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The Israel Land Development Company Ltd.

Quarterly Report May 24, 2022

6886_rns_2022-05-24_e222e868-2fa8-4ff5-a11d-fbc30fae046a.pdf

Quarterly Report

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MLP Group S.A. Group Quarterly Report Consolidated

FOR THE THREE MONTHS ENDED 31 MARCH 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. Selected financial data of the
MLP Group S.A. Group
5
II. Interim
condensed
consolidated
financial
statements
of
the
MLP
Group
S.A.
Group for the three
months ended 31 March 2022
8
Material achievements and failures in the three months ended 31 March 2022. 8
Condensed consolidated statement of profit or loss and other comprehensive income 9
Condensed consolidated statement of financial position 10
Condensed consolidated statement of cash flows 11
Condensed statement of changes in consolidated equity 12
Notes to the interim condensed consolidated financial statements 13
1.
General information
13
1.1
The Parent
13
1.2
The Group
13
1.3
Changes in the Group
15
1.4
Shareholding structure of the Parent
16
1.4. 1
Shareholders holding, directly or through subsidiaries, at least 5% of total voting rights in the
Company
16
1.4. 2
Shares and rights to shares of the Parent held by members of management and supervisory
bodies
17
2.
Basis of preparation of the condensed consolidated financial statements
17
2.1
Statement of compliance
17
2.2
Status of standards approval in the European Union
17
2.2. 1
Standards and interpretations endorsed by the European Union which were not yet effective as
at the reporting date
17
2.3
Basis of preparation of the Consolidated Financial Statements
17
2.4
Functional currency and presentation currency of the financial statements; rules applied to
translate financial data
18
2.4. 1
Functional currency and presentation currency
18
2.4. 2
Rules applied to translate financial data
18
2.5
Use of estimates and judgements
18
3.
Segment reporting
18
4.
Revenue
21
5.
Other income
22
6.
Other expenses
22
7.
Distribution costs and administrative expenses
22

MLP Group S.A. Group Consolidated report for the three months ended 31 March 2022 (all data in PLN thousand, unless stated otherwise)

8.
Finance income and costs
23
9.
Income tax
24
10.
Investment property
25
10.1
Fair value of the Group's investment property
27
11.
Deferred tax
28
12.
Investments and other investments
30
12.1
Change in financial assets attributable to financing and other activities
30
13.
Trade and other receivables
31
14.
Cash and cash equivalents
32
15.
Notes to the condensed consolidated statement of cash flows
15.1
Cash flows from borrowings
32
32
15.2
Change in receivables
33
15.3
Change in current and other liabilities
33
16.
Equity
34
16.1
Share capital
34
17.
Earnings and dividend per share
34
18.
Liabilities under borrowings and other debt instruments, and other liabilities
35
18.1
Non-current liabilities
35
18.2
Current liabilities
35
18.3
Change in financial liabilities attributable to financing and other activities
36
18.4
Liabilities under bonds
37
18.5
Borrowings secured and not secured with the Group's assets
37
19.
Employee benefit obligations
39
20.
Trade and other payables
39
21.
Financial instruments
40
21.1
Measurement of financial instruments
21.1. 1
Financial assets
40
40
21.1. 2
Financial liabilities
42
21.2
Other disclosures relating to financial instruments
42
22.
Contingent liabilities and security instruments
43
23.
Related-party transactions
44
23.1
Trade and other receivables and payables
44
23.2
Loans and non-bank borrowings
44
23.3
Income and expenses
45
24.
Significant events during and subsequent to the reporting period
46
29.1
Effect of the COVID-19 epidemic on the operations of the MLP Group S.A. Group
47
29.2
Impact of the political and economic situation in Ukraine on the operations of the MLP Group
S.A. Group.
47
25.
Remuneration paid or due to members of management and supervisory bodies
48
26.
Employees
49

MLP Group S.A. Group Consolidated report for the three months ended 31 March 2022 (all data in PLN thousand, unless stated otherwise)

III. Notes to the consolidated quarterly report of the MLP Group S.A. Group 50
1. Issue, redemption, cancellation and repayment of non-equity and equity securities 50
2. Management Board's position on published forecasts 50
3. Material achievements and failures in the three months ended 31 March 2022. 50
4. Seasonality and cyclicality 50
5. Information material for the assessment of the human resources, assets, financial condition
and financial results of the Group, or changes in any of the foregoing, and information material
for the assessment of the Group's ability to meet its liabilities and fulfil its obligations
50
6. Factors which in the Management Board's opinion will affect the Group's performance
in the next quarter or in a longer term
54
IV. Quarterly financial information of MLP Group S.A., with notes 55
Condensed separate statement of profit or loss and other comprehensive income 55
Condensed separate statement of financial position 56
Condensed separate statement of cash flows 57
Condensed separate statement of changes in equity 58
Notes to the condensed financial statements of MLP Group S.A. 59
1. Non-current financial assets in related entities 59
1.1
Shares
59
2. Long-term investments 61
3. Short-term investments 61
4. Trade and other receivables 61
5. Cash and cash equivalents 61
6. Borrowings, other debt instruments and other liabilities 62
6.1
Non-current liabilities
62
6.2
Current liabilities
62
7. Employee benefit obligations 62
8. Trade and other payables 62
9. Revenue 63
10.
11.
Distribution costs and administrative expenses
Finance income and costs
63
64
12. Related-party transactions 65
65
12.1
Trade and other receivables and payables
12.2
Loans and non-bank borrowings
67
12.3
Income and expenses
69
13. Remuneration paid or due to members of management and supervisory bodies of the Group
companies
72
14. Employees 73

MLP Group S.A. Group Consolidated report for the three months ended 31 March 2022 (all data in PLN thousand, unless stated otherwise)

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

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

31 March 31 December 31 March
2022 2021 2021
Average mid exchange rate during the reporting period* 4,6472 4,5775 4,5721
Mid exchange rate on the last day of the reporting period 4,6525 4,5994 4,6603

*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 31 March 2022 31 December 2021
PLN thousand EUR thousand PLN thousand EUR thousand
(unaudited) (unaudited)
Non-current assets 3 677 575 799 577 3 457 071 751 635
Current assets 343 340 74 649 328 483 71 419
Total assets 4 020 915 874 226 3 785 554 823 054
Non-current liabilities 1 863 762 405 218 1 722 350 374 473
Current liabilities 278 235 60 494 238 683 51 894
Equity, including: 1 878 918 408 514 1 824 521 396 687
Share capital 5 344 1 162 5 344 1 162
Total equity and liabilities 4 020 915 874 226 3 785 554 823 054
Number of shares
Book value per share and diluted book value per
21 373 639
87,91
21 373 639
19,11
21 373 639
85,36
21 373 639
18,56
share attributable to owners of the parent (PLN)

The data in the condensed consolidated statement of financial position was translated at the mid exchange rate quoted by the National Bank of Poland for the last day of the reporting period.

Key items of the condensed consolidated statement of profit or loss and other comprehensive income converted into the euro:

MLP Group S.A. Group Consolidated report for the three months ended 31 March 2022 (all data in PLN thousand, unless stated otherwise)

for the three months ended 31 March 2022 2021
PLN thousand EUR thousand PLN thousand EUR thousand
(unaudited) (unaudited) (unaudited) (unaudited)
Revenue 62 577 13 671 49 940 10 923
Other income 401 88 305 67
Gain on revaluation of investment property 28 293 6 181 13 517 2 956
Distribution costs and administrative expenses (32 318) (7 060) (26 400) (5 774)
Operating profit 58 382 12 754 36 650 8 016
Profit before tax 37 455 8 182 21 549 4 713
Net profit 29 653 6 478 16 121 3 526
Total comprehensive income 54 397 11 884 18 092 3 957
Net profit attributable to owners of the parent 29 653 6 478 16 121 3 526
Earnings per share and diluted earnings per
share attributable to owners of the parent (PLN)
1,39 0,30 0,82 0,18

The data in the 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 three months ended 31 March 2022 2021
PLN thousand
(unaudited)
EUR thousand
(unaudited)
PLN thousand
(unaudited)
EUR thousand
(unaudited)
Net cash from operating activities 54 576 11 923 89 223 19 515
Cash from investing activities (147 294) (32 178) (147 123) (32 178)
Cash from financing activities 111 704 24 403 22 913 5 011
Total cash flows, net of exchange differences 18 986 4 148 (34 987) (7 652)
Total cash flows 20 693 4 521 (34 258) (7 493)

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 31 March 2022 31 December 2021
PLN thousand
(unaudited)
EUR thousand
(unaudited)
PLN thousand EUR thousand
Cash at beginning of period 177 234 38 534 163 009 35 323
Cash at end of period 197 927 43 033 177 234 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. Group

Interim condensed consolidated financial statements

for the three months ended 31 March 2022

prepared in accordance with EU IFRS

II. Interim condensed consolidated financial statements

Authorisation of the interim condensed consolidated financial statements

On 18 May 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 31 March 2022.

