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The Israel Land Development Company Ltd.

Quarterly Report Nov 19, 2023

6886_rns_2023-11-19_aa5c089c-58e9-4531-928b-f17cfc7e79cc.pdf

Quarterly Report

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QUARTERLY REPORT MLP GROUP S.A. GROUP CONSOLIDATED

FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2023

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:

I. Selected financial data of the MLP Group S.A. Group 5
II. Condensed
consolidated
financial
nine
months ended 30 September 2023
statements
of
the
MLP
Group
S.A.
Group
for
the
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 10
Condensed consolidated statement of cash flows 11
Condensed consolidated statement of changes in equity 12
Notes to the condensed consolidated financial statements 13
1.
General information
13
1.1
The Parent
13
1.2
The Group
13
1.3
Changes in the Group
15
1.4
Shareholding structure of the Parent
16
1.4. 1
Company
Shareholders holding, directly or through subsidiaries, 5% or more of total voting rights in the 16
1.4. 2
bodies
Shares and rights to shares of the Parent held by members of management and supervisory 16
2. Basis of accounting used in preparing the condensed consolidated financial statements 17
2.1
Statement of compliance
17
2.2
Status of standards approval in the European Union
17
2.2. 1
at the reporting date
Standards and interpretations approved by the European Union which were not yet effective as 17
2.3 Basis of accounting used in preparing the condensed consolidated financial statements 17
2.4
translate financial data
Functional currency and presentation currency of the financial statements; rules applied to 17
2.4. 1
Functional currency and presentation currency
17
2.4. 2
Rules applied to translate financial data
18
2.5
Use of estimates and judgements
18
3.
Segment reporting
18
4.
Revenue
21
5.
Other income
21
6.
Other expenses
22
7.
Operating expenses
22
8.
Finance income and costs
23
9.
Income tax
24
10.
Property, plant and equipment
26
11.
Investment property
28
11.1
Fair value of the Group's investment property
29
12.
Deferred tax
31
13.
Investments and other investments
33
13.1
Change in financial assets attributable to financing and other activities
33
14.
Other non-current assets
33
15.
Trade and other receivables
34
16.
Cash and cash equivalents
35
17.
Notes to the condensed consolidated statement of cash flows
36
17.1
Cash flows from borrowings
36
17.2
Change in receivables
37
17.3
Change in current and other liabilities
37
18.
Equity
37
18.1
Share capital
37
19.
Earnings and dividend per share
38
20.
Liabilities under borrowings and other debt instruments, and other liabilities
38
20.1
Non-current liabilities
38
20.2
Current liabilities
39
20.3
Change in financial liabilities attributable to financing and other activities
39
41
20.4
Liabilities under bonds
20.5
Borrowings secured and not secured with the Group's assets
42
21.
Employee benefit obligations
44
22.
Trade and other payables
44
45
23.
Financial instruments
23.1
Measurement of financial instruments
45
23.1. 1
Financial assets
45
23.1. 2
Financial liabilities
47
23.2
Other disclosures relating to financial instruments
47
24.
Contingent liabilities and security instruments
48
25.
Related-party transactions
52
25.1
Trade and other receivables and payables
52
25.2
Loans and non-bank borrowings
52
25.3
Income and expenses
53
26.
Significant litigation and disputes
54
27.
Significant events during and subsequent to the reporting period
55
28.
Variable remuneration and remuneration paid to members of management and supervisory bodies
56
29.
Employees
57
30.
Information on the auditor
57
1.
Issue, redemption, cancellation and repayment of non-equity and equity securities
58
2.
Management Board's position on published forecasts
58
3.
Material achievements or failures in the three months ended 30 September 2023
58
4.
Seasonality and cyclicality
58
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
58
6.
Factors which in the Management Board's opinion will affect the Group's performance in the next quarter
or in a longer term
65
IV.
Quarterly financial information of MLP Group S.A., with notes
66
Condensed separate statement of profit or loss and other comprehensive income 66
Condensed separate statement of financial position 67
Condensed separate statement of cash flows 68
Condensed separate statement of changes in equity 69
Notes to the condensed financial statements of MLP Group S.A. 70
1.
Non-current financial assets in related entities
70
1.1
Shares
70
2.
Long-term investments
72
3.
Trade and other receivables
72
4.
Cash and cash equivalents
72
5.
Borrowings, other debt instruments and other liabilities
73
5.1
Non-current liabilities
73
5.2
Current liabilities
73
6.
Employee benefit obligations
7.
Trade and other payables
73
73
8.
Revenue
74
9.
Operating expenses
74
10.
Finance income and costs
75
11.
Related-party transactions
75
11.1
Trade and other receivables and payables
75
11.2
Loans and non-bank borrowings
78
11.3
Income and expenses
80
12.
Variable remuneration and remuneration paid to members of management and supervisory
bodies
84
13.
Employees
86

MLP Group S.A. Group Consolidated quarterly report for the nine months ended 30 September 2023 (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
2023
31 December
2022
30 September
2022
Average mid exchange rate during the reporting period* 4,5756 4,6883 4,6880
Mid exchange rate on the last day of the reporting period 4,6356 4,6899 4,8698

* Arithmetic mean of the mid exchange rates effective as at 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 2023 31 December 2022
PLN thousand
(unaudited)
EUR thousand
(unaudited)
PLN thousand EUR thousand
Non-current assets 4 752 434 1 025 204 4 575 262 975 557
Current assets 560 026 120 810 414 876 88 462
Total assets 5 312 460 1 146 014 4 990 138 1 064 019
Non-current liabilities 2 438 417 526 021 2 219 946 473 347
Current liabilities 364 661 78 665 272 241 58 048
Equity, including: 2 509 382 541 328 2 497 951 532 624
Share capital 5 999 1 294 5 999 1 279
Total equity and liabilities 5 312 460 1 146 014 4 990 138 1 064 019
Number of shares 23 994 982 23 994 982 23 994 982 23 994 982
Book value per share and diluted book value per
share attributable to owners of the parent (PLN)
104,58 22,56 104,10 22,20

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 2023 2022
PLN thousand EUR thousand PLN thousand EUR thousand
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue 268 406 58 660 196 803 41 980
Other income 1 594 348 1 343 286
Gain/(loss) on revaluation of investment
property
(64 177) (14 026) 649 098 138 459
Operating expenses (132 354) (28 926) (95 885) (20 453)
Operating profit/(loss) 71 418 15 608 750 060 159 996
Profit/(loss) before tax 35 029 7 656 654 753 139 666
Net profit/(loss) 26 277 5 743 526 122 112 227
Total comprehensive income 11 467 2 506 603 104 128 648
Net profit/ (loss) attributable to owners of the
parent
26 277 5 743 526 122 112 227
Earnings per share and diluted earnings per
share attributable to owners of the parent (PLN)
1,10 0,24 24,62 5,25

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.

for 9 months ended 30 September 2023 2022
PLN thousand
(unaudited)
EUR thousand
(unaudited)
PLN thousand
(unaudited)
EUR thousand
(unaudited)
Net cash from operating activities 111 369 24 340 93 475 19 939
Cash from investing activities (283 413) (61 940) (352 901) (75 278)
Cash from financing activities 317 377 69 363 208 292 44 431
Total cash flows, net of exchange differences 145 333 31 763 (51 134) (10 908)
Total cash flows 148 618 32 481 (45 717) (9 752)

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

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 2023 31 December 2022
PLN thousand EUR thousand PLN thousand EUR thousand
(unaudited) (unaudited)
Cash at beginning of period 315 200 67 208 177 234 38 534
Cash at end of period 463 818 100 056 315 200 67 208

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

  • Item 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
  • Item 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 2023 prepared in accordance with EU IFRS

II. Condensed consolidated financial statements

Authorisation of the condensed consolidated financial statements for issue

On 16 November 2023, the Management Board of the Parent, i.e., MLP Group S.A., authorised for issue the condensed consolidated financial statements (the "consolidated financial statements") of the MLP Group S.A. Group (the "Group") for the period from 1 January to 30 September 2023.

The condensed consolidated financial statements for the period from 1 January to 30 September 2023 have been prepared in accordance with International Financial Reporting Standards as endorsed by the European Union ("EU IFRS"). 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 2023, showing a net profit of PLN 26,277 thousand
    1. Condensed consolidated statement of financial position as at 30 September 2023, showing total assets and total equity and liabilities of PLN 5,312,460 thousand
    1. Condensed consolidated statement of cash flows for the period from 1 January to 30 September 2023, showing a net increase in cash of PLN 148,618 thousand
    1. Condensed consolidated statement of changes in equity for the period from 1 January to 30 September 2023, showing an increase in consolidated equity of PLN 11,431 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 September
3 months
ended
30 September
9 months
ended
30 September 30 September
3 months
ended
Note 2023
(unaudited)
2023
(unaudited)
2022
(unaudited)
2022
(unaudited)
Revenue 4 268 406 82 709 196 803 73 556
Other income 5 1 594 697 1 343 659
Gain/(loss) on revaluation of investment
property 11 (64 177) 163 570 649 098 131 290
Operating expenses 7 (132 354) (42 444) (95 885) (32 256)
Other expenses 6 (2 051) (2 217) (1 299) (361)
Operating profit/(loss) 71 418 202 315 750 060 172 888
Finance income 8 21 076 (41 215) 511 183
Finance costs 8 (57 465) (23 564) (95 818) (57 358)
Net finance income/(costs) (36 389) (64 779) (95 307) (57 175)
Profit/(loss) before tax 35 029 137 536 654 753 115 713
Income tax 9 (8 752) (28 519) (128 631) (23 504)
Net profit/(loss) from continuing operations 26 277 109 017 526 122 92 209
Net profit/(loss) 26 277 109 017 526 122 92 209
Net profit/(loss) attributable to:
Owners of the parent 26 277 109 017 526 122 92 209
Other comprehensive income that will be
reclassified to profit or loss
Exchange differences on translation of (2 652) 6 725 11 530 8 239
foreign operations
Effective portion of changes in fair value of
cash flow hedges
(15 010) (809) 80 809 35 748
Other comprehensive income that will be
reclassified to profit or loss, before tax (17 662) 5 916 92 339 43 987
Other comprehensive income, gross (17 662) 5 916 92 339 43 987
Income tax on other comprehensive income 2 852 154 (15 357) (6 792)
that will be reclassified to profit or loss
Other comprehensive income, net (14 810) 17 902 76 982 125 169
Total comprehensive income 11 467 126 919 603 104 217 378
Comprehensive income attributable to:
Owners of the parent
11 467 126 919 603 104 217 378
Earnings per share 19
Earnings per ordinary share:
-
Basic earnings per share from
1,10 4,54 24,62 4,31
continuing operations
-
Earnings per ordinary share
1,10 4,54 24,62 4,31
Diluted earnings per ordinary share:
-
Diluted earnings per share from
1,10 4,54 24,62 4,31
continuing operations
-
Diluted earnings per ordinary share
1,10 4,54 24,62 4,31

Condensed consolidated statement of financial position

as at
Note
30 September
2023
(unaudited)
31 December
2022
Non-current assets
Property, plant and equipment 10 22 444 9 906
Intangible assets 78 59
Investment property 11 4 601 724 4 432 975
Other long-term financial investments 13 120 469 127 873
Other non-current assets 14 709 882
Deferred tax assets 12 7 010 3 567
Total non-current assets 4 752 434 4 575 262
Current assets
Inventories 504 -
Short-term investments 13 739 -
Income tax receivable 15 2 108 808
Trade and other receivables 15 83 225 91 810
Other short-term investments 13 9 632 7 058
Cash and cash equivalents 16 463 818 315 200
Total current assets 560 026 414 876
TOTAL ASSETS 5 312 460 4 990 138
Equity 18
Share capital 5 999 5 999
Share premium 485 312 485 348
Cash flow hedge reserve 49 900 62 058
Translation reserve 1 044 3 696
Retained earnings, including: 1 967 127 1 940 850
Capital reserve 83 542 83 680
Statutory reserve funds 168 129 168 129
Profit/ (loss) brought forward 1 689 179 1 266 651
Net profit/(loss) 26 277 422 390
Equity attributable to owners of the parent 2 509 382 2 497 951
Total equity 2 509 382 2 497 951
Non-current liabilities
Borrowings and other debt instruments 20.1 1 981 597 1 764 320
Deferred tax liability 12 395 180 400 567
Other non-current liabilities 20.1 61 640 55 059
Total non-current liabilities 2 438 417 2 219 946
Current liabilities
Borrowings and other debt instruments 20.2 222 640 92 165
Other current liabilities 20.2 85 -
Employee benefit obligations 21 2 367 2 071
Income tax payable 22 7 692 10 014
Trade and other payables 22 131 877 167 991
Current liabilities other than held for sale 364 661 272 241
Total current liabilities 364 661 272 241
Total liabilities 2 803 078 2 492 187
TOTAL EQUITY AND LIABILITIES 5 312 460 4 990 138

