condensed consolidated statement of cash flows

17. 1 Cash flows from borrowings

for 9 months ended 30 September 2024 2023
(unaudited) (unaudited)
Proceeds from bank borrowings 171 699 538 676
Cash flows from proceeds from borrowings 171 699 538 676
Cash flows from proceeds from borrowings – amount disclosed in the
condensed consolidated statement of cash flows
171 699 538 676
for 9 months ended 30 September 2024 2023
(unaudited) (unaudited)
Repayment of bank borrowings, including refinanced bank borrowings (87 573) (251 076)
Total repayment of borrowings (87 573) (251 076)
Cash flows from repayment of borrowings (87 573) (251 076)
Cash flows from repayment of borrowings – amount disclosed in the
condensed consolidated statement of cash flows
(87 573) (251 076)

17. 2 Change in receivables

for 9 months ended 30 September 2024 2023
(unaudited) (unaudited)
Change in inventories - (504)
Change in trade and other receivables (25 866) 8 585
Change in receivables (25 866) 8 081
Change in receivables disclosed in the consolidated statement of
cash flows
(25 866) 8 081

17. 3 Change in current and other liabilities

for 9 months ended 30 September 2024 2023
(unaudited) (unaudited)
Change in trade and other payables 111 847 (36 114)
Change in employee benefit obligations 4 289 296
Change in current liabilities under performance bonds and security
deposits
(4 038) 6 791
Change in finance lease and swap liabilities 4 900 (125)
Elimination of changes in investment commitments (102 982) 20 039
Change in current and other liabilities 14 016 (9 113)
Change in current and other liabilities disclosed in the consolidated
statement of cash flows
14 016 (9 113)

18. Equity

18. 1 Share capital

Share capital [number of shares] as at 30 September
2024
(unaudited)
31 December
2023
Series A ordinary shares 11 440 000 11 440 000
Series B ordinary shares 3 654 379 3 654 379
Series C ordinary shares 3 018 876 3 018 876
Series D ordinary shares 1 607 000 1 607 000
Series E ordinary shares 1 653 384 1 653 384
Series F ordinary shares 2 621 343 2 621 343
Ordinary shares – total 23 994 982 23 994 982
Par value per share [PLN] 0,25 0,25

As at 30 September 2024, the Parent's share capital amounted to PLN 5,998,745.50 and was divided into 23,994,982 shares, conferring 23,994,982 voting rights in the Company. The par value per share is PLN 0.25. The entire capital has been paid up.

as at 30 September 2024* 31 December 2023
Number of
shares
Par value Number of
shares
Par value
Number/value of shares
at beginning of period
23 994 982 5 999 23 994 982 5 999
Issue of shares - - - -
Number/value of shares
at end of period
23 994 982 5 999 23 994 982 5 999

* Unaudited.

19. Earnings and dividend per share

Earnings per share for each reporting period are calculated as the quotient of net profit for the period attributable to owners of the Parent and the weighted average number of shares outstanding in the reporting period.

for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September 30 September 30 September 30 September
2024
(unaudited)
2024
(unaudited)
2023
(unaudited)
2023
(unaudited)
Net profit/(loss) for period 265 062 (16 578) 26 277 109 017
Number of outstanding shares 23 994 982 23 994 982 23 994 982 23 994 982
Weighted average number of
outstanding shares
23 994 982 23 994 982 23 994 982 23 994 982
Earnings per share attributable to owners of the Parent during the reporting period (PLN per share):
-
basic
11,05 (0,69) 1,10 4,54
-
diluted
11,05 (0,69) 1,10 4,54
There were no dilutive factors in the presented periods.

20. Liabilities under borrowings and other debt instruments, and other liabilities

20. 1 Non-current liabilities

as at 30 September
2024
(unaudited)
31 December
2023
Borrowings secured with the Group's assets
Bonds
Non-bank borrowings
1 673 277
175 443
17 409
1 568 901
321 752
16 952
Non-current liabilities under borrowings and other debt instruments 1 866 129 1 907 605
as at 30 September
2024
(unaudited)
31 December
2023
1)
Finance lease liabilities (perpetual usufruct of land)
Liabilities from measurement of swap contracts
Performance bonds
58 698
8 449
4 998
58 382
3 959
7 241
Security deposits from tenants and other
Lease liabilities (vehicles)
11 580
728
9 031
361
Other non-current liabilities 84 453 78 974

1) The Group is a party to pending court proceedings concerning revision of the perpetual usufruct charge rate. As at the date of issue of this report, the Management Board of MLP Group S.A. estimated, where appropriate, a provision for a portion of potential claims against MLP Pruszków I, MLP Pruszków II, MLP Pruszków III Sp. z o.o. The amount determined by the court may affect the carrying amount of investment property and lease liabilities. For a description of disputes, see Note 26.

20. 2 Current liabilities

as at 30 September
2024
(unaudited)
31 December
2023
Short-term bank borrowings and short-term portion of bank
borrowings secured with the Group's assets
39 644 94 643
Bonds 322 280 111 248
Current liabilities under borrowings and other debt instruments 361 924 205 891

Liabilities under borrowings secured with the Group's assets and under borrowings not secured with the Group's assets comprise liabilities to both related and unrelated parties.

30 September 31 December
as at 2024 2023
(unaudited)
Liabilities under lease of vehicles 232 189
Other current liabilities 232 189

20. 3 Change in financial liabilities attributable to financing activities

Bonds
As at 31 December 2022 383 879
Issue of bonds 130 445
Interest accrued on bonds 25 700
Interest paid on bonds (22 298)
Redemption of Series A bonds (54 708)
Exchange differences on measurement (30 018)
As at 31 December 2023 433 000
Issue of bonds 177 235
Interest accrued on bonds 26 617
Interest paid on bonds (20 983)
Redemption of Series E bonds and portion of Series D bonds (110 036)
Exchange differences on measurement (8 110)
As at 30 September 2024* 497 723

* Unaudited.

Non-bank borrowings
As at 31 December 2022 16 654
Interest accrued 782
Exchange differences on measurement (484)
As at 31 December 2023 16 952
Interest accrued 553
Exchange differences on measurement (96)
As at 30 September 2024* 17 409

Bank borrowings
As at 31 December 2022 1 455 952
including derecognised commission fee as at 31 December 2022 2 991
Interest accrued 76 869
Interest paid – credit facilities (74 435)
Interest accrued – IRS (27 309)
Interest received – IRS 25 242
New credit facility contracted 590 713
Repayment of principal (258 960)
Realised foreign exchange gains/(losses) (2 197)
Exchange differences on measurement (118 079)
Interest capitalised (577)
As at 31 December 2023 1 663 544
including derecognised commission fee as at 31 December 2023 6 666
Interest accrued – credit facilities 59 019
Interest paid – credit facilities (67 575)
Interest accrued – IRS (19 757)
Interest received – IRS 22 501
New credit facility contracted 169 057
Repayment of principal (84 932)
Realised foreign exchange gains/(losses) (635)
Exchange differences on measurement (26 559)
Bank borrowings measured at amortised cost (1 293)
As at 30 September 2024* 1 712 921
including derecognised commission fee as at 30 September 2024* 7 115
Leases (perpetual usufruct of land)
As at 31 December 2022 42 280
Revaluation of perpetual usufruct of land at companies engaged in litigation with the
Pruszków District Governor
Annual payment
16 741
(639)
As at 31 December 2023 58 382
Revaluation of perpetual usufruct of land at companies engaged in litigation with the
Pruszków District Governor
996
Annual payment (680)
As at 30 September 2024* 58 698

* Unaudited.

20. 4 Liabilities under bonds

20. 4.1 Liabilities under bonds as at 30 September 2024*

Instrument Currency Nominal value
[EUR]
Valuation
[EUR]
Total [EUR] Total [PLN] Maturity date Interest rate Guarantees
and collateral
Listing venue
Public bonds – Series C EUR 45 000 000 330 750 45 330 750 193 973 812 19 Feb 2025 6M EURIBOR + margin none
Catalyst
Public bonds – Series F2) EUR 29 000 000 786 480 29 786 480 127 458 327 26 May 2025 6M EURIBOR + margin none
Catalyst
Public bonds – Series G1) EUR 41 000 000 198 440 41 198 440 176 291 245 4 Dec 2026 6M EURIBOR + margin none
Catalyst

On 21 January 2024, the Company redeemed at maturity Series E bonds with a total nominal value of EUR 4,000,000.

On 9 October 2024, the Company issued bonds with a total nominal value of EUR 300,000,000.

1) On 27 February 2024, the Company redeemed early a portion of Series D bonds with a total nominal value of EUR 8,600,000. On 17 May 2024, the Company redeemed at maturity all outstanding Series D bonds, with a total nominal value of EUR 11,400,000.

On 8 March 2024, the Company issued Series G bonds with a total nominal value of EUR 41,000,000.

2) On 15 October 2024, the Company's Management Board decided to redeem Series F bonds with a total nominal value of EUR 29,000,000, and set the early redemption date at 25 November 2024.

20. 4.2 Liabilities under bonds as at 31 December 2023

Instrument Currency Nominal value
[EUR]
Valuation
[EUR]
Total
[EUR]
Total [PLN] Maturity date Interest rate Guarantees
and collateral
Listing venue
Public bonds – Series B EUR - 11 May 2023 6M EURIBOR + margin none
Catalyst
Public bonds – Series C EUR 45 000 000 1 142 100 46 142 100 200 625 851 19 Feb 2025 6M EURIBOR + margin none
Catalyst
Public bonds – Series D EUR 20 000 000 2 915 167 22 915 167 99 635 146 17 May 2024 6M EURIBOR + margin none
Catalyst
Public bonds – Series E EUR 4 000 000 1 151 699 5 151 699 22 399 587 21 Jan 2024 6M EURIBOR + margin none
Catalyst
Public bonds – Series F EUR 29 000 000 229 100 29 229 100 127 088 127 26 May 2025 6M EURIBOR + margin none
Catalyst

20. 5 Bank borrowings secured with the Group's assets

20. 5.1 As at 30 September 2024

PLN-denominated bank borrowings secured with the Group's assets

as at 30 September 2024*
EUR thousand PLN thousand
Bank currency Facility type interest rate (%) matures in Principal Valuation Total Principal Valuation Total
PEKAO S.A. PLN working capital credit facility 1M WIBOR + margin 2029 - - - 1 400 1 1 401
ING Bank Śląski S.A. PLN working capital credit facility 1M WIBOR + margin 2029 - - - 2 640 (23) 2 617
Total PLN-denominated borrowings - - - 4 040 (22) 4 018