These interim condensed consolidated financial statements for the period from 1 January to 31 March 2022 have been prepared in accordance with International Financial Reporting Standards as approved by the European Union ("EU IFRS"), as applicable to interim reporting (IAS 34). In this report, information is presented in the following sequence:

    1. Condensed consolidated of profit or loss and other comprehensive income for the period from 1 January to 31 March 2022, showing a net profit of PLN 29,653 thousand.
    1. Condensed consolidated statement of financial position as at 31 March 2022, showing total assets and total equity and liabilities of PLN 4,020,915 thousand.
    1. Condensed consolidated statement of cash flows for the period from 1 January to 31 March 2022, showing a net increase in cash of PLN 20,693 thousand.
    1. Condensed statement of changes in consolidated equity for the period from 1 January to 31 March 2022, showing an increase in consolidated equity of PLN 54,397 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

Tomasz Zabost Member of the Management Board

Condensed consolidated statement of profit or loss and other comprehensive income

for the three months ended 31 March Note 2022 2021
(unaudited) (unaudited)
Revenue 4 62 577 49 940
Other income 5 401 305
Gain on revaluation of investment property 10 28 293 13 517
Distribution costs and administrative expenses 7 (32 318) (26 400)
Other expenses 6 (571) (712)
Operating profit 58 382 36 650
Finance income 8 140 270
Finance costs 8 (21 067) (15 371)
Net finance costs (20 927) (15 101)
Profit before tax 37 455 21 549
Income tax 9 (7 802) (5 428)
Profit from continuing operations 29 653 16 121
Profit from discontinued operations 0 0
Net profit 29 653 16 121
Net profit attributable to:
Owners of the parent 29 653 16 121
Other comprehensive income that will be reclassified to profit or loss
Exchange differences on translation of foreign operations 1 757 425
Effective portion of changes in fair value of cash flow hedges 28 379 1 909
Other comprehensive income that will be reclassified to profit or loss,
before tax
30 136 2 334
Other comprehensive income, gross 30 136 2 334
Income tax on other comprehensive income that will be reclassified to
profit or loss
(5 392) (363)
Other comprehensive income, net 24 744 1 971
Total comprehensive income 54 397 18 092
Comprehensive income attributable to:
Owners of the parent 54 397 18 092
Earnings per share 17
Earnings per ordinary share:
-
Basic earnings per share from continuing operations
1,39 0,82
-
Basic earnings per share from discontinued operations
0 0
-
Earnings per ordinary share
1,39 0,82
Diluted earnings per ordinary share:
-
Diluted earnings per share from continuing operations
1,39 0,82
-
Diluted earnings per share from discontinued operations
0 0
-
Diluted earnings per ordinary share
1,39 0,82

Condensed consolidated statement of financial position

as at
Note
31 March
2022
(unaudited)
31 December
2021
Non-current assets
Property, plant and equipment 5 052 3 276
Intangible assets 121 138
Investment property 10 3 574 585 3 394 504
Other long-term financial investments 12 93 421 53 887
Other non-current assets 800 939
Deferred tax assets 11 3 596 4 327
Total non-current assets 3 677 575 3 457 071
Current assets
Inventories 19 19
Short-term investments 12 58 978 71 380
Income tax receivable 13 2 406 2 003
Trade and other receivables 13 80 768 74 346
Other short-term investments 12 3 242 3 501
Cash and cash equivalents 14 197 927 177 234
Current assets other than held for sale or distribution to owners 343 340 328 483
Total current assets 343 340 328 483
TOTAL ASSETS 4 020 915 3 785 554
Equity 16
Share capital 5 344 5 344
Share premium 304 025 304 025
Cash flow hedge reserve 18 953 (4 034)
Translation reserve 2 053 726
Retained earnings, including: 1 548 543 1 518 460
Capital reserve 83 680 83 680
Statutory reserve funds 154 575 154 575
Profit (loss) brought forward 1 280 635 799 735
Net profit 29 653 480 470
Equity attributable to owners of the parent 1 878 918 1 824 521
Total equity 1 878 918 1 824 521
Non-current liabilities
Borrowings and other debt instruments 18.1 1 503 432 1 369 873
Deferred tax liability 11 305 014 294 180
Other non-current liabilities 18.1 55 316 58 297
Total non-current liabilities 1 863 762 1 722 350
Current liabilities
Borrowings and other debt instruments 18.2 126 426 121 222
Employee benefit obligations 19 7 376 5 928
Income tax payable 20 4 182 3 210
Trade and other payables 20 140 251 108 323
Current liabilities other than held for sale 278 235 238 683
Total current liabilities 278 235 238 683
Total liabilities 2 141 997 1 961 033
TOTAL EQUITY AND LIABILITIES 4 020 915 3 785 554

Condensed consolidated statement of cash flows

for the three months ended 31 March Note 2022
(unaudited)
2021
(unaudited)
Cash flows from operating activities
Profit before tax 37 455 21 549
Total adjustments 18 181 70 681
Depreciation and amortisation 110 81
Change in fair value of investment property (28 293) (13 517)
Net interest 8 046 6 486
Exchange differences 11 532 10 228
Other 103 231
Change in receivables 15.2 (6 255) 25 337
Change in current and other liabilities 15.3 32 938 41 835
Cash from operating activities 55 636 92 230
Income tax paid (1 060) (3 007)
Net cash from operating activities 54 576 89 223
Cash flows from investing activities
Interest received 42 89
Repayment of loans 15.1 - 4 799
Purchase of investment property, property, plant and equipment and
intangible assets (143 900) (181 046)
Proceeds from disposal of other investments in financial assets 12 243 18 000
Other proceeds from (expenditure on) investments (15 679) 11 035
Cash from investing activities (147 294) (147 123)
Cash flows from financing activities
Increase in borrowings 15.1 126 347 38 027
Repayment of borrowings 15.1 (6 972) (8 088)
Interest paid (7 671) (7 026)
Cash from financing activities 111 704 22 913
Total cash flows, net of exchange differences 18 986 (34 987)
Effect of exchange differences on cash and cash equivalents 1 707 729
Total cash flows 20 693 (34 258)
Cash and cash equivalents at beginning of period 14 177 234 163 009
Cash and cash equivalents at end of period 14 197 927 128 751

MLP Group S.A. Group • Consolidated report for the three months ended 31 March 2022 Interim condensed consolidated financial statements for the three months ended 31 March 2022 (all data in PLN thousand, unless stated otherwise)

Condensed statement of changes in consolidated equity

Share capital Share premium Cash flow hedge
reserve
Translation reserve Retained
earnings
Total equity
attributable to owners
of the parent
Total equity
Equity as at 1 January 2022 5 344 304 025 (4 034) 726 1 518 460 1 824 521 1 824 521
Comprehensive income:
Net profit/(loss)* - - - - 29 653 29 653 29 653
Total other comprehensive income* - - 22 987 1 327 430 24 744 24 744
Comprehensive income for the year
ended 31 March 2022*
- - 22 987 1 327 30 083 54 397 54 397
Changes in equity* - - 22 987 1 327 30 083 54 397 54 397
Equity as at 31 March 2022* 5 344 304 025 18 953 2 053 1 548 543 1 878 918 1 878 918
Share capital Share premium Cash flow hedge
reserve
Translation reserve Retained
earnings
Total equity
attributable to owners
of the parent
Total equity
Equity as at 1 January 2021 4 931 180 853 (12 719) 2 095 1 036 572 1 211 732 1 211 732
Comprehensive income:
Net profit/(loss)* - - - - 16 121 16 121 16 121
Total other comprehensive income* - - 1 546 (991) 1 416 1 971 1 971
Comprehensive income for the year
ended 31 March 2021*
- - 1 546 (991) 17 537 18 092 18 092
Changes in equity* - - 1 546 (991) 17 537 18 092 18 092
Equity as at 31 March 2021* 4 931 180 853 (11 173) 1 104 1 054 109 1 229 824 1 229 824

* 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.

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:

-

Supervisory Board:

-

-

-

  • Radosław T. Krochta President of the Management Board
  • Michael Shapiro Vice President of the Management Board
  • Tomasz Zabost Member of the Management Board
  • 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 31 March 2022, the Group comprised the following entities:

Parent's direct and indirect
interest in
share capital
Parent's direct and indirect
interest in
voting rights
Country of 31 March 31 December 31 March 31 December
Entity registration 2021 2021 2021 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 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%
Parent's direct and indirect
interest in
share capital
Parent's direct and indirect
interest in
voting rights
Country of 31 March 31 December 31 March 31 December
Entity registration 2021 2021 2021 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% -
MLP Gelsenkirchen GP Sp. z o.o. Poland 100% - 100% -
MLP Gelsenkirchen LP Sp. z o.o. Poland 100% - 100% -
MLP Gelsenkirchen Sp. z o.o. & Co. KG Germany 100% - 100% -
MLP Gorzów Sp. z o.o. Poland 100% - 100% -
MLP Idstein LP Sp. z o.o. Poland 100% - 100% -
MLP Idstein GP Sp. z o.o. Poland 100% - 100% -
MLP Idstein Sp. z o.o. & Co. KG Germany 100% - 100% -
MLP Schwäbisch Gmünd GP Sp. z o.o.1) Poland 100% - 100% -
MLP Schwäbisch Gmünd LP Sp. z o.o.2) 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 21 March 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.

These interim condensed consolidated financial statements for the three months ended 31 March 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

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 31 March 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 4 425 734 20,70%
THESINGER LIMITED 1 771 320 8,29%
MetLife OFE 3) 1 656 022 7,75%
2)
Israel Land Development Company Ltd.
1 933 519 9,05%
GRACECUP TRADING LIMITED 641 558 3,00%
Shimshon Marfogel 149 155 0,70%
MIRO LTD. 552 125 2,58%
1)
Oded Setter
1 480 0,01%
Total 21 373 639 100,00%

1) On 12 January and 30 March 2022, a member of the Supervisory Board, Oded Setter, acquired 420 and 640 common shares, respectively, increasing his holding to 1,480 Company shares, which after the changes constitutes 0.007% of the share capital and carries 1,480 voting rights, i.e., 0.007% of the total number of 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.

3) In December 2022, MetLife OFE's shareholding decreased from 1,656,022 to 1,500,000 Company shares, representing 7.02% of the share capital and 1,500,000 votes, i.e., 7.02% of the total voting rights.

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

As at 31 March 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 31 March 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 31 March 2022, Oded Setter, a member of the Supervisory Board, held directly, through the Company shares acquired in September 2021, October 2021 and January 2022, 0.007% 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 condensed consolidated financial statements

2. 1 Statement of compliance

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

2. 2 Status of standards approval in the European Union

2. 2. 1 Standards and interpretations 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:

31 March 31 December 31 March
2022 2021 2021
EUR 4,6525 4,5994 4,6603
USD 4,1801 4,0600 3,9676
RON 0,9404 0,9293 0,9462

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 31 March 2022 and in the reporting period then ended the Group had four geographical segments – Poland, Germany, Romania and Austria.

