Annual Report • Nov 28, 2018
Annual Report
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| Message from CEO | 4 |
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| ------------------ | --- |
| ManagementBoard Report | 6 | |
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| 01. | General information about the Company and its Group | 7 |
| Management Board | 8 | |
| Supervisory Board | 9 | |
| 02. | Strategy of Echo Investment Group | 10 |
| 03. | Business model | 11 |
| 04. | Ownership structure of Echo Investment S.A. and description of shares | 12 |
| 05. | Total number of the Company's shares held by management | |
| and supervisory staff | 13 | |
| 06. | Major events in Q1-Q3 2018 | 14 |
| 07. | Major events after the balance sheet day | 18 |
| 08. | Description of markets the Company and its Group operate | 20 |
| 09. | Echo Investment Group business segments – activities and outlook | 27 |
| 10. | The Group's segments – financial structure | 32 |
| 11. | Portfolio of properties | 35 |
| 12. | Main investments in Q1-Q3 2018 – acquisition of plots | 42 |
| 13. | Factors and unusual events influencing the financial result in Q2 2018 | 43 |
| 14. | Factors which will influence the results of the Company and its Group | |
| in the perspective of at least the following quarter | 44 | |
| 15. | Seasonal and cyclical nature of the Group's activity | 45 |
| 16. | Information on dividend | 46 |
| 17. | Financial liabilities of the Company and its Group | 48 |
| 18. | Influence of the results disclosed in the report for Q3 2018 on fulfilment | |
| of result forecasts | 54 | |
| 19. | Court, arbitration or public administration proceedings | 54 |
| 20. | Material transactions concluded by the Company or its subsidiary | |
| with related parties on terms other than market terms | 55 |
| Financial statements | 56 | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 2.1 Condensed interim consolidated financial statement as of and for the period ended 30 September 2018 57 |
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| Information on financial statements of Echo Investment Group | 65 | ||||||||
| 01. | Accounting principles adopted in drawing up the financial report of Echo Investment Group |
66 | |||||||
| 02. | Main accounting principles Application of new and amended standards and interpretations |
67 | |||||||
| 03. 04. |
Published standards and interpretations which are not effective | 74 | |||||||
| yet and have not been adopted by the Company | 75 | ||||||||
| 05. | Effects of changing the principles of accounting used – transformations | ||||||||
| of financial statements for previous periods | 77 | ||||||||
| 2.2 Condensed interim separated financial statements of Echo Investment S.A. |
80 | ||||||||
| Information on the financial statements of Echo Investment S.A. | 88 | ||||||||
| 01. | Effects of adopted changes in accounting principles – restatement of financial statements for previous periods |
89 | |||||||
| Contact | 92 |
I present this Echo Investment's financial report for the third quarter of 2018, detailing our accomplishments and results.
The third and fourth quarters are traditionally the most intense time for the residential department. The current results of sales and handovers of apartments are in line with expectations and confirm that at the end of the year we will reach around 1,100 apartments sold and 1,000 premises handed over to clients. We are constantly expanding our offer of apartments: in 2018 we started eight projects with 950 apartments. Next year we plan to start construction of about 1,450 apartments in large and attractive projects, such as Ordona in Warsaw, Tymienieckiego in Łódź, Nasze Jeżyce in Poznań or Wita Stwosza in Kraków. Compared to 2018, it will increase our offer by 50%.
Responding to new social trends and changing consumer preferences, we have entered into a new sector: apartments for rent. We are developing Resi-4Rent - a platform in which we have a 30% share and where we are responsible for preparation and execution of projects. In the third quarter, Resi4Rent acquired from Echo Investment four ongoing projects with 1,200 apartments. Two projects in Wrocław and Łódź will be completed and ready for residents in the second half of 2019, remaining two – in the first half of 2020. In the near future Resi4Rent will take over another six projects with 1,700 apartments in total, which are ready to start.
Office business in Warsaw and in regional cities is developing very well, which is confirmed both by reports of research agencies and by our observations. It is proved, among others, by leasing up the first building of Warsaw Brewery – Gatehouse Offices, and a strong interest in two more buildings of the complex, which are under construction. We are also happy to announce the first lease agreements in Moje Miejsce in Warsaw and advanced negotiations for majority of the area in the Face2Face complex in Katowice. Being optimistic about the future, we already started four office projects in 2018 and five more located in regional cities will be started by the first quarter of 2019.