Condensed consolidated statement of cash flows

for 9 months ended 30 September Note 2023
(unaudited)
2022
(unaudited)
Cash flows from operating activities
Profit/(loss) before tax 35 029 654 753
Total adjustments 94 692 (558 054)
Depreciation and amortisation 479 293
Change in fair value of investment property 64 177 (649 098)
Net interest 49 696 26 639
Exchange differences (18 845) 57 603
Gain/loss on sale of property, plant and equipment 44 -
Other 173 (345)
Change in receivables 17.2 8 081 (12 650)
Change in current and other liabilities 17.3 (9 113) 19 504
Cash from operating activities 129 721 96 699
Income tax paid (18 352) (3 224)
Net cash from operating activities 111 369 93 475
Cash flows from investing activities
Interest received 2 023 1 957
Repayment of loans 17.1 - 2 818
Purchase of investment property, property, plant and equipment and
intangible assets (276 473) (421 502)
Proceeds from disposal of other investments in financial assets - 70 834
Other cash provided by (used in) investing activities (8 963) (7 008)
Cash from investing activities (283 413) (352 901)
Cash flows from financing activities
Increase in borrowings 17.1 538 676 331 731
Repayment of bank and non-bank borrowings, including
refinanced bank borrowings 17.1 (251 076) (28 512)
Cost of new share issue (36) -
Redemption of bonds (54 708) (94 118)
Issue of debt securities 130 445 28 547
Interest paid (45 842) (29 356)
Lease payments (82) -
Cash from financing activities 317 377 208 292
Total cash flows, net of exchange differences 145 333 (51 134)
Effect of exchange differences on cash and cash equivalents 3 285 5 417
Total cash flows 148 618 (45 717)
Cash and cash equivalents at beginning of period 16 315 200 177 234
Cash and cash equivalents at end of period 16 463 818 131 517

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
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
As at 1 January 2023
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
period ended 30 September
2023*
- - (12 158) (2 652) 26 277 - - - 26 277 11 467 11 467
Increase in equity due to share
issue
- (36) - - - - - - - (36) (36)
Net profit distribution - - - - - (138) - 422 528 (422 390) - -
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
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 2022 5 344 304 025 (4 034) 726 1 518 460 83 680 154 575 799 735 480 470 1 824 521 1 824 521
Comprehensive income:
Net profit/(loss)* - - - - 526 122 - - - 526 122 526 122 526 122
Total other comprehensive income* - - 65 452 11 530 - - - - 76 982 76 982
Comprehensive income for
the
nine months ended 30 - - 65 452 11 530 526 122 - - - 526 122 603 104 603 104
September
2022*
Net profit distribution - - - - - - 13 553 (13 553) - - -
Changes in equity* - - 65 452 11 530 526 122 - 13 553 (13 553) 526 122 603 104 603 104
As at 30 September 2022* 5 344 304 025 61 418 12 256 2 044 582 83 680 168 128 786 182 1 006 592 2 427 625 2 427 625

* Unaudited.

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:

-

-

Supervisory Board:

-

-

-

  • Radosław T. Krochta President of the Management Board
  • Michael Shapiro Vice President of the Management Board
  • Tomasz Zabost Member of the Management Board
  • Monika Dobosz Member of the Management Board
  • Agnieszka Góźdź Member of the Management 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 57 subsidiaries.

The majority shareholder in 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 2023, the 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 2023 2022 2023 2022
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 S.K.A.
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. Poland 100% 100% 100% 100%
LOKAFOP 201 Spółka z 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%
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%
registration
Entity
Parent's direct and indirect
interest in
share capital
Parent's direct and indirect
interest in
voting rights
30 September
2023
31 December
2022
30 September
2023
31 December
2022
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%
1)
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%
2)
MLP Poznań West III Sp. z o.o.
Poland 100% 100% 100% 100%
3)
MLP Łódź III Sp. z o.o.
Poland 100% 0% 100% 0%
4)
Feniks PV Sp. z o.o.
Poland 100% 0% 100% 0%
5)
MLP Bieruń West Sp. z o.o.
Poland 100% 0% 100% 0%

1. 3 Changes in the Group

1) On 16 January 2023, the change of the name of MLP Poznań East sp. z o.o. to MLP Zgorzelec Sp. z o.o. was registered.

2) MLP Poznań West III Sp. z o.o. was incorporated pursuant to a notarial deed of 14 December 2022. 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 4 January 2023.

3) On 23 May 2023, MLP Łódź III Sp. z o.o. was established. 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 5 June 2023.

4) On 20 June 2023, Feniks PV Sp. z o.o. was established. 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 22 August 2023.

5) On 27 September 2023, MLP Bieruń West sp. z o.o. was established. 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 20 October 2023.

These condensed consolidated financial statements for the nine months ended 30 September 2023 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

To the best of the Management Board's knowledge and belief, direct holdings of 5% or more of total voting rights in the Company as at 30 September 2023 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 4 248 915 17,72%
Israel Land Development Company Ltd. 3 016 329 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%
GRACECUP TRADING LIMITED 641 558 2,67%
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 2023, Michael Shapiro, Vice President of the Management Board, held indirectly, through his fully-controlled company MIRO Ltd., a 2.57% interest in MLP Group S.A.'s share capital, and, through a 25% interest in the share capital held by 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.

Eytan Levy indirectly holds a 10.67% interest in MLP Group S.A.'s share capital: Mr. Levy holds a 100% interest in N Towards the Next Millennium Ltd. This company holds a 33.33% (1/3) interest in RRN Holdings Ltd. which in turn holds 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 2023, Shimshon Marfogel, Chairman of the Supervisory Board, held directly, through the Company shares acquired in September 2017, 0.62% of the Company's share capital.

As at 30 September 2023, Oded Setter, a member of the Supervisory Board, held directly, through the Company shares acquired in September 2021, October 2021, January 2022, March 2022 and June 2022, 0.0087% of the Company's share capital.

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 Status of standards approval in the European Union

2. 2. 1 Standards and interpretations approved by the European Union which were not yet effective as at the reporting date

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 full-year consolidated financial statements for 2022.

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

These condensed consolidated 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.

These condensed consolidated financial statements have been prepared in accordance with the accounting policies described in the full-year consolidated financial statements for 2022.

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:

Consolidated statement of financial position:

30 September
2023
31 December
2022
30 September
2022
EUR 4,6356 4,6899 4,8698
USD 4,3697 4,4018 4,9533
RON 0,9320 0,9475 0,9838

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 full-year consolidated financial statements for 2022.

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.

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 2023 and in the reporting period then ended the Group had four geographical segments – Poland, Germany, Romania and Austria.

Operating segments

for 9 months ended 30 September 2023*
Poland Germany Romania Austria Intersegment
eliminations
Total
Revenue
Revenue from external
customers
236 749 27 595 4 069 194 (201) 268 406
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
for 9 months ended 30 September
Poland Germany Romania Austria Intersegment
eliminations
Total
Revenue
Revenue from external
customers
181 973 10 299 4 333 198 - 196 803
Gain/(loss) on revaluation of
investment property
559 941 77 879 8 830 2 448 - 649 098
Segment's total revenue 741 914 88 178 13 163 2 646 - 845 901
Segment's operating profit/(loss) 658 357 78 505 10 944 2 210 - 750 016
Segment's other
income/(expense)
(15) 86 (4) (23) - 44
Profit/(loss) before tax and
net finance costs
658 342 78 591 10 940 2 187 - 750 060
Net finance income/(costs) (79 580) (7 812) (608) (1) (7 306) (95 307)
Profit/(loss) before tax 578 762 70 779 10 332 2 186 (7 306) 654 753
Income tax (113 019) (13 341) (1 657) (614) - (128 631)
Net profit/(loss) 465 743 57 438 8 675 1 572 (7 306) 526 122

* Unaudited.

as at 30 September 2023*
Poland Germany Romania Austria Intersegment
eliminations
Total
Assets and liabilities
Segment's assets
4 764 586 650 740 108 358 115 288 (326 512) 5 312 460
Total assets 4 764 586 650 740 108 358 115 288 (326 512) 5 312 460
Segment's liabilities 2 427 585 505 456 94 591 97 423 (321 977) 2 803 078
Equity 2 337 001 145 284 13 767 17 865 (4 535) 2 509 382
Total equity and liabilities 4 764 586 650 740 108 358 115 288 (326 512) 5 312 460
Expenditure on property 208 678 4 634 20 187 9 452 - 242 951
as at 31 December 2022
Poland Germany Romania Austria Intersegment
eliminations
Total
Assets and liabilities
Segment's assets 4 486 777 654 498 84 611 102 594 (338 342) 4 990 138
Total assets 4 486 777 654 498 84 611 102 594 (338 342) 4 990 138
Segment's liabilities 2 178 958 478 970 71 020 90 688 (327 449) 2 492 187
Equity 2 307 819 175 528 13 590 11 907 (10 893) 2 497 951
Total equity and liabilities 4 486 777 654 498 84 610 102 595 (338 342) 4 990 138
Expenditure on property 459 552 96 590 1 531 10 927 - 568 600

* 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

9 months
for
ended
30 September
2023
(unaudited)
3 months
ended
30 September 30 September
2023
(unaudited)
9 months
ended
2022
(unaudited)
3 months
ended
30 September
2022
(unaudited)
Rental income 200 804 67 555 145 560 55 173
Other revenue 67 602 15 154 51 243 18 383
Total revenue 268 406 82 709 196 803 73 556
9 months
ended
30 September
2023
(unaudited)
3 months
ended
30 September 30 September
2023
(unaudited)
9 months
ended
2022
(unaudited)
3 months
ended
30 September
2022
(unaudited)
Recharge of utility costs 65 940 13 950 49 287 17 809
Rental income from residential units 43 15 46 16
Services provided to tenants 1 138 294 1 448 352
Other 481 895 462 206
Other revenue 67 602 15 154 51 243 18 383

In the nine months ended 30 September 2023, revenue was PLN 268,406 thousand, a year-on-year increase of 36%. The increase was due mainly to:

  • delivery of approximately 139 thousand m 2 of new space to tenants;

  • increase in rents.

The like-for-like growth in the first three quarters of 2023 was 10.7%. The income generated from recharging costs of utilities is consistent with the costs of utilities. It went up 26% year on year.

5. Other income

for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September
2023
30 September 30 September
2023
2022 30 September
2022
(unaudited) (unaudited) (unaudited) (unaudited)
Reversal of impairment losses on receivables 9 - - -
Past due liabilities written off 75 - - -
Liquidated damages received 575 118 766 343
Other 711 577 518 286
Gain on disposal of non-financial non
current assets
22 - - -
Reversal of provision for future costs 202 2 59 30
Other income 1 594 697 1 343 659

6. Other expenses

for 9 months
ended
30 September
2023
(unaudited)
3 months
ended
30 September 30 September
2023
(unaudited)
9 months
ended
2022
(unaudited)
3 months
ended
30 September
2022
(unaudited)
Loss on disposal of non-financial non-current asse ts
(4
4)
- (158) -
Costs of donations (27) (16) (19) (10)
Contribution to electricity producers and
traders fund under Act of October 27th 2022
(1 113) (2 209) - -
Costs covered by insurance policies (36) (2) (191) (10)
Other (249) 477 (240) (130)
Investment site acquisition costs (489) (397) (310) (34)
Written-off statute-barred receivables (80) (59) (222) (18)
Damages and contractual penalties (13) (11) (159) (159)
Other expenses (2 051) (2 217) (1 299) (361)

7. Operating expenses

for 9 months
ended
30 September
2023
(unaudited)
3 months
ended
30 September 30 September
2023
(unaudited)
9 months
ended
2022
(unaudited)
3 months
ended
30 September
2022
(unaudited)
Depreciation and amortisation (479) (157) (293) (96)
Materials and consumables used (56 820) (15 554) (37 231) (11 553)
Services (33 001) (9 026) (29 527) (7 884)
Taxes and charges (28 858) (10 598) (22 268) (8 245)
Wages and salaries (9 230) (5 656) (4 178) (3 836)
Social security and other employee benefits (1 717) (532) (1 153) (304)
Other expenses by nature (2 217) (889) (1 235) (338)
Cost of merchandise and materials sold (32) (32) - -
Operating expenses (132 354) (42 444) (95 885) (32 256)

In the three months ended 30 September 2023, operating expenses were PLN 132,354 thousand, up 38% year on year. They grew at a similar rate to revenue, which rose 36% year on year. Operating include mainly: (i) costs of consumables and energy used, (ii) services, (iii) taxes and charges. The costs of consumables and energy used include the cost of utilities that are recharged to tenants. The main components of taxes and charges are property tax and usufruct charges, which are also recharged to tenants. Services include two cost groups: (i) property maintenance services, recharged to tenants, (ii) and services recognised as administrative expenses. expenses

8. Finance income and costs

for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September 30 September 30 September 30 September
2023 2023 2022 2022
(unaudited) (unaudited) (unaudited) (unaudited)
Interest on loans 584 201 399 164
Net interest on hedging instruments - - 17 17
Ineffective portion of remeasurement of
cash flow hedges
1 437 1 221 - -
Interest on bank deposits 6 632 2 158 - -
Net exchange differences 12 419 (44 796) - -
Other interest 1 - 2 1
Interest on receivables 3 1 9 -
Revenue from investment fund units - - 65 2
Other finance income - - 19 (1)
Total finance income 21 076 (41 215) 511 183
for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September 30 September 30 September 30 September
2023 2023 2022 2022
(unaudited) (unaudited) (unaudited) (unaudited)
Interest on borrowings (34 339) (15 837) (16 140) (6 790)
Other interest (316) (247) (806) (182)
Interest paid on swap contracts - - (3 425) (868)
Net exchange differences - - (64 749) (45 946)
Interest on bonds (18 107) (7 631) (7 577) (2 698)
Other finance costs (726) (139) (1 635) (288)
Debt service costs (3 977) 290 (1 486) (586)
Total finance costs (57 465) (23 564) (95 818) (57 358)

Exchange differences are mainly attributable to the effect of measurement of liabilities under EURdenominated borrowings at the end of the reporting period. In the period from 31 December 2022 to 30 September 2023, the Polish currency appreciated by PLN 0.0543, or 1.17%. The appreciation of the złoty against the euro resulted in foreign exchange gains of PLN 12,419 thousand, which had an effect on the Group's net finance income/(costs).

