Interim / Quarterly Report • Aug 10, 2023
Interim / Quarterly Report
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UNAUDITED CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS for the six-month period ended 30 June 2023
H1-2023
CTP N.V. Apollolaan 151 1077 AR Amsterdam The Netherlands
CTP's industrial and logistics portfolio—the CTPark Network—is the cornerstone of a resilient European supply chain. The CTPark Network is the largest integrated network of premium business parks in continental Europe, with over 400 locations, stretching from the North Sea to the Black Sea. CTP has grouped its areas of operation into three market categories, as described below.
CTP's Core Markets are the Czech Republic, Romania, Hungary, and Slovakia. CTP is the market leader in these countries, and the majority of its portfolio is located in its Core Markets, including the Company's largest parks—CTPark Bucharest West and CTPark Bucharest East in Romania, and CTPark Brno and CTPark Bor in the Czech Republic.
In recent years, CTP has diversified its portfolio and successfully executed its tenant-led expansion into the three new key Growth Markets of Serbia, Bulgaria, and Poland, where the Company plans to become a prominent player in the medium term.
CTP's access to international capital markets has facilitated its market entry in Austria and the Netherlands, as well its strategic acquisition to enter Germany. These Western European Markets enable the Company to service its tenants from the North Sea to the Black Sea, along all main European transit routes, and to grow with them.
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Management report 3 Condensed consolidated interim statement of profit and loss and other comprehensive income 9 Condensed consolidated interim statement of financial position 10 Condensed consolidated interim statement of changes in equity 11 Condensed consolidated interim statement of cash flows 12 Notes to the condensed consolidated interim financial statements 13 1. General information 13 2. Segment reporting 14 3. Changes in the Group structure 19 4. Gross rental income 22 5. Property operating expenses 22 6. Employee benefits 23 7. Other expenses (including administrative expenses) 23 8. Interest expense 24 9. Other financial expenses 24 10. Other financial gains/losses 24 11. Income tax expense 25 12. Investment property 25 13. Investment property under development 27 14. Equity 27 15. Earnings per share 30 16. Non-controlling interest 31 17. Interest-bearing loans and borrowings from financial institutions 32 18. Bonds issued 35 19. Derivative financial instruments 37 20. Deferred tax 38 21. Related parties 39 22. Contingent liabilities 40 23. Subsequent events 41 Appendices 42
Invite reminder: Capital Markets Day September 20 / 21 in Brno, CZ
CTP N.V. (CTPNV.AS), ("CTP", the "Group" or the "Company") recorded in H1-2023 Net Rental Income of €268.3 million, up 26.8% y-o-y, and like-for-like rental growth of 7.5%, mainly driven by indexation and reversion on renegotiations and expiring leases. The contracted revenues for the next 12 months stood at €654 million as at 30 June 2023.
CTP's expected Yield-on-Cost ("YoC") for the 1.8 million sqm of projects under construction increased to an industry-leading 10.6% from 10.1% at year-end 2022. The Group's standing portfolio grew to 11.0 million sqm of GLA owned as at 30 June 2023, while the Gross Asset Value ("GAV") increased by 8.2% to €12.4 billion. EPRA NTA per share increased by 7.4% to €14.84.
Company specific adjusted EPRA earnings increased by 25.4% to €158.1 million. CTP's Company specific adjusted EPRA EPS amounted to €0.36, on track to reach CTP's guidance of €0.72 for 2023.
| In € million | H1-2023 | H1-2022 | % Increase |
|---|---|---|---|
| Net Rental Income | 268.3 | 211.5 | +26.8% |
| Net valuation result on investment property | 417.2 | 499.0 | -16.4% |
| Profit for the period | 469.6 | 490.2 | -4.2% |
| Company specific adjusted EPRA earnings | 158.1 | 126.0 | +25.4% |
| In € | H1-2023 | H1-2022 | |
|---|---|---|---|
| Company specific adjusted EPRA EPS | 0.36 | 0.30 | +20.5% |
| In € million | 30 June 2023 | 31 Dec. 2022 | % Increase |
|---|---|---|---|
| Investment Property ("IP") | 10,992.7 | 10,124.2 | +8.6% |
| Investment Property under Development ("IPuD") | 1,247.9 | 1,193.3 | +4.6% |
| 30 June 2023 | 31 Dec. 2022 | % Increase | |
|---|---|---|---|
| EPRA NTA per share | €14.84 | €13.81 | +7.4% |
| Expected YoC of projects under construction | 10.6% | 10.1% | |
| LTV | 45.9% | 45.4% |
In H1-2023, CTP signed leases for 850,000 sqm, with contracted annual rental income of €56 million, and an average monthly rent per sqm of €5.47 (H1-2022: €4.88).
| Average monthly rent leases signed per sqm | Q1 | Q2 | H1 |
|---|---|---|---|
| 2022 | €4.87 | €4.88 | €4.88 |
| 2023 | €5.31 | €5.56 | €5.47 |
| Increase | +9% | +14% | +12% |
Nearly two-thirds of those leases were with existing tenants, in line with CTP's business model of growing with existing tenants in existing parks.
Some of the main leasing deals included a 54,000 sqm prolongation with TD Synnex a leading distributor and solutions aggregator for IT ecosystems, 52,000 sqm with Taiwan headquartered Inventec, which produces computers, notebooks, servers and other IoT devices and 28,000 sqm with a German automotive firm which develops electrified drive technologies, all in the Czech Republic. 27,000 sqm with Titan X, a global supplier of cooling systems for commercial vehicle manufacturers, 25,000 sqm with a German renewable energy developer and service provider and 25,000 sqm with TRUMPF Huettinger, a global manufacturer of power supplies for plasma coating, induction heating, and laser excitation processes, all in Poland. In Romania, CTP signed a lease agreement of 18,500 sqm with a retail company distributing sport apparel.
Leveraging these drivers allowed CTP to increase its average market share in the Czech Republic, Romania, Hungary, and Slovakia from 27.8% at year-end 2022, to 28.0% as at H1-2023 and it remains the largest owner of industrial and logistics real estate assets in those markets. The Group is also the market leader in Serbia and Bulgaria.
With over 1,000 clients, CTP has a wide and diversified international tenant base, consisting of blue-chip companies with strong credit ratings. CTP's tenants represent a broad range of industries, including manufacturing, high-tech/IT, automotive, and e-commerce, retail, wholesale, and third-party logistics. This tenant base is highly diversified, with no single tenant accounting for more than 2.5% of its annual rent roll, which leads to a stable income stream. CTP's top 50 tenants only account for 33.3% of its rent roll and most are in multiple CTParks.
The Company's occupancy came to 93%1 , this slight decrease compared to 31 December 2022 (94%) is primarily due to the delivery of CTPark Amsterdam City. The Group's client retention rate remains strong at 92% (H1-2022: 91%) and demonstrates CTP's ability to leverage long-standing client relationships. The portfolio WAULT stood at 6.5 years (H1-2022: 6.4 years), in line with the Company's target of >6 years.
Rent collection level stood at 99.8% in H1-2023 (FY-2022: 99.7%), with no deterioration in payment profile.
Rental income amounted to €280.4 million, up 21.7% y-o-y on an absolute basis. On a like-for-like basis, rental income grew 7.5%, mainly driven by indexation and reversion on renegotiations and expiring leases.
The Group has put measures in place to limit service charge leakage, especially in Czech Republic and Germany, which resulted in the improvement of the Net Rental Income to Rental Income ratio from 92% in H1-2022 to 96% in H1-2023. Consequently, the Net Rental Income increased 26.8% y-o-y.
An increasing proportion of the rental income generated by CTP's investment portfolio benefits from inflation protection. Since end-2019, all the Group's new lease agreements include a double indexation clause, which calculates annual rental increases as the higher of:
1 Excluding CTPark Amsterdam City: 94%.
2 With a mix of local and EU-27 / Eurozone CPI.
As at 30 June 2023, 58% of income generated by the Group's portfolio includes this double indexation clause, and the Group is on track to increase this to around 70% by the end of 2023.
The reversionary potential at H1-2023 stood at 14.1%. New leases have been signed continuously above ERV's, illustrating continued strong market rental growth and supporting valuations.
The contracted revenues for the next 12 months stood at €654 million as at 30 June 2023, increasing 21.5% y-o-y, showcasing the strong cash flow generation of CTP's investment portfolio.
CTP continued its disciplined investment in its highly profitable pipeline.
In H1-2023, the Group completed 413,000 sqm of GLA (H1-2022: 157,000 sqm). Excluding CTPark Amsterdam City, which was acquired during the construction, the developments were delivered at a YoC of 10.4%, 85% let and will generate contracted annual rental income of €16.0 million, with another €2.6 million to come when these reach full occupancy.
The main own-built deliveries during H1 were: 51,000 sqm in CTPark Vienna East in Austria (fully leased to amongst others DHL, Frigologo, Quick Service Logistics, Toyota, Schachinger), 47,000 sqm in CTPark Warsaw South in Poland (leased to amongst others Fiege), 41,000 sqm in CTPark Sofia West in Bulgaria (leased to Lidl) and 25,000 in CTPark Brno Líšeň (leased to amongst others Bufab, Stannah Stairlifts, Swiss Automotive Group and Dr. Max).
The Group also delivered the 120,000 sqm inner-city development CTPark Amsterdam City, the first XXL multi-story logistics building in the Netherlands. The park, including the 6MWp roof-top solar, has an ERV of €17 – 18 million, which is above the underwriting, and is currently 25% (pre-)let. The Group expects to be nearly fully let over the course of 2024. The park has obtained a BREEAM excellent rating and a A+++++ energy label, the highest available, supporting clients to realise their ESG targets.
While average construction costs in 2022 were around €550 per sqm, CTP expects those to drop below €500 per sqm in 2023, in part thanks to CTP's in-house construction and procurement teams. This decline in construction costs, together with continued rental growth driven by strong occupier demand and low vacancies, has allowed CTP to increase its YoC target to 11% for new construction, an industry-leading level, supported by CTP's unique park model and in-house construction and procurement expertise.
At the end of H1-2023, the Group had 1.8 million sqm of buildings under construction with a potential rental income of €133 million and an expected YoC of 10.6%. CTP has a long track record of delivering sustainable growth through its tenant-led development in its existing parks. 65% of the Group's projects under construction are in existing parks, while 28% are in new parks which have the potential to be developed to more than 100,000 sqm of GLA. Planned 2023 deliveries are 56% pre-let3 and CTP expects to reach 80%-90% pre-letting at delivery, in line with historical performance. As CTP acts in most markets as general contractor, it is fully in control of the process and timing of deliveries, allowing the Company to speed-up or slowdown depending on tenant demand, while also offering tenants flexibility in terms of building requirements.
In Poland, the Group signed in total of more than 190,000 sqm of (pre-)lettings and has more than 40,000 sqm under advanced negotiations. The supply of new industrial & logistics space in Poland is estimated to decrease by up to 40% between 2022 and 2024, while the market has seen a record net absorption of 4.2 million sqm in 2022 and rent increases of up to 30%. This continued in H1-2023, with net absorption of almost 2.0 million sqm, and CTP is well positioned to benefit from those trends.
In 2023 the Group is targeting the delivery of least 1 million sqm – and more if demand remains robust. The 196,000 sqm of leases that are currently signed for future projects, which haven't started yet, are a clear illustration of continued occupier demand.
3 Excluding Poland, where the Group has more speculative developments in new parks as part of its market entry.
CTP's landbank amounted to 20.7 million sqm as at 30 June 2023 (31 December 2022: 20.3 million sqm), which allows the Company to reach its target of 20 million sqm GLA by the end of the decade. The landbank was roughly stable compared to 31 December 2022, with the Group focusing on mobilising the existing landbank to maximise returns, while maintaining disciplined capital allocation in landbank replenishment. 62% of the landbank is located within CTP's existing parks, while 27% is in or is adjacent to new parks which have the potential to grow to more than 100,000 sqm. 19% of the landbank was comprised of options, while the remaining 81% was owned and accordingly reflected in the balance sheet.
CTP is on track with its expansion plan for the roll-out of photovoltaic systems over the course of 2023. With an average cost of ~€750,000 per MWp, the Group targets a YoC of 15% for these investments.
CTP's sustainability ambition goes hand in hand with more and more tenants requesting photovoltaic systems, as they provide them with i) improved energy security, ii) a lower cost of occupancy, iii) compliance with increased regulation and / or their clients requirements and iv) the ability to fulfil their own ESG ambitions.
Investment Property ("IP") valuation increased from €10.1 billion as at 31 December 2022 to €11.0 billion as at 30 June 2023, driven by, among other factors, the €406 million transfer of completed projects from Investment Property under Development ("IPuD") to IP, a €252 million net revaluation result, €103 million of standing assets acquisitions, and €50 million of landbank acquisitions.
IPuD increased by 4.6% to €1.2 billion as at 30 June 2023, mainly driven by progress on developments, while the projects under construction increased from 1.7 million sqm of GLA at year-end 2022 to 1.8 million sqm of GLA at the end of H1-2023. The cost to complete the current pipeline amounts to €676 million.
GAV increased to €12.4 billion as at 30 June 2023, up 8.2% compared to 31 December 2022.
On a like-for-like basis CTP saw a positive revaluation of 0.4% in the first half of 2023, consisting of a yield impact of -4.8%, fully offset by the impact of increased ERVs and others of +5.2%. The like-for-like ERV growth amounted to 6.3%.
CTP expects further positive ERV growth on the back of continued tenant demand, which is positively impacted by the secular growth drivers in the CEE region. Especially since CEE rental levels remain affordable, as despite the strong growth seen, they have started from significantly lower absolute levels than in Western European countries.
The revisionary yield increased 30bps in the first half of the year, bringing it to from 6.8% as at 31 December 2022 to 7.1% as at 30 June 2023. The yield widening was mainly driven by the Czech Republic, Slovakia, and Hungary, while countries like Romania, Serbia and Bulgaria saw less yield widening, as the yields in those countries were already higher.
The gross portfolio yield stood at 6.6% on 30 June 2023. With the larger yield movements in Western European markets, the yield differential between CEE and Western European logistics is back to the long-term average. CTP expects the yield differential to decrease further, driven by the higher growth expectations for the CEE region.
The H1-2023 revaluation of €417.2 million was mainly driven by a revaluation of IPuD (€165.6 million), standing assets including the stabilization of 2023 deliveries (€191.2 million), and landbank (€62.3 million).
EPRA NTA per share increased from €13.81 as at 31 December 2022 to €14.84 as at 30 June 2023, representing an increase of 7.4%. The increase is mainly driven by the revaluation (+€0.94) and Company specific adjusted EPRA EPS (+€0.36), but was partly offset by the dividend (-€0.24) and others (-€0.03).
In line with its proactive and prudent approach, the Group benefits from a solid liquidity position to fund its growth ambitions, with a fixed cost of debt and conservative repayment profile.
During the second quarter of 2023, the Group demonstrated its continued good access to - and the depth of - the bank lending market, signing in May the first €280 million tranche of a five-year and seven-year unsecured facility with a consortium of international financial institutions at a fixed all-in cost of 4.7%4.
In August CTP also signed:
Year-to-date the Group has raised €811 million, of which €480 million is unsecured and €331 million secured.
The bank lending market - both secured and unsecured - remains more attractive than the bond market, with pricing reflecting CTP's long-term reliable and growing cash flows.