After over two years of construction, in mid-November we opened Libero shopping centre in Katowice. The project was well-received by customers and the city. It is nearly 45,000 sqm of the space, fully leased to great retailers. According to the latest trends, about 20% of the space in Libero has been dedicated to the entertainment and service zone, thanks to which this facility also works on Sundays without trade. Libero is a great investment, which is why we are convinced that it will attract long-term investors soon.
Our coming retail investment – Galeria Młociny in Warsaw – is progressing well, enjoying a great interest from tenants. The scheme is almost 90% leased. The main driver for the success of this project is an exceptional food and entertainment area amounting to c.a. 20% of the space, combined with the excellent We have comfortable liquidity position that fully secures our investment and development needs. Based on our results and available liquidity we have already declared the advance dividend out of 2018 profit in the amount of PLN 0.5 per share.
retail tenant mix. You are invited for the grand opening of Galeria Młociny in the second quarter of 2019.
The financial standing of the Echo Investment Group is excellent. In three quarters of 2018 we generated PLN 158 mln of consolidated net profit and at the end of this period PLN 522 mln were deposited on our bank accounts. Several weeks ago we placed 5-year bonds for individual investors worth PLN 50 mln. In November we sold remaining EPP shares, generating c.a. 15% of IRR, including dividends. We have comfortable liquidity position that fully secures our investment and development needs. Based on our results and available liquidity we have already declared the advance dividend out of 2018 profit in the amount of PLN 0.5 per share.
I encourage you to read our financial report for the third quarter of 2018 in details.
Yours sincerely,
Nicklas Lindberg President of the Management Board
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Incorporation of Echo Investment Group
1996
Echo Investment Group's core activity consists in the construction, lease and sale of office and retail buildings, construction and sale of residential buildings as well as trade in real estate.
The parent company Echo Investment S.A., with its office in Kielce, al. Solidarności 36, was registered in Kielce on 23 July 1992. Echo is a Joint Stock Company entered in the National Court Register under no. 0000007025 by the District Court in Kielce, 10th Economic Division of the National Court Register.
Since 5 March 1996, the Company's shares are listed at the Warsaw Stock Exchange on the regulated market, sector – WIG – Real Estate. The Company was established for an indefinite period of time.
01
Nicklas Lindberg President of the Board, CEO
as at 30 September 2018
02
DEVELOPMENT
In 2016, the Management Board of Echo Investment with the approval of the Supervisory Board developed and implemented "The strategy of profitable growth". According to its assumptions, Echo Investment will accelerate the capital turnover and therefore generate higher returns for its shareholders. The Company intends to share profit in the form of regular dividends.
It is the strongest economy and real estate market in the Central and Eastern Europe. Echo Investment, which has been operating on this market for two decades, knows perfectly its potential, background and principles of functioning. This is why the Company will focus on running projects in the most important Polish cities, which are at the same time the most attractive and liquid real estate markets: Warsaw, Tricity, Poznań, Katowice, Wrocław, Cracow and Łódź.
synergies for both sides. Development acti-
expanding Echo's scale of operation, accele-
limits risks. Echo Investment assumes entering into joint-ventures for projects requiring
Echo Investment is one of the biggest real estate development companies operating in Poland. The Company is active in three sectors: office, retail and residential. In accordance with the strategy of profitable growth, Echo Investment is going to be one of the leaders in each of the three sectors. This is going to translate into optimum use of resources and adequately large scale of activity.
The focus of the adopted strategy model is on development activities, which include land acquisition, construction, lease, active management to increase the market value and then sale of finished project in optimal time for the possible return ratio, capital management, market expectations and trends. Commercial and residential properties under construction con-
stitute majority of the group's assets.
STRATEGIC COOPERATION WITH RELIABLE PARTNERS
Echo Investment values long-term business relations with reliable partners, that created vities of Echo Investment are complementary to these entities. Such cooperation facilitates rates speed of projects implementation and significant capital expenditures, providing its partners with services such as development, planning, leasing, accounting etc. Partners may also be offered by Echo with priority to acquire ready projects on market conditions. Material agreements between Echo Investment and its partners need to be discussed and approved by the Supervisory Board.
DESTINATION PROJECTS
Many years of experience in three real estate sectors gives Echo Investment a competitive advantage resulting from skills to develop large, multi-functional and destination projects. This is why, the Company can buy larger lands where unit price is lower and competition among purchasers is much lower. Combining functions allows to Company to complete a project earlier and design a complex city space.
Echo Investment Group runs the entire investment process in-house, starting with acquisition of property, through obtaining administrative permits, financing and oversight of construction, to leasing, completion, active property management to increase its value, taking decision of sale and execution of this decision in optimal moment from return, cash management, expectation and market trends. These steps are taken in most cases through the special purpose vehicles (SPV).
The core business of Echo Investment Group falls into the following categories:
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SHAREHOLDERS OF ECHO INVESTMENT S.A. HOLDING MORE THAN 5% OF THE SHARE CAPITAL AS AT 30.09.2018
The share capital of Echo Investment S.A. is divided into 412,690,582 ordinary bearer shares of A, B, C, D, E and F series. None of the shares has limited rights. The Company's share capital, i.e. the nominal value of all the shares, amounts to PLN 20,635, and it was paid in cash. The nominal value of one share is PLN 0.05. The number of shares equals the number of votes at the General Meeting of Shareholders.
The securities issued by Echo Investment S.A. do not provide their owners with any special controlling powers. Echo Investment S.A. does not have any information on limitations in exercising the voting right or transferring ownership rights by owners of its securities.
Lisala sp. z o.o. is an entity which is directly controlled by Echo Partners B.V. and indirectly by the Oaktree Capital Management, Pacific Investment Management Corporation (PIMCO) and Griffin Real Estate funds.
The shareholding structure information as it was on 30 September 2018 is based on data on shareholders who held minimum 5% of the total number of votes at the Ordinary General Meeting of Echo Investment S.A. of 25 April 2018.
05
Nicklas Lindberg, President of Echo Investment, and Maciej Drozd, Vice-president for financial affairs, informed the company on 30 October 2017 about the purchase of shares in Echo Investment as part of the sale of a portion of a block of shares by the main shareholder Lisala Sp. z o.o. to selected investors. Both Management Board members purchased shares at a unit price of PLN 4.60. Previously they were not shareholders of the Company, either directly or indirectly.
To the best of the Company's knowledge, none of the other members of the Management Board or Supervisory Board is a shareholder of the Company directly or indirectly as at the date of publication of the report, they were not shareholders on 30 September 2018 and throughout Q1-Q3 2018 did not conclude any transactions involving the Company's shares.
Therefore, as at the date of publication of the report, the ownership of shares by members of the Management Board and the Supervisory Board was as follows:
| Surname | Position in the company |
Number of shares held |
Share in the capital and votes at GMS |
|
|---|---|---|---|---|
| Nicklas Lindberg | President of the Board | 460 663 | 0,11% | |
| Maciej Drozd | Vice-President of the Board | 184 265 | 0,04% |
50 mln pln
Value of H-series bonds placement for individual investors in Q2 2018
On 14 February 2018 the Management Board of Echo Investment adopted a resolution on the establishment of the Third Bond Issue Programme for individual investors up to the amount of PLN 400 mln or its equivalent in EUR. The bonds will be offered in a public offering. Detailed terms of the bond issuance will be determined prior to the issuance of a given series of bonds. The company plans to introduce bonds issued on the basis of the prospectus for trading on the Catalyst regulated market.
The company filed the Prospectus with the Polish Financial Supervision Authority (KNF) on 28 February 2018. The prospectus was approved on 16 April 2018. Based on the above, in Q2 2018 Echo Investment placed unsecured H-series bonds with a total value of PLN 50 mln, a four-year maturity and a 2.8% margin.
Total value of bonds issued by Echo Investments in Q2 2018 for institutional investors
As part of the Bond Issuance Programme of up to PLN 1 bln of 2004, which was signed with mBank, Echo Investment issued coupon bonds with a total value of PLN 140 mln on 23 April 2018. The nominal value and the issue price of one bond was PLN 10,000. The bonds were issued for the period ending on 25 April 2022. The interest rate on the bonds was determined based on the variable WIBOR 6M rate plus 2.9% plus WIBOR. The interest will be paid semi-annually. The issued bonds are not secured.
Details on the projects which will enter the Resi4Rent platform are available in section 11.2 on page 37
Echo Investment has signed a framework agreement aimed at creating the first private institutional residential rental platform in Poland – Resi4Rent – with R4R S.à.r.l., an entity controlled by a fund managed by one of the leading investment management companies in the world. Echo Investment will be responsible for planning, design and implementation of the development projects for the platform. Resi4Rent will independently manage the assets platform. The condition for the conclusion of the contract was the consent of the European antimonopoly authorities, which was obtained on 6 July 2018.
Thereafter, on 20 July 2018, Echo Investment acquired 30% of the shares authorizing to exercise 30% of votes in the joint venture company, while R4R S.à.r.l. acquired the remaining 70% of the shares and votes. Simultaneously, the shareholders concluded an agreement concerning the corporate governance principles for the joint venture.
Resi4Rent building in Warsaw Brewery, Warsaw
On 15 September Resi4Rent took over from Echo Investment four projects with over 1,200 apartments under construction: one building of the Warsaw Brewery complex in Warsaw, a project on Wodna Street in Łódź, the Rychtalska and Kępa Mieszczańska projects in Wrocław. The total net price for the projects amounted to PLN 339 mln. The first residents will move into the Resi4Rent buildings in Q3 2019.
Resi4Rent has concluded a credit agreement and a loan agreement with Bank Polska Kasa Opieki and other financial institutions, which will finance the construction of 4 acquired projects for the total amount of PLN 259 mln. At the same time, by fulfilling its obligations to co-finance the platform, Echo Investment acquired new shares in the increased share capital of Resi4Rent and provided a loan to it, as a result of which PLN 41 mln was received on Resi4Rent's accounts.
The platform is preparing to take over another projects with 1,700 in preparation, ready to start in the next 12 months.
The Management Board of Echo Investment believes that entering the segment of apartments for rent will significantly increase the scale of its operations in the residential sector, it will enrich large, city-forming multifunctional 'destination' projects e.g. Warsaw Brewery and it will respond to new social trends – employees' mobility, less attachment to property with more reluctance to incur long-term mortgage loans. According to the latest Property Index research by Deloitte, only slightly more than 15% of Poles rent an apartment, which is a much lower rate compared to the average in Europe. For example 23% of Czechs, 24% of Britons, 30% of Austrians and 54% of Germans live in rented accommodation.
Following the preliminary agreement for the sale of the West Link office building in Wrocław on 9 March 2017 and the fulfilment of conditions precedent, Echo Investment and its subsidiaries signed a final agreement for the sale of the building with entities from the Globalworth Poland group (former Griffin Premium RE) 25 May 2018.
The sales price calculated on the basis of the established NOI ratio formula (rental income less non- recoverable operating costs of the building) and the value of 6.873% (the yield) is app. EUR 35.8 mln on the day of conclusion of the agreement. It was increased by the estimated working capital and funds of the SPVs which are the owner of the building, and then decreased by the debt of the SPVs, the costs of outstanding fit-out works and construction works, rent reductions under the lease agreements as well as the income from the leased but not handed over premises.
The transaction was prepaid by the acquisition of bonds with an issue price of EUR 18 mln by Globalworth Poland as part of a private placement.
The building with an area of more than 14,200 sqm is fully rented. Nokia is the anchor tenant and Hilti has also leased office space in West Link. The weighted average lease term exceeds 6 years.
In keeping with preliminary agreements of 30 September 2016 concerning the sale of seven office buildings to EPP, a EUR 19 million agreement concerning the sale of Symetris Business Park II was concluded on 26 July 2018. The office building's first stage transaction had been closed in December 2016, so EPP has effectively acquired the entire Symetris Business Park project located in al. Piłsudskiego in Łódź. The building sold in July accommodates 9.700 square metres and is already 94% leased out to such companies as Philips Polska and Office Bistro. The average weighted rental period exceeds 9 years. The whole complex of buildings has been awarded the BREEAM certificate.
As part of the transaction, the parties signed a rent guarantee, under which the buyer is guaranteed to receive rent payments and average maintenance charges for the nonleased parts of the building. The charges generated from empty premises will be paid over the period of 3 years. Among the auxiliary contracts the parties concluded was a fit-out agreement, which may bring Echo Investment additional EUR 2.6 m plus VAT. Moreover, for rectification of faults, the seller is entitled to further EUR 193 thousand plus VