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The Israel Land Development Company Ltd.

Interim / Quarterly Report Aug 24, 2022

6886_rns_2022-08-24_1201c4a4-3723-4bc0-b16d-e46747bd8b5a.pdf

Interim / Quarterly Report

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Consolidated MLP Group S.A. Group

Half-Year Report

FOR THE SIX MONTHS ENDED 30 JUNE 2022

This document is a translation. Polish version prevails.

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

www.mlpgroup.com

Contents:

I. Letter from the President of the Management Board to Shareholders 6
II. Selected financial data of the
MLP Group S.A. Group
9
III. Interim condensed consolidated financial statements of the MLP Group S.A. Group
for the six months ended 30 June 2022
11
Authorisation of the interim condensed consolidated financial statements 12
income Interim condensed consolidated statement of profit or loss and other comprehensive 13
Interim condensed consolidated statement of financial position 15
Interim condensed consolidated statement of cash flows 17
Interim condensed statement of changes in consolidated equity 18
Notes to the interim condensed consolidated financial statements 19
1. General information 19
1.1 The Parent 19
1.2 The Group 19
1.3 Changes in the Group 21
1.4 Shareholding structure of the Parent 22
1.4. 1 Shareholders holding, directly or through subsidiaries, at least 5% of total voting rights in the
Company
22
1.4. 2 Shares and rights to shares of the Parent held by members of management and supervisory
bodies
22
2. Basis of preparation of the interim condensed consolidated financial statements 23
2.1 Statement of compliance 23
2.2 Status of standards approval in the European Union 23
2.2. 1 Standards and interpretations endorsed by the European Union which were not yet effective as
at the reporting date
23
2.3 Basis of preparation of the Consolidated Financial Statements 23
2.4 Functional currency and presentation currency of the financial statements; rules applied to
translate financial data
23
2.4. 1 Functional currency and presentation currency 23
2.4. 2 Rules applied to translate financial data 24
2.5 Use of estimates and judgements 24
3. Segment reporting 24
4. Revenue 27
5. Other income 28
6. Other expenses 28
7. Distribution costs and administrative expenses 28
8.
Finance income and costs
29
9.
Income tax
30
10.
Investment property
31
10.1
Fair value of the Group's investment property
33
10.2
Assumptions adopted by independent expert appraisers for valuation of existing buildings and
buildings under construction
34
11.
Deferred tax
35
12.
Investments and other investments
37
12.1
Change in financial assets attributable to financing and other activities
37
13
Other non-current assets
38
14.
Trade and other receivables
38
15.
Cash and cash equivalents
39
16.
Notes to the condensed consolidated statement of cash flows
40
16.1
Cash flows from borrowings
40
16.2
Change in receivables
41
16.3
Change in current and other liabilities
41
17.
Equity
41
17.1
Share capital
41
18.
Earnings and dividend per share
42
19.
Liabilities under borrowings and other debt instruments, and other liabilities
43
19.1
Non-current liabilities
43
19.2
Current liabilities
43
19.3
Change in financial liabilities attributable to financing and other activities
44
19.4
Liabilities under bonds
45
19.5
Borrowings secured and not secured with the Group's assets
45
20.
Employee benefit obligations
47
21.
Trade and other payables
47
22.
Financial instruments
48
22.1
Measurement of financial instruments
48
22.1. 1
Financial assets
48
22.1. 2
Financial liabilities
22.2
Other disclosures relating to financial instruments
50
50
23.
Contingent liabilities and security instruments
51
24.
Related-party transactions
52
24.1
Trade and other receivables and payables
52
24.2
Loans and non-bank borrowings
53
24.3
Income and expenses
53
25.
Significant events during and subsequent to the reporting period
55
25.1
Effect of the COVID-19 epidemic on the operations of the MLP Group S.A. Group
56
25.2
Impact of the political and economic situation in Ukraine on the operations of the MLP Group
S.A. Group.
56
26.
Remuneration paid or due to members of management and supervisory bodies
57
27.
Employees
58
IV. Separate
financial statements
of MLP Group S.A. for the six months
ended 30
June 2022
Authorisation of the interim condensed separate financial statements 60
Interim condensed separate statement of profit or loss and other comprehensive income 61
Interim condensed separate statement of financial position 62
Interim condensed separate statement of cash flows 63
Interim condensed separate statement of changes in equity 64
Notes to the separate financial statements 65
1. General information 65
1.1 MLP Group S.A. 65
1.2 MLP Group S.A. Group 65
1.3 Management Board 66
1.4 Supervisory Board 66
2. Basis of preparation of the interim separate financial statements 66
2.1 Statement of compliance 66
2.2 Basis of preparation 66
2.3 Functional currency and presentation currency of the financial statements; rules
applied to translate financial data
67
2.3. 1 Functional currency and presentation currency 67
2.3. 2 Rules applied to translate financial data
2.4 Use of estimates and judgements 67
67
68
68
69
69
69
70
70
71
72
74
74
74
75
76
76
3. Segment reporting
3.1 Key customers of the Company
4. Revenue
5. Other income
6. Other expenses
7. Distribution costs and administrative expenses
8. Finance income and costs
9. Income tax
10. Non-current financial assets in related entities
11. Long-term investments
12. Short-term investments
13. Change in financial assets attributable to financing and other activities
14. Deferred tax
15. Trade and other receivables
16. Cash and cash equivalents
17. Equity 77
17.1 Share capital 77
17.1. 1 Shareholders holding, directly or through subsidiaries, at least 5% of total voting
rights in the Company
78
17.1. 2 Shares and rights to shares of MLP Group S.A. held by members of management
and supervisory bodies
78
17.2 Capital reserve 79
18. Earnings and dividend per share 79
19. Non-bank borrowings and other debt instruments 79
19.1 Non-current liabilities 79
19.2 Current liabilities 79
19.3 Change in financial liabilities attributable to financing and other activities 80
19.4 Liabilities under bonds 81
19.5 Non-bank borrowings not secured on the Company's assets: 81
20. Employee benefit obligations 82
21. Trade and other payables 82
22. Financial instruments 83
22.1 Measurement of financial instruments 83
22.1. 1 Financial assets 83
22.1. 2 Financial liabilities 84
23. Contingent liabilities and security instruments 85
24. Related-party transactions 86
24.1 Trade and other receivables and payables 86
24.2 Loans and non-bank borrowings 88
24.3 Income and expenses 90
25. Significant litigation and disputes 93
26. Significant events during and subsequent to the reporting period 93
26.1 Effect of the COVID-19 pandemic on the activities of MLP Group S.A. 94
26.2 Impact of the political and economic situation in Ukraine on the operations of the
MLP Group S.A.
94
27. Remuneration paid or due to Management and Supervisory Board members 95
28. Employees 96
V. Management Board's Report on the activities of the MLP Group S.A. Group
in the six months ended 30 June 2022
97

I. Letter from CEO to Shareholders

Dear Shareholders,

MLP Group had a very successful 1H2022 period despite of the challenging economic and political environment. We have delivered excellent results, both from an operational and financial point of view. I am pleased to present you with the 1H2022 financial report, in which we describe the work done, our business achievements and development plans. We are proud that the results for 1H2022 exceeded market expectations and MLP Group strategic goals for 2021-2024.

MLP Group enters the second half of 2022 well positioned to navigate economic headwinds, and ready to continue the execution of the strategic goals set in 2021, underpinned by its high-quality income producing investment portfolio and solid capital structure, which have delivered excellent results in the first six months of the year.

1H2022 Financial highlights:

  • Net rental income up by 22.2 % to PLN 90.4 million (EUR 19.5 million) vs 30 June 2021: PLN 74.0 million (EUR 16.3 million), supported by new rent arising from development completions and active management of the Group's investment portfolio ·
  • Net profit amounted to PLN 433.9 million (EUR 93.5 million), + 160,6% yoy, driven by strong growth in rental income and very strong performance in letting recently completed speculatively developed space across the portfolio and an increase in valuation driven by rising ERVs (Estimated Rental Value) while generally in the existing yielding portfolio yields stayed unchanged ·
  • Gross Value of investment properties increased to PLN 4.2 billion (EUR 905.6 million), + 24.9% vs 31 December 2021 ·
  • NAV increased to PLN 2 298.2 million (EUR 491.0 million), + 26,0% vs 31 December 2021 ·
  • NAV per share PLN 107.5 (EUR 23.0), + 26,0% vs 31 December 2021 ·
  • Annualized FFO YE 2022 PLN 74.0 million (EUR 16.0 million) vs YE 2021 PLN 55.8 million (EUR 12.0 million) + 32,5% ·
  • FFO amounted to 1H2022 PLN 37.0 million (EUR 8.0 million) vs 1H2021 PLN 25.8 million (EUR 5.7 million) + 43,2% ·

1H2022 Operational highlights:

  • Lease agreements in 1H2022 for approx. 214 thousand sqm, + 91% yoy ·
  • Material rental growth in leasing rates by approx. 24% yoy ·
  • The vacancy rate on our standing stock remains low at 1.2 per cent ·
  • Delivering on our responsible MLP Group commitments including progress with our renewable energy strategy and broadly our ESG strategy announced in 3Q2022 ·
  • Strong tenants' retention rate across our European portfolio at 99%, combined with the very high tenants satisfaction ·

MLP Group plans for 2H2022

I employ a great many adages, one is widely attributed to Mark Twain – "history does not repeat itself, but it does rhymes". I predict, that in the near future, we will face a challenging current macroeconomic environment like we experienced in the past during economical slow-downs. As MLP Group, we are well prepared for potential economic challenges. We are confident that by continuing to follow our wellproven strategy combined with our strategic goals, disciplined capital allocation and operational excellence, we will be able to navigate the more challenging current macroeconomic environment and drive further sustainable growth in rental income and earnings over the coming months and years.

We are noticing strong demand for MLP Group new and existing assets across Europe, as companies increasingly seek a cost-effective means of enhancing the resilience of their supply chains and manufacturing capabilities, onshoring. Together with the ongoing constrained supply of high-quality industrial assets, these sector fundamentals are translating into material rental growth not noticed in the last years. The increase in rental rates was much greater than the increase in construction costs, which would also positively affect the results of MLP Group.

We as MLP Group, as I wrote, are very well poised to a potential economic slowdown, we have practically 100% of the leased space, very good tenant diversification, both geographically and industry-wise. Our focus on maintaining close relationships with our customers, our well-located land bank and our prudent capital structure, provide significant opportunities for further profitable growth.

Our strategic goal is to constantly expand the warehouse portfolio. We will continue to develop rapidly, above all in Germany, where we are systematically increasing our portfolio of projects predominantly in Ruhr area, Hessen region and Brandenburg. We also plan to strengthen our position on the Austrian market. Additionally, we are analysing our entrance to new countries i.e. Benelux and Hungary. The Polish market is still very important for us, and we will consistently increase our offer in key logistics regions. In 2022, capital expenditure (CAPEX) will amount to approximately EUR 150-200 million, of which approximately 30% will be allocated to plots' purchases. We plan to lease 250 thousand sqm of the new warehouse space this year.

We pursue our strategic goal by developing BigBox buildings and Urban / City Logistics projects (MLP Business Park – small business units), which will remain in our strategic focus as the product resilient to volatile economy and less exposed to rental competition with a high growth potential – addressing the retail evolution (e-commerce) and significantly contributing to our growth.

MLP Group activities are particularly focused on environmental protection and achieving zero CO2 emissions by 2026. As part of the existing and emerging facilities, a project to build photovoltaic farms on the roofs of logistics parks is being implemented, which should allow us to generate between 12 to 14 GWh of green energy in 2024.

We are aiming at 80% of our projects to obtain BREEAM certificate at the Excellent or Very Good level, and DGNB Gold or Platinum certificate on the German and Austrian market by 2022.

MLP Group – key developments in 1H2022

1H2022 was a very successful period across all markets in where we operate.

In 1H2022, MLP Group signed lease contracts for 214 thousand sqm, which is about 91% more than in the 1H2021 – that was our record ever result in leasing. We are seeing strengthening demand for MLP Group new and existing industrial area across Europe, as companies increasingly seek a cost-effective means of enhancing the resilience of their supply chains and manufacturing capabilities, onshoring. Together with the ongoing constrained supply of high-quality industrial assets, these sector fundamentals are translating into material rental growth not noticed in the last years and strong, record leasing results in 1H2022 and constitutes strong leasing pipeline for upcoming years.

The increase in rental rates was much greater than the increase in construction costs, which would also positively affect the results of MLP Group.

In 2022, MLP Group acquired several new plots, among others in Zgorzelec, Pruszków, Gorzów Wielkopolski and significantly increased our reservations for new plots in Poland and Germany.

MLP Group currently operates 22 logistics parks in Poland and abroad. In addition, in 2022 MLP Group concluded several reservation agreements for new plots for further logistics parks in Poland and Europe. Based on the current land banks and reserved plots, MLP Group secured development potential for another 1 million sqm, with the area of the secured land of approximately 200 ha.

Financial standing of MLP Group

Considering the current geopolitical situation and high volatility in the economy, we are very well prepared for the current challenges.

  • · All lease contracts are indexed to European inflation rates. Thus, an increase in inflation causes an automatic increase in revenues.
  • · All rentals are denominated in EUR or are directly expressed in EUR, which significantly reduces our exposure to the currency risk.
  • · Almost 100% of loans are IRS hedged for the next 5 years, resulting in limited interest rates' exposure.
  • · The geographical diversification of our business across Europe, combined with the diverse tenant base and the average lease term of more than 8.6 years, provides significant operational stability.
  • · Diversification of energy sources and implementation of solutions having a positive impact on the protection of the natural environment.
  • · The greatest value is the potential of the secured plots, which enables rapid development in the coming years on European markets, and thus the achievement of the assumed strategic goals
  • · Strong cash flow position
    • LTV at modest level of 34.9%, the strong interest coverage ratio at 3.6x ICR
    • Interest-bearing debt with average maturity of 5.0 years

MLP Group has a very good financial standing, a safe capital structure enabling the implementation of long-term strategic goals, its own land bank located in attractive locations and highly qualified management team.

Radosław T. Krochta

President & CEO MLP Group S.A.

II. 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 June 31 December 30 June
2022 2021 2021
Average mid exchange rate during the reporting period* 4,6427 4,5775 4,5472
Mid exchange rate on the last day of the reporting period 4,6806 4,5994 4,5208

*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 June 2022
EUR
31 December 2021
PLN thousand thousand PLN thousand EUR thousand
(unaudited) (unaudited)
Non-current assets 4 348 147 928 972 3 457 071 751 635
Current assets 223 777 47 810 328 483 71 419
Total assets 4 571 924 976 782 3 785 554 823 054
Non-current liabilities 2 037 714 435 353 1 722 350 374 473
Current liabilities 235 986 50 418 238 683 51 894
Equity, including: 2 298 224 491 011 1 824 521 396 687
Share capital 5 344 1 142 5 344 1 162
Total equity and liabilities 4 571 924 976 782 3 785 554 823 054
Number of shares 21 373 639 21 373 639 21 373 639 21 373 639
Book value per share and diluted book value per
share attributable to owners of the parent (PLN)
107,53 22,97 85,36 18,56

The data in the interim 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 interim condensed consolidated statement of profit or loss and other comprehensive income converted into the euro:

for the six months ended 30 June 2022
EUR
2021
PLN thousand thousand PLN thousand EUR thousand
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue 123 247 26 546 97 565 21 456
Other income 684 147 715 157
Gain on revaluation of investment property 517 808 111 532 160 167 35 223
Distribution costs and administrative expenses (63 629) (13 705) (51 626) (11 353)
Operating profit 577 172 124 318 205 500 45 193
Profit before tax 539 040 116 105 204 709 45 019
Net profit 433 913 93 461 166 515 36 619
Total comprehensive income 473 703 102 032 166 756 36 672
Net profit attributable to owners of the parent 433 913 93 461 166 515 36 619
Earnings per share and diluted earnings per
share attributable to owners of the parent (PLN)
20,30 4,37 8,33 1,83

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

for the six months ended 30 June 2022
EUR
2021
PLN thousand thousand PLN thousand EUR thousand
(unaudited) (unaudited) (unaudited) (unaudited)
Net cash from operating activities 71 409 15 381 120 940 26 597
Cash from investing activities (254 623) (54 844) (349 395) (76 837)
Cash from financing activities 123 977 26 704 236 926 52 104
Total cash flows, net of exchange differences (59 237) (12 759) 8 471 1 864
Total cash flows (57 788) (12 447) 7 505 1 650

The data in the condensed consolidated statement of cash flows was translated at the average euro exchange rate 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 June 2022
EUR
31 December 2021
PLN thousand
(unaudited)
thousand
(unaudited)
PLN thousand EUR thousand
Cash at beginning of period
Cash at end of period
177 234
119 446
38 534
25 519
163 009
177 234
35 323
38 534

The following exchange rates were used to translate the presented 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

The EUR/PLN exchange rate on the last day of the reporting period ended 31 December 2020 was 4.6148.

MLP Group S.A. The Group

Interim condensed consolidated financial statements

for the six months ended 30 June 2022 prepared in accordance with EU IFRS

III. Interim condensed consolidated financial statements

Authorisation of the interim condensed consolidated financial statements

On 23 August 2022, the Management Board of the Parent. i.e. MLP Group S.A., authorised for issue the interim 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 June 2022.

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

These interim consolidated financial statements for the period from 1 January to 30 June 2022 have been prepared in accordance with the International Financial Reporting Standards, as endorsed by the European Union ("EU IFRS"), applicable to interim reporting (IAS 34). In this report, information is presented in the following sequence:

    1. Interim condensed consolidated statement of profit or loss and other comprehensive income for the period from 1 January to 30 June 2022, showing a net profit of PLN 433,913 thousand.
    1. Condensed consolidated statement of financial position as at 30 June 2022, showing total assets and total equity and liabilities of PLN 4,571,924 thousand.
    1. Condensed consolidated statement of cash flows for the period from 1 January to 30 June 2022, showing a net decrease in cash of PLN 57,788 thousand.
    1. Condensed statement of changes in consolidated equity for the period from 1 January to 30 June 2022, showing an increase in consolidated equity of PLN 473,703 thousand.
    1. Notes to the interim condensed consolidated financial statements.

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

Signed with qualified electronic signature.

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

Interim condensed consolidated statement of profit or loss and other comprehensive income

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

for 6 months
ended
3 months
ended
6 months
ended
3 months
ended
Note 30 June
2022
(unaudited)
30 June
2022
(unaudited)
30 June
2021
(unaudited)
30 June
2021
(unaudited)
Revenue 4 123 247 60 670 97 565 47 625
Other income 5 684 283 715 410
Gain on revaluation of investment property 10 517 808 489 515 160 167 146 650
Distribution costs and administrative expenses 7 (63 629) (31 311) (51 626) (25 226)
Other expenses 6 (938) (367) (1 321) (609)
Operating profit 577 172 518 790 205 500 168 850
Finance income 8 328 188 18 882 18 612
Finance costs 8 (38 460) (17 393) (19 673) (4 302)
Net finance costs (38 132) (17 205) (791) 14 310
Profit before tax 539 040 501 585 204 709 183 160
Income tax 9 (105 127) (97 325) (38 194) (32 766)
Profit from continuing operations 433 913 404 260 166 515 150 394
Net profit 433 913 404 260 166 515 150 394
Net profit attributable to:
Owners of the parent
433 913 404 260 166 515 150 394
Other comprehensive income that will be reclassified to profit or loss
Exchange differences on translation of foreign operations 3 291 1 534 (1 884) (2 309)
Effective portion of changes in fair value of cash flow hedges 45 061 16 682 2 623 714
Other comprehensive income that will be reclassified to profit or loss,
before tax
48 352 18 216 739 (1 595)
Other comprehensive income, gross 48 352 18 216 739 (1 595)
Income tax on other comprehensive income that will be reclassified to
profit or loss
(8 562) (3 170) (498) (136)
Other comprehensive income, net 39 790 51 478 241 (4 921)
Total comprehensive income 473 703 455 738 166 756 145 473
Comprehensive income attributable to:
Owners of the parent
473 703 455 738 166 756 145 473
Earnings per share 18
Earnings per ordinary share:
-
Basic earnings per share from continuing operations
20,30 18,91 8,33 7,53
-
Earnings per ordinary share
20,30 18,91 8,33 7,53
Diluted earnings per ordinary share:
-
Diluted earnings per share from continuing operations
20,30 18,91 8,33 7,53
-
Diluted earnings per ordinary share
20,30 18,91 8,33 7,53

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

Interim condensed consolidated statement of financial position

as at
Note
30 June
2022
(unaudited)
31 December
2021
Non-current assets
Property, plant and equipment 9 336 3 276
Intangible assets 168 138
Investment property 10 4 238 538 3 394 504
Other long-term financial investments 12 96 954 53 887
Other non-current assets 1 023 939
Deferred tax assets 11 2 128 4 327
Total non-current assets 4 348 147 3 457 071
Current assets
Inventories 150 19
Short-term investments 12 19 777 71 380
Income tax receivable 14 2 563 2 003
Trade and other receivables 14 78 641 74 346
Other short-term investments 12 3 200 3 501
Cash and cash equivalents 15 119 446 177 234
Current assets other than held for sale or distribution to owners 223 777 328 483
Total current assets 223 777 328 483
TOTAL ASSETS 4 571 924 3 785 554
Equity 17
Share capital 5 344 5 344
Share premium 304 025 304 025
Cash flow hedge reserve 32 465 (4 034)
Translation reserve 3 571 726
Capital reserve 83 680 83 680
Statutory reserve funds 154 575 154 575
Retained earnings, including: 1 714 564 1 280 205
Profit (loss) brought forward 1 280 651 799 735
Net profit 433 913 480 470
Equity attributable to owners of the parent 2 298 224 1 824 521
Total equity 2 298 224 1 824 521
Non-current liabilities
Borrowings and other debt instruments 19.1 1 580 250 1 369 873
Deferred tax liability 11 401 104 294 180
Other non-current liabilities 19.1 56 360 58 297
Total non-current liabilities 2 037 714 1 722 350
MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022
Interim condensed consolidated financial statements for the six months ended 30 June 2022
(all data in PLN thousand, unless stated otherwise)
Borrowings and other debt instruments 19.2 81 419 121 222
Employee benefit obligations 20 3 043 5 928
Income tax payable 21 3 501 3 210
Trade and other payables 21 148 023 108 323
Current liabilities other than held for sale 235 986 238 683
Total current liabilities 235 986 238 683
Total liabilities 2 273 700 1 961 033
TOTAL EQUITY AND LIABILITIES 4 571 924 3 785 554

Current liabilities

Interim condensed consolidated statement of cash flows

for the six months ended 30 June Note 2022
(unaudited)
2021
(unaudited)
Cash flows from operating activities
Profit before tax 539 040 204 709
Total adjustments (462 796) (77 511)
Depreciation and amortisation 197 167
Change in fair value of investment property (517 808) (160 167)
Net interest 16 668 16 210
Exchange differences 20 600 (19 838)
Other (683) 159
Change in receivables 16.2 4 110 39 873
Change in current and other liabilities 16.3 14 120 46 085
Cash from operating activities 76 244 127 198
Income tax paid (4 835) (6 258)
Net cash from operating activities 71 409 120 940
Cash flows from investing activities
Interest received 1 956 1 508
Repayment of loans 16.1 2 818 8 547
Purchase of investment property, property, plant and equipment and
intangible assets (303 462) (252 155)
Proceeds from disposal of other investments in financial assets 51 057 18 000
Purchase of other financial assets - (132 700)
Other proceeds from (expenditure on) investments (6 992) 7 405
Cash from investing activities (254 623) (349 395)
Cash flows from financing activities
Increase in borrowings 16.1 254 044 342 810
Repayment of borrowings, including refinanced bank borrowings 16.1 (16 852) (211 483)
Net proceeds from issue of shares - 123 585
Redemption of bonds (94 118) -
Interest paid (19 097) (17 986)
Cash from financing activities 123 977 236 926
Total cash flows, net of exchange differences (59 237) 8 471
Effect of exchange differences on cash and cash equivalents 1 449 (966)
Total cash flows (57 788) 7 505
Cash and cash equivalents at beginning of period 15 177 234 163 009
Cash and cash equivalents at end of period 15 119 446 170 514

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

Interim condensed statement of changes in consolidated equity

Share capital Share premium Cash flow hedge
reserve
Translation reserve Capital reserve Statutory
reserve funds
Retained
earnings
Total equity
attributable to owners
of the parent
Total equity
As at 1 January 2022 5 344 304 025 (4 034) 726 83 680 154 575 1 280 205 1 824 521 1 824 521
Comprehensive income:
Net profit/(loss)* - - - - 433 913 433 913 433 913
Total other comprehensive income* - - 36 499 2 845 446 39 790 39 790
Comprehensive income for the year
ended 30 June 2022*
- - 36 499 2 845 434 359 473 703 473 703
Changes in equity* - - 36 499 2 845 - - 434 359 473 703 473 703
As at 30 June 2022* 5 344 304 025 32 465 3 571 83 680 154 575 1 714 564 2 298 224 2 298 224
Share capital Share premium Cash flow hedge
reserve
Translation reserve Capital reserve Statutory
reserve funds
Retained
earnings
Total equity
attributable to owners
of the parent
Total equity
As at 1 January 2021 4 931 180 853 (12 719) 2 095 83 680 154 575 798 317 1 211 732 1 211 732
Comprehensive income:
Net profit/(loss)* - - - - 166 515 166 515 166 515
Total other comprehensive income* - - 2 125 (3 300) 1 416 241 241
Comprehensive income for the year
ended 30 June 2021*
- - 2 125 (3 300) 167 931 166 756 166 756
Distribution of net profit for 2019 1) - - - - - -
Increase in equity due to share issue2) 413 123 172 - - - 123 585 123 585
Changes in equity* 413 123 172 2 125 (3 300) - - 167 931 290 341 290 341
Balance as at 30 June 2021* 5 344 304 025 (10 594) (1 205) 83 680 154 575 966 248 1 502 073 1 502 073

* Unaudited.

Notes to the interim 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.

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

The Parent was established as a result of transformation of the state-owned enterprise Zakłady Naprawcze Taboru Kolejowego im. Bohaterów Warsaw 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. The Company continued to trade under this business name as at the date of issue of these consolidated financial statements.

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

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

Management Board:

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

On 26 July 2022, the Supervisory Board resolved to appoint Ms Monika Dobosz and Ms Agnieszka Góźdź as Members of the Company's Management Board.

Supervisory Board:

Shimshon Marfogel - Chairman of the Supervisory Board
Eytan Levy - Deputy Chairman of the Supervisory Board

-

  • Oded Setter Member of the Supervisory Board
  • Guy Shapira Member of the Supervisory Board
    • Piotr Chajderowski Member of the Supervisory Board
    • Maciej Matusiak Member of the Supervisory Board

1. 2 The Group

As at the reporting date, the MLP Group S.A. Group (the "Group") consisted of MLP Group S.A., i.e., the Parent, and 52 subsidiaries.

The parent of the Group is CAJAMARCA HOLLAND B.V. of the Netherlands, registered address: Locatellikade 1, 1076 AZ Amsterdam.

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 June 2022, the Group consisted of the following entities:

Parent's direct and indirect
interest in
share capital
Parent's direct and indirect
interest in
voting rights
Country of 30 June
31 December
30 June 31 December
Entity registration 2022 2021 2022 2021
MLP Pruszków I Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków II Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków III Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków IV Sp. z o.o. Poland 100% 100% 100% 100%
MLP Poznań Sp. z o.o. Poland 100% 100% 100% 100%
MLP Lublin Sp. z o.o. Poland 100% 100% 100% 100%
MLP Poznań II Sp. z o.o. Poland 100% 100% 100% 100%
MLP Spółka z ograniczoną
odpowiedzialnością SKA
Poland 100% 100% 100% 100%
Feniks Obrót Sp. z o.o. Poland 100% 100% 100% 100%
MLP Property Sp. z.o.o. Poland 100% 100% 100% 100%
MLP Bieruń Sp. z o.o. Poland 100% 100% 100% 100%
MLP Bieruń I Sp. z o.o. Poland 100% 100% 100% 100%
MLP Sp. z o.o. Poland 100% 100% 100% 100%
MLP Teresin Sp. z o.o. Poland 100% 100% 100% 100%
MLP Business Park Poznań Sp. z o.o. Poland 100% 100% 100% 100%
MLP FIN Sp. z o.o. Poland 100% 100% 100% 100%
LOKAFOP 201 Sp. z o.o. 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%
Country of Parent's direct and indirect
interest in
share capital
Parent's direct and indirect
interest in
voting rights
registration 30 June 31 December 30 June 31 December
Entity 2022 2021 2022 2021
MLP Business Park Berlin I GP
sp. z o.o.
Poland 100% 100% 100% 100%
MLP Łódź II sp. z o.o. Poland 100% 100% 100% 100%
MLP Poznań East 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%
1)
MLP Business Park Trebur GP Sp. z o.o.
Poland 100% - 100% -
2)
MLP Business Park Trebur LP Sp. z o.o.
Poland 100% - 100% -

1. 3 Changes in the Group

1) On 16 February 2022, MLP Schwäbisch Gmünd GP 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 March 2022. On 14 June 2022, the Extraordinary General Meeting of the company resolved to rename it MLP Business Park Trebur GP Sp. z o.o. The change in the company's name was entered in the National Court Register on 23 June 2022.

2) On 16 February 2022, MLP Schwäbisch Gmünd LP 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 21 March 2022. On 14 June 2022, the Extraordinary General Meeting of the company resolved to rename it MLP Business Park Trebur LP Sp. z o.o. The change in the company's name was entered in the National Court Register on 22 June 2022.

Pursuant to a notarial deed of 6 July 2022, MLP Business Park Trebur Sp. z o.o. &Co. KG was established, in which MLP Business Park Trebur LP Sp. z o.o. is a limited partner and MLP Business Park Trebur GP Sp. z o.o is the general partner.

These interim condensed consolidated financial statements for the six months ended 30 June 2022 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, at least 5% of total voting rights in the Company

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

To the best of the Management Board's knowledge and belief, from the date of issue of the most recent interim report to the reporting date there were changes in direct or indirect holdings of 5% or more of total voting rights in the Company, and as at 30 June 2022 the holdings were as follows:

Shareholder Number of shares and voting
rights
% interest in equity and
voting rights
CAJAMARCA Holland BV 10 242 726 47,92%
Other shareholders 4 425 034 20,70%
THESINGER LIMITED 1 771 320 8,29%
MetLife OFE 1 656 022 7,75%
2)
Israel Land Development Company Ltd.
1 933 619 9,05%
GRACECUP TRADING LIMITED 641 558 3,00%
Shimshon Marfogel 149 155 0,70%
MIRO LTD. 552 125 2,58%
1)
Oded Setter
2 080 0,01%
Total 21 373 639 100,00%

1) On 12 January 2022, 30 March 2022 and 8 January 2022, Oded Setter, a member of the Supervisory Board, acquired 420, 640 and 600 ordinary shares, respectively, representing in total 0.0077% of the share capital and 1,660 voting rights, or 0.0077% of total voting rights.

2) Furthermore, on 13 May 2022 Israel Land Development Company Ltd. with its registered office in Bnei Brak, Israel acquired 100 ordinary shares increasing its holding to 1,933,619 Company shares, which after the changes constitutes 9.05% of the share capital and carries 1,933,619 voting rights, i.e., 9.05% of the total number of voting rights.

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

As at 30 June 2022, Michael Shapiro, Vice President of the Management Board, held indirectly, through his fully-controlled company MIRO Ltd., a 2.58% 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 11.98% of the share capital of MLP Group S.A. Therefore, in aggregate, Mr Shapiro was the beneficial owner of a 14.56% interest in the share capital of MLP Group S.A.

As at 30 June 2022, Shimshon Marfogel, Chairman of the Supervisory Board, held directly, through the Company shares acquired in September 2017, 0.70% of the Company's share capital.

As at 30 June 2022, 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, 0.0077% of the Company's share capital.

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

2. Basis of preparation of the interim 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.

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

2. 2 Status of standards approval in the European Union

2. 2. 1 Standards and interpretations endorsed 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 interim 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 2021.

2. 3 Basis of preparation of the Consolidated Financial Statements

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

These interim codensed consolidated financial statements have been prepared in accordance with the accounting policies described in the full-year consolidated financial statements for 2021.

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 interim 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 interim 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 June
2022
31 December
2021
30 June
2021
EUR 4,6806 4,5994 4,5208
USD 4,4825 4,0600 3,8035
RON 0,9466 0,9293 0,9174

2. 5 Use of estimates and judgements

In these interim 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 2021.

The preparation of interim 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 June 2022 and in the reporting period then ended the Group had four geographical segments – Poland, Germany, Romania and Austria.

Operating segments

for the six months ended 30 June 2022*
Intersegment
Poland Germany Romania Austria eliminations Total
Revenue
Sales to external customers 118 451 3 230 2 756 131 (1 321) 123 247
Gain/(loss) on revaluation of
investment property
424 507 82 066 8 821 2 405 9 517 808
Segment's total revenue 542 958 85 296 11 577 2 536 (1 312) 641 055
Segment's operating profit/(loss) 486 189 78 643 10 295 2 299 1 577 426
Segment's other income/(expense) (257) 38 (12) (23) - (254)
Profit/(loss) before tax and net
finance costs
485 932 78 681 10 283 2 276 1 577 172
Net finance income/(costs) (28 067) (4 964) (296) (1) (4 804) (38 132)
Profit/(loss) before tax 457 865 73 717 9 987 2 275 (4 803) 539 040
Income tax (89 325) (13 607) (1 588) (607) - (105 127)
Net profit/(loss) 368 540 60 110 8 399 1 668 (4 803) 433 913
for the six months ended 30 June 2021*
Poland Germany Romania Austria Intersegment
eliminations
Total
Revenue
Sales to external customers 94 624 688 2 131 122 - 97 565
Gain/(loss) on revaluation of
investment property
59 638 73 428 722 26 379 - 160 167
Segment's total revenue 154 262 74 116 2 853 26 501 - 257 732
Segment's operating profit/(loss) 106 079 72 134 1 625 26 205 63 206 106
Segment's other income/(expense) (698) 103 (11) - - (606)
Profit/(loss) before tax and net
finance costs
105 381 72 237 1 614 26 205 63 205 500
Net finance income/(costs) (53) (1 816) (738) (1 338) 3 154 (791)
Profit/(loss) before tax 105 328 70 421 876 24 867 3 217 204 709
Income tax (21 420) (12 307) (291) (4 176) - (38 194)
Net profit/(loss) 83 908 58 114 585 20 691 3 217 166 515

* Unaudited.

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

as at as at 30 June 2022*
Poland Germany Romania Austria Intersegment
eliminations
Total
Assets and liabilities
Segment's assets 4 081 035 646 227 84 461 113 435 (353 234) 4 571 924
Total assets 4 081 035 646 227 84 461 113 435 (353 234) 4 571 924
Segment's liabilities 2 003 169 459 171 70 967 88 626 (348 233) 2 273 700
Equity 2 077 866 187 056 13 494 24 809 (5 001) 2 298 224
Total equity and liabilities 4 081 035 646 227 84 461 113 435 (353 234) 4 571 924
Expenditure on properties 238 119 69 578 800 5 982 - 314 479
as at as at 31 December 2021
Poland Germany Romania Austria Intersegment
eliminations
Total
Assets and liabilities
Segment's assets 3 489 672 494 034 72 478 103 458 (374 088) 3 785 554
Total assets 3 489 672 494 034 72 478 103 458 (374 088) 3 785 554
Segment's liabilities 1 816 854 369 773 67 566 80 731 (373 891) 1 961 033
Equity 1 672 818 124 261 4 912 22 727 (197) 1 824 521
Total equity and liabilities 3 489 672 494 034 72 478 103 458 (374 088) 3 785 554
Expenditure on properties 243 445 213 867 4 284 62 917 - 524 513

* Unaudited.

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

4. Revenue

for 6 months
ended
30 June
2022
(unaudited)
3 months
ended
30 June
2022
(unaudited)
6 months
ended
30 June
2021
(unaudited)
3 months
ended
30 June
2021
(unaudited)
Rental income 90 387 46 679 73 977 37 842
Other revenue 32 860 13 991 21 708 9 783
Revenue from development contract concluded by MLP Group S.A. 1) - - 1 880 -
Total revenue 123 247 60 670 97 565 47 625
6 months
ended
3 months
ended
6 months
ended
3 months
ended
for 30 June 30 June 30 June 30 June
2022 2022 2021 2021
(unaudited) (unaudited) (unaudited) (unaudited)
Recharge of utility costs 31 478 12 959 20 367 8 892
Rental income from residential units 30 15 41 21
Services provided to tenants 1 096 786 1 159 796
Other revenue 256 231 141 74
Other revenue 32 860 13 991 21 708 9 783

1)MLP Group S.A. signed a property development contract with Westinvest Gesellschaft fur Investmentfonds mbH, under which in 2020–2021 a warehouse was constructed on third-party land in Tychy. In 2021, the Company recognised revenue from the contract of PLN 1,880 thousand, calculated based on the percentage of completion of the work.

In accordance with the type of contract criterion (IFRS 15), revenue derived from the development contract 2021 is revenue a from fixedprice contract, of PLN 1,880 thousand. The asset was recognised in the Polish segment and was accounted for in 2021.

5. Other income

for 6 months
ended
3 months
ended
6 months
ended
3 months
ended
30 June
2022
(unaudited)
30 June
2022
(unaudited)
30 June
2021
(unaudited)
30 June
2021
(unaudited)
Reimbursement of court fees - - 24 21
Reversal of impairment losses on receivables - - 5 -
Contractual penalties received 423 140 106 19
Other 232 141 529 354
Gain on disposal of non-financial non-current assets - - 21 -
Reversal of provision for future costs 29 2 30 16
Other income 684 283 715 410

6. Other expenses

for 6 months
ended
30 June
2022
(unaudited)
3 months
ended
30 June
2022
(unaudited)
6 months
ended
30 June
2021
(unaudited)
3 months
ended
30 June
2021
(unaudited)
Loss on disposal of non-financial non-current assets (158) (84) - -
Impairment losses on receivables - - - -
Court fees - - (4) (4)
Costs of donations (9) (4) (14) (14)
Cost of gas infrastructure at MLP Bieruń Sp. z o.o. - -
Costs covered by insurance policies (181) (153) (461) (457)
Other (110) (55) (521) (62)
Cost of capital expenditure (276) (71) (310) (72)
Cost of gas infrastructure - - - -
Written-off statute-barred receivables (204) - -
Other expenses (938) (367) (1 321) (609)

7. Distribution costs and administrative expenses

for 6 months
ended
3 months
ended
6 months
ended
3 months
ended
30 June
2022
(unaudited)
30 June
2022
(unaudited)
30 June
2021
(unaudited)
30 June
2021
(unaudited)
Depreciation and amortisation (197) (87) (167) (86)
Materials and consumables used (25 678) (11 072) (18 987) (7 935)
Services (19 479) (10 602) (17 144) (8 881)
Taxes and charges (14 023) (7 187) (11 419) (5 738)
Wages and salaries (2 506) (1 264) (2 884) (1 996)
Social security and other employee benefits (849) (570) (551) (352)
Other expenses by nature (897) (529) (474) (238)
Distribution costs and administrative expenses (63 629) (31 311) (51 626) (25 226)

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

Distribution costs and administrative expenses for the three months ended 30 June 2022 were PLN 63,629 thousand, and for the most part included expenses related to the maintenance of revenue-generating investment properties. Costs which are not directly related to these properties are depreciation expense on property, plant and equipment which are used in operating activities but do not generate rental income, and property tax in the part relating to undeveloped land.

The cost of raw materials and consumables used in the six months to 30 June 2021 and six months to 30 June 2022 included cost of electricity, gas and related certificates, and amounted to PLN 11,210 thousand and PLN 19,551 thousand, respectively.

Cost of services in 2021 included costs of the development project carried out at MLP Group S.A. of PLN 1,517 thousand.

The Group's administrative expenses include costs of developing new projects in foreign markets, which in the first half of 2022 amounted to PLN 1,474 thousand (H1 2021: PLN nil).

8. Finance income and costs

for 6 months
ended
3 months
ended
6 months
ended
3 months
ended
30 June
2022
(unaudited)
30 June
2022
(unaudited)
30 June
2021
(unaudited)
30 June
2021
(unaudited)
Interest on loans
Interest on bank deposits
235
-
141
-
132
104
62
97
Sale of receivables - - - -
Net exchange differences - - 18 428 26 748
Other interest 1 - - -
Interest on receivables 9 5 25 24
Revenue from investment fund units 63 22
Other finance income 20 20 193 1
Total finance income 328 188 18 882 26 932
for 6 months
ended
3 months
ended
6 months
ended
3 months
ended
30 June 30 June 30 June 30 June
2022 2022 2021 2021
(unaudited) (unaudited) (unaudited) (unaudited)
Interest on borrowings (9 350) (5 091) (6 787) (3 507)
Other interest (624) (316) (7) (4)
Interest paid on swap contracts (2 557) (1 184) (5 304) (4 196)
Net interest on cash flow hedge - - 42 32
Net exchange differences (18 803) (7 271) - -
Interest on bonds (4 879) (2 330) (4 293) (2 115)
Other finance costs (1 347) (922) (249) (116)
Debt service costs (900) (279) (3 075) (2 716)
Total finance costs (38 460) (17 393) (19 673) (12 622)

Exchange differences are mainly attributable to the effect of measurement of liabilities under EUR-denominated borrowings at the end of the reporting period. In the period from 31 December 2021 to 30 June 2022, the Polish currency depreciated by PLN 0.0812, or 1.73%. The depreciation of the złoty against the euro resulted in foreign exchange losses of PLN 18,803 tthousand, which affected the Group's net finance income/(costs).

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

9. Income tax

In accordance with Polish laws, in 2022 and 2021, the 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 2022 and 2021, 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 6 months
ended
3 months
ended
6 months
ended
3 months
ended
30 June 30 June 30 June 30 June
2022 2022 2021 2021
(unaudited) (unaudited) (unaudited) (unaudited)
Current income tax 5 414 3 316 3 514 2 063
Temporary differences/reversal of temporary differences 99 713 94 009 34 680 30 703
Income tax 105 127 97 325 38 194 32 766

Effective tax rate

for 6 months
ended
30 June
2022
(unaudited)
3 months
ended
30 June
2022
(unaudited)
6 months
ended
30 June
2021
(unaudited)
3 months
ended
30 June
2021
(unaudited)
Profit before tax 539 040 501 585 204 709 183 160
Tax at the applicable tax rate (19%) (102 418) (95 302) (38 895) (34 801)
Difference due to different rate of tax paid by the Austrian company 8 3 -
Difference due to 9% rate of tax rate paid by companies qualifying as
small taxpayers
112 84 1 692 1 722
Non-taxable income 947 902 (395) (394)
Difference due to different rates of tax paid by the German and
Romanian companies
(322) (256) 785 785
Unrecognised asset for tax loss (1 644) (1 295) (1 532) (978)
Write off of unused deferred tax asset for tax loss (54) (16) - -
Expenses not deductible for tax purposes (1 755) (1 444) 151 900
Income tax (105 126) (97 324) (38 194) (32 766)

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 over a period of five years following 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. Investment property

30 June
2022
as at
(unaudited)
31 December
2021
3 394 504 2 330 899
- -
314 479 524 513
- -
11 747 (1 231)
517 808 540 323
- -
4 238 538 3 394 504

Investment property includes warehouses 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 June 2022 included a perpetual usufruct asset of PLN 42,600 thousand.

In the period from 31 December 2021 to 30 June 2022, the carrying amount of investment property increased by EUR 180,326 thousand, to EUR 905,554 thousand. The change was mainly attributable to the expenditure on the construction work at new parks, execution of new contracts for lease of space in the new facilities, and obtaining a building permit for new facilities. The depreciation of the Polish currency by PLN 0.0812 (1.73%) also contributed to the change in the carrying amount of investment property as translated from the euro into the złoty and an increase in its fair value as at 30 June 2022. by PLN 59,171 thousand

The Group is a party to litigation concerning revision of the perpetual usufruct charges for some of the land of MLP Pruszków I, MLP Pruszków II and MLP Pruszków III logistics parks. As at the date of issue of this report, the Management Board of MLP Group S.A. was not able to estimate the amount of the charge. The amount determined by the court may affect the carrying amount of investment property and finance lease liabilities.

Investment property by country

as at 2022
(unaudited)
30 June 31 December
2021
Poland 3 428 733 2 766 095
Fair value of properties 3 386 133 2 723 068
Perpetual usufruct 42 600 42 915
Expenditure on properties not included in the
valuation
- 112
Germany 615 546 455 397
Fair value of properties 615 546 424 755
Expenditure on properties 30 642
Austria 113 271 103 026
Fair value of properties 113 271 103 026
Romania 80 988 69 986
Fair value of properties 80 988 69 986
Gross amount at end of period 4 238 538 3 394 504

Fair value of properties by country and type of space as at 30 June 2021

Total Existing
buildings
Projects
under
construction*
Land
reserve
Poland 3 386 133 2 733 438 541 124 111 571
Germany 615 546 483 506 37 445 94 595
Austria 113 271 - - 113 271
Romania 80 988 53 279 - 27 709
Gross amount at
end of period
4 195 938 3 270 223 578 569 347 146

*)Projects under construction include developments being constructed at any stage of completion, projects that are in the pipeline, and land with building permits secured.

Fair value of property by country and type of facility as at 31 December 2021.

Total Existing
buildings
Projects
under
construction
Land
reserve
Poland 2 723 068 2 307 098 349 462 66 508
Germany 424 755 108 546 253 657 62 552
Austria 103 026 - - 103 026
Romania 69 986 46 483 - 23 503
Gross amount at
end of period
3 320 835 2 462 127 603 119 255 589

10. 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).

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

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 overrented 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 residual method, the higher the rent rate and the lower the yield rate are, the higher the fair value of the property is, and the higher the estimated

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 properties, 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 June 2022, there were no reclassifications between levels.

10. 2 Assumptions adopted by independent expert appraisers for valuation of existing buildings and buildings under construction

as at 30 June 2022
Core Yield (%) Reversion Yield
(Exit Yield) (%)
mean minimum maximum mean minimum maximum
Poland 5,56% 5,00% 7,69% 6,61% 5,15% 8,06%
Germany 3,90% 3,46% 4,05% 4,10% 3,60% 4,20%
Austria n/a n/a n/a n/a n/a n/a
Romania 7,10% 7,10% 7,10% 7,60% 7,60% 7,60%
as at 31 December 2021
Core Yield (%)
Reversion Yield
(Exit Yield) (%)
mean minimum maximum mean minimum maximum
Poland 5,61% 5,00% 7,82% 6,89% 5,35% 8,42%
Germany 4,00% 3,60% 4,10% 4,20% 3,60% 4,40%
Austria n/a n/a n/a n/a n/a n/a
Romania 8,00% 8,00% 8,00% 8,10% 8,10% 8,10%

Average estimated rental value (ERV) per m 2

as at 30 June 2022 31 December 2021
warehouse space office space warehouse space office space
Poland 3,60 EUR 9,50 EUR 3,30 EUR 9,00 EUR
Germany 4,90 EUR 9,10 EUR 4,60 EUR 8,70 EUR
Austria n/a n/a n/a n/a
Romania 3,50 EUR 7,50 EUR 3,25 EUR 7,50 EUR

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

11. Deferred tax

Deferred tax assets Deferred tax liabilities Net amount
30 June
31 December
30 June
31 December
30 June 31 December
as at 2022 2021 2022 2021 2022 2021
(unaudited) (unaudited) (unaudited)
Investment property - - 413 546 310 697 413 546 310 697
Borrowings and loans 8 183 6 535 - - (8 183) (6 535)
Derivatives - 950 7 612 - 7 612 (950)
Other 6 181 6 646 - - (6 181) (6 646)
Tax losses deductible in future periods
7 384 6 231 - - (7 384) (6 231)
Interest on bonds 434 482 - - (434) (482)
Deferred tax assets
/ liabilities
22 182 20 844 421 158 310 697 398 976 289 853
30 June 31 December
as at 2022
(unaudited)
2021
Including:
Deferred tax asset (2 128) (4 327)
Deferred tax liability 401 104 294 180
398 976 289 853

As at 30 June 2022, the unrecognised deferred tax asset for tax loss was PLN 18,405 thousand.

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.

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

1 January
2021
changes
recognised in
profit
or loss
changes
recognised in
other
comprehensive
income
currency
translation
differences
31 December
2021
Investment property 194 100 116 552 - 45 310 697
Borrowings and loans (11 276) 4 741 - - (6 535)
Derivatives (2 987) - 2 037 - (950)
Other (1 713) (4 918) - (15) (6 646)
Tax losses deductible in future periods (2 842) (3 389) - - (6 231)
Interest on bonds (459) (23) - - (482)
174 823 112 963 2 037 30 289 853
1 January
2022
changes
recognised in
profit
or loss
(unaudited)
changes
recognised in
other
comprehensive
income
(unaudited)
currency
translation
differences
(unaudited)
30 June 2022
(unaudited)
Investment property 310 697 102 003 - 846 413 546
Borrowings and loans (6 535) (1 648) - - (8 183)
Derivatives (950) - 8 562 - 7 612
Other (6 646) 463 - 2 (6 181)
Tax losses deductible in future periods (6 231) (1 153) - - (7 384)
Interest on bonds (482) 48 - - (434)
289 853 99 713 8 562 848 398 976

12. Investments and other investments

30 June 31 December
as at 2022 2021
(unaudited)
Receivables from measurement of Swap transactions 40 081 -
Other long-term investments 40 608 33 315
Long-term loans to related entities 16 265 20 572
Other long-term investments 96 954 53 887
Money fund units 19 777 71 380
Short-term investments 19 777 71 380
Restricted cash 3 200 3 501
Other short-term investments 3 200 3 501

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

Other long-term investments comprised non-current portion of restricted cash of PLN 40,608 thousand, including: (i) cash of PLN 27,748 thousand set aside pursuant to the terms of credit facility agreements to secure payment of principal and interest, (ii) PLN 6,122 thousand, a deposit created from a security deposit retained from a tenant, (iii) cash of PLN 1,562 thousand set aside on the CAPEX account, (iv) other retained security deposits of PLN 2,449 thousand, and (v) a PLN 2,728 thousand deposit for a bank guarantee.

Money fund units is cash invested in a specialised open-end investment fund.

Other short-term investments comprise the current portion of restricted cash of PLN 3,200 thousand, including: (i) a short-term portion of retained security deposit of PLN 1,583 thousand and (ii) a shortterm portion of funds set aside pursuant to the terms of credit facility agreements of PLN 1,617 thousand.

12. 1 Change in financial assets attributable to financing and other activities

Loan assets
Amount as at 31 December 2021 20 572
Interest accrued 235
Payment of interest on loan (1 892)
Repayment of principal (2 818)
Realised foreign exchange gains/(losses) 311
Change in carrying amount (143)
Amount as at 30 June 2022* 16 265

* Unaudited.

13. Other non-current assets

as at 30 June
2022
(unaudited)
31 December
2021
Non-current prepayments and accrued income 2 17

14. Trade and other receivables

30 June 31 December
as at 2022
2021
(unaudited)
Trade payables 16 171 18 104
Investment settlements 629
2 147
Prepayments and accrued income 10 341 8 046
Advance payment for purchase of land 15 950 9 294
Taxes and social security receivable 35 550 36 755
Trade and other receivables 78 641 74 346
Income tax receivable 2 563 2 003
Short-term receivables 81 204 76 349

For more information on receivables from related entities, see Note 24.

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
Gross
receivables
(unaudited)
30 June 2022
Impairment loss
(unaudited)
31 December 2021
Gross
receivables
Impairment loss
Not past due 9 780 - 10 978 -
Past due:
1 to 90 days 3 491 - 4 205 -
91 to 180 days 437 - 295 -
over 180 days 5 170 (2 707) 5 333 (2 707)
Total receivables 18 878 (2 707) 20 811 (2 707)
2022
(unaudited)
2021
Impairment losses on receivables as at 1 January (2 707) (4 517)
Use of impairment loss - 1 810
Impairment losses on receivables as at 30 June*/31 December (2 707) (2 707)

* Unaudited.

15. Cash and cash equivalents

as at 30 June
2022
(unaudited)
31 December
2021
Cash in hand
Cash at banks
Cash in transit
54
119 392
-
44
177 190
-
Cash and cash equivalents in the consolidated statement of financial
position
119 446 177 234
Cash and cash equivalents in the consolidated statement of cash
flows
119 446 177 234

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

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. The amount of impairment losses is immaterial.

All the banks which the Group holds cash with are rated at least A- (according to Fitch Ratings).

16. Notes to the condensed consolidated statement of cash flows

16. 1 Cash flows from borrowings

for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
Proceeds from bank borrowings 254 044 342 810
Cash flows from borrowings 254 044 342 810
Cash flows from borrowings – amount disclosed in the condensed
consolidated statement of cash flows
254 044 342 810

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

for the six months ended 30 June 2022
(unaudited)
2021
(unaudited)
Repayment of bank borrowings, including refinanced bank
borrowings*)
(14 314) (207 737)
Repayment of non-bank borrowings (2 538) (3 746)
Total cash flows from borrowings (16 852) (211 483)
Cash flows from repayment of borrowings (16 852) (211 483)
Cash flows from repayment of borrowings – amount disclosed in the
condensed consolidated statement of cash flows
(16 852) (211 483)

*) In the first half of 2021, the Group contracted a PLN 194,722 projects, whereby it repaid PLN 193,840 thousand in liabilities under existing bank borrowings. thousand credit facility to refinance four

for the six months ended 30 June 2022
(unaudited)
2021
(unaudited)
Total cash flows from repayment of loans 2 818 8 547
Total cash flows from repayment of loans 2 818 8 547
Total cash flows from repayment of loans – amount disclosed in the
condensed consolidated statement of cash flows
2 818 8 547

16. 2 Change in receivables

for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
Change in inventories (131) 32
Change in trade and other receivables (4 295) 23 829
Change in assets from ongoing construction contracts - 6 403
Elimination of advance payment for land purchase 8 536 9 609
Change in receivables 4 110 39 873
Change in receivables disclosed in the consolidated statement of
cash flows
4 110 39 873

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

16. 3 Change in current and other liabilities

for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
Change in trade and other payables 39 700 17 735
Change in employee benefit obligations (2 885) (821)
Change in current liabilities under performance bonds and security
deposits
3 419 564
Change in finance lease liabilities (376) (270)
Elimination of changes in investment commitments (25 738) 28 877
Change in current and other liabilities 14 120 46 085
Change in current and other liabilities disclosed in the consolidated
statement of cash flows
14 120 46 085

17. Equity

17. 1 Share capital

30 June 31 December
as at 2022 2021
Share capital (unaudited)
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
Ordinary shares – total 21 373 639 21 373 639
Par value per share 0,25 0,25

As at 30 June 2022, the Parent's share capital amounted to PLN 5,343,409.75 and was divided into 21,373,639 shares conferring 21,373,639 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 June 2022* 31 December 2021
number of
shares
Par value number of
shares
Par value
Number/value of shares
at beginning of period
21 373 639 5 344 19 720 255 4 931
Issue of shares - 1 653 384 413
Number/value of shares
at end of period
21 373 639 5 344 21 373 639 5 344

* Unaudited.

18. 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 6 months
ended
3 months
ended
6 months
ended
3 months
ended
30 June 30 June 30 June 30 June
2022 2022 2021 2021
(unaudited) (unaudited) (unaudited) (unaudited)
Net profit(loss) for period 433 913 404 260 166 515 150 394
Number of outstanding shares 21 373 639 21 373 639 21 373 639 21 373 639
Number of outstanding shares 21 373 639 21 373 639 20 001 330 20 265 872

Earnings per share attributable to owners of the Parent during the reporting period (PLN per share):

-
basic
20,30 18,91 8,33 7,42
-
diluted
20,30 18,91 8,33 7,42

There were no dilutive factors in the presented periods.