The Group's liquidity position pro-forma for the facilities signed in August stood at €1.5 billion, comprised of €991 million of cash and cash equivalents, and an undrawn RCF of €500 million.
Furthermore, a material amount of additional loan facilities have been agreed to prefund 2024 developments as well as H1-2025 maturities.
CTP's average cost of debt stood at 1.8% (31 December 2022: 1.5%), with 99.4% of the debt fixed or hedged until maturity. The average debt maturity came to 5.3 years (31 December 2022: 5.7 years).
The Group's first material upcoming maturity is a €400 million bond in Q4-2023, which will be repaid from available cash reserves (€991 million pro-forma). Following this, the next material debt maturity is not until mid-2025.
CTP's LTV came to 45.9% (31 December 2022: 45.4%), just above the Company's target of an LTV between 40%-45%. CTP expects the LTV at year-end 2023 to be around 45%, when the revaluations of the developments under construction are booked. The Group deems this to be an appropriate level, given its higher gross portfolio yield, which stood at 6.6% as at 30 June 2023. The higher yielding assets lead to a healthy level of cash flow leverage that is also reflected in the forward-looking Interest Coverage Ratio of 5.0x (31 December 2022: 5.6x) and normalised Net Debt to EBITDA of 9.5x (31 December 2022: 9.6x)
The Group had 67% unsecured debt and 33% secured debt as at 30 June 2023, with ample headroom under its covenants to increase the amount of secured debt, which is offered at more attractive rates than the bond market in the current environment.
| 30 June 2023 | Covenant | |
|---|---|---|
| Secured Debt Test | 15.8% | 40% |
| Unencumbered Asset Test | 187.5% | 125% |
| Interest Cover Ratio | 4.3x | 1.5x |
On 3 August 2023, Moody's confirmed CTP's Baa3 rating with a stable outlook.
4 Includes effect of hedging.
Leasing dynamics remain strong, with robust occupier demand, low vacancy across CTP's markets, and decreasing new supply leading to continued rental growth.
CTP is well positioned to benefit from these trends. The Group's pipeline is highly profitable and tenant led. The YoC for CTP's pipeline increased to 10.6%, while the target for new projects is 11%, thanks to decreasing construction costs and rental growth. The next stage of growth is built in and financed, with 1.8 million sqm under construction as at 30 June 2023 and the target to deliver at least 1 million sqm in 2023 – and more if demand remains robust.
CTP's robust capital structure, disciplined financial policy, strong credit market access, industry-leading landbank, in-house construction expertise and deep tenant relations allow CTP to deliver on its targets, with the Group being on track to reach 20 million sqm of GLA and €1 billion rental income before the end of the decade.
The Group confirms its €0.72 Company specific adjusted EPRA EPS guidance for 2023.
CTP announces an interim dividend of €0.25 per ordinary share, an increase of 14% compared to H1-2022, and which represents a pay-out of 70% of the Company specific adjusted EPRA EPS, in line with the Group's 70% - 80% dividend policy pay-out ratio. The default is a scrip dividend, but shareholders can opt for payment of the dividend in cash.
| Action | Date |
|---|---|
| Ex-dividend 2023 interim dividend | 14 August 2023 |
| Record date 2023 interim dividend | 15 August 2023 |
| Start election period scrip or cash 2023 interim dividend | 16 August 2023 |
| End election period 2023 interim dividend | 29 August 2023 (including) |
| Payment 2023 interim dividend | 4 September |
| Capital Markets Day | 20-21 September 2023 |
| 2023 Third quarter results | 9 November 2023 |
Remon Vos (CEO) Richard Wilkinson (CFO)
Amsterdam, 9 August 2023
Over the period
| In EUR million | Note 1.1.2023 – 30.6.2023 |
1.1.2022 – 30.6.2022 | |||||
|---|---|---|---|---|---|---|---|
| Revenues | Attributable external expenses |
Revenuess | Attributable external expenses |
||||
| Rental income | 4 | 280.4 | 230.5 | ||||
| Service charge income | 4 | 29.1 | 23.9 | ||||
| Property operating expenses | 5 | -41.2 | -42.9 | ||||
| Net rental income | 268.3 | 211.5 | |||||
| Hotel operating revenue | 10.0 | 7.2 | |||||
| Hotel operating expenses | -7.4 | -6.0 | |||||
| Net operating income from hotel operations | 2.6 | 1.2 | |||||
| Income from development activities | 7.1 | 23.2 | |||||
| Expenses from development activities | -5.1 | -17.4 | |||||
| Net income from development activities | 2.0 | 5.8 | |||||
| Total revenues | 326.6 | 284.8 | |||||
| Total attributable external expenses | -53.7 | -66.3 | |||||
| Gross profit | 272.9 | 218.5 | |||||
| Net valuation result on investment property | 417.2 | 499.0 | |||||
| Other income | 8.6 | 4.4 | |||||
| Amortization and depreciation | -6.1 | -5.0 | |||||
| Employee benefits | 6 | -25.5 | -21.6 | ||||
| Impairment of financial assets | -0.5 | 0.4 | |||||
| Other expenses | 7 | -29.6 | -35.2 | ||||
| Net other income/expenses | -53.1 | -57.0 | |||||
| Profit/loss before finance costs | 637.0 | 660.5 | |||||
| Interest income | 7.0 | 2.2 | |||||
| Interest expense | 8 | -59.8 | -40.4 | ||||
| Other financial expenses | 9 | -3.1 | -14.9 | ||||
| Other financial gains/losses | 10 | 1.0 | 2.6 | ||||
| Net finance costs | -54.9 | -50.5 | |||||
| Profit/loss before income tax | 582.1 | 610.0 | |||||
| Income tax expense | 11 | -112.5 | -119.8 | ||||
| Profit for the period | 469.6 | 490.2 | |||||
| Other comprehensive income | |||||||
| Items that will never be reclassified to profit and loss | |||||||
| Revaluation of PPE net of tax | 6.3 | -0.6 | |||||
| Items that are or may be reclassified to profit and loss | |||||||
| Cash flow hedge - effective portion of changes in fair value net of tax | 0.1 | -- | |||||
| Foreign currency translation differences net of tax | -2.9 | -1.6 | |||||
| Total other comprehensive income net of tax | 3.5 | -2.2 | |||||
| Total comprehensive income for the period | 473.1 | 488.0 | |||||
| Profit attributable to: | |||||||
| Non-controlling interests | -- | -6.1 | |||||
| Equity holders of the Company | 469.6 | 496.3 | |||||
| Total comprehensive income attributable to: | |||||||
| Non-controlling interests | -- | -6.1 | |||||
| Equity holders of the Company | 473.1 | 494.1 | |||||
| Earnings per share | |||||||
| Basic earnings per share | 15 | 1.06 | 1.16 | ||||
| Diluted earnings per share | 15 | 1.06 | 1.16 | ||||
| In EUR million | Note | 30 June 2023 | 31 December 2022 |
|---|---|---|---|
| Assets | |||
| Investment property | 12 | 10,992.7 | 10,124.2 |
| Investment property under development | 13 | 1,247.9 | 1,193.3 |
| Property, plant and equipment | 187.1 | 168.9 | |
| Intangible assets | 4.9 | 3.5 | |
| Trade and other receivables | 26.2 | 18.0 | |
| Derivative financial instruments | 19 | 8.0 | 9.2 |
| Financial investments | 0.5 | 0.5 | |
| Long-term receivables from related parties | 21 | 42.1 | 45.2 |
| Deferred tax assets | 20 | 13.8 | 17.9 |
| Total non-current assets | 12,523.2 | 11,580.7 | |
| Trade and other receivables | 247.0 | 235.6 | |
| Short-term receivables from related parties | 21 | 0.3 | 0.3 |
| Derivative financial instruments | 19 | 44.5 | 41.9 |
| Contract assets | 6.2 | 3.4 | |
| Current income tax receivable | 9.4 | 6.2 | |
| Cash and cash equivalents | 687.6 | 660.6 | |
| Total current assets | 995.0 | 948.0 | |
| Total assets | 13,518.2 | 12,528.7 | |
| Issued capital | 14 | 71.4 | 71.1 |
| Translation reserve | 14 | 1.6 | 4.5 |
| Share premium | 14 | 2,948.3 | 3,024.5 |
| Cash flow hedge reserve | 14 | 23.8 | 23.7 |
| Retained earnings | 2,612.0 | 2,142.3 | |
| Revaluation reserve | 24.7 | 18.4 | |
| Total equity attributable to owners of the Company | 5,681.8 | 5,284.5 | |
| Non-controlling interest | 16 | -- | -- |
| Total equity | 5,681.8 | 5,284.5 | |
| Liabilities Interest-bearing loans and borrowings from financial institutions |
17 | 2,379.7 | 1,868.1 |
| Bonds issued | 18 | 3,566.2 | 3,563.8 |
| Trade and other payables | 110.2 | 104.0 | |
| Derivative financial instruments | 19 | 2.2 | 2.0 |
| Deferred tax liabilities | 20 | 1,004.7 | 913.9 |
| Total non-current liabilities | 7,063.0 | 6,451.8 | |
| Interest-bearing loans and borrowings from financial institutions | 17 | 30.1 | 24.7 |
| Bonds issued | 18 | 420.5 | 417.6 |
| Trade and other payables | 291.2 | 320.9 | |
| Derivative financial instruments | 19 | 14.2 | 12.7 |
| Current income tax payables | 17.4 | 16.5 | |
| Total current liabilities | 773.4 | 792.4 | |
| Total liabilities | 7,836.4 | 7,244.2 | |
| Total equity and liabilities | 13,518.2 | 12,528.7 |
| In EUR million | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| 1.1.2023 - 30.6.2023 | capital Issued |
Translation reserve |
premium Share |
Cash flow reserve hedge |
Revaluation reserve |
Retained earnings |
attributable Total equity to parent |
controlling interest Non |
equity Total |
| Balance at 1 January 2023 | 71.1 | 4.5 | 3,024.5 | 23.7 | 18.4 | 2,142.3 | 5,284.5 | -- | 5,284.5 |
| Comprehensive income for the period | |||||||||
| Profit for period | -- | -- | -- | -- | -- | 469.6 | 469.6 | -- | 469.6 |
| Other comprehensive income | |||||||||
| Revaluation of Property, plant and equipment |
-- | -- | -- | -- | 6.3 | -- | 6.3 | -- | 6.3 |
| Cash-flow hedge | -- | -- | -- | 0.1 | -- | -- | 0.1 | -- | 0.1 |
| Foreign currency translation differences | -- | -2.9 | -- | -- | -- | -- | -2.9 | -- | -2.9 |
| Comprehensive income for the period | -- | -2.9 | -- | 0.1 | 6.3 | 469.6 | 473.1 | -- | 473.1 |
| Other movements | |||||||||
| Dividends | 0.3 | -- | -76.2 | -- | -- | -- | -75.9 | -- | -75.9 |
| Other | -- | -- | -- | -- | -- | 0.1 | 0.1 | -- | 0.1 |
| Total other movements | 0.3 | -- | -76.2 | -- | -- | 0.1 | -75.8 | -- | -75.8 |
| Balance at 30 June 2023 | 71.4 | 1.6 | 2,948.3 | 23.8 | 24.7 | 2,612.0 | 5,681.8 | -- | 5,681.8 |
| 1.1.2022 – 30.6.2022 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Issued capital |
Translation reserve |
premium Share |
Cash flow reserve hedge |
Revaluation reserve |
Retained earnings |
attributable Total equity to parent |
controlling interest Non |
equity Total |
|
| Balance at 1 January 2022 | 64.1 | 10.7 | 2,662.0 | -- | 19.2 | 1,350.9 | 4,106.9 | -- | 4,106.9 |
| Comprehensive income for the period | |||||||||
| Profit for period | -- | -- | -- | -- | -- | 496.3 | 496.3 | -6.1 | 490.2 |
| Other comprehensive income | |||||||||
| Revaluation of Property, plant and equipment |
-- | -- | -- | -- | -0.6 | -- | -0.6 | -- | -0.6 |
| Foreign currency translation differences | -- | -1.6 | -- | -- | -- | -- | -1.6 | -- | -1.6 |
| Comprehensive income for the period | -- | -1.6 | -- | -- | -0.6 | 496.3 | 494.1 | -6.1 | 488.0 |
| Other movements | |||||||||
| Share issuance | 5.2 | -- | 397.4 | -- | -- | -- | 402.6 | -- | 402.6 |
| Acquisition of NCI | -- | -- | -- | -- | -- | -- | -- | 97.5 | 97.5 |
| Dividends | 0.1 | -- | -68.0 | -- | -- | -- | -67.9 | -- | -67.9 |
| Total other movements | 5.3 | -- | 329.4 | -- | -- | -- | 334.7 | 97.5 | 432.2 |
| Balance at 30 June 2022 | 69.4 | 9.1 | 2,991.4 | -- | 18.6 | 1,847.2 | 4,935.7 | 91.4 | 5,027.1 |
| Over the period | |||
|---|---|---|---|
| In EUR million | Note | 1.1.2023 – 30.6.2023 | 1.1.2022 – 30.6.2022 |
| Operating activities | |||
| Net result for the period | 469.6 | 490.2 | |
| Adjustments for: | |||
| Net valuation result on investment property | -417.2 | -499.0 | |
| Amortisation and depreciation | 7.0 | 5.9 | |
| Net interest expense | 52.8 | 38.2 | |
| Change in fair value of derivatives and associated closeout costs | 10 | 0.8 | -2.7 |
| Other changes | -0.5 | 0.4 | |
| Change in foreign currency rates | -1.1 | 5.9 | |
| Income tax expense | 11 | 112.5 | 119.8 |
| Operating profit before changes in working capital | 223.9 | 158.7 | |
| Decrease/increase(-) in trade and other receivables and other items | -14.1 | 25.1 | |
| Increase/decrease(-) in trade and other payables and other items | -37.2 | -7.3 | |
| Decrease/increase(-) in contract assets | -2.8 | 2.8 | |
| Cash generated from operations | -54.1 | 20.6 | |
| Interest paid | -49.5 | -27.9 | |
| Interest received | 6.2 | -0.3 | |
| Income taxes paid | -25.2 | -25.9 | |
| Cash flows from operating activities | 101.3 | 125.2 | |
| Investment activities | |||
| Acquisition of investment property | -55.6 | -37.5 | |
| Acquisition of PPE and intangible assets | -19.0 | -5.8 | |
| Advances paid for IPto and PPE | -11.6 | -2.5 | |
| Proceeds from disposal of IP and PPE | -- | 12.7 | |
| Loans and borrowings provided to related parties | -0.1 | -1.5 | |
| Proceeds from loans and borrowings provided to related parties | 4.0 | -- | |
| Proceeds from loans and borrowings provided to third parties | 4.1 | 4.6 | |
| Acquisition of subsidiaries, net of cash acquired | -40.1 | -70.8 | |
| Pre-acquisition loans and borrowings provided to acquired subsidiaries | -29.5 | -67.5 | |
| Proceeds from disposal of subsidiaries, net of cash disposed | 3.7 | -- | |
| Development of investment property | -344.9 | -451.0 | |
| Cash flows used in investing activities | -489.0 | -619.3 | |
| Financing activities Bonds issued |
-- | 695.2 | |
| Repayment of interest-bearing loans and borrowings/bonds | 17 | -13.2 | -434.5 |
| Proceeds from interest-bearing loans and borrowings | 17 | 508.3 | 54.0 |
| Transaction costs related to loans and borrowings/bonds issued | 17 | -6.8 | 0.8 |
| Dividends paid Payment of lease liabilities |
14, 17 17 |
-75.9 -1.8 |
-67.9 -0.6 |
| Cash flows from/used in financing activities | 410.6 | 247.0 | |
| Cash and cash equivalents at 1 January | 660.6 | 892.8 | |
| Net increase/decrease(-) in cash and cash equivalents | 22.9 | -247.1 | |
| Change in foreign currency rates | 4.1 | -5.4 | |
| Cash and cash equivalents at 30 June | 687.6 | 640.3 |
1. GENERAL INFORMATION
CTP N.V. (the Company) is a Dutch-based real estate investor and developer, which develops and leases a portfolio of properties in Western Europe and Central and Eastern Europe (CEE).