EUR-denominated bank borrowings secured with the Group's assets

EUR thousand PLN thousand
Bank currency Facility type interest rate (%) matures in Principal Valuation Total Principal Valuation Total
PEKAO
S.A.**
EUR investment credit facility 1M EURIBOR + margin 2029 21 067 7 21 074 90 141 31 90 172
BNP Paribas S.A. EUR
investment credit facility
1M EURIBOR + margin 2029 27 853 (116) 27 737 119 185 (497) 118 688
BNP Paribas S.A.** EUR construction credit facility 3M EURIBOR + margin 2030 3 862 13 3 875 16 522 57 16 579
ING
Bank Śląski S.A., PKO
BP S.A. and
ICBC (Europe) S.A. Polish Branch
EUR investment credit facility 3M EURIBOR + margin 2027 95 949 (555) 95 394 410 570 (2 373) 408 197
Aareal Bank AG EUR investment credit facility fixed interest rate 2028 60 800 (1 092) 59 708 260 170 (4 672) 255 498
mBank S.A.** EUR construction credit facility 1M EURIBOR + margin 2029 11 973 (13) 11 960 51 234 (55) 51 179
PKO BP S.A. and BNP Paribas S.A. EUR investment credit facility 3M EURIBOR + margin 2027 74 320 142 74 462 318 028 605 318 633
ING
Bank Śląski S.A.**
EUR investment credit facility 3M EURIBOR + margin 2029 22 742 (94) 22 648 97 314 (401) 96 913
Santander Bank Polska S.A.** EUR investment credit facility 3M EURIBOR + margin 2027 2 682 30 2 712 11 475 131 11 606
Santander Bank Polska S.A.** EUR construction credit facility 3M EURIBOR + margin 2027 15 745 3 15 748 67 371 14 67 385
Bayerische
Landesbank
EUR investment credit facility fixed interest rate 2030 40 013 (212) 39 801 171 217 (905) 170 312
Bayerische
Landesbank
EUR investment credit facility fixed interest rate 2031 19 155 (98) 19 057 81 968 (419) 81 549
OTP Bank Romania S.A.** EUR investment credit facility 3M EURIBOR + margin 2031 5 187 (1) 5 186 22 198 (6) 22 192
Total EUR-denominated borrowings 401 348 (1 986) 399 362 1 717 393 (8 490) 1 708 903
Total bank borrowings 1 721 433 (8 512) 1 712 921

* Unaudited.

** In October 2024, all of the debt was prepaid; for details, see Current Report No. 22/2024 of 25 October 2024.

20. 5.2 As at 31 December 2023

PLN-denominated bank borrowings secured with the Group's assets

as at 31 December
EUR thousand PLN thousand
Bank currency
Facility type
interest rate (%) matures in Principal Valuation Total Principal Valuation Total
PEKAO S.A. PLN
working capital credit facility
1M WIBOR + margin 2029 322 (1) 321 1 400 (2) 1 398
Total PLN-denominated borrowings 322 (1) 321 1 400 (2) 1 398

EUR-denominated bank borrowings secured with the Group's assets

EUR thousand PLN thousand
Bank currency Facility type interest rate (%) matures in Principal Valuation Total Principal Valuation Total
PEKAO
S.A.
EUR investment credit facility 1M EURIBOR + margin 2029 21 659 (48) 21 611 94 165 (197) 93 968
BNP Paribas S.A. EUR investment credit facility 1M EURIBOR + margin 2029 16 740 32 16 772 72 785 141 72 926
BNP Paribas S.A. EUR construction credit facility 3M EURIBOR + margin 2030 11 045 79 11 124 48 023 345 48 368
ING
Bank Śląski S.A., PKO
BP S.A.
and
ICBC (Europe) S.A.
Polish
Branch
EUR investment credit facility 3M EURIBOR + margin 2027 97 553 (380) 97 173 424 155 (1 651) 422 504
Aareal Bank AG EUR investment credit facility fixed interest rate 2028 60 800 (948) 59 852 264 358 (4 121) 260 237
mBank S.A. EUR construction credit facility 1M EURIBOR + margin 2029 11 700 (96) 11 604 50 871 (416) 50 455
PKO BP S.A. and BNP Paribas S.A. EUR investment credit facility 3M EURIBOR + margin 2027 69 230 430 69 660 301 011 1 871 302 882
ING
Bank Śląski S.A.
EUR investment credit facility 3M EURIBOR + margin 2024 13 274 - 13 274 57 714 - 57 714
Santander Bank Polska S.A. EUR investment credit facility 3M EURIBOR + margin 2027 5 444 (18) 5 426 23 669 (76) 23 593
Santander Bank Polska S.A. EUR construction credit facility 3M EURIBOR + margin 2027 10 384 (34) 10 350 45 148 (146) 45 002
Bayerische
Landesbank
EUR investment credit facility fixed interest rate 2030 40 631 - 40 631 176 665 - 176 665
Bayerische
Landesbank
EUR investment credit facility fixed interest rate 2031 19 450 (55) 19 395 84 569 (238) 84 331
OTP Bank Romania S.A.** EUR investment credit facility 3M EURIBOR + margin 2031 5 413 (9) 5 404 23 541 (40) 23 501
Total EUR-denominated borrowings 383 323 (1 047) 382 276 1 666 674 (4 528) 1 662 146
Total bank borrowings 1 668 074 (4 530) 1 663 544

20. 6 Non-bank borrowings secured with the Group's assets

currency effective interest rate
(%)
as at
matures in
30 September 2024*
EUR thousand
PLN thousand as at
matures in
31 December 2023
EUR thousand
PLN thousand
Non-bank borrowings not secured with the Group's assets
Fenix Polska S.A. EUR 3M EURIBOR + margin 2029 1 480 6 332 2029 1 389 6 236
Fenix Polska S.A. PLN 3M WIBOR + margin 2026 - 144 2026 - 139
Fenix Polska S.A. PLN 3M WIBOR + margin 2032 - 7 771 2032 - 7 523
Fenix Polska S.A. PLN 3M WIBOR + margin 2032 - 1 105 2032 - 1 065
Fenix Polska S.A. PLN 3M WIBOR + margin 2032 - 1 026 2032 - 992
Fenix Polska S.A. PLN 3M WIBOR + margin 2032 - 689 2032 - 666
Fenix Polska S.A. PLN 3M WIBOR + margin 2032 - 342 2032 - 331
Total non-bank borrowings 17 409 16 952

* Unaudited.

21. Employee benefit obligations

as at 30 September
2024
(unaudited)
31 December
2023
Wages and salaries 412 63
Provision for variable remuneration* 4 266 301
Employee benefit obligations 4 678 364

* Includes a provision for variable remuneration for services and under employment contracts .

22. Trade and other payables

as at 30 September
2024
(unaudited)
31 December
2023
Trade payables 33 074 30 021
Deferred income 3 770 3 856
Taxes and social security payable 6 230 11 199
Unbilled trade payables 14 351 21 905
Investment commitments, security deposits and other
obligations
181 886 60 508
Trade and other payables 239 311 127 489
Income tax payable 4 056 8 375
Current liabilities 243 367 135 864

As at 30 September 2024, the Group did not carry any past due trade payables towards related parties.

The amount of trade payables was in line with the balance reported in December 2023.

The increase in investment commitments relative to 2023 was primarily due to the commencement of new investment projects by the Group in 2024, as investment commitments are current liabilities.

The table below presents time past due for trade and other payables:

as at 30 September
2024
(unaudited)
31 December
2023
Not past due 201 524 119 882
Past due from 1 to 90 days 48 831 8 678
Past due from 91 to 180 days 174 48
Pas due over 180 days 37 53
Total trade and other payables 250 566 128 661

The time past due structure presented above includes non-current liabilities.

Trade payables are non-interest bearing and are typically settled within 30 to 60 days. Other payables are non-interest bearing, with average payment period of one month. Amounts resulting from the difference between input and output value added tax are paid to the relevant tax authorities in the periods prescribed by the relevant tax laws. Interest payable is generally settled on the basis of accepted interest notes.

23. Financial instruments

23. 1 Measurement of financial instruments

The fair values of financial assets and financial liabilities as at 30 September 2024 and 31 December 2023 were equal to their respective amounts disclosed in the consolidated statement of financial position.

The following assumptions were made for the purpose of fair value measurement:

  • cash and cash equivalents: the carrying amount corresponds to the amortised cost value;
  • trade receivables, other receivables, trade payables, and accrued expenses: the carrying amount corresponds to the amortised cost;
  • loans: the carrying amount corresponds to the amortised cost value, it is close to the fair value due to variable interest rate of these instruments, which is close to the market interest rate;
  • borrowings and other debt instruments: the carrying amount corresponds to the amortised cost value, it is close to the fair value due to variable interest rates on these instruments which are close to market interest rates;
  • receivables and liabilities from measurement of swap contracts: measured at fair value through other comprehensive income, determined by reference to instruments quoted in an active market.

23. 1. 1 Financial assets

30 September 31 December
as at 2024
(unaudited)
2023
Hedging financial instruments:
Receivables from measurement of swap contracts 17 897 34 478
17 897 34 478
Financial assets measured at amortised cost:
Cash and cash equivalents 167 067 344 247
Loans and receivables, including:
Trade and other receivables 22 302 22 306
Loans 17 374 16 922
Other long-term investments 45 002 37 803
Other short-term investments 2 807 8 610
254 552 429 888
Total financial assets 272 449 464 366

As at 30 September 2024, the fair value of hedging instruments was PLN 17,897 thousand, measured on the basis of other directly or indirectly observable quotations (Level 2). The information is provided by banks and is based on reference to instruments traded on an active market.

In the period ended 30 September 2024, there were no reclassifications between fair value hierarchy levels.

Measurement of assets at amortised cost as at 30 September 2024*

* Unaudited.

Stage 1 Stage 2 Stage 3
Gross carrying amount 232 250 22 842 -
Cash and cash equivalents 167 067 - -
Loans and receivables, including:
Trade and other receivables - 22 842 -
Loans 17 374 - -
Other long-term investments 45 002 - -
Other short-term investments 2 807 - -
Impairment losses (IFRS 9) - (540) -
Loans and receivables, including:
Trade and other receivables - (540) -
Carrying amount (IFRS 9) 232 250 22 302 -

Measurement of assets at amortised cost as at 31 December 2023

Stage 1 Stage 2 Stage 3
Gross carrying amount 407 582 25 010 -
Cash and cash equivalents 344 247 - -
Loans and receivables, including:
Trade and other receivables - 25 010 -
Loans 16 922 - -
Other long-term investments 37 803 - -
Other short-term investments 8 610 - -
Impairment losses (IFRS 9) - (2 704) -
Loans and receivables, including:
Trade and other receivables - (2 704) -
Carrying amount (IFRS 9) 407 582 22 306 -

23. 1. 2 Financial liabilities

30 September 31 December
as at 2024 2023
(unaudited)
Hedging financial instruments measured at fair value:
Liabilities from measurement of swap contracts 8 449 3 959
8 449 3 959
Financial liabilities measured at amortised cost:
Bank borrowings 1 712 921 1 663 544
Non-bank borrowings 17 409 16 952
Trade and other payables 250 566 128 661
Lease liabilities 59 658 58 932
Bonds 497 723 433 000
2 538 277 2 301 089
Total financial liabilities 2 546 726 2 305 048

23. 2 Other disclosures relating to financial instruments

Security instruments

For information on security instruments, see Note 24.