9. Income tax

In accordance with Polish laws, in 2023 and 2022, consolidated entities calculated their corporate income tax liabilities at 9% or 19% of taxable income. The lower tax rate was applicable to small taxpayers.

In 2023 and 2022, the following tax rates were applied by the Group's foreign operations to calculate current income tax liabilities: in Germany: 15.825%, in Romania: 16%, and in Austria: 25%.

for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September 30 September 30 September 30 September
2023 2023 2022 2022
(unaudited) (unaudited) (unaudited) (unaudited)
Current income tax 13 901 4 995 9 531 4 117
Temporary differences/reversal of (5 149) 23 524 119 100 19 387
Income tax 8 752 28 519 128 631 23 504

Effective tax rate

for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September 30 September 30 September 30 September
2023
(unaudited)
2023
(unaudited)
2022
(unaudited)
2022
(unaudited)
Profit/(loss) before tax 35 029 137 536 654 753 115 713
Tax at the applicable tax rate (19%) (6 656) (26 132) (124 403) (21 985)
Excess of commercial property tax over
income tax
(412) (82) (371) (371)
Difference due to income tax rate change
from 19% to 9%
5 102 (938) - -
Differences
in
income
tax
for
2022
recognised
in
the
separate
financial
statements
after
the
issue
of
consolidated financial statements for 2022
the (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 rate of tax paid by
the Austrian company
84 12 15 7
Difference due to 9% rate of tax rate paid by
companies qualifying as small taxpayers
609 833 394 282
Non-taxable income (330) (92) 58 (889)
Difference due to different rates of tax paid by
the German and Romanian companies
(149) (8) (252) 70
Unrecognised asset for tax loss (1 109) (847) (1 763) (118)
Write off of unused deferred tax asset for tax
loss
(5) - (54) -
Expenses not deductible for tax purposes (5 885) (626) (2 255) (500)
Income tax (8 752) (28 519) (128 631) (23 504)

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.

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.

10. Property, plant and equipment

Buildings and
structures
Plant and
equipment
Vehicles Other Property, plant
and equipment
under construction
Prepayments for
property, plant
and equipment
Total
Gross carrying amount as at 31
December 2022
3 268 5 090 55 53 4 091 - 12 557
Increase 60 2 553 673 - 11 572 227 15 085
Acquisition 22 495 297 - 11 572 227 12 613
Transfer from property, plant and
equipment under construction
39 2 058 - - - - 2 097
Finance leases - - 373 - - - 373
Exchange differences on translation of
foreign operations
(1) - 3 - - - 2
Decrease - (22) (42) - (2 097) - (2 161)
Transfer to property, plant and
equipment
- - - - (2 097) - (2 097)
Retirement - - - - - - -
Sale (22) (42) - - (64)
Gross carrying amount as at 30
September 2023*
3 328 7 621 686 53 13 566 227 25 481

* Unaudited.

Buildings and
structures
Plant and
equipment
Vehicles Other Property, plant
and equipment
under construction
Prepayments for
property, plant
and equipment
under construction
Total
Accumulated depreciation as at 31
December 2022
1 810 754 46 41 - - 2 651
Increase 85 279 69 3 - - 436
Depreciation 85 279 68 3 - - 435
Exchange differences on translation of
foreign operations
- - 1 - - - 1
-
Decrease - (14) (36) - - - (50)
Retirement - - - - - - -
Sale - (22) (36) - - - (58)
Exchange differences on translation of
foreign operations
- 8 - - - - 8
Gross carrying amount as at 30
September 2023*
1 895 1 019 79 44 - - 3 037
Net carrying amount as at 31 December
2022
1 458 4 336 9 12 4 091 - 9 906
Net carrying amount as at 30
September 2023*
1 433 6 602 607 9 13 566 227 22 444

* Unaudited.

11. Investment property

as at 30 September
2023
(unaudited)
31 December
2022
Gross carrying amount at beginning of period 4 432 975 3 394 504
Expenditure on property 242 951 568 600
Exchange differences on translation of foreign operations (10 025) 14 306
Change in fair value (64 177) 455 565
Gross carrying amount at end of period 4 601 724 4 432 975

Investment property comprises: completed 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 2023 included a perpetual usufruct asset of PLN 41,802 thousand.

Change during 2023 in the value of assets recognised as investment property in accordance with IFRS 16

As at 1 January 2023 Increase decrease
(depreciation)
As at 30 September
2023
42 280 - (478) 41 802

In the period from 30 June 2023 to 30 September 2023, the carrying amount of investment property went up by PLN 318,887 thousand.

The increase was attributable to expenditure incurred in the third quarter, totalling PLN 147,380 thousand, and depreciation of the Polish currency by PLN 0.1853 relative to 30 June 2023.

Investment property by country

30 September
2023
31 December
2022
(unaudited)
3 790 004 3 619 775
3 621 460 3 577 495
41 802 42 280
126 742 -
598 059 630 239
595 859 630 230
2 200 9
113 720 101 771
101 771
8 028 -
99 941 81 190
86 609 81 190
13 332 -
4 601 724 4 432 975
105 692

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).

The layer (or hardcore) method was applied to the valuation of buildings. In this method, rental income that is considered sustainable (i.e. all passing rent that is at or below market rent levels) is capitalised at an appropriate yield, with any 'top slice' or 'froth' rent, i.e. rental income from over-rented units, capitalised at a separate yield until expiry of the lease. This enables assigning a separate risk profile to the "riskier" over-rented component of the property, as appropriate. The yields applied take into account the terms of rent increases, vacancy risk, and expenses.

The valuations reflect, when appropriate, the type of tenants actually in occupation or responsible for meeting lease commitments or likely to be in occupation after letting of vacant accommodation and the market's general perception of their credit-worthiness; the allocation of maintenance and insurance responsibilities between the lessor and lessee; and the remaining economic life of the property. In accordance with the hardcore valuation method, the higher the rent rate and the lower the yield rate are, the higher the fair value of the property is.

The residual method of property valuation is applied to valuing investment properties under development. In this method, the value of a property is estimated based on its developed 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 accordance with the valuation method, the higher the rent rate is, the higher the fair value of the property; the lower the yield rate – the higher the fair value of the property is, and the higher the estimated construction costs – the lower the fair value of the property.

Land is valued using the market approach, whereby the likely value of a given piece of land is determined by reference to recent land sale transactions.

The market approach consists in estimating the value of properties (i.e. undeveloped land in this case) by comparing them with identical or similar undeveloped properties for which information on their prices is available.

In order to arrive at an accurate estimate of the property's value, the appraiser may apply price adjustments as required. In accordance with the market approach, the higher the price per m 2 , 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 2023, there were no reclassifications between the fair value hierarchy levels.

12. Deferred tax

Deferred tax assets Deferred tax liabilities Net amount
as at 30 September
2023
31 December
2022
30 September
2023
31 December
2022
30 September
2023
31 December
2022
(unaudited) (unaudited) (unaudited)
Investment property 1) - - 399 701 408 332 399 701 408 332
Borrowings and loans 7 757 8 282 - - (7 757) (8 282)
Derivatives - - 12 188 14 643 12 188 14 643
Other 12 269 13 869 - - (12 269) (13 869)
Tax losses deductible in future periods 4 457 3 823 - - (4 457) (3 823)
Interest on bonds (764) 1 - - 764 (1)
Deferred tax assets / liabilities 23 719 25 975 411 889 422 975 388 170 397 000
as at 30 September
2023
(unaudited)
31 December
2022
Including:
Deferred tax asset (7 010) (3 567)
Deferred tax liability 395 180 400 567
388 170 397 000

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, which is why at least 97% of the deferred tax liability shown above is a long-term deferred tax liability.

1 January
2022
changes
recognised in
profit or loss
changes
recognised in
other
comprehensive
income
currency
translation
differences
31 December
2022
Investment property 310 697 96 840 - 795 408 332
Borrowings and loans (6 535) (1 747) - - (8 282)
Derivatives (950) 90 15 503 - 14 643
Other (6 646) (7 226) - 3 (13 869)
Tax losses deductible in future periods (6 231) 2 408 - - (3 823)
Interest on bonds (482) 481 - - (1)
289 853 90 846 15 503 798 397 000
1 January
2023
changes
recognised in
profit or loss
(unaudited)
changes
recognised in
other
comprehensive
income
(unaudited)
currency
translation
differences
(unaudited)
30 September
2023
(unaudited)
Investment property 408 332 (7 810) - (821) 399 701
Borrowings and loans (8 282) 525 - - (7 757)
Derivatives 14 643 397 (2 852) - 12 188
Other (13 869) 1 608 - (8) (12 269)
Tax losses deductible in future periods (3 823) (634) - - (4 457)
Interest on bonds (1) 765 - - 764
397 000 (5 149) (2 852) (829) 388 170

13. Investments and other investments

30 September 31 December
as at 2023
(unaudited)
2022
Long-term receivables from measurement of swap contracts 62 303 76 615
Cash set aside in accordance with credit facility agreements to secure
payment of principal and interest – long-term portion 28 329 19 763
Bank deposits comprising security deposits from tenants 7 522 8 072
Cash set aside in CAPEX account 214 214
Long-term performance bonds retained 4 820 6 447
Deposit under bank guarantee 136 136
Long-term loans to related entities 17 145 16 626
Other long-term investments 120 469 127 873
Short-term receivables from measurement of swap contracts 739 -
Short-term investments 739 -
Cash set aside in accordance with credit facility agreements to secure
payment of principal and interest – short-term portion 2 297 1 620
Short-term performance bonds retained 7 038 5 438
Deposit under bank guarantee 297 -
Other short-term investments 9 632 7 058

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

Loan assets
As at 31 December 2022 16 626
Interest accrued 584
Change in carrying amount (65)
As at 30 September 2023* 17 145

* Unaudited.

14. Other non-current assets

as at 31 September
2023
(unaudited)
31 December
2022
Non-current prepayments and accrued income 709 882
Other non-current assets 709 882

15. Trade and other receivables

as at 30 September
2023
(unaudited)
31 December
2022
Trade payables
Investment settlements
Prepayments and accrued income
21 069
1 130
18 471
31 050
2 314
10 223
Prepayments for property, plant and equipment and investment
property under construction
Advance payment for purchase of land
Taxes and social security payable*
-
11 579
252
11 503
Trade and other receivables
Income tax receivable
30 976
83 225
2 108
36 468
91 810
808
Short-term receivables 85 333 92 618

* As at 30 September 2023 (and as at 31 December 2022), tax and social security receivable comprised VAT receivable of PLN 18,312 thousand (PLN 26,896 thousand) as disclosed in the VAT returns filed, and input VAT of PLN 12,664 thousand (PLN 9,572 thousand) to be deducted in future periods.

The decrease in trade receivables was mainly attributable to a lower amount of receivables relating to consumption of utilities.

The rent collection ratio was 98%, largely unchanged year on year.

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

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

The ageing structure of trade receivables and impairment losses are presented in the table below.

as at 30 September 2023 31 December 2022
Gross
receivables
(unaudited)
Impairment
losses
(unaudited)
Gross
receivables
Impairment
losses
Not past due 12 647 - 19 950 -
Past due from 1 to 30 days 4 884 (7) 6 988 -
Past due from 31 to 60 days 359 - 997 -
Past due from 61 to 90 days 242 - 120 -
Past due from 91 to 180 days 370 8 331 (12)
Pas due over 181 days 5 282 (2 716) 5 380 (2 704)
Total receivables 23 784 (2 715) 33 766 (2 716)
2023
(unaudited)
2022
Impairment losses on receivables as at 1 January (2 716) (2 707)
Recognition of impairment losses (7) (12)
Use of impairment losses 8 3
Impairment losses on receivables as at 30 September*/31 December (2 715) (2 716)

* Unaudited.

16. Cash and cash equivalents

30 September 31 December
as at 2023 2022
(unaudited)
Cash in hand 119 118
Cash at banks 200 047 145 789
Short-term deposits 260 958 169 000
Cash in transit 2 694 293
Cash and cash equivalents in the consolidated statement of financial
position
463 818 315 200
Cash and cash equivalents in the consolidated statement of cash
flows
463 818 315 200

Cash and cash equivalents in the condensed 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.

17. Notes to the condensed consolidated statement of cash flows

17. 1 Cash flows from borrowings and loans

for 9 months ended 30 September 2023 2022
(unaudited) (unaudited)
Proceeds from bank borrowings 538 676 331 731
Cash flows from proceeds from borrowings 538 676 331 731
Cash flows from proceeds from borrowings – amount disclosed in the
condensed consolidated statement of cash flows
538 676 331 731
for 9 months ended 30 September 2023
(unaudited)
2022
(unaudited)
Repayment of bank borrowings, including refinanced bank borrowings *) (251 076) (26 019)
Repayment of non-bank borrowings - (2 493)
Total repayment of borrowings (251 076) (28 512)
Cash flows from repayment of borrowings (251 076) (28 512)
Cash flows from repayment of borrowings – amount disclosed in the
condensed consolidated statement of cash flows
(251 076) (28 512)
for 9 months ended 30 September 2023
(unaudited)
2022
(unaudited)
Loans - 2 818
Cash flows from loans - 2 818
Cash flows from loans – amount disclosed in the condensed
consolidated statement of cash flows
- 2 818

*) In the second quarter of 2023, the Group refinanced two projects and repaid borrowings under credit facilities of PLN 224,604 thousand with proceeds from a newly contracted facility of PLN 327,733 thousand.