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

19. 1 Non-current liabilities

30 June 31 December
as at 2022 2021
(unaudited)
Borrowings secured with the Group's assets 1 259 730 1 004 285
Bonds 304 239 344 955
Non-bank borrowings 16 281 20 633
Non-current liabilities under borrowings and other debt instruments 1 580 250 1 369 873

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

as at 30 June
2022
(unaudited)
31 December
2021
Finance lease liabilities (perpetual usufruct of land) 1
)
42 597 42 915
Liabilities from measurement of SWAP transactions - 4 980
Performance bonds 5 600 2 625
Security deposits from tenants and other deposits 8 163 7 719
Finance lease liabilities (vehicles) - 58
Other non-current liabilities 56 360 58 297

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 the financial statements and with respect to justified cases, the amount of provision for some potential claims against 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.

19. 2 Current liabilities

as at 30 June
2022
(unaudited)
31 December
2021
Short-term bank borrowings and short-term portion of bank
borrowings secured with the Group's assets
Bonds
32 333
49 086
26 702
94 520
Current liabilities under borrowings and other debt instruments 81 419 121 222

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.

On 10 May 2022, the Group redeemed EUR 20,000 thousand worth of Series A bonds, thus reducing its leverage as at 30 June 2022 relative to the comparative period.

19. 3 Change in financial liabilities attributable to financing and other activities

Bonds
Amount as at 31 December 2021 439 475
Interest accrued on bonds 4 879
Interest paid on bonds (5 124)
Redemption of Series A bonds (94 118)
Change in carrying amount 8 213
Amount as at 30 June 2022* 353 325

* Unaudited.

Non-bank borrowings
Amount as at 31 December 2021 20 633
Interest accrued 241
Payment of interest on loan (1 943)
Realised foreign exchange gains/(losses) -
Change in carrying amount (112)
Amount as at 30 June 2022* 16 281
Liabilities under bank
borrowings
Amount as at 31 December 2021 1 030 987
including derecognised commission fee as at 31 December 2021 2 354
Interest accrued 9 118
Interest paid (9 183)
IRS interest accrued 2 729
IRS interest paid (2 847)
Increase in bank borrowings 254 044
Repayment of principal (14 314)
Realised foreign exchange gains/(losses) 641
Change in carrying amount 21 437
Interest capitalised 51
Amount as at 30 June 2022* 1 292 063
including derecognised commission fee as at 30 June 2022* 2 954
Finance lease (perpetual usufruct of land)
Amount as at 31 December 2021 42 915
Annual depreciation expense (318)
Amount as at 30 June 2022* 42 597

* Unaudited.

19. 4 Liabilities under bonds

Instrument Currency Nominal value Maturity date Interest rate Guarantees and
collateral
Listing venue
Private bonds – Series B EUR 10 000 000 11.05.2023 6M EURIBOR
+ margin
none Catalyst
Public bonds – Series C EUR 45 000 000 19.02.2025 6M EURIBOR
+ margin
none Catalyst
Public bonds – series D EUR 20 000 000 17.05.2024 6M EURIBOR
+ margin
none Catalyst

The Company redeemed Series A bonds with a total par value of EUR 20,000,000 on their maturity date, i.e. May 10th 2022.

19. 5 Borrowings secured and not secured with the Group's assets

effective interest rate as
at
30 June 2022* as
at
31 December 2021
currency
(%)
matures inEUR thousand** PLN thousand matures inEUR thousand** PLN thousand
Bank borrowings secured with the Group's assets
Investment credit facility PKO BP S.A. EUR
3M EURIBOR
+ margin
2028 2 807 13 140 2028 2 893 13 305
Investment credit facility PKO BP S.A. EUR
3M EURIBOR
+ margin
2027 1 761 8 242 2027 1 813 8 341
Investment credit facility PKO BP S.A. EUR
3M EURIBOR
+ margin
2027 955 4 471 2027 981 4 513
Investment credit facility ING Bank
Śląski S.A.,
PKO
BP S.A. and ICBC (Europe) S.A. Polish Branch
EUR
3M EURIBOR
+ margin
2027 100 760 469 417 2025 88 764 406 729
Investment credit facility from
PKO BP
S.A. and BGŻ
BNP
Paribas S.A.
EUR
3M EURIBOR
+ margin
2027 64 221 300 364 2027 65 050 298 930
Kredyt inwestycyjny Bayern LB EUR
fixed rate
2031 12 405 58 061 - - -
Investment credit facility BNP
Paribas Bank Polska S.A.
EUR
3M EURIBOR
+ margin
2029 7 283 34 088 2029 7 423 34 142
Investment credit facility BNP
Paribas Bank Polska S.A.
EUR
3M EURIBOR
+ margin
2029 10 499 48 920 2029 10 717 49 057
Investment credit facility ING Bank
Śląski S.A.
EUR
1M EURIBOR
+ margin
2024 3 168 14 827 2024 3 234 14 875
Investment credit facility PEKAO S.A. EUR
1M EURIBOR
+ margin
2029 11 107 51 748 2029 11 362 51 982
Investment credit facility ING Bank
Śląski S.A.
EUR
1M EURIBOR
+ margin
2024 1 685 7 887 2024 1 696 7 799
Investment credit facility ING Bank
Śląski S.A.
EUR
3M EURIBOR
+ margin
2024 4 241 19 850 2024 4 247 19 535
Investment credit facility PKO BP S.A. EUR
1M EURIBOR
+ margin
2026 6 773 31 699 2026 6 915 31 807
Construction credit facility PKO BP S.A. EUR
1M EURIBOR
+ margin
2031 15 148 70 901 - - -
Investment credit facility ING Bank
Śląski S.A.
EUR
3M EURIBOR
+ margin
2024 4 769 22 320 2024 4 882 22 453
Investment credit facility OTP Bank
Romania S.A.
EUR
3M EURIBOR
+ margin
2031 5 851 27 338 2031 4 056 18 595
Construction credit facility Bayerische Landesbank EUR
3M EURIBOR
+ margin
2029 23 243 108 790 2029 10 637 48 924
Total bank borrowings: 1 292 063 1 030 987

* Unaudited.

**Borrowing amounts in thousands of EUR are presented inclusive of commission fees.

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

as
at
30 June 2022* as
at
31 December 2021
currency effective interest rate
(%)
matures in EUR '000 PLN thousand matures in EUR '000 PLN thousand
Non-bank borrowings not secured with the Group's assets:
Fenix Polska S.A. PLN 3M WIBOR
+ margin
2032 - 1 899 2032 - 1 861
Fenix Polska S.A. PLN 3M WIBOR
+ margin
2032 - 7 582 2032 - 7 735
Fenix Polska S.A. PLN 3M WIBOR
+ margin
2025 - - 2025 - 12
Fenix Polska S.A. PLN 3M WIBOR
+ margin
2027 - - 2027 - 1 632
Fenix Polska S.A. PLN 3M WIBOR
+ margin
2026 - 126 2026 - 123
Fenix Polska S.A. PLN 3M WIBOR
+ margin
2025 - 305 2025 - 300
Fenix Polska S.A. EUR 3M EURIBOR
+ margin
2029 1 361 6 369 2029 1 950 8 970
Total non-bank
borrowings:
16 281 20 633
Total borrowings secured and not secured with the Group's assets 1 308 344 1 051 620

* Unaudited.

20. Employee benefit obligations

as at 30 June
2022
31 December
2021
(unaudited)
Special accounts 157 157
Provision for variable remuneration 2 886 5 771
Employee benefit obligations 3 043 5 928

21. Trade and other payables

30 June
2022
as at
31 December
2021
(unaudited)
Trade payables 9 847 12 135
Deferred income 4 403 3 321
Taxes and social security payable 4 222 5 251
Unbilled trade payables 10 873 11 578
Investment commitments, security deposits and other
obligations
118 678 76 038
Trade and other payables 148 023 108 323
Income tax payable 3 501 3 210
Current liabilities 151 524 111 533

As at 30 June 2022, the Group did not carry any past due trade payables towards related parties.

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

30 June 31 December
as at 2022 2021
(unaudited)
Not past due 111 983 101 604
Past due from 1 to 90 days 34 459 8 122
Past due from 91 to 180 days - 1
Pas due over 180 days 6 719 368
Total trade and other payables 153 161 110 095

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.

22. Financial instruments

22. 1 Measurement of financial instruments

The fair value of financial assets and financial liabilities as at 30 June 2022 and 31 December 2021 was equal to the 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 transactions: measured at fair value through other comprehensive income, determined by reference to instruments quoted in an active market.

22. 1. 1 Financial assets

30 June 31 December
as at 2022 2021
(unaudited)

Hedging financial instruments measured at fair value through other comprehensive income

40 081 -
40 081 -
119 446 177 234
16 800 20 251
16 265 20 572
19 777 71 380
40 608 33 315
3 200 3 501
216 096 326 253
256 177 326 253

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

As at 30 June 2022, the fair value of hedging instruments was PLN 40,081 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 six months ended 30 June 2022, there were no reclassifications between the fair value hierarchy levels.

Measurement of assets at amortised cost as at 30 June 2022*:

* Unaudited. Stage 1 Stage 2 Stage 3
Gross carrying amount 199 296 19 507 -
Cash and cash equivalents 119 446 - -
Loans and receivables, including:
Trade and other receivables - 19 507 -
Loans 16 265 - -
Money fund units 19 777
Other long-term investments 40 608 - -
Other short-term investments 3 200 - -
Impairment losses (IFRS 9) - (2 707) -
Cash and cash equivalents - - -
Loans and receivables, including:
Trade and other receivables - (2 707) -
Carrying amount (IFRS 9) 199 296 16 800 -

Measurement of assets at amortised cost as at 31 December 2021:

Stage 1 Stage 2 Stage 3
Gross carrying amount 306 002 22 958 -
Cash and cash equivalents 177 234 - -
Loans and receivables, including:
Trade and other receivables - 22 958 -
Loans 20 572 - -
Money fund units 71 380
Other long-term investments 33 315 - -
Other short-term investments 3 501 - -
Impairment losses (IFRS 9) - (2 707) -
Cash and cash equivalents - - -
Loans and receivables, including:
Trade and other receivables - (2 707) -
Carrying amount (IFRS 9) 306 002 20 251 -

22. 1. 2 Financial liabilities

30 June
2022
as at
(unaudited)
31 December
2021
Hedging financial instruments measured at fair value through other comprehensive income
Liabilities from measurement of SWAP transactions - 4 980
- 4 980
Financial liabilities measured at amortised cost:
Bank borrowings 1 292 063 1 030 987
Non-bank borrowings 16 281 20 633
Trade and other payables 153 161 110 095
Lease liabilities 42 597 42 973
Bonds 353 325 439 475
1 857 427 1 644 163
Total financial liabilities 1 857 427 1 649 143

22. 2 Other disclosures relating to financial instruments

Hedging

For information on collateral, see Note 23.

Hedge accounting

On 22 June 2022, MLP Pruszków I Sp. z o.o., MLP Pruszków III Sp. z o.o. and MLP Pruszków IV Sp. z o.o. entered into variable-to-fixed interest rate swap contracts with Powszechna Kasa Oszczędności Bank Polski S.A.

On 21 June 2022, MLP Pruszków I Sp. z o.o., MLP Pruszków III Sp. z o.o. and MLP Pruszków IV Sp. z o.o. entered into variable-to-fixed interest rate swap contracts with ING BANK ŚLĄSKI 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.

23. Contingent liabilities and security instruments

In the period ended 30 June 2022, the Group recognised the following changes in contingent liabilities and security instruments:

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

  • On 14 January 2022, MLP Group S.A. provided an up to PLN 1,800,000 surety to MLP Łódź II Sp. z o.o. to secure fulfilment by the latter of its project developer commitments under a road redevelopment agreement with the City of Łódź.
  • On 27 January 2022, an annex was signed to the credit facility agreement of 10 February 2021 between MLP Poznań West II sp. z o.o. and PKO BP S.A. to increase the amounts of the credit facilities available under the agreement, whereby the following security interests were modified, with their amounts increased, as follows:

(a) the contractual mortgage securing claims under the credit facility agreement was replaced with a joint contractual mortgage of up to EUR 76,662,271.50; entry in Land and Mortgage register on 1 March 2022

(b) the contractual mortgage securing claims under hedging contracts was replaced with a joint contractual mortgage, with the amount of the mortgage increased to EUR 74,705,494.50 for claims under the credit facility agreement with respect to the VAT facility; entry in Land and Mortgage register on 1 March 2022

(c) the amount of the registered pledge over MLP Group S.A. shares was increased to EUR 76,662,271.50;

(d) the amount of the ten registered pledges over bank accounts was increased to EUR 76,662,271.50;

(e) the amount of the registered pledge over the borrower's assets was increased to EUR 76,662,271.50;

(f) the amount of the sponsor's obligations under the Support Agreement was increased to EUR 5,767,885.20;

(g) the amounts enforceable under the statements of voluntary submission to enforcement by the borrower and the sole shareholder in the borrower were increased as appropriate.

  • In connection with the execution of a new credit facility agreement on 21 March 2022 by MLP Business Park Berlin I Sp. & Co. KG of Munich (Germany) with Bayerische Landesbank of in Munich, the following security interests were established for the lender's receivables under the agreement:(a) mortgage for up to EUR 19,646,550.00, securing claims under the credit facility agreement;
    • (b) s tatement of volutary submission to enforcement by the borrower for up to EUR 1,964,655.00;

(c) assignment of any rights and claims of the borrower arising on sale of the property financed with the facility,

(d) a ssignment of rights under lease contracts;

(e) subordination of MLP Group S.A.'s receivables from the borrower under the Subordination Agreement.

Following the acquisition on 24 May 2022 by MLP Poznań West II sp. z o.o. of an additional property (plot No. 141) and its re-entry in the Land and Mortgage Register jointly with other properties under already existing No. KW PO1P/00325364/7, the joint contractual mortgages created to secure claims under the credit facility agreement of February 10th 2021 between MLP Poznań West II sp. z o.o. and PKO BP S.A. also attached to the newly acquired property.

Under the amendment agreement of 2 June 2022 to the credit facility agreement of May 9th 2019 between MLP Pruszków I sp. z o.o., MLP Pruszków III sp. z o.o., and MLP Pruszków IV sp. z o.o. and a syndicate of ING Bank Śląski S.A., PKO BP S.A., and Industrial and Commercial Bank of China (Europe) S.A. Poland Branch, the amounts of the available credit facility limits were increased by EUR 13,000,000.00, and the amounts of the following security interests were increased accordingly:

(a) the amounts enforceable under the statements of voluntary submission to enforcement by the borrowers were increased as appropriate;(b) the amounts enforceable under the statements of voluntary submission to enforcement by all the shareholders in the borrowers were increased as appropriate.

24. Related-party transactions

24. 1 Trade and other receivables and payables

The balances of trade and other payables and receivables from related-party transactions as at 30 June 2022* were as follows:

Trade and other
receivables
Trade and other
1)
payables
Parent
CAJAMARCA HOLLAND B.V., Delft
The Israel Land Development Company Ltd. 8 -
Other related parties
Fenix Polska Sp. z o.o. - -
Total 8 -
* Unaudited.

The balances of trade and other payables and receivables arising from related-party transactions as at 31 December 2021 were as follows:

Trade and other
receivables
Trade and other
1)
payables
The Israel Land Development Company Ltd. 43 -
Other related parties
Fenix Polska Sp. z o.o. 1 -
Total 44 -

1) Trade and other payables do not include the remuneration of key management personnel and the share-based payments disclosed in Note 26.

24. 2 Loans and non-bank borrowings

Below are presented the balances of loans to and borrowings from related parties as at 30 June 2022*

Non-bank
Loans borrowings
92 -
16 265 (16 281)
16 173 (16 281)

* Unaudited.

Below are presented the balances of loans to and non-bank borrowings from related parties as at 31 December 2021:

Non-bank
Loans borrowings
Other related parties
Fenix Polska Sp. z o.o. 20 483 (20 633)
MLP FIN Spółka z ograniczoną odpowiedzialnością Sp.k. 89 -
Total 20 572 (20 633)

24. 3 Income and expenses

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

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

Revenue Purchase of
services and
salaries
Interest income Interest expense
Parent
The Israel Land Development
Company Ltd.
86 - - -
86 - - -
Other related parties
Fenix Polska Sp. z o.o. - - 232 (241)
MLP FIN Spółka z ograniczoną
odpowiedzialnością Sp.k.
1 - 3 -
1 - 235 (241)
Key management personnel
RTK CONSULTING, Radosław T. Krochta - (313) - -
ROMI CONSULTING, Michael Shapiro - (292) - -
PROFART, Tomasz Zabost - (242) - -
PEOB, Marcin Dobieszewski - (136) - -
Other key management
personnel
- (480) - -
- (1 463) - -
Total 87 (1 463) 235 (241)

In addition to the figures disclosed in the table above, a provision for estimated variable remuneration of PLN 2,885 thousand was recognised in the first half of 2022. Variable remuneration is determined and paid following receipt by the General Meeting of the full-year financial statements.

* Unaudited.

Purchase of
services and
Revenue salaries Interest income Interest expense
Parent
The Israel Land Development
Company Ltd.
110 - - -
110 - - -
Other related parties
Fenix Polska Sp. z o.o. - 130 (137)
MLP FIN Spółka z ograniczoną
odpowiedzialnością Sp.k.
1
-
2 -
1 - 132 (137)
Key management personnel
RTK CONSULTING, Radosław T.
Krochta
- (303) - -
ROMI CONSULTING, Michael
Shapiro
- (278) - -
PROFART, Tomasz Zabost - (235) - -
PEOB, Marcin Dobieszewski - (138) - -
Other key management
personnel
- (482) - -
- (1 436) - -
Total 111 (1 436) 132 (137)

Below are presented income and expenses under related-party transactions for the three months ended 30 June 2021*:

* Unaudited.

Fenix Polska Sp. z o.o. is related to the Group through Cajamarca Holland B. V.., which as at 31 June 2022 held 100% of shares in Fenix Polska Sp. z o.o. and 47.92% of the Group's share capital.

25. Significant events during and subsequent to the reporting period

On 17 February 2022 and 31 March 2022, PKO BP S.A. disbursed further tranches of the facility to MLP Poznań West II Sp. z o.o.

MLP Group S.A. Group • Consolidated half-year report for the six months ended 30 June 2022 Interim condensed consolidated financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

  • On 21 March 2022, a credit facility agreement was executed by MLP Business Park Berlin I Sp. z o.o. & Co. KG with Bayerische Landesbank. On 20 April 2022, the first tranche of the facility was disbursed.
  • On 28 January, 1 March and 28 April 2022, Bayerishe Landesbank disbursed further tranches of the facility to MLP Logistic Park Germany I Sp. z o.o. & Co.
  • On May 10th 2022, MLP Group S.A. redeemed the entire issue of Series A notes on maturity.
  • With respect to the credit facility agreement of 23 July 2021 executed by MLP Pruszków II sp. z o.o. with Bank Polska Kasa Opieki S.A.: on 26 April 2022, three contractual mortgages were entered in Land and Mortgage Register No. WA1P/00073303/3 for the benefit of the lending bank.
  • On 26 July 2022, the Supervisory Board resolved to appoint Ms Monika Dobosz and Ms Agnieszka Góźdź as Members of the Management Board of MLP Group S.A.
  • On 22 July 2022, the Company issued, by way of public offering for qualified investors, 6,000 Series E bearer bonds with a nominal value of EUR 1,000 per bond and total nominal value of EUR 6,000,000. The bonds were issued as unsecured instruments. The objective of the issue was not specified. The bonds were registered with the Central Securities Depository of Poland (Krajowy Depozyt Papierów Wartościowych S.A.) under ISIN number PLMLPGR00108, and the bonds have been traded in the Catalyst alternative trading system since 22 July 2022. The bonds pay variable interest at 3M EURIBOR plus margin. The Series E bonds mature on 22 January 2024.

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

25. 1 Effect of the COVID-19 epidemic on the operations of the MLP Group S.A. Group

The SARS-CoV-2 virus was first reported in late 2019. In subsequent periods, the virus spread across the world. In response, governments issued stay-at-home orders, introduced lockdowns and imposed other restrictions on business activities. In Poland, infections peaked in the first quarter of 2022, during the fifth wave of the pandemic, which was attributable primarily to the Omicron variant of the virus. According to experts, transmission of SARS-CoV-2 in the human population will continue in the foreseeable future. However, thanks to widespread vaccination and increasing herd immunity, the effects of the pandemic on national economies will gradually wane.

The warehousing sector has proven its high resilience to the recent COVID-19-related difficulties. The pandemic has changed the shopping habits of customers, benefitting primarily the e-commerce and logistics/courier industries. Demand for warehouse space, including in large distribution centres, BTS (build to suit) projects, SBU facilities (small city warehouses), and courier hubs, has grown. Due to congestion in global supply chains caused by the pandemic, a trend to nearshore certain manufacturing operations has also emerged. For the warehousing industry, this has translated into record-high numbers of new leases, amounts of new warehouse space delivered, and volume of new projects.

25. 2 Impact of the political and economic situation in Ukraine on the operations of the MLP Group S.A. Group.

In the second half of February 2022, Russia launched a military attack on Ukraine. At the time of issue of this report, the Management Board of the Company saw no major impact of the war in Poland's eastern neighbour on the Company's Polish, German, Romanian or Austrian operations. At the same time, it is difficult to predict long-term effects of the war. The armed conflict in Ukraine may have an adverse impact on local economies and the construction industry, manifesting itself in depreciation of local currencies, rising inflation, growing raw material and construction costs, staff shortages, disrupted supplies of products and materials, etc. On the other hand, it may increase demand for warehouse and manufacturing space. The war in Poland's eastern neighbour will certainly add pressure to further shorten supply chains, increase warehouse stock levels and relocate production from areas where the armed conflict is taking place. Ukrainian companies and international companies operating in Ukraine will relocate warehouses to other countries, including Poland. Also, international firms will be leaving Russia in protest against the invasion. In the opinion of the Management Board of the Parent, this may increase demand for warehouse and logistics space offered by the Company.

In March 2022, the Group decided to provide tangible aid to refugees seeking a safe haven in Poland. MLP Group has converted one of its unoccupied facilities into a place of accommodation for people fleeing the war in Ukraine. The more than 820 sqm two-storey office building has been properly refurbished and refitted and currently features 14 single-room dwellings, three fully equipped kitchens, four bathrooms, a laundry room, a dining room, a playroom for children, and a TV room. The aid was coordinated with the authorities of the town of Pruszków, which, having been notified of available space in the building, directed refugees there. MLP Group's suppliers and tenants were also involved in preparing the accommodation.

26. Remuneration paid to members of management and supervisory bodies

for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
Fixed remuneration of the Management Board:
Radosław T. Krochta 313 303
Michael Shapiro 292 278
Tomasz Zabost 242 235
Marcin Dobieszewski 136 138
983 954

Variable remuneration paid to the Management Board

for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
Radosław T. Krochta 2 779 783
Michael Shapiro 1 496 422
Tomasz Zabost 1 496 422
5 771 1 627

The variable remuneration paid in the first half of 2022 was determined and paid following receipt by the General Meeting of the Group's full-year consolidated financial statements for 2021, which included a PLN 5,771 thousand provision for that purpose.

for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
Remuneration of the Supervisory Board:
Remuneration and other benefits
Maciej Matusiak 27 24
Eytan Levy 27 24
Shimshon Marfogel 27 24
Guy Shapira 27 24
Piotr Chajderowski 27 24
Oded Setter 27 24
162 144
Total remuneration paid to members of management and
supervisory bodies
6 916 2 725
for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
Other key management personnel:
Remuneration and other benefits 480 482
480 482

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.

27. Employees

for the six months ended 30 June 2022
(unaudited)
2021
(unaudited)
Average headcount in period 29 27

President of the Management Board

Radosław T. Krochta Michael Shapiro Tomasz Zabost Vice President of the Management Board

Member of the Management Board

Monika Dobosz Member of the Management Board

Agnieszka Góźdź Member of the Management Board

Maria Ratajczyk Signature of the person preparing the financial statements

Pruszków, 23 August 2022

MLP Group S.A.

Interim condensed separate financial statements for the six months ended 30 June 2022

prepared in accordance with EU IFRS

Authorisation of the interim condensed separate financial statements

On 23 August 2022, the Management Board of MLP Group S.A. authorised for issue these interim condensed separate financial statements (the "condensed financial statements") of MLP Group S.A. for the period from 1 January 2022 to 30 June 2022.

These interim condensed separate financial statements for the period from 1 January 2022 to 30 June 2022 have been prepared in accordance with the requirements of IAS 34 Interim Financial Reporting as endorsed by the European Union. In this report, information is presented in the following sequence:

    1. Condensed statement of profit or loss and other comprehensive income for the period from 1 January to 30 June 2022, showing a net profit of PLN 10,413 thousand.
    1. Condensed statement of financial position as at 30 June 2022, showing total assets and total equity and liabilities of PLN 1,007,936 thousand.
    1. Condensed statement of cash flows for the period from 1 January 2022 to 30 June 2022, showing a net decrease in cash of PLN 68,822 thousand.
    1. Condensed statement of changes in equity for the period from 1 January to 30 June 2022, showing an increase in equity of PLN 10,413 thousand.
    1. Notes to the separate financial statements

These Interim Condensed Separate Financial Statements have been prepared in thousands of PLN, unless otherwise stated.

President of the Management Board

Radosław T. Krochta Michael Shapiro Tomasz Zabost Vice President of the Management Board

Member of the Management Board

Monika Dobosz Agnieszka Góźdź Member of the Management Board

Member of the Management Board

Pruszków, 23 August 2022

Interim condensed separate statement of profit or loss and other comprehensive income

for
for the six months ended 30 June
Note 6 months
ended
30 June 2022
3 months
ended
30 June
2022
6 months
ended
30 June 2021
3 months
ended
30 June 2021
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue 4 7 759 4 488 11 126 5 900
Other income 5 1 - 38 13
Other expenses 6 (34) (1) (284) (7)
Distribution costs and administrative expenses 7 (9 886) (4 989) (9 763) (5 749)
Operating profit/(loss) (2 160) (502) 1 117 157
Finance income 8 22 370 14 395 21 336 15 438
Finance costs 8 (8 434) (4 454) (6 084) (3 011)
Net finance income/(costs) 13 936 9 941 15 252 12 427
Profit/(loss) before tax 11 776 9 439 16 369 12 584
Income tax 9 (1 363) (741) (1 203) (741)
Profit from continuing operations 10 413 8 698 15 166 11 843
Net profit 10 413 8 698 15 166 11 843
Net profit attributable to:
Shareholders 10 413 8 698 15 166 11 843
Total comprehensive income 10 413 8 698 15 166 11 843
Comprehensive income attributable to:
Shareholders 10 413 8 698 15 166 11 843
Earnings per share 18
Earnings per ordinary share:
-
Basic earnings per share from continuing operations
0,49 0,41 0,76 0,58

Interim condensed separate statement of financial position

as at
Note
30 June
2022
(unaudited)
31 December
2021
Non-current assets
Intangible assets 77 79
Property, plant and equipment 180 206
Non-current financial assets in related entities 10 123 460 123 450
Long-term financial investments 11 852 096 768 959
Deferred tax assets 14 1 489 2 846
Other long-term investments 3 394 3 666
Total non-current assets 980 696 899 206
Current assets
Short-term investments 12 - 49 480
Income tax receivable 15 283 186
Trade and other receivables 15 3 587 3 059
Cash and cash equivalents 16 23 370 92 192
Current assets other than held for sale or distribution to owners 27 240 144 917
Total current assets 27 240 144 917
TOTAL ASSETS 1 007 936 1 044 123
Equity 17
Share capital 5 344 5 344
Share premium 304 025 304 025
Capital reserve 4 194 4 194
Statutory reserve funds 65 097 65 097
Retained earnings, including: 45 079 34 666
Profit (loss) brought forward 34 666 16 688
Net profit 10 413 17 978
Equity attributable to shareholders 423 739 413 326
Total equity 423 739 413 326
Non-current liabilities
Non-bank borrowings and other debt instruments 19 527 157 527 333
Total non-current liabilities 527 157 527 333
Current liabilities
Non-bank borrowings and other debt instruments 19 49 086 94 520
Employee benefit obligations 20 3 043 4 432
Trade and other payables 21 4 911 4 512
Current liabilities other than held for sale 57 040 103 464
Total current liabilities 57 040 103 464
Total liabilities 584 197 630 797
TOTAL EQUITY AND LIABILITIES 1 007 936 1 044 123

Interim condensed separate statement of cash flows

for the six months ended 30 June Note 2022 2021
(unaudited) (unaudited)
Cash flows from operating activities
Profit before tax 11 776 16 369
Total adjustments, including: (15 461) (6 635)
Depreciation and amortisation 76 53
Net interest
Exchange differences
(8 598)
(1 321)
(3 588)
(1 623)
Dividend income (4 793) (10 586)
Other 693 222
Change in receivables (528) 11 401
Change in current and other liabilities (990) (2 514)
Cash from operating activities (3 685) 9 734
Income tax (paid)/refunded (103) (1 554)
Net cash from operating activities (3 788) 8 180
Cash flows from investing activities
Repayment of loans 122 150 184 818
Dividends received
Interest received
4 793
4 055
3 931
8 621
Acquisition of shares 10 (10) (15)
Purchase of investment property, property, plant and
equipment and intangible assets
(48) (151)
Disposal of investment property, property, plant and
equipment and intangible assets
- 18 000
Proceeds from disposal of other investments in financial assets 49 059 -
Purchase of other financial assets - (132 796)
Loans (184 281) (170 344)
Cash from investing activities (4 282) (87 936)
Cash flows from financing activities
Proceeds from non-bank borrowings 35 038 -
Net proceeds from issue of shares and other equity
instruments and contributions to equity - 123 585
Interest paid on bonds (5 124) (4 358)
Cash from financing activities (64 204) 119 227
Total cash flows, net of exchange differences (72 274) 39 471
Effect of exchange differences on cash and cash equivalents 3 452 (69)
Total cash flows (68 822) 39 402
Cash and cash equivalents at beginning of period 92 192 6 468
Cash and cash equivalents at end of period 16 23 370 45 870

MLP Group S.A. • Half-year report for the six months ended 30 June 2022 Interim condensed separate financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

Interim 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 parent
Total 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) 0 0 0 0 10 413 10 413 10 413
Comprehensive income for the year ended 30 June 2022* 0 0 0 - 10 413 10 413 10 413
Increase in equity due to share issue 0 0 0 0 0 0
Changes in equity 0 0 - - 10 413 10 413 10 413
As at 30 June 2022 5 344 304 025 4 194 65 097 45 079 423 739 423 739
Share capital Share premium Capital reserve Statutory
reserve funds
Retained
earnings
Total equity attributable to
owners of the parent
Total equity
As at 1 January 2021 4 931 180 853 4 194 65 097 16 688 271 763 271 763
Comprehensive income:
Net profit/(loss) 0 0 0 0 15 166 15 166 15 166
Comprehensive income for the year ended 30 June 2021* 0 0 0 - 15 166 15 166 15 166
Increase in equity due to share issue 413 123 172 - 123 585 123 585
Distribution of net profit for 2021 0 0 0 0 - - -
Changes in equity 413 123 172 0 0 15 166 138 751 138 751
As at 30 June 2021 5 344 304 025 4 194 65 097 31 854 410 514 410 514

* Unaudited.

Notes to the interim condensed separate financial statements

1. General information

1. 1 MLP Group S.A.

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

The Company was established as a result of transformation of the state-owned enterprise Zakłady Naprawcze Taboru Kolejowego im. Bohaterów Warsaw 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.

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.

The Company's 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. The PKD code of the principal business activity is: 7032Z, i.e. property management services.

The Company was established for an indefinite period. The Company's financial year is the same as the calendar year.

1. 2 MLP Group S.A. Group

The parent of the Group is CAJAMARCA HOLLAND B.V. of the Netherlands, registered address: Locatellikade 1, 1076 AZ Amsterdam.

At the end of the reporting period, MLP Group S.A. was the parent of 52 subsidiaries: MLP Pruszków I Sp. z o.o., MLP Pruszków II Sp. z o.o., MLP Pruszków III Sp. z o.o., MLP Pruszków IV Sp. z o.o., MLP Spółka z ograniczoną odpowiedzialnością SKA, Feniks Obrót Sp. z o.o., MLP Poznań Sp. z o.o., MLP Lublin Sp. z o.o., MLP Poznań II Sp. z o.o., MLP Bieruń Sp. z o.o., MLP Bieruń I Sp. z o.o., MLP Sp. z o.o., MLP Property Sp. z o.o., MLP Teresin Sp. z o.o., MLP Business Park Poznań Sp. z o.o., MLP Fin Sp. z o.o., Lokafop 201 Sp. z o.o. SKA, Lokafop 201 Sp. z o.o., MLP Wrocław Sp. z o.o., MLP Gliwice Sp. z o.o., MLP Business Park Berlin I LP Sp. z o.o., MLP Czeladź Sp. z o.o., MLP Temp Sp. z o.o., MLP Dortmund LP Sp. z o.o., MLP Dortmund GP Sp. z o.o., MLP Logistic Park Germany I Sp. z o.o. & Co. KG, MLP Poznań West II Sp. z o.o., MLP Bucharest West Sp. z o.o., MLP Teresin II Sp. z o.o., MLP Bucharest West SRL, MLP Pruszków V Sp. z o.o., MLP Germany Management GmbH, MLP Wrocław West Sp. z o.o., MLP Business Park Berlin I GP sp. z o.o., MLP Łódź II sp. z o.o., MLP Poznań East sp. z o.o., MLP Schwalmtal LP sp. z o.o., MLP Schwalmtal GP sp. z o.o., MLP Pruszków VI sp. z o.o., MLP Business Park Berlin I Sp. z o.o. & Co. KG, MLP Schwalmtal Sp. z o.o. & Co. KG, MLP Business Park Wien GmbH, MLP Wrocław West I Sp. z o.o., MLP Gelsenkirchen GP Sp. z o.o.,MLP Gelsenkirchen LP Sp. z o.o., MLP Gelsenkirchen Sp. z o.o. & Co. KG, MLP Gorzów Sp. z o.o., MLP Idstein GP Sp. z o.o., MLP Idstein Lp. Sp. z o.o., MLP Idstein Sp. z o.o. & Co.KG, MLP Business Park Trebur GP Sp. z o.o., and MLP Business Park Trebur LP Sp. z o.o.

For more information on subordinated entities, see Note 10.

1. 3 Management Board

As at the date of these separate financial statements, the composition of the Company's Management Board was as follows:

-

-

  • 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

On 26 July 2022, the Supervisory Board resolved to appoint Ms Monika Dobosz and Ms Agnieszka Góźdź as Members of the Company's Management Board.

1. 4 Supervisory Board

As at the date of these separate financial statements, the composition of the Company's Supervisory Board was as follows:

-

-

  • 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

2. Basis of preparation of the interim condensed separate financial statements

2. 1 Statement of compliance

The Company prepared the separate financial statements in accordance with the accounting standards issued by the International Accounting Standards Board as endorsed by the European Union, referred to as the International Financial Reporting Standards ("EU IFRS"). The Company applied all standards and interpretations which are applicable in the European Union except for 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 Basis of preparation

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

These separate financial statements have been prepared on the historical cost basis.

2. 3 Functional currency and presentation currency of the financial statements; rules applied to translate financial data

2. 3. 1 Functional currency and presentation currency

In these interim condensed separate 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 Company and the presentation currency of the separate financial statements.

2. 3. 2 Rules applied to translate financial data

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

Interim condensed separate statement of financial position

30 June 31 December 30 June
2022 2021 2021
(unaudited) (unaudited)
EUR 4,6806 4,5994 4,5208
USD 4,4825 4,0600 3,8035
RON 0,9466 0,9293 0,9174

2. 4 Use of estimates and judgements

The preparation of financial statements in accordance with EU IFRS 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.

The estimates and underlying assumptions are reviewed on an ongoing basis. A change in accounting estimates is recognised in the period in which the estimate is revised, or in the current and future periods if the revised estimate relates to both the current and future periods. In material matters, the Management Board makes estimates based on opinions and valuations prepared by independent experts.

The following estimates were made for the purpose of the separate financial statements: estimate of expected credit loss (ECL) against financial assets, provision for bonuses for the Management Board.

3. Segment reporting

An operating segment is a separate part of the Company which is engaged in providing certain products or services (business segment), or in providing products or services within a particular economic environment (geographical segment), and which is exposed to other risks and derives other benefits than the other segments.

The primary and sole business activity of MLP Group S.A is management of logistics space.

Pursuant to IFRS 8.4, segment reporting is presented in Note 5 to the interim condensed consolidated financial statements of the Group.

3. 1. Key customers of the Company

The share of key customers in the Company's revenue was as follows:

for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
MLP Pruszków I Sp. z o.o. 18% 10%
WestInvest Gesellschaft fur Investmentfonds mbH sp. z o.o. Polish Branch 0% 65%
MLP Pruszków II Sp. z o.o. 4% 1%
MLP Lublin Sp. z o.o. 7% 2%
MLP Wrocław Sp. z o.o. 6% 2%
MLP Gliwice Sp. z o.o. 6% 10%
MLP Pruszków III Sp. z o.o. 9% 4%
MLP Poznań West II Sp. z o.o. 5% 2%
MLP Pruszków IV Sp. z o.o. 6% 4%

4. Revenue

for 6 months
ended
30 June
2022
(unaudited)
3 months
ended
30 June
2022
(unaudited)
6 months
ended
30 June
2021
(unaudited)
3 months
ended
30 June
2021
(unaudited)
Property management 2 833 1 445 2 454 1 246
Project management 388 196 368 169
Advisory services 4 050 2 653 6 111 4 403
Recharge of services 488 488 313 313
Revenue from development contract1) - - 1 880 -
Total revenue 7 759 4 488 11 126 5 900
- including from related entities 7 739 4 477 9 227 5 889

1) The Company signed a property development contract with Westinvest Gesellschaft fur Investmentfonds mbH, under which in 2020-2021 a warehouse was constructed on third-party land in Tychy. In the first half of 2021, the Company recognised PLN 1,880 thousand in revenue from that contract.

In accordance with the type of contract criterion (IFRS 15), the revenue derived from the development contract is revenue from a fixed-price contract in the six months ended 30 June 2021, of PLN 1,880 thousand.

For more information on income from related entities, see Note 24.3.

5. Other income

for 6 months
ended
30 June
2022
3 months
ended
30 June
2022
6 months
ended
30 June
2021
3 months
ended
30 June
2021
(unaudited) (unaudited) (unaudited) (unaudited)
Reversal of provision for future costs
Proceeds from sale of property, plant and equipment
-
-
-
-
11
21
11
-
Other 1 - 6 2
Other income 1 - 38 13

6. Other expenses

for 6 months
ended
30 June
2022
3 months
ended
30 June
2022
6 months
ended
30 June
2021
3 months
ended
30 June
2021
(unaudited) (unaudited) (unaudited) (unaudited)
Other expenses (29) (1) (284) (7)
Donations made (5) - - -
Other expenses (34) (1) (284) (7)

7. Distribution costs and administrative expenses

for 6 months
ended
30 June
2022
3 months
ended
30 June
2022
6 months
ended
30 June
2021
3 months
ended
30 June
2021
(unaudited) (unaudited) (unaudited) (unaudited)
Depreciation and amortisation (76) (24) (53) (28)
Materials and consumables used (150) (90) (153) (56)
Services (7 329) (3 577) (6 823) (3 771)
Taxes and charges (121) (65) (139) (58)
Wages and salaries (1 314) (606) (1 751) (1 160)
Social security and other employee benefits (577) (407) (353) (225)
Other expenses by nature (319) (220) (491) (451)
Distribution costs and administrative expenses (9 886) (4 989) (9 763) (5 749)

Distribution costs and administrative expenses for the six months ended 30 June 2022 were PLN 9,886 thousand. In most part they included costs of servicing and maintenance of income-generating investment properties owned by the subsidiaries, and costs of banking and advisory services. The Company recovers these amounts by issuing invoices for managing the properties.

8. Finance income and costs

for 6 months
ended
3 months
ended
6 months
ended
3 months
ended
30 June
2022
30 June
2022
30 June
2021
30 June
2021
(unaudited) (unaudited) (unaudited) (unaudited)
Interest on loans to related entities 16 195 9 082 9 443 4 686
Interest on bank deposits - - 104 97
Dividend income 4 793 4 793 10 586 10 586
Other - - 1 1
Net exchange differences 1 321 499 1 202 68
Revenue from investment fund units 61 21 -
Total finance income 22 370 14 395 21 336 15 438
Interest expense on non-bank borrowings from related
entities
(2 779) (1 610) (1 562) (783)
Interest paid to state budgets (5) (5) (3) (3)
Interest on bonds (4 879) (2 330) (4 293) (2 115)
Other finance costs (771) (509) (226) (110)
Total finance costs (8 434) (4 454) (6 084) (3 011)

Exchange differences are mainly attributable to the effect of measurement as at the end of the reporting period of liabilities and receivables under non-bank borrowings and EUR-denominated bonds.

For more information on finance income and expenses of related entities, see Note 24.3.

9. Income tax

for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
Current income tax 6 1 732
Temporary differences/reversal of temporary differences 1 357 (529)
Income tax 1 363 1 203
Effective tax rate
for the six months ended 30 June 2022 2021
(unaudited) (unaudited)
Profit before tax 11 776 16 369
Tax at the applicable tax rate (19%) (2 237) (3 110)
Dividend income 911 2 011
Expenses not deductible for tax purposes (37) (104)
Income tax (1 363) (1 203)

Calculation of corporate income tax

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 over a period of five years following 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. Non-current financial assets in related entities

as at 30 June
2022
(unaudited)
31 December
2021
Gross amount at beginning of period 123 450 123 420
Acquisition of shares in MLP Wrocław West I Sp. z o.o - 5
Acquisition of shares in MLP Gelsenkirchen GP Sp. z o.o. - 5
Acquisition of shares in MLP Gelsenkirchen LP Sp. z o.o. - 5
Acquisition of shares in MLP Gorzów Sp. z o.o. - 5
Acquisition of shares in MLP Idstein LP Sp. z o.o. - 5
Acquisition of shares in MLP Idstein GP Sp. z o.o. - 5
Acquisition of shares in MLP Business Park Trebur GP Sp. z o.o. (formerly:
MLP Schwäbisch Gmünd GP Sp. z o.o.)
5 -
Acquisition of shares in MLP Business Park Trebur LP Sp. z o.o. (formerly:
MLP Schwäbisch Gmünd LP Sp. z o.o.)
5 -
Gross amount at end of period 123 460 123 450
Net amount at end of period 123 460 123 450

As at 30 June 2022, the Company held directly or indirectly interests in the following entities:

Direct and indirect equity
interest
Direct and indirect voting
interest
Country of 30 June 31 December 30 June 31 December
Entity registration 2022 2021 2022 2021
(unaudited) (unaudited)
MLP Pruszków I Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków II Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków III Sp. z o.o. Poland 100% 100% 100% 100%
MLP Pruszków IV Sp. z o.o. Poland 100% 100% 100% 100%
MLP Poznań Sp. z o.o. Poland 100% 100% 100% 100%
MLP Lublin Sp. z o.o. Poland 100% 100% 100% 100%
MLP Poznań II Sp. z o.o. Poland 100% 100% 100% 100%
MLP Spółka z ograniczoną
odpowiedzialnością SKA
Poland 100% 100% 100% 100%
10)
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%
Direct and indirect equity
interest
Direct and indirect voting
interest
Country of 30 June 31 December 30 June 31 December
Entity registration 2022
(unaudited)
2021 2022
(unaudited)
2021
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%
MLP Łódź II sp. z o.o. Poland 100% 100% 100% 100%
MLP Poznań East 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%
1)
MLP Business Park Trebur GP Sp. z o.o.
Poland 100% - 100% -
2)
MLP Business Park Trebur LP Sp. z o.o.
Poland 100% - 100% -

1) On 16 February 2022, MLP Schwäbisch Gmünd GP 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 March 2022. On 14 June 2022, the Extraordinary General Meeting of the company resolved to rename it MLP Business Park Trebur GP Sp. z o.o. The change in the company's name was entered in the National Court Register on 23 June 2022.

2) On 16 February 2022, MLP Schwäbisch Gmünd LP 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 21 March 2022. On 14 June 2022, the Extraordinary General Meeting of the company resolved to rename it MLP Business Park Trebur LP Sp. z o.o. The change in the company's name was entered in the National Court Register on 22 June 2022.

11. Long-term investments

as at 30 June
2022
(unaudited)
31 December
2021
Long-term loans to related entities 852 096 768 959
Long-term investments 852 096 768 959

For more information on receivables from related entities, see Note 24.2.

At each reporting date, the Company measures expected credit losses of a financial instrument in a way that reflects:

a) an unbiased and probability-weighted amount of credit losses that is determined by evaluating a range of possible outcomes;

b) time value of money and

c) reasonable and supportable information that is available without undue cost or effort at the reporting date about past events, current conditions and forecasts of future economic conditions.

As at 30 June 2022, there were no indications of impairment of long-term investments.

12. Short-term investments

as at 30 June
2022
(unaudited)
31 December
2021
Money fund units - 49 480
Short-term investments - 49 480

Units held in a cash fund were redeemed by the fund in the first half of 2022.

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

Shares
Amount as at 31 December 2021 123 450
Subscription for shares 10
Amount as at 30 June 2022 123 460
Loan assets
Amount as at 31 December 2021 768 959
Loan advanced 184 281
Repayment of principal (122 150)
Interest accrued 16 195
Payment of interest on loan (3 993)
Realised foreign exchange gains/(losses) 3 326
Change in carrying amount 5 478
Amount as at 30 June 2022 852 096

MLP Group S.A. • Half-year report for the six months ended 30 June 2022 Interim condensed separate financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

14. Deferred tax

Deferred tax assets Deferred tax liabilities Net amount
30 June 31 December 30 June 31 December 30 June 31 December
as at
2022
(unaudited)
2021 2022
(unaudited)
2021 2022
(unaudited)
2021
Loans and non-bank borrowings - 351 2 577 - 2 577 (351)
Tax loss 2 329 430 - - (2 329) (430)
Other 1 305 1 584 - - (1 305) (1 584)
Bonds 432 481 - - (432) (481)
Deferred tax assets / liabilities 4 066 2 846 2 577 - (1 489) (2 846)
1 January 2021 changes
recognised in
profit or loss
31 December
2021
changes
recognised in
profit or loss
30 June 2022
(unaudited)
Loans and non-bank borrowings (234) (117) (351) 2 928 2 577
Tax loss (1 141) 711 (430) (1 899) (2 329)
Other (782) (802) (1 584) 279 (1 305)
Bonds (459) (22) (481) 49 (432)
(2 616) (230) (2 846) 1 357 (1 489)

MLP Group S.A. does not recognise deferred tax related to its shares in subsidiaries as the Company fully controls its subsidiaries and does not expect to sell its interests in subsidiaries in the foreseeable future.

Based on the tax budgets prepared by the Company, the Management Board considers it justified to recognise a deferred tax asset on tax loss.

15. Trade and other receivables

30 June 2022
as at
(unaudited)
31 December 2021
Trade receivables from related entities 1 809 1 662
Trade receivables from other entities 5 38
Taxes and social security payable 69 108
Prepayments and accrued income 1 483 1 212
Other 221 39
Trade and other receivables 3 587 3 059
Income tax receivable 283 186
Short-term receivables 3 870 3 245

For more information on receivables from related entities, see Note 24.

The Company 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 Company concluded that it has the following homogeneous groups of receivables: receivables from subsidiaries and receivables arising under development contracts.

The time past due structure of trade and other receivables and impairment losses are presented in the table below.

30 June 2022* 31 December 2021
Gross receivables Impairment loss Gross
receivables
Impairment
loss
Not past due 1 602 - 1 370 -
Past due from 1 to 90 days 161 - 153 -
Past due from 91 to 180 days 51 - 39 -
Pas due over 180 days 221 - 177 -
Total receivables 2 035 - 1 739 -

* Unaudited.

16. Cash and cash equivalents

as at 30 June 2022
(unaudited)
31 December 2021
Cash in hand 3 6
Cash at banks 23 367 92 186
Cash and cash equivalents in the separate statement of financial
position
23 370 92 192
Cash and cash equivalents in the separate statement of cash flows 23 370 92 192

The Company has no restricted cash.

Impairment losses on 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. The Company used the practical expedients permitted under the standard, and the impairment loss was determined on the basis of 12-month expected credit losses. The amount of impairment losses is immaterial.

17. Equity

17. 1 Share capital

30 June 2022
as at
(unaudited)
31 December 2021
Share capital
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
Ordinary shares – total 21 373 639 21 373 639
Par value per share 0,25 0,25

As at 30 June 2022, the Parent's share capital amounted to PLN 5,343,409.75 and was divided into 21,373,639 shares conferring 21,373,639 voting rights in the Company. The par value per share is PLN 0.25 and the entire capital has been paid up.

Changes in the share capital in the reporting period:

30 June 2022
as at
number of shares
(unaudited)
Par value 31 December 2021
number of shares
Par value
Number/value of shares
at beginning of period
21 373 639 5 344 19 720 255 4 931
Issue of shares - - 1 653 384 413
Number/value of shares
at end of period
21 373 639 5 344 21 373 639 5 344

17. 1. 1 Shareholders holding, directly or through subsidiaries, at least 5% of total voting rights in the Company

To the best of the Management Board's knowledge and belief, from the date of issue of the most recent interim report to the reporting date there were changes in direct or indirect holdings of 5% or more of total voting rights in the Company, and as at 30 June 2022 the holdings were as follows:

Number of
shares and
voting rights
% of
ownership
interest
Shareholder
CAJAMARCA Holland BV 10 242 726 47,92%
Other shareholders 4 425 034 20,70%
THESINGER LIMITED 1 771 320 8,29%
MetLife OFE 1 656 022 7,75%
1)
Israel Land Development Company Ltd.
1 933 619 9,05%
GRACECUP TRADING LIMITED 641 558 3,00%
Shimshon Marfogel 149 155 0,70%
MIRO LTD. 552 125 2,58%
Oded Setter 2) 2 080 0,01%
Total 21 373 639 100,00%

1) On 13 May 2022, Israel Land Development Company Ltd acquired 100 ordinary shares, representing 0.0005% of the share capital and 100 voting rights, or 0.0005% of total voting rights.

2) On 12 January 2022, 30 March 2022 and 8 January 2022, Oded Setter, a member of the Supervisory Board, acquired 420, 640 and 600 ordinary shares, respectively, representing in total 0.0077% of the share capital and 1,660 voting rights, or 0.0077% of total voting rights.

17. 1. 2 Shares and rights to shares of MLP Group S.A. held by members of management and supervisory bodies

As at 30 June 2022, Michael Shapiro, Vice President of the Management Board, held indirectly, through his fully-controlled company MIRO Ltd., a 2.58% 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 11.98% of the share capital of MLP Group S.A. Therefore, in aggregate, Mr Shapiro was the beneficial owner of a 14.56% interest in the share capital of MLP Group S.A.

As at 30 June 2022, Shimshon Marfogel, Chairman of the Supervisory Board, held directly, through the Company shares acquired in September 2017, 0.70% of the Company's share capital.

As at 30 June 2022, Oded Setter, a member of the Supervisory Board, held directly 0.0077% of the Company's share capital following share purchase transactions executed in 2021 and 2022.

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

17. 2 Capital reserve

The capital reserve was created from profit earned in 2010. (PLN 1,470 thousand) and profit earned in 2012 (PLN 2,724 thousand)

18. Earnings and dividend per share

Earnings per share for each reporting period are calculated as the quotient of net profit (loss) for the period and the weighted average number of shares outstanding in the reporting period. Diluted earnings per share for each period are calculated as quotient of the net profit/(loss) the period by the sum of the weighted average number of ordinary shares in the reporting period and all potential dilutive shares.

6 months
ended
for
30 June 2022
(unaudited)
3 months
ended
30 June 2022
(unaudited)
6 months
ended
30 June 2021
(unaudited)
3 months
ended
30 June 2021
(unaudited)
Net profit(loss) for period 10 413 8 698 15 166 11 843
Number of outstanding shares 21 373 639 21 373 639 21 373 639 21 373 639
Weighted average number of
outstanding shares
21 373 639 21 373 639 20 001 331 20 265 872
Earnings per share for period (PLN per share):
-
basic
0,49 0,41 0,76 0,58
-
diluted
0,49 0,41 0,76 0,58

There were no dilutive factors in the presented periods.

Dividend per share for each reporting period is calculated as quotient of the dividend paid in the period and the weighted average number of shares outstanding in the reporting period.

19. Non-bank borrowings and other debt instruments

19. 1 Non-current liabilities

as at 30 June
2022
(unaudited)
31 December
2021
Bonds 1) 304 239 344 955
Non-bank borrowings from related entities 222 918 182 378
Non-current liabilities under non-bank borrowings and other debt
instruments
527 157 527 333

1) The Company redeemed Series A bonds with a total nominal value of EUR 20,000,000 on their maturity date, i.e. 10 May 2022.

19. 2 Current liabilities

as at 30 June
2022
(unaudited)
31 December
2021
Bonds 49 086 94 520
Current liabilities under non-bank borrowings and other debt
instruments
49 086 94 520

For more information on borrowings from related entities, see Note 24.2.

19. 3 Change in financial liabilities attributable to financing and other activities

Bonds
Amount as at 31 December 2021 439 475
Redemption of bonds (94 118)
Interest accrued on bonds 4 879
Interest paid on bonds (5 124)
Change in carrying amount 8 213
Amount as at 30 June 2022* 353 325
Non-bank borrowings from
related entities
Amount as at 31 December 2021 182 378
Repayment of principal 35 038
Payment of interest on loan 2 779
Unrealised foreign exchange gains/(losses) 2 723
Amount as at 30 June 2022* 222 918
* Unaudited.

19. 4 Liabilities under bonds

Instrument currency nominal value maturity date interest rate guarantees and
collateral
Listing venue
Private bonds – Series B EUR 10 000 000 11.05.2023 6M EURIBOR + margin none Catalyst
Public bonds – Series C EUR 45 000 000 19.02.2025 6M EURIBOR + margin none Catalyst
Public bonds – Series D1) EUR 20 000 000 17.05.2024 6M EURIBOR + margin none Catalyst

The Company redeemed Series A bonds with a total nominal value of EUR 20,000,000 on their maturity date, i.e. 10 May 2022.

19. 5 Non-bank borrowings not secured on the Company's assets:

effective interest as at 30 June 2022* 31 December 2021
Loan from rate (%)
currency
matures in foreign currency in PLN matures in foreign currency in PLN
MLP Pruszków I Sp. z o.o. EUR
3M EURIBOR + margin
2027 14 944 69 948 2027 14 772 67 941
MLP Pruszków I Sp. z o.o. EUR
3M EURIBOR + margin
2026 295 1 380 2026 294 1 350
MLP Pruszków I Sp. z o.o. EUR
3M EURIBOR + margin
2025 514 2 406 2025 512 2 354
MLP Pruszków I Sp. z o.o. PLN
3M WIBOR + margin
2025 - 8 161 2025 - 7 970
MLP Pruszków I Sp. z o.o. PLN
3M WIBOR + margin
2026 - 43 685 2026 - 42 465
MLP Pruszków I Sp. z o.o. EUR
1M EURIBOR + margin
2025 7 307 34 203 2025 7 280 33 483
MLP Pruszków III Sp. z o.o. EUR
3M EURIBOR + margin
2027 4 447 20 813 2027 - -
MLP Poznań II Sp. z o.o. PLN
3M WIBOR + 3.25%
2026 - 5 2026 - 5
MLP Temp Sp. z o.o. EUR
3M EURIBOR + margin
2027 2 187 10 238 2027 2 176 10 010
MLP Temp Sp. z o.o. EUR
3M EURIBOR + margin
2025 1 097 5 136 2025 1 092 5 020
MLP Pruszków IV Sp. z o.o. EUR
3M EURIBOR + margin
2027 3 175 14 862 2027 - -
MLP Bieruń Sp. z o.o. EUR
3M EURIBOR + margin
2027 6 30 2027 6 29
LOKAFOP 201 Sp. z o.o. SKA PLN
3M WIBOR + margin
2025 - 12 051 2025 - 11 751
Total 33 972 222 918 26 132 182 378

* Unaudited.