Cash flow hedge accounting

On 8 February 2024, MLP Pruszków II Sp. z o.o. entered into a variable-to-fixed interest rate swap contract with Bank Polska Kasa Opieki S.A.

On 29 February 2024, MLP Czeladź Sp. z o.o. terminated its existing variable-to-fixed interest rate swap contract with BNP Paribas Bank Polska S.A. and entered into a new variable-to-fixed interest rate swap contract with the bank.

On 20 May 2024, MLP Poznań Sp. z o.o. entered into a variable-to-fixed interest rate swap contract with ING Bank Śląski S.A.

On 16 May 2024, MLP Poznań II Sp. z o.o. entered into a variable-to-fixed interest rate swap contract with ING Bank Śląski S.A.

On 26 September 2024, MLP Pruszków V Sp. z o.o. terminated its existing variable-to-fixed interest rate swap contract with BNP Paribas Bank Polska S.A. and entered into a new variable-to-fixed

24. Contingent liabilities and security instruments

In the period ended 30 September 2024, the Group recognised the following changes in contingent liabilities and security instruments:

  • On 23 January 2024, MLP Czeladź Sp. z o.o. executed an annex to the credit facility agreement with BNP Paribas Bank Polska S.A. Under the annex, the available limit of the construction credit facility and the investment credit facility was reduced by EUR 3,267,000.00 for Building B2 and by EUR 5,330,000.00 for Building C3.
  • On 25 January 2024, MLP Poznań Sp. z o.o. and ING Bank Śląski S.A. executed Annex No. 14 to the credit facility agreement of 9 February 2017, extending the facility term to 29 March 2024. Under Annex No. 15 of 22 March 2024, the term was further extended to 30 April 2024.
  • On 25 January 2024, MLP Poznań II Sp. z o.o. and ING Bank Śląski S.A. executed Annex No. 11 to the credit facility agreement of 8 August 2011, extending the term of Tranche B of the construction credit facility to 29 February 2024 and the term of other credit facilities to 29 March 2024. Under Annex No. 12 of 22 March 2024, the term of the facilities was further extended to 30 April 2024.
  • On 26 April 2024, MLP Group S.A. provided a surety (corporate guarantee) for a maximum amount of EUR 5,220,000.00 (VAT exclusive) to the general contractor GOLDBECK Rhomberg GmbH of Vienna to secure the liabilities of MLP Business Park Wien GmbH of Vienna related to the payment for the general contractor's services;
  • On 26 April 2024, MLP Poznań Sp. z o.o. and MLP Poznań II Sp. z o.o. executed a credit facility agreement with ING Bank Śląski S.A. The following security was provided for the lender's claims under the agreement:

(a) joint contractual mortgage of up to EUR 40,315,287.45, securing claims under the credit facility agreement with respect to the refinancing, construction and investment credit facilities;

(b) contractual mortgage of up to EUR 2,100,000, securing the bank's claims under the master agreement and hedging transactions;

(b) contractual mortgage of up to PLN 6,000,000, securing claims under the credit facility agreement with respect to the VAT facility;

(d) 3 registered pledges over MLP Poznań II Sp. z o.o. shares, up to the maximum secured amount of EUR 40,315,287.45 each, and 6 financial pledges over MLP Poznań II Sp. z o.o. shares, up to the maximum secured amount of EUR 40,315,287.45 each;

(e) registered pledge over MLP Poznań Sp. z o.o. shares, up to the maximum secured amount of EUR 40,315,287.45 each, and 2 financial pledges over MLP Poznań Sp. z o.o. shares, up to the maximum secured amount of EUR 40,315,287.45 each;

(f) 11 registered pledges and 22 financial pledges over MLP Poznań II Sp. z o.o.'s bank accounts, up to the maximum secured amount of EUR 40,315,287.45;

(g) 13 registered pledges and 26 financial pledges over MLP Poznań Sp. z o.o.'s bank accounts, up to the maximum secured amount of EUR 40,315,287.45 each, and a registered pledge and financial pledge over the VAT account, securing the VAT credit facility up to the maximum secured amount of PLN 6,000,000;

(h) registered pledge over a set of movables and rights of MLP Poznań Sp. z o.o., and a registered pledge over a set of movables and rights of MLP Poznań II Sp. z o.o.;

(g) powers of attorney over the borrowers' bank accounts and holds on the borrowers' bank accounts, in accordance with the hold instruction;

(j) sponsor's commitment under the letter of comfort for cost overruns in the construction of Building B by MLP Poznań Sp. z o.o;

(k) n otarised consents to enforcement from the borrowers;

(l) n otarised consents to enforcement from all the shareholders of the borrowers;

(m) assignment of rights under insurance policies, lease contracts, and construction contracts with security under the assignment agreement;

(n) s ubordination of claims and assignment under the subordination agreement.

  • On 26 April 2024, MLP Group S.A. provided a surety (corporate guarantee) for a maximum amount of EUR 5,220,000.00 (VAT exclusive) to the general contractor GOLDBECK Rhomberg GmbH of Vienna to secure the liabilities of MLP Business Park Wien GmbH of Vienna related to the payment for the general contractor's services;
  • On 18 June 2024, ING Bank Śląski S.A. (ING Bank) issued debt repayment and security release declarations for MLP Poznań Sp. z o.o., MLP Poznań II Sp. z o.o., and subordinated creditors. The declarations confirmed the release of all security created to secure ING Bank's claims under (i) MLP Poznań Sp. z o.o.'s credit facility agreement of 9 February 2017, master agreement and IRS contracts, and (ii) MLP Poznań II Sp. z o.o.'s credit facility agreement of 8 August 2011, master agreement and IRS contracts;
  • On 26 June 2024, MLP Business Park Wien GmbH of Vienna and Erste Bank der oesterreichischen Sparkassen AG entered into a credit facility agreement for (i) a term construction credit facility of up to EUR 55,000,000, with the option to convert it into an investment credit facility, (ii) an additional term investment credit facility of up to EUR 13,000,000, and (iii) a revolving VAT facility of up to EUR 6,000,000; no security has yet been created under the credit facility agreement (negotiations are ongoing);
  • On 27 June 2024, MLP Group S.A. provided a surety for a maximum amount of EUR 1,408,744.38 to PKO Bank Polski SA Niederlassung Deutschland (PKO BP) to secure liabilities of MLP Business Park Gelsenkirchen Sp. z o.o. & Co. KG (Germany) towards PKO BP as a guarantor under guarantee/surety No. 12953020004104 of 27 June 2024, issued under German law by PKO BP on behalf of MLP Gelsenkirchen. In addition, MLP Group S.A. is required to provide a notarised consent to enforcement under Art. 777.1.5 of the Code of Civil Procedure to secure liabilities under the surety.
  • 30 June 2024 saw the expiry of a guarantee issued by Bank PKO BP S.A. to secure the performance of MLP Czeladź Sp. z o.o. 's obligations towards the Municipality of Czeladź and the State Treasury related to the conversion of a traffic circulation system in Czeladź as part of the construction of a logistics park
  • On 22 July 2024, MLP Group S.A. provided a surety for a maximum amount of PLN 15,046,353.90 to Santander Bank Polska S.A. (Santander) to secure the liabilities of MLP Łódź II Sp. z o.o. towards Santander as a guarantor under bank guarantee No K00992/24 of 23 July 2024 issued by Santander for PGE Dystrybucja S.A. as a beneficiary.

25. Related-party transactions

25. 1 Trade and other receivables and payables

The balances of trade and other payables and receivables from related-party transactions as at 30 September 2024* were as follows:

Trade and
other
receivables
Trade and other
payables1)
Parent
The Israel Land Development Company Ltd. 13 -
Key management personnel
MPI Services Sp. z o.o. - 413
Agnieszka Góźdź - 359
RTK Consulting - 599
Monika Dobosz - 360
13 1 731
Total 13 1 731

* Unaudited.

The balances of trade and other receivables and payables from related-party transactions as at 31 December 2023 were as follows:

Trade and
other
receivables
Trade and other
payables1)
Parent
The Israel Land Development Company Ltd. 23 -
Key management personnel
Monika Dobosz - 14
Total 23 14

1) Trade and other payables do not include the remuneration of key management personnel, which is disclosed in Note 28.

25. 2 Loans and borrowings

Below are presented the balances of loans to and borrowings from related parties as at 30 September 2024*.

Loans Borrowings
Other related parties
Fenix Polska Sp. z o.o.
MLP FIN Spółka z ograniczoną odpowiedzialnością Sp.k.
17 266
108
(17 275)
-
Total 17 374 (17 275)

* Unaudited.

Below are presented the balances of loans to and borrowings from related parties as at 31 December 2023.

Loans Borrowings
Other related parties
Fenix Polska Sp. z o.o. 16 819 (16 952)
MLP FIN Spółka z ograniczoną odpowiedzialnością Sp.k. 103 -
Total 16 922 (16 952)

25. 3 Income and expenses

Below are presented income and expenses under related-party transactions for the period ended 30 September 2024*.

Purchase of
services
Revenue and cost of Interest income Interest expense
Parent
The Israel Land Development Company
Ltd.
(28) - - -
(28) - - -
Other related parties
Fenix Polska Sp. z o.o. - - 547 (553)
MLP FIN Spółka z ograniczoną
odpowiedzialnością Sp.k.
1 - 5 -
1 - 552 (553)
Key management personnel
Radosław T. Krochta - (3 073) - -
Michael Shapiro - (1 833) - -
Tomasz Zabost - (93) - -
Agnieszka Góźdź - (1 832) - -
Monika Dobosz - (1 832) - -
Marcin Dobieszewski - (546) - -
Other key management personnel - (1 653) - -
- (10 862) - -
Total (27) (10 862) 552 (553)

* Unaudited.

Revenue Purchase of
services
and cost of
wages and
salaries
Interest income Interest expense
Parent
The Israel Land Development Company
Ltd.
90 - - -
90 - - -
Other related parties
Fenix Polska Sp. z o.o. - - 578 (595)
MLP FIN Spółka z ograniczoną
odpowiedzialnością Sp.k.
1 - 6 -
1 - 584 (595)
Key management personnel
Radosław T. Krochta - (2 493) - -
Michael Shapiro - (1 296) - -
Tomasz Zabost - (1 337) - -
Marcin Dobieszewski - (974) - -
Monika Dobosz - (1 340) - -
Agnieszka Góźdź - (1 306) - -
Other key management personnel - (1 940) - -
- (10 686) - -
Total 91 (10 686) 584 (595)

Below are presented income and expenses under related-party transactions for the three months ended 30 September 2023*:

* Unaudited.

Fenix Polska Sp. z o.o. is related to the Group through Cajamarca Holland B.V., which as at held 100% of shares in Fenix Polska Sp. z o.o. and 42.69% of the Group's share capital.

26. Significant litigation and disputes

On 19 February 2024, the Regional Court in Warsaw issued a decision to discontinue proceedings in the case brought by MLP Sp. z o.o. sp. SKA ( formerly MLP Tychy Sp. z o.o.) against European Bakeries Sp. z o.o. and CreditForce Holding B.V. with respect to the defendant CreditForce Holding B.V. of Houten (the Netherlands).