These condensed consolidated interim financial statements comprise the Company and its subsidiaries (collectively referred to as the "Group" or "CTP Group" or "CTP" and individually as "Group companies").
Refer to Note 3 of condensed consolidated interim financial statements for a list of significant Group changes in six-month period ended 30 June 2023.
These financial statements cover the six-month period of the year 2023, which ended at the balance sheet date of 30 June 2023.
CTP is a full-service commercial real estate developer managing and delivering custom-built, high-tech business parks in CEE and Western Europe.
The visiting address of CTP N.V. is Apollolaan 151, 1077 AR Amsterdam, the Netherlands. The corporate seat of the Company was approved on Annual General Meeting held on 26 April 2022 and changed from Utrecht to Amsterdam, the Netherlands.
RSIN number: 860528091 Registration number: 76158233
CTP N.V. was incorporated on 21 October 2019 for an unlimited period. In March 2021, the Company's shares were issued on the Amsterdam Stock Exchange (EURONEXT) and CTP has changed its legal form from B.V. to N.V.
| Shareholders | Number of shares |
Share in registered capital |
Share in voting rights |
|---|---|---|---|
| CTP Holding B.V. | 336,990,138 | 75.50% | 75.50% |
| Individual shareholders | 109,331,513 | 24.50% | 24.50% |
| 446,321,651 | 100.00% | 100.00% |
The ultimate controlling party of the Group is Mr. Remon Vos via immediate parent company Multivest B.V.
| Executive directors: | Non-executive directors: |
|---|---|
| Remon L. Vos | Susanne Eickermann-Riepe |
| Richard J. Wilkinson | Barbara Knoflach |
| Gerard van Kesteren | |
| Pavel Trenka |
The principal operation of the Group is the lease of investment property in Western, Central and Eastern Europe, and development in these countries. The Group manages its activities based on geographical segmentation, as business activities are the same in each region where the Group operates.
The Group's principal activities are in the following operating segments: the Czech Republic, Romania, Hungary, Slovakia, the Netherlands, Germany, Other geographical segments.
| Segment | Segment description |
|---|---|
| Czech Republic | Industrial property, offices, retail, hotels, other |
| Romania | Industrial property |
| Hungary | Industrial property, offices |
| Slovakia | Industrial property, offices |
| Netherlands | Industrial property |
| Germany | Industrial property, offices |
| Other | Segments which do not meet criteria for separate segment reporting recognition |
| In EUR million | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Czech Republic | Hungary | Romania | Slovakia | Netherlands | Germany | Other | Segments Total |
Intersegment eliminations |
Total | |
| Rental income | 126.0 | 29.2 | 48.7 | 20.5 | 3.2 | 35.4 | 17.4 | 280.4 | -- | 280.4 |
| Service charge income | 19.3 | 3.7 | 5.8 | 2.4 | 0.7 | 5.5 | 1.2 | 38.6 | -9.5 | 29.1 |
| Property operating expenses | -11.4 | -3.9 | -6.0 | -2.5 | -0.2 | -12.8 | -4.4 | -41.2 | -- | -41.2 |
| Net rental income | 133.9 | 29.0 | 48.5 | 20.4 | 3.7 | 28.1 | 14.2 | 277.8 | -9.5 | 268.3 |
| Hotel operating revenue | 10.0 | -- | -- | -- | -- | -- | -- | 10.0 | -- | 10.0 |
| Hotel operating expenses | -7.4 | -- | -- | -- | -- | -- | -- | -7.4 | -- | -7.4 |
| Net operating income from hotel operations | 2.6 | -- | -- | -- | -- | -- | -- | 2.6 | -- | 2.6 |
| Income from development activities | 4.7 | 0.2 | 0.3 | -- | -- | -- | 1.9 | 7.1 | -- | 7.1 |
| Expenses from development activities | -3.3 | -0.1 | -0.2 | -- | -- | -- | -1.5 | -5.1 | -- | -5.1 |
| Net income from development activities | 1.4 | 0.1 | 0.1 | -- | -- | -- | 0.4 | 2.0 | -- | 2.0 |
| Total revenues | 160.0 | 33.1 | 54.8 | 22.9 | 3.9 | 40.9 | 20.5 | 336.1 | -9.5 | 326.6 |
| Total attributable external expenses | -22.1 | -4.0 | -6.2 | -2.5 | -0.2 | -12.8 | -5.9 | -53.7 | -- | -53.7 |
| Gross profit/loss(-) Net valuation result on investment property |
137.9 120.5 |
29.1 18.6 |
48.6 106.5 |
20.4 44.9 |
3.7 9.7 |
28.1 22.2 |
14.6 94.8 |
282.4 417.2 |
-9.5 -- |
272.9 417.2 |
| Other income | 7.7 | 0.1 | 0.3 | 0.2 | 0.5 | 0.2 | -- | 9.0 | -0.4 | 8.6 |
| Amortization and depreciation | -4.7 | -0.2 | -0.3 | -0.1 | -0.1 | -0.3 | -0.4 | -6.1 | -- | -6.1 |
| Employee benefits | -11.2 | -1.9 | -2.5 | -1.4 | -2.6 | -1.7 | -4.2 | -25.5 | -- | -25.5 |
| Impairment of financial assets | 0.6 | -- | -- | -- | -- | -1.1 | -- | -0.5 | -- | -0.5 |
| Other expenses | -14.5 | -4.7 | -3.4 | -1.9 | -5.7 | -3.6 | -5.6 | -39.4 | 9.8 | -29.6 |
| Net other income/expenses(-) | -22.1 | -6.7 | -5.9 | -3.2 | -7.9 | -6.5 | -10.2 | -62.5 | 9.4 | -53.1 |
| Profit/loss(-) before finance costs | 236.3 | 41.0 | 149.2 | 62.1 | 5.5 | 43.8 | 99.2 | 637.1 | -0.1 | 637.0 |
| Interest income | 9.1 | 0.8 | 0.1 | 0.4 | 62.2 | 0.5 | 0.3 | 73.4 | -66.4 | 7.0 |
| Interest expense | -32.7 | -9.3 | -20.1 | -3.9 | -42.9 | -3.8 | -13.6 | -126.3 | 66.5 | -59.8 |
| Other financial expenses | -0.4 | -0.1 | -- | -- | -2.4 | -- | -0.2 | -3.1 | -- | -3.1 |
| Other financial gains/losses(-) | -8.5 | -37.2 | 0.6 | -- | 45.7 | -- | 0.4 | 1.0 | -- | 1.0 |
| Net finance costs | -32.5 | -45.8 | -19.4 | -3.5 | 62.6 | -3.3 | -13.1 | -55.0 | 0.1 | -54.9 |
| Profit/loss(-) before income tax | 203.8 | -4.8 | 129.8 | 58.6 | 68.1 | 40.5 | 86.1 | 582.1 | -- | 582.1 |
| Income tax expense | -38.7 | 0.4 | -20.8 | -12.5 | -17.5 | -8.9 | -14.5 | -112.5 | -- | -112.5 |
| Profit/loss(-) for the period | 165.1 | -4.4 | 109.0 | 46.1 | 50.6 | 31.6 | 71.6 | 469.6 | -- | 469.6 |
| Profit/loss(-) attributable to: | ||||||||||
| Non-controlling interests | -- | -- | -- | -- | -- | -- | -- | -- | -- | -- |
| Equity holders of the Company | 165.1 | -4.4 | 109.0 | 46.1 | 50.6 | 31.6 | 71.6 | 469.6 | -- | 469.6 |
| In EUR million | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Czech Republic | Hungary | Romania | Slovakia | Netherlands | Germany | Other | Segments Total |
Intersegment eliminations |
Total | |
| Assets | ||||||||||
| Investment property | 5,238.3 | 986.1 | 1,760.3 | 715.1 | 466.0 | 958.3 | 868.6 | 10,992.7 | -- | 10,992.7 |
| Investment property under development | 380.7 | 113.6 | 79.5 | 99.5 | 0.1 | 17.6 | 556.9 | 1,247.9 | -- | 1,247.9 |
| Property, plant and equipment | 145.8 | 4.7 | 14.1 | 2.4 | 13.9 | 3.4 | 2.8 | 187.1 | -- | 187.1 |
| Intangible assets | 4.7 | -- | -- | -- | 0.2 | -- | -- | 4.9 | -- | 4.9 |
| Trade and other receivables | 14.2 | 2.1 | 0.8 | 1.5 | -- | -- | 7.6 | 26.2 | -- | 26.2 |
| Derivative financial instruments | -- | 2.6 | -- | -- | 4.0 | 1.4 | -- | 8.0 | -- | 8.0 |
| Financial investments | 641.3 | -- | -- | -- | 1,714.0 | -- | -- | 2,355.3 | -2,354.8 | 0.5 |
| Long-term receivables from related parties |
-- | -- | -- | -- | 3,795.5 | -- | -- | 3,795.5 | -3,753.4 | 42.1 |
| Deferred tax assets | 6.0 | 2.0 | 0.4 | -- | 1.8 | 1.4 | 2.2 | 13.8 | -- | 13.8 |
| Total non-current assets | 6,431.0 | 1,111.1 | 1,855.1 | 818.5 | 5,995.5 | 982.1 | 1,438.1 | 18,631.4 | -6,108.2 | 12,523.2 |
| Trade and other receivables | 55.7 | 22.3 | 46.1 | 12.5 | 7.0 | 18.2 | 85.2 | 247.0 | -- | 247.0 |
| Short-term receivables from related parties |
0.2 | 71.1 | -- | -- | 58.2 | -- | -- | 129.5 | -129.2 | 0.3 |
| Derivative financial instruments | -- | 2.1 | -- | -- | 42.2 | 0.2 | -- | 44.5 | -- | 44.5 |
| Contract assets | 6.2 | -- | -- | -- | -- | -- | -- | 6.2 | -- | 6.2 |
| Current income tax receivable | 6.3 | 0.5 | 0.6 | 0.1 | 0.1 | 0.1 | 1.7 | 9.4 | -- | 9.4 |
| Cash and cash equivalents | 45.4 | 40.1 | 19.6 | 5.4 | 500.3 | 45.1 | 31.7 | 687.6 | -- | 687.6 |
| Total current assets | 113.8 | 136.1 | 66.3 | 18.0 | 607.8 | 63.6 | 118.6 | 1,124.2 | -129.2 | 995.0 |
| Total assets | 6,544.8 | 1,247.2 | 1,921.4 | 836.5 | 6,603.3 | 1,045.7 | 1,556.7 | 19,755.6 | -6,237.4 | 13,518.2 |
| Total equity | 3,666.4 | 519.7 | 669.7 | 375.5 | 1,738.6 | 633.3 | 433.4 | 8,036.6 | -2,354.8 | 5,681.8 |
| Liabilities | ||||||||||
| Interest-bearing loans and borrowings from financial institutions |
1,168.8 | 54.2 | 23.6 | 109.5 | 839.5 | 155.7 | 28.4 | 2,379.7 | -- | 2,379.7 |
| Bonds issued | -- | -- | -- | -- | 3,546.5 | 19.7 | -- | 3,566.2 | -- | 3,566.2 |
| Trade and other payables | 39.5 | 11.8 | 9.4 | 1.8 | 12.8 | 31.0 | 3.9 | 110.2 | -- | 110.2 |
| Long-term payables to related parties | 771.8 | 603.2 | 1,068.7 | 250.7 | -- | 141.7 | 917.3 | 3,753.4 | -3,753.4 | -- |
| Derivative financial instruments | -- | -- | -- | -- | 0.4 | 1.8 | -- | 2.2 | -- | 2.2 |
| Deferred tax liabilities | 718.3 | 34.3 | 99.9 | 66.8 | 19.7 | 10.0 | 55.7 | 1,004.7 | -- | 1,004.7 |
| Total non-current liabilities | 2,698.4 | 703.5 | 1,201.6 | 428.8 | 4,418.9 | 359.9 | 1,005.3 | 10,816.4 | -3,753.4 | 7,063.0 |
| Interest-bearing loans and borrowings from financial institutions |
12.4 | 2.8 | 2.1 | -- | -- | 12.4 | 0.4 | 30.1 | -- | 30.1 |
| Bonds issued | -- | -- | -- | -- | 420.5 | -- | -- | 420.5 | -- | 420.5 |
| Trade and other payables | 116.9 | 15.6 | 21.0 | 27.7 | 8.1 | 29.3 | 72.6 | 291.2 | -- | 291.2 |
| Short-term payables to related parties | 47.3 | 4.7 | 25.9 | 3.9 | -- | 2.8 | 44.6 | 129.2 | -129.2 | -- |
| Derivative financial instruments | -- | -- | -- | -- | 13.6 | 0.6 | -- | 14.2 | -- | 14.2 |
| Current income tax payables | 3.4 | 0.9 | 1.1 | 0.6 | 3.6 | 7.4 | 0.4 | 17.4 | -- | 17.4 |
| Total current liabilities | 180.0 | 24.0 | 50.1 | 32.2 | 445.8 | 52.5 | 118.0 | 902.6 | -129.2 | 773.4 |
| Total liabilities | 2,878.4 | 727.5 | 1,251.7 | 461.0 | 4,864.7 | 412.4 | 1,123.3 | 11,719.0 | -3,882.6 | 7,836.4 |
| Total equity and liabilities | 6,544.8 | 1,247.2 | 1,921.4 | 836.5 | 6,603.3 | 1,045.7 | 1,556.7 | 19,755.6 | -6,237.4 | 13,518.2 |
| In EUR million | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Czech Republic | Hungary | Romania | Slovakia | Netherlands | Germany | Other | Segments Total |
Intersegment eliminations |
Total | |
| Rental income | 112.6 | 23.7 | 39.6 | 18.0 | 1.1 | 26.9 | 8.6 | 230.5 | -- | 230.5 |
| Service charge income | 17.1 | 3.0 | 5.3 | 2.1 | 11.0 | 4.7 | 0.3 | 43.5 | -19.6 | 23.9 |
| Property operating expenses | -18.8 | -3.8 | -4.4 | -2.8 | -- | -11.5 | -1.6 | -42.9 | -- | -42.9 |
| Net rental income | 110.9 | 22.9 | 40.5 | 17.3 | 12.1 | 20.1 | 7.3 | 231.1 | -19.6 | 211.5 |
| Hotel operating revenue | 7.2 | -- | -- | -- | -- | -- | -- | 7.2 | -- | 7.2 |
| Hotel operating expenses | -6.0 | -- | -- | -- | -- | -- | -- | -6.0 | -- | -6.0 |
| Net operating income from hotel operations | 1.2 | -- | -- | -- | -- | -- | -- | 1.2 | -- | 1.2 |
| Income from development activities | 14.8 | 0.8 | 4.9 | -- | -- | -- | 2.7 | 23.2 | -- | 23.2 |
| Expenses from development activities | -11.2 | -0.6 | -3.6 | -- | -- | -- | -2.0 | -17.4 | -- | -17.4 |
| Net income from development activities | 3.6 | 0.2 | 1.3 | -- | -- | -- | 0.7 | 5.8 | -- | 5.8 |
| Total revenues | 151.7 | 27.5 | 49.8 | 20.1 | 12.1 | 31.6 | 11.6 | 304.4 | -19.6 | 284.8 |
| Total attributable external expenses | -36.0 | -4.4 | -8.0 | -2.8 | -- | -11.5 | -3.6 | -66.3 | -- | -66.3 |
| Gross profit/loss(-) | 115.7 | 23.1 | 41.8 | 17.3 | 12.1 | 20.1 | 8.0 | 238.1 | -19.6 | 218.5 |
| Net valuation result on investment property | 341.9 | 33.3 | 44.8 | 43.3 | 22.1 | -39.3 | 52.9 | 499.0 | -- | 499.0 |