20. Employee benefit obligations

as at 30 June 2022
(unaudited)
31 December 2021
Special accounts 157 157
Provision for bonuses 2 886 4 275
Employee benefit obligations 3 043 4 432

The provision for bonuses has been recognised under distribution costs and administrative expenses in the statement of profit or loss.

21. Trade and other payables

as at 30 June 2022
(unaudited)
31 December 2021
Trade payables to other entities 588 393
Taxes and social security payable 227 134
Accrued expenses 3 960 3 979
Investment and other commitments 136 6
Trade and other payables 4 911 4 512
Current liabilities 4 911 4 512

For information on liabilities to related parties, see Note 24.

The table below presents the aging of trade and other payables:

as at 30 June 2022
(unaudited)
31 December 2021
Not past due 4 467 4 260
Past due from 1 to 90 days 201 104
Past due from 91 to 180 days - -
Pas due over 180 days 16 14
Total trade and other payables 4 684 4 378

Trade payables are non-interest bearing and are typically settled within 30 to 60 days.

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.

22. Financial instruments

22. 1 Measurement of financial instruments

The fair value of financial assets and financial liabilities as at 30 June 2022 and 31 December 2021 was equal to the respective amounts disclosed in the separate statement of financial position.

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

  • cash and cash equivalents: the carrying amount corresponds to the amortised cost value,
  • trade receivables, other receivables, trade payables, and accrued expenses: the carrying amount corresponds to the amortised cost,
  • loans: the carrying amount corresponds to the amortised cost value, it is close to the fair value due to variable interest rate of these instruments, which is close to the market interest rate,
  • non-bank borrowings: 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,
  • bonds: 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,

Financial assets are classified by the Group into the following categories:

  • measured at amortised cost;
  • measured at fair value through profit or loss;
  • measured at fair value through other comprehensive income.

Debt instruments held to collect contractual cash flows which comprise solely payments of principal and interest ("SPPI") are measured at amortised cost.

Debt instruments giving rise to cash flows which are solely payments of principal and interest and which are held to collect contractual cash flows and for sale are measured at fair value through other comprehensive income. Instruments that do not qualify for measurement at amortised cost or fair value through other comprehensive income are measured at fair value through profit or loss. Below is presented the structure of the Financial Instruments by category of instruments listed above:

22. 1. 1 Financial assets

as at 30 June 2022
(unaudited)
31 December
2021
Financial assets measured at amortised cost:
Cash and cash equivalents 23 370 92 192
Loans and receivables, including:
Trade and other receivables 2 035 1 739
Money fund units - 49 480
Loans 852 096 768 959
Total financial assets measured at amortised cost 877 501 912 370
Total financial assets 877 501 912 370

Measurement of assets at amortised cost as at 30 June 2022*

Stage 1 Stage 2 Stage 3
Gross carrying amount 875 466 2 035 -
Cash and cash equivalents 23 370 - -
Loans and receivables, including:
Trade and other receivables - 2 035 -
Loans 852 096 - -
Impairment losses (IFRS 9) - - -
Carrying amount (IFRS 9) 875 466 2 035 -
* Unaudited.

Measurement of assets at amortised cost as at 31 December 2021:

Stage 1 Stage 2 Stage 3
Gross carrying amount 910 631 1 739 -
Cash and cash equivalents
Loans and receivables, including:
92 192 - -
Trade and other receivables - 1 739 -
Money fund units 49 480 - -
Loans 768 959 - -
Impairment losses (IFRS 9) - - -
Carrying amount (IFRS 9) 910 631 1 739 -

22. 1. 2 Financial liabilities

as at 30 June 2022
(unaudited)
31 December 2021
Financial liabilities measured at amortised cost:
Non-bank borrowings 222 918 182 378
Trade and other payables 4 684 4 378
Bonds 353 325 439 475
Total financial liabilities measured at amortised cost 580 927 626 231
Total financial liabilities 580 927 626 231

23. Contingent liabilities and security instruments

In the period ended 30 June 2022, the Company recognised the following changes in contingent liabilities and security instruments:

Under the amendment agreement of 2 June 2022 to the credit facility agreement of May 9th 2019 between MLP Pruszków I sp. z o.o., MLP Pruszków III sp. z o.o., and MLP Pruszków IV sp. z o.o. and a syndicate of ING Bank Śląski S.A., PKO BP S.A., and Industrial and Commercial Bank of China (Europe) S.A. Poland Branch, the amounts of the available credit facility limits were increased by EUR 13,000,000.00, and the amounts of the following security interests were increased accordingly:

(a)the amounts enforceable under the statements of voluntary submission to enforcement by the borrowers were increased as appropriate;

(b)the amounts enforceable under the statements of voluntary submission to enforcement by all the shareholders in the borrowers were increased as appropriate;

Following the acquisition on 24 May 2022 by MLP Poznań West II sp. z o.o. of an additional property (plot No. 141) and its re-entry in the Land and Mortgage Register jointly with other properties under already existing No. KW PO1P/00325364/7, the joint contractual mortgages created to secure claims under the credit facility agreement of February 10th 2021 between MLP Poznań West II sp. z o.o. and PKO BP S.A. also attached to the newly acquired property.

On 14 January 2022, MLP Group S.A. provided an up to PLN 1,800,000 surety to MLP Łódź II Sp. z o.o. to secure fulfilment by the latter of its project developer commitments under a road redevelopment agreement with the City of Łódź.

24. Related-party transactions

24. 1 Trade and other receivables and payables

The balances of trade and other receivables and payables under related-party transactions as at 30 June 2022* were as follows:

MLP Group S.A. • Half-year report for the six months ended 30 June 2022 Interim condensed separate financial statements for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

* Unaudited. Trade and other
receivables
Trade and other
payables1)
Parent
The Israel Land Development Company Ltd., Tel-Awiw 8 -
Other related parties
MLP Pruszków I Sp. z o.o. 285 -
MLP Pruszków II Sp. z o.o. 94 -
MLP Pruszków III Sp. z o.o. 166 -
MLP Pruszków IV Sp. z o.o. 117 -
MLP Pruszków V Sp. z o.o. 52 -
MLP Poznań Sp. z o.o. 43 -
MLP Poznań II Sp. z o.o. 26 -
MLP Lublin Sp. z o.o. 108 -
MLP Teresin Sp. z o.o. 48 -
Feniks Obrót Sp. z o.o. (MLP Energy Sp. z o.o.) 29 -
MLP Wrocław Sp. z o.o. 72 -
MLP Czeladź Sp z o.o. 50 -
MLP Gliwice Sp. z o.o. 95 -
MLP Business Park Poznań Sp. z o.o. 111 -
MLP Business Park Berlin I LP Sp. z o.o. 1 -
MLP Poznań West II Sp. z o.o. 86 -
MLP Wrocław West Sp. z o.o. 16 -
MLP Łódź II Sp. z o.o. 83 -
MLP Poznań East Sp. z o.o. 5 -
MLP Pruszków VI Sp. z o.o. 2 -
MLP Bucharest West SRL 309 -
MLP Germany Management GmbH 3 -
1 801 -
Total 1 809 -
Trade and other
receivables
Trade and other
payables1)
Parent
The Israel Land Development Company Ltd., Tel-Awiw 43 -
Other related parties
MLP Pruszków I Sp. z o.o. 269 -
MLP Pruszków II Sp. z o.o. 139 -
MLP Pruszków III Sp. z o.o. 140 -
MLP Pruszków IV Sp. z o.o. 92 -
MLP Pruszków V Sp. z o.o. 57 -
MLP Poznań Sp. z o.o. 31 -
MLP Poznań II Sp. z o.o. 26 -
MLP Lublin Sp. z o.o. 108 -
MLP Teresin Sp. z o.o. 48 -
Feniks Obrót Sp. z o.o. (MLP Energy Sp. z o.o.) 26 -
MLP Wrocław Sp. z o.o. 79 -
MLP Czeladź Sp z o.o. 27 -
MLP Gliwice Sp. z o.o. 95 -
MLP Business Park Poznań Sp. z o.o. 33 -
MLP Temp Sp. z o.o. 4 -
MLP Bieruń I Sp. z o.o. 19 -
MLP Business Park Berlin I LP Sp. z o.o. 1 -
MLP Poznań West II Sp. z o.o. 65 -
MLP Bucharest West Sp. z o.o. 5 -
MLP Teresin II Sp. z o.o. 4 -
MLP Wrocław West Sp. z o.o. 7 -
MLP Łódź II Sp. z o.o. 70 -
MLP Poznań East Sp. z o.o. 5 -
MLP Pruszków VI Sp. z o.o. 5 -
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. 9 -
MLP Idstein GP Sp. z o.o 1 -
MLP Idstein LP Sp. z o.o. 1 -
MLP Bucharest West SRL 224 -
MLP Germany Management GmbH 3 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG 13 -
Fenix Polska Sp. z o.o. 4 -
Total 1 662 -

The balances trade and other payables and receivables under related-party transactions as at 31 December 2021 were as follows:

1) Trade and other payables do not include the remuneration of key management personnel and sharebased payments disclosed in Note 27.

24. 2 Loans and non-bank borrowings

Below are presented the balances of loans to and non-bank borrowings from related parties as at 30 June 2022*.

* Unaudited. Non-bank
Other related parties Loans borrowings
MLP Pruszków I Sp. z o.o. - 159 783
MLP Pruszków II Sp. z o.o. 41 302 -
MLP Pruszków III Sp. z o.o. - 20 813
MLP Pruszków IV Sp. z o.o. - 14 862
MLP Pruszków V Sp. z o.o. 23 842 -
MLP Poznań Sp. z o.o. 4 087 -
MLP Poznań II Sp. z o.o. 180 5
MLP Czeladź Sp z o.o. 24 761 -
MLP Gliwice Sp. z o.o. 10 727 -
MLP Business Park Poznań Sp. z o.o. 40 383 -
MLP Temp Sp. z o.o. - 15 374
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - 12 051
MLP Bieruń Sp. z o.o. - 30
MLP Bieruń I Sp. z o.o. 3 112 -
Fenix Polska Sp. z o.o. 6 443 -
MLP FIN Sp. z o.o. 105 -
MLP Business Park Berlin I GP Sp. z o.o. 94 -
MLP Poznań East Sp. z o.o. 13 273 -
MLP Property I Sp. z o.o. 46 226 -
MLP Poznań West II Sp. z o.o. 106 580 -
MLP Bucharest West Sp. z o.o. 22 435 -
MLP MLP Dortmund LP Sp. z o.o. 88 -
MLP MLP Dortmund GP Sp. z o.o. 68 -
MLP Wrocław West Sp. z o.o. 76 427
MLP FIN Spółka z ograniczoną odpowiedzialnością sp.k. 92 -
MLP Logistic Park Germany I Sp. z o.o. &Co KG. 66 580 -
MLP Bucharest West SRL 14 078 -
MLP Business Park Berlin I LP Sp. z o.o. 91 507 -
MLP Germany Management GmbH 8 540 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG 46 969 -
MLP Schwalmtal Sp. z o.o. & Co. KG 9 022 -
MLP Schwalmtal LP Sp. z o.o. 51 -
MLP Schwalmtal GP Sp. z o.o. 44 -
MLP Wrocław West I Sp. z o.o. 42 -
MLP Gelsenkirchen GP Sp. z o.o. 42 -
MLP Gelsenkirchen LP Sp. z o.o. 42 -
MLP Gorzów Sp. z o.o. 17 212 -
MLP Business Park Wien GmbH 78 763 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG 66 579 -
MLP Idstein Sp. z o.o.&Co.KG 32 345 -
Total 852 096 222 918

Below are presented the balances of loans to and non-bank borrowings from related parties as at 31 December 2021:

Loans Non-bank
borrowings
Other related parties
MLP Pruszków I Sp. z o.o. - 155 563
MLP Pruszków II Sp. z o.o. 10 858 -
MLP Pruszków III Sp. z o.o. 10 423 -
MLP Pruszków IV Sp. z o.o. 6 888 -
MLP Pruszków V Sp. z o.o. 23 072 -
MLP Poznań Sp. z o.o. 3 951 -
MLP Poznań II Sp. z o.o. 176 5
MLP Czeladź Sp z o.o. 18 073 -
MLP Gliwice Sp. z o.o. 10 470 -
MLP Business Park Poznań Sp. z o.o. 38 132 -
MLP Temp Sp. z o.o. - 15 030
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - 11 751
MLP Bieruń Sp. z o.o. - 29
MLP Bieruń I Sp. z o.o. 3 919 -
Fenix Polska Sp. z o.o. 9 327 -
MLP FIN Sp. z o.o. 102 -
MLP Business Park Berlin I GP Sp. z o.o. 42 -
MLP Poznań East Sp. z o.o. 2 349 -
MLP Pruszków VI Sp. z o.o. (poprzednio MLP Property I Sp. z o.o.) 17 019 -
MLP Poznań West II Sp. z o.o. 106 818 -
MLP Bucharest West Sp. z o.o. 21 775 -
MLP MLP Dortmund LP Sp. z o.o. 85 -
MLP MLP Dortmund GP Sp. z o.o. 66 -
MLP Wrocław West Sp. z o.o. 73 788 -
MLP FIN Spółka z ograniczoną odpowiedzialnością sp.k. 89 -
MLP Logistic Park Germany I Sp. z o.o. &Co KG. 64 490 -
MLP Bucharest West SRL 22 119 -
MLP Business Park Berlin I LP Sp. z o.o. 61 936 -
MLP Germany Management GmbH 5 075 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG 87 009 -
MLP Schwalmtal Sp. z o.o. & Co. KG 8 406 -
MLP Schwalmtal LP Sp. z o.o. 49 -
MLP Schwalmtal GP Sp. z o.o. 42 -
MLP Wrocław West I Sp. z o.o. 40 -
MLP Gelsenkirchen GP Sp. z o.o. 40 -
MLP Gelsenkirchen LP Sp. z o.o. 40 -
MLP Gorzów Sp. z o.o. 301 -
MLP Business Park Wien GmbH 71 285 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG 63 548 -
MLP Idstein Sp. z o.o.&Co.KG 27 157 -
768 959 182 378
Total 768 959 182 378

24. 3 Income and expenses

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

* Unaudited. Other finance
Sale of services Interest income income
Parent
The Israel Land Development Company Ltd.
86 - -
Other related parties
MLP Pruszków I Sp. z o.o. 1 429 - 4 793
MLP Pruszków II Sp. z o.o. 336 301 -
MLP Pruszków III Sp. z o.o. 728 134 -
MLP Pruszków IV Sp. z o.o. 474 98 -
MLP Poznań Sp. z o.o. 164 66
MLP Poznań II Sp. z o.o. 151 4 -
MLP Lublin Sp. z o.o. 546 - -
MLP Teresin Sp. z o.o. 256 - -
Feniks Obrót Sp. z o.o. (MLP Energy Sp. z o.o.) 205 - -
MLP Wrocław Sp. z o.o. 478 -
MLP Czeladź Sp. z o.o. 157 281 -
MLP Gliwice Sp. z o.o. 488 246 -
MLP Business Park Poznań Sp. z o.o. 121 1 102 -
MLP Bieruń I Sp. z o.o. 3 124
MLP FIN Sp. z o.o. - 3 -
MLP Business Park Berlin I LP Sp. z o.o. 3 -
MLP Poznań West II Sp. z o.o. 359 2 364 -
MLP Bucharest West Sp. z o.o. - 360 -
MLP Dortmund LP Sp. z o.o. - 3 -
MLP Dortmund GP Sp. z o.o. - 2 -
MLP Pruszków V Sp. z o.o. 276 543 -
MLP Wrocław West Sp. z o.o. 43 2 259 -
MLP Łódź II sp. z o.o. 115 1 771 -
MLP Poznań East sp. z o.o. 6 403 -
MLP Pruszków IV Sp. z o.o. - 764 -
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. - 2 -
MLP Gelsenkirchen GP Sp. z o.o. - 2 -
MLP Gelsenkirchen LP Sp. z o.o. - 2 -
MLP Gorzów Sp. z o.o. - 313 -
MLP Logistic Park Germany I Sp. z o.o. & Co. KG - 941 -
MLP Bucharest West SRL 81 294 -
MLP Germany Management GmbH - 98 -
MLP Schwalmtal Sp. z o.o. & Co. KG - 139 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG 1 234 1 004 -
MLP Business Park Wien GmbH - 1 291 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG - 824 -
MLP Idstein Sp. z o.o. & Co. KG - 401 -
MLP FIN Sp.z o.o. Sp.k. - 3 -
Fenix Polska Sp. z o.o. - 47 -
7 653 16 195 4 793
Total income 7 739 16 195 4 793
Purchase of
services and
salaries
Interest expense
Other related parties
MLP Pruszków I Sp. z o.o. (24) (2 356)
MLP Teresin Sp. z o.o. (3) -
MLP Wrocław Sp. z o.o. (3) -
MLP Gliwice Sp. z o.o. (3) -
MLP Temp Sp. z o.o. - (77)
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - (300)
MLP Poznań West II Sp. z o.o. (6) -
(39) (2 779)
Purchase of
services and
salaries
Interest expense
Key management personnel
ROMI CONSULTING, Michael Shapiro see Note 27 (251) -
RTK CONSULTING, Radosław T. Krochta see Note 27 (61) -
PROFART, Tomasz Zabost see Note 27 (50) -
Pozostały kluczowy personel kierowniczy see Note 27 (306) -
(668) -
Total revenue (707) (2 779)

In addition to the figures disclosed in the table above, a provision for estimated variable remuneration of PLN 2,885 thousand was recognised in the first half of 2022. Variable remuneration is determined and paid following receipt by the General Meeting of the full-year financial statements.

Below are presented income and expenses under related-party transactions for the six months ended 30 June 2021*:

* Unaudited. Sale of services Interest income Other finance
income
Parent
The Israel Land Development Company Ltd. 110 - -
Other related parties
MLP Pruszków I Sp. z o.o.
MLP Pruszków II Sp. z o.o.
1 272 - -
MLP Pruszków III Sp. z o.o. 287
642
782
146
-
3 931
MLP Pruszków IV Sp. z o.o. 426 111 -
MLP Logistic Park Germany I Sp. z o.o. & Co. KG 3 611
MLP Poznań Sp. z o.o. 148 60 -
MLP Poznań II Sp. z o.o. 128 1 -
MLP Lublin Sp. z o.o. 1 296 217 -
MLP Teresin Sp. z o.o. 540 47 -
Feniks Obrót Sp. z o.o. (MLP Energy Sp. z o.o.) 78 - -
MLP Wrocław Sp. z o.o. 1 450 136 -
MLP Czeladź Sp. z o.o. 105 247 -
MLP Gliwice Sp. z o.o. 1 131 342 -
MLP Property Sp. z o.o. - 1 6 655
MLP Business Park Poznań Sp. z o.o. 150 342 -
MLP Temp Sp. z o.o. - 1 -
MLP Bieruń Sp. z o.o - 1
MLP Schwalmtal LP Sp.z o.o.
- 1 -
MLP Schwalmtal GP Sp.z o.o. - 1 -
MLP Bieruń I Sp. z o.o. 14 82 -
MLP Spółka z. o.o. - 1 -
MLP FIN Sp.z o.o. - 2 -
Lokafop 201 Sp. z o.o.
MLP Business Park Berlin I LP Sp. z o.o.
- 1
MLP Business Park Berlin I GP Sp.z o.o. 3
-
1
1
-
-
MLP Poznań West II Sp. z o.o. 1 031 774 -
MLP Bucharest West Sp. z o.o. - 354 -
MLP Dortmund LP Sp. z o.o. - 1 -
MLP Dortmund GP Sp. z o.o.
- 1 -
MLP Teresin II Sp. z o.o. - 1 -
MLP Pruszków V Sp. z o.o. 257 340 -
MLP Wrocław West Sp. z o.o.
MLP Łódź II Sp.z o.o.
45 948 -
MLP Poznań East Sp.z o.o. 45
-
493
1
-
-
MLP Property I Sp. z o.o.
- 214 -
MLP FIN Sp.z o.o. Sp.k. - 2 -
Fenix Sp. z o.o. - 63 -
MLP BUCHAREST WEST SRL 60 578 -
MLP Germany Management GmbH 3 31 -
MLP Schwalmtal Sp. z o.o. & Co. KG 3 123 -
MLP Business Park Berlin I Sp. z o.o. & Co. KG - 1 046 -
MLP Business Park Wien GmbH - 1 338 -
9 117 9 443 10 586
Total income 9 227 9 443 10 586
Purchase of
services and
salaries
Interest expense
Other related parties
MLP Pruszków I Sp. z o.o. (24) (1 400)
MLP Teresin Sp. z o.o. (3) -
MLP Wrocław Sp. z o.o. (3) -
MLP Gliwice Sp. z o.o. (3) -
MLP Temp Sp. z o.o. - (72)
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - (90)
(33) (1 562)
Purchase of
services and
salaries
Interest expense
Key management personnel
ROMI CONSULTING, Michael Shapiro
see Note 27. (246) -
RTK CONSULTING, Radosław T. Krochta see Note 27. (55) -
PROFART, Tomasz Zabost see Note 27. (47) -
Other key management personnel see Note 27. (308) -
(656) -
Total expenses (689) (1 562)

25. Significant litigation and disputes

As at 30 June 2022, the Company was not party to any material litigation.

26. Significant events during and subsequent to the reporting period

  • On 14 January 2022, MLP Group S.A. provided an up to PLN 1,800,000 surety to MLP Łódź II Sp. z o.o. to secure fulfilment by the latter of its project developer commitments under a road redevelopment agreement with the City of Łódź.
  • On 22 July 2022, the Company issued, by way of public offering for qualified investors, 6,000 Series E bearer bonds with a nominal value of EUR 1,000 per bond and total nominal value of EUR 6,000,000. The bonds were issued as unsecured instruments. The objective of the issue was not specified. The bonds were registered with the Central Securities Depository of Poland (Krajowy Depozyt Papierów Wartościowych S.A.) under ISIN number PLMLPGR00108, and the bonds have been traded in the Catalyst alternative trading system since 22 July 2022. The bonds pay variable interest at 3M EURIBOR plus margin. The Series E bonds mature on 22 January 2024.
  • On 26 July 2022, the Supervisory Board resolved to appoint Ms Monika Dobosz and Ms Agnieszka Góźdź as Members of the Company's Management Board.

In the period from the end of the reporting period to the date of authorisation of these separate financial statements for issue, no events occurred which should have been but were not included in the accounting books of the reporting period and the Company's separate financial statements of the Group.

26. 1 Effect of the COVID-19 pandemic on the activities of MLP Group S.A.

The SARS-CoV-2 virus was first reported in late 2019. In subsequent periods, the virus spread across the world. In response, governments issued stay-at-home orders, introduced lockdowns and imposed other restrictions on business activities. In Poland, infections peaked in the first quarter of 2022, during the fifth wave of the pandemic, which was attributable primarily to the Omicron variant of the virus. According to experts, transmission of SARS-CoV-2 in the human population will continue in the foreseeable future. However, thanks to widespread vaccination and increasing herd immunity, the effects of the pandemic on national economies will gradually wane.

The warehousing sector has proven its high resilience to the recent COVID-19-related difficulties. The pandemic has changed the shopping habits of customers, benefitting primarily the e-commerce and logistics/courier industries. Demand for warehouse space, including in large distribution centres, BTS (build to suit) projects, SBU facilities (small city warehouses), and courier hubs, has grown. Due to congestion in global supply chains caused by the pandemic, a trend to nearshore certain manufacturing operations has also emerged. For the warehousing industry, this has translated into record-high numbers of new leases, amounts of new warehouse space delivered, and volume of new projects.

26. 2 Impact of the political and economic situation in Ukraine on the operations of the MLP Group S.A.

In the second half of February 2022, Russia launched a military attack on Ukraine. At the time of issue of this report, the Management Board of the Company saw no major impact of the war in Poland's eastern neighbour on the Company's Polish, German, Romanian or Austrian operations. At the same time, it is difficult to predict long-term effects of the war. The armed conflict in Ukraine may have an adverse impact on local economies and the construction industry, manifesting itself in depreciation of local currencies, rising inflation, growing raw material and construction costs, staff shortages, disrupted supplies of products and materials, etc. On the other hand, it may increase demand for warehouse and manufacturing space. The war in Poland's eastern neighbour will certainly add pressure to further shorten supply chains, increase warehouse stock levels and relocate production from areas where the armed conflict is taking place. Ukrainian companies and international companies operating in Ukraine will relocate warehouses to other countries, including Poland. Also, international firms will be leaving Russia in protest against the invasion. In the opinion of the Management Board of the Company, this may increase demand for warehouse and logistics space offered by the Company.

Witnessing the unfolding events in Ukraine, in March 2022 the Group decided to provide tangible aid to refugees seeking a safe haven in Poland. MLP Group has converted one of its unoccupied facilities into a place of accommodation for people fleeing the war in Ukraine. The more than 820 sqm twostorey office building has been properly refurbished and refitted and currently features 14 single-room dwellings, three fully equipped kitchens, four bathrooms, a laundry room, a dining room, a playroom for children, and a TV room. The aid was coordinated with the authorities of the town of Pruszków, which, having been notified of available space in the building, directed refugees there. MLP Group's suppliers and tenants were also involved in preparing the accommodation.

as at 30 June 2022 2021
(unaudited) (unaudited)
Fixed remuneration of the Management Board:
Radosław T. Krochta see Note 24.3 61 55
Michael Shapiro see Note 24.3 251 246
Tomasz Zabost see Note 24.3 50 47
362 348
Variable remuneration of the Management Board:
Radosław T. Krochta see Note 24.3 2 779 783
Tomasz Zabost see Note 24.3 1 496 422
4 275 1 205
The variable remuneration paid in the first half of 2022 was determined and paid following receipt by
the General Meeting of the Company's full-year financial statements for 2021, which included a PLN
4,275 thousand provision for that purpose.
Remuneration of the Supervisory Board:
Remuneration and other benefits
Matusiak Maciej 27 24
Levy Eytan 27 24
Shimshon Marfogel 27 24
Daniel Nimrodi - -
Guy Shapira 27 24
Piotr Chajderowski 27 24
Oded Setter 27 24
162 144
Total remuneration paid or due to Management and Supervisory
Board members 4 799 492
Other management personnel:
Remuneration and other benefits see Note 24.3 306
306
308
308
Total remuneration paid or due to Management and Supervisory
Board members 5 105 800

27. Remuneration paid or due to Management and Supervisory Board members

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

28. Employees

as at 30 June 2022
(unaudited)
31 December 2021
Number of employees 18 19

Signed with a qualified digital signature.

Radosław T. Krochta Michael Shapiro Tomasz Zabost President of the Management Board

Vice President of the Management Board Member of the Management Board of the

Monika Dobosz Member of the Management Board

Agnieszka Góźdź Member of the Management Board

Maria Ratajczyk Signature of the person preparing the financial statements

Pruszków, 23 August 2022

Management Board's Report on the activities of the MLP Group S.A. Group

for the six months ended 30 June 2022

This Management Board's report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022 has been prepared in accordance with the Minister of Finance's Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated 29 March 2018 (Dz. U. of 2018, item 757).

Contents

100 Authorisation by the MLP Group S.A. Management Board Management Board's report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022

Introduction 101
1.
1.1
1.2
1.3
1.4
General information on the Group and MLP Group S.A.
Structure of the Group
Principal business of the Company and the Group
The Group's property portfolio
Market, customers and suppliers
1.4.1
Structure of the Group's sales
1.4.2
Key trading partners
102
102
104
106
109
109
110
2. Activities of the MLP Group S.A. Group 111
2.1 Activities of the MLP Group S.A. Group in 2022 111
2.1.1
Projects started and projects completed
111
2.1.2
Projects under construction and in the pipeline
111
2.1.3
Material agreements
112
2.1.4
Shareholder agreements
112
2.1.5
Partnership or cooperation agreements
112
2.1.6
Related-party transactions
112
2.1.7
Litigation
112
2.2 Development of the Group and risk factors 114
2.2.1
Key risk factors relevant to the development of the Group
114
2.2.2
Business development prospects
125
3. Financial condition of the Group; management of financial resources 128
3.1 Key economic and financial data
disclosed in the Group's full-year consolidated
financial
statements for 2022
128
3.1.1
Selected financial data from the consolidated statement of financial position
3.1.2
Selected financial data from the consolidated statement of profit or loss
128
3.1.3
Selected data from the consolidated statement of cash flows
134
139
3.2 Management Board's position on published forecasts
3.3 Management of the Group's financial resources 139
140
140
3.3.1
Profitability ratios
3.3.2
Liquidity ratios
141
3.3.3
Debt ratios
142
3.4 Borrowings, bonds, sureties and guarantees 143
3.4.1
New and terminated non-bank borrowings
143
3.4.2
New and terminated bank borrowings
143
3.4.3
Bonds
143
3.4.4
Loans
144
3.4.5
Sureties issued and received
144
3.4.6
Guarantees provided and received
144

144 3.6 Non-recurring factors and events with a bearing on the consolidated financial result for the six months ended 30 June 2022

3.7 Issue, redemption, cancellation and repayment of non-equity and equity securities 144
3.8 Material achievements and failures in the six months ended 30 June 2022 145
3.9 Seasonality and cyclicality 145
4. Statement of the Management Board 145

Authorisation by the MLP Group S.A. Management Board Management Board's report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022

This Management Board's report on the activities of the MLP Group S.A. Group in the six months ended 30 June 2022 was prepared and authorised for issue by the Management Board of MLP Group S.A. on 23 August 2022.

Signed with qualified electronic signature.

Radosław T. Krochta President of the Management Board

Michael Shapiro Vice President of the Management Board

Tomasz Zabost Member of the Management Board

Member of the Management Board

Monika Dobosz Agnieszka Góźdź Member of the Management Board

Pruszków, 23 August 2022

Introduction

MLP Group S.A. (the "Company", the "Issuer", the "Parent") is the parent of the MLP Group S.A. Group (the "Group"). The Company is entered in the National Court Register maintained by the District Court for the Capital City of Warsaw, 14th Commercial Division of the National Court Register, under No. 0000053299. The Company's registered office is located at ul. 3-go Maja 8, 05-800 Pruszków, Poland.

The Company was established on 18 February 1995 (based on a deed of transformation) and was incorporated for an indefinite term.

The Parent's and its subsidiaries' 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. The PKD code of the principal business activity is: 7032Z, i.e. property management services.

The parent of the Group is CAJAMARCA HOLLAND B.V. of the Netherlands, registered address: Locatellikade 1, 1076 AZ Amsterdam.

1. General information on the Group and MLP Group S.A.

1. 1 Structure of the Group

As at 30 June 2022, the Group consisted of the following entities:

No. Entity Country of
registration
Parent's direct and
indirect interest in
equity
Parent's direct and
indirect interest in
voting rights
1 MLP Pruszków I Sp. z o.o. Poland 100% 100%
2 MLP Pruszków II Sp. z o.o. Poland 100% 100%
3 MLP Pruszków III Sp. z o.o. Poland 100% 100%
4 MLP Pruszków IV Sp. z o.o. Poland 100% 100%
5 MLP Poznań Sp. z o.o. Poland 100% 100%
6 MLP Lublin Sp. z o.o. Poland 100% 100%
7 MLP Poznań II Sp. z o.o. Poland 100% 100%
8 MLP Spółka z ograniczoną
odpowiedzialnością SKA
Poland 100% 100%
9 Fenix Obrót Sp. z o.o. Poland 100% 100%
10 MLP Property Sp. z.o.o. Poland 100% 100%
11 MLP Bieruń Sp. z o.o. Poland 100% 100%
12 MLP Bieruń I Sp. z o.o. Poland 100% 100%
13 MLP Sp. z o.o. Poland 100% 100%
14 MLP Teresin Sp. z o.o. Poland 100% 100%
15 MLP Business Park Poznań Sp. z o.o. Poland 100% 100%
16 MLP FIN Sp. z o.o. Poland 100% 100%
17 LOKAFOP 201 Sp. z o.o. Poland 100% 100%
18 LOKAFOP 201 Spółka z ograniczoną
odpowiedzialnością SKA
Poland 100% 100%
19 MLP Wrocław Sp. z o.o. Poland 100% 100%
20 MLP Gliwice Sp. z o.o. Poland 100% 100%
21 MLP Business Park Berlin I LP Sp. z o.o. Poland 100% 100%
22 MLP Czeladź Sp. z o.o. Poland 100% 100%
23 MLP Temp Sp. z o.o. Poland 100% 100%
24 MLP Dortmund LP Sp. z o.o. Poland 100% 100%
25 MLP Dortmund GP Sp. z o.o. Poland 100% 100%
26 MLP Logistic Park Germany I Sp. z o.o. &Co KG. Germany 100% 100%
27 MLP Poznań West II Sp. z o.o. Poland 100% 100%
28 MLP Bucharest West Sp. z o.o. Poland 100% 100%
29 MLP Bucharest West SRL Romania 100% 100%
30 MLP Teresin II Sp. z o.o. Poland 100% 100%
31 MLP Pruszków V Sp. z o.o. Poland 100% 100%
32 MLP Germany Management GmbH Germany 100% 100%
33 MLP Wrocław West Sp. z o.o. Poland 100% 100%
34 MLP Business Park Berlin I GP sp. z o.o. Poland 100% 100%
No. Entity Country of
registration
Parent's direct and
indirect interest in
equity
Parent's direct and
indirect interest in
voting rights
35 MLP Łódź II sp. z o.o. Poland 100% 100%
36 MLP Poznań East sp. z o.o. Poland 100% 100%
37 MLP Schwalmtal LP sp. z o.o. Poland 100% 100%
38 MLP Schwalmtal GP sp. z o.o. Poland 100% 100%
39 MLP Pruszków VI sp. z o.o. Poland 100% 100%
40 MLP Business Park Berlin I sp. z o.o. & Co. KG Germany 100% 100%
41 MLP Schwalmtal Sp. z o.o. & Co. KG Germany 100% 100%
42 MLP Business Park Wien GmbH Austria 100% 100%
43 MLP Wrocław West I Sp. z o.o. Poland 100% 100%
44 MLP Gelsenkirchen GP Sp. z o. o. Poland 100% 100%
45 MLP Gelsenkirchen LP Sp. z o. o. Poland 100% 100%
46 MLP Gelsenkirchen Sp. z o.o. & Co.KG Germany 100% 100%
47 MLP Gorzów Sp. z o.o. Poland 100% 100%
48 MLP Idstein LP Sp. z o.o. Poland 100% 100%
49 MLP Idstein GP Sp. z o.o. Poland 100% 100%
50 MLP Idstein Sp. z o.o. & Co. KG Germany 100% 100%
51 1)
MLP Business Park Trebur GP Sp. z o.o.
Poland 100% 100%
52 2)
MLP Business Park Trebur LP Sp. z o.o.
Poland 100% 100%

Changes in the Group

1) On 16 February 2022, MLP Schwäbisch Gmünd GP 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 March 2022. On 14 June 2022, the Extraordinary General Meeting of the company resolved to rename it MLP Business Park Trebur GP Sp. z o.o. The change in the company's name was entered in the National Court Register on 23 June 2022.

2) On 16 February 2022, MLP Schwäbisch Gmünd LP 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 21 March 2022. On 14 June 2022, the Extraordinary General Meeting of the company resolved to rename it MLP Business Park Trebur LP Sp. z o.o. The change in the company's name was entered in the National Court Register on 22 June 2022.

Pursuant to a notarial deed of 6 July 2022, MLP Business Park Trebur Sp. z o.o. &Co. KG was established, in which MLP Business Park Trebur LP Sp. z o.o. is a limited partner and MLP Business Park Trebur GP Sp. z o.o is the general partner.

1. 2 Principal business of the Company and the Group

The MLP Group S.A. Group is one of the leading European logistics platforms, offering clients a complete range of services, from site identification, through land acquisition, to property management. The unique Build & Hold business model enables the Group to stay in close touch with clients, which helps to keep tenant satisfaction levels high and ultimately translates into excellent occupancy rates.

The Group specialises in the construction, holding and management of customer-oriented Class A warehouse, manufacturing, and business parks. Their target tenants are leading multinational and local companies that are strategically investing in new or expanding projects. The Group operates on the Polish, German, Austrian and Romanian markets and holds a portfolio of properties with approximately 1.232 thousand m 2 of existing, under construction or permitted ready to build rental space. As at 30 June 2022, the Group's net asset value exceeded PLN 2.2bn.

The Group currently manages a total of 22 logistics parks in all of its geographies, MLP Group operates 14 logistics parks in key locations in Poland: MLP Pruszków I, MLP Pruszków II, MLP Poznań, MLP Lublin, MLP Teresin, MLP Wrocław, MLP Gliwice, MLP Czeladź, MLP Poznań West, MLP Wrocław West, MLP Łódź, MLP Zgorzelec, MLP Gorzów and MLP Poznań Business Park.

In Germany, the Group currently operates six logistics parks: MLP Unna, MLP Business Park Berlin, and MLP Business Park Niederrhein, MLP Business Park Trebur, MLP Business Park Schalke, and MLP Idstein. The Group owns the logistics park MLP Bucharest West in Romania and MLP Business Park Vienna in Austria.

The Group currently operates two types of warehouse space formats:

(1) big-box (i.e. large-scale) warehouse facilities, primarily addressing e-commerce growth and increased demand from light industry customers, driven by such factors as relocation of production from Asia to Europe; and

(2) City Logistics facilities, operated as MLP Business Parks and offering small warehouse units (ranging from 700 m 2 to 2.5 thousand m 2 ). MLP Business Parks are City Logistics projects with a high potential for growth, which address the retail evolution (e-commerce) and are located within or close to city boundaries with easy access to labour and public transportation. The first such projects are MLP Business Park Berlin, MLP Business Park Schalke, MLP Business Park Niederrhein, MLP Business Park Vienna, and MLP Business Park Poznań.

The Group's key customers include logistics, manufacturing and e-commerce companies. The structure of tenants is distributed proportionally across the business segments.

The total area of new land acquired by the Group in Poland in the first half of 2022 is approximately 34.2 ha.

The Group has also signed a number of reservation agreements to purchase new land for planned logistics parks in Poland, Germany and Austria with a total area of approximately 200 ha.

The Group's strategic objectives until 2024 include:

• Building economic scale in the existing strategic markets – Poland, Germany, Austria, and Romania through developing City Logistics and big-box projects

• Investing in new potential markets addressing the tenants' needs and ecommerce development

• Maintaining stable occupancy rate averaging ~ 95% of total existing portfolio with speculative development component of up to 20 thousand m 2 per project

• Increasing the amount of space leased under new contracts to 250 thousand m 2 per year

• Securing new plots for future development in existing and new markets

• Continuing the development of big-box projects primary addressing ecommerce development and light industry requirements following the increase demands as from moving manufacturing from Asia to Europe

• Focusing on City Logistics projects as a high growth potential product – addressing the retail evolution (e-commerce) with: smaller units, less than 5 thousand m 2 , located within or close to city boundaries with easy access to labour and public transportation

• Rental growth from existing lease renewals

• Creating value through re-development of brown plots

• Disposal of BTS projects as a source of additional equity

• Developing of class A high-quality assets, with strong commitment to sustainability: 80% to be certified BREEAM Excellent or Very Good / DGNB Gold or Platinum (in Germany and Austria) and to achieve Zero CO2 emission by 2022.

1. 3 The Group's property portfolio

The Group classifies its portfolio properties into two main categories:

  • properties generating rental income,
  • projects under construction or in the pipeline,
  • land bank (area).

The structure of the Group's property portfolio by property category and segment as at 30 June 2022 is presented below.

Property portfolio
by segment
Total land area
2
(m
)
Land bank
(area)
(m²)
Target capacity
(m²)
Target area
(m²)
Existing
leasable space
2
(m
)
Space
under
construction
and in the
2
pipeline (m
)
POLAND:
PL
3 188 030 866 530 1 299 997 1 298 796 784 108 197 205
GERMANY:
N
454 575 278 841 206 851 206 851 73 470 5 986
AUSTRIA:
A
98 249 98 249 52 500 52 500 - -
ROMANIA:
R
188 045 148 704 99 000 99 000 22 677 -
TOTAL 3 928 899 1 392 324 1 658 348 1 657 147 880 255 203 191

Summary of the leasable space owned by the Group as at 30 June 2022 (m²):

Target space
upon
completion
(m²)
Target
capacity
(m²)
Space
completed (m²)
Space
completed and
leased out
(m²)
Space completed
but not leased
out (m²)
Space under
construction
and in the
2
pipeline (m
)
Pre-leased
space under
construction
and in the
pipeline (m²)
POLAND:
1 298 796 1 299 997 784 108 769 985 14 123 197 205 141 243
GERMANY:
206 851 206 851 73 470 71 360 2 110 5 986 4 114
AUSTRIA:
52 500 52 500 - - - - -
ROMANIA:
99 000 99 000 22 677 22 677
1 657 147 1 658 348 880 255 864 022 16 233 203 191 145 357

Types of rental space offered:

The Group offers two types of space to its tenants:

  • warehouse space, i.e. space for storing goods, and
  • manufacturing space, i.e. space designated for light industrial production.

The Group also provides its tenants with support office space. The final division of leased space depends on tenants' requirements.

MLP Group S.A. Group • Consolidated report for the six months ended 30 June 2022 Management Board's Report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

The space is available in two formats:

  • City Logistics
  • Big Box.

Space completed at the Group's parks as at 30 June 2022:

Space completed at the Group by type of facility as at 30 June 2022

Space completed at the Group by format as at 30 June 2022

As one of the key growth levers for the Group's business, it will seek to achieve a significant share in the portfolio of City Logistics projects. The format is currently being implemented by developing the MLP Business Park Berlin I and MLP Business Park Poznań projects. In the near future, the Group plans to develop City Logistics projects also in other locations, including: MLP Business Park Niederrhein, MLP Business Park Vienna and MLP Business Park Schalke.

Logistics park Fair value
EUR '000
Fair value
PLN '000
MLP Pruszków I 97 440 456 077
MLP Pruszków II 222 190 1 039 981
MLP Poznań 46 100 215 776
MLP Lublin 40 523 189 672
MLP Teresin 19 660 92 021
MLP Wrocław 41 260 193 122
MLP Czeladź 29 100 136 205
MLP Gliwice 44 270 207 210
MLP Business Park Poznań 10 910 51 065
MLP Poznań West 108 230 506 581
MLP Wrocław West 16 640 77 885
MLP Łódź 36 294 169 878
MLP Gorzów 8 080 37 819
MLP Poznań East 2 700 12 638
MLP Unna 78 000 365 087
MLP Business Park Berlin 33 300 155 864
MLP Business Park Schalke 13 600 63 656
MLP Idstein 6 610 30 939
MLP Business Park Vienna 24 200 113 271
MLP Bucharest West 17 300 80 988
Total 896 407 4 195 735

Fair value of the Group's property portfolio by logistics park as at 30 June 2022:

The value of investment property portfolio disclosed in the consolidated financial statements as at 30 June 2022 included: (i) market value of investment property of PLN 4,195,735 thousand, (ii) perpetual usufruct right to land of PLN 42,600 thousand, and (iii) the value of Fenix Obrót Sp. z o.o.'s apartments of PLN 203 thousand.

Fair value of the Group's property portfolio by segment and property category as at 30 June 2022:

Segment Currency Fair value of
developed
properties
Fair value of
properties
under
construction
Fair value of
projects in the
pipeline
Fair value of
land reserve
Total fair
value
Poland EUR '000 583 950 88 020 27 590 23 837 723 397
PLN '000 2 733 236 411 985 129 138 111 571 3 385 930
Germany EUR '000 103 300 8 000 - 20 210 131 510
PLN '000 483 506 37 445 - 94 595 615 546
Austria EUR '000 - - - 24 200 24 200
PLN '000 - - - 113 271 113 271
Romania EUR '000 11 380 - - 5 920 17 300
PLN '000 53 275 - - 27 713 80 988
Total EUR '000 698 630 96 020 27 590 74 167 896 407
Total PLN '000 3 270 017 449 430 129 138 347 150 4 195 735

1. 4 Market, customers and suppliers

The Group's property portfolio in Poland currently comprises fourteen logistics parks at the following key locations: MLP Pruszków I, MLP Pruszków II, MLP Poznań, MLP Lublin, MLP Teresin, MLP Wrocław, MLP Gliwice, MLP Czeladź, MLP Poznań West, MLP Wrocław West, MLP Łódź, MLP Business Park Poznań, MLP Poznań East and MLP Gorzów. In Germany, the Group currently has five logistics parks: MLP Unna, MLP Business Park Berlin, and MLP Business Park Niederrhein, MLP Business Park Schalke, and MLP Idstein. The Group operates the logistics park MLP Bucharest West in Romania and the logistics park MLP Business Park Vienna in Austria.

The Group has signed agreements grating options to purchase land in new locations in Poland and Germany, which would allow it to expand the selection of available locations for tenants.

1. 4.1 Structure of the Group's sales

The Group earns revenue from lease of investment property in logistics parks in Poland, Germany, and Romania. The table below presents the types of revenue derived from lease of the properties.

Revenue
for the six months ended 30 June
2022 2021 change (%)
Sales to external customers:
Rental income from investment property 67 177 54 118 24,1%
Recharge of service charges 23 210 19 859 16,9%
Recharge of utility costs 31 478 20 367 54,6%
Other revenue 1 382 1 341 3,1%
Rental income 123 247 95 685 28,8%
Revenue from development contract concluded
by MLP Group S.A.
- 1 880 -100,0%
Total revenue 123 247 97 565 26,3%

H1 2022 revenue by geography

H1 2021 revenue by geography

MLP Group S.A. Group • Consolidated report for the six months ended 30 June 2022 Management Board's Report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

In Germany, rental income in the six months ended 30 June 2022 was generated mainly by MLP Business Park Berlin. In the second half of 2021, the Group completed the construction and then leased out more than 12 thousand m 2 of space. These lease contracts were a source of rental income for the Group in the reporting period.

In the six months ended 30 June 2022, the Group completed the construction of approximately 57 thousand m 2 of new space at the MLP Unna logistics park, leasing it out in July 2022.

The revenue growth in Romania in the first half of 2022 was driven by a lease contract signed in 2021, which began to generate rental income for the Group in the second half of 2021.

The Group's tenant mix is highly diversified and therefore the Group is not exposed to any material risk related to a single tenant or group of tenants. As at 30 June 2022, the average space of incomegenerating properties per tenant was approximately 6.4 thousand m² (30 June 2021: 5.3 thousand m²).

As at 30 June 2022, the 10 largest tenants occupied about 37% of the total leased space at all of the Group's parks (30 June 2021: 32%).

1. 4.2 Key trading partners

In the reporting period, the Group's companies cooperated mainly with providers of the following services:

  • construction services (as part of investment and development projects),
  • supply of utilities,
  • consulting and advisory services business and legal,
  • maintenance of the properties,
  • security services.

For construction services, general contractors are selected in internally organised tender procedures. In the six months ended 30 June 2022, the Group cooperated with Wielkopolskie Przedsiębiorstwo Inżynierii Przemysłowiej Spółka Komandytowa, BIn- Biuro Inżynierskie Sp z o.o. and Eastwave Building Company Sp. z o.o. under the general contractor system, and the Group's turnover with these companies exceeded 10% of the Group's revenue in the six months ended 30 June 2022.

The other services are procured from a broad base of suppliers, and therefore the Group is not dependent on any single supplier. In 2021, none of the Group's other suppliers accounted for more than 10% of the Group's revenue.

2. Activities of the MLP Group S.A. Group

2. 1 Activities of the MLP Group S.A. Group in 2022

In the six months ended 30 June 2022, the Group continued its principal business activity consisting in the construction and lease of warehouse and manufacturing properties and business parks. Construction work was mainly outsourced to specialist third-party service providers on a general contractor basis.

MLP Group S.A. Group • Consolidated report for the six months ended 30 June 2022 Management Board's Report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

In the reporting period, the Group carried out several property development projects. As at the end of June 2022, the Group's property portfolio included more than 1,009 thousand m 2 of leased or pre-leased space. The Company's Management Board reviewed and assessed on an ongoing basis:

  • current construction projects in terms of their progress,
  • actual and expected revenue,
  • use of the Group's existing land resources and its ability to tailor the offering to meet the anticipated market expectations and demand,
  • available opportunities to purchase land for new projects to be implemented in subsequent years,
  • the Group's efforts to optimise financing of its investing activities.

2. 1.1 Projects started and projects completed

In the six months ended 30 June 2022, the Group was engaged in construction of projects with a total area of 279 thousand m², with a further 33 thousand m 2 in the pipeline as at 30 June 2022, i.e. the total area of projects under development was 312 thousand m 2 .

Out of the total area under construction or in the pipeline, 75 thousand m² was attributable to projects commenced in 2021 and completed in the first half of 2022. In the six months ended 30 June 2022, the Group commenced projects with a total area of 62 thousand m 2 , of which 34 thousand m 2 will be completed in 2022.

2. 1.2 Projects under construction and in the pipeline

In the six months to 30 June 2022, the Group worked on development of projects with a total area of 312 thousand m². Out of the total, projects completed in the first half of 2022 comprised a total area of 109 thousand m 2 , located in Germany (MLP Unna) and Poland (MLP Poznań West and MLP Łódź).

As at 30 June 2022, 171 thousand m2 of space was under construction.

In connection with leases signed and the ongoing commercialisation processes, the Group began preparations for the construction of ca. 33 thousand m 2 of space. The permitting process also continued to enable the construction of new warehouse space on land reserved by the Group.

The Group has also signed a number of reservation agreements to purchase new land for planned logistics parks in Poland, Germany and Austria with a total area of approximately 200 ha.

Projects are carried out on a pre-lease basis, i.e. launch of the investment process is conditional upon execution of a lease contract with a potential tenant. In 2021, at selected locations the Group launched big-box speculative projects, which, together with pre-lease projects, constitute larger investment projects implemented in response to the present market situation. These projects have already been almost fully taken up by tenants, and their construction has been completed or will be completed within several months.

2. 1.3 Material agreements

Material suppliers with whom agreements with a total value exceeding 10% of the Group's equity were concluded in the first half of 2022.

In April 2022, MLP Czeladź, a subsidiary, concluded an agreement with JOKA Budownictwo Sp. z o.o. to construct at the MLP Czeladź logistics park a new warehouse and office building with a floor area of 19 thousand m 2 , which has been largely pre-leased.

In June 2022, MLP Wrocław Sp. z o.o., a subsidiary, concluded an agreement with W.P.i.P. Sp. z o.o. Sp. k. to construct at the MLP Wrocław logistics park a new warehouse and office building with a floor area of approximately 19 thousand m2 , which has been partly pre-leased.

2. 1.4 Shareholder agreements

The Group is not aware of any agreements between the Company's shareholders.

Further, the Group has no knowledge of any agreements (including those concluded after the reporting date) which could result in future changes in the proportions of shares held by the current shareholders.

2. 1.5 Partnership or cooperation agreements

In the first half of 2022, the Group did not enter into any significant cooperation or partnership agreements with other entities.

2. 1.6 Related-party transactions

All transactions executed by the Company or its subsidiaries with related parties were executed on an arm's length basis.

For description of related-party transactions, see Note 24 to the Group's condensed consolidated financial statements for the six months ended 30 June 2022.

2. 1.7 Litigation

Proceedings pending before courts, arbitration bodies or public administration bodies

As at 30 June 2022, the Group was party to proceedings with a total amount of liabilities and claims under litigation of approximately PLN 6,045 thousand, including liabilities under litigation of approximately PLN 3,995 thousand (all relating to the Depenbrock Polska Sp. z o.o. sp.k. case), and claims under litigation of approximately PLN 2,050 thousand.

On 12 January 2012 the Regional Court in Warsaw issued a judgment awarding the then MLP Tychy Sp. z o.o. (currently MLP Sp. z o.o. SKA) the amount of PLN 2,005 thousand with contractual interest from CreditForce Holding B.V. with its registered office in Houten (the Netherlands) jointly and severally with European Bakeries Sp. z o.o., in respect of which a default judgment was issued on 16 March 2011.

The amount includes receivables due as payment for capital expenditure incurred by the lessor on the leased property, including construction work to improve the technical standard of the property.

Currently, an appeal against the default judgment is pending before the District Court in Warsaw (the proceedings have been suspended due to CreditForce Holding B.V. being declared bankrupt). The Group recognized an impairment allowance of the abovementioned receivables.

On 31 January 2020, MLP Gliwice Sp. z o.o. was served a default judgment dated 22 January 2020, in which the court awarded the amount of EUR 865,777.48 plus interest from the Company to DEPENBROCK Polska Sp. z o.o. sp. k. The court also ordered the Company to reimburse the costs of the court proceedings and made the judgment immediately enforceable. The Company filed an opposition to the default judgment with a motion for stay of execution. The claim should be dismissed on the grounds that it is premature. From August 2020 to February 2021, mediation was held, however the parties failed to reach an agreement. On 14 December 2021, the first hearing was held, at which the Court ruled that the claims were actionable and ordered to admit oral evidence from witnesses. The case is still pending as no resolution was arrived at at last hearing on 17 May 2022.

2. 2 Development of the Group and risk factors

2. 2.1 Key risk factors relevant to the development of the Group

The Group's business is exposed to the following risks arising from holding of financial instruments:

  • Credit risk,
  • Liquidity risk,
  • Market risk.

The Management Board is responsible for establishing and overseeing the Group's risk management functions, including the identification and analysis of the risks to which the Group is exposed, determining appropriate risk limits and controls, as well as risk monitoring and matching of the limits. The risk management policies and procedures are reviewed on a regular basis, to reflect changes in market conditions and the Group's business.

Credit risk

Credit risk is the risk of financial loss to the Company and the Group companies if a counterparty to a financial instrument fails to meet its contractual obligations. Credit risk arises principally from debt instruments. The objective of risk management is to maintain, in terms of quality and value, a stable and sustainable portfolio of loans and other investments in debt instruments, by operating an appropriate credit limit policy.

Liquidity risk

Liquidity risk is the risk of the Group not being able to meet in a timely manner its liabilities that are to be settled by delivery of cash or other financial assets. The Group's approach to managing liquidity is to ensure, to the extent possible, that it will have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without risking unacceptable losses or damage to the Group's reputation. To this end, the Group monitors its cash flows and secures access to sufficient cash to cover anticipated operating expenses and expected cash outflows for current financial liabilities, and maintains anticipated liquidity ratios.

Market risk

Market risk is the risk that changes in market prices, such as exchange rates, interest rates and equity prices will affect the Group's results or the value of financial instruments it holds. The Group mitigates the risk by constantly monitoring the Group's exposures, maintaining the exposures them within assumed limits, and seeking to optimise the rate of return on investment. The risk mitigating measures include applying hedge accounting to minimise the impact of volatility of market prices on financial results.

Currency risk

The consolidated financial statements of the Group are prepared in PLN, which is the functional currency of the Group. Most of the Group's rental income is denominated in EUR and occasionally in PLN. Some of the Group's costs, such as certain construction costs, labour costs and wages, are denominated in PLN, but the vast majority of construction costs are denominated in EUR.

To mitigate the currency risk, the Group companies use primarily natural hedging by raising debt financing denominated in EUR. To reduce the volatility of returns on investment caused by exchange rate fluctuations, the Group companies may also enter into contracts hedging against such risks, including derivative contracts, or may enter into contracts with contractors and service providers (project contracts with general contractors) denominated in EUR. If the Group's currency position is short in the EUR-PLN pair, depreciation of the Polish currency against the euro may adversely affect the Group's results by driving up debt service costs.

Interest rate risk

Credit facilities used by the Group bear interest at variable rates. Interest rates depend, to a significant degree, on many factors, including the monetary policy of central banks, national and international economic and political conditions, as well as other factors beyond the Group's control. Changes in interest rates may increase the Group's borrowing costs under the financial liabilities and thus affect the Group's profitability. Any need to hedge interest rate risk is considered by the Group on a case-bycase basis. In order to mitigate the interest rate risk, the Group companies enter into Interest Rate Swap transactions with their financing banks. Changes in interest rates may have a material adverse effect on the financial position and results of the Group.

In addition to the risks listed above, the Group's business is also exposed to the following risks:

Risk related to the Group's dependence on macroeconomic conditions

The development of the commercial real estate market on which the Group operates depends on changes in the construction and real estate industries, trends in the manufacturing, commerce, industry, services, and transport sectors, and on the development of the economy in general, which is driven by a number of macroeconomic factors, including economic growth rate, inflation rate, interest rates, the situation on the labour market and the amount of direct foreign investments. Also, the Group's business depends indirectly on changes in the global economy. It is affected in particular by gross domestic product, inflation rate, currency exchange rates, interest rates, unemployment rates, average wages, as well as the government's fiscal and monetary policies. The rate of growth of the domestic economy, and thus the Group's business and results, may be affected by slowdown of the global economy. Adverse changes in the macroeconomic conditions and economic and monetary policies in Poland and other countries may have a material adverse effect on the Group's financial results and its ability to implement its plans.

Risks related with factors specific to the real estate sector

The Group is exposed to risks related to property development, acquisition, ownership and management of real estate on the commercial real estate market.

The Group's revenue and the value of its properties may be affected by a number of factors, including: (i) changes in the legal and administrative regulations governing the real estate market, including permits and consents, land use planning, taxes and other public charges; (ii) cyclical changes in the real estate market on which the Group operates; (iii) the Group's ability to procure appropriate construction, management, maintenance and insurance services. Although the Group takes specific measures to protect its business from the negative impact of these risks, it is impossible to eliminate them entirely. The occurrence of any of the risks will have a material adverse effect on the Group's business, financial condition, results or growth prospects.

Risk related to a possible downturn on the real estate market and general economic slowdown

Downturn on the property market may adversely affect the Group's performance in terms of profits from lease of warehouse space. If tenants default on their obligations or if the Group is not able to attract tenants, the Group will not earn rental income but will incur costs related to the property. Such costs may include legal costs and valuation expenses, maintenance costs, insurance and property taxes. As a rule, lease rents and market prices of property depend on economic conditions. Consequently, a decrease in market prices may result in lease rents being set at levels lower than those originally planned, may lead to losses on individual projects, or may result in a need to find an alternative use of the purchased land. The occurrence of such events may have a material adverse effect on the Group's business, financial position and results.

Insurance risk

The Group's properties may be destroyed or damaged due to many foreseeable or unforeseeable circumstances. In addition, third parties may suffer damage as a result of events for which the Group is liable. Given the scope of the Group's existing insurance cover, there is a risk that such damage or claims will not be covered by the insurance or that they will be covered only in part. Some risks are not insured/insurable, and for other risks the cost of insurance premiums is disproportionate to the likelihood of the risk occurring. The Group's insurance cover may not protect the Group against all losses that the Group may incur in connection with its business, and some types of insurance may not be available on commercially reasonable terms or at all. Accordingly, the Group's insurance cover may not be sufficient to fully compensate for losses incurred in connection with its real estate.

Risk related to the nature of the Group's business

Development of the Group's business involves risks inherent in the process of construction of warehousing and production parks. During the construction of warehousing and production parks, delays or technical problems may occur that are beyond the developer's control and may result in the Group's failure or inability to obtain in a timely manner permits or administrative decisions required by law, which in turn may have an adverse effect on the Group's business, financial condition or results.

Risk of failure to successfully complete profitable investments, in particular in the property development business

The Group's ability to start and complete development, reconstruction or upgrade projects depends on a number of factors, some of which are beyond its control. These factors include, in particular, the Group's ability to obtain all of the necessary administrative decisions, to raise external financing on satisfactory terms or at all, to hire reliable contractors, and to attract suitable tenants.

The following factors, over which the Group has limited or no control, that may result in a delay or otherwise adversely affect the development or upgrade of the Group's properties include:

  • increase in the cost of materials, labour costs or other expenses that may cause the completion of a project to be unprofitable;
  • actions of public authorities and local governments resulting in unexpected changes in the land use planning and architectural requirements;
  • defects or limitations of legal title to plots or buildings acquired by the Group, or defects, limitations or conditions related to administrative decisions concerning the plots of land owned by the Group;
  • changes in applicable laws, rules or standards which take effect after the Group commences the planning or construction phase of a project, resulting in the Group incurring additional costs or resulting in delays in the project or its interpretation or application;
  • violations of building standards, incorrect methods of construction or faulty construction materials;
  • industrial accidents, previously unknown existing soil contamination or potential liability under environmental and other relevant legislation, for example relating to archaeological finds or unexploded ordnance, or building materials which will be regarded as harmful to health;
  • forces of nature, such as bad weather, earthquakes and floods, which may cause damage or delay execution of projects;
  • acts of terrorism or riots, revolts, strikes or civil unrest.

The Group's projects may be carried out only if the land has appropriate technical infrastructure required by law (e.g. access to internal roads, access to utilities, certain procedures for fire protection and adequate facilities to ensure this protection). Competent authorities may oblige the Group to create additional infrastructure required by law as part of the construction works before relevant administrative decisions are issued. Such additional work may significantly affect the cost of construction.

Further, certain projects may become unprofitable or impracticable for reasons beyond the Group's control, such as slowdown in the real estate market. The Group may not be able to complete these projects on time, within budget or at all, due to any of the above or other factors, which may increase the costs, delay the implementation of the project or cause the project to be abandoned.

Risk relating to general contractors

The Group outsources the execution of its projects to general contractors or other third parties. The successful completion of construction projects depends on the ability of the Group to employ general contractors who carry out projects in accordance with established standards of quality and safety, on commercially reasonable terms, within the agreed deadlines and within the approved budget. Inability to employ general contractors on commercially reasonable terms and the failure of general contractors to meet accepted standards of quality and safety, or non-completion of construction or repairs on time or within the agreed budget may increase the cost of the project, lead to project delays, or result in claims against the Group. In addition, such circumstance may adversely affect the Group's image and ability to sell the completed projects.

The financial strength and liquidity of the general contractors employed by the Group may not be sufficient in the event of a severe downturn in the property market, which in turn could lead to their bankruptcy, thus adversely affecting the execution of the Group's strategy. Any security that is typically provided by general contractors to secure the performance of their contractual obligations towards the Group may not cover the total costs and damages incurred by the Group in these circumstances.

The Group's dependence on general contractors also exposes the Group to all risks arising from poor quality of work of such general contractors, their subcontractors and employees, and from construction defects. In particular, the Group may incur losses due to the need to engage other contractors to correct defective work done or to pay damages to persons who incurred losses due to the faulty execution of work. Furthermore, there is a risk that such losses or costs will not be covered by the Group's insurance, by the contractor or the relevant subcontractor.

Risk related to obtaining administrative decisions

As part of its activities and in the course of managing its assets, the Group is legally required to obtain a number of licenses, consents, administrative decisions or other decisions from public administration bodies, including in particular permits for execution, construction and use of its properties. No assurance can be given by the Group that all such permits, consents, administrative decisions or other decisions of public administration bodies concerning the existing properties or new projects will be obtained on time (including due to the recurring risk of the COVID-19 pandemic, as described above) or that they will be obtained at all, or that the permits, consents, administrative decisions or other decisions of public administration bodies held or obtained in the future will not be revoked or their validity will be extended on time. Moreover, certain administrative or other decisions of public administration authorities may be subject to satisfaction of additional conditions by the Group (including the provision of appropriate infrastructure by the Group), or such authorities may impose additional conditions and obligations on the Group, which may entail additional costs, protract the proceedings and result in temporary inability to earn revenue due to such delays.

MLP Group S.A. Group • Consolidated report for the six months ended 30 June 2022 Management Board's Report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

The Group may also seek changes in some of the Group's projects or facilities, as well as changes in the use of the properties to make them more effective or aligned with current trends in the real estate market. Implementing such changes may prove impossible due to difficulties in obtaining or amending the terms of the required permits, consents, administrative decisions and other decisions of public administration bodies, in particular in the case of properties entered in the register of historical places.

In addition, social organisations and organisations dealing with the protection of the environment, as well as adjacent property owners and local residents can take action to prevent the Group from obtaining the required permits, consents, administrative decisions or other decisions of public administration bodies, including through participation in administrative and judicial proceedings involving the Group, challenging decisions, regulations and rulings issued in the course of such proceedings, as well as disseminating negative and defamatory information about the Group and its projects. Such activities may significantly affect the time needed by the Group to execute its projects, delay expected revenue and result in additional costs the Group will have to incur in connection with its projects.

Risk related to land acquisition

The effectiveness and scale of the Group's operations depend, among other factors, on the supply of appropriate properties for development, their prices and legal status. The ability to find and acquire appropriate real estate at competitive prices and to obtain financing on appropriate terms is a prerequisite for efficient execution of the adopted strategy and delivery of the planned results. Opportunities to acquire land at attractive locations depend on the Group's effectiveness, the legal aspects of the Group's operations, and the objective factors of the market environment (i.e. strong competition in the land market, long time necessary to change intended use of the land caused by delays in adoption of the local zoning plans or the absence of such plans, as well as limited supply of land with appropriate infrastructure). The Group has a team of professionals responsible for searching for suitable land, analysis of its legal status and prospects, and managing the administrative processes. The Group also cooperates with a group of reputable market and legal advisors.

The price of land is driven indirectly by such factors as demand for lease of warehouse, manufacturing and office space, as well as macroeconomic conditions, availability of financing, supply of warehouse, manufacturing and office space in a given area, and tenants' expectations as to the standard and location of the properties. The Group seeks to effectively respond to changes in the macroeconomic environment through such measures as phased approach to project execution.

An increase in future land prices may also adversely affect the competitiveness and profitability of the Group's new projects. This is because the cost of land is a major factor determining the viability of a given project. On the other hand, increase in land prices may improve the competitiveness of the Group's projects on land which had already been purchased at lower prices. In order to minimise the impact of the risk of land price increases, the Group has a land bank for prospective projects with a total area of approximately 139.2 ha.Decline in the value of land may result in lower valuations of the investment properties, and may adversely affect the competitiveness and profitability of some of the Group's projects on land owned by the Group.

Risk of the actual and potential influence of COVID-19 on the Group's business

The COVID-19 pandemic, which began in the first quarter of 2020, has had and may continue to have an impact on the Group's operations. The effective and potential future changes to work policies of public administration authorities (partial remote work and temporary closures of certain offices) may delay the issuance of administrative decisions, including permits and consents material to the Group's operations. This may delay the start and execution of projects pursued by the Company and the Group companies, not only in the Polish market but also in foreign markets where the Group operates. Delays may also result from disruptions in the work of notarial offices, contractors, subcontractors and suppliers of materials and equipment working with the Group on its projects. The risk of delays caused by the pandemic may lead to the Company and Group companies defaulting under contracts and agreements they have signed (for instance, as a result of failure to deliver a project on schedule), including agreements with banks. The COVID-19 pandemic and restrictions on business activity and freedom of movement implemented by government authorities to stop the disease, have had and may continue to have an adverse impact on the economic situation in Poland and globally, including on the financial standing of tenants and other trading partners of the Company or other Group companies and, consequently, on the Group's financial performance. The pandemic restrictions may be reintroduced in the future should pathogens other than those causing COVID-19 spread on a large scale in countries where the Group operates.

Risk of the actual and potential impact of Russia's invasion of Ukraine on the operations of the Company and its Group

In connection with Russia's invasion of Ukraine in late February 2022, the Company would like to stress that it does not conduct any business operations on the Ukrainian or Russian markets. Also, the armed conflict has not had any impact so far on the Company's Polish, German, Austrian or Romanian operations. However, as severe and extensive economic sanctions were imposed on Russia for the invasion, the country is likely to retaliate, which could affect the economic activity in Poland and globally, including the condition of tenants and other trading partners of the Company.

Risk of negative impact on the demand for warehouse space from possible adverse changes in the nature of economic activity and changes in supply chains caused by the full-scale military aggression launched by Russia in the territory of Ukraine

On 24 February 2022, armed forces of the Russian Federation launched a full-scale invasion of the Ukrainian territory, turning the limited hostilities that had been going on since 2014 into the largest armed conflict on the European continent since 1945. The effective resistance by the Ukrainian military and decisive response of the member states of the European Union and the North Atlantic Treaty Organization (NATO) in the form of military assistance to Ukraine have caused, among other things, major changes in the economic situation of all European countries and significantly affected the directions of supply and transport of both raw materials and products. The EU and a number of non-EU member states have imposed sanctions on Russia, Belarus and on their leadership and business elites. The sanctions are unprecedented in relations between European countries. Given the volume of trade with Russia until that time and, most of all, the dependence of EU countries on natural resources, including gas and crude oil, imported from Russia, as well as the role of Russia and Ukraine as food exporters, both the imposed sanctions and Russia's retaliation have had a significant impact on the global economy and are causing farreaching changes in the directions of the flow of raw materials and products, particularly by limiting the exchange of goods with Russia and Belarus and restricting transit between Europe and Asia via Russia, Belarus and Ukraine. This is causing changes for the logistics industry as well.

Currently, it is not yet possible to assess the impact of the war in Ukraine, the sanctions and changes in economic activity that have been taking place in the countries where the Group operates, or changes in the flow of goods and related shift in demand for warehouse and manufacturing space, on the Group.

It should be noted that the Company is not currently seeing any significant negative impact of the geopolitical situation on its business.

Risks related to operating in multiple jurisdictions

The Group has been present in the warehouse markets of Germany and Romania (Bucharest area) since 2017, and in Austria since 2021. Having expanded its business into those countries, it operates in four jurisdictions – Polish, German, Romanian and Austrian. Therefore, it needs to appropriately adjust its internal regulations, including those related to monitoring and reporting. Improper handling of foreign projects, or inadequate adjustment of internal regulations.

Risk of dependence on management personnel and key employees

The success of the Group's business depends to a large extent on its management staff, who have the knowledge and experience in running the business of developing, leasing and operating warehouse and manufacturing centres. Given that the people in management positions have the expertise necessary to run and develop the Group's business, with respect to search for and acquisition of new development sites and tenants with established standing on the market, as well as the development, marketing and management of logistics parks, the departure of any member of the Management Board or any key employee of the Group may have a negative impact on the Group's business and financial results. These factors may adversely affect the Group's ability to further develop its business or even complete projects already under way.

Risks related to the Group's dependence on its ability to actively manage assets

An important part of the Group's business is active asset management, which includes managing the vacancy rates and rent levels and the terms and conditions of lease contracts for all properties, as well as ensuring the desired tenant mix. Beside legal restrictions, the Group's ability to lease vacant space, renegotiate rents and achieve a desired tenant mix depends on market factors. Some of these factors, such as the general economic environment, consumer confidence, inflation and interest rates, are beyond the Group's control. During recessions or economic downturns, competition among investors and developers makes it more difficult to retain existing tenants and attract new ones. If the Group is unable to generate or capitalise on demand for its properties, it may be impossible for it to reduce vacancy rates or renegotiate rents to preferred levels.

If the vacancy rates are persistently high for a longer period of time, this could result in an overall reduction of rents paid by tenants, making it much more difficult to increase the average rents planned by the Group. Vacant space also increases the Group's overall operating expenses due to the need to cover costs generated by unoccupied properties or space. Any such decrease in rental income or increase in operating expenses may have a material adverse effect on the Group's financial condition and results of operations.

Risks related to environmental liability

Under the applicable laws, an entity using the natural environment is obliged to take preventive and remedial measures to avoid or eliminate environmental damage. In addition, if an imminent threat of environmental damage or actual environmental damage were caused with the consent or knowledge of the landowner, the landowner is obliged to take preventive and remedial measures bearing joint and several liability with the entity using the environment that caused the damage. Failure to take appropriate action may result in an obligation to reimburse the cost that administrative bodies have incurred for preventive or remedial measures, and pay administrative fines. Furthermore, in order to carry out its projects, the Group must obtain a number of environmental permits and authorisations, waste management permits and water permits, and is required to pay charges for use of the environment. The Company may be exposed to damage resulting from sudden and unforeseen environmental pollution caused by events related to civilizational progress (primarily technical disasters) or caused by forces of nature (natural disasters).

So far, the Company and the Group companies have complied with all environmental protection requirements stipulated in applicable laws, and tenants of their warehouse and manufacturing space have not conducted any activities harmful to the environment within the meaning of the environmental protection regulations. However, one cannot rule out the risk that in the future the Group companies may be required to pay damages, administrative fines or remediation costs as a result of environmental pollution on any land they own or have acquired. This could have a negative impact on the Group's business, financial condition or results of operations.

Risks related to the Group's dependence on its ability to actively manage assets

An important part of the Group's business is active asset management, which includes managing the vacancy rates and rent levels and the terms and conditions of lease contracts for all properties, as well as ensuring the desired tenant mix. Beside legal restrictions, the Group's ability to lease vacant space, renegotiate rents and achieve a desired tenant mix depends on market factors. Some of these factors, such as the general economic environment, consumer confidence, inflation and interest rates, are beyond the Group's control. During recessions or economic downturns, competition among investors and developers makes it more difficult to retain existing tenants and attract new ones. If the Group is unable to generate or capitalise on demand for its properties, it may be impossible for it to reduce vacancy rates or renegotiate rents to preferred levels.

If the vacancy rates are persistently high for a longer period of time, this could result in an overall reduction of rents paid by tenants, making it much more difficult to increase the average rents planned by the Group. Vacant space also increases the Group's overall operating expenses due to the need to cover costs generated by unoccupied properties or space. Any such decrease in rental income or increase in operating expenses may have a material adverse effect on the Group's financial condition and results of operations.

Risks related to environmental liability

Under the applicable laws, an entity using the natural environment is obliged to take preventive and remedial measures to avoid or eliminate environmental damage. In addition, if an imminent threat of environmental damage or actual environmental damage were caused with the consent or knowledge of the landowner, the landowner is obliged to take preventive and remedial measures bearing joint and several liability with the entity using the environment that caused the damage. Failure to take appropriate action may result in an obligation to reimburse the cost that administrative bodies have incurred for preventive or remedial measures, and pay administrative fines. Furthermore, in order to carry out its projects, the Group must obtain a number of environmental permits and authorisations, waste management permits and water permits, and is required to pay charges for use of the environment. The Company may be exposed to damage resulting from sudden and unforeseen environmental pollution caused by events related to civilizational progress (primarily technical disasters) or caused by forces of nature (natural disasters).

So far, the Company and the Group companies have complied with all environmental protection requirements stipulated in applicable laws, and tenants of their warehouse and manufacturing space have not conducted any activities harmful to the environment within the meaning of the environmental protection regulations. However, one cannot rule out the risk that in the future the Group companies may be required to pay damages, administrative fines or remediation costs as a result of environmental pollution on any land they own or have acquired. This could have a negative impact on the Group's business, financial condition or results of operations.

Risk related to loss of anchor tenants

Attracting solid tenants, especially anchor tenants, for the Group's logistics parks is critical to achieving its commercial success. Anchor tenants are vitally important for further growth of its logistics parks. The Group may have difficulty attracting tenants during economic downturns or when competing with other parks. Moreover, the termination of a lease contract by any of the anchor tenants may diminish a park's attractiveness. If a tenant defaults on the lease contract, is declared bankrupt or placed under restructuring, there may be (temporary or long-term) delays in rent payments or a decline in rental income, which the Group may be unable to offset due to difficulty in finding a suitable replacement tenant. If the Group is unable to renew the existing lease contracts with anchor tenants or quickly replace them with new tenants of a comparable quality, it may incur significant additional costs or lose some of its income, which in turn could have an adverse effect on the Group's business, financial condition and results of operations.

Risk of deterioration of tenants' financial condition due to external factors

The financial condition of tenants may deteriorate due to a negative change in their economic situation regardless of the quality of their own operations. This may result from an overall deterioration in the economic climate on the market where they operate, a decline in demand, as well as their deteriorated payment position or insolvency, including due to revaluation of assets or remeasurement of liabilities or an increase in cost burden resulting from a depreciation of the currency in which they settle accounts with their customers, an increase in interest rates or other events beyond their control which affect the entire group of tenants given the type of their business, the market where they operate, or the manner in which their assets are financed. This may render them unable to meet their obligations under the lease contracts with Group companies. The materialisation of this risk may lead to a significant deterioration of the Group's financial condition and the Company's ability to make payments under the Bonds.

Risks associated with tenants' operations in logistics parks

The Group companies lease warehouse and manufacturing space to tenants engaged in various businesses. In their lease contracts, tenants agree to hold business liability insurance policies. However, it cannot be ruled out that aggrieved parties may experience problems in pursuing claims for damages against tenants for damage caused in connection with their business, in particular any business activities that may cause environmental damage, or damage resulting from defective workmanship of warehouse units. Such a situation may give rise to civil claims against Group companies as the owners of land and facilities where business activities giving rise to third-party damage claims are conducted, and may have an adverse effect on the Group's business, financial condition or results of operations. As at the date of signing these risk factors, none of the tenants of real property located on the premises of active logistics parks is engaged in business activities which are considered dangerous.

Risk related to the supply of utilities to properties leased by Group companies

All the logistics parks have access to utilities adequate to meet the tenants' current demand. Also properties purchased by the Company or Group companies can be connected to utilities of a similar type. However, it cannot be ruled out that in the future, due to an increase in demand for utilities, the current volumes will prove insufficient, while the volumes planned for new projects may turn out to be underestimated. This could have a negative impact on the Group's business, financial condition or results of operations.

2. 2.2 Business development prospects

The strategic goal of MLP Group is to keep expanding its warehouse space portfolio on the European market, i.e. in Poland, Germany, Austria and Romania, as well as on new markets, i.e. in Benelux and Hungary.

The Group's strategic objectives are pursued through the construction of the following types of buildings:

(1) big-box warehouse facilities, primarily addressing e-commerce growth and increased demand from light industry customers, driven by such factors as relocation of production from Asia to Europe; and

2) City Logistics projects as assets with a high potential for growth driven by rapid growth of the ecommerce business; The Group responds to this demand by offering: smaller warehouse units (ranging from 700 m 2 to 2.5 thousand m 2 ), located within or close to city boundaries with easy access to labour and public transportation.

The strategic objectives of MLP Group were announced in Current Reports No. 35/2021 and 36/2021 of 18 November 2021.

According to the National Bank of Poland, Poland's GDP growth in the second quarter of 2022 was 5.5%, down from 8.5% in the first quarter. According to the central bank's forecast, Poland's GDP is expected to grow at 4.7% in 2022. Since last year inflation has significantly gathered pace, to reach 15.5% at the end of June 2022. This is the highest reading since 1997.

MLP Group positively views the growth prospects of the warehouse market in all countries where it operates. Demand for state-of-the-art warehouse and manufacturing space remains high. The Russian invasion and ongoing war in Ukraine will certainly contribute to further shortening of supply chains, increased stockpiling and relocating of production from areas affected by the armed conflict. Ukrainian businesses and international companies operating in Ukraine will relocate warehouses to other countries, including Poland. Also, international firms have been leaving Russia in protest against the invasion. Such activities are gaining pace. This will increase demand for warehouse and logistics space in Poland and other markets served by MLP Group.

Warehouse space market in H1 2022

Poland

Throughout the first half of 2022, the warehouse market in Poland continued to develop at pace. A surge in demand for warehouse space was seen, with the volume of leases reaching 3.6 million m 2 , up 6% year on year. The strong demand for warehouse space is driven by the need to diversify logistics networks and tailor them to the needs of e-commerce, as well as by continued constraints within global supply chains. Strong activity is displayed mainly by retail, logistics, courier service, manufacturing and automotive companies.

At the end of June 2022, vacancy rates fell 2.4pp year on year, to a record low of 3.2%. The rapidly falling vacancy rates, combined with rising property development costs, are increasing pressure to raise rents for warehouse space. Prime rent rates have increased by EUR 0.7 quarter on quarter, to EUR 5.30/m2 /month.

In the six months ended 30 June 2022, property developers delivered over 2.2 million m 2 of new warehouse space to the market, marking record-high development activity in Poland. As a result, the total stock of modern warehouse space reached 26.1 million m 2 . In response to the strong demand growth and falling vacancy rates, property developers launched a number of new projects with a total area close to 2 million m 2 in the first half of 2022. At the end of June, the total area of warehouse space under construction was 4.4 million m 2 .

Source: Market View Poland, Industrial & Logistics Poland, Q2 2022, CBRE

Germany

The volume of transactions on the German warehouse and logistics markets reached a record 4.78 million m 2in the first half of 2022, having increased 39% year on year.

The current geopolitical and economic challenges (such as the war in Ukraine, disruptions within global supply chains, shortages of materials and the Covid-19 pandemic) have not eroded demand. In fact, many companies are expanding their storage capacities in Germany to minimise exposure to external risks. As a result, demand for warehouse space remains high, with supply failing to keep up in many regions. More often than not, lease renewals are the only option available to business operators. The development of post-industrial land is gaining prominence.

In the first half of 2022, total demand on the five largest markets (Berlin, Düsseldorf, Frankfurt, Hamburg and Munich) was record-high at approximately 1.51 million m 2 , up by 35% on the same period the year before.

The highest demand was recorded in Berlin (789 thousand m 2 ), followed by Hamburg (248 thousand m 2 ) and Frankfurt (181 thousand m 2 ), which however saw a marked decrease compared with the previous year. On the other hand, Düsseldorf and Munich saw a significant increase in demand, by 60% (to 180 thousand m 2 ) and by 34% (to 111 thousand m 2 ), respectively.

Inquiries for available space came largely from the manufacturing sector (31%) and retail operators (30%). The distribution and logistics industries accounted for approximately 26% of total demand.

Although in the first half of 2022 much more warehouse space was delivered to the market in the Big Five cities than in the same period of the year before (approximately 835 thousand m 2 in H1 2022 vs 191 thousand m 2 in H1 2021), only 4% of that space remains vacant. Of approximately 1.1 million m 2 currently under construction, 19% is still available to the market.

In addition to the shortage of space, an increase in construction costs pushed up rents for prime warehouse locations with an area of > 5 thousand m 2 across all regions of the Big Five cities over the last 12 months. The steepest rent growth was recorded in Hamburg (up 17%, to EUR 7.50 per m 2 ) and Berlin (up 14%, to EUR 6.25 per m 2 ). In Frankfurt and Düsseldorf, prime rents went up by 13% and 8% over the last 12 months, to EUR 7.00/m2 and EUR 6.50/m2 , respectively. The highest rent rates were paid in Munich, of EUR 7.75 per m 2 , representing an increase of 9%. Rents for prime facilities are expected to grow further in the coming months.

The strongest interest came from distribution, logistics and retail operators, accounting for approximately 32% of total demand. Another 29% was attributable to manufacturing firms. In the first half of 2022, the volume of transactions in the other parts of Germany, outside the five largest markets, was 3.27 million m 2 , an increase of 13% compared with the first six months of 2021.

The highest volume of transactions outside the Big Five regions was recorded in the Ruhr (approximately 374 thousand m 2 ),

Source: JLL, Logistics and Industrial Market Overview, Germany, H1 2022

Romania

Supply and demand continue to see fast growth in the Romanian market for industrial and logistics space.

As at the end of June 2022, Romania's stock of modern industrial and logistics space exceeded 6 million m 2 , reaching 6.03 million m 2 .

Over the first two quarters of 2022, approximately 373 thousand m 2 of modern warehouse space was delivered. With 48% of the new supply, Bucharest maintains its leading position as the country's most developed industrial hub. The capital city claims half of the country's logistics stock, while the other four regions jointly accommodate the other half of modern space.

Slightly more than 0.5 million m 2 of space is under development, at different stages of the construction process, expected to be delivered at the end of 2023. In addition, industrial and logistics property developers plan to build a further 1 million m 2 or so across the country.

As at the end of June 2022 the vacancy rate was 3.1%, making it increasingly difficult for tenants to find space suited to their needs. Bucharest recorded an even lower vacancy rate of only 2.8%.

Source: Market Outlook H1 2022 Romania Real Estate, CBRE Research

Austria

Despite weaker economic forecasts, demand for warehouse space remains solid, especially from the e-commerce and courier service business. The future is in converting post-industrial sites, with B locations also gaining in prominence.

2021 was another very successful year for the Austrian warehouse market. Until a few years ago there was hardly any rental space in Austria that met the requirements of a modern logistics property. For some time now large-scale project developments for third-party users have dominated the market, demonstrating that increased supply also generates greater demand.

In the first half of 2022, the logistics market of Vienna and the surrounding area hit another record, with leases signed up for some 100 thousand m 2 of space.

The current state of demand suggests that this trend will continue over the next few years. By restructuring supply chains to avoid further supply shortages, retailers, logistics service providers and manufacturing companies have increased their need for additional logistics space.

The prime rent for logistics properties rose to approximately EUR 6.5/m2 /month and continues to follow an upward trend. The vacancy rate in modern logistics space reached a new record low, amounting to just 0.5% for Class A and B logistics properties in Vienna and the Vienna region.

We also see a similar development in the federal provinces and especially around the logistics hotspots of Graz and Linz. The rents there are currently lower than in Vienna, but several new projects are to be implemented, which together will create a larger modern supply.

Source: Market Outlook 2022, Austria Real Estate, CBRE Research

3. Financial condition of the Group; management of financial resources

3. 1 Key economic and financial data disclosed in the Group's full-year consolidated financial statements for 2022

3. 1.1 Selected financial data from the consolidated statement of financial position

Structure of the consolidated statement of financial position (selected material items):

31 December
as at 30 June 2022 % share 2021 % share Change (%)
ASSETS
Non-current assets
Including:
4 571 924
4 348 147
100%
95%
3 785 554
3 457 071
100%
91%
21%
26%
Investment property 4 238 538 93% 3 394 504 90% 25%
Other long-term investments 96 954 3% 53 887 2% 80%
Current assets
Including:
223 777 5% 328 483 9% -32%
Short-term investments 19 777 0% 71 380 2% -72%
Trade and other receivables 78 641 2% 74 346 2% 6%
Other short-term
investments
3 200 0% 3 501 0%
-
Cash and cash equivalents 119 446 3% 177 234 5% -33%
31 December
as at 30 June 2022 % share 2021 % share Change (%)
EQUITY AND LIABILITIES
Total equity
4 571 924
2 298 224
100%
50%
3 785 554
1 824 521
100%
48%
21%
26%
Non-current liabilities 2 037 714 45% 1 722 350 46% 18%
Including:
Borrowings and other debt
instruments, and other non
current liabilities
1 636 610 36% 1 428 170 38% 15%
Current liabilities 235 986 5% 238 683 6% -1%
Including:
Borrowings and other debt
instruments
81 419 2% 121 222 3% -33%
Trade and other payables 148 023 3% 108 323 3% 37%

As at 30 June 2022, the Group's investment property, comprising logistics parks, continued to be the key item of the Group's assets, accounting for 93% of the total. while non-current liabilities under borrowings and other debt instruments and equity were the largest items of total equity and liabilities, representing 36% and 50% of the total, respectively. The increase in equity was attributable to net profit earned in the six months ended 30 June 2022 (PLN 433,913 thousand). On the other hand, the increase in non-current liabilities under borrowings and other debt instruments was largely attributable to the contracting of new credit facilities and disbursement of further tranches under existing ones:

MLP Group S.A. Group • Consolidated report for the six months ended 30 June 2022 Management Board's Report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

  • a new credit facility agreement executed in March 2022 by MLP Business Park Berlin I Sp. z o.o. & Co. KG, a subsidiary, with Bayerische Landesbank – with the first tranche disbursed in April 2022,

  • another tranche of an existing credit facility disbursed in February and March 2022 to MLP Poznań West II Sp. z o.o.,

  • further tranches of an existing credit facility disbursed in March and April 2022 to MLP Logistic Park Germany I Sp. z o.o. & Co.

Current liabilities under borrowings and other debt instruments represented 2% of total equity and liabilities, having decreased year on year following redemption on maturity of Series A bonds by MLP Group S.A.

31 December 31 December
as at 30 June 2022 30 June 2022 2021 2021 Change
[EUR '000] [PLN '000] [EUR '000] [PLN '000] [EUR '000]
MLP Pruszków I 97 440 456 077 94 910 436 529 2 530
MLP Pruszków II 222 190 1 039 981 183 200 842 610 38 990
MLP Poznań 46 100 215 776 39 820 183 148 6 280
MLP Lublin 40 523 189 672 37 690 173 351 2 833
MLP Teresin 19 660 92 021 18 840 86 653 820
MLP Wrocław 41 260 193 122 36 780 169 166 4 480
MLP Czeladź 29 100 136 205 25 000 114 985 4 100
MLP Gliwice 44 270 207 210 37 760 173 673 6 510
MLP Business Park Poznań 10 910 51 065 10 770 49 536 140
MLP Poznań West 108 230 506 581 71 270 327 799 36 960
MLP Wrocław West 16 640 77 885 15 760 72 487 880
MLP Łódź 36 294 169 878 20 220 93 000 16 074
MLP Gorzów 8 080 37 819 - - 8 080
MLP Poznań East 2 700 12 638 - - 2 700
MLP Unna 78 000 365 087 51 800 238 249 26 200
MLP Business Park Berlin 33 300 155 864 26 950 123 954 6 350
MLP Business Park Schalke 13 600 63 656 13 600 62 552 -
MLP Idstein 6 610 30 939 - - 6 610
MLP Business Park Vienna 24 200 113 271 22 400 103 026 1 800
MLP Bucharest West 17 300 80 988 15 220 69 986 2 080
Valuation of
the property portfolio
896 407 4 195 735 721 990 3 320 704 174 417

Investment property

According to valuations made as at 30 June 2022, the total value of the Group's property portfolio was EUR 896,407 thousand (PLN 4,195,735 thousand), having increased by EUR 174,417 thousand on 31 December 2021. The change was mainly driven by: (i) completion and delivery of 109 thousand m 2 of new space in Poland and Germany, (ii) construction of new buildings with a total area of 171 thousand m 2 in Poland and Germany, (iii) purchase of new land for the construction of new logistics parks in Poland, and (iv) compression of yield rates resulting from rapid growth of the warehouse space market across all of the Group's geographies.

MLP Group S.A. Group • Consolidated report for the six months ended 30 June 2022 Management Board's Report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

Investments and other investments

31 December
as at 30 June 2022 2021
Other long-term investments 40 608 33 315
Long-term loans 16 265 20 572
Money fund units 19 777 71 380
Receivables from measurement of Swap transactions 40 081 -
Other short-term investments 3 200 3 501
Total investments and other investments 119 931 128 768

Other long-term investments comprised non-current portion of restricted cash of PLN 40,608 thousand, Including: (i) cash of PLN 27,748 thousand set aside pursuant to the terms of credit facility agreements to secure payment of principal and interest, (ii) PLN 6,122 thousand, a deposit created from a security deposit retained from a tenant, (iii) cash of PLN 1,562 thousand set aside on the CAPEX account, (iv) other retained security deposits of PLN 2,449 thousand, and (v) a PLN 2,728 thousand bank guarantee.

As at 30 June 2022, receivables under loans decreased by PLN 4,307 thousand relative to the end of 2021 following repayment of loans by related parties.

In the first half of 2022, the Group sold some of its money fund units to finance new investment projects.

Other short-term investments comprise the current portion of restricted cash of PLN 3,200 thousand, Including: (i) a short-term portion of retained security deposit of PLN 1,583 thousand and (ii) a shortterm portion of funds set aside pursuant to the terms of credit facility agreements of PLN 1,617 thousand.

Cash

31 December
as at 30 June 2022 2021
Cash in hand 54 44
Cash at banks 119 392 177 190
Cash and cash equivalents in the consolidated statement of financial
position
119 446 177 234
Cash and cash equivalents in the consolidated statement of cash flows 119 446 177 234

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

As at 30 June 2022, the balance of cash was PLN 119,446 thousand, having decreased by PLN 57,788 thousand on 31 December 2021.

Equity

Net assets (NAV)

As at 30 June 2022, the net asset value was PLN 2,298,224 thousand, having increased by PLN 473,703 thousand (or 25.96%).

The increase in NAV was driven primarily by the net profit of PLN 433,913 thousand earned in the six months ended 30 June 2022, increased by a gain on the measurement of hedging instruments recognised in other comprehensive income.

Share capital

31 December
as at 30 June 2022 2021
Series A shares 11 440 000 11 440 000
Series B shares 3 654 379 3 654 379
Series C shares 3 018 876 3 018 876
Series D shares 1 607 000 1 607 000
Series E shares 1 653 384 1 653 384
Total 21 373 639 21 373 639
Par value per share 0,25 zł 0,25 zł

As at 30 June 2022, the Parent's share capital amounted to PLN 5,343,409.75 and was divided into 21,373,639 shares conferring 21,373,639 voting rights in the Company. The par value per share is PLN 0.25 and the entire capital has been paid up.

Liabilities under borrowings and other debt instruments, and other liabilities

as at 30 June 2022 31 December
2021
Borrowings secured with the Group's assets 1 259 730 1 004 285
Bonds 304 239 344 955
Non-bank borrowings 16 281 20 633
Total non-current liabilities under borrowings and other debt
instruments
1 580 250 1 369 873
Finance lease liabilities (perpetual usufruct of land) 42 597 42 915
Liabilities from measurement of interest rate hedges - 4 980
Performance bonds, security deposits from tenants and other deposits 13 763 10 344
Total other non-current liabilities 56 360 58 239
Short-term bank borrowings and short-term portion of bank borrowings
secured with the Group's assets
32 333 26 702
Bonds 49 086 94 520
Total current liabilities under borrowings and other debt instruments,
and other current liabilities
81 419 121 222
Liabilities under borrowings and other debt instruments, and other
liabilities
1 718 029 1 549 334

Liabilities under borrowings and other debt instruments represent a significant portion of the Group's total equity and liabilities. The Group uses bank credit mainly to finance construction of new facilities in the existing logistics parks. Proceeds from the issue of corporate bonds are invested in new land assets.

New credit facilities taken out by the Group companies and further tranches disbursed under existing credit facilities were the key source of increase in the amount of borrowings, other debt instruments, and other liabilities:

  • a new credit facility agreement executed in March 2022 by MLP Business Park Berlin I Sp. z o.o. & Co. KG, a subsidiary, with Bayerische Landesbank – with the first tranche disbursed in April 2022 (EUR 12,405 thousand),

  • another tranche of an existing credit facility disbursed in February and March 2022 to MLP Poznań West II Sp. z o.o. (EUR 15,139 thousand)

  • further tranches of an existing credit facility disbursed in March and April 2022 to MLP Logistic Park Germany I Sp. z o.o. & Co. (EUR 12,568 thousand)

  • another tranche of an existing credit facility disbursed by OTP Bank to MLP Bucharest West SRL (EUR 1,900 thousand).

The decrease in liabilities under bonds was due to the redemption on maturity of Series A bonds.

Bank borrowings and other debt instruments by maturity EUR '000

3. 1.2 Selected financial data from the consolidated statement of profit or loss

Consolidated statement of profit or loss for the six months ended 30 June 2022 and 2021

for the six months ended 30 June 2022 % sales 2021 % sales Change
(%)
Revenue 123 247 100% 97 565 100% 26%
including:
Revenue from development contract - 0% 1 880 2% -
Other income 684 1% 715 1% -4%
Distribution costs and administrative expenses (63 629) 52% (51 626) 53% 23%
including:
contract Costs related to property development - 0% (1 517) -2% -
Other expenses (938) 1% (1 321) 1% -29%
Operating profit before gain/(loss) on
valuation of investment property
59 364 48% 45 333 46% 31%
Gain on revaluation of investment property 517 808 420% 160 167 164% 223%
Operating profit 577 172 468% 205 500 211% 181%
Net finance costs (38 132) 31% (791) 1% 4721%
Profit before tax 539 040 437% 204 709 210% 163%
Income tax (105 127) 85% (38 194) 39% 175%
Net profit 433 913 352% 166 515 171% 161%
EPRA Earnings 31 355 26 251
EPRA Earnings per share 1,47 zł 1,23 zł
FFO 36 991 25 838
for the six months ended 30 June 2022 2021
Earnings per share:
- Basic earnings per share (PLN) for the period attributable to holders of ordinary
shares of the Parent
20,30 8,33
Diluted earnings per share (PLN) for the period attributable to holders of ordinary
shares of the Parent
20,30 8,33

MLP Group S.A. Group • Consolidated report for the six months ended 30 June 2022 Management Board's Report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

for the six months ended 30 June 2022 2021 change (%)
Rental income from investment property 67 177 54 118 24,1%
Recharge of service charges 23 210 19 859 16,9%
Recharge of utility costs 31 478 20 367 54,6%
Other revenue 1 382 1 341 3,1%
Rental income 123 247 95 685 28,8%
Revenue from development contract - 1 880 -100,0%
Total revenue 123 247 97 565 26,3%

Rental income from investment properties is the main source of the Group's revenue. In the first six months of 2022, rental income was PLN 67,177 thousand, having increased by 24% year on year. The increase in rental income (up PLN 13,059 thousand) was chiefly an effect of a total of 137 thousand m 2 of completed space having been delivered under leases between 30 June 2021 and 30 June 2022 as well as of renewal of leases expiring in the first half of 2022.

Change in key items of revenue in H1 2021 and H1 2022:

for the six months ended 30 June 2022 2021 change (%)
Depreciation and amortisation (197) (167) 18,0%
Property maintenance services (21 645) (17 803) 21,6%
Utilities (25 098) (18 395) 36,4%
Administrative expenses and development costs (15 235) (11 866) 28,4%
Other recharged costs (1 454) (1 878) -22,6%
Distribution costs and administrative expenses (63 629) (50 109) 27,0%
Development contract costs - (1 517) -100,0%
Total operating expenses (63 629) (51 626) 23%

In the six months ended 30 June 2022, operating expenses amounted to PLN 63,629 thousand, having increased by 23% year on year. The item comprises six major cost categories, of which the most important one are costs directly associated with the Group's business (i.e. property maintenance costs and utility costs, accounting for 73% of total distribution costs and administrative expenses), both of which are fully offset by recharge of service charges and recharge of utilities.

MLP Group S.A. Group • Consolidated report for the six months ended 30 June 2022 Management Board's Report on the activities of the MLP Group S.A. Group for the six months ended 30 June 2022 (all data in PLN thousand, unless stated otherwise)

Change in key items of distribution costs and administrative expenses in H1 2021 and H1 2022:

The 17% (PLN 3,418 thousand) increase in property maintenance costs was mainly attributable to an increase in property tax expense by PLN 1,870 thousand, of which 67% was due to growth in space delivered from 30 June 2021 to 30 June 2022 and 33% was attributable to higher property tax rates. The rise in property maintenance costs can also be explained by a PLN 770 thousand increase in technical maintenance costs and a PLN 800 thousand increase in security and cleaning costs, correlated with a rise in the volume of completed space and parks.

The Group also incurs administrative expenses and development costs related to its development activities. In the first six months of 2022, administrative expenses and development costs amounted to PLN 15,235 thousand, having increased by PLN 3,369 thousand (28,4%) year on year. Administrative expenses and development costs in the first half of 2022 included costs related to the development of new projects of PLN 1,474 thousand. Items recognised by the Group under administrative expenses and development costs include the costs of advisory, banking and consulting services, which also rose relative to the first half of 2021 reflecting an increased scale of the Group's operations.

In the six months ended 30 June 2022, the Group's net finance costs totalled PLN 38,132 thousand, mainly as a result of foreign exchange losses (PLN 18,803 thousand), interest on borrowings (PLN 9,350 thousand), and interest on bonds (PLN 4,879 thousand). However, the most significant factor behind the change in this item compared with the first half of 2021 were exchange differences (as foreign exchange gains were reported in the comparative period).

In the six months ended 30 June 2022, the Group recognised a gain on revaluation of investment properties of PLN 517,808 thousand (H1 2021: a gain of PLN 160,167 thousand). The main sources of the gain on revaluation of investment properties for the first half of 2022 included completion of new space and delivery of a total of 137 thousand m 2 of space in the period from 30 June 2020 to 30 June 2021 and launch in the first half of 2022 of new projects at MLP parks with a total space of 62 thousand m 2 , to be completed in the second half of 2022 (48 thousand m 2 ) and in the first half of 2023 (14 thousand m 2 ). The increase in the gain on revaluation of investment properties is also attributable to land purchased in the first half of 2022 (MLP Gorzów, MLP Poznań East and MLP Idstein).

3. 1.3 Selected data from the consolidated statement of cash flows

for the six months ended 30 June 2022 2021
Net cash from operating activities 71 409 120 940
including:
income from property development contract - 9 480
Net cash from investing activities (254 623) (349 395)
Net cash from financing activities 123 977 236 926
Total net cash flows (59 237) 8 471
Cash at beginning of period 177 234 163 009
Effect of exchange differences on cash and cash equivalents 1 449 (966)
Cash and cash equivalents at end of period 119 446 170 514

In the first six months of 2022, the Group reported positive operating cash flows of PLN 71,409 thousand, a decrease of PLN 49,531 thousand on the first half of 2021.

The change in cash flows from operating activities between the comparative periods was largely attributable to changes in the amounts of receivables and liabilities in the periods. The change in liabilities booked by the Group in the six months ended 30 June 2022 was lower than in the comparative period of 2021, as a result of settlement of liabilities outstanding as at the end of the previous reporting periods.

The change in receivables in the first six months of 2022 was also lower relative to the comparative period of 2021, translating into a lower amount of cash in the first half of 2022.

The largest expenditure in both periods was capital expenditure on projects implemented by the Group.

In the six months to 30 June 2022, the Group reported positive cash flows from financing activities of PLN 123,977 thousand. The amount (despite PLN 94,118 thousand spent on the redemption on maturity of Series A bonds) was attributable mainly to disbursements of tranches of credit facilities to Group companies, the largest of which were received under a credit facility agreement between MLP Business Park Berlin I Sp. z o.o. & Co. KG and Bayerische Landesbank (in the first half of 2022, a tranche of EUR 12,405 thousand was disbursed), disbursement of subsequent tranches: 1) by Bayerishe Landesbank to MLP Logistic Park Germany I Sp. z o.o. & Co. (EUR 12,568 thousand) and 2) by OTP Bank to MLP Bucharest West SRL (EUR 1,900 thousand), as well as disbursement of the construction facility to MLP Poznań West II Sp. z o.o. (EUR 15,139 thousand).

3. 2 Management Board's position on published forecasts

The Management Board of MLP Group S.A. has not published any financial forecasts for 2022.

3. 3 Management of the Group's financial resources

In the first half of 2022, in connection with its investment projects involving construction of storage and office space, the Group's efforts in the area of managing its financial resources were mainly focused on securing and appropriately structuring the financing sources, and on maintaining safe liquidity ratios. The Management Board analyses and plans the Group's financing structure on an ongoing basis to deliver the budgeted ratios and financial results while ensuring that the Group's liquidity and wider financial security are maintained.

The Management Board believes that as at 30 June 2022 the Group's assets and financial position were stable, thanks to the Group's well-established position on the warehouse space market, combined with the relevant experience and operational capabilities in managing property development projects and leasing commercial space. Further in this report the Group's financial condition and assets are discussed in the context of the liquidity and debt ratios.

3. 3.1 Profitability ratios

Profitability ratios

The profitability analysis is based on the following ratios:

  • operating profit margin: operating profit before investment property valuation/revenue;
  • pre-tax profit margin: profit/(loss) before tax / revenue;
  • net profit margin: net profit (loss)/revenue;
  • return on equity (ROE): net profit/(loss) / equity;
  • return on assets (ROA): net profit (loss) / total assets.
  • LTV ratio: [interest-bearing debt (cash and cash equivalents + money fund units + restricted cash to secure repayment of loans)]/Investment property

In the six months ended 30 June 2022, the operating profit margin increased year on year. The operating profit margin in the reporting period was mainly driven by completion and delivery to tenants of 137 thousand m 2of new space between 1 July 2021 and 30 June 2022.

In the first half of 2022, the pre-tax profit margin was 437,4 %, having increased by 227,6pp. The change was primarily attributable to operating profit, as well as higher revaluation of investment property.

The net margin rose year on year by 181,4pp, to 352,1% in the reporting period.

Return on equity increased to 18.9% in the first six months of 2022, up 7.8pp year on year.

Return on assets increased year on year, by 4,2pp.

In the first half of 2022, the LTV ratio was 34.9%, 1.3pp lower than the year before (36.2%), which is considered a safe level. The change was attributable to the higher value of investment property held by the Group.

3. 3.2 Liquidity ratios

The liquidity analysis is based on the following ratios:

  • current ratio: current assets / current liabilities;
  • cash ratio: cash and cash equivalents / current liabilities.

As at 30 June 2022, the current ratio decreased relative to year-end 2021 (by 0.43pp), due mainly to a decrease in current assets.

The cash ratio as at 30 June 2022 decreased relative to the end of 2021 by 0.23pp.

The change in both ratios is mainly attributable to a significant decrease in current assets. The decrease resulted from a lower amount of cash and lower short-term investments – in the first half of the year, the Group sold its money fund units worth PLN 51,603 thousand.

3. 3.3 Debt ratios

The debt analysis is based on the following ratios:

  • equity ratio: total equity / total assets;
  • equity to non-current assets ratio: total equity / non-current assets;
  • financial liabilities to equity ratio: financial liabilities1) / total equity.

1) Financial liabilities include non-current and current liabilities under borrowings and other debt instruments, as well as finance lease liabilities and liabilities on measurement of swap transactions.

As at 30 June 2022, the equity ratio increased (by 2.0pp), to 50.2%. In accordance with the terms and conditions of the Series B, Series C and Series D bonds, the equity ratio may not be less than 35%. The equity to non-current assets ratio fell slightly, by 0.1pp. The interest-bearing debt-to-equity ratio also declined (by 9.8pp), which was linked to new credit facilities, with a simultaneous increase in retained earnings and cash flow hedging reserve.

3. 4 Borrowings, bonds, sureties and guarantees

3. 4.1 New and terminated non-bank borrowings

In the six months ended 30 June 2022, the Group did not take out any new non-bank borrowings.

3. 4.2 New and terminated bank borrowings

New credit facility agreements executed in the six months ended 30 June 2022

On 28 January, 1 March and 28 April 2022, Bayerishe Landesbank disbursed further tranches of the facility to MLP Logistic Park Germany I Sp. z o.o. & Co. (EUR 12,568 thousand)

On 17 February 2022 and 31 March 2022, PKO BP S.A. disbursed further tranches of the facility to MLP Poznań West II Sp. z o.o. (EUR 15,139 thousand)

On 23 May 2022, OTP Bank disbursed another tranche of the facility to MLP Bucharest West SRL (EUR 1,900 thousand).

On 21 March 2022, a credit facility agreement was executed by MLP Business Park Berlin I Sp. z o.o. & Co. KG with Bayerische Landesbank. On 20 April 2022, the first tranche of the facility was disbursed (EUR 12,405 thousand).

Repayment of bank borrowings in the six months ended 30 June 2022

In the six months ended 30 June 2022, the Group made all due and scheduled payments under its credit facility agreements.

No credit facilities were terminated in the reporting period.

3. 4.3 Bonds

On 9 December 2019, the Management Board of MLP Group S.A. passed Resolution No. 3/12/2019 to establish a bond issue programme (the "Programme"), pursuant to which on 18 December 2019 the Company entered into an agreement with Bank Polska Kasa Opieki S.A. of Warsaw, as the arranger, paying agent, dealer, technical agent, offering agent and bookrunner, and Pekao lnvestment Banking S.A. of Warsaw as the arranger, technical agent, offering agent and dealer (the "Agreement").

The Company redeemed Series A bonds with a total nominal value of EUR 20,000,000 on their maturity date, i.e. 10 May 2022.

On 22 July 2022, the Company issued, by way of public offering for qualified investors, 6,000 Series E bearer bonds with a nominal value of EUR 1,000 per bond and total nominal value of EUR 6,000,000. The bonds were issued as unsecured instruments. The objective of the issue was not specified. The bonds were registered with the Central Securities Depository of Poland (Krajowy Depozyt Papierów Wartościowych S.A.) under ISIN number PLMLPGR00108, and the bonds have been traded in the Catalyst alternative trading system since 22 July 2022. The bonds pay variable interest at 3M EURIBOR plus margin. The Series E bonds mature on 22 January 2024.

The bonds of MLP Group S.A. outstanding as at 30 June 2022 are presented below.

Instrument Currency Nominal
value
Maturity
date
Interest rate Guarantees
and collateral
ISIN
Obligacje niepubliczne -
seria B
EUR 10 000 000 11.05.2023 6M EURIBOR +
margin
none PLMLPGR00041
Obligacje publiczne -
seria C
EUR 45 000 000 19.02.2025 6M EURIBOR +
margin
none PLMLPGR00058
Obligacje publiczne -
seria D
EUR 20 000 000 17.05.2024 6M EURIBOR +
margin
none PLMLPGR00090

3. 4.4 Loans

In 2021, the Group did not grant any new loans.

3. 4.5 Sureties issued and received

On 14 January 2022, MLP Group S.A. provided an up to PLN 1,800,000 surety to MLP Łódź II Sp. z o.o. to secure fulfilment by the latter of its project developer commitments under a road redevelopment agreement with the City of Łódź.

3. 4.6 Guarantees provided and received

In the first half of 2022, the Group neither provided nor received any guarantees.

3. 5 Feasibility of investment plans

The Group has adequate capital resources to meet its strategic objectives and finance its day-to-day operations.

The Group finances its investments (both acquisitions of new properties as well as extension of the existing logistics parks) with the Group's own resources and long-term borrowings, including credit facilities, non-bank borrowings and issues of commercial paper.

The Group assumes that the share of debt financing in the financing of the planned projects will be approximately 70%.

3. 6 Non-recurring factors and events with a bearing on the consolidated financial result for the six months ended 30 June 2022

In the six months ended 30 June 2022, there were no non-recurring factors or events that would have a material effect on the consolidated profit or loss for the financial period.

3. 7 Issue, redemption, cancellation and repayment of non-equity and equity securities

On 9 December 2019, the Management Board of MLP Group S.A. passed Resolution No. 3/12/2019 to establish a bond issue programme (the "Programme"), pursuant to which on 18 December 2019 the Company entered into an agreement with Bank Polska Kasa Opieki S.A. of Warsaw, as the arranger, paying agent, dealer, technical agent, offering agent and bookrunner, and Pekao lnvestment Banking S.A. of Warsaw as the arranger, technical agent, offering agent and dealer (the "Agreement"). For more information, see Note 3.4.3.

3. 8 Material achievements and failures in the six months ended 30 June 2022

There were no material achievements or failures other than those described in this Management Board's report on the activities of the MLP Group S.A. Group.

3. 9 Seasonality and cyclicality

The Group's business is not seasonal or cyclical.

4. Statement of the Management Board

We represent that, to the best of our knowledge, the interim condensed consolidated and separate financial statements and the comparative data have been prepared in accordance with the applicable accounting policies and give a true, fair and clear view of the assets, financial position and results of the Company and the Group.

We further represent that the half-year Management Board's report on the activities of the MLP Group S.A. Group presents a true view of the development, achievements and condition of the Company and the Group, including a description of key threats and risks.

We represent that the statutory auditor of financial statements who reviewed the interim condensed consolidated financial statements and audited the separate financial statements for the period from 1 January to 30 June 2022, namely PWC Polska Sp. z o.o. Audyt Sp.k., was appointed in accordance with the applicable laws.

We further represent that both the auditing firm and the qualified auditor who performed the review met the conditions required to issue an impartial and independent report from the review of the fullyear consolidated financial statements and the audit of the interim condensed separate financial statements, in accordance with the applicable provisions of law and professional standards.

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

Pruszków, 23 August 2022

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