17. 2 Change in receivables

for 9 months ended 30 September 2023
(unaudited)
2022
(unaudited)
Change in inventories
Change in trade and other receivables
(504)
8 585
(142)
(14 120)
Elimination of advance payment for land purchase - 1 612
Change in receivables 8 081 (12 650)
Change in receivables disclosed in the condensed consolidated
statement of cash flows
8 081 (12 650)

17. 3 Change in current and other liabilities

for 9 months ended 30 September 2023
(unaudited)
2022
(unaudited)
Change in trade and other payables (36 114) 41 366
Change in employee benefit obligations 296 (1 443)
Change in current liabilities under performance bonds and security
deposits
6 791 5 774
Change in finance lease and swap liabilities (125) (534)
Elimination of changes in investment commitments 20 039 (25 659)
Change in current and other liabilities (9 113) 19 504
Change in current and other liabilities disclosed in the condensed
consolidated statement of cash flows
(9 113) 19 504

18. Equity

18. 1 Share capital

Share capital as at 30 September
2023
(unaudited)
31 December
2022
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 0,25 0,25

As at 30 September 2023, 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 and the entire capital has been paid up.

as at 30 September 2023*
Number of
shares
Par value 31 December 2022
Number of
shares
Par value
Number/value of shares
at beginning of period
Issue of shares
23 994 982
-
5 999
-
21 373 639
2 621 343
5 344
655
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
30 September
2023
(unaudited)
3 months
ended
30 September
2023
(unaudited)
9 months
ended
30 September
2022
(unaudited)
3 months
ended
30 September
2022
(unaudited)
Net profit(loss) for period 26 277 109 017 526 122 92 209
Number of outstanding shares 23 994 982 23 994 982 21 373 639 21 373 639
Weighted average number of
outstanding shares
23 994 982 23 994 982 21 373 639 21 373 639
Earnings per share attributable to owners of the Parent during the reporting period (PLN per share):
-
basic
1,10 4,54 24,62 4,31
-
diluted
1,10 4,54 24,62 4,31

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

30 September 31 December
as at 2023 2022
(unaudited)
Borrowings secured with the Group's assets 1 621 385 1 414 683
Bonds 343 035 332 983
Non-bank borrowings 17 177 16 654
Non-current liabilities under borrowings and other debt instruments 1 981 597 1 764 320
as at 30 September
2023
(unaudited)
31 December
2022
Finance lease liabilities (perpetual usufruct of land) 1) 41 802 42 280
Performance bonds 9 719 4 272
Security deposits from tenants and other deposits 9 851 8 507
Finance lease liabilities (vehicles) 268 -
Other non-current liabilities 61 640 55 059

1) The Group is a party to pending court proceedings concerning revision of the usufruct charge rate. The Management Board of MLP Group S.A. estimated, as at the date of release of these financial statements and with respect to justified cases, the amount of provision for some 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 finance lease liabilities.

20. 2 Current liabilities

as at 30 September
2023
(unaudited)
31 December
2022
Short-term bank borrowings and short-term portion of bank
borrowings secured with the Group's assets
103 792 41 269
Bonds 118 848 50 896
Current liabilities under borrowings and other debt instruments 222 640 92 165

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.

as at 30 September
2023
(unaudited)
30 September
2022
Liabilities under lease of vehicles 85 -
Other current liabilities 85 -

20. 3 Change in financial liabilities attributable to financing and other activities

Bonds
383 879
130 445
18 110
(14 442)
(54 708)
(1 401)
461 883

* Unaudited.

Non-bank borrowings
As at 31 December 2022 16 654
Repayment of principal -
Interest accrued 595
Change in carrying amount (72)
As at 30 September 2023* 17 177
Bank borrowings
As at 31 December 2022 1 455 952
including derecognised commission fee as at 31 December 2022 2 991
Interest accrued 53 708
Interest paid (50 137)
IRS interest accrued (20 071)
IRS interest paid 18 799
Increase in bank borrowings 538 676
Repayment of principal (251 076)
Realised foreign exchange gains/(losses) (2 157)
Change in carrying amount (13 630)
Interest capitalised (442)
As at 30 September 2023* 1 725 177
including derecognised commission fee as at 30 September 2023* 7 436
42 280
(478)
41 802

* Unaudited.

20. 4 Liabilities under bonds

Instrument Currency Nominal value Maturity date
Interest rate
Guarantees and
collateral
Listing venue
Public bonds – Series C
Public bonds – Series D
Public bonds – Series E
EUR
EUR
EUR
45 000 000 19 Feb 2025
20 000 000 17 May 2024
4 000 000
6M EURIBOR + margin
6M EURIBOR + margin
21 Jan 2024
6M EURIBOR + margin
none
none
none
Catalyst
Catalyst
Catalyst
Public bonds – Series F EUR 29 000 000 26 May 2025 6M EURIBOR + margin none Catalyst

20. 5 Borrowings secured and not secured with the Group's assets

as at 30 September 2023* as at 31 December 2022
currency
effective interest rate (%)
matures in EUR thousand* PLN thousand matures in EUR thousand* PLN thousand
Bank borrowings secured with the Group's assets
Working capital (VAT) facility PLN
1M WIBOR + margin
- 334 1 546 - 80 377
Investment credit facility PKO BP S.A. EUR
3M EURIBOR + margin
2028 - - 2028 2 737 12 835
Investment credit facility PKO BP S.A. EUR
3M EURIBOR + margin
2027 - - 2027 1 720 8 065
Investment credit facility PEKAO S.A. EUR
3M EURIBOR + margin
2029 21 750 51 981 - -
Investment credit facility BNP Paribas S.A. EUR
3M EURIBOR + margin
2029 9 996 46 156 2029 10 336 48 271
Investment credit facility ING Bank Śląski S.A.,
PKO BP S.A. and ICBC (Europe) S.A. Polish EUR
3M EURIBOR + margin
2027 98 086 453 438 2027 99 690 465 724
Branch
Investment credit facility PKO BP S.A. EUR
3M EURIBOR + margin
2027 - - 2027 934 4 382
Investment credit facility Aareal Bank AG EUR fixed interest rate/6M
EURIBOR + margin
2028 60 800 277 490 - - -
Investment credit facility PKO BP S.A. EUR
1M EURIBOR + margin
2026 - - 2026 6 630 30 885
Investment credit facility PKO BP S.A. and BGŻ
BNP Paribas S.A. EUR
3M EURIBOR + margin
2027 70 092 324 536 2027 64 158 300 702
Investment credit facility BNP Paribas S.A. EUR
3M EURIBOR + margin
2029 6 967 32 295 2029 7 182 33 681
Investment credit facility BGŻ BNP Paribas EUR
3M EURIBOR + margin
2030 7 259 33 305 - - -
Construction credit facility BGŻ BNP Paribas EUR
3M EURIBOR + margin
2030 3 948 18 300 - - -
Construction credit facility PEKAO S.A. EUR
1M EURIBOR + margin
2029 10 537 48 634 2029 16 204 75 750
Investment credit facility ING Bank Śląski S.A. EUR
3M EURIBOR + margin
2024 4 225 19 584 2024 4 234 19 859
Investment credit facility ING Bank Śląski S.A. EUR
1M EURIBOR + margin
2024 1 659 7 689 2024 1 675 7 853
Working capital (VAT) facility PLN
1M WIBOR + margin
- - - 2023 321 1 504
Construction credit facility PKO BP S.A. EUR
1M EURIBOR + margin
- - - 2028 34 328 160 996
Investment credit facility Santander EUR
3M EURIBOR + margin
2027 5 475 25 129 - - -
Investment credit facility ING Bank Śląski S.A. EUR
3M EURIBOR + margin
2024 7 488 34 711 2024 7 763 36 411
Construction credit facility Santander EUR
3M EURIBOR + margin
2027 9 201 42 494 - - -
Investment credit facility Bayerische Landesbank EUR
fixed interest rate
2031 19 771 91 398 2031 19 648 91 867
Investment credit facility OTP Bank Romania S.A. EUR
3M EURIBOR + margin
2031 5 487 25 398 2031 5 707 26 704
Construction credit facility Bayerische Landesbank EUR
fixed interest rate
2030 41 223 191 093 2030 27 738 130 086
Total bank borrowings: 1 725 177 1 455 952

*Amounts of credit facilities in EUR thousand, inclusive of commission fees.

as at
30 September 2023*
as at 31 December 2022
currency effective interest rate (%) matures in EUR thousand PLN thousand matures in EUR thousand PLN thousand
Non-bank borrowings not secured with the Group's assets:
Fenix Polska S.A. EUR 3M EURIBOR + margin 2029 1 389 6 577 2029 1 377 6 459
Fenix Polska S.A. PLN 3M WIBOR + margin 2032 - 1 056 2032 - 1 014
Fenix Polska S.A. PLN 3M WIBOR + margin 2032 - 7 441 2032 - 7 162
Fenix Polska S.A. EUR 3M WIBOR + margin 2032 - 981 2032 - 942
Fenix Polska S.A. EUR 3M WIBOR + margin 2032 - 658 2032 - 633
Fenix Polska S.A. PLN 3M WIBOR + margin 2032 - 137 2026 - 130
Fenix Polska S.A. EUR 3M WIBOR + margin 2032 - 327 2032 - 314
Total non-bank borrowings: 17 177 16 654
Total borrowings secured and not secured with the Group's assets 1 742 354 1 472 606

* Unaudited.

21. Employee benefit obligations

as at 30 September
2023
(unaudited)
31 December
2022
Special accounts 157 157
Provision for variable remuneration
Employee benefit obligations
2 210
2 367
1 914
2 071

22. Trade and other payables

as at 30 September
2023
(unaudited)
31 December
2022
Trade payables
Deferred income
Taxes and social security payable
Unbilled trade payables
14 040
4 159
7 084
21 590
22 915
4 222
6 461
20 788
Investment commitments, security deposits and other
obligations
85 004 113 605
Trade and other payables 131 877 167 991
Income tax payable 7 692 10 014
Current liabilities 139 569 178 005

As at 30 September 2023, the Group did not carry any past due trade payables towards related parties.

The decrease in trade payables is primarily attributable to the settlement of liabilities disclosed as at 31 December 2022 and owed to tenants under the Act of 27 October 2022, which mandates emergency measures to curb electricity prices and support certain consumers in 2023.

The decrease in non-invoiced trade payables is due to the payment of a portion of amounts recognised as accruals and deferrals related to variable remuneration of the management personnel

The table below presents the ageing structure of trade and other payables.

30 September 31 December
as at 2023 2022
(unaudited)
Not past due 123 684 166 960
Past due from 1 to 90 days 16 456 2 979
Past due from 91 to 180 days - 2
Pas due over 180 days 40 146
Total trade and other payables 140 180 170 087

The ageing 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 2023 and 31 December 2022 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 value;
  • 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;
  • bank and non-bank borrowings and bonds: 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 and cap 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 2023 2022
(unaudited)

Hedging financial instruments measured at fair value through other comprehensive income

Receivables from measurement of swap contracts 63 042 76 615
63 042 76 615
Financial assets measured at amortised cost:
Cash and cash equivalents 463 818 315 200
Loans and receivables, including:
Trade and other receivables 22 199 33 616
Loans 17 145 16 626
Other long-term investments 41 021 34 632
Other short-term investments 9 632 7 058
553 815 407 132
Total financial assets 616 857 483 747

As at 30 September 2023, the fair value of hedging instruments was PLN 63,042 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 2023, there were no reclassifications between fair value hierarchy levels.

Measurement of assets at amortised cost as at 30 September 2023*

* Unaudited. Stage 1 Stage 2 Stage 3
Gross carrying amount 531 616 24 914 -
Cash and cash equivalents
Loans and receivables, including:
463 818 - -
Trade and other receivables - 24 914 -
Loans 17 145 - -
Other long-term investments 41 021 - -
Other short-term investments 9 632 - -
Impairment losses (IFRS 9) - (2 716) -
Cash and cash equivalents - - -
Loans and receivables, including:
Trade and other receivables - (2 716) -
Carrying amount (IFRS 9) 531 616 22 198 -

Measurement of assets at amortised cost as at 31 December 2022

Stage 1 Stage 2 Stage 3
Gross carrying amount 373 516 36 332 -
Cash and cash equivalents 315 200 - -
Loans and receivables, including:
Trade and other receivables - 36 332 -
Loans 16 626 - -
Money fund units - - -
Other long-term investments 34 632 - -
Other short-term investments 7 058 - -
Impairment losses (IFRS 9) - (2 716) -
Cash and cash equivalents - - -
Loans and receivables, including:
Trade and other receivables - (2 716) -
Carrying amount (IFRS 9) 373 516 33 616 -

23. 1. 2 Financial liabilities

30 September 31 December
as at 2023 2022
(unaudited)
Hedging financial instruments measured at fair value through other comprehensive income
Liabilities from measurement of swap contracts - -
Financial liabilities measured at amortised cost: - -
Bank borrowings 1 725 177 1 455 952
Non-bank borrowings 17 177 16 654
Trade and other payables 140 180 170 087
Lease liabilities 42 155 42 280
Bonds 461 883 383 879
2 386 572 2 068 852
Total financial liabilities 2 386 572 2 068 852

23. 2 Other disclosures relating to financial instruments

Hedging

For information on collateral, see Note 24.

Hedge accounting

On 9 February 2023, MLP Łódź II Sp. z o.o. entered into a variable-to-fixed interest rate swap contract with Santander Bank Polska S.A.

On 9 May 2023 and 2 June 2023, MLP Czeladź Sp. z o.o. entered into variable-to-fixed interest rate swap contracts with BNP Paribas Bank Polska S.A.

On 20 July 2023, MLP Pruszków II Sp. z o.o. entered into a variable-to-fixed interest rate swap contract with Bank Polska Kasa Opieki S.A.

Under the existing contracts, future interest payments on variable-rate credit facilities will be effectively exchanged for interest payments calculated according to schedules defined in the swap contracts.

24. Contingent liabilities and security instruments

In the period ended 30 September 2023, the Group recognised the following changes in contingent liabilities and security instruments:

MLP Group S.A. Group Consolidated quarterly report for the nine months ended 30 September 2023 Condensed consolidated financial statements for the nine months ended 30 September 2023 (all data in PLN thousand, unless stated otherwise)

In connection with the execution on 30 December 2022 of the credit facility agreement between MLP Łódź II Sp. z o.o. and Santander Bank Polska S.A. (Santander), on 10 January 2023 the following security interests were established to secure the lender's receivables under the facility agreement as well as the master agreement and hedging transactions:

(a) contractual mortgage of up to EUR 28,648,630.50, securing claims under the credit facility agreement with respect to construction and investment credit facilities;

(b) contractual mortgage of up to PLN 6,000,000.00, securing claims under the credit facility agreement with respect to the VAT facility;

(c) contractual mortgage of up to EUR 2,700,000.00, securing Santander's claims under the master agreement and hedging transactions;

(d) two registered pledges over MLP Group S.A.'s shares up to the maximum secured amount of EUR 28,648,630.50 (as security for the construction and investment credit facilities) and PLN 6,000,000.00 (as security for the VAT facility), and three financial pledges over MLP Group S.A.'s shares up to the maximum secured amount of EUR 20,166,382.50 (as security for the construction credit facilities), EUR 28,648,630.50 (as security for the investment credit facility), PLN 6,000,000.00 (as security for the VAT facility);

(e) pledges over bank accounts: 24 registered pledges (12 pledges up to the amount of EUR 28,648,630.50 as security for the construction and investment credit facilities, and 12 pledges up to the amount of PLN 6,000,000.00 as security for the VAT facility) and 33 financial pledges (as security for the construction credit facilities (12) up to EUR 20,166,382.50, for the investment credit facility (12) up to EUR 28,648,630.50, and for the VAT facility (12) of PLN 6,000,000.00;

(f) powers of attorney over the borrower's bank accounts and hold on bank accounts in accordance with the hold instruction;

(g) statement of voluntary submission to enforcement;

(h)statement of voluntary submission to enforcement by the borrower's sole shareholder;

(i) assignment of rights under insurance policies, lease contracts with security, construction contracts with security, and management and administration contracts under the Assignment Agreement;

(j) sponsor's commitment under the Letter of Comfort for cost overruns in the construction of Buildings B and Building C;

(k) sponsor's commitments under the Letter of Comfort to address the borrower's liquidity shortfalls to ensure the Projected DSCR ratio;

(l) subordination of claims under the Subordination Agreement;

(m) deposit in the Debt Service Reserve Account.

On 20 February 2023, MLP Group S.A. issued a guarantee of up to PLN 5,000,000 to support MLP Wrocław West Sp. z o.o. (as the project developer) in connection with a road construction contract concluded by the latter with the Kąty Wrocławskie Municipality.

In connection with the execution on 29 March 2023 of the credit facility agreement between MLP Czeladź Sp. z o.o. and BNP Paribas Bank Polska S.A. (BNP Paribas), the following security interests were established to secure the lender's receivables under the facility agreement as well as the master agreement and hedging transactions:

(a) contractual mortgage of up to EUR 29,598,000.00, securing claims under the credit facility agreement with respect to construction and investment credit facilities;

(b) contractual mortgage of up to PLN 7,500,000.00, securing claims under the credit facility agreement with respect to the VAT facility;

(c) contractualmortgage of up to PLN12,750,000.00,securing BKP Paribas' claims under the master agreement and hedging transactions;

(d) two registered pledges over MLP Group S.A.'s shares up to the maximum secured amount of EUR 29,598,000.00 (as security for the construction and investment credit facilities) and PLN 7,500,000.00 (as security for the VAT facility), and three financial pledges over MLP Group S.A.'s shares up to the maximum secured amount of EUR 18,798,000.00 (as security for the construction credit facility), EUR 29,598,000.00 (as security for the investment credit facility), PLN 7,500,000.00 (as security for the VAT facility);

(e) pledges over bank accounts: 16 registered pledges (8 pledges up to the amount of EUR 29,598,000.00 as security for the construction and investment credit facilities, and 8 pledges up to the amount of PLN 7,500,000.00 as security for the VAT facility) and 24 financial pledges (as security for the construction credit facility (8) up to EUR 18,798,000.00, for the invstment credit facility (8) up to EUR 29,598,000.00, and for the VAT facility (8) of PLN 7,500,000.00;

(f) two registered pledges over an organised set of movables and rights up to the maximum secured amount of EUR 29,598,000.00 (as security for the construction and investment credit facilities) and PLN 7,500,000.00 (as security for the VAT facility);

(g) powers of attorney over the borrower's bank accounts and hold on bank accounts in accordance with the hold instruction;

(h) s tatement of voluntary submission to enforcement;

(i) statement of voluntary submission to enforcement by the borrower's sole shareholder;

(j) sponsor's commitment under the Letter of Comfort for cost overruns in the construction of buildings with statement of voluntary submission to enforcement;

(k) assignment of rights under insurance policies, lease contracts with security, construction contracts with security, and management and administration contracts under the Assignment Agreement;

(l) subordination of claims under the Subordination Agreement.

  • In connection with the execution on 28 April 2023 of a new credit facility agreement between MLP Poznań West II Sp. z o.o. and Aareal Bank AG (Aareal), the following security interests were established to secure the lender's receivables under the refinancing facility agreement:
    • (a) joint contractual mortgage of up to EUR 95,250,000.00;

(b) registered pledge over MLP Group S.A.'s shares up to the maximum secured amount of EUR 95,250,000.00 and two financial pledges over MLP Group S.A.'s shares up to the maximum secured amount of 95,250,000.00;

(c) pledges over bank accounts: 9 registered pledges of up to EUR 95,250,000.00 and 18 financial pledges of up to EUR 95,250,000.00;

(e) registered pledge over an organised set of movables and rights up to the maximum secured amount of EUR 95,250,000.00;

(f) powers of attorney over the borrower's bank accounts and hold on bank accounts in accordance with the hold instruction;

(g) duty of care agreement for property management;

(h) s tatement of voluntary submission to enforcement;

(i) statement of voluntary submission to enforcement by the borrower's sole shareholder;

(j) sponsor's commitment under the Letter of Comfort for cost overruns in the construction of Building A1.1;

(k) assignment of rights under insurance policies, lease contracts with security, construction contracts with security, and management and administration contracts under the Assignment Agreement;

(l) subordination of claims under the Subordination Agreement.

  • Following repayment of the credit facility granted by Powszechna Kasa Oszczędności Bank Polski S.A. (PKO BP) to MLP Czeladź Sp. z o.o. under the credit facility agreement of 14 December 2018, on 4 May 2023 PKO BP released all the existing security interests established in favour of PKO BP as the lender. All registered pledges created in favour of PKO BP were deleted from the pledge register in May 2023, and mortgages created in favour of PKO BP were deleted in June 2023.
  • Following repayment of the credit facility granted by Powszechna Kasa Oszczędności Bank Polski S.A. (PKO BP) to MLP Poznań West II Sp. z o.o. under the credit facility agreement of 10 February 2021, on 1 June 2023 PKO BP released all the existing security interests established in favour of PKO BP as the lender. All registered pledges created in favour of PKO BP were deleted from the pledge register in June 2023.
  • On 9 February 2023, a conditional agreement was signed for the sale of perpetual usufruct rights to land and ownership of buildings and structures, in which a Group company was the buyer.
  • On 14 August 2023, a joint contractual mortgage of up to EUR 95,250,000.00 created in favour of Aareal Bank AG was entered into the Land and Mortgage Register. The mortgage secures the lender's claims under the credit facility agreement of 28 April 2023 with MLP Poznań West II sp. z o.o.
  • On 6 September 2023, MLP Pruszków VI sp. z o.o. entered into a construction and investment credit facility agreement with mBank S.A. (mBank).
  • Following repayment of the credit facility granted by Powszechna Kasa Oszczędności Bank Polski S.A. (PKO BP) to MLP Poznań West II sp. z o.o. under the credit facility agreement of 10 February 2021, on 18 September 2023 all joint contractual mortgages created in favour of PKO BP were deleted from the Land and Mortgage Register.

In the period from 30 September 2023 to the date of issue of these financial statements, the Group recognised the following changes in contingent liabilities and security instruments:

In connection with the execution of a credit facility agreement between MLP Pruszków VI sp. z o.o. and mBank S.A. (mBank) on 6 September 2023, on 10 October 2023 the following security was provided for the lender's claims under the agreement:

(a) joint contractual mortgage of up to EUR 17,959,540.50, securing claims under the credit facility agreement with respect to the construction and investment credit facilities;

(c) contractual mortgage of up to PLN 6,090,000.00, securing mBank's claims under the master agreement and hedging transactions;

(d) a registered pledge over MLP Group S.A. shares up to the maximum secured amount of EUR 17,959,540.50 (as security for the construction and investment credit facilities), and two financial pledges over MLP Group S.A. shares up to the maximum secured amount of EUR 17,959,540.50 (one as security for the construction credit facility and one as security for the investment credit facility);

(e) pledges over bank accounts: a registered pledge of up to EUR 17,959,540.50 as security for the construction and investment credit facilities, and two financial pledges of up to EUR 17,959,540.50 each: one as security for the construction credit facility and one as security for the investment credit facility;

(f) powers of attorney over the borrower's bank accounts and hold on bank accounts in accordance with the hold instruction;

(h) s tatement of voluntary submission to enforcement;

(i) statement of voluntary submission to enforcement by the borrower's sole shareholder;

(j) assignment of rights under insurance policies, lease contracts with security, construction contracts with security, and management and administration contracts under the Assignment Agreement;

(k) s ubordination of claims under the Subordination Agreement.

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 2023* were as follows:

Trade and other
receivables
Trade and other
payables1)
Parent
The Israel Land Development Company Ltd. 156 -
Key management personnel
PRFOFART, Tomasz Zabost - 30
- 30
Total 156 30

* Unaudited.

The balances of trade and other payables and receivables arising from related-party transactions as at 31 December 2022 were as follows:

Trade and other
receivables
Trade and other
payables1)
The Israel Land Development Company Ltd. 8 -
Other related parties
MLP FIN Spółka z ograniczoną odpowiedzialnością Sp.k. 2 -
Fenix Polska Sp. z o.o. 4 -
Total 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 non-bank borrowings

Below are presented the balances of loans to and borrowings from related parties as at 30 September 2023.*

Loans Borrowings
Other related parties
Fenix Polska Sp. z o.o. 17 044 (17 177)
MLP FIN Spółka z ograniczoną odpowiedzialnością Sp.k. 101 -
Total 17 145 (17 177)

* Unaudited.

Below are presented the balances of loans to and borrowings from related parties as at 31 December 2022:

Loans Borrowings
Other related parties
Fenix Polska Sp. z o.o. 16 531 (16 654)
MLP FIN Spółka z ograniczoną odpowiedzialnością Sp.k. 95 -
Total 16 626 (16 654)

25. 3 Income and expenses

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

Procurement of
services
Revenue and cost of 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) - -
Agnieszka Góźdź - (1 306) - -
Monika Dobosz - (1 340) - -
Marcin Dobieszewski - (974) - -
Other key management personnel - (1 940) - -
- (10 686) - -
Total 91 (10 686) 584 (595)

* Unaudited.

Revenue Procurement of
services
and cost of
wages and
Interest income Interest expense
Parent
The Israel Land Development
Company Ltd.
140 - - -
140 - - -
Other related parties
Fenix Polska Sp. z o.o. - 394 (412)
MLP FIN Spółka z ograniczoną
odpowiedzialnością Sp.k.
1 - 5 -
1 - 399 (412)
Key management personnel
Radosław T. Krochta - (1 882) - -
Michael Shapiro - (1 178) - -
Tomasz Zabost - (1 133) - -
Agnieszka Góźdź - (110)
Monika Dobosz - (116) - -
Marcin Dobieszewski - (241) -
-
-
-
Other key management personnel - (2 255) - -
- (6 915) - -
Total 141 (6 915) 399 (412)

Below are presented income and expenses under related-party transactions for the three months ended 30 September 2022*:

* 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

After the date of issue of the consolidated report for the year ended 31 December 2022, there were no changes in significant litigation and disputes described in the consolidated financial statements of the MLP Group S.A. Group for the financial year 2022.