| Other income | 3.7 | 0.1 | 0.1 | 0.1 | 0.3 | 0.2 | 0.2 | 4.7 | -0.3 | 4.4 |
| Amortization and depreciation | -4.1 | -0.1 | -0.2 | -0.1 | -- | -0.2 | -0.3 | -5.0 | -- | -5.0 |
| Employee benefits | -9.6 | -1.7 | -2.4 | -1.4 | -4.0 | -0.6 | -1.9 | -21.6 | -- | -21.6 |
| Impairment of financial assets | 0.5 | -- | -- | -- | -- | -0.1 | -- | 0.4 | -- | 0.4 |
| Other expenses | -15.7 | -2.3 | -4.6 | -1.6 | -19.9 | -7.9 | -3.1 | -55.1 | 19.9 | -35.2 |
| Net other income/expenses(-) | -25.2 | -4.0 | -7.1 | -3.0 | -23.6 | -8.6 | -5.1 | -76.6 | 19.6 | -57.0 |
| Net profit/loss(-) before finance costs | 432.4 | 52.4 | 79.5 | 57.6 | 10.6 | -27.8 | 55.8 | 660.5 | -- | 660.5 |
| Interest income | 3.9 | -- | 0.5 | 0.2 | 48.2 | 0.5 | -- | 53.3 | -51.1 | 2.2 |
| Interest expense | -24.8 | -7.3 | -14.7 | -3.4 | -28.1 | -7.3 | -5.9 | -91.5 | 51.1 | -40.4 |
| Other financial expenses | -0.3 | -0.1 | -0.1 | -0.2 | -13.1 | -1.0 | -0.1 | -14.9 | -- | -14.9 |
| Other financial gains/losses(-) | 2.0 | 37.1 | -0.2 | -- | -36.3 | -0.5 | 0.5 | 2.6 | -- | 2.6 |
| Net finance costs | -19.2 | 29.7 | -14.5 | -3.4 | -29.3 | -8.3 | -5.5 | -50.5 | -- | -50.5 |
| Profit/loss(-) before income tax | 413.2 | 82.1 | 65.0 | 54.2 | -18.7 | -36.1 | 50.3 | 610.0 | -- | 610.0 |
| Income tax expense | -82.8 | -9.0 | -11.2 | -11.9 | 3.7 | 7.4 | -16.0 | -119.8 | -- | -119.8 |
| Profit/loss(-) for the period | 330.4 | 73.1 | 53.8 | 42.3 | -15.0 | -28.7 | 34.3 | 490.2 | -- | 490.2 |
| Profit/loss(-) attributable to: | ||||||||||
| Non-controlling interests | -- | -- | -- | -- | -- | -6.1 | -- | -6.1 | -- | -6.1 |
| Equity holders of the Company | 330.4 | 73.1 | 53.8 | 42.3 | -15.0 | -22.6 | 34.3 | 496.3 | -- | 496.3 |
| In EUR million | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Czech Republic | Hungary | Romania | Slovakia | Netherlands | Germany | Other | Total Segments | Intersegment eliminations |
Total | |
| Assets | ||||||||||
| Investment property | 5,181.0 | 946.5 | 1,577.6 | 660.9 | 148.4 | 918.1 | 691.7 | 10,124.2 | -- | 10,124.2 |
| Investment property under development | 187.3 | 98.4 | 58.2 | 76.6 | 298.8 | 2.1 | 471.9 | 1,193.3 | -- | 1,193.3 |
| Property, plant and equipment | 146.8 | 4.7 | 8.8 | 2.1 | 1.3 | 3.3 | 1.9 | 168.9 | -- | 168.9 |
| Intangible assets | 3.3 | -- | -- | -- | 0.2 | -- | -- | 3.5 | -- | 3.5 |
| Trade and other receivables | 5.8 | 6.6 | 1.5 | 2.0 | -- | 0.2 | 1.9 | 18.0 | -- | 18.0 |
| Derivative financial instruments | -- | 3.3 | -- | -- | 4.3 | 1.6 | -- | 9.2 | -- | 9.2 |
| Financial investments | 578.2 | -- | -- | -- | 2,504.0 | -- | -- | 3,082.2 | -3,081.7 | 0.5 |
| Long-term receivables from related parties |
4.0 | -- | -- | -- | 3,841.9 | -- | -- | 3,845.9 | -3,800.7 | 45.2 |
| Deferred tax assets | 8.4 | 2.1 | -- | -- | 4.9 | -- | 2.5 | 17.9 | -- | 17.9 |
| Total non-current assets | 6,114.8 | 1,061.6 | 1,646.1 | 741.6 | 6,803.8 | 925.3 | 1,169.9 | 18,463.1 | -6,882.4 | 11,580.7 |
| Trade and other receivables Short-term receivables from related |
54.8 997.9 |
23.3 64.8 |
40.5 -- |
10.0 -- |
6.2 42.3 |
14.0 -- |
86.8 -- |
235.6 1,105.0 |
-- -1,104.7 |
235.6 0.3 |
| parties | ||||||||||
| Derivative financial instruments | -- | 1.9 | -- | -- | 39.8 | 0.2 | -- | 41.9 | -- | 41.9 |
| Contract assets | 2.6 | -- | 0.5 | -- | -- | -- | 0.3 | 3.4 | -- | 3.4 |
| Current income tax receivable | 4.5 | 0.2 | 0.7 | -- | -- | 0.1 | 0.7 | 6.2 | -- | 6.2 |
| Cash and cash equivalents | 62.7 | 38.3 | 17.3 | 7.1 | 476.5 | 33.9 | 24.8 | 660.6 | -- | 660.6 |
| Total current assets | 1,122.5 | 128.5 | 59.0 | 17.1 | 564.8 | 48.2 | 112.6 | 2,052.7 | -1,104.7 | 948.0 |
| Total assets | 7,237.3 | 1,190.1 | 1,705.1 | 758.7 | 7,368.6 | 973.5 | 1,282.5 | 20,515.8 | -7,987.1 | 12,528.7 |
| Total equity | 4,299.3 | 524.2 | 537.7 | 329.4 | 1,773.6 | 580.0 | 322.0 | 8,366.2 | -3,081.7 | 5,284.5 |
| Liabilities | ||||||||||
| Interest-bearing loans and borrowings from financial institutions |
977.4 | 55.6 | -- | 109.5 | 563.9 | 161.7 | -- | 1,868.1 | -- | 1,868.1 |
| Bond issued | -- | -- | -- | -- | 3,544.1 | 19.7 | -- | 3,563.8 | -- | 3,563.8 |
| Trade and other payables | 39.1 | 12.0 | 10.6 | 1.5 | 11.4 | 26.3 | 3.1 | 104.0 | -- | 104.0 |
| Long-term payables to related parties | 1,091.5 | 540.4 | 1,018.7 | 237.5 | -- | 113.9 | 798.7 | 3,800.7 | -3,800.7 | -- |
| Derivative financial instruments | -- | -- | -- | -- | -- | 2.0 | -- | 2.0 | -- | 2.0 |
| Deferred tax liabilities | 687.1 | 36.6 | 80.4 | 55.9 | 6.3 | 4.0 | 43.6 | 913.9 | -- | 913.9 |
| Total non-current liabilities | 2,795.1 | 644.6 | 1,109.7 | 404.4 | 4,125.7 | 327.6 | 845.4 | 10,252.5 | -3,800.7 | 6,451.8 |
| Interest-bearing loans and borrowings from financial institutions |
9.5 | 2.8 | -- | -- | 0.1 | 12.3 | -- | 24.7 | -- | 24.7 |
| Bonds issued | -- | -- | -- | -- | 417.2 | 0.4 | -- | 417.6 | -- | 417.6 |
| Trade and other payables | 119.2 | 15.2 | 35.0 | 21.0 | 9.8 | 47.8 | 72.9 | 320.9 | -- | 320.9 |
| Short-term payables to related parties | 10.8 | 1.9 | 21.3 | 3.1 | 1,028.1 | 1.7 | 37.8 | 1,104.7 | -1,104.7 | -- |
| Derivative financial instruments | -- | -- | -- | -- | 12.1 | 0.6 | -- | 12.7 | -- | 12.7 |
| Current income tax payables | 3.4 | 1.4 | 1.4 | 0.8 | 2.0 | 3.1 | 4.4 | 16.5 | -- | 16.5 |
| Total current liabilities | 142.9 | 21.3 | 57.7 | 24.9 | 1,469.3 | 65.9 | 115.1 | 1,897.1 | -1,104.7 | 792.4 |
| Total liabilities | 2,938.0 | 665.9 | 1,167.4 | 429.3 | 5,595.0 | 393.5 | 960.5 | 12,149.6 | -4,905.4 | 7,244.2 |
| Total equity and liabilities | 7,237.3 | 1,190.1 | 1,705.1 | 758.7 | 7,368.6 | 973.5 | 1,282.5 | 20,515.8 | -7,987.1 | 12,528.7 |
In six-month period ended 30 June 2023, the Group acquired the below-mentioned subsidiaries:
| Subsidiary | Country | Acquisition date |
|---|---|---|
| CTPark Ostrava Hrušov, spol. s r.o. (formerly H-Zone, s.r.o.) | Czech Republic | 31 January 2023 |
| BIMS PROPERTIES 2018 DOO DEČ | Serbia | 21 February 2023 |
| CTP Germany X GmbH (formerly Projektgesellschaft Rauentaler Strasse mbH) | Germany | 30 March 2023 |
| CTPark Pitesti East SRL (formerly Seebuca Immo SRL) | Romania | 29 March 2023 |
| CTPark Timisoara North SRL (formerly Seetimi SRL) | Romania | 29 March 2023 |
| CTPark Dragomiresti SRL (formerly Bati Carpath SRL) | Romania | 29 March 2023 |
These acquisitions impacted the Group's financial statements as follows:
| In EUR million | |||||
|---|---|---|---|---|---|
| Germany | Republic Czech |
Romania | Serbia | Total | |
| Investment property | 7.7 | 24.8 | 57.1 | 4.4 | 94.0 |
| Investment property under development | 1.4 | 12.4 | 0.4 | 3.1 | 17.3 |
| Cash and cash equivalents | 0.1 | 0.4 | 2.3 | -- | 2.8 |
| Trade and other receivables | -- | 1.0 | 0.1 | -- | 1.1 |
| Total assets | 9.2 | 38.6 | 59.9 | 7.5 | 115.2 |
| Interest-bearing loans and borrowings from financial institutions |
-- | -- | -27.1 | -- | -27.1 |
| Trade and other liabilities | -0.4 | -0.6 | -10.4 | -0.1 | -11.5 |
| Total liabilities | -0.4 | -0.6 | -37.5 | -0.1 | -38.6 |
| Non-controlling interest | -- | -- | -- | -- | -- |
| Net assets acquired | 8.8 | 38.0 | 22.4 | 7.4 | 76.6 |
| Consideration paid in cash* | -8.8 | -38.0 | -18.2 | -7.4 | -72.4 |
| Consideration not settled till period end | -- | -- | -4.2 | -- | -4.2 |
| Net cash inflow/outflow | -8.7 | -37.6 | -15.9 | -7.4 | -69.6 |
* Consideration paid includes also the loans and borrowings provided to acquired subsidiaries of EUR 29.5 million.
The acquisitions were recognised as a property asset acquisition, as acquired companies do not represent a business as defined by IFRS 3.
As at 30 June 2023, there were no significant changes within the Group.
In 2022, the Group acquired the following subsidiaries:
| Subsidiary | Country | Acquisition date |
|---|---|---|
| Deutsche Industrie Grundbesitz AG | Germany | 3 February 2022 |
| KONČINY SPV, s.r.o. | Czech Republic | 14 March 2022 |
| CTP Tau Poland sp. z o.o. (formerly Dafne 23 sp. z o.o) | Poland | 9 May 2022 |
| CTP Chi Poland sp. z o.o. (formerly 7R Projekt 37 sp. z o.o.) | Poland | 9 May 2022 |
| CTP Omega Poland sp. z o.o. (formerly 7R Projekt 31 sp. z o.o.) | Poland | 9 May 2022 |
| CTP Property Alpha Poland sp. z o.o. (formerly 7R Projekt 68 sp. z o.o.) | Poland | 9 May 2022 |
| CTP Property Beta Poland sp. z o.o. (formerly 7R Projekt 64 Sp. z o.o.) | Poland | 9 May 2022 |
| CTP Property Gamma Poland sp. z o.o. (formerly 7R Projekt 30 sp. z o.o.) | Poland | 9 May 2022 |
| CTPARK CHITILA SRL (formerly Eglast Investment SRL) | Romania | 20 May 2022 |
| CTPARK PITESTI SRL (formerly Dani Global Development SRL) | Romania | 20 May 2022 |
| CTP Property Delta Poland sp. z o.o. (formerly 7R Projekt 41 sp. z o.o.) | Poland | 7 June 2022 |
| CTP Property Epsilon Poland sp. z o.o. (formerly 7R Projekt 44 sp. z o.o.) | Poland | 14 June 2022 |
| Banovac projekat d.o.o. Beograd-Novi Beograd | Serbia | 5 July 2022 |
| CTPark Sofia Ring Road EOOD (formerly Transcapital Ring Road EOOD) | Bulgaria | 17 August 2022 |
| CTPark Sofia EOOD (formerly Transcapital Airport EOOD) | Bulgaria | 17 August 2022 |
| LEVANTE LOGISTICS DRUŠTVO SA OGRANIČENOM ODGOVORNŠĆU BEOGRAD | Serbia | 31 August 2022 |
| KRMELÍNSKÁ I, s.r.o. | Czech Republic | 30 September 2022 |
| CTP Property Eta Poland sp. z o.o. (formerly 7R Projekt 56 sp. z o.o.) | Poland | 20 October 2022 |
| CTP Property Zeta Poland sp. z o.o. (formerly 7R Projekt 24 sp. z o.o.) | Poland | 20 October 2022 |
These acquisitions impacted the Group's financial statements as follows:
| In EUR million | Grundbesitz AG Deutsche Industrie Germany |
Czech Republic | Poland | Romania | Serbia | Bulgaria | Total |
|---|---|---|---|---|---|---|---|
| Investment property | 850.3 | 8.8 | 111.6 | 12.4 | 1.0 | 62.0 | 1,046.1 |
| Investment property under development | -- | -- | 42.4 | -- | -- | 0.7 | 43.1 |
| Property, plant & equipment | 0.2 | -- | -- | -- | -- | -- | 0.2 |
| Intangible assets | 0.1 | -- | -- | -- | -- | -- | 0.1 |
| Cash and cash equivalents | 11.0 | -- | 2.9 | 0.6 | 0.1 | 1.1 | 15.7 |
| Deferred tax asset | -- | -- | -- | -- | -- | 0.1 | 0.1 |
| Financial derivatives | 0.1 | -- | -- | -- | -- | -- | 0.1 |
| Asset held for sale | 7.3 | -- | -- | -- | -- | -- | 7.3 |
| Trade and other receivables | 104.1 | -- | 13.6 | 0.1 | -- | 0.2 | 118.0 |
| Total assets | 973.1 | 8.8 | 170.5 | 13.1 | 1.1 | 64.1 | 1,230.7 |
| Interest-bearing loans and borrowings from financial institutions | -233.0 | -- | -- | -- | -- | -- | -233.0 |
| Bond issued | -140.0 | -- | -- | -- | -- | -- | -140.0 |
| Trade and other liabilities | -30.4 | -0.3 | -8.6 | -0.3 | -- | -0.9 | -40.5 |
| Total liabilities | -403.4 | -0.3 | -8.6 | -0.3 | -- | -0.9 | -413.5 |
| Non-controlling interest | -95.9 | -- | -- | -- | -- | -- | -95.9 |
| Net assets acquired | 473.8 | 8.5 | 161.9 | 12.8 | 1.1 | 63.2 | 721.3 |
| Consideration paid* | -77.6 | -8.5 | -159.9 | -12.8 | -1.1 | -63.2 | -323.1 |
| Consideration not settled till period end | -- | -- | -2.0 | -- | -- | -- | -2.0 |
| Consideration settled by shares of CTP N.V. | -396.2 | -- | -- | -- | -- | -- | -396.2 |
| Net cash outflow | -66.6 | -8.5 | -157.0 | -12.2 | -1.0 | -62.1 | -307.4 |
* Consideration paid includes also the loans and borrowings provided to acquired subsidiaries of EUR 194.8 million.