Operating segments

for the three months ended 31 March 2022*
Poland Germany Romania Austria Intersegment
eliminations
Total
Revenue
Sales to external customers 59 563 1 815 1 182 65 (48) 62 577
Gain/(loss) on revaluation of
investment property
28 790 (447) (56) - 6 28 293
Segment's total revenue 88 353 1 368 1 126 65 (42) 90 870
Segment's operating profit/(loss) 58 672 (614) 575 (81) - 58 552
Segment's other income/(expense) (187) 29 (12) - - (170)
Profit/(loss) before tax and net
finance costs
58 509 (585) 563 (81) - 58 406
Net finance income/(costs) (15 811) (2 494) (139) - (2 507) (20 951)
Profit/(loss) before tax 42 698 (3 079) 424 (81) (2 507) 37 455
Income tax (7 738) (1) (62) (1) - (7 802)
Net profit/(loss) 34 960 (3 080) 362 (82) (2 507) 29 653
for the three months ended 31 March 2021*
Poland Germany Romania Austria Intersegment
eliminations
Total
Revenue
Sales to external customers 48 608 353 920 59 - 49 940
Gain/(loss) on revaluation of
investment property
13 161 - 356 - - 13 517
Segment's total revenue 61 769 353 1 276 59 - 63 457
Segment's operating profit/(loss) 36 993 (540) 644 (72) 32 37 057
Segment's other income/(expense) (479) 83 (11) - - (407)
Profit/(loss) before tax and net
finance costs
36 514 (457) 633 (72) 32 36 650
Net finance income/(costs) (14 379) (847) (723) (672) 1 520 (15 101)
Profit/(loss) before tax 22 135 (1 304) (90) (744) 1 552 21 549
Income tax (5 237) - (190) (1) - (5 428)
Net profit/(loss) 16 898 (1 304) (280) (745) 1 552 16 121

* Unaudited.

as at 31 March 2022*
Poland Germany Romania Austria Intersegment
eliminations
Total
Assets and liabilities
Segment's assets 3 676 680 558 854 73 847 109 283 (397 749) 4 020 915
Total assets 3 676 680 558 854 73 847 109 283 (397 749) 4 020 915
Segment's liabilities 1 945 917 436 240 68 510 86 375 (395 045) 2 141 997
Equity 1 730 763 122 614 5 337 22 908 (2 704) 1 878 918
Total equity and liabilities 3 676 680 558 854 73 847 109 283 (397 749) 4 020 915
Expenditure on properties 90 068 49 395 296 4 746 - 144 505
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 the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Rental income
Other revenue
43 708
18 869
36 135
11 925
1)
Revenue from development contract concluded by MLP Group S.A.
- 1 880
Total revenue 62 577 49 940
Other revenue 18 869 11 925
Other revenue 25 67
Services provided to tenants 310 363
Rental income from residential units 15 20
Recharge of utility costs 18 519 11 475
for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)

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 fixed-price contract, of PLN 1,880 thousand. The asset was recognised in the Polish segment and was accounted for in 2021.

5. Other income

for the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Reimbursement of court fees - 3
Reversal of impairment losses on receivables - 5
Contractual penalties received 283 87
Other 91 175
Gain on disposal of non-financial non-current assets - 21
Reversal of provision for future costs 27 14
Other income 401 305

6. Other expenses

for the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Loss on disposal of non-financial non-current assets (74) -
Costs of donations (5) -
Costs covered by insurance policies (28) (4)
Other (55) (459)
Cost of capital expenditure (205) (238)
Written-off statute-barred receivables (204) -
Damages and contractual penalties - (11)
Other expenses (571) (712)

7. Distribution costs and administrative expenses

for the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Depreciation and amortisation (110) (81)
Materials and consumables used (14 606) (11 052)
Services (7 434) (8 263)
Taxes and charges (6 836) (5 681)
Wages and salaries (2 685) (888)
Social security and other employee benefits (279) (199)
Other expenses by nature (368) (236)
Distribution costs and administrative expenses (32 318) (26 400)

Distribution costs and administrative expenses for the three months ended 31 March 2022 were PLN 32,318 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 2021 and 2022 included cost of electricity, gas and related certificates, and amounted to PLN 8,293 thousand, .and PLN 11,682 thousand, respectively. Cost of services in 2021 included costs of the development project carried out at MLP Group S.A. of PLN 1,505 thousand.

8. Finance income and costs

for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Interest on loans 94 70
Interest on bank deposits - 7
Other interest 1
Interest on receivables 4 1
Revenue from investment fund units 41 -
Other finance income - 192
Total finance income 140 270
for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Interest on borrowings (4 259) (3 280)
Other interest (308) (3)
Interest paid on swap contracts (1 373) (1 108)
Net interest on cash flow hedge - 10
Net exchange differences (11 532) (8 320)
Interest on bonds (2 549) (2 178)
Other finance costs (425) (133)
Debt service costs (621) (359)
Total finance costs (21 067) (15 371)

Exchange differences are mainly attributable to the effect of measurement of liabilities under EURdenominated borrowings at the end of the reporting period. In the period from 31 December 2021 to 31 March 2022, the Polish currency depreciated by PLN 0.0531, or 1.15%. The depreciation of the złoty against the euro resulted in foreign exchange losses of PLN 11,532 thousand which impacted the Group's net finance income/(costs).

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 2021 and 2020, 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 the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Current income tax 2 098 1 451
Temporary differences/reversal of temporary differences 5 704 3 977
Income tax 7 802 5 428

Effective tax rate

for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Profit before tax 37 455 21 549
Tax at the applicable tax rate (19%) (7 116) (4 094)
Difference due to different rate of tax paid by the Austrian company 5 -
Difference due to 9% rate of tax rate paid by companies qualifying as small
taxpayers
28 (30)
Non-taxable income 45 (1)
Difference due to different rates of tax paid by the German and Romanian
companies
(66) -
Unrecognised asset for tax loss (349) (554)
Write off of unused deferred tax asset for tax loss (38) -
Expenses not deductible for tax purposes (311) (749)
Income tax (7 802) (5 428)

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.

MLP Group S.A. Group • Consolidated report for the three months ended 31 March 2022 Interim condensed consolidated financial statements for the three months ended 31 March 2022 (all data in PLN thousand, unless stated otherwise)

10. Investment property

as at 31 March
2022
(unaudited)
31 December
2021
Gross amount at beginning of period 3 394 504 2 330 899
Expenditure on properties 144 505 524 513
Currency translation differences 7 283 (1 231)
Change in fair value 28 293 540 323
Gross amount at end of period 3 574 585 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 31 March 2022 included a perpetual usufruct asset of PLN 42,756 thousand.

In the period from 31 December 2021 to 31 March 2022, the carrying amount of investment property increased by EUR 30,587.2 thousand, to EUR 759,292.3 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 0.0531 (1.15%) contributed to the change in the carrying amount of investment property as translated from the euro into the złoty and a PLN 38,694.2 thousand increase in the property's fair value as at 31 March 2022.

The Group is a party to litigation concerning revision of the perpetual usufruct charge for some of the land of MLP Pruszków II logistics park. 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.

31 March 31 December
as at 2022 2021
(unaudited)
MLP Pruszków I park
Fair value of property - MLP Pruszków I 441 568 436 529
Expenditure on properties 696 -
Usufruct - MLP Pruszków I 17 195 17 259
459 459 453 788
MLP Pruszków II park
Fair value of property - MLP Pruszków II 852 005 842 610
Expenditure on properties 17 280 -
Usufruct - MLP Pruszków II 13 058 13 107
882 343 855 717
MLP Poznań park
Fair value of property - MLP Poznań 185 263 183 148
Expenditure on properties (22) -
185 241 183 148
MLP Lublin park
Fair value of property - MLP Lublin 175 348 173 351
Expenditure on properties 2 -
175 350 173 351

Investment property by parks

31 March 31 December
as at
2022
2021
MLP Teresin park
Fair value of property - MLP Teresin 87 653 86 653
87 653 86 653
MLP Gliwice park
Fair value of property - MLP Gliwice 175 678 173 673
Expenditure on properties (18) -
175 660 173 673
MLP Wrocław park
Fair value of property - MLP Wrocław 171 119 169 166
171 119 169 166
MLP Czeladź park
Fair value of property - MLP Czeladź 116 313 114 985
Expenditure on properties 116 -
116 429 114 985
Park MLP Poznań West
Fair value of property - MLP Poznań West 331 584 327 799
Expenditure on properties 38 998 -
370 582 327 799
MLP Unna park
Fair value of property - MLP Unna
241 000 238 249
Expenditure on properties 40 179 -
281 179 238 249
MLP Bucharest West park
Fair value of property - MLP Bucharest West 70 800 69 986
Expenditure on properties 261 -
71 061 69 986
Park MLP Łódź
Fair value of property - MLP Łódź 93 937 93 000
Expenditure on properties 18 180 -
Usufruct - MLP Łódź 180 181
112 297 93 181
MLP Business Park Poznań
Fair value of property - MLP Business Park Poznań 50 051 49 536
Expenditure on properties 298 -
Usufruct - MLP Business Park Poznań 12 323 12 368
62 672 61 904
Park MLP Wrocław West
Fair value of land - MLP Wrocław West 73 085 72 487
Expenditure on property at cost 4 -
73 089 72 487
Park MLP Business Park Berlin
Fair value of property - MLP Business Park Berlin 125 385 123 954
Expenditure on properties 8 187 -
133 572 123 954
MLP Business Park Schalke
Fair value of property - MLP Business Park Schalke 63 274 62 552
Expenditure on properties 460 -
63 734 62 552
Park MLP Business Park Vienna
Fair value of property - MLP Business Park Vienna 104 216 103 026
Expenditure on properties 4 745 -
108 961 103 026
as at 31 March
2022
31 December
2021
Expenditure on new projects, other than those specified above
Expenditure at MLP Idstein 31 116 30 642
Expenditure in the Poland segment's parks 12 943 112
44 059 30 754
Feniks Obrót Sp. z o.o. – apartments 125 131
Gross amount at end of period 3 574 585 3 394 504

For information on investment property pledged as security, see Note 22.

In line with the applied accounting policy, the part of interest expense on borrowings which is attributable to unsettled investment expenditure is capitalised and increases the value of the property.