27. Significant events during and subsequent to the reporting period

  • On 9 February 2023, Santander Bank Polska S.A. disbursed the first tranche of the credit facility to MLP Łódź II Sp. z o.o.
  • On 17 March 2023, Bank Pekao S.A. disbursed another tranche of the credit facility to MLP Pruszków II Sp. z o.o.
  • On 29 March 2023, a credit facility agreement was executed between MLP Czeladź Sp. z o.o. and BNP Paribas Bank Polska S.A. On 27 April 2023, the first tranche of the facility was disbursed.
  • On 31 March 2023, Bayerische Landesbank disbursed the last tranche of the credit facility to MLP Logistic Park Germany I Sp. z o.o. & Co.
  • On 28 April 2023, a credit facility agreement was executed between MLP Poznań West II Sp. z o.o. and Aareal Bank AG.
  • On 15 May 2023, the Management Board of MLP Group S.A. passed a resolution on the issue, by way of a public offering to qualified investors, of up to 29,000 Series F bearer bonds of the Company with a nominal value of EUR 1,000 per bond and total nominal value of up to EUR 29,000,000 (the "Bonds"). The Bonds will be issued on 24 May 2023 at an issue price of EUR 1,000 per Bond. The Bonds will pay variable interest at 6M EURIBOR plus a margin.

They were issued as unsecured instruments. The objectives of the issue were not specified. The Bonds are due on 26 May 2025.

The Bonds were registered in the depository maintained by the Central Securities Depository of Poland and introduced to trading in the alternative trading system organised by the Warsaw Stock Exchange on 20 July 2023, as announced by the Company in a current report.

  • On 6 September 2023, MLP Pruszków VI sp. z o.o. entered into a construction and investment credit facility agreement with mBank S.A. (mBank).
  • On November 13, 2023, an agreement was signed for the purchase of land in Bieruń (Poland).
  • An agreement was entered into to purchase land in Sprenghagen (Germany).

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

for 9 months ended 30 September 2023 2022
(unaudited) (unaudited)
Fixed remuneration of the Management Board:
Radosław T. Krochta 773 493
Michael Shapiro 395 430
Tomasz Zabost 397 385
Marcin Dobieszewski 315 241
Monika Dobosz* 405 116
Agnieszka Góźdź* 405 110
2 690 1 775

* Comparative data for 2022 cover the period from the appointment of Members of the Management Board to September 30, 2022.

Provision for variable remuneration of the Management Board

for 9 months ended 30 September 2023 2022
(unaudited) (unaudited)
Radosław T. Krochta 1 720 1 389
Michael Shapiro 901 748
Tomasz Zabost 940 748
Marcin Dobieszewski 659 -
Monika Dobosz* 935 -
Agnieszka Góźdź* 901 -
6 056 2 885

* Comparative data for 2022 cover the period from the appointment of Members of the Management Board to September 30, 2022.

Use of previous year's provision for variable remuneration of the Management Board

for 9 months ended 30 September 2023 2022
(unaudited) (unaudited)
Radosław T. Krochta 2 532 3 703
Michael Shapiro 1 201 1 496
Tomasz Zabost 1 246 2 081
Marcin Dobieszewski 833 340
Monika Dobosz* 1 265 -
Agnieszka Góźdź* 1 226 -
8 303 7 620

* Comparative data for 2022 cover the period from the appointment of Members of the Management Board to September 30, 2022.

Total remuneration paid to members of management and
supervisory bodies
11 263 9 647
270 252
Oded Setter 45 42
Piotr Chajderowski 45 42
Guy Shapira 45 42
Shimshon Marfogel 45 42
Eytan Levy 45 42
Maciej Matusiak 45 42
Remuneration of the Supervisory Board:
Remuneration and other benefits
(unaudited) (unaudited)
for 9 months ended 30 September 2023 2022
for 9 months ended 30 September 2023
(unaudited)
2022
(unaudited)
Other key management personnel:
Remuneration and other benefits paid
1 940 2 255
1 940 2 255
Total remuneration paid to members of management and
supervisory bodies and key management personnel
13 203 11 902

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

for 9 months ended 30 September 2023
(unaudited)
2022
(unaudited)
Average headcount in period 43 38

30. Information on the auditor

for 9 months ended 30 September 2023
(unaudited)
2022
(unaudited)
Statutory audit within the meaning of Art. 2.1 of the Act on
Statutory Auditors
- -
Review within the meaning of Art. 2.4 of the Act on Statutory
Auditors*
40 30
Other assurance services
Tax advisory services - -
Other services 135 135

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

Signed by the Management Board and the person responsible for keeping books of account with qualified digital signatures.

Pruszków, 16 November 2023

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 2023, there were no events related to issue, redemption and repayment of non-equity and equity securities other than those described in the condensed consolidated financial statements.

2. Management Board's position on published forecasts

The Management Board of MLP Group S.A. has not published any financial forecasts for 2023.

3. Brief description of significant achievements and failures in the nine months ended 30 September 2023

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 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

Segment Leased space
as at
31 December
2022
Space released
by tenants
by 30 September
20231)
New lease
contracts
executed by
30 September
20231)
Net change
in period
Leased space
as at
30 September
2023
Poland 964 326 (45 715) 43 676 (2 039) 962 287
Germany 77 347 (2 872) 2 872 - 77 347
Austria - - - - -
Romania 22 677 - - - 22 677
1 064 350 (48 587) 46 548 (2 039) 1 062 311

Space leased as at 30 September 2023:

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

Apart from the information presented in these condensed consolidated financial statements for the nine months ended 30 September 2023 (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.

Leased space and vacant space as at 30 September 2023:

Logistics parks in
segments
Target
capacity (m2
)
Developed
space
(m²)
Space under
construction
and in the
pipeline (m2
)
Pre-leased
space
– to
be
developed (m2
)
Leased space
– in existing
buildings (m2
)
Increase/decrea
se on re
measurement
of space
Pre-leased space
under
construction
(m²)*
Existing
vacant space
(m²)
Developed
space
and
space
under
construction as
% of target
capacity
Poland
Germany
Austria
Romania
1 450 468
206 851
52 500
99 000
968 128
79 493
-
22 677
73 949
-
-
16 905
29 651
-
-
-
914 526
77 347
-
22 677
-
-
-
-
18 110
-
-
-
53 602
2 146
-
-
72%
38%
0%
40%
1 808 819 1 070 298 90 854 29 651 1 014 550 - 18 110 55 748 64%

Leased space and vacant space as at 31 December 2022:

Logistics park Target
capacity (m2
)
Developed
space
(m²)
Space under
construction
and in the
pipeline (m2
)
Pre-leased
space
– to
be
developed (m2
)
Leased space
– in existing
buildings (m2
)
Increase/decrea
se on re
measurement
of space
Pre-leased space
under
construction (m²)
Existing
vacant space
(m²)
Developed
space
and
space
under
construction as
% of target
capacity
Poland 1 384 997 884 052 88 752 30 027 870 730 - 63 569 13 322 70%
Germany 206 851 79 457 - - 77 347 - 2 110 38%
Austria 52 500 - - - - - - - 0%
Romania 99 000 22 677 - - 22 677 - - - 23%
1 743 348 986 186 88 752 30 027 970 754 - 63 569 15 432 62%

* In addition, from 30 September 2023 to the issue date of these financial statements, lease contracts were signed for space under construction, covering a total of 24,720 m 2 .

Net asset value (NAV) (PLN million)

As at 30 September 2023, the net asset value was PLN 2,509 thousand, having increased by PLN 11,431 thousand relative to 31 December 2022, mainly as a result of leasing out new space and indexing rental rates, which partially offset the negative impact of foreign exchange differences.

Equity ratio

The equity ratio is a covenant under bonds: it must not be less than 35%.

FFO (funds from operations), PLN million

FFO = Revenues – Operating expenses+ Depreciation+ Net finance income/costs (excluding sum of net exchange differences & interest on loans) – current income tax FFO does not include other operating expenses and other operating income.

As at 30 September 2023, funds from operations (FFO) stood at PLN 73.2 million, having increased by 15% relative to 30 September 2022.

Investment property (EUR thousand)

value of investment property net of land reserve (EUR million)

and reserve (EUR million)

expenditure incurred in the period that increases the value of property at the reporting

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 June 2023 was maintained as at 30 September 2023. Valuations of the properties denominated in the euro were translated at the mid rate quoted by the National Bank of Poland for 30 September 2023, and then remeasured to reflect the capital expenditure incurred in the period from 1 July to 30 September 2023.

Change in value of investment property in Q3 2023 (PLN thousand)

The chart above does not include value of Perpetual Usufruct.

* Due to the fact the MLP Group values its property portfolio twice a year, i.e., as at 30 June and 31 December, the valuation change in 1Q 2023 & 3Q 2023 is equal to book value. The valuation change in 1H 2023 (1Q 2023 + 2Q 2023) in the amount of 77 360 TPLN is increase from the independent appraisal valuation.

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

Apart from the information presented in these condensed consolidated interim financial statements for the nine months ended 30 September 2023, 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.

Change in key items of revenue in three months ended 30 September 2022 and 30 September 2023 (PLN million)

Rental income (PLN million)

Increase in like-for-like rental income (key factors)

63

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

Change in key items of operating expenses in nine months ended 30 September 2022 and 30 September 2023:

*Developed space does not includes buildings to be demolished for new buildings construction.

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, 16 November 2023

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

Condensed separate statement of profit or loss and other comprehensive

9 months
ended
3 months
ended
9 months
ended
30 September 30 September 30 September 30 September
3 months
ended
Note 2023
(unaudited)
2023
(unaudited)
2022
(unaudited)
2022
(unaudited)
Revenue 8. 16 162 4 574 11 128 3 369
Other income 5 069 61 93 92
Operating expenses 9. (13 941) (4 691) (14 729) (4 843)
Other expenses (171) (15) (142) (108)
Operating profit/(loss) 7 119 (71) (3 650) (1 490)
Finance income 10. 75 278 40 405 42 865 20 495
Finance costs 10. (30 104) (3 922) (13 659) (5 225)
Net finance income/(costs) 45 174 36 483 29 206 15 270
Profit/(loss) before tax
Income tax
52 293
(5 977)
36 412
(3 642)
25 556
(2 871)
13 780
(1 508)
Profit/(loss) from continuing operations 46 316 32 770 22 685 12 272
Profit/(loss) from discontinued operations - - - -
Net profit/(loss) 46 316 32 770 22 685 12 272
Net profit/(loss) attributable to:
Shareholders 46 316 32 770 22 685 12 272
Total comprehensive income 46 316 32 770 22 685 12 272
Comprehensive income attributable to:
Shareholders 46 316 32 770 22 685 12 272
Earnings per share
Earnings per ordinary share:
-
Basic earnings per share from continuing
operations
1,93 1,37 1,06 0,57
-
Basic earnings per share from
discontinued operations
- - - -
-
Earnings per ordinary share
1,93 1,37 1,06 0,57
Diluted earnings per ordinary share:
-
Basic earnings per share from continuing
operations
1,93 1,37 1,06 0,57
-
Basic earnings per share from
discontinued operations
- - - -
-
Earnings per ordinary share
1,93 1,37 1,06 0,57

Condensed separate statement of financial position

as at
Note
30 September
2023
(unaudited)
31 December
2022
Non-current assets
Intangible assets 13 29
Property, plant and equipment 692 273
Non-current financial assets in related entities 1. 123 475 123 465
Other long-term financial investments 2. 1 004 370 942 187
Deferred tax assets - -
Other long-term investments 368 632
Total non-current assets 1 128 918 1 066 586
Current assets
Short-term investments 3. - -
Income tax receivable 1 392 8
Trade and other receivables 3. 6 007 5 392
Cash and cash equivalents 4. 275 763 200 042
Current assets other than held for sale or distribution to owners 283 162 205 442
Total current assets 283 162 205 442
TOTAL ASSETS 1 412 080 1 272 028
Equity
Share capital 5 999 5 999
Share premium 485 312 485 348
Capital reserve 4 194 4 194
Statutory reserve funds 65 097 65 097
Retained earnings, including: 104 004 57 688
Profit/(loss) brought forward 57 688 34 666
Net profit 46 316 23 022
Equity attributable to shareholders 664 606 618 326
Total equity 664 606 618 326
Non-current liabilities
Borrowings, other debt instruments and finance lease liabilities 5.1 618 843 586 751
Deferred tax liability 6 716 784
Total non-current liabilities 625 559 587 535
Current liabilities
Borrowings, other debt instruments and finance lease liabilities 5.2 118 896 57 044
Employee benefit obligations 6. 2 139 1 065
Trade and other payables 7. 880 8 058
Current liabilities other than held for sale 121 915 66 167
Total current liabilities 121 915 66 167
Total liabilities 747 474 653 702
TOTAL EQUITY AND LIABILITIES 1 412 080 1 272 028

Condensed separate statement of cash flows

Note
for 9 months ended 30 September
2023
(unaudited)
2022
(unaudited)
Cash flows from operating activities
Profit before tax 52 293 25 556
Total adjustments, including: (6 996) (34 472)
Depreciation and amortisation 94 99
Net interest (17 066) (15 050)
Exchange differences (5 261) (4 319)
Profit (loss) from investing activities (22) -
Other 264 739
Change in receivables (615) (1 581)
Dividend income 21 540 (10 764)
Change in current and other liabilities (5 930) (3 596)
Cash from operating activities 45 297 (8 916)
Income tax paid/refunded (1 429) 183
Net cash from operating activities
Cash flows from investing activities
43 868 (8 733)
Interest received 9 127 4 057
Loans (248 673) (266 568)
Repayment of loans 218 441 153 330
Dividends received (21 540) 10 764
Proceeds from disposal of other investments in financial assets 35 49 059
Purchase of other financial assets - -
Purchase of investment property, property, plant and equipment
and intangible assets (495) (1)
Acquisition of shares (10) (10)
Cash from investing activities (43 115) (49 369)
Cash flows from financing activities
Purchase of loans taken out 12 179 -
Repayment of non-bank borrowings (6 000) 44 753
Issue of bonds
Net proceeds from issue of shares and other equity
130 445 28 547
instruments and contributions to equity (36) -
Payments of liabilities under financial leasing contracts (25) -
Interest paid on bonds (14 442) (7 730)
Cost of new share issue - -
Redemption of bonds (54 708) (94 118)
Interest paid on non-bank borrowings (207) -
Cash from financing activities 67 206 (28 548)
Total cash flows, net of exchange differences 67 959 (86 650)
Effect of exchange differences on cash and cash equivalents 7 762 4 314
Total cash flows 75 721 (82 336)
Cash and cash equivalents at beginning of period 200 042 92 192
Cash and cash equivalents at end of period
4.
275 763 9 856

Condensed separate statement of changes in equity

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
2)
issue
- (36) - - - (36) (36)
Changes in equity* - (36) - - - -
(36)
-
(36)
Equity as at 30 September 2023* 5 999 485 312 4 194 65 097 104 004 664 606 664 606
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 2022 5 344 304 025 4 194 65 097 34 666 413 326 413 326
Comprehensive income:
Net profit/(loss)* - - - - 22 685 22 685 22 685
Comprehensive income for period
ended 30 September 2022*
- - - - 22 685 22 685 22 685
Changes in equity* - - - - 22 685 22 685 22 685
Equity as at 30 September 2022* 5 344 304 025 4 194 65 097 57 351 436 011 436 011

* Unaudited.

Notes to the condensed 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:

Country
of
Parent's direct and indirect
interest in
share capital
Parent's direct and indirect
interest in
voting rights
Entity registration 30 September 31 December 30 September 31 December
2023 2022 2023 2022
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 S.K.A.
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. Poland 100% 100% 100% 100%
LOKAFOP 201 Spółka z 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%
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%
Entity 30 September
2023
31 December
2022
30 September
2023
31 December
2022
MLP Łódź II sp. z o.o. Poland 100% 100% 100% 100%
1)
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%
2)
MLP Poznań West III Sp. z o.o.
Poland 100% 100% 100% 100%
3)
MLP Łódź III Sp. z o.o.
Poland 100% 0% 100% 0%
4)
Feniks PV Sp. z o.o.
Poland 100% 0% 100% 0%
5)
MLP Bieruń West Sp. z o.o.
Poland 100% 0% 100% 0%

1) On 16 January 2023, the change of the name of MLP Poznań East sp. z o.o. to MLP Zgorzelec Sp. z o.o. was registered.

2) MLP Poznań West III Sp. z o.o. was incorporated pursuant to a notarial deed of 14 December 2022. 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 4 January 2023.

3) On 23 May 2023, MLP Łódź III Sp. z o.o. was established. 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 5 June 2023.

4) On 20 June 2023, Feniks PV Sp. z o.o. was established. 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 22 August 2023.

5) On 27 September 2023, MLP Bieruń West sp. z o.o. was established. 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 20 October 2023.

as at 30 September
2023
(unaudited)
31 December
2022
Gross carrying amount at beginning of period 123 465 123 450
Acquisition of shares in MLP Trebur GP Sp. z o.o. - 5
Acquisition of shares in MLP Trebur LP Sp. z o.o. - 5
Acquisition of shares in MLP Poznań West III 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 -
Gross carrying amount at end of period 123 475 123 465
Net carrying amount at end of period 123 475 123 465

2. Long-term investments

as at 30 September
2023
(unaudited)
31 December
2022
Other long-term investments 136 -
Long-term loans to related entities 1 004 234 942 187
Total long-term investments 1 004 370 942 187

3. Trade and other receivables

30 September 31 December
as at 2023 2022
(unaudited)
Trade receivables from related entities 3 399 3 117
Trade receivables from other entities 13 4
Taxes and social security payable 18 56
Prepayments and accrued income 2 355 1 969
Other 222 246
Trade and other receivables 6 007 5 392
Income tax receivable 1 392 8
Short-term receivables 7 399 5 400

4. Cash and cash equivalents

30 September 31 December
as at 2023 2022
(unaudited)
Cash in hand 9 11
Cash at banks 14 795 31 031
Cash in transit -
Short-term deposits maturing in less than three months 260 959 169 000
Cash and cash equivalents in the condensed statement of financial
position
275 763 200 042
Cash and cash equivalents in the condensed statement of cash flows 275 763 200 042

5. Borrowings, other debt instruments and other liabilities

5. 1 Non-current liabilities

as at 30 September
2023
(unaudited)
31 December
2022
Finance lease liabilities 119 -
Borrowings from related entities 275 690 253 768
Bonds 343 034 332 983
Non-current liabilities under non-bank borrowings and other debt
instruments
618 843 586 751

5. 2 Current liabilities

as at 30 September
2023
(unaudited)
31 December
2022
Finance lease liabilities 48 -
Bonds 118 848 50 896
Borrowings from related entities - 6 148
Current liabilities under non-bank borrowings and other debt
instruments
118 896 57 044

6. Employee benefit obligations

30 September 31 December
as at 2023 2022
(unaudited)
Special accounts 157 157
Provision for bonuses 1 982 908
2 139 1 065

7. Trade and other payables

as at 30 September
2023
(unaudited)
31 December
2022
Trade payables to other entities 255 666
Taxes and social security payable 500 211
Accrued expenses 30 7 059
Investment commitments, security deposits and other obligations 95 122
Trade and other payables 880 8 058

8. Revenue

9 months
for
ended
2023
(unaudited)
3 months
ended
30 September 30 September
2023
(unaudited)
9 months
ended
30 September 30 September
2022
(unaudited)
3 months
ended
2022
(unaudited)
Property management 10 235 6 758 4 368 1 535
Project management 739 268 616 228
Advisory services 4 469 (2 878) 5 582 1 532
Recharge of services 719 426 562 74
Total revenue 16 162 4 574 11 128 3 369
- including from related entities 16 128 8 389 11 097 3 358

9. Operating expenses

for 9 months
ended
3 months
ended
9 months
ended
3 months
ended
30 September 30 September 30 September 30 September
2023
(unaudited)
2023
(unaudited)
2022
(unaudited)
2022
(unaudited)
Depreciation and amortisation (94) (41) (99) (23)
Materials and consumables used (503) (226) (296) (146)
Services (6 439) (2 034) (10 495) (3 166)
Taxes and charges (263) (86) (203) (82)
Wages and salaries (4 953) (1 679) (2 377) (1 063)
Social security and other employee benefits (1 036) (294) (765) (188)
Other expenses by nature (621) (299) (494) (175)
Cost of merchandise and materials sold (32) (32) - -
Operating expenses (13 941) (4 691) (14 729) (4 843)

Operating expenses for the nine months ended 30 September 2023 were PLN 13,941 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.

10. Finance income and costs

9 months
for
ended
30 September 30 September
2023
(unaudited)
3 months
ended
2023
(unaudited)
9 months
ended
30 September 30 September
2022
(unaudited)
3 months
ended
2022
(unaudited)
Interest on loans to related entities
Interest on bank deposits
46 645
6 632
16 246
2 158
27 719
-
11 524
-
Dividend income 21 540 21 540 10 764 5 971
Net exchange differences 461 461 4 319 2 998
Revenue from investment fund units - - 63 2
Total finance income 75 278 40 405 42 865 20 495
Interest expense on non-bank
borrowings from related entities
(11 452) (4 085) (5 155) -
(2 376)
Interest on bonds (18 108) (7 631) (7 577) (2 698)
Interest paid to state budgets (5) (1) (5) -
Net exchange differences - 8 014 - -
Other finance costs (521) (201) (922) (151)
Interest – other (18) (18) - -
Total finance costs (30 104) (3 922) (13 659) (5 225)

Exchange differences are mainly attributable to the effect of measurement as at the reporting date of liabilities, receivables on loans and liabilities on EUR-denominated bonds.

For more information on finance income and costs of related entities, see Note 11.3 to the quarterly financial information of MLP Group S.A.

11. Related-party transactions

11. 1 Trade and other receivables and payables

The balances of trade and other receivables and payables under related-party transactions as at 30 September 2023* were as follows:

and other
and other
1)
payables
receivables
Parent
156
-
The Israel Land Development Company Ltd.
Other related parties
MLP Pruszków I Sp. z o.o.
303
-
MLP Pruszków II Sp. z o.o.
88
-
MLP Pruszków III Sp. z o.o.
165
-
MLP Pruszków IV Sp. z o.o.
77
-
MLP Pruszków V Sp. z o.o.
97
-
MLP Poznań Sp. z o.o.
33
-
MLP Poznań II Sp. z o.o.
33
-
MLP Lublin Sp. z o.o.
346
-
MLP Teresin Sp. z o.o.
164
-
Feniks Obrót Sp. z o.o.
54
-
MLP Wrocław Sp. z o.o.
301
-
MLP Czeladź Sp z o.o.
45
-
MLP Gliwice Sp. z o.o.
318
-
MLP Business Park Poznań Sp. z o.o.
22
-
MLP Business Park Berlin I LP Sp. z o.o.
-
-
MLP Poznań West II Sp. z o.o.
162
-
MLP Wrocław West Sp. z o.o.
22
-
MLP Łódź II Sp. z o.o.
62
-
MLP Zgorzelec Sp. z o.o. (poprzednio Poznań East Sp. z o.o.)
6
-
MLP Pruszków VI Sp. z o.o.
561
-
MLP Wrocław West I Sp. z o.o.
-
-
MLP Gorzów Sp. z o.o.
37
-
MLP Poznań West III Sp. z o.o.
10
-
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG
(214)
-
MLP Bucharest West SRL
544
-
MLP Germany Management GmbH
5
-
MLP Schwalmtal Sp. z o.o. & Co. KG
1
-
MLP Business Park Berlin I Sp. z o.o. & Co. KG
-
-
MLP Business Park Wien GmbH
1
-
MLP Gelsenkirchen Sp. z o.o. & Co. KG
-
-
MLP Idstein Sp. z o.o.&Co.KG
-
-
MLP FIN Sp. z o.o. Spółka Komandytowa
-
-
Fenix Polska Sp. z o.o.
-
-
3 243
-
* Unaudited. Trade Trade
Total 3 399 -

1) Trade and other payables do not include the remuneration of key management personnel and sharebased payments disclosed in Note 12.

The balances trade and other payables and receivables under related-party transactions as at 31 December 2022 were as follows:

Trade and other
receivables
Trade and
other
payables1)
Parent
The Israel Land Development Company Ltd. 8 -
Other related parties
MLP Pruszków I Sp. z o.o. 293 -
MLP Pruszków II Sp. z o.o. 85 -
MLP Pruszków III Sp. z o.o. 145 -
MLP Pruszków IV Sp. z o.o. 95 -
MLP Pruszków V Sp. z o.o. 56 -
MLP Poznań Sp. z o.o. 29 -
MLP Poznań II Sp. z o.o. 25 -
MLP Lublin Sp. z o.o. 107 -
MLP Teresin Sp. z o.o. 49 -
Feniks Obrót Sp. z o.o. 122 -
MLP Wrocław Sp. z o.o. 91 -
MLP Czeladź Sp z o.o. 43 -
MLP Gliwice Sp. z o.o. 95 -
MLP Property Sp. z.o.o. 2 -
MLP Business Park Poznań Sp. z o.o. 21 -
MLP Temp Sp. z o.o.
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA 4 -
MLP Bieruń Sp. z o.o. 2 -
MLP Bieruń I Sp. z o.o. 2 -
5 -
MLP Sp. z o.o. 2 -
MLP FIN Sp. z o.o. 2 -
LOKAFOP 201 Sp. z o.o. 2 -
MLP Business Park Berlin I LP Sp. z o.o. 1 -
MLP Spółka z ograniczoną odpowiedzialnością SKA 2 -
MLP Poznań West II Sp. z o.o. 180 -
MLP Bucharest West Sp. z o.o. 2 -
MLP MLP Dortmund LP Sp. z o.o. 2 -
MLP MLP Dortmund GP Sp. z o.o. 2 -
MLP Teresin II Sp. z o.o. 4 -
MLP Wrocław West Sp. z o.o. 17 -
MLP Łódź II Sp. z o.o. 1 142 -
MLP Zgorzelec Sp. z o.o. (poprzednio MLP Poznań East Sp. z o.o.) 11 -
MLP Pruszków VI Sp. z o.o. 11 -
MLP Business Park Berlin I GP Sp. z o.o. 2 -
MLP Schwalmtal LP Sp. z o.o. 2 -
MLP Schwalmtal GP Sp. z o.o. 2 -
MLP Wrocław West I Sp. z o.o. 4 -
MLP Gelsenkirchen GP Sp. z o.o. 4 -
MLP Gelsenkirchen LP Sp. z o.o. 4 -
MLP Gorzów Sp. z o.o. 5 -
MLP Idstein GP Sp. z o.o 4 -
MLP Idstein LP Sp. z o.o. 4 -
Total 3 117 -
3 109 -
Fenix Polska Sp. z o.o. 4 -
MLP FIN Sp. z o.o. Spółka Komandytowa 2 -
MLP Germany Management GmbH 4 -
MLP Bucharest West SRL 413 -
MLP BUSINESS PARK TREBUR LP Sp. z o.o. 2 -
MLP BUSINESS PARK TREBUR GP Sp. z o.o. 2 -

11. 2 Loans and non-bank borrowings

Below are presented the balances of loans to and borrowings from related parties as at 30 September 2023.*

* Unaudited.