After the date of issue of the consolidated report for the year ended 31 December 2023, there were no changes in significant litigations and disputes described in the consolidated financial statements of the MLP Group S.A. Group for the financial year 2023.

27. Significant events during and subsequent to the reporting period

  • On 9 October 2024, the Group issued bonds with a total nominal value of EUR 300,000,000 (three hundred million euros). On the same day, the bonds were listed on the Official List of the Luxembourg Stock Exchange (the "Stock Exchange") and admitted and introduced trading in the alternative trading system Euro MTF operated by the Stock Exchange.
  • On 25 October 2024, credit facilities provided by mBank S.A. (mBank) to MLP Pruszków VI Sp. z o.o. were prepaid in full. As a result, the security created to secure mBank's claims under (i) the credit facility agreement of 6 September 2023 and the framework agreement and IRS hedging contracts expired, and on 28 October 2024 the bank issued a notice confirming the release of all security.
  • On 25 October 2024, credit facilities provided by BNP Paribas Bank Polska S.A. (BNP) to MLP Czeladź Sp. z o.o. were prepaid in full. As a result, the security created to secure BNP's claims under (i) the credit facility agreement of 29 March 2023 and the framework agreement and IRS hedging contracts expired, and on 28 October 2024 the bank issued a notice confirming the release of all security.
  • On 25 October 2024, credit facilities provided by Santander Bank Polska S.A. (Santander) to MLP Łódź II Sp. z o.o. were prepaid in full. As a result, the security created to secure Santander's claims under (i) the credit facility agreement of 30 December 2022 and the framework agreement and IRS hedging contracts expired, and on 28 October 2024 the bank issued a notice confirming the release of all security.
  • On 29 October 2024, credit facilities provided by Bank Polska Kasa Opieki S.A. (Pekao) to MLP Pruszków II Sp. z o.o. were prepaid in full. As a result, the security created to secure Santander's claims under (i) the credit facility agreement of 23 July 2021 and the framework agreement and IRS hedging contracts expired, and on 29 October 2024 the bank issued a notice confirming the release of all security.
  • On 31 October 2024, the credit facility provided by OTP Bank Romania SA (Banca Transilvania SA) of Romania (OTP) to MLP Bucharest West SRL of Bucharest (Romania) was prepaid in full. As a result, the security created to secure OTP's claims under (i) the credit facility agreement of 23 September 2021 and the framework agreement and IRS hedging contracts expired.

From the end of the reporting period to the date of authorisation of these condensed consolidated financial statements for issue, no events occurred which should have been but were not included in the accounting books of the reporting period and the condensed consolidated financial statements of the Group.

27. 1 Impact of the political and economic situation in Ukraine on the operations of the MLP Group S.A. Group

Due to the volumes of trade with Russia and, more importantly, the EU's reliance on Russian natural resources like gas and oil, as well as the role of Russia and Ukraine as major food exporters, the imposed sanctions and Russia's retaliatory measures are having a significant impact on the global economy and are causing major shifts in the flow of raw materials and goods, particularly by reducing trade with Russia and Belarus and limiting transit between Europe and Asia through Russia, Belarus, and Ukraine. These developments are also driving changes in the logistics industry. The war in Ukraine indirectly affects GDP dynamics, including in Poland, the inflation rate, interest rates, and expectations regarding their changes, which influence consumer and business behaviours, currency exchange rates, the unemployment rate, average and median wages and incomes, as well as the fiscal and monetary policy of the European Union, including the countries where the Group's companies operate.

Retrospectively, the assessment of the impact of the war in Ukraine on the Group's operations does not indicate that it has had, or will have, a significant negative effect. Nevertheless, any adverse military developments in Ukraine could alter logistics routes and adversely impact the investment sentiment of customers, particularly in Poland and Romania, where the Group operates.

28. Variable remuneration and remuneration paid to members of management and supervisory bodies

for 9 months ended 30 September 2024
(unaudited)
2023
(unaudited)
Fixed remuneration of the Management Board:
Radosław T. Krochta 600 773
Michael Shapiro 437 395
Tomasz Zabost** 93 397
Marcin Dobieszewski 316 315
Monika Dobosz 436 405
Agnieszka Góźdź 436 405
2 318 2 690

** For the period of his service on the Management Board: from 1 January to 29 February 2024.

Provision for variable remuneration of the Management Board*:

for 9 months ended 30 September 2024 2023
(unaudited) (unaudited)
Radosław T. Krochta 1 618 1 720
Michael Shapiro 883 901
Tomasz Zabost - 940
Marcin Dobieszewski 230 659
Monika Dobosz 883 935
Agnieszka Góźdź 883 901
4 497 6 056

* Total provision for variable remuneration for services and under employment contracts.

Variable remuneration paid to the Management Board

for 9 months ended 30 September 2024
(unaudited)
2023
(unaudited)
Radosław T. Krochta 855 2 532
Michael Shapiro 513 1 201
Tomasz Zabost - 1 246
Marcin Dobieszewski - 833
Monika Dobosz 513 1 265
Agnieszka Góźdź 513 1 226
2 394 8 303
for 9 months ended 30 September 2024 2023
(unaudited) (unaudited)
Remuneration of the Supervisory Board:
11 263
300 270
50 45
50 45
50 45
50 45
50 45
50
5 012
45
for 9 months ended 30 September 2024
(unaudited)
2023
(unaudited)
Other key management personnel:
Remuneration and other benefits paid
1 653 1 940
1 653 1 940
Total remuneration paid to members of management and
supervisory bodies and key management personnel
6 665 13 203

The note presents remuneration of members of the management and supervisory bodies for discharging the responsibilities of Management or Supervisory Board members, as well as the costs of services provided to other companies in the Group, and other management personnel.

Apart from the transactions described in the note above, members of the Management Board, the Supervisory Board and the other management personnel did not receive any other benefits from any of the Group companies.

29. Employees

as at 30 September 2024 2023
(unaudited) (unaudited)
Number of employees as at 48 38

30. Information on the auditor

for 9 months ended 30 September 2024 2023
Audit of full-year financial statements* - -
Audit of separate financial statements of subsidiaries - -
Review of the consolidated and separate interim financial statements* 40 40
Audit and review of group procedures 90 100

* The amount is the fee for the review and audit of the separate and consolidated financial statements.

Signed by the Management Board and the person responsible for keeping the accounting books with qualified digital signatures

Pruszków, 15 November 2024

III. Notes to the consolidated quarterly report of the MLP Group S.A. Group

1. Issue, redemption, cancellation and repayment of non-equity and equity securities

In the nine months ended 30 September 2024, there were no events related to the issue, redemption andrepayment of non-equity andequity securities other thanthose described inthe condensedconsolidated financial statements.

2. Management Board's position on published earnings forecasts

The Company and the Group companies did not publish any earnings forecasts for 2024. The projections of financial liabilities as at the end of 2024 published in Current Report No. 5/2024 changed in connection with the issue of bonds with a nominal value of EUR 300,000,000 on 9 October 2024.

3. Brief description of significant achievements and failures in the nine months ended 30 September 2024

There were no significant achievements or failures other than those described in the condensed consolidated financial statements.

4. Seasonality and cyclicality

The Group's business is not seasonal or cyclical.

5. Information material for the assessment of the human resources, assets, financial condition and financialresults Group, or changes in any of the foregoing, and information material for the assessment of the Group's ability liabilities and fulfil its obligations of the to meet its

MLP Group S.A. Group Consolidated quarterly report for the nine months ended 30 September 2024 Notes to the consolidated quarterly report of the MLP Group S.A. Group (all data in PLN thousand, unless stated otherwise)

Space leased as at 30 September 2024:

Segment Leased space
as at
31 December
2023
Space released
by tenants
by 30
September
20241)
Space to be
released for which
contracts had been
executed as at 30
September 2024
New lease
contracts
executed by
30 September
20241)
Differences from
re-measurement
Net change
in period
Leased space
as at
30 September
2024
Poland 1 010 795 (52 265) - 85 380 667 33 782 1 044 577
2)
Germany
75 347 (971) - 971 - - 75 347
Austria 3 289 - - 3 483 - 3 483 6 772
Romania 28 440 - - 10 568 - 10 568 39 008
1 117 871 (53 236) - 100 402 667 47 833 1 165 704

1) Released space and new contracts may reflect also minor differences from re-measurement.

2) The leased area does not include the surface area of buildings scheduled for demolition in 2024.

Apart from the information presented in these condensed consolidated financial statements for the nine months ended 30 September 2024 (unaudited), there is no other information material for the assessment of the human resources, assets, financial condition and financial results of the Group or changes thereof, or for the assessment of the Group's ability to meet its liabilities or fulfil its obligations.

MLP Group S.A. Group Consolidated quarterly report for the nine months ended 30 September 2024 Notes to the consolidated quarterly report of the MLP Group S.A. Group (all data in PLN thousand, unless stated otherwise)

Leased space and vacant space as at 30 September 2024:

Logistics parks in
segments
Target
capacity (m2
)
Existing space
(m²)
Space under
construction
and in the
pipeline (m2
)
Leased space
in existing
buildings (m2
)
Pre-leased space
under
construction and
in the pipeline
(m²)*
Existing
vacant space
(m²)
Existing space
and space
under
preparation as
% of target
capacity
Poland 1 522 816 1 065 191 134 784 969 525 75 052 95 664 79%
Germany 209 475 75 347 71 813 75 347 - - 70%
Austria 54 520 - 54 520 - 6 772 - 100%
Romania 99 063 38 988 - 38 808 200 180 39%
1 885 874 1 179 526 261 117 1 083 680 82 024 95 844 76%

Leased space and vacant space as at 31 December 2023:

Logistics park Target
capacity (m2
)
Existing space
(m²)
Space under
construction
and in the
pipeline (m2
)
Leased space
in existing
buildings (m2
)
Pre-leased space
under
construction (m²)
Existing
vacant space
(m²)
Existing space
and space
under
preparation as
% of target
capacity
Poland 1 525 979 976 868 182 652 925 430 85 365 51 438 76%
Germany 185 777 79 493 55 304 77 347 - 2 146 73%
Austria 54 520 - 54 520 - 3 289 - 100%
Romania 99 000 22 677 16 153 22 677 5 763 - 39%
1 865 276 1 079 038 308 629 1 025 454 94 417 53 584 74%

Net asset value (NAV) (PLN million)

As at 30 September 2024, net assets stood at PLN 2,640 million, having increased by PLN 244,472 million relative to 31 December 2023, mainly as a result of: an increase in the value of the property portfolio, lease of new space and indexation of rents, which partly offset the negative impact of exchange differences.

Equity ratio

FFO (funds from operations), PLN million

As at 30 September 2024, funds from operations (FFO) were PLN 54 million, down 26% on 30 September 2023, with the decrease attributable to higher interest expense.