The acquisitions were recognised as a property asset acquisition, as acquired companies do not represent a business as defined by IFRS 3.
In 2022, the only significant acquisition was the acquisition of Deutsche Industrie REIT-AG in Germany, described in detail below.
Acquisition of Deutsche Industrie REIT-AG (subsequently renamed to Deutsche Industrie Grundbesitz AG)
On 28 January 2022, the Group received 98.17% shareholder support for its voluntary public takeover and delisting offer (the "Offer") for and contemplated merger with Deutsche Industrie REIT-AG (currently CTP Gemany B.V.) ("DIR").
The total number of DIR Shares tendered in the Offer was in aggregate 25,951,833 DIR Shares, corresponding to approximately 80.90% of the outstanding share capital in DIR.
Closing and settlement of the Offer, in which CTP offered either a cash consideration of EUR 17.12 or a share consideration of 1.25 shares in the share capital of CTP (the "CTP Shares") for each tendered DIR Share (the "Share Consideration"), took place on 3 February 2022. During the acceptance period, a total of 25,937,060 tendered DIR Shares were settled in form of the Share Consideration. Accordingly, a total of 32,421,325 CTP Shares were issued.
The acquisition of DIR is not considered to be a business combination but an acquisition of assets in exchange for shares of CTP N.V. and therefore this transaction is within the scope of IFRS 2. Assets and liabilities acquired are measured at fair value and are equal to the related increase in equity.
On 23 August 2022, CTP N.V. and Deutsche Industrie Grundbesitz AG entered into a transaction for a cross-border merger. The assets and liabilities of Deutsche Industrie Grundbesitz AG were transferred to CTP N.V. under universal succession of title, and Deutsche Industrie Grundbesitz AG ceased to exist without liquidation. In accordance with the agreed exchange ratio, CTP allotted for each issued and outstanding DIR share 1.25 shares in CTP's share capital to each holder of shares, resulting in the allotment of 7,659,590 new shares.
Shares of DIR in ownership of non-controlling interest were transferred into shares of CTP N.V. For details refer to Note 14.
On 1 November 2022, all assets and liabilities of former Deutsche Industrie Grundbesitz AG were transferred through a hive down by way of legal partial division from CTP N.V. to a new subsidiary, CTP Germany B.V.
On 1 January 2022, the entities CTPark Bor II, spol. s r.o. and CTPark Bor III, spol. s r.o. were incorporated by spin-off from CTP Alpha, spol. s r.o. Part of the assets were transferred from CTP Alpha, spol. s r.o., to these entities according to the project prepared on 16 November 2021. CTPark Bor III, spol. s r.o. was transferred from CTP Industrial Property, spol. s r.o., to CTPark Bor, spol. s r.o. on 21 February 2022. Subsequently CTPark Bor III, spol. s r.o. was merged into CTPark Bor, spol. s r.o. on 23 September 2022.
RENWON a.s. was transferred from CTP Bohemia North, spol. s r.o. to CTP Property B.V. and was renamed to CTPark Chrastava a.s. on 22 August 2022.
In 2022, the Group wound up subsidiaries CTP Property Serbia, spol. s.r.o., CTP Beta, spol. s r.o. v likvidaci and CTP I, spol. s r.o. v likvidaci.
In September 2022, assets and liabilities of CTP Germany III GmbH and CTP Germany IV GmbH & Co. KG were transferred to CTP Germany II GmbH via a merger transaction, and both entities ceased to exist without liquidation. The transaction was common control transaction with impact on Equity of EUR 1.1 million.
In November 2022, newly acquired entity Banovac projekat d.o.o. Beograd-Novi Beograd was merged into CTP Omicron d.o.o. Beograd-Novi Beograd.
In December 2022, newly acquired entity LEVANTE LOGISTICS DRUŠTVO SA OGRANIČENOM ODGOVOR-NŠĆU BEOGRAD was merged into CTP Tau d.o.o. Beograd-Novi Beograd.
No above changes within the Group have a material impact on its consolidated financial statements.
| In EUR million | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Industrial | 245.1 | 204.1 |
| Office | 15.9 | 16.1 |
| Retail | 0.6 | 0.4 |
| Other rental income | 18.8 | 9.9 |
| Total rental income | 280.4 | 230.5 |
| Service charge income | 29.1 | 23.9 |
| Total gross rental income | 309.5 | 254.4 |
CTP leases out its investment property under operating leases. The operating leases are generally for five to fifteen years.
Other rental income represents termination fees, rental income from the rent of parking spaces, garages, yards, porches and cloakrooms.
Service charge income represents fixed contractual income receivable from tenants for maintenance, cleaning, security, garbage management and usage of infrastructure.
The following revenues were generated in the countries where CTP operates:
| In EUR million | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Czech Republic | 136.4 | 121.1 |
| Romania | 54.5 | 44.9 |
| Germany | 40.9 | 31.6 |
| Hungary | 32.8 | 26.7 |
| Slovakia | 22.9 | 20.1 |
| Serbia | 8.6 | 5.6 |
| Bulgaria | 5.7 | 1.7 |
| Poland | 4.2 | 1.6 |
| Netherlands | 3.2 | 1.1 |
| Austria | 0.3 | -- |
| Total gross rental income | 309.5 | 254.4 |
| In EUR million | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Maintenance and repairs | -16.7 | -23.5 |
| Park management expenses | -15.7 | -11.8 |
| Real estate tax | -5.8 | -5.8 |
| Insurance | -3.0 | -1.7 |
| Other | -- | -0.1 |
| Total property operating expenses | -41.2 | -42.9 |
Park management expenses represent expenses for utilities, park maintenance, cleaning, security and garbage management provided by external suppliers. These expenses are covered by service charges charged to tenants.
In 2023, the increase in park management expenses represents mainly an increase in utilities and other external services, such as cleaning, security services and others.
| In EUR million | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Wages and salaries | -18.3 | -16.4 |
| Social security contributions | -3.9 | -2.8 |
| Other personnel expenses | -3.3 | -2.4 |
| Total employee benefits | -25.5 | -21.6 |
The average full-time equivalent of employees for the six month period ended 30 June 2023 was 731 (30 June 2022 – 611).
| Weighted average number of employees per segments | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Czech Republic | 315 | 288 |
| Romania | 102 | 94 |
| Hungary | 71 | 67 |
| Slovakia | 64 | 81 |
| Netherlands | 13 | 16 |
| Germany | 38 | 5 |
| Other | 128 | 60 |
| Total employee number | 731 | 611 |
The number of full-time equivalent employees as at 30 June 2023 was 746 (30 June 2022 – 632).
| In EUR million | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Legal, tax and audit Donations |
-3.5 -4.5 |
-6.8 -10.4 |
| Travel expenses | -4.5 | -3.3 |
| Advertising and promotion expenses | -2.6 | -2.4 |
| Fee for real estate consultants and brokers | -3.3 | -5.6 |
| Telecommunication expenses | -2.5 | -1.5 |
| Taxes and charges | -2.2 | -0.6 |
| Energy and material consumption | -1.4 | -1.1 |
| Loss from sale of Property, plant and equipment | -- | -0.9 |
| Receivables written off | -2.6 | -0.2 |
| Rent | -0.9 | -1.1 |
| Penalties | -0.1 | -0.1 |
| Loss from sale of Investment property | -- | -- |
| Other | -1.5 | -1.2 |
| Total other expenses | -29.6 | -35.2 |
7. OTHER EXPENSES (INCLUDING ADMINISTRATIVE EXPENSES)
In 2023, the Group donated a land plot to a municipality in the Czech Republic with a value of EUR 4.0 million.
In 2022, the Group donated EUR 10.0 million to the UN refugee agency UNHCR (United Nations High Commissioner for Refugees) to provide humanitarian support for the more than one million people who have fled the war in Ukraine into neighboring countries.
In 2022, legal, tax and audit services include advisory fees related to DIR transactions of EUR 3.4 million.
| In EUR million | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Bank interest expense | -32.6 | -12.3 |
| Interest expense from financial derivative instruments | -1.0 | -0.1 |
| Arrangement fees | -1.6 | -3.2 |
| Interest expense from bonds issued | -24.6 | -24.8 |
| Interest expense | -59.8 | -40.4 |
The increase in the bank interest expense in 2023 relates to the increase in financing of the Group via bank loans and higher interest rates.
| In EUR million | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Bank fees | -0.3 | -2.3 |
| Financing fees | -2.6 | -12.6 |
| Other financial expenses | -0.2 | -- |
| Other financial expenses | -3.1 | -14.9 |
In 2022, financing fees include a prepayment fee of EUR 10.4 million for premature bonds and loan repayments.
| In EUR million | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Change in FMV of derivatives | -0.8 | 2.7 |
| Foreign exchange gains/losses(-) | 1.4 | -0.1 |
| Other financial gains/ losses(-) | 0.4 | -- |
| Other financial gains/losses(-) | 1.0 | 2.6 |
| In EUR million | 30 June 2023 | 30 June 2022 |
|---|---|---|
| Current tax income/expense(-) related to | ||
| Current period | -20.1 | -14.1 |
| Prior period | -3.0 | 0.1 |
| Total | -23.1 | -14.0 |
| Deferred tax expense | ||
| Deferred tax expense | -89.4 | -105.8 |
| Total | -89.4 | -105.8 |
| Total income tax expense in statement of profit and loss and other comprehensive income |
-112.5 | -119.8 |
The Group believes that its accruals for tax liabilities are adequate for all open tax years based on its assessment of many factors, including interpretations of tax law and prior experience.
The income tax rate is valid for 2023 and is as well valid for future periods, when the Group expects to utilise the tax impacts from previous years.
| In EUR million | 30 June 2023 | 31 December 2022 | |
|---|---|---|---|
| Buildings and related land and Right-of-use assets | 10,172.2 | 9,361.3 | |
| Industrial | 9,549.6 | 8,764.3 | |
| Office | 569.7 | 549.5 | |
| Retail and other | 52.9 | 47.5 | |
| Landbank | 820.5 | 762.9 | |
| Total | 10,992.7 | 10,124.2 |
| In EUR million | |||||
|---|---|---|---|---|---|
| Buildings and related land |
Landbank | buildings and Right-of-use related land assets |
Right-of-use landbank assets - |
investment property Total |
|
| Balance at 1 January 2022 | 7,046.3 | 526.8 | 2.0 | -- | 7,575.1 |
| Transfer from/to investment property under development | 814.4 | -75.0 | 0.5 | -- | 739.9 |
| Transfer from/to owned buildings and land | 18.4 | -18.4 | -- | -- | -- |
| Acquisitions | 976.5 | 322.1 | 25.6 | 4.7 | 1,328.9 |
| Additions/disposals | 63.7 | -- | -- | -- | 63.7 |
| Net valuation result | 413.9 | 2.7 | -- | -- | 416.6 |
| Balance at 31 December 2022 | 9,333.2 | 758.2 | 28.1 | 4.7 | 10,124.2 |
| Balance at 1 January 2023 | 9,333.2 | 758.2 | 28.1 | 4.7 | 10,124.2 |
| Transfer from/to investment property under development | 446.5 | -47.7 | 7.1 | -- | 405.9 |
| Transfer from/to owned buildings and land | -0.7 | 0.7 | -- | -- | -- |
| Transfer from/to PPE | 1.2 | -- | -- | -- | 1.2 |
| Acquisitions | 102.5 | 50.1 | -- | -- | 152.6 |
| Additions/disposals | 62.7 | -7.8 | 2.2 | -- | 57.1 |
| Net valuation result | 189.4 | 62.3 | -- | -- | 251.7 |
| Balance at 30 June 2023 | 10,134.8 | 815.8 | 37.4 | 4.7 | 10,992.7 |
Owned buildings and land represent assets in CTP's legal ownership.
The landbank comprises the plots of land in CTP's ownership available for development of new projects.
Right-of-use assets comprise leased land in Germany of EUR 27.8 million (2022 – EUR 25.6 million), land in the Netherlands of EUR 7.1 million (2022 – EUR 0 million), landbank in the Czech Republic of EUR 4.7 million (2022 – EUR 4.7 million), land in the Czech Republic of EUR 2.0 million (2022 – EUR 2.0 million) and land in Romania of EUR 0.5 million (2022 – EUR 0.5 million).
Investment property comprises mainly commercial properties that are leased to third parties.
Part of owned buildings and land are subject to bank collateral (refer to Note 17).
Acquisitions represent asset deals under the acquisition of subsidiaries (refer to Note 3) and acquisitions of properties under asset deal agreements.
The most significant completed construction of industrial properties in the six-month period ended 30 June 2023 were in Mszczonów in Poland, in Vienna in Austria, and in Amsterdam in the Netherlands.
In 2023, the Group also made landbank acquisitions, mainly in Hungary, Romania, Germany, Serbia and Slovakia.
The most significant changes in investment property in 2022 relate to completed construction of industrial properties in Bor, Brno and Ostrava in the Czech Republic; in Budapest in Hungary; in Belgrade in Serbia; in Bucharest in Romania; and in Illowa in Poland. In 2022, the Group also made landbank acquisitions, mainly in the Czech Republic, Poland, Romania, Austria, the Netherlands, Serbia and Slovakia.