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).

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 income approach was used in the valuation of existing buildings and land with building permits, while in the case of undeveloped land the market approach was applied.

Due to the different locations and characteristics of the Group's investment properties, the yield rates assumed by the appraisers for the individual logistics parks range from 3.6% to 9.25%.

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. As at 31 March 2022, the Group maintained property valuations based on independent appraisers' reports prepared as at 31 December 2021. As at the end of the current reporting period, the carrying amount of the land reserve expressed in the Polish złoty was maintained (i.e., it was the same as the same amount as at 31 December 2021), while the other valuations of the properties denominated in the euro were translated at the mid rate quoted by the National Bank of Poland for 31 March 2022, and then remeasured to reflect the capital expenditure incurred in the period from 1 January to 31 March 2022.

The valuation method did not change relative to previous periods.

In the period ended 31 March 2022, there were no reclassifications between levels.

MLP Group S.A. Group • Consolidated report for the three months ended 31 March 2022 Interim condensed consolidated financial statements for the three months ended 31 March 2022 (all data in PLN thousand, unless stated otherwise)

11. Deferred tax

Deferred tax assets Deferred tax liabilities Net amount
31 March 31 December 31 March 31 December 31 March 31 December
as at 2022 2021 2022 2021 2022 2021
(unaudited) (unaudited) (unaudited)
Investment property - - 318 909 310 697 318 909 310 697
Borrowings and loans 8 019 6 535 - - (8 019) (6 535)
Derivatives - 950 4 442 - 4 442 (950)
Other 6 307 6 646 - - (6 307) (6 646)
Tax losses deductible in future periods 7 118 6 231 - - (7 118) (6 231)
Interest on bonds 489 482 - - (489) (482)
Deferred tax assets / liabilities 21 933 20 844 323 351 310 697 301 418 289 853
as at 31 March
2022
31 December
2021
Including: (unaudited)
Deferred tax asset (3 596) (4 327)
Deferred tax liability 305 014 294 180
301 418 289 853

As at 31 March 2022, the unrecognised deferred tax asset for tax loss was PLN 17,094 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 report for the three months ended 31 March 2022 Interim condensed consolidated financial statements for the three months ended 31 March 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 2021 changes
recognised in
profit or loss
(unaudited)
changes
recognised in
other
comprehensive
income
(unaudited)
currency
translation
differences
(unaudited)
31 March 2021
(unaudited)
Investment property 310 697 7 744 - 468 318 909
Borrowings and loans (6 535) (1 484) - - (8 019)
Derivatives (950) - 5 392 - 4 442
Other (6 646) 338 - 1 (6 307)
Tax losses deductible in future periods (6 231) (887) - - (7 118)
Interest on bonds (482) (7) - - (489)
289 853 5 704 5 392 469 301 418

12. Investments and other investments

31 March
as at
2022
31 December
2021
(unaudited)
Receivables from measurement of Swap transactions 23 399 -
Other long-term investments 49 253 33 315
Long-term loans to related entities 20 769 20 572
Other long-term investments 93 421 53 887
Money fund units 58 978 71 380
Short-term investments 58 978 71 380
Restricted cash 3 242 3 501
Other short-term investments 3 242 3 501

Other long-term investments comprised non-current portion of restricted cash of PLN 49,253 thousand, including: (i) cash of PLN 33,113 thousand set aside pursuant to the terms of credit facility agreements to secure payment of principal and interest, (ii) PLN 6,299 thousand, a deposit created from a security deposit retained from a tenant, (iii) cash of PLN 4,480 thousand set aside on the CAPEX account, (iv) other retained security deposits of PLN 2,633 thousand, and (v) a PLN 2,728 thousand 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 3,242 thousand, Including: (i) a short-term portion of retained security deposit of PLN 1,633 thousand and (ii) a short-term portion of funds set aside pursuant to the terms of credit facility agreements of PLN 1,609 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 94
Change in carrying amount 103
Amount as at 31 March 2022* 20 769
* Unaudited.

13. Trade and other receivables

as at 31 March
2022
31 December
2021
(unaudited)
Trade payables 20 928 18 104
Investment settlements 3 588 2 147
Prepayments and accrued income 10 922 8 046
Advance payment for purchase of land 7 580 9 294
Taxes and social security receivable 37 750 36 755
Trade and other receivables 80 768 74 346
Income tax receivable 2 406 2 003
Short-term receivables 83 174 76 349

For more information on receivables from related entities, see Note 23.

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 concluded that it has the following homogeneous groups of receivables: receivables from tenants and receivables under development contracts.

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

as at 31 March 2022
Gross
receivables
(unaudited)
Impairment loss
(unaudited)
31 December 2021
Gross
receivables
Impairment loss
Not past due
Past due:
13 506 - 10 978 -
1 to 90 days 4 866 - 4 205 -
91 to 180 days 22 - 295 -
over 180 days 5 241 (2 707) 5 333 (2 707)
Total receivables 23 635 (2 707) 20 811 (2 707)
2022 2021
(unaudited)
Impairment losses on receivables as at 1 January (2 707) (4 517)
Use of impairment loss - 1 810
Impairment losses on receivables as at 31 December*/31 December (2 707) (2 707)

* Unaudited.

14. Cash and cash equivalents

as at 31 March
2022
(unaudited)
31 December
2021
Cash in hand 64 44
Cash at banks 197 673 177 190
Cash in transit 190 -
Cash and cash equivalents in the consolidated statement of financial
197 927
position
177 234
flows Cash and cash equivalents in the consolidated statement of cash 197 927 177 234

Cash at banks bears interest at variable rates linked to the overnight interest rate. Short-term deposits are placed for various terms, depending on the Group's current cash requirements, and bear interest at interest rates agreed on a case-by-case basis.

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.

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 Group 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.

15. Notes to the condensed consolidated statement of cash flows

15. 1 Cash flows from borrowings

for the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Proceeds from bank borrowings 126 347 38 027
Cash flows from borrowings 126 347 38 027
consolidated statement of cash flows Cash flows from borrowings – amount disclosed in the condensed 126 347 38 027
for the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Repayment of principal instalments on bank borrowings (6 972) (8 088)
Cash flows from repayment of borrowings (6 972) (8 088)
Cash flows from repayment of borrowings – amount disclosed in the
condensed consolidated statement of cash flows
(6 972) (8 088)
for the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Total cash flows from repayment of loans - 4 799
Total cash flows from repayment of loans - 4 799
Total cash flows from repayment of loans – amount disclosed in the
condensed consolidated statement of cash flows
- 4 799

15. 2 Change in receivables

for the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Change in inventories - 35
Change in trade and other receivables (6 422) 13 042
Change in assets from ongoing construction contracts - 6 403
Elimination of advance payment for land purchase 167 5 857
Change in receivables (6 255) 25 337
Change in receivables disclosed in the consolidated statement of cash
flows (6 255) 25 337

15. 3 Change in current and other liabilities

for the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Change in trade and other payables 31 928 734
Change in employee benefit obligations 1 448 -
Change in current liabilities under performance bonds and security
deposits
2 161 (398)
Change in finance lease liabilities (162) (135)
Elimination of changes in investment commitments (2 437) 41 634
Change in current and other liabilities 32 938 41 835
Change in current and other liabilities disclosed in the consolidated
statement of cash flows
32 938 41 835

16. Equity

16. 1 Share capital

31 March 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 31 March 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 31 March 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.

17. 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 the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Net profit(loss) for period 29 653 16 121
Number of outstanding shares 21 373 639 19 720 255
Weighted average number of outstanding shares 21 373 639 19 720 255

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

- basic 1,39 0,82
- diluted 1,39 0,82

There were no dilutive factors in the presented periods.

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

18. 1 Non-current liabilities

31 March 31 December
as at 2022 2021
(unaudited)
Borrowings secured with the Group's assets 1 133 660 1 004 285
Bonds 1) 348 938 344 955
Non-bank borrowings 20 834 20 633
Non-current liabilities under borrowings and other debt instruments 1 503 432 1 369 873
as at 31 March
2022
(unaudited)
31 December
2021
Finance lease liabilities (perpetual usufruct of land) 1
)
42 756 42 915
Liabilities from measurement of SWAP transactions - 4 980
Performance bonds 4 417 2 625
Security deposits from tenants and other deposits 8 088 7 719
Finance lease liabilities (vehicles) 55 58
Other non-current liabilities 55 316 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.

18. 2 Current liabilities

as at 31 March 31 December
2022
(unaudited)
2021
Short-term bank borrowings and short-term portion of bank
borrowings secured with the Group's assets
30 802 26 702
Bonds 95 624 94 520
Current liabilities under borrowings and other debt instruments 126 426 121 222

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.

18. 3 Change in financial liabilities attributable to financing and other activities

Bonds
Amount as at 31 December 2021 439 475
Interest accrued on bonds 2 549
Interest paid on bonds (2 477)
Change in carrying amount 5 015
Amount as at 31 March 2021* 444 562
Non-bank borrowings
Amount as at 31 December 2021 20 633
Interest accrued 97
Change in carrying amount 104
Amount as at 31 March 2021* 20 834
Liabilities under bank
borrowings
Amount as at 31 December 2021 1 030 987
including derecognised commission fee as at 31 March 2021 2 354
Interest accrued 4 162
Interest paid (3 820)
IRS interest accrued 1 375
IRS interest paid (1 375)
Increase in bank borrowings 123 088
Repayment of principal (3 714)
Realised foreign exchange gains/(losses) 296
Change in carrying amount 13 147
Interest capitalised 171
Amount as at 31 March 2021* 1 164 462
including derecognised commission fee as at 31 December 2021 2 209
Finance lease (perpetual usufruct of land)
42 915
(159)
42 756

* Unaudited.

18. 4 Liabilities under bonds

Instrument Currency Nominal value Maturity date Interest rate Guarantees and
collateral
Listing venue
Private bonds – Series A EUR 20 000 000 2022-05-11 6M EURIBOR + margin none Catalyst
Private bonds – Series B EUR 10 000 000 2023-05-11 6M EURIBOR + margin none Catalyst
Public bonds – Series C EUR 45 000 000 2025-02-19 6M EURIBOR + margin none Catalyst
Public bonds – series D EUR 20 000 000 2024-05-17 6M EURIBOR + margin none Catalyst

18. 5 Borrowings secured and not secured with the Group's assets

effective interest rate as at 31 March 2022*
matures in
as at 31 December 2021
matures in
currency (%) EUR thousand** PLN thousand EUR thousand** PLN thousand
Bank borrowings secured with the Group's assets
Investment credit facility PKO BP S.A. EUR 3M EURIBOR + margin 2028 2 850 13 260 2028 2 893 13 305
Investment credit facility PKO BP S.A. EUR 3M EURIBOR + margin 2027 1 787 8 314 2027 1 813 8 341
Investment credit facility PKO BP S.A. EUR 3M EURIBOR + margin 2027 968 4 504 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 2025 88 294 409 369 2025 88 764 406 729
Investment credit facility from PKO BP S.A. and BGŻ
BNP Paribas S.A. EUR 3M EURIBOR + margin 2027 64 634 300 472 2027 65 050 298 930
Investment credit facility BNP Paribas Bank Polska S.A. EUR 3M EURIBOR + margin 2029 7 353 34 210 2029 7 423 34 142
Investment credit facility BNP Paribas Bank Polska S.A. EUR 3M EURIBOR + margin 2029 10 608 49 125 2029 10 717 49 057
Investment credit facility ING Bank Śląski S.A. EUR 1M EURIBOR + margin 2024 3 201 14 892 2024 3 234 14 875
Investment credit facility PEKAO S.A. EUR 1M EURIBOR + margin 2029 11 224 51 950 2029 11 362 51 982
Investment credit facility ING Bank Śląski S.A. EUR 1M EURIBOR + margin 2024 1 690 7 864 2024 1 696 7 799
Investment credit facility ING Bank Śląski S.A. EUR 3M EURIBOR + margin 2024 4 244 19 745 2024 4 247 19 535
Investment credit facility PKO BP S.A. EUR 1M EURIBOR + margin 2026 6 844 31 842 2026 6 915 31 807
Construction credit facility PKO BP S.A. EUR 1M EURIBOR + margin 2031 15 148 70 476 - - -
Working capital (VAT) facility PKO BP S.A. PLN 1M WIBOR + margin 2023 - 3 259 - - -
Investment credit facility ING Bank Śląski S.A. EUR 3M EURIBOR + margin 2024 4 825 22 449 2024 4 882 22 453
Investment credit facility OTP Bank Romania S.A. EUR 3M EURIBOR + margin 2031 4 008 18 591 2031 4 056 18 595
Construction credit facility Bayerische Landesbank EUR margin 2029 22 384 104 140 2029 10 637 48 924
Total bank borrowings: 1 164 462 1 030 987

* Unaudited.

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

MLP Group S.A. Group • Consolidated report for the three months ended 31 March 2022 Interim condensed consolidated financial statements for the three months ended 31 March 2022 (all data in PLN thousand, unless stated otherwise)

as at 31 March 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 - 1 876 2032 - 1 861
Fenix Polska S.A. PLN 3M WIBOR + margin 2032 - 7 794 2032 - 7 735
Fenix Polska S.A. PLN 3M WIBOR + margin 2025 - 12 2025 - 12
Fenix Polska S.A. PLN 3M WIBOR + margin 2027 - 1 632 2027 - 1 632
Fenix Polska S.A. PLN 3M WIBOR + margin 2026 - 124 2026 - 123
Fenix Polska S.A. PLN 3M WIBOR + margin 2025 - 300 2025 - 300
Fenix Polska S.A. EUR 3M EURIBOR + margin 2029 1 950 9 096 2029 1 950 8 970
Total non-bank borrowings: 20 834 20 633
Total borrowings secured and not secured with the Group's assets 1 185 296 1 051 620

* Unaudited.

19. Employee benefit obligations

31 March 31 December
as at 2022 2021
(unaudited)
Special accounts 157 157
Provision for bonuses 7 219 5 771
Employee benefit obligations 7 376 5 928

20. Trade and other payables

31 March
2022
as at
31 December
2021
(unaudited)
Trade payables 21 350 12 135
Deferred income 4 380 3 321
Taxes and social security payable 5 278 5 251
Unbilled trade payables 8 859 11 578
Investment commitments, security deposits and other
obligations
100 384 76 038
Trade and other payables 140 251 108 323
Income tax payable 4 182 3 210
Current liabilities 144 433 111 533

As at 31 March 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.

as at 31 March
2022
31 December
2021
(unaudited)
Not past due 91 771 101 604
Past due from 1 to 90 days 37 983 8 122
Past due from 91 to 180 days 27 1
Pas due over 180 days 13 700 368
Total trade and other payables 143 481 110 095

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.

21. Financial instruments

21. 1 Measurement of financial instruments

The fair value of financial assets and financial liabilities as at 31 March 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.
as at 31 March
2022
(unaudited)
31 December
2021
Hedging financial instruments measured at fair value through other comprehensive income
Receivables from measurement of Swap transactions 23 399 -
23 399 -
Financial assets measured at amortised cost:
Cash and cash equivalents 197 927 177 234
Loans and receivables, including:
Trade and other receivables 24 516 20 251
Loans 20 769 20 572
Money fund units 58 978 71 380
Other long-term investments 49 253 33 315
Other short-term investments 3 242 3 501
354 685 326 253
Total financial assets 378 084 326 253

21. 1. 1 Financial assets

As at 31 March 2022, the fair value of hedging instruments was PLN 23,399 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 three months ended 31 March 2022, there were no reclassifications between the fair value hierarchy levels.

Measurement of assets at amortised cost as at 31 March 2022*:

* Unaudited. Stage 1 Stage 2 Stage 3
Gross carrying amount 330 169 27 223 -
Cash and cash equivalents 197 927 - -
Loans and receivables, including:
Trade and other receivables - 27 223 -
Loans 20 769 - -
Money fund units 58 978 - -
Other long-term investments 49 253 - -
Other short-term investments 3 242 - -
Impairment losses (IFRS 9) - (2 707) -
Cash and cash equivalents - - -
Loans and receivables, including:
Trade and other receivables - (2 707) -
Carrying amount (IFRS 9) 330 169 24 516 -

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 -

21. 1. 2 Financial liabilities

as at 31 March
2022
(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 1 164 462 1 030 987
Non-bank borrowings 20 834 20 633
Trade and other payables 143 481 110 095
Lease liabilities 42 811 42 973
Bonds 444 562 439 475
1 816 150 1 644 163
Total financial liabilities 1 816 150 1 649 143

21. 2 Other disclosures relating to financial instruments

Hedging

For information on collateral, see Note 22.

Hedge accounting

During the period ended 31 March 2021, none of the Group companies entered into a new floating rate to fixed rate swap contracts with a bank.

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.

22. Contingent liabilities and security instruments

In the period ended 31 March 2022, the Group recognised the following changes in contingent liabilities and security instruments:

  • 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) m ortgage 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.

23. Related-party transactions

23. 1 Trade and other receivables and payables

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

Trade and other
receivables
Trade and other
payables1)
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
payables1)
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 25.

23. 2 Loans and non-bank borrowings

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

Loans Non-bank
borrowings
Other related parties
Fenix Polska Sp. z o.o. 20 679 (20 834)
MLP FIN Spółka z ograniczoną odpowiedzialnością Sp.k. 90 -
Total 20 769 (20 834)

* Unaudited.

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
Fenix Polska Sp. z o.o. 20 483 (20 633)
MLP FIN Spółka z ograniczoną odpowiedzialnością Sp.k. 89 -
Total 20 572 (20 633)

23. 3 Income and expenses

Below are presented income and expenses under related-party transactions for the three months ended 31 March 2022*:

Revenue Procurement of
services
and cost of
wages and
salaries
Interest income Interest expense
Parent
The Israel Land Development
Company Ltd.
46 - - -
46 - - -
Other related parties
Fenix Polska Sp. z o.o. - - 93 (97)
MLP FIN Spółka z ograniczoną
odpowiedzialnością Sp.k.
- - 1 -
- - 94 (97)
Key management personnel
RTK CONSULTING, Radosław T.
Krochta
- (841) - -
ROMI CONSULTING, Michael
Shapiro
- (552) - -
PROFART, Tomasz Zabost - (484) - -
PEOB, Marcin Dobieszewski - (68) - -
Other key management personnel - (240) - -
- (2 185) - -
Total 46 (2 185) 94 (97)

* Unaudited.

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

Below are presented income and expenses under related-party transactions for the three months ended 31 March 2021*:

Revenue Procurement of
services
and cost of
wages and
salaries
Interest income Interest expense
Parent
The Israel Land Development
Company Ltd.
80 - - -
80 - - -
Other related parties
Fenix Polska Sp. z o.o. - - 68 (73)
MLP FIN Spółka z ograniczoną
odpowiedzialnością Sp.k.
- - 2 -
- - 70 (73)
Key management personnel
RTK CONSULTING, Radosław T.
Krochta
- (145) - -
ROMI CONSULTING, Michael
Shapiro
- (132) - -
PROFART, Tomasz Zabost - (110) - -
PEOB, Marcin Dobieszewski - (70) - -
Other key management personnel - (243) - -
- (700) - -
Total 80 (700) 70 (73)

* Unaudited.

Fenix Polska Sp. z o.o. is related to the Group through Cajamarca Holland B.V., which as at 31 March 2021 held 100% of shares in Fenix Polska Sp. z o.o. and 56.98% of the Group's share capital.

24. 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.
  • 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.
  • 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 May 11th 2022, MLP Group S.A. redeemed the entire issue of Series A notes on maturity.

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.

24. 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.

24. 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.