The year-on-year decline in FFO in the nine months ended 30 September 2024 was due to higher debt service costs, totalling PLN 19,708 thousand. The higher amount of interest expense was due mainly to:

1) An increase of 16% on average in the 3M EURIBOR rates over the nine months to 30 September 2024 (with a 30% year-on-year increase in the six months ended 30 June 2024). 3M EURIBOR is mainly used for the portion of bank borrowings that is not hedged with IRS.

2) An increase of 4% on average in the 6M EURIBOR rates over the nine months to 30 September 2024 (with a 14% year-on-year increase in the six months ended 30 June 2024). 6M EURIBOR is mainly used for variable-coupon bonds.

3) Increase of EUR 26 million in debt under credit facilities (denominated in EUR);

4) Increase of EUR 17 million in debt under bonds (denominated in EUR);

5) Execution of new IRS contracts at rates reflecting the current market situation and expectations of interest rate movements.

Investment property (EUR thousand)

The Group measures its property portfolio twice a year, i.e., as at 30 June and 31 December, unless there changes occur which require remeasurement. The property valuation based on the independent valuation reports prepared as at 30 September 2024 was maintained as at 30 September 2024. Valuations of the properties denominated in the euro were translated at the mid rate quoted by the National Bank of Poland for 30 September 2024, and then remeasured to reflect the capital expenditure incurred in the period from 1 July to 30 September 2024.

Change in value of investment property in 3 months ended 30 September 2024 (PLN thousand)

For details on the value of investment property, see Note 11 to the condensed consolidated financial statements of the Group.

Apart from the information presented in these condensed consolidated interim financial statements for the nine months ended 30 September 2024, there is no other information material for the assessment of the human resources, assets, financial condition and financial results of the Group or changes thereof, or for the assessment of the Group's ability to meet its liabilities or fulfil its obligations.

Rental income (PLN million)

Like-for-like rental income (key factors)

* After considering the future revenues generated from existing spaces for which lease agreements have been signed as of the report publication date.

Annualised rental income calculated from all existing lease contracts (PLN million)

Zmiana głównych pozycji kosztów sprzedaży i ogólnego zarządu za trzy kwartały 2023 i 2024 roku:

The 21% (PLN 9,3 million) growth in property maintenance costs was primarily due to a PLN 4,175 thousand rise in property tax expenses, of which 48% was attributable to the larger volume of space completed in 2023 (with tax payable from 2024), and the remaining 52% was due to higher property tax rates. Other factors behind the increase in property maintenance costs included: PLN 994 thousand increase in insurance costs, PLN 1,172 thousand increase in technical maintenance costs, and PLN 1,817 thousand increase in security and cleaning costs, reflecting the larger volume of space completed and the rise of the minimum statutory wages in 2024.

6. Factors which in the Management Board's opinion will affect the Group's performance in the next quarter or in a longer term

The key factors which may affect the Group's financial condition at least in the next three months include:

  • Macroeconomic factors and economic conditions,
  • Interest rate environment,
  • Exchange rate fluctuations, and
  • Revaluation of property.

Signed by the Management Board with qualified digital signatures.

Pruszków, 15 November 2024

IV. Quarterly financial information of MLP Group S.A., with notes

Condensed separate statement of profit or loss and other comprehensive income

9 months
ended
30 September
3 months
ended
30 September
9 months
ended
30 September 30 September
3 months
ended
Note 2024 2024 2023 2023
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue 7. 16 123 4 943 16 162 4 574
Other income 171 45 5 069 61
Operating expenses 8. (16 814) (6 568) (13 941) (4 691)
Other expenses (162) (35) (171) (15)
Operating profit/(loss) (682) (1 615) 7 119 (71)
Finance income 9. 61 828 21 605 75 278 40 405
Finance costs 9. (44 078) (15 966) (30 104) (3 922)
Net finance income/(costs) 17 750 5 639 45 174 36 483
Profit/(loss) before tax 17 068 4 024 52 293 36 412
Income tax (3 393) (794) (5 977) (4 614)
Profit/(loss) from continuing operations 13 675 3 230 46 316 31 798
Net profit/(loss) 13 675 3 230 46 316 31 798
Net profit/(loss) attributable to:
Owners of the Company 13 675 3 230 46 316 31 798
Total comprehensive income 13 675 3 230 46 316 31 798
Comprehensive income attributable to:
Owners of the Company 13 675 3 230 46 316 31 798
Earnings per share
Earnings per ordinary share:
Basic earnings per share from continuing
-
operations
0,57 0,13 1,93 1,33
-
Earnings per ordinary share
0,57 0,13 1,93 1,33
Diluted earnings per ordinary share:
Basic earnings per share from continuing
-
operations
0,57 0,13 1,93 1,33
-
Earnings per ordinary share
0,57 0,13 1,93 1,33

Condensed separate statement of financial position

as at 30 September 31 December
Note 2024 2023
(unaudited)
Non-current assets
Intangible assets 2 7
Property, plant and equipment 1 280 933
Non-current financial assets in related entities 1. 123 511 123 480
Other long-term financial investments 2. 1 370 235 1 085 352
Other long-term investments 2 057 440
Total non-current assets 1 497 085 1 210 212
Current assets
Income tax receivable 1 403 1 740
Trade and other receivables 3. 4 415 5 277
Cash and cash equivalents 4. 24 277 155 115
Current assets other than held for sale or distribution to owners 30 095 162 132
Total current assets 30 095 162 132
TOTAL ASSETS 1 527 180 1 372 344
Equity
Share capital 5 999 5 999
Share premium 485 312 485 312
Capital reserve 4 194 4 194
Statutory reserve funds 65 097 65 097
Retained earnings, including: 113 458 99 783
Profit/(loss) brought forward 99 783 57 688
Net profit 13 675 42 095
Equity attributable to owners of the Company 674 060 660 385
Total equity 674 060 660 385
Non-current liabilities
Borrowings, other debt instruments and finance lease liabilities 5.1 519 128 592 632
Deferred tax liability 9 213 5 831
Total non-current liabilities 528 341 598 463
Current liabilities
Borrowings, other debt instruments and finance lease liabilities 5.2 322 453 111 394
Trade and other payables 6. 2 326 2 102
Current liabilities other than held for sale 324 779 113 496
Total current liabilities 324 779 113 496
Total liabilities 853 120 711 959
TOTAL EQUITY AND LIABILITIES 1 527 180 1 372 344

Condensed separate statement of cash flows

for 9 months ended 30 September
Note
2024 2023
(unaudited) (unaudited)
Cash flows from operating activities
Profit before tax 17 068 52 293
Total adjustments, including: (15 311) (6 996)
Depreciation and amortisation 228 94
Net interest (18 807) (17 066)
Exchange differences 3 500 (5 261)
Net gain/(loss) on investing activities (33) (22)
Other (1 617) 264
Change in receivables 862 (615)
Dividend income - 21 540
Change in accruals and deferrals - -
Change in current and other liabilities
Cash from operating activities
556
1 757
(5 930)
45 297
Income tax paid/refunded 326 (1 429)
Net cash from operating activities 2 083 43 868
Cash flows from investing activities
Interest received 1 943 9 127
Loans (342 558) (248 673)
Repayment of loans 101 994 218 441
Proceeds from disposal of other investments in financial assets 142 35
Purchase of investment property, property, plant and equipment
and intangible assets (542) (495)
Acquisition of shares (31) (10)
Cash from investing activities (239 052) (43 115)
Cash flows from financing activities
Proceeds from non-bank borrowings 62 445 12 179
Repayment of non-bank borrowings - (6 000)
Dividends and other payments to owners - (21 540)
Issue of bonds 177 235 130 445
Net proceeds from issue of shares and other equity
instruments and contributions to equity - (36)
Payment of finance lease liabilities (74) (25)
Interest paid on bonds (20 983) (14 442)
Redemption of bonds (110 036) (54 708)
Interest paid on non-bank borrowings (137) (207)
Cash from financing activities 108 450 45 666
Total cash flows, net of exchange differences (128 519) 67 959
Effect of exchange differences on cash and cash equivalents (2 319) 7 762
Total cash flows (130 838) 75 721
Cash and cash equivalents at beginning of period 155 115 200 042
Cash and cash equivalents at end of period
4.
24 277 275 763

MLP Group S.A. Group Consolidated quarterly report for the nine months ended 30 September 2024 Quarterly financial information of MLP Group S.A. (all data in PLN thousand, unless stated otherwise)

Condensed separate statement of changes in equity

Share
capital
Share premium
Capital reserve
Total equity
attributable to
Statutory reserve
Retained
owners of the
funds
earnings
Company
Total equity
Equity as at 1 January 2024 5 999 485 312 4 194 65 097 99 783 660 385 660 385
Comprehensive income:
Net profit/(loss)*
- - - - 13 675 13 675 13 675
Comprehensive income for period
ended 30 September 2024*
- - - - 13 675 13 675 13 675
Equity as at 30 September 2024* 5 999 485 312 4 194 65 097 113 458 674 060 674 060
Share
capital
Share premium Capital reserve Statutory reserve
funds
Retained
earnings
Total equity
attributable to
owners of the
Company
Total equity
Equity as at 1 January 2023 5 999 485 348 4 194 65 097 57 688 618 326 618 326
Comprehensive income:
Net profit/(loss)* - - - - 46 316 46 316 46 316
Comprehensive income for period
ended 30 September 2023*
- - - - 46 316 46 316 46 316
Change in equity due to share issue - (36) - - - (36) (36)
Changes in equity* - (-36) - - - (36) (36)
Equity as at 30 September 2023* 5 999 485 312 4 194 65 097 103 968 664 570 664 570

* Unaudited.

Notes to the condensed separate financial statements of MLP Group S.A.

1. Non-current financial assets in related entities

1. 1 Shares

The Company holds shares in the following subsidiaries:

Parent's direct and indirect
interest in
Country
share capital
of
Parent's direct and indirect
interest in
voting rights
Entity registrat
ion
30 September
2024
31 December
2023
30 September
2024
31 December
2023
MLP Pruszków I Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków II Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków III Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków IV Sp. z o.o. Poland 100% 100% 100% 100%
MLP Poznań Sp. z o.o. Poland 100% 100% 100% 100%
MLP Lublin Sp. z o.o. Poland 100% 100% 100% 100%
MLP Poznań II Sp. z o.o. Poland 100% 100% 100% 100%
MLP Spółka z ograniczoną
odpowiedzialnością SKA
Poland 100% 100% 100% 100%
Feniks Obrót Sp. z o.o. Poland 100% 100% 100% 100%
MLP Property Sp. z o.o. Poland 100% 100% 100% 100%
MLP Bieruń Sp. z o.o. Poland 100% 100% 100% 100%
MLP Bieruń I Sp. z o.o. Poland 100% 100% 100% 100%
MLP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Teresin Sp. z o.o. Poland 100% 100% 100% 100%
MLP Business Park Poznań Sp. z o.o.Poland 100% 100% 100% 100%
MLP FIN Sp. z o.o. Poland 100% 100% 100% 100%
LOKAFOP 201 Sp. z o.o.
LOKAFOP 201 Spółka z
Poland 100% 100% 100% 100%
ograniczoną odpowiedzialnością
SKA
Poland 100% 100% 100% 100%
MLP Wrocław Sp. z o.o. Poland 100% 100% 100% 100%
MLP Gliwice Sp. z o.o. Poland 100% 100% 100% 100%
MLP Business Park Berlin I LP Sp.
z o.o.
Poland 100% 100% 100% 100%
MLP Czeladź Sp. z o.o. Poland 100% 100% 100% 100%
MLP Temp Sp. z o.o. Poland 100% 100% 100% 100%
MLP Dortmund LP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Dortmund GP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Logistic Park Germany I
Sp. z o.o. & Co. KG
Germany 100% 100% 100% 100%
MLP Poznań West II Sp. z o.o. Poland 100% 100% 100% 100%
MLP Bucharest West Sp. z o.o. Poland 100% 100% 100% 100%
MLP Bucharest West SRL Romania 100% 100% 100% 100%
MLP Teresin II Sp. z o.o. Poland 100% 100% 100% 100%
Entity 30 September
2024
31 December
2023
30 September
2024
31 December
2023
MLP Pruszków V Sp. z o.o. Poland 100% 100% 100% 100%
MLP Germany Management
GmbH
Germany 100% 100% 100% 100%
MLP Wrocław West Sp. z o.o. Poland 100% 100% 100% 100%
MLP Business Park Berlin I GP
Sp. z o.o.
Poland 100% 100% 100% 100%
MLP Łódź II Sp. z o.o. Poland 100% 100% 100% 100%
MLP Zgorzelec Sp. z o.o. Poland 100% 100% 100% 100%
MLP Schwalmtal LP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Schwalmtal GP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków VI Sp. z o.o. Poland 100% 100% 100% 100%
MLP Business Park Berlin I Sp. z
o.o. & Co. KG
Germany 100% 100% 100% 100%
MLP Schwalmtal Sp. z o.o. & Co.
KG
Germany 100% 100% 100% 100%
MLP Business Park Wien GmbH Austria 100% 100% 100% 100%
MLP Wrocław West I Sp. z o.o. Poland 100% 100% 100% 100%
MLP Gelsenkirchen GP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Gelsenkirchen LP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Gelsenkirchen Sp. z o.o. &
Co. KG
Germany 100% 100% 100% 100%
MLP Gorzów Sp. z o.o. Poland 100% 100% 100% 100%
MLP Idstein LP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Idstein GP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Idstein Sp. z o.o. & Co. KG
MLP Business Park Trebur GP Sp.
Germany 100% 100% 100% 100%
z o.o. Poland 100% 100% 100% 100%
MLP Business Park Trebur LP Sp.
z o.o.
Poland 100% 100% 100% 100%
MLP Business Park Trebur Sp. z
o.o. & Co. KG
Germany 100% 100% 100% 100%
MLP Poznań West III Sp. z o.o. Poland 100% 100% 100% 100%
MLP Łódź III Sp. z o.o. Poland 100% 100% 100% 100%
Feniks PV Sp. z o.o. Poland 100% 100% 100% 100%
MLP Bieruń West Sp. z o.o. Poland 100% 100% 100% 100%
MLP Wrocław South Sp. z o.o. 1) Poland 100% 0% 100% 0%
2)
MLP Bieruń II Sp. z o.o.
Poland 100% 0% 100% 0%

1) MLP Wrocław South Sp. z o.o. was incorporated pursuant to a notarial deed of 27 March 2024. All shares in the company were acquired by MLP Group S.A. (50 shares with a total par value of PLN 5,000). The company was registered with the National Court Register on 23 April 2024.

2) MLP Bieruń II Sp. z o.o. was incorporated pursuant to a notarial deed of 27 March 2024. All shares in the company were acquired by MLP Group S.A. (50 shares with a total par value of PLN 5,000). The company was registered with the National Court Register on 17 April 2024.

as at 30 September
2024
(unaudited)
31 December
2023
Gross carrying amount at beginning of period 123 480 123 465
Share capital increase at MLP Business Park Wien GmbH 21 -
Acquisition of shares in MLP BIERUŃ II Sp. z o.o. 5 -
Acquisition of shares in MLP Wrocław South Sp. z o.o. 5 -
Acquisition of shares in MLP Łódź III Sp. z o.o. - 5
Acquisition of shares in Feniks PV Sp. z o.o. - 5
Acquisition of shares in MLP Bieruń West Sp. z o.o. - 5
Gross carrying amount at end of period 123 511 123 480
Net carrying amount at end of period 123 511 123 480

2. Long-term financial investments

30 September 31 December
as at 2024 2023
(unaudited)
Other long-term investments 136 -
Long-term loans to related entities 1 370 099 1 085 352
Total long-term investments 1 370 235 1 085 352

3. Trade and other receivables

30 September 31 December
as at 2024 2023
(unaudited)
Trade receivables from related entities 2 611 3 450
Trade receivables from other entities 20 25
Taxes and social security receivable 35 151
Prepayments and accrued income 1 334 1 613
Other 415 38
Trade and other receivables 4 415 5 277
Income tax receivable 1 403 1 740
Short-term receivables 5 818 7 017

4. Cash and cash equivalents

as at 30 September
2024
(unaudited)
31 December
2023
Cash in hand 12 7
Cash at banks 19 940 36 299
Short-term deposits maturing in less than three months 4 325 118 809
Cash and cash equivalents in the condensed separate statement of
financial position
24 277 155 115
Cash and cash equivalents in the condensed separate statement of cash
flows
24 277 155 115

5. Borrowings, other debt instruments and other liabilities

5. 1 Non-current liabilities

as at 30 September
2024
(unaudited)
31 December
2023
Finance lease liabilities 539 231
Borrowings from related entities 343 146 270 649
Bonds 175 443 321 752
Non-current liabilities under non-bank borrowings and other debt
instruments
519 128 592 632

5. 2 Current liabilities

30 September
2024
31 December
2023
Liabilities under lease of vehicles
Bonds
170
322 283
145
111 249
Current liabilities under non-bank borrowings and other debt
instruments
322 453 111 394

6. Trade and other payables

as at 30 September
2024
(unaudited)
31 December
2023
Trade payables to related entities 200 206
Trade payables to other entities 850 527
Taxes and social security payable 836 716
Accrued expenses - 551
Investment commitments, security deposits and other obligations 440 102
Trade and other payables 2 326 2 102

7. Revenue

9 months
for
ended
30 September
2024
(unaudited)
3 months
ended
30 September
2024
(unaudited)
9 months
ended
30 September 30 September
2023
(unaudited)
3 months
ended
2023
(unaudited)
Property management
Project management
Advisory services
Recharge of services
5 183
1 195
9 637
108
1 771
436
2 675
61
10 235
739
4 469
719
6 758
268
(2 878)
426
Total revenue 16 123 4 943 16 162 4 574
- including from related entities 16 056 4 917 16 128 8 389

8. Operating expenses

9 months
ended
30 September
2024
(unaudited)
3 months
ended
30 September
2024
(unaudited)
9 months
ended
30 September 30 September
2023
(unaudited)
3 months
ended
2023
(unaudited)
Depreciation and amortisation (228) (83) (94) (41)
Materials and consumables used (745) (242) (503) (226)
Services (7 428) (2 727) (6 439) (2 034)
Taxes and charges (757) (412) (263) (86)
Wages and salaries (5 632) (2 427) (4 953) (1 679)
Social security and other employee benefits (1 461) (556) (1 036) (294)
Other expenses by nature (563) (121) (621) (299)
Cost of merchandise and materials sold - - (32) (32)
Operating expenses (16 814) (6 568) (13 941) (4 691)

Operating expenses for the nine months ended 30 September 2024 were PLN 16,814 thousand. In most part they included costs of servicing and maintenance of income-generating investment properties owned by the subsidiaries, and costs of advisory services. The Company recovers these amounts by issuing invoices for managing the properties.

9. Finance income and costs

9 months
ended
30 September
2024
3 months
ended
30 September
2024
9 months
ended
30 September
2023
3 months
ended
30 September
2023
(unaudited) (unaudited) (unaudited) (unaudited)
Interest on loans to related entities 58 479 21 140 46 645 16 246
Interest on bank deposits 3 259 375 6 632 2 158
Dividend income 90 90 21 540 21 540
Net exchange differences - - 461 461
Total finance income 61 828 21 605 75 278 40 405
Interest expense on borrowings from
related entities
(13 118) (4 820) (11 452) (4 085)
Interest on bonds (26 617) (8 992) (18 108) (7 631)
Interest paid to state budget (2) - (5) (1)
Net foreign exchange losses (3 500) (1 884) - 8 014
Other finance costs (704) (224) (521) (201)
Interest – other (137) (46) (18) (18)
Total finance costs (44 078) (15 966) (30 104) (3 922)

Foreign exchange gains and losses are mainly attributable to the effect of measurement of liabilities, receivables under loans, and liabilities under bonds denominated in EUR as at the reporting date. For more information on finance income and costs from related-party transactions, see Note 10.3 to the quarterly financial information of MLP Group S.A.

10. Related-party transactions

10. 1 Trade and other receivables and payables

The balances of trade and other receivables and payables under related-party transactions as at 30 September 2024* were as follows:

* Unaudited.

Trade
and other
receivables
Trade
and other
payables1)
Parent
The Israel Land Development Company Ltd.
13 -
Other related parties
MLP Pruszków I Sp. z o.o.
294 -
MLP Pruszków II Sp. z o.o. 84 -
MLP Pruszków III Sp. z o.o. 154 -
MLP Pruszków IV Sp. z o.o. 93 -
MLP Pruszków V Sp. z o.o. 1 -
MLP Poznań Sp. z o.o. 58 -
MLP Poznań II Sp. z o.o. 29 -
MLP Lublin Sp. z o.o. 247 -
MLP Teresin Sp. z o.o. 28 -
Feniks Obrót Sp. z o.o. 22 -
MLP Wrocław Sp. z o.o. 268 -
MLP Czeladź Sp. z o.o. 7 -
MLP Gliwice Sp. z o.o. 227 -
MLP Property Sp. z o.o. - -
MLP Business Park Poznań Sp. z o.o. 33 -
MLP Poznań West II Sp. z o.o. 3 -
MLP Wrocław West Sp. z o.o. 3 -
MLP Łódź II Sp. z o.o. 51 -
MLP Zgorzelec Sp. z o.o. (formerly Poznań East Sp. z o.o.) 12 1
MLP Pruszków VI Sp. z o.o. 52 -
MLP Gorzów Sp. z o.o. 1 -
MLP Łódź III Sp. z o.o. 18 -
MLP Bieruń West Sp. z o.o. 9 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - 198
MLP Bucharest West SRL 823 -
MLP Germany Management GmbH 56 -
2 598 200
Total 2 611 200

1) Trade and other payables do not include the remuneration of key management personnel and sharebased payments, which are disclosed in Note 11.

The balances trade and other payables and receivables from related-party transactions as at 31 December 2023 were as follows:

Trade and other
receivables
Trade and other
payables1)
Parent
The Israel Land Development Company Ltd. 23 -
Other related parties
MLP Pruszków I Sp. z o.o. 291 -
MLP Pruszków II Sp. z o.o. 85 -
MLP Pruszków III Sp. z o.o. 160 -
MLP Pruszków IV Sp. z o.o. 74 -
MLP Pruszków V Sp. z o.o. 93 -
MLP Poznań Sp. z o.o. 39 -
MLP Poznań II Sp. z o.o. 36 -
MLP Lublin Sp. z o.o. 343 -
MLP Teresin Sp. z o.o. 168 -
Feniks Obrót Sp. z o.o. 35 -
MLP Wrocław Sp. z o.o. 323 -
MLP Czeladź Sp. z o.o. 61 -
MLP Gliwice Sp. z o.o. 312 -
MLP Property Sp. z o.o. 4 -
MLP Business Park Poznań Sp. z o.o. 103 -
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA 4 -
MLP Bieruń Sp. z o.o. 4 -
MLP Bieruń I Sp. z o.o. 4 -
MLP Sp. z o.o. 4 -
MLP FIN Sp. z o.o. 4 -
LOKAFOP 201 Sp. z o.o. 4 -
MLP Business Park Berlin I LP Sp. z o.o. 2 -
MLP Spółka z ograniczoną odpowiedzialnością SKA 4 -
MLP Poznań West II Sp. z o.o. 185 -
MLP Bucharest West Sp. z o.o. 4 -
MLP Dortmund LP Sp. z o.o. 4 -
MLP Dortmund GP Sp. z o.o. 4 -
MLP Teresin II Sp. z o.o. - 1
MLP Wrocław West Sp. z o.o. 35 -
MLP Łódź II Sp. z o.o. 93 -
MLP Zgorzelec Sp. z o.o. (formerly MLP Poznań East Sp. z o.o.) 36 1
MLP Pruszków VI Sp. z o.o. 23 -
MLP Schwalmtal GP Sp. z o.o. 4 -
MLP Wrocław West I Sp. z o.o. 4 -
MLP Gorzów Sp. z o.o. 28 -
MLP Idstein GP Sp. z o.o. 4 -
MLP Idstein LP Sp. z o.o. 4 -
MLP BUSINESS PARK TREBUR LP Sp. z o.o. 4 -
MLP Poznań West III Sp. z o.o. 26 1
Total 3 450 206
3 427 206
Fenix Polska Sp. z o.o. - 1
MLP Germany Management GmbH 10 -
MLP Bucharest West SRL 557 201
MLP FIN Sp. z o.o. Spółka komandytowa 203 -
MLP Bieruń West Sp. z o.o. 16 -
Feniks PV Sp. z o.o. 1 -
MLP Łódź III Sp. z o.o. 25 1

10. 2 Loans and borrowings

Below are presented the balances of loans to and borrowings from related parties as at 30 September 2024*.

* Unaudited.

Loans Borrowings
Other related parties
MLP Pruszków I Sp. z o.o. - 183 467
MLP Pruszków II Sp. z o.o. 32 711 -
MLP Pruszków III Sp. z o.o. - 29 180
MLP Pruszków IV Sp. z o.o. 7 545 23 695
MLP Pruszków V Sp. z o.o. 48 305 -
MLP Poznań Sp. z o.o. 20 678 -
MLP Poznań II Sp. z o.o. - 22 091
MLP Lublin Sp. z o.o. - 6 483
MLP Teresin Sp. z o.o. - -
Feniks Obrót Sp. z o.o. (MLP Energy Sp. z o.o.) - 17 180
MLP Wrocław Sp. z o.o. 9 862 -
MLP Czeladź Sp. z o.o. 42 560 -
MLP Gliwice Sp. z o.o. 25 511 2 161
MLP Property Sp. z.o.o. 3 1 379
MLP Business Park Poznań Sp. z o.o. 50 176 -
MLP Temp Sp. z o.o. - 17 050
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - 13 938
MLP Bieruń Sp. z o.o. - 757
MLP Bieruń I Sp. z o.o. 2 136 19
MLP Sp. z o.o. 28 -
MLP FIN Sp. z o.o. 135 -
LOKAFOP 201 Sp. z o.o. 28 -
MLP Business Park Berlin I LP Sp. z o.o. - 134
MLP Spółka z ograniczoną odpowiedzialnością SKA - 90
MLP Poznań West II Sp. z o.o. 66 713 -
MLP Bucharest West Sp. z o.o. 23 015 -
MLP Dortmund LP Sp. z o.o. 63 404
MLP Dortmund GP Sp. z o.o. 37 41
MLP Teresin II Sp. z o.o. - 510
MLP Wrocław West Sp. z o.o. 81 551 -
MLP Łódź II Sp. z o.o. 83 930 -
MLP Zgorzelec Sp. z o.o. (formerly MLP Poznań East Sp. z o.o.) 79 063 -
MLP Pruszków VI Sp. z o.o. 95 821 -
1 370 099 343 146
Fenix Polska Sp. z o.o. 6 408 -
MLP FIN Sp. z o.o. Spółka Komandytowa 108 -
MLP Idstein Sp. z o.o. & Co. KG 38 897 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG 90 799 -
MLP Business Park Wien GmbH 194 179 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG 28 025 -
MLP Schwalmtal Sp. z o.o. & Co. KG 6 260 -
MLP Germany Management GmbH 24 355 -
MLP Bucharest West SRL 58 010 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - 24 496
MLP Bieruń West Sp. z o.o. 34 594 -
Feniks PV Sp. z o.o. 10 -
MLP Łódź III Sp. z o.o. 75 794 -
MLP BUSINESS PARK TREBUR Sp. z o.o. & Co. KG 54 694 -
MLP Poznań West III Sp. z o.o. 18 071 -
MLP BUSINESS PARK TREBUR LP Sp. z o.o. 14 -
MLP BUSINESS PARK TREBUR GP Sp. z o.o. 2 5
MLP Idstein LP Sp. z o.o. 50 -
MLP Idstein GP Sp. z o.o. - 20
MLP Gorzów Sp. z o.o. 69 292 -
MLP Gelsenkirchen LP Sp. z o.o. 35 -
MLP Gelsenkirchen GP Sp. z o.o. 30 10
MLP Wrocław West I Sp. z o.o. 376 -
69 36
MLP Schwalmtal GP Sp. z o.o.
MLP Schwalmtal LP Sp. z o.o. 50 -
MLP Business Park Berlin I GP Sp. z o.o. 106 -

Below are presented the balances of loans to and borrowings from related parties as at 31 December 2023.

Loans Borrowings
Other related parties
MLP Pruszków I Sp. z o.o. - 167 495
MLP Pruszków II Sp. z o.o. 31 805 -
MLP Pruszków III Sp. z o.o. - 24 062
MLP Pruszków IV Sp. z o.o. 5 815 22 806
MLP Pruszków V Sp. z o.o. 75 353 -
MLP Poznań Sp. z o.o. 4 119 -
MLP Poznań II Sp. z o.o. 196 -
Feniks Obrót Sp. z o.o. (MLP Energy Sp. z o.o.) 12 738
MLP Wrocław Sp. z o.o. 9 584 -
MLP Czeladź Sp. z o.o. 41 272 -
MLP Gliwice Sp. z o.o. 22 989 -
MLP Property Sp. z.o.o. - 1 237
MLP Business Park Poznań Sp. z o.o. 46 320 -
MLP Temp Sp. z o.o. - 16 446
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - 13 312
MLP Bieruń Sp. z o.o. - 168
MLP Bieruń I Sp. z o.o. 33 778 -
MLP Sp. z o.o. 21 -
MLP FIN Sp. z o.o. 118 -
LOKAFOP 201 Sp. z o.o. 21 -
MLP Business Park Berlin I LP Sp. z o.o. - 112
MLP Poznań West II Sp. z o.o. 65 092 -
MLP Bucharest West Sp. z o.o. 22 450 -
MLP Dortmund LP Sp. z o.o. 99 368
MLP Dortmund GP Sp. z o.o. 74 -
MLP Teresin II Sp. z o.o. - 391
MLP Wrocław West Sp. z o.o. 80 652 -
MLP Łódź II Sp. z o.o. 88 077 -
MLP Zgorzelec Sp. z o.o. (formerly MLP Poznań East Sp. z o.o.) 17 111 -
MLP Pruszków VI Sp. z o.o. 82 553 -
MLP Business Park Berlin I GP Sp. z o.o. 107 -
MLP Schwalmtal LP Sp. z o.o. 57 -
MLP Schwalmtal GP Sp. z o.o. 61 -
MLP Wrocław West I Sp. z o.o. 348 -
MLP Gelsenkirchen GP Sp. z o.o. 48 -
MLP Gelsenkirchen LP Sp. z o.o. 48 -
MLP Gorzów Sp. z o.o. 47 191 -
MLP Idstein LP Sp. z o.o. 62 -
MLP BUSINESS PARK TREBUR GP Sp. z o.o. 17 -
MLP BUSINESS PARK TREBUR LP Sp. z o.o. 17 -
MLP Poznań West III Sp. z o.o. 19 957 -

MLP Group S.A. Group Consolidated quarterly report for the nine months ended 30 September 2024 Quarterly financial information of MLP Group S.A. (all data in PLN thousand, unless stated otherwise)

Total 1 085 352 270 649
Fenix Polska Sp. z o.o. 6 307 -
MLP FIN Sp. z o.o. Spółka Komandytowa 103 -
MLP Trebur Sp. z o.o. & Co. KG 55 009 -
MLP Idstein Sp. z o.o. & Co. KG 35 387 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG 74 758 -
MLP Business Park Wien GmbH 87 726 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG 27 445 -
MLP Schwalmtal Sp. z o.o. & Co. KG 5 545 -
MLP Germany Management GmbH 19 082 -
MLP Bucharest West SRL 48 574 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - 11 514
MLP Łódź III Sp. z o.o. 30 004 -

10. 3 Income and expenses

Below are presented income and expenses under related-party transactions for the nine months ended 30 September 2024*:

* Unaudited.