The fair value measurement for investment property has been categorised as Level 3 recurring fair value based on the inputs to the valuation technique used in accordance with IFRS 13. There were no transfers between Levels during the period.
Investment property is in the following countries where CTP operates:
| In EUR million | 30 June 2023 | 31 December 2022 |
|---|---|---|
| Czech Republic | 5,238.3 | 5,181.0 |
| Romania | 1,760.3 | 1,577.6 |
| Hungary | 986.1 | 946.5 |
| Germany | 958.3 | 918.1 |
| Slovakia | 715.1 | 660.9 |
| Netherlands | 466.0 | 148.4 |
| Poland | 412.4 | 320.3 |
| Serbia | 248.3 | 212.1 |
| Bulgaria | 142.6 | 132.9 |
| Austria | 65.3 | 20.3 |
| Slovenia | -- | 6.1 |
| Total | 10,992.7 | 10,124.2 |
| In EUR million | IPUD | Right-of-use assets |
Total |
|---|---|---|---|
| Balance at 1 January 2022 | 756.0 | 18.2 | 774.2 |
| Additions/disposals | 807.0 | -- | 807.0 |
| Acquisitions | 45.0 | -- | 45.0 |
| Transfer from/to Investment property | -739.4 | -0.5 | -739.9 |
| Net valuation result | 307.0 | -- | 307.0 |
| Balance at 31 December 2022 | 1,175.6 | 17.7 | 1,193.3 |
| Balance at 1 January 2023 | 1,175.6 | 17.7 | 1,193.3 |
| Additions/disposals | 281.8 | -- | 281.8 |
| Acquisitions | 17.4 | -- | 17.4 |
| Transfer from/to Investment property | -398.8 | -7.1 | -405.9 |
| Transfer from to/PPE | -4.2 | -- | -4.2 |
| Net valuation result | 165.5 | -- | 165.5 |
| Balance at 30 June 2023 | 1,237.3 | 10.6 | 1,247.9 |
Investment property under development (IPUD) comprises pipeline projects in several stages of completion and of land with planning permits in place, which are still to be constructed but where pre-agreements with future tenants are available. The management estimates that a significant majority of the pipeline projects will be completed within 12 months.
Right-of-use assets in investment property under development comprise leased land in the Netherlands of EUR 9.9 million (2022 – EUR 17.0 million), and land in Romania of EUR 0.7 million (2022 – EUR 0.7 million).
Investment property under development is located in the following countries where CTP operates:
| In EUR million | 30 June 2023 | 31 December 2022 |
|---|---|---|
| Czech Republic | 380.7 | 187.3 |
| Poland | 336.3 | 308.2 |
| Hungary | 113.6 | 98.4 |
| Serbia | 111.6 | 61.0 |
| Slovakia | 99.5 | 76.6 |
| Romania | 79.5 | 58.2 |
| Bulgaria | 60.0 | 29.9 |
| Austria | 49.0 | 72.8 |
| Germany | 17.6 | 2.1 |
| Netherlands | 0.1 | 298.8 |
| Total | 1,247.9 | 1,193.3 |
The fair value measurement for investment property under development is categorised as Level 3 recurring fair value based on the inputs to the valuation technique used in accordance with IFRS 13. There were no transfers between Levels during the period.
As at 30 June 2023, the issued capital was comprised of the following:
| Type of shares | No. of shares | Nominal value of share |
Issued capital in EUR million |
|---|---|---|---|
| Ordinary shares | 446,321,651 | EUR 0.16 | 71.4 |
| Treasury shares | -27,976 | EUR 0.16 | -0.0 |
| Total | 446,293,675 | EUR 0.16 | 71.4 |
| Type of shares | No. of shares | Nominal value of share |
Issued capital in EUR million |
|---|---|---|---|
| Ordinary shares | 444,100,549 | EUR 0.16 | 71.1 |
| Treasury shares | -27,976 | EUR 0.16 | -0.0 |
| Total | 444,072,573 | EUR 0.16 | 71.1 |
| Movements in Issued capital and Share premium | No. of shares | Issued capital |
Share premium |
|
|---|---|---|---|---|
| In EUR million | In EUR million | |||
| Balance at 1 January 2023 | 444,100,549 | 71.1 | 3,025.0 | |
| 18 May 2023 | Dividends paid in form of shares | 2,221,102 | 0.3 | -76.2 |
| Balance at 30 June 2023 | 446,321,651 | 71.4 | 2,948.8 | |
| Treasury shares | -27,976 | -- | -0.5 | |
| Total balance at 30 June 2023 | 446,293,675 | 71.4 | 2,948.3 |
On 16 May 2023, CTP N.V. announced a final 2022 dividend of EUR 0.23 per ordinary share. Shareholders were given the choice to receive the final dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company's shares on Euronext Amsterdam on the last three trading days of the election period, ending on 15 May 2023. The number of dividend rights that entitles to one new ordinary share was set at 51.42.
Shareholders representing approximately 74% of the total number of outstanding ordinary shares chose to receive the dividend in cash, while shareholders representing 26% of the total number of outstanding ordinary shares opted for payment in stock.
Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 2,221,102 to a total of 446,321,651 ordinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 18 May 2023.
| Movements in Issued capital and Share premium | No. of shares | Issued capital |
Share premium |
|
|---|---|---|---|---|
| In EUR million | In EUR million | |||
| Balance at 1 January 2022 | 400,392,810 | 64.1 | 2,662.0 | |
| 3 February 2022 | Share issuance connected with DIR acquisition |
32,421,325 | 5.2 | 391.0 |
| 9 June 2022 | Dividends paid in form of shares | 763,581 | 0.1 | -68.0 |
| 23 August 2022 | Share issuance connected with merger of DIR and CTP N.V. |
7,659,590 | 1.2 | 96.6 |
| 5 September 2022 | Dividends paid in form of shares | 2,863,243 | 0.5 | -56.6 |
| Balance at 31 December 2022 | 444,100,549 | 71.1 | 3,025.0 | |
| Treasury shares | -27,976 | -- | -0.5 | |
| Total balance at 31 December 2022 | 444,072,573 | 71.1 | 3,024.5 |
On 3 February 2022, the Group acquired Deutsche Industrie REIT-AG (currently CTP Germany B.V.). CTP offered either a cash consideration of EUR 17.12 or a share consideration of 1.25 shares in the share capital of CTP (the "CTP Shares") for each tendered DIR Share (the "Share Consideration"). The transaction resulted in the issuance of 32,421,325 new shares of CTP N.V. For details refer to Note 3.
Following its Annual General Meeting on 26 April 2022, CTP N.V. announced a final 2021 dividend of EUR 0.18 per ordinary share. Shareholders were given the choice to receive the final dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company's shares on Euronext Amsterdam of the last three trading days of the election period, ending on 18 May 2022. The number of dividend rights that entitles to one new ordinary share was set at 72.5.
Shareholders representing approximately 88% of the total number of outstanding ordinary shares chose to receive the dividend in cash, while shareholders representing 12% of the total number of outstanding ordinary shares opted for payment in stock.
Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 763,581 to a total of 433,577,716 ordinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 9 June 2022.
On 23 August 2022 CTP N.V. completed the merger with Deutsche Industrie Grundbesitz AG (acquired on 3 February 2022). As a result of the merger, CTP N.V. acquired shares from former shareholders of Deutsche Industrie Grundbesitz AG. CTP offered a share consideration of 1.25 shares in the share capital of CTP (the "CTP Shares") for each tendered DIR Share. The transaction resulted in the issuance of 7,659,590 new shares of CTP N.V.
On 10 August 2022, an interim dividend of EUR 0.22 per share for the first half of 2022 was announced. Shareholders were given the choice to receive the dividend either in cash or in shares, with the stock fraction for the dividend based on the volume-weighted average price (VWAP) of the Company's shares on Euronext Amsterdam on the last three trading days of the election period, ending on 29 August 2022. The number of dividend rights that entitles to one new ordinary share was set at 62.5. Shareholders representing approximately 59% of the total number of outstanding ordinary shares chose to receive the interim dividend in cash, while shareholders representing approximately 41% of the total number of outstanding ordinary shares opted for payment in stock. Based on the conversion ratio and after delivery of the ordinary shares due to the conversion of dividend rights, the total number of issued and outstanding ordinary shares increased by 2,863,243 to a total of 444,100,549 ordinary shares. The payment date for the dividend payment in cash and delivery of the ordinary shares was 5 September 2022.
Changes in the fair value of derivatives designated as hedging instruments and recognised in the cash-flow hedge reserve in equity reached EUR 23.8 million net of tax as at 30 June 2023 (2022 – EUR 23.7 million).
The translation reserve of EUR 1.6 million (2022 – EUR 4.5 million) comprises all foreign exchange differences arising from the translation of the financial statements from the functional to the presentation currency.
In May 2023, the Group paid a final dividend for the year 2022 of EUR 102.1 million, out of which EUR 75.9 million was paid in cash and the rest of dividends were paid in the form of new shares.
In June 2022, the Group paid a final dividend for the year 2021 of EUR 77.9 million, out of which EUR 67.9 million was paid in cash and the rest of dividends were paid in the form of new shares.
In September 2022, the Group paid an interim dividend for the year 2022 of EUR 95.4 million, out of which EUR 56.0 million was paid in cash and the rest of dividends were paid in the form of new shares.
Basic EPS calculations are based on the following profit attributable to ordinary shareholders and the weighted -average number of ordinary shares outstanding.
| In EUR million | 1.1.2023 - 30.6.2023 | 1.1.2022 - 30.6.2022 |
|---|---|---|
| Profit/loss(-) attributable to Equity holders of the Company | 469.6 | 496.3 |
| Profit/loss(-) attributable to ordinary shareholders | 469.6 | 496.3 |
| 1.1.2023 - 30.6.2023 | 1.1.2022 - 30.6.2022 | |
|---|---|---|
| Issued ordinary shares at 1 January | 444,100,549 | 400,392,810 |
| Treasury shares held at 1 January | -27,976 | -- |
| Effects of shares issued in 2023/2022 | 539,936 | 26,603,066 |
| Weighted-average number of ordinary shares at 30 June | 444,612,509 | 426,995,876 |
| Earnings per share | 1.06 | 1.16 |
The denominator in the calculation of basic EPS for the six-month period ended 30 June 2023 and 2022 is the weighted average number of ordinary shares less treasury shares as at 30 June 2023 and 30 June 2022, respectively.
The calculation of diluted EPS is based on the following profit attributable to ordinary shareholders and the weighted-average number of ordinary shares outstanding after adjustment for the effects of all dilutive potential ordinary shares.
| In EUR million | 1.1.2023 - 30.6.2023 | 1.1.2022 - 30.6.2022 |
|---|---|---|
| Profit/loss(-) attributable to Equity holders of the Company (basic) | 469.6 | 496.3 |
| Interest expense on convertible notes, net of tax | -- | -- |
| Profit/loss(-) attributable to ordinary shareholders | 469.6 | 496.3 |
| 1.1.2023 - 30.6.2023 | 1.1.2022 - 30.6.2022 | |
|---|---|---|
| Weighted-average number of ordinary shares (basic) | 444,612,509 | 426,995,876 |
| Effect of conversion of convertible notes | -- | -- |
| Effect of share options on issue | -- | -- |
| Long-term incentive plan | 42,836 | 14,413 |
| Weighted-average number of ordinary shares (diluted) at 30 June | 444,655,345 | 427,010,289 |
| Earnings per share (diluted) | 1.06 | 1.16 |
As at 30 June 2023, non-controlling interest is EUR 0.0 million (2022 – EUR 0.0 million).
On 3 February 2022, the Group acquired 80.9 % ownership interest in Deutsche Industrie REIT-AG (currently CTP Germany B.V.). For details refer to Note 3.
Share of non-controlling interest as at the date of acquisition corresponds to 19.1% of the outstanding share capital in Deutsche Industrie Grundbesitz AG.
| In EUR million | 3 February 2022 |
|---|---|
| NCI percentage | 19.10% |
| Non-current assets | 850.6 |
| Current assets | 122.5 |
| Non-current liabilities* | -373.1 |
| Current liabilities | -97.8 |
| Net assets | 502.2 |
| Net assets attributable to NCI | 95.9 |
* Non-current liabilities also include the pre-acquisition loan of EUR 67.5 million provided by CTP N.V. to DIR.
On 23 August 2022, CTP N.V. completed the merger with Deutsche Industrie Grundbesitz AG. As a result of the merger, the legal integration of Deutsche Industrie Grundbesitz AG into the CTP Group was completed. CTP acquired 100% ownership of Deutsche Industrie Grundbesitz AG and the entity ceased to exist without liquidation. For details refer to Note 3.
As at the date of the cross-border merger and acquisition of an additional 19.1% of ownership interest in DIR, the information related to the acquired share is as follows:
| Net assets attributable to NCI as at date of acquisition | 95.9 |
|---|---|
| Revenue | 35.8 |
| Profit | 9.8 |
| Other comprehensive income | -- |
| Total comprehensive income | 9.8 |
| Other Adjustment in profit loss allocated to NCI | -- |
| Profit/loss(-) allocated to NCI | 1.9 |
| OCI allocated to NCI | -- |
| Net assets attributable to NCI as at date of merger/demerger | 97.8 |
In 2022, the Group also acquired an additional 9.9% ownership interest in CTP Delta B.V. with impact on Equity of EUR 2.2 million.
| In EUR million | 30 June 2023 | 31 December 2022 |
|---|---|---|
| Non-current liabilities | ||
| Interest-bearing loans and borrowings from financial institutions | 2,390.1 | 1,874.5 |
| Accrued arrangement fees | -10.4 | -6.4 |
| Balance | 2,379.7 | 1,868.1 |
| Current liabilities | ||
| Interest-bearing loans and borrowings from financial institutions | 30.2 | 24.7 |
| Accrued interest | 0.4 | 0.6 |
| Accrued arrangement fees | -0.5 | -0.6 |
| Balance | 30.1 | 24.7 |
| Total balance | 2,409.8 | 1,892.8 |
| In EUR million | 30 June 2023 | 31 December 2022 | ||
|---|---|---|---|---|
| Nominal value |
Fair value |
Nominal value |
Fair value |
|
| Interest-bearing loans and borrowings from financial institutions | 2,420.3 | 2,014.5 | 1,899.2 | 1,545.4 |
The valuation model of fair value of bank loans considers the present value of expected payments, discounted using a risk-adjusted discount rate.
The Group has determined that all of its Interest-bearing loans and borrowings from financial institutions are classified within Level 2 of the fair value hierarchy.
To determine the fair value of such instruments, management used a valuation technique in which all significant inputs were based on observable market data.
Group's interest-bearing loans and borrowings from financial institutions typically have financial covenants like loan-to-value and debt service coverage ratio. As at 30 June 2023, there was no breach of covenant conditions.
Bank loans are secured over investment property with a carrying amount of EUR 5,113.4 million (2022 – EUR 4,332.4 million) and investment property under development with a carrying amount of EUR 0.0 million (2022 – EUR 295.3 million).
Bank loans are secured also by pledges of shares, receivables, future receivables and other assets in some of the subsidiaries.