25. Remuneration paid or due to members of management and supervisory bodies

for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Remuneration of the Management Board:
Radosław T. Krochta 841 145
Michael Shapiro 552 132
Tomasz Zabost 484 110
Marcin Dobieszewski 68 70
1 945 457
for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Remuneration of the Supervisory Board:
Remuneration and other benefits
Maciej Matusiak 12 12
Eytan Levy 12 12
Shimshon Marfogel 12 12
Guy Shapira 12 12
Piotr Chajderowski 12 12
Oded Setter 12 12
72 72
supervisory bodies Total remuneration paid or due to members of management and 2 017 529
for the three months ended 31 March
2022
(unaudited)
2021
(unaudited)
Other key management personnel:
Remuneration and other benefits 240 243
240 243
Total remuneration paid or due to members of management and
supervisory bodies and key management personnel
2 257 772

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.

26. Employees

for the three months ended 31 March 2022 2021
(unaudited) (unaudited)
Average headcount in period 32 26

Signed with qualified electronic signature.

Radosław T. Krochta Michael Shapiro President of the Management Board

Vice President of the Management

Tomasz Zabost Member of the Management Board

Maria Ratajczyk Signature of the person preparing the financial statements

Pruszków, 18 May 2022

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

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

In the three months ended 31 March 2022, there were no events related to issue, redemption and repayment of non-equity and equity securities other than those described in the condensed consolidated financial statements.

2. Management Board's position on published forecasts

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

3. Material achievements and failures in the three months ended 31 March 2022.

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

4. Seasonality and cyclicality

The Group's business is not seasonal or cyclical.

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

Segment Leased space
as at
31 December
2021
Space released by
tenants
by 31 March
20221)
New lease
contracts by
31 March 2022 1)
Net change
in period
Leased space
as at
31 March 2022
Poland 805 773 (18 853) 22 095 3 242 809 015
Germany 69 787 - (427) (427) 69 360
Austria - - - - -
Romania 18 587 (1 152) - (1 152) 17 435
894 147 (20 005) 21 668 1 663 895 810

Space leased as at 31 March 2022:

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

Apart from the information presented in these condensed consolidated financial statements for the three months ended 31 March 2022, there is no other information material for the assessment of the human resources, assets, financial condition and financial results of the Group or changes thereof, or for the assessment of the Group's ability to meet its liabilities or fulfil its obligations.

Leased space and vacant space as at 31 March 2022:

Logistics parks in
segments
Target
capacity (m2
)
Developed
space
(m²)
Space under
construction
and under
preparation
(m2
)
Pre-leased
space
– to
be
developed (m2
)
Leased space
– in existing
2
buildings (m
)
Increase/decrea
se on re
measurement of
space
Pre-leased
space
under
construction
(m²)
Existing vacant
space
(m²)
Leased space
as
%
of total
developed
space
and
space
under
construction
Developed
space
and
space
under
construction as
% of target
capacity
Poland 1 230 261 756 782 146 670 16 254 743 876 - 48 885 12 905 88% 73%
Germany 206 574 12 165 63 063 - 12 165 - 57 195 - 92% 36%
Austria 52 500 - - - - - - - 0% 0%
Romania 99 000 22 677 - - 17 435 - - 5 242 77% 23%
1 588 335 791 624 209 733 16 254 773 476 - 106 080 18 147 88% 63%

Leased space and vacant space as at 31 December 2021:

Logistics park Target
capacity (m2
)
Developed
space
(m²)
Space under
construction
and under
preparation
(m2
)
Pre-leased
space
– to
be
developed (m2
)
Leased space
– in existing
2
buildings (m
)
Increase/decrea
se on re
measurement of
space
Pre-leased
space
under
construction
(m²)
Existing vacant
space
(m²)
Leased space
as
%
of total
developed
space
and
space
under
construction
Developed
space
and
space
under
construction as
% of target
capacity
Poland 1 193 461 727 748 173 534 16 254 713 770 - 75 749 13 978 88% 76%
Germany 207 001 12 165 63 490 - 12 165 - 57 622 - 92% 37%
Austria 52 500 - - - - - - - 0% 0%
Romania 99 000 22 910 - - 18 587 - - 4 323 81% 23%
1 551 962 762 823 237 024 16 254 744 522 - 133 371 18 301 88% 64%

2 Space leased as at 31 March 2022, 31 December 2021 and 31 March 2021 (m )

The total space leased as at 31 March 2022 was 895,810 m 2 , having increased by 1,663 m 2 on 31 December 2021, and by 31,009 m 2 year on year.

Changes in leased space in the three months to 31 March 2022 are presented in Note 5 to the Group's consolidated quarterly report.

Net asset value (NAV) (PLN thousand)

As at 31 March 2022, the net asset value was PLN 1,878,918 thousand, having increased by 2.98% on 31 December 2021.

FFO (funds from operations), PLN thousand

As at 31 March 2022, funds from operations (FFO) were PLN 19,782 thousand, having increased by 29.92% on 31 March 2021.

Investment property (EUR thousand)

expenditure incurred in the period that increases the value of property at the reporting date (EUR thousand)

land reserve (EUR thousand)

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

The Group measures its property portfolio twice a year, i.e., as at 30 June and 31 December, unless there changes occur which require remeasurement. As at 31 March 2022, the Group maintained property valuations based on independent appraisers' reports prepared as at 31 December 2021. As at the end of the current reporting period, the carrying amount of the land reserve expressed in the Polish złoty was maintained (i.e., it was the same as the same amount as at 31 December 2021), while the other valuations of the properties denominated in the euro were translated at the mid rate quoted by the National Bank of Poland for 31 March 2021, and then remeasured to reflect the capital expenditure incurred in the period from 1 January to 31 March 2022.

For details on the value of investment property, see Note 10 to the interim condensed consolidated financial statements of the Group.

Apart from the information presented in these interim consolidated financial statements for the three months ended 31 March 2022, there is no other information material for the assessment of the human resources, assets, financial condition and financial results of the Group or changes thereof, or for the assessment of the Group's ability to meet its liabilities or fulfil its obligations.

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

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

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

Signed with qualified electronic signature.

Radosław T. Krochta President of the Management Board

Michael Shapiro Vice President of the Management

Tomasz Zabost Member of the Management Board

Pruszków, 18 May 2022

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

Condensed separate statement of profit or loss and other comprehensive

for the three months ended 31 March Note 2022
(unaudited)
2021
(unaudited)
Revenue
Other income
9. 3 271
1
5 226
25
Distribution costs and administrative expenses 10. (4 897) (4 014)
Other expenses (33) (277)
Operating profit/(loss) (1 658) 960
Finance income 11. 7 975 5 898
Finance costs 11. (3 980) (3 073)
Net finance income/(costs) 3 995 2 825
Profit/(loss) before tax 2 337 3 785
Income tax (455) (741)
Profit/(loss) from continuing operations 1 882 3 044
Profit/(loss) from discontinued operations - -
Net profit/(loss) 1 882 3 044
Net profit/(loss) attributable to:
Shareholders 1 882 3 044
Total comprehensive income 1 882 3 044
Comprehensive income attributable to:
Shareholders 1 882 3 044
Earnings per share
Earnings per ordinary share:
-
Basic earnings per share from continuing operations
0,09 0,15
Basic earnings per share from discontinued
-
- -
operations
-
Earnings per ordinary share
0,09 0,15
Diluted earnings per ordinary share:
-
Basic earnings per share from continuing operations
0,09 0,15
Basic earnings per share from discontinued
-
operations
- -
-
Earnings per ordinary share
0,09 0,15

Condensed separate statement of financial position

as at
Note
31 March
2022
(unaudited)
31 December
2021
Non-current assets
Intangible assets 41 79
Property, plant and equipment 193 206
Non-current financial assets in related entities 1. 123 460 123 450
Other long-term financial investments 2. 800 903 771 687
Deferred tax assets 2 391 2 846
Other long-term investments 799 938
Total non-current assets 927 787 899 206
Current assets
Short-term investments 3. 39 152 49 480
Income tax receivable 282 186
Trade and other receivables 4. 3 235 3 059
Cash and cash equivalents 5. 84 988 92 192
Current assets other than held for sale or distribution to owners 127 657 144 917
Total current assets 127 657 144 917
TOTAL ASSETS 1 055 444 1 044 123
Equity
Share capital 5 344 5 344
Share premium 304 025 304 025
Retained earnings, including: 105 839 103 957
Capital reserve 4 194 4 194
Statutory reserve funds 65 097 65 097
Profit (loss) brought forward 34 666 16 688
Net profit 1 882 17 978
Equity attributable to shareholders 415 208 413 326
Total equity 415 208 413 326
Non-current liabilities
Non-bank borrowings and other debt instruments 6.1 533 875 527 333
Total non-current liabilities 533 875 527 333
Current liabilities
Non-bank borrowings and other debt instruments 6.2 95 624 94 520
Employee benefit obligations 7. 5 880 4 432
Trade and other payables 8. 4 857 4 512
Current liabilities other than held for sale 106 361 103 464
Total current liabilities 106 361 103 464
Total liabilities 640 236 630 797
TOTAL EQUITY AND LIABILITIES 1 055 444 1 044 123

Condensed separate statement of cash flows

Note
za okres 3 miesięcy zakończony 31 March
2022 2021
(unaudited) (unaudited)
Cash flows from operating activities
Profit before tax 2 337 3 785
Total adjustments, including: (2 366) (1 607)
Depreciation and amortisation 52 25
Net interest (3 435) (1 800)
Exchange differences (822) (1 051)
Other 222 113
Change in receivables (176) 5 557
Change in current and other liabilities 1 793 (4 451)
Cash from operating activities (29) 2 178
Income tax paid/refunded (96) (4)
Net cash from operating activities (125) 2 174
Cash flows from investing activities
Interest received 1 058 1 437
Loans (47 341) (104 755)
Repayment of loans 30 039 94 300
Dividends received - 1 000
Proceeds from disposal of other investments in financial assets 10 246 18 000
Purchase of investment property, property, plant and equipment (1) (49)
and intangible assets
Acquisition of shares
(10) (5)
Cash from investing activities (6 009) 9 928
Cash flows from financing activities
Interest paid on bonds (2 477) (2 562)
Cash from financing activities (2 477) (2 562)
Total cash flows, net of exchange differences (8 611) 9 540
Effect of exchange differences on cash and cash equivalents 1 407 379
Total cash flows (7 204) 9 919
Cash and cash equivalents at beginning of period 92 192 6 468
Cash and cash equivalents at end of period
5.
84 988 16 387

Condensed separate statement of changes in equity

Share
capital
Share premium Retained
earnings
Total equity
attributable to
owners of the
Company
Total
equity
Equity as at 1 January 2022 5 344 304 025 103 957 413 326 413 326
Comprehensive income:
Net profit/(loss)* - - 1 882 1 882 1 882
Comprehensive income for the year
ended 31 March 2022*
- - 1 882 1 882 1 882
Changes in equity* - - 1 882 1 882 1 882
Equity as at 31 March 2022* 5 344 304 025 105 839 415 208 415 208
Share
capital
Share premium Retained
earnings
Total equity
attributable to
owners of the
Company
Total
equity
Equity as at 1 January 2021 4 931 180 853 85 979 271 763 271 763
Comprehensive income:
Net profit/(loss)* - - 3 044 3 044 3 044
Comprehensive income for the year
ended 31 March 2021*
- - 3 044 3 044 3 044
Changes in equity* - - 3 044 3 044 3 044
Equity as at 31 March 2021* 4 931 180 853 89 023 274 807 274 807

* Unaudited.