Other finance
Sale of services Interest income income
Other related parties
MLP Pruszków I Sp. z o.o. 2 178 - -
MLP Pruszków II Sp. z o.o. 605 1 388 -
MLP Pruszków III Sp. z o.o. 1 127 - -
MLP Pruszków IV Sp. z o.o. 439 282 -
MLP Pruszków V Sp. z o.o. 1 482 4 282 90
MLP Poznań Sp. z o.o. 875 599 -
MLP Poznań II Sp. z o.o. 215 3 -
MLP Lublin Sp. z o.o. 833 - -
MLP Teresin Sp. z o.o. 128 - -
Feniks Obrót Sp. z o.o. 203 - -
MLP Wrocław Sp. z o.o. 871 407 -
MLP Czeladź Sp. z o.o. 331 1 856 -
MLP Gliwice Sp. z o.o. 747 1 057 -
MLP Property Sp. z.o.o. 1 - -
MLP Business Park Poznań Sp. z o.o. 243 2 269 -
MLP Bieruń I Sp. z o.o. - 1 448 -
MLP Sp. z o.o. - 1 -
MLP FIN Sp. z o.o. - 6 -
LOKAFOP 201 Sp. z o.o. - 1 -
MLP Business Park Berlin I LP Sp. z o.o. - - -
MLP Spółka z ograniczoną odpowiedzialnością SKA - - -
MLP Poznań West II Sp. z o.o. 1 142 2 526 -
MLP Bucharest West Sp. z o.o. - 996 -
MLP Dortmund LP Sp. z o.o. - 4 -
MLP Dortmund GP Sp. z o.o. - 3 -
MLP Teresin II Sp. z o.o. - - -
MLP Wrocław West Sp. z o.o. 157 4 126 -
MLP Łódź II Sp. z o.o. 406 4 204 -
MLP Zgorzelec Sp. z o.o. (formerly MLP Poznań East Sp. z o 15 .o.) 5 1 789 -
MLP Pruszków VI Sp. z o.o. 196 4 655 -
MLP Business Park Berlin I GP Sp. z o.o. - 6 -
MLP Schwalmtal LP Sp. z o.o. - 3 -
MLP Schwalmtal GP Sp. z o.o. - 4 -
MLP Wrocław West I Sp. z o.o. - 23 -
MLP Gelsenkirchen GP Sp. z o.o. - 2 -
MLP Gelsenkirchen LP Sp. z o.o. - 2 -
MLP Gorzów Sp. z o.o. 61 3 245 -
Total income 16 056 58 479 90
16 084 58 479 90
Fenix Polska Sp. z o.o. - 200 -
MLP FIN Sp. z o.o. Spółka Komandytowa - 5 -
MLP Idstein Sp. z o.o.&Co.KG - 1 622 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG - 3 612 -
MLP Business Park Wien GmbH 3 176 5 765 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG - 1 020 -
MLP Schwalmtal Sp. z o.o. & Co. KG - 226 -
MLP Germany Management GmbH 50 979 -
MLP Bucharest West SRL 276 2 589 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - 2 495 -
MLP Bieruń West 42 884 -
MLP Łódź III sp. z o.o. 110 2 720 -
MLP Poznań West III Sp. z o.o. 35 1 170 -
MLP BUSINESS PARK TREBUR LP Sp. z o.o. - 1 -
MLP BUSINESS PARK TREBUR GP Sp. z o.o. - 1 -
MLP Idstein LP Sp. z o.o. - 3 -
Purchase of
services
and cost of
wages and
salaries
Interest expense
MLP FIN Sp.z o.o. Sp.k. - (5)
FENIX Polska Sp. z o.o. - (200)
- (205)
Other related parties
MLP Pruszków I Sp. z o.o. - (7 015)
MLP Pruszków III Sp. z o.o. - (1 174)
MLP Pruszków IV Sp. z o.o. - (1 128)
MLP Poznań II Sp. z o.o. - (757)
MLP Lublin Sp. z o.o. - (64)
Feniks Obrót Sp. z o.o. - (850)
MLP Gliwice Sp. z o.o. - (21)
MLP Property Sp. z.o.o. - (74)
MLP Temp Sp. z o.o. - (612)
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - (564)
MLP Bieruń Sp. z o.o. - (39)
MLP Business Park Berlin I LP Sp. z o.o. - (7)
MLP Spółka z ograniczoną odpowiedzialnością SKA - (5)
MLP Dortmund LP Sp. z o.o. - (17)
MLP Dortmund GP Sp. z o.o. - (1)
MLP Teresin II Sp. z o.o. - (30)
MLP Schwalmtal GP Sp. z o.o. - (1)
MLP Idstein GP Sp. z o.o - (1)
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - (758)

-

(13 118)

Purchase of
services
and cost of
wages and
Interest expense
Key management personnel
Michael Shapiro
Radosław T. Krochta (254)
(357)
-
-
Tomasz Zabost (20) -
Monika Dobosz (254) -
Agnieszka Góźdź (254) -
Other key management personnel (225) -
(1 364) -
Total expenses (1 364) (13 118)

Below are presented income and expenses under related-party transactions for the nine months ended 30 September 2023*:

* Unaudited.

Sale of services Interest income Other finance
income
The Israel Land Development Company Ltd.
90
90
-
-
-
-
Other related parties
MLP Pruszków I Sp. z o.o. 2 329 - 5 000
MLP Pruszków II Sp. z o.o. 612 1 433 -
MLP Pruszków III Sp. z o.o. 1 104 - 491
MLP Pruszków IV Sp. z o.o. 669 3 -
MLP Pruszków V Sp. z o.o. 507 1 729 240
MLP Poznań Sp. z o.o. 234 185 -
MLP Poznań II Sp. z o.o. 212 8 -
MLP Lublin Sp. z o.o. 679 - -
MLP Teresin Sp. z o.o. 411 - -
Feniks Obrót Sp. z o.o. 467 - -
MLP Wrocław Sp. z o.o. 798 1 590 -
MLP Czeladź Sp. z o.o. 1 239 2 377 -
MLP Gliwice Sp. z o.o. 782 527 -
MLP Property Sp. z.o.o. - - 5 809
MLP Business Park Poznań Sp. z o.o. 151 2 409 -
MLP Bieruń I Sp. z o.o. - 870 -
MLP Sp. z o.o. - 1 -
MLP FIN Sp. z o.o. - 6 -
LOKAFOP 201 Sp. z o.o. - 1 -
MLP Business Park Berlin I LP Sp. z o.o. 3 - -
MLP Spółka z ograniczoną odpowiedzialnością SKA - - -
MLP Poznań West II Sp. z o.o. 4 152 4 138 10 000
MLP Bucharest West Sp. z o.o. - 966 -
MLP Dortmund LP Sp. z o.o. - 6 -
MLP Dortmund GP Sp. z o.o. - 4 -
MLP Wrocław West Sp. z o.o. 154 4 721 -
MLP Łódź II Sp. z o.o. 344 4 714 -
MLP Zgorzelec Sp. z o.o. (formerly MLP Poznań East Sp. z o .o.)
67
1 067 -
Total income 16 128 46 645 21 540
16 038 46 645 21 540
Fenix Polska Sp. z o.o. - 186 -
MLP FIN Sp. z o.o. Spółka Komandytowa - 6 -
MLP Idstein Sp. z o.o. & Co. KG - 1 420 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG - 2 876 -
MLP Business Park Wien GmbH 1 3 939 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG - 954 -
MLP Schwalmtal Sp. z o.o. & Co. KG 1 481 -
MLP Germany Management GmbH 26 608 -
MLP Bucharest West SRL 167 769 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG 5 673 -
MLP Łódź III Sp. z o.o. 11 248 -
MLP Poznań West III Sp. z o.o. 8 225 -
MLP BUSINESS PARK TREBUR LP Sp. z o.o. - 1 -
MLP BUSINESS PARK TREBUR GP Sp. z o.o. - 1 -
MLP Idstein LP Sp. z o.o. - 4 -
MLP Idstein GP Sp. z o.o. - - -
MLP Gorzów Sp. z o.o. 67 1 156 -
MLP Gelsenkirchen LP Sp. z o.o. - 3 -
MLP Gelsenkirchen GP Sp. z o.o. - 3 -
MLP Wrocław West I Sp. z o.o. 201 12 -
MLP Schwalmtal GP Sp. z o.o. - 4 -
MLP Schwalmtal LP Sp. z o.o. - 3 -
MLP Business Park Berlin I GP Sp. z o.o. - 7 -
MLP Pruszków VI Sp. z o.o. 637 6 311 -

Purchase of
services
and cost of
wages and
salaries
Interest expense
Other related parties
MLP Pruszków I Sp. z o.o. (36) (6 833)
MLP Pruszków III Sp. z o.o. - (1 085)
MLP Pruszków IV Sp. z o.o. - (1 145)
MLP Poznań II Sp. z o.o. - (36)
MLP Teresin Sp. z o.o. (4) -
Feniks Obrót Sp. z o.o. - (864)
MLP Business Park Poznań Sp. z o.o. (5) -
MLP Temp Sp. z o.o. - (512)
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - (634)
MLP Bieruń Sp. z o.o. - (7)
MLP Business Park Berlin I LP Sp. z o.o. - (8)
MLP Dortmund LP Sp. z o.o. - (15)
MLP Teresin II Sp. z o.o. (671) (27)
MLP Gorzów Sp. z o.o. (9) -
MLP Zgorzelec Sp. z o.o. (5) -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - (286)
(730) (11 452)
Total expenses (4 445) (11 452)
(3 715) -
Other key management personnel (768) -
Agnieszka Góźdź (685) -
Monika Dobosz (439) -
Tomasz Zabost (431) -
Radosław T. Krochta (738) -
Michael Shapiro (654) -
Key management personnel
wages and Interest expense
and cost of
services
Purchase of

11. Variable remuneration and remuneration paid to members of management and supervisory bodies

for 9 months ended 30 September 2024 2023
(unaudited) (unaudited)
Fixed remuneration of the Management Board:
Radosław T. Krochta 100 91
Michael Shapiro 100 339
Tomasz Zabost* 20 76
Monika Dobosz 100 90
Agnieszka Góźdź 100 370
420 966
Provision for variable remuneration of the Management Board * For the period of his service on the Management Board: from 1 January to 29 February 2024.
Radosław T. Krochta - 647
Michael Shapiro - 315
Tomasz Zabost - 355
Monika Dobosz - 349
Agnieszka Góźdź - 315
- 1 981
Variable remuneration paid to the Management Board
Radosław T. Krochta 257 740
Michael Shapiro 154 -
Tomasz Zabost - 406
Monika Dobosz 154 399
Agnieszka Góźdź 154 360
719 1 905
Remuneration of the Supervisory Board:
Remuneration and other benefits
Maciej Matusiak 50 45
Eytan Levy 50 45
Shimshon Marfogel 50 45
Guy Shapira 50 45
Piotr Chajderowski 50 45
Oded Setter 50 45
300 270
Total remuneration paid to members of management and 1 439 3 141
supervisory bodies
Other key management personnel:
Remuneration and other benefits 225 768
225 768
Total
remuneration
paid
to
members
of
management
and
supervisory bodies and key management personnel 1 664 3 909

Apart from the transactions described in the note above in the Quarterly financial information of MLP Group S.A., members of the Management Board, the Supervisory Board and the other management personnel did not receive any other benefits from the Company.

12. Employees

as at 30 September 2024
(unaudited)
2023
(unaudited)
Number of employees 38 27

Signed by the Management Board and the person responsible for keeping the accounting books with qualified digital signatures

Radosław T. Krochta President of the Management

Michael Shapiro Vice President of the Management

Monika Dobosz Member of the Management Board

Agnieszka Góźdź Member of the Management Board

Nina Warzycka Signature of the person responsible

for keeping books of account.

Pruszków, 15 November 2024

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