The residual maturity of loans and borrowings from financial institutions as at 30 June 2023 and 31 December 2022 were as follows:
| In EUR million | Balance as at 30 June 2023 Due within Due in 1 year 2 years 3-5 years follow. years |
||||
|---|---|---|---|---|---|
| Total | |||||
| Interest-bearing loans and borrowings from financial institutions |
30.2 | 42.7 | 276.2 | 2,071.2 | 2,420.3 |
| In EUR million | Balance as at 31 December 2022 | ||||
|---|---|---|---|---|---|
| 1 year | Due within 2 years |
Due in follow. years |
Total | ||
| Interest-bearing loans and borrowings from financial institutions |
24.7 | 29.2 | 3-5 years 130.7 |
1,714.6 | 1,899.2 |
In February 2023, the Group received a bank loan of EUR 95.0 million with a fixed all-in cost of 4.32%, due in 2030.
In March 2023, the Group received a bank loan of EUR 133.4 million, with a fixed all-in cost of 4.58%, due in 2030.
In May 2023, the Group received a senior unsecured loan facility with a nominal value of EUR 280.0 million for a fixed all-in cost of 4.68%, with EUR 117.0 million and EUR 163.0 million due in 2028 and 2030, respectively.
Fixed all-in cost includes effect of hedging.
In September 2022, the Group received a syndicated bank loan of EUR 445.0 million, with a fixed interest rate of 4.71%, due in 2029.
In December 2022, the Group received a bank loan of EUR 175.0 million, with variable interest rate of 3M EU-RIBOR with a 1.80% margin, due in 2031.
| In EUR million | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Bank loans | party loans Related |
Bonds | liabilities Lease |
IRS - assets | IRS - liabilities | Issued capital |
premium Share |
Retained earnings |
Non-controlling interest |
Total | |
| Balance as at 1 January 2023 | 1,892.8 | -- | 3,981.4 | 48.5 | -51.1 | 14.7 | 71.1 | 3,024.5 | 2,142.3 | -- | 11,124.2 |
| Changes from financing cash flows | |||||||||||
| Proceeds from bonds | -- | -- | -- | -- | -- | -- | -- | -- | -- | -- | -- |
| Proceeds from loans and borrowings | 508.3 | -- | -- | -- | -- | -- | -- | -- | -- | -- | 508.3 |
| Transaction costs related to loans and borrowings, bonds and issue of share capital |
-6.8 | -- | -- | -- | -- | -- | -- | -- | -- | -- | -6.8 |
| Acquisition of NCI | -- | -- | -- | -- | -- | -- | -- | -- | -- | -- | -- |
| Repayment of the loans and borrowings and bonds |
-13.2 | -- | -- | -- | -- | -- | -- | -- | -- | -- | -13.2 |
| Proceeds from the issue of share capital | -- | -- | -- | -- | -- | -- | -- | -- | -- | -- | -- |
| Dividend in cash | -- | -- | -- | -- | -- | -- | 0.3 | -76.2 | -- | -- | -75.9 |
| Payment of lease liabilities | -- | -- | -- | -1.8 | -- | -- | -- | -- | -- | -- | -1.8 |
| Total changes in financing cash flows | 488.3 | -- | -- | -1.8 | -- | -- | 0.3 | -76.2 | -- | -- | 410.6 |
| Change in fair value | -- | -- | -- | -- | 1.0 | -- | -- | -- | -- | -- | 1.0 |
| Other adjustment | -2.7 | -0.1 | -0.7 | 3.5 | -2.4 | 1.7 | -- | -- | 0.1 | -- | -0.6 |
| Share issuance related to DIR | -- | -- | -- | -- | -- | -- | -- | -- | -- | -- | -- |
| Acquisition of subsidiaries | 27.1 | -- | -- | -- | -- | -- | -- | -- | -- | -- | 27.1 |
| Profit for the period | -- | -- | -- | -- | -- | -- | -- | -- | 469.6 | -- | 469.6 |
| Interest expense incl. arrangement fee | 34.2 | 0.1 | 24.6 | -- | -1.3 | 1.0 | -- | -- | -- | -- | 58.6 |
| Interest paid | -29.9 | -- | -18.6 | -- | 1.3 | -1.0 | -- | -- | -- | -- | -48.2 |
| Other liability related changes | 28.7 | -- | 5.3 | 3.5 | -2.4 | 1.7 | -- | -- | 469.7 | -- | 506.5 |
| Balance at 30 June 2023 | 2,409.8 | -- | 3,986.7 | 50.2 | -52.5 | 16.4 | 71.4 | 2,948.3 | 2,612.0 | -- | 12,042.3 |
| In EUR million | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Bank loans |
party loans Related |
Bonds | liabilities Lease |
IRS - assets | IRS - liabilities | Issued capital |
premium Share |
Retained earnings |
Non-controlling interest |
Total | |
| Balance as at 1 January 2022 | 1,131.3 | -- | 3,381.7 | 13.8 | -0.2 | -- | 64.1 | 2,662.0 | 1,350.9 | -- | 8,603.6 |
| Changes from financing cash flows | |||||||||||
| Proceeds from bonds | -- | -- | 733.4 | -- | -- | -- | -- | -- | -- | -- | 733.4 |
| Proceeds from loans and borrowings | 629.0 | -- | -- | -- | -- | -- | -- | -- | -- | -- | 629.0 |
| Transaction costs related to loans and borrowings, bonds and issue of share capital |
-2.6 | -- | -2.2 | -- | -- | -- | -- | -- | -- | -- | -4.8 |
| Acquisition of NCI | -- | -- | -- | -- | -- | -- | 1.2 | 96.6 | -2.2 | -97.8 | -2.2 |
| Repayment of the loans and borrowings and bonds |
-101.6 | -- | -289.6 | -- | -- | -- | -- | -- | -- | -- | -391.2 |
| Dividend in cash | -- | -- | -- | -- | -- | -- | 0.6 | -124.5 | -- | -- | -123.9 |
| Payment of lease liabilities | -- | -- | -- | -3.0 | -- | -- | -- | -- | -- | -- | -3.0 |
| Total changes in financing cash flows | 524.8 | -- | 441.6 | -3.0 | -- | -- | 1.8 | -27.9 | -2.2 | -97.8 | 837.3 |
| Change in fair value | -- | -- | -- | -- | -6.6 | 2.5 | -- | -- | -- | -- | -4.1 |
| Other adjustment | -1.1 | -- | 2.6 | 12.1 | -44.2 | 12.2 | -- | -- | -1.0 | -- | -19.4 |
| Share issuance related to DIR | -- | -- | -- | -- | -- | -- | 5.2 | 390.4 | -- | -- | 395.6 |
| Acquisition of subsidiaries | 233.0 | -- | 140.0 | 25.6 | -0.1 | -- | -- | -- | -- | 95.9 | 494.4 |
| Profit for the period | -- | -- | -- | -- | -- | -- | -- | -- | 794.6 | 1.9 | 796.5 |
| Interest expense incl. arrangement fee | 35.2 | -- | 49.5 | -- | -- | 0.3 | -- | -- | -- | -- | 85.0 |
| Interest paid | -30.4 | -- | -34.0 | -- | -- | -0.3 | -- | -- | -- | -- | -64.7 |
| Other liability related changes | 236.7 | -- | 158.1 | 37.7 | -44.3 | 12.2 | 5.2 | 390.4 | 793.6 | 97.8 | 1,687.4 |
| Balance at 31 December 2022 | 1,892.8 | -- | 3,981.4 | 48.5 | -51.1 | 14.7 | 71.1 | 3,024.5 | 2,142.3 | -- | 11,124.2 |
| 18. | BONDS ISSUED | |
|---|---|---|
| In EUR million | 30 June 2023 | 31 December 2022 |
|---|---|---|
| Non-current bonds | 3,566.2 | 3,563.8 |
| Current bonds | 420.5 | 417.6 |
| Total | 3,986.7 | 3,981.4 |
| Bond Issuance Date | ISIN | Nominal value of total bonds issued in EUR million |
Nominal value of each bond in EUR |
Currency | Type | Fix in-terest rate per annum ("p.a") |
Maturity date |
|---|---|---|---|---|---|---|---|
| 1 July 2022 | XS2390546849 | 49.5 | 100,000 | EUR | senior unsecured | 1.500% | 27 Sept 2031 |
| 20 Jan 2022 | XS2434791690 | 700.0 | 100,000 | EUR | senior unsecured | 0.875% | 20 Jan 2026 |
| 27 Sept 2021 | XS2390530330 | 500.0 | 100,000 | EUR | senior unsecured | 0.625% | 27 Sept 2026 |
| 27 Sept 2021 | XS2390546849 | 500.0 | 100,000 | EUR | senior unsecured | 1.500% | 27 Sept 2031 |
| 21 June 2021 | XS2356029541 | 500.0 | 100,000 | EUR | senior unsecured | 0.500% | 21 June 2025 |
| 21 June 2021 | XS2356030556 | 500.0 | 100,000 | EUR | senior unsecured | 1.250% | 21 June 2029 |
| 18 Feb 2021 | XS2303052695 | 500.0 | 100,000 | EUR | senior unsecured | 0.750% | 18 Feb 2027 |
| 27 Nov 2020 | XS2264194205 | 400.0 | 100,000 | EUR | senior unsecured | 0.625% | 27 Nov 2023 |
| 1 Oct 2020 | XS2238342484 | 331.8 | 100,000 | EUR | senior unsecured | 2.125% | 1 Oct 2025 |
| Total | 3,981.3 | ||||||
| Bonds acquired | |||||||
| 9 June 2021 | DE000A3E5L07 | 20.0 | 100,000 | EUR | senior unsecured | 3.300% | 9 June 2031 |
| Total Bonds | 4,001.3 |
| In EUR million | 30 June 2023 | 31 December 2022 | ||
|---|---|---|---|---|
| Nominal value | Fair value | Nominal value | Fair value | |
| Bonds | 4,001.3 | 3,282.1 | 4,001.3 | 3,093.3 |
Bonds issued by CTP N.V.
| Bond Issuance Date | ISIN | Nominal value of total bonds issued in EUR million |
Nominal value of each bond in EUR |
Currency | Type | Fix in-terest rate per annum ("p.a") |
Maturity date |
|---|---|---|---|---|---|---|---|
| 1 July 2022 | XS2390546849 | 49.5 | 100,000 | EUR | senior unsecured | 1.500% | 27 Sept 2031 |
| 20 Jan 2022 | XS2434791690 | 700.0 | 100,000 | EUR | senior unsecured | 0.875% | 20 Jan 2026 |
| 27 Sept 2021 | XS2390530330 | 500.0 | 100,000 | EUR | senior unsecured | 0.625% | 27 Sept 2026 |
| 27 Sept 2021 | XS2390546849 | 500.0 | 100,000 | EUR | senior unsecured | 1.500% | 27 Sept 2031 |
| 21 June 2021 | XS2356029541 | 500.0 | 100,000 | EUR | senior unsecured | 0.500% | 21 June 2025 |
| 21 June 2021 | XS2356030556 | 500.0 | 100,000 | EUR | senior unsecured | 1.250% | 21 June 2029 |
| 18 Feb 2021 | XS2303052695 | 500.0 | 100,000 | EUR | senior unsecured | 0.750% | 18 Feb 2027 |
| 27 Nov 2020 | XS2264194205 | 400.0 | 100,000 | EUR | senior unsecured | 0.625% | 27 Nov 2023 |
| 1 Oct 2020 | XS2238342484 | 331.8 | 100,000 | EUR | senior unsecured | 2.125% | 1 Oct 2025 |
| Total | 3,981.3 | ||||||
| Bonds acquired | |||||||
| 9 June 2021 | DE000A3E5L07 | 20.0 | 100,000 | EUR | senior unsecured | 3.300% | 9 June 2031 |
| Total Bonds | 4,001.3 |
On 20 January 2022, the Group has issued a new bond with the emission ISIN XS2434791690 in the nominal value of EUR 700.0 million.
On 24 January 2022, the Group repaid bonds from the emission with ISIN XS2238342484 in a nominal value of EUR 168.2 million.
On 3 February 2022, the Group acquired the subsidiary Deutsche Industrie Grundbesitz AG, where bonds with a nominal value of EUR 138.0 million were acquired as follows:
| ISIN | Nominal value of total bonds issued in EUR million |
Currency | Fix interest rate per annum ("p.a") |
Maturity date |
|---|---|---|---|---|
| DE000A3E5L07 | 20.0 | EUR | 3.300% | 9 June 2031 |
| DE000A2GS3T9 | 118.0 | EUR | 4.000% | 30 August 2022 |
| 138.0 |
On 17 May 2022, the Group repaid bonds from the emission with ISIN DE000A2GS3T9 (acquired within Deutsche Industrie Grundbesitz AG) with a nominal value of EUR 118.0 million.
On 1 July 2022, CTP N.V. issued EUR 49.5 million unsecured bonds with a nominal value of EUR 100,000 each under emission from 27 September 2021 with ISIN number XS2390546849. The bonds are issued as subordinated, with a fixed interest rate of 1.5% per annum ("p.a."), and the bonds are due on 27 September 2031.
| In EUR million | 30 June 2023 | 31 December 2022 |
|---|---|---|
| Bonds issued - nominal value | 4,299.5 | 4,299.5 |
| Repayment of bonds – nominal value | -318.2 | -318.2 |
| Bonds acquired | 140.0 | 140.0 |
| Repayment of bonds acquired | -120.0 | -120.0 |
| Nominal value after repayment | 4,001.3 | 4,001.3 |
| Interest liability | 19.8 | 19.0 |
| Discount applied | -43.2 | -43.2 |
| Amortisation of applied discount | 13.8 | 10.2 |
| Bond issuance costs | -8.9 | -8.9 |
| Amortisation of bond issuance costs | 3.9 | 3.0 |
| Total | 3,986.7 | 3,981.4 |
Transaction costs paid in cash as at 30 June 2023 were EUR 0.0 million (2022 – EUR 2.2 million).
Financial covenants related to bonds consist of a leverage ratio tests, secured debt tests, interest cover ratio and unencumbered assets tests. During the current period, the Group did not breach any of its covenants, nor did it default on any of its obligations under its agreements.
| In EUR million | 30 June 2023 | 31 December 2022 | |
|---|---|---|---|
| Fair value of derivatives - non-current asset | 8.0 | 9.2 | |
| Fair value of derivatives - current asset | 44.5 | 41.9 | |
| Fair value of derivatives - assets | 52.5 | 51.1 | |
| Fair value of derivatives - non-current liability | -2.2 | -2.0 | |
| Fair value of derivatives - current liability | -14.2 | -12.7 | |
| Fair value of derivatives - liabilities | -16.4 | -14.7 | |
| Total | 36.1 | 36.4 | |
| Accrued interest on derivatives | -- | -- | |
| Total derivatives | 36.1 | 36.4 |
All financial derivatives were stated at fair value as at 30 June 2023 and 31 December 2022, respectively, and classified to Level 2 in the fair value hierarchy. A market comparison technique was used to determine fair value.
The Group has designated certain derivatives as hedging instruments in cash-flow hedge relationships. These derivatives are recognised initially at fair value and reported subsequently at fair value in the consolidated statement of financial position. To the extent that the hedge is effective, changes in the fair value of derivatives designated as hedging instruments in cash-flow hedges are recognised in other comprehensive income and included within the cash-flow hedge reserve in equity (refer to Note 14).