Loans Borrowings
Other related parties
MLP Pruszków I Sp. z o.o. - 172 148
MLP Pruszków II Sp. z o.o. 33 290 -
MLP Pruszków III Sp. z o.o. - 25 035
MLP Pruszków IV Sp. z o.o. 1 730 23 390
MLP Pruszków V Sp. z o.o. 47 637 -
MLP Poznań Sp. z o.o. 4 320 -
MLP Poznań II Sp. z o.o. 194 -
Feniks Obrót Sp. z o.o. (MLP Energy Sp. z o.o.) - 12 479
MLP Wrocław Sp. z o.o. 39 073 -
MLP Czeladź Sp z o.o. 42 936 -
MLP Gliwice Sp. z o.o. 13 162 -
MLP Business Park Poznań Sp. z o.o. 45 473 -
MLP Temp Sp. z o.o. - 16 375
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - 13 128
MLP Bieruń Sp. z o.o. - 176
MLP Bieruń I Sp. z o.o. 22 502 -
MLP Sp. z o.o. 11 -
MLP FIN Sp. z o.o. 116 -
LOKAFOP 201 Sp. z o.o. 11 -
MLP Business Park Berlin I LP Sp. z o.o. - 109
MLP Poznań West II Sp. z o.o. 60 954 -
MLP Bucharest West Sp. z o.o. 23 563 -
MLP MLP Dortmund LP Sp. z o.o. 97 386
MLP MLP Dortmund GP Sp. z o.o. 75 -
MLP Teresin II Sp. z o.o. - 383
MLP Wrocław West Sp. z o.o. 83 021 -
MLP Łódź II Sp. z o.o. 91 749 -
MLP Zgorzelec Sp. z o.o.(poprzednio MLP Poznań East Sp. z o.o.) 16 603 -
MLP Pruszków VI Sp. z o.o. 129 663 -
MLP Business Park Berlin I GP Sp. z o.o. 105 -
MLP Schwalmtal LP Sp. z o.o. 57 -
MLP Schwalmtal GP Sp. z o.o. 60 -
MLP Wrocław West I Sp. z o.o. 329 -
MLP Gelsenkirchen GP Sp. z o.o. 47 -
MLP Gelsenkirchen LP Sp. z o.o. 47 -
1 004 234 275 690
Fenix Polska Sp. z o.o. 6 641 -
MLP FIN Sp. z o.o. Spółka Komandytowa 101 -
MLP Idstein Sp. z o.o.&Co.KG 36 823 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG 75 864 -
MLP Business Park Wien GmbH 89 571 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG 28 882 -
MLP Schwalmtal Sp. z o.o. & Co. KG 11 669 -
MLP Germany Management GmbH 17 842 -
MLP Bucharest West SRL 33 009 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - 12 081
MLP Łódź III Sp. z o.o. 11 871 -
MLP BUSINESS PARK TREBUR Sp. z o.o. & Co. KG 435 -
MLP Poznań West III Sp. z o.o. 16 058 -
MLP BUSINESS PARK TREBUR LP Sp. z o.o. 16 -
MLP BUSINESS PARK TREBUR GP Sp. z o.o. 16 -
MLP Idstein LP Sp. z o.o. 61 -
MLP Gorzów Sp. z o.o. 18 550 -

Below are presented the balances of loans to and borrowings from related parties as at 31 December 2022:

Loans Borrowings
Other related parties
MLP Pruszków I Sp. z o.o. - 166 530
MLP Pruszków II Sp. z o.o. 31 970 -
MLP Pruszków III Sp. z o.o. - 24 184
MLP Pruszków IV Sp. z o.o. - 22 411
MLP Pruszków V Sp. z o.o. 27 750 -
MLP Poznań Sp. z o.o. 4 181 -
MLP Poznań II Sp. z o.o. 186 6 153
MLP Lublin Sp. z o.o. - -
MLP Teresin Sp. z o.o. - -
Feniks Obrót Sp. z o.o. (MLP Energy Sp. z o.o.) - 11 615
MLP Wrocław Sp. z o.o. 16 080 -
MLP Czeladź Sp z o.o. 64 700 -
MLP Gliwice Sp. z o.o. 11 087 -
MLP Business Park Poznań Sp. z o.o. 42 221 -
MLP Temp Sp. z o.o. - 16 041
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - 12 494
MLP Bieruń Sp. z o.o. - 31
MLP Bieruń I Sp. z o.o. 6 496 -
MLP FIN Sp. z o.o. 110 -
LOKAFOP 201 Sp. z o.o. 10 -
MLP Business Park Berlin I LP Sp. z o.o. - 102
MLP Poznań West II Sp. z o.o. 113 784 -
MLP Bucharest West Sp. z o.o. 22 941 -
MLP MLP Dortmund LP Sp. z o.o. 92 -
MLP MLP Dortmund GP Sp. z o.o. 71 -
MLP Teresin II Sp. z o.o. - 355
MLP Wrocław West Sp. z o.o. 78 548 -
Total 942 187 259 916
Fenix Polska Sp. z o.o. 6 526 -
MLP FIN Sp. z o.o. Spółka Komandytowa 95 -
MLP Idstein Sp. z o.o.&Co.KG 33 789 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG 69 105 -
MLP Business Park Wien GmbH 83 460 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG 25 075 -
MLP Schwalmtal Sp. z o.o. & Co. KG 10 787 -
MLP Germany Management GmbH 11 540 -
MLP Bucharest West SRL 14 347 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG 51 309 -
MLP BUSINESS PARK TREBUR LP Sp. z o.o. 15 -
MLP BUSINESS PARK TREBUR GP Sp. z o.o. 15 -
MLP Idstein LP Sp. z o.o. 57 -
MLP Gorzów Sp. z o.o. 18 759 -
MLP Gelsenkirchen LP Sp. z o.o. 44 -
MLP Gelsenkirchen GP Sp. z o.o. 44 -
MLP Wrocław West I Sp. z o.o. 44 -
MLP Schwalmtal GP Sp. z o.o. 46 -
MLP Schwalmtal LP Sp. z o.o. 53 -
MLP Business Park Berlin I GP Sp. z o.o. 98 -
MLP Pruszków VI Sp. z o.o. 65 152 -
MLP Zgorzelec Sp. z o.o.(poprzednio MLP Poznań East Sp. z o.o.) 15 040 -
MLP Łódź II Sp. z o.o. 116 560 -

11. 3 Income and expenses

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

* Unaudited.

Other finance
Sale of services Interest income income
The Israel Land Development Company Ltd. 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 -
MLP Group S.A. Group
Consolidated quarterly report for the nine months ended 30 September 2023
Condensed consolidated financial statements for the nine months ended 30 September 2023 (all data in PLN thousand, unless stated otherwise)
Total income 16 128 48 059 21 540
16 038 48 059 21 540
Fenix Polska Sp. z o.o. - 186 -
MLP FIN Sp. z o.o. Spółka Komandytowa - 1 420 -
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 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 -
MLP Zgorzelec Sp. z o.o.(poprzednio MLP Poznań East Sp . z o.o.)
67
1 067 -
MLP Łódź II Sp. z o.o. 344 4 714 -
MLP Wrocław West Sp. z o.o. 154 4 721 -
MLP MLP Dortmund GP Sp. z o.o. - 4 -
MLP MLP Dortmund LP Sp. z o.o. - 6 -
MLP Bucharest West Sp. z o.o. - 966 -
MLP Poznań West II Sp. z o.o. 3
4 152
-
4 138
10 000
MLP Business Park Berlin I LP Sp. z o.o. -
Procurement of
services
and cost of
wages and
salaries
Interest
expense
MLP FIN Sp.z o.o. Sp.k. - (1 420)
FENIX Polska Sp. z o.o. - (186)
- (1 606)
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 MLP Dortmund LP Sp. z o.o. - (15)
MLP Teresin II Sp. z o.o. (671) (27)
MLP Zgorzelec Sp. z o.o. (5) -
MLP Gorzów Sp. z o.o. (9) -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - (286)
(730) (11 452)

Below are presented income and expenses under related-party transactions for the nine months ended 30 September 2022*:

* Unaudited.

Other finance
Sale of services Interest income income
The Israel Land Development Company Ltd. 140 - -
140 - -
Other related parties
MLP Pruszków I Sp. z o.o. 2 152 - 4 793
MLP Pruszków II Sp. z o.o. 514 655 -
MLP Pruszków III Sp. z o.o. 1 083 134 -
MLP Pruszków IV Sp. z o.o. 707 98 -
MLP Pruszków V Sp. z o.o. 410 898 -
MLP Poznań Sp. z o.o. 242 103 -
MLP Poznań II Sp. z o.o. 217 7 -
MLP Lublin Sp. z o.o. 817 - -
MLP Teresin Sp. z o.o.
Feniks Obrót Sp. z o.o. 381 - -
330 - -
MLP Wrocław Sp. z o.o. 669 5 1 554
MLP Czeladź Sp z o.o. 233 546 -
MLP Gliwice Sp. z o.o. 725 422 1 176
MLP Property Sp. z.o.o. - - 3 241
MLP Business Park Poznań Sp. z o.o. 171 1 893 -
MLP Bieruń I Sp. z o.o. 17 207 -
MLP FIN Sp. z o.o. - 5 -
MLP Business Park Berlin I LP Sp. z o.o. 5 - -
MLP Poznań West II Sp. z o.o. 635 4 090 -
MLP Bucharest West Sp. z o.o. - 563 -
MLP MLP Dortmund LP Sp. z o.o. - 5 -
MLP MLP Dortmund GP Sp. z o.o. - 3 -
MLP Wrocław West Sp. z o.o. 84 3 759 -
MLP Łódź II Sp. z o.o. 180 3 191 -
MLP Zgorzelec Sp. z o.o. (poprzednio MLP Poznań East Sp . z o.o.)
12
754 -
MLP Pruszków VI Sp. z o.o. 1
-
1 926
4
-
-
MLP Business Park Berlin I GP Sp. z o.o.
MLP Schwalmtal LP Sp. z o.o.
- 3 -
MLP Schwalmtal GP Sp. z o.o. - 3 -
MLP Wrocław West I Sp. z o.o. - 3 -
MLP Gelsenkirchen GP Sp. z o.o. - 3 -
MLP Gelsenkirchen LP Sp. z o.o. - 3 -
MLP Gorzów Sp. z o.o. - 754 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - 1 442 -
MLP Bucharest West SRL 129 398 -
MLP Germany Management GmbH - 175 -
MLP Schwalmtal Sp. z o.o. & Co. KG - 221 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG 1 234 1 362 -
MLP Business Park Wien GmbH 9 2 054 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG - 1 311 -
MLP Idstein Sp. z o.o.&Co.KG - 641 -
MLP FIN Sp. z o.o. Spółka Komandytowa - 5 -
Fenix Polska Sp. z o.o.
-
10 957
73
27 719
-
10 764
11 097 27 719 10 764
Total income
Procurement of
services
and cost of
wages and
salaries
Interest
expense
Other related parties
MLP Pruszków I Sp. z o.o. (36) (3 946)
MLP Teresin Sp. z o.o. (5) -
MLP Wrocław Sp. z o.o. (4) -
MLP Gliwice Sp. z o.o. (4) -
MLP Temp Sp. z o.o. - (144)
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - (518)
MLP Poznań West II Sp. z o.o. (9) -
(58) (4 608)
Procurement of
services
and cost of
wages and
salaries
Interest
expense
Key management personnel
Michael Shapiro (380) -
Radosław T. Krochta (1 480) -
Tomasz Zabost (822) -
Monika Dobosz* (20)
Agnieszka Góźdź* (110)
Pozostały kluczowy personel kierowniczy (847) -
(3 659) -
Total expenses (3 717) (4 608)

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

for 9 months ended 30 September 2023
(unaudited)
2022
(unaudited)
Fixed remuneration of the Management Board:
Radosław T. Krochta 91 91
Michael Shapiro 339 380
Tomasz Zabost 76 74
Monika Dobosz* 90 20
Agnieszka Góźdź* 370 110
966 675
Provision for variable remuneration of the Management Board
Radosław T. Krochta 647 1 389
Michael Shapiro 315 -
Tomasz Zabost 355 748
Monika Dobosz* 349 -
Agnieszka Góźdź* 315 -
1 981 2 137

* Comparative data for 2022 cover the period from the appointment of Members of the Management Board to September 30, 2022.

Provision for variable remuneration of the Management Board used
------------------------------------------------------------------ --
1 905 4 275
Agnieszka Góźdź* 360 -
Monika Dobosz* 399 -
Tomasz Zabost 406 1 496
Michael Shapiro - -
Radosław T. Krochta 740 2 779

* Comparative data for 2022 cover the period from the appointment of Members of the Management Board to September 30, 2022.

Remuneration of the Supervisory Board:
Remuneration and other benefits
Maciej Matusiak 45 42
Eytan Levy 45 42
Shimshon Marfogel 45 42
Guy Shapira 45 42
Piotr Chajderowski 45 42
Oded Setter 45 42
270 252
Total remuneration paid to members of management and
supervisory bodies 3 141 5 202
Other key management personnel:
Remuneration and other benefits 768 847
768 847
Total
remuneration
paid
to
members
of
management
and
supervisory bodies and key management personnel 3 909 6 049

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.

13. Employees

as at 30 September 2023
(unaudited)
2022
(unaudited)
Number of employees 27 19

Signed by the Management Board and the person responsible for keeping books of account with qualified digital signatures.

Radosław T. Krochta President of the Management

Tomasz Zabost Member 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, 16 November 2023

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