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

1. Non-current financial assets in related entities

1. 1 Shares

The Company holds shares in the following subsidiaries:

Parent's direct and indirect
interest in
Parent's direct and indirect
interest in
voting rights
share capital
Entity Country of
registration
31 March
2022
31 December
2021
31 March
2022
31 December
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%
MLP Business Park Berlin I GP
sp. z o.o.
Poland 100% 100% 100% 100%
Entity 31 March
2022
31 December
2021
31 March
2022
31 December
2021
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 Schwäbisch Gmünd GP Sp. z o.o.
Poland 100% - 100% 0%
2)
MLP Schwäbisch Gmünd LP Sp. z o.o.
Poland 100% - 100% 0%

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 21 March 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.

as at 31 March
2022
(unaudited)
31 December
2021
Gross amount at beginning of period 123 450 123 420
Acquisition of shares in MLP Business Park Wien GmbH - -
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 Schwäbisch Gmünd GP Sp. z o.o. 5 -
Acquisition of shares in 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

MLP Group S.A. Group Consolidated report for the three months ended 31 March 2022 Quarterly financial information of MLP Group S.A. (all data in PLN thousand, unless stated otherwise)

2. Long-term investments

31 March 31 December
as at 2022 2021
(unaudited)
Other long-term investments 2 728 2 728
Long-term loans to related entities 798 175 768 959
Total long-term investments 800 903 771 687

3. Short-term investments

31 March 31 December
as at 2022 2021
(unaudited)
Money fund units 39 152 49 480
Total short-term investments 39 152 49 480

4. Trade and other receivables

31 March 31 December
as at 2022 2021
(unaudited)
Trade receivables from related entities 1 835 1 662
Trade receivables from other entities 8 38
Taxes and social security receivable 33 108
Prepayments and accrued income 1 322 1 212
Other 37 39
Trade and other receivables 3 235 3 059
Income tax receivable 282 186
Short-term receivables 3 517 3 245

5. Cash and cash equivalents

as at 31 March
2022
(unaudited)
31 December
2021
Cash in hand 8 6
Cash at banks 84 790 92 186
Cash in transit 190 -
Cash and cash equivalents in the condensed statement of financial
position
84 988 92 192
Cash and cash equivalents in the condensed statement of cash flows 84 988 92 192

6. Borrowings, other debt instruments and other liabilities

6. 1 Non-current liabilities

31 March 31 December
as at 2022
(unaudited)
2021
Non-bank borrowings from related entities 184 937 182 378
Bonds 348 938 344 955
Non-current liabilities under non-bank borrowings and other debt
instruments
533 875 527 333

6. 2 Current liabilities

31 March 31 December
as at 2022
(unaudited)
2021
Bonds 95 624 94 520
Current liabilities under non-bank borrowings and other debt
instruments
95 624 94 520

7. Employee benefit obligations

31 March 31 December
as at 2022
(unaudited)
2021
Special accounts 157 157
Provision for bonuses 5 723 4 275
5 880 4 432

8. Trade and other payables

as at 31 March
2022
(unaudited)
31 December
2021
Trade payables to other entities 714 393
Taxes and social security payable 236 134
Accrued expenses 3 905 3 977
Investment commitments, security deposits and other obligations 2 8
Trade and other payables 4 857 4 512

9. Revenue

for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Property management
Project management
Advisory services
Recharge of services
1 388
192
1 397
294
1 208
199
1 708
231
Revenue from development contract1) - 1 880
Total revenue 3 271 5 226
- including from related entities 3 262 3 338

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 fixed-price contract, of PLN 1,880 thousand. The asset was recognised in the Polish segment and was accounted for in 2021.

10. Distribution costs and administrative expenses

for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Depreciation and amortisation (52) (25)
Materials and consumables used (60) (97)
Services (2 309) (3 052)
Taxes and charges (56) (81)
Wages and salaries (2 151) (591)
Social security and other employee benefits (170) (128)
Other expenses by nature (99) (40)
Distribution costs and administrative expenses (4 897) (4 014)

Distribution costs and administrative expenses for the three months ended 31 March 2022 were PLN 4,897 thousand. In most part they included costs of servicing and maintenance of income-generating investment properties owned by the subsidiaries, and costs of advisory services. The Company recovers these amounts by issuing invoices for managing the properties.

Cost of services in the first quarter of 2021 included costs of the development project carried out at MLP Group S.A. of PLN 1,505 thousand.

11. Finance income and costs

for the three months ended 31 March 2022 2021
Interest on loans to related entities 7 113 4 757
Interest on bank deposits - 7
Net exchange differences 822 1 134
Revenue from investment fund units 40 -
Total finance income 7 975 5 898
Interest expense on non-bank
borrowings from related entities
(1 169) -
(779)
Interest on bonds (2 549) (2 178)
Other finance costs (262) (116)
Total finance costs (3 980) (3 073)

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

For more information on finance income and expenses of related entities, see Note 12.3 to the quarterly financial information of MLP Group S.A.

12. Related-party transactions

12. 1 Trade and other receivables and payables

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

* Unaudited. Trade
and other
receivables
Trade
and other
payables 1)
Parent
The Israel Land Development Company Ltd. 8 -
Other related parties
MLP Pruszków I Sp. z o.o.
305 -
MLP Pruszków II Sp. z o.o. 82 -
MLP Pruszków III Sp. z o.o. 168 -
MLP Pruszków IV Sp. z o.o.
97 -
MLP Pruszków V Sp. z o.o. 57 -
MLP Poznań Sp. z o.o. 39 -
MLP Poznań II Sp. z o.o. 33 -
MLP Lublin Sp. z o.o. 126 -
MLP Teresin Sp. z o.o. 64 -
Feniks Obrót Sp. z o.o. 47 -
MLP Wrocław Sp. z o.o. 100 -
MLP Czeladź Sp z o.o. 44 -
MLP Gliwice Sp. z o.o. 112 -
MLP Business Park Poznań Sp. z o.o. 74 -
MLP Bieruń I Sp. z o.o. 19 -
MLP Business Park Berlin I LP Sp. z o.o. 2 -
MLP Poznań West II Sp. z o.o. 77 -
MLP Wrocław West Sp. z o.o. 19 -
MLP Łódź II Sp. z o.o. 73 -
MLP Poznań East Sp. z o.o. 1 -
MLP Pruszków VI Sp. z o.o. 1 -
MLP Idstein GP Sp. z o.o 1 -
MLP Idstein LP Sp. z o.o. 1 -
MLP Bucharest West SRL 268 -
MLP Germany Management GmbH 3 -
MLP Business Park Berlin I sp. z o.o. & Co. KG 13 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG 1 -
1 827 -
Total 1 835 -

1) Trade and other payables do not include the remuneration of key management personnel and sharebased payments disclosed in Note 13.

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

Trade and other
receivables
Trade and other
payables1)
Parent
The Israel Land Development Company Ltd. 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. 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 -
1 619 -
Total 1 662 -

MLP Group S.A. Group Consolidated report for the three months ended 31 March 2022 Quarterly financial information of MLP Group S.A. (all data in PLN thousand, unless stated otherwise)

12. 2 Loans and non-bank borrowings

* Unaudited. Loans Non-bank
borrowings
Other related parties
MLP Pruszków I Sp. z o.o. - 157 796
MLP Pruszków II Sp. z o.o. 15 459 -
MLP Pruszków III Sp. z o.o. 10 614 -
MLP Pruszków IV Sp. z o.o. 7 024 -
MLP Pruszków V Sp. z o.o. 23 457 -
MLP Poznań Sp. z o.o. 4 029 -
MLP Poznań II Sp. z o.o. 177 5
MLP Czeladź Sp z o.o. 18 403 -
MLP Gliwice Sp. z o.o. 10 574 -
MLP Business Park Poznań Sp. z o.o. 38 873 -
MLP Temp Sp. z o.o. - 15 240
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - 11 866
MLP Bieruń Sp. z o.o. - 30
MLP Bieruń I Sp. z o.o. 3 562 -
MLP FIN Sp. z o.o. 103 -
MLP Poznań West II Sp. z o.o. 86 398 -
MLP Bucharest West Sp. z o.o. 22 119 -
MLP Dortmund LP Sp. z o.o. 86 -
MLP Dortmund GP Sp. z o.o. 67 -
MLP Wrocław West Sp. z o.o. 74 988 -
MLP Łódź II Sp. z o.o. 71 952 -
MLP Poznań East Sp. z o.o. 12 983 -
MLP Pruszków VI Sp. z o.o. 17 275 -
MLP Business Park Berlin I GP Sp. z o.o. 43 -
MLP Schwalmtal LP Sp. z o.o. 50 -
MLP Schwalmtal GP Sp. z o.o. 43 -
MLP Wrocław West I Sp. z o.o. 41 -
MLP Gelsenkirchen GP Sp. z o.o. 41 -
MLP Gelsenkirchen LP Sp. z o.o. 41 -
MLP Gorzów Sp. z o.o. 305 -
MLP Idstein LP Sp. z o.o. 5 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG 65 705 -
MLP Bucharest West SRL 22 531 -
MLP Germany Management GmbH 7 274 -
MLP Schwalmtal Sp. z o.o. & Co. KG 8 712 -
MLP Business Park Berlin I sp. z o.o. & Co. KG 94 788 -
MLP Business Park Wien GmbH 73 670 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG 65 389 -
MLP Idstein Sp. z o.o. & Co. KG 31 852 -
MLP FIN Sp. z o.o. Spółka Komandytowa 90 -
Fenix Polska Sp. z o.o. 9 452
798 175
-
184 937

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

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 -
MLP FIN Sp. z o.o. 102 -
MLP Poznań West II Sp. z o.o. 106 818 -
MLP Bucharest West Sp. z o.o. 21 775 -
MLP Dortmund LP Sp. z o.o. 85 -
MLP Dortmund GP Sp. z o.o. 66 -
MLP Wrocław West Sp. z o.o. 73 788 -
MLP Łódź II Sp. z o.o. 61 936 -
MLP Poznań East Sp. z o.o. 2 349 -
MLP Pruszków VI Sp. z o.o. 17 019 -
MLP Business Park Berlin I GP Sp. z o.o. 42 -
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 Logistic Park Germany 1 Sp. z o.o. & Co. KG 64 490 -
MLP Bucharest West SRL 22 119 -
MLP Germany Management GmbH 5 075 -
MLP Schwalmtal Sp. z o.o. & Co. KG 8 406 -
MLP Business Park Berlin I sp. z o.o. & Co. KG 87 009 -
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 -
MLP FIN Sp. z o.o. Spółka Komandytowa 89 -
Fenix Polska Sp. z o.o. 9 327 -
Total 768 959 182 378

12. 3 Income and expenses

Below are presented income and expenses under related-party transactions for the three months ended 31 March 2022*:

* Unaudited. Other finance
Sale of services Interest income income
The Israel Land Development Company Ltd. 46 - -
Other related parties
MLP Pruszków I Sp. z o.o. 711 - -
MLP Pruszków II Sp. z o.o. 162 105 -
MLP Pruszków III Sp. z o.o. 358 76 -
MLP Pruszków IV Sp. z o.o. 226 56 -
MLP Pruszków V Sp. z o.o. 133 238 -
MLP Poznań Sp. z o.o. 79 33 -
MLP Poznań II Sp. z o.o. 70 2 -
MLP Lublin Sp. z o.o. 277 - -
MLP Teresin Sp. z o.o. 133 - -
Feniks Obrót Sp. z o.o. 110 - -
MLP Wrocław Sp. z o.o. 288 - -
MLP Czeladź Sp z o.o. 76 128 -
MLP Gliwice Sp. z o.o. 249 96 -
MLP Business Park Poznań Sp. z o.o. 60 438 -
MLP Bieruń I Sp. z o.o. 3 56 -
MLP FIN Sp. z o.o. - 1 -
MLP Business Park Berlin I LP Sp. z o.o. 2 - -
MLP Poznań West II Sp. z o.o. 154 1 004 -
MLP Bucharest West Sp. z o.o. - 179 -
MLP Dortmund LP Sp. z o.o. - 1 -
MLP Dortmund GP Sp. z o.o. - 1 -
MLP Wrocław West Sp. z o.o. 23 953 -
MLP Łódź II Sp. z o.o. 56 746 -
MLP Poznań East Sp. z o.o. 4 113 -
MLP Pruszków VI Sp. z o.o. - 256 -
MLP Business Park Berlin I GP Sp. z o.o. - 1 -
MLP Schwalmtal LP Sp. z o.o. - 1 -
MLP Schwalmtal GP Sp. z o.o. - 1 -
MLP Wrocław West I Sp. z o.o. - 1 -
MLP Gelsenkirchen GP Sp. z o.o. - 1 -
MLP Gelsenkirchen LP Sp. z o.o. - 1 -
MLP Gorzów Sp. z o.o. - 5 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG - 468 -
MLP Bucharest West SRL 42 157 -
MLP Germany Management GmbH - 46 -
MLP Schwalmtal Sp. z o.o. & Co. KG - 68 -
MLP Business Park Berlin I sp. z o.o. & Co. KG - 628 -
MLP Business Park Wien GmbH - 626 -
MLP Gelsenkirchen Sp. z o.o. & Co. KG - 408 -

MLP Group S.A. Group Consolidated report for the three months ended 31 March 2022 Quarterly financial information of MLP Group S.A. (all data in PLN thousand, unless stated otherwise)

* Unaudited. Sale of services Interest income Other finance
income
MLP Idstein Sp. z o.o. & Co. KG - 196 -
MLP FIN Sp. z o.o. Spółka Komandytowa - 1 -
Fenix Polska Sp. z o.o. - 22 -
3 216 7 113 -
Total income 3 262 7 113 -
Procurement of
services
and cost of
wages and
salaries
Interest expense
Other related parties
MLP Pruszków I Sp. z o.o. (12) (1 018)
MLP Teresin Sp. z o.o. (2) -
MLP Wrocław Sp. z o.o. (1) -
MLP Gliwice Sp. z o.o. (1) -
MLP Temp Sp. z o.o. - (36)
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - (115)
MLP Poznań West II Sp. z o.o. (3) -
(19) (1 169)
Procurement of
services
and cost of
wages and
Interest expense
Key management personnel
ROMI CONSULTING, Michael Shapiro (543) -
RTK CONSULTING, Radosław T. Krochta (727) -
PROFART, Tomasz Zabost (400) -
Other key management personnel (153) -
(1 823) -
Total expenses (1 842) (1 169)

Below are presented income and expenses under related-party transactions for the three months ended 31 March 2021*:

* Unaudited. Other finance
Sale of services Interest income income
The Israel Land Development Company Ltd. 80 - -
80 - -
Other related parties
MLP Pruszków I Sp. z o.o. 629 - -
MLP Pruszków II Sp. z o.o. 160 361 -
MLP Pruszków III Sp. z o.o. 325 74 -
MLP Pruszków IV Sp. z o.o. 207 55 -
MLP Pruszków V Sp. z o.o. 128 169 -
MLP Poznań Sp. z o.o. 89 29 -
MLP Poznań II Sp. z o.o. 65 1 -
MLP Lublin Sp. z o.o. 152 154 -
MLP Teresin Sp. z o.o. 76 32 -
Feniks Obrót Sp. z o.o. 40 - -
MLP Wrocław Sp. z o.o. 109 96 -
MLP Czeladź Sp z o.o. 57 123 -
MLP Gliwice Sp. z o.o. 100 216 -
MLP Property Sp. z.o.o. - 1 -
MLP Business Park Poznań Sp. z o.o. 102 160 -
MLP Temp Sp. z o.o. - 1 -
MLP Bieruń Sp. z o.o. - 1 -
MLP Bieruń I Sp. z o.o. 1 46 -
MLP Sp. z o.o. - 1 -
MLP FIN Sp. z o.o. - 2 -
LOKAFOP 201 Sp. z o.o. - 1 -
MLP Business Park Berlin I LP Sp. z o.o. 2 - -
MLP Poznań West II Sp. z o.o. 939 479 -
MLP Bucharest West Sp. z o.o. - 177 -
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 Wrocław West Sp. z o.o. 30 421 -
MLP Łódź II Sp. z o.o. 14 236 -
MLP Pruszków VI Sp. z o.o. - 75 -
MLP Logistic Park Germany 1 Sp. z o.o. & Co. KG 3 294 -
MLP Bucharest West SRL 30 289 -
MLP Germany Management GmbH - 18 -
MLP Schwalmtal Sp. z o.o. & Co. KG - 60 -
MLP Business Park Berlin I sp. z o.o. & Co. KG - 474 -
MLP Business Park Wien GmbH - 673 -
Fenix Polska Sp. z o.o. - 35 -
3 258 4 757 -
Total income 3 338 4 757 -
Procurement of
services
and cost of
wages and
salaries
Interest expense
Other related parties
MLP Pruszków I Sp. z o.o. (13) (699)
MLP Teresin Sp. z o.o. (1) -
MLP Wrocław Sp. z o.o. (1) -
MLP Gliwice Sp. z o.o. (1) -
MLP Temp Sp. z o.o. - (35)
LOKAFOP 201 Spółka z ograniczoną odpowiedzialnością SKA - (45)
MLP Łódź II Sp. z o.o. (2) -
(18) (779)
Procurement of
services
and cost of
wages and
Interest expense
Key management personnel
ROMI CONSULTING, Michael Shapiro (123) -
RTK CONSULTING, Radosław T. Krochta (31) -
PROFART, Tomasz Zabost (26) -
Other key management personnel (156) -
(336) -
Total expenses (354) (779)

13. Remuneration paid or due to members of management and supervisory bodies of the Group companies

for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Remuneration of the Management Board:
Remuneration and other benefits:
Radosław T. Krochta 727 31
Michael Shapiro 543 123
Tomasz Zabost 400 26
1 670 180
Remuneration of the Supervisory Board:
Remuneration and other benefits
Maciej Matusiak 12 12
Eytan Levy 12 12
Shimshon Marfogel 12 12
Guy Shapira 12 12
Piotr Chajderowski 12 12
Oded Setter 12 12
72 72
Total remuneration paid or due to members 1 742
252
of the Company's management and supervisory bodies
for the three months ended 31 March 2022
(unaudited)
2021
(unaudited)
Other key management personnel:
Remuneration and other benefits 153 156
153 156
Remuneration paid or due to members of the Company's
management and supervisory bodies and key management
personnel
1 895 408

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

14. Employees

as at 31 March 2022 2021
(unaudited) (unaudited)
Number of employees 20 18

Signed with qualified electronic signature.

Radosław T. Krochta President of the Management

Michael Shapiro Vice President of the Management

Tomasz Zabost Member of the Management

Maria Ratajczyk Signature of the person preparing the financial statements

Pruszków, 18 May 2022

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