As at 30 June 2023 CTP held the following derivative financial instruments:
| Derivative financial instruments - assets |
Due within maturity date |
Mandatory break |
Receiving leg |
Paying leg |
Currency | Nominal amount (in EUR million) |
Fair value (in EUR million) |
|---|---|---|---|---|---|---|---|
| Interest rate swaps – cash flow hedge |
2028 - 2053 | * | 3M Euribor - 6M Euribor |
from 2.1265% to 3.162% |
EUR | 871.0 | 46.1 |
| Interest rate swaps | 2025 - 2030 | -- | 3M Euribor | from -0.295% to 0.21% |
EUR | 68.1 | 6.4 |
| Total receivables from derivatives |
52.5 |
* Cash-flow hedge derivatives of EUR 41.8 million (2022 – EUR 39.0 million) have mandatory break in 2023 and are presented as short-term.
| Derivative financial instruments - liabilities |
Due within maturity date |
Mandatory break |
Receiving leg |
Paying leg |
Currency | Nominal amount (in EUR million) |
Fair value (in EUR million) |
|---|---|---|---|---|---|---|---|
| Interest rate swaps – cash flow hedge |
2028 - 2053 | 2023 | 6M Euribor, Fixed 2.918% |
from 2.609% to 3.1765%, 6M EURIBOR |
EUR | 836.0 | -14.0 |
| Interest rate swaps | 2025 - 2028 | -- | 3M Euribor | from 0.04% to 0.2% |
EUR | 22.8 | -2.4 |
| Total liabilities from derivatives |
-16.4 |
| Derivative financial instruments - assets |
Due within maturity date |
Mandatory break |
Receiving leg |
Paying leg |
Currency | Nominal amount (in EUR million) |
Fair value (in EUR million) |
|---|---|---|---|---|---|---|---|
| Interest rate swaps – cash flow hedge |
2028 –2053 | * 3M Euribor – 6M Euribor |
From 2.1265% to 2.5975% |
EUR | 725.0 EUR | 44.1 | |
| Interest rate swaps | 2025 –2030 | -- | 3M Euribor | from -0.295% to 0.21% |
EUR | 70.0 EUR | 7.0 |
| Total receivables from derivatives |
51.1 |
* Cash-flow hedge derivatives of EUR 39.0 million have mandatory break in 2023 and are presented as short-term.
| Derivative financial instruments - liabilities |
Due within maturity date |
Mandatory break |
Receiving leg | Paying leg | Currency | Nominal amount (in EUR million) |
Fair value (in EUR million) |
|---|---|---|---|---|---|---|---|
| Interest rate swaps – cash flow hedge |
2030 – 2053 | 2023 | 6M Euribor | from 2.609% to 2.652% |
EUR | 375.0 EUR | -12.1 |
| Interest rate swaps | 2025 – 2028 | -- | 3M Euribor | from 0.04% to 0.2% |
EUR | 23.5 EUR | -2.6 |
| Total liabilities from derivatives |
-14.7 |
20. DEFERRED TAX
Deferred income tax assets and liabilities are offset when there is a legally enforceable right to offset current income tax assets against current income tax liabilities and when the deferred income taxes relate to the same fiscal authority.
The recognised deferred tax assets and liabilities are attributable to the following:
| In EUR million | 30 June 2023 | 31 December 2022 | |||||
|---|---|---|---|---|---|---|---|
| Assets | Liability | Net | Assets | Liability | Net | ||
| Investment property | 10.2 | -984.8 | -974.6 | 11.7 | -892.6 | -880.9 | |
| Tax losses | 14.0 | -- | 14.0 | 11.0 | -- | 11.0 | |
| Property, plant and equipment | 0.5 | -- | 0.5 | -- | -- | -- | |
| Other (receivables, hedge accounting etc.) | 6.5 | -37.3 | -30.8 | 16.6 | -42.7 | -26.1 | |
| Tax asset/liabilities(-) | 31.2 | -1,022.1 | -990.9 | 39.3 | -935.3 | -896.0 | |
| Set-off of tax | -17.4 | 17.4 | -- | -21.4 | 21.4 | -- | |
| Net tax assets/liabilities(-) | 13.8 | -1,004.7 | -990.9 | 17.9 | -913.9 | -896.0 |
Movement in Deferred tax during the period recognised in profit and loss, in equity and in OCI
| In EUR million | Balance as at 1 January 2023 |
Change in temporary differences |
Change through business combination |
Deferred tax recognised in OCI |
Effect of changes in FX rates |
Balance as at 30 June 2023 |
|---|---|---|---|---|---|---|
| Investment property | -880.9 | -90.4 | -- | -- | -3.3 | -974.6 |
| Tax losses | 11.0 | 3.0 | -- | -- | -- | 14.0 |
| Property, plant and equipment | -- | 2.6 | -- | -2.1 | -- | 0.5 |
| Other (receivables, hedge accounting etc.) | -26.1 | -4.6 | -- | -- | -0.1 | -30.8 |
| Total | -896.0 | -89.4 | -- | -2.1 | -3.4 | -990.9 |
| In EUR million | Balance as at 1 January 2022 |
Change in temporary differences |
Change through business combination |
Deferred tax recognised in OCI |
Effect of changes in FX rates |
Balance as at 31 December 2022 |
|---|---|---|---|---|---|---|
| Investment property | -725.8 | -149.3 | 0.1 | -- | -5.9 | -880.9 |
| Tax losses | 9.5 | 1.4 | -- | -- | 0.1 | 11.0 |
| Property, plant and equipment | 1.2 | -1.4 | -- | 0.2 | -- | 0.0 |
| Other (receivables, hedge accounting etc.) | -7.6 | -10.1 | -- | -8.3 | -0.1 | -26.1 |
| Total | -722.7 | -159.4 | 0.1 | -8.1 | -5.9 | -896.0 |
CTP has a related party relationship with its Directors, Executives and other companies of which Multivest B.V. is an equity holder. This entity is the ultimate parent of CTP.
In the six-month period ended 30 June 2023 and year 2022 respectively, CTP had the following interest income and interest expense with related parties:
| In EUR million | 30 June 2023 | 31 March 2022 | ||
|---|---|---|---|---|
| Revenues | Expenses | Revenues | Expenses | |
| CTP Holding B.V. | 0.8 | -- | 0.9 | -- |
| Total | 0.8 | -- | 0.9 | -- |
As at 30 June 2023 and 31 December 2022, CTP had the following short-term receivables/payables from/ to related parties:
| In EUR million | 30 June 2023 | 31 December 2022 | ||||
|---|---|---|---|---|---|---|
| Receivables | Payables | Receivables | Payables | |||
| Remon Vos | 0.3 | -- | 0.3 | -- | ||
| Total | 0.3 | -- | 0.3 | -- |
As at 30 June 2023 and 31 December 2022, CTP had the following long-term receivables/payables from/to related parties:
| In EUR million | 30 June 2023 | 31 December 2022 | |||
|---|---|---|---|---|---|
| Receivables | Payables | Receivables | Payables | ||
| CTP Holding B.V. | 41.6 | -- | 44.9 | -- | |
| CTP Invest Ltd. | 0.4 | -- | 0.3 | -- | |
| CTP Alpha Ltd. | 0.1 | -- | -- | -- | |
| Total | 42.1 | -- | 45.2 | -- |
Other non-current non-trade receivables from related parties and non-trade liabilities to related parties are interest-bearing and bear an arm's length interest in the range of 1.2% to 5.6%, depending on maturity, collateralisation, subordination, country risk and other specifics.
Under Guarantee agreements concluded following the sale of a portfolio A, CTP Invest, spol. s r.o. and CTP CEE Properties, spol. s r.o. in 2018, the Group provided specific guarantees to the buyer of the entities being the companies established by Deka Immobilien Investment GmbH and WestInvest Gesellschaft für Investmentfonds mbH.
The specific guarantees include (i) Rental Guarantee (Vacant Premises, Rent Shortfall, Outstanding Tenant Incentives) (ii) Tenant Guarantees (Default, Break Options, Non-Solicitation) and (iii) Technical Guarantee (for the quality of the buildings). The duration of the guarantees is until 15 November 2028, unless they terminate earlier pursuant to the agreement.
As at 30 June 2023, the Group has contracted work with external suppliers related to realisation of construction projects that were not performed at the period-end of EUR 420.6 million (as at 31 December 2022 – EUR 398.8 million).
In August the Group signed:
CTP is not aware of any other events that have occurred since the statement of financial position date that would have a material impact on these financial statements as at 30 June 2023.
Amsterdam, 9 August 2023
* Includes effect of hedging.
| EPRA Earnings (€ million) | H1-2023 | H1-2022 | |
|---|---|---|---|
| Earnings per IFRS income statement | 469.6 | 496.3 | |
| Adjustments to calculate EPRA Earnings, exclude: | |||
| Changes in value of investment properties, development properties held for investment and other interests |
417.2 | 499.0 | |
| Profits or losses on disposal of investment properties, development properties held for investment and other interests |
3.4 | 0.7 | |
| Profits or losses on sales of trading properties including impairment charges in respect of trading properties. |
|||
| Tax on profits or losses on disposals | -0.1 | -0.1 | |
| Negative goodwill / goodwill impairment | |||
| Changes in fair value of financial instruments and associated close-out costs | -0.8 | 2.7 | |
| Acquisition costs on share deals and non-controlling joint venture interests | |||
| Tax in respect of EPRA adjustments | -95.8 | -106.8 | |
| Adjustments (i) to (viii) above in respect of joint ventures (unless already included under proportional consolidation) |
|||
| Non-controlling interests in respect of the above | 6.4 | ||
| EPRA Earnings | 145.6 | 94.5 | |
| Average number of shares | 444,613 | 426,996 | |
| EPRA Earnings per Share (EPS) | 0.33 | 0.22 | |
| Adjustments to calculate Company specific adjusted EPRA Earnings, exclude: | |||
| Impairment/depreciation on property, plant and equipment | |||
| FX related to company restructuring, intra-group transfer of SPV's | 1.4 | -0.1 | |
| Costs associated with establishment of capital market and financing structure | -3.5 | -13.1 | |
| Non-recurring items unrelated to operational performance (gifts, transaction advisory, ) |
-13.0 | -23.6 | |
| Tax in respect of Company specific adjustments | 2.7 | 5.3 | |
| Company specific adjusted EPRA Earnings | 158.1 | 126.0 | |
| Company specific adjusted EPRA EPS | 0.36 | 0.30 |
| EPRA Net Asset Value Metrics (€ million) | EPRA NRV | EPRA NTA | EPRA NDV | |||
|---|---|---|---|---|---|---|
| 30 June 2023 | 31 Dec. 2022 30 June 2023 | 31 Dec. 2022 30 June 2023 | 31 Dec. 2022 | |||
| IFRS Equity attributable to shareholders | 5,681.8 | 5,284.5 | 5,681.8 | 5,284.5 | 5,681.8 | 5,284.5 |
| Include / Exclude: | ||||||
| i) Hybrid instruments | ||||||
| Diluted NAV | 5,681.8 | 5,284.5 | 5,681.8 | 5,284.5 | 5,681.8 | 5,284.5 |
| Include: | ||||||
| ii.a) Revaluation of IP (if IAS 40 cost option is used) | ||||||
| ii.b) Revaluation of IPUC (if IAS 40 cost option is used) | ||||||
| ii.c) Revaluation of other non-current investments | ||||||
| iii) Revaluation of tenant leases held as finance leases | ||||||
| iv) Revaluation of trading properties | ||||||
| Diluted NAV at Fair Value | 5,681.8 | 5,284.5 | 5,681.8 | 5,284.5 | 5,681.8 | 5,284.5 |
| Exclude: | ||||||
| v) Deferred tax in relation to fair value gains of IP | -974.6 | -880.9 | -974.6 | -880.9 | ||
| vi) Fair value of financial instruments | 27.6 | 27.5 | 27.6 | 27.5 | ||
| vii) Goodwill as a result of deferred tax | ||||||
| viii.a) Goodwill as per the IFRS balance sheet | ||||||
| viii.b) Intangibles as per the IFRS balance sheet | 4.9 | 3.5 | ||||
| Include: | ||||||
| ix) Fair value of fixed interest rate debt | 1,125.0 | 1,199.6 | ||||
| x) Revaluation of intangibles to fair value | ||||||
| xi) Real estate transfer tax | 51.9 | 50.9 | ||||
| NAV | 6,680.8 | 6,188.8 | 6,624.0 | 6,134.4 | 6,806.8 | 6,484.1 |
| Fully diluted number of shares | 446,294 | 444,093 | 446,294 | 444,093 | 446,294 | 444,093 |
| NAV per share per share | 14.97 | 13.94 | 14.84 | 13.81 | 15.25 | 14.60 |
| EPRA NIY and 'topped-up' NIY (€ million) | 30 June 2023 | 31 Dec. 2022 | |
|---|---|---|---|
| Investment property – wholly owned | 11,420.1 | 10,554.6 | |
| Investment property – share of JVs/Funds | |||
| Trading property (including share of JVs) | |||
| Less: developments | 1,247.9 | 1,193.3 | |
| Completed property portfolio | 10,172.2 | 9,361.3 | |
| Allowance for estimated purchasers' costs | |||
| Gross up completed property portfolio valuation | 10,172.2 | 9,361.3 | |
| Annualised cash passing rental income | 581.1 | 527.4 | |
| Property outgoings | 17.9 | 16.4 | |
| Annualised net rents | 563.1 | 511.0 | |
| Add: notional rent expiration of rent-free periods or other lease incentives | 16.7 | 15.8 | |
| Topped-up net annualised rent | 579.9 | 526.8 | |
| EPRA NIY | 5.54% | 5.46% | |
| EPRA "topped-up" NIY | 5.70% | 5.63% |
This announcement contains certain forward-looking statements with respect to the financial condition, results of operations and business of CTP. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "targets", "may", "aims", "likely", "would", "could", "can have", "will" or "should" or, in each case, their negative or other variations or comparable terminology. Forward-looking statements may and often do differ materially from actual results. As a result, undue influence should not be placed on any forward-looking statement. This press release contains inside information as defined in article 7(1) of Regulation (EU) 596/2014 of 16 April 2014 (the Market Abuse Regulation).
CTPark Humpolec 1571 396 01 Humpolec Czech Republic +420 565 535 565
CTP Invest spol. s r.o. Národní 135/14 110 00 Prague 1 Czech Republic +420 220 511 444
CTP Invest Bucharest SRL 5A Ion Rațiu Street Bolintin Deal Commune Giurgiu County 077096 Romania +40 21 9149
CTP Management Hungary Kft Verebély László utca 2 2051 Biatorbágy Hungary +36 30 164 3414
CTP Invest SK, spol. s r.o. Laurinská 18 811 01 Bratislava Slovakia +421 904 174 157
CTP Invest doo Starine Novaka 23 11000 Belgrade Serbia +381 66 8772 860
Bulgaria CTP Invest EOOD 247, Botevgradsko shosse Blvd. Administrative building, floor 7 1517 Sofia Bulgaria +359 884 65 22 38
CTP Invest BV Apollolaan 151 1077 AR Amsterdam The Netherlands +31 85 27 31 294
CTP Deutschland B.V. Lietzenburger Strasse 75 107 19 Berlin Germany +49 (0) 331 74 00 76 -529
Austria CTP Invest Immobilien GmbH Donaustadtstraße 1/3 1220 Vienna Austria +43 664 3483608
linkedin.com/company/CTP-invest twitter.com/CTPInvest facebook.com/CTPparkmakers instagram.com/CTPparkmakers youtube.com/CTPeu #byctp ctp.eu
CTP N.V. Apollolaan 151 1077 AR Amsterdam The Netherlands T +31 85 27 31 294 ctp.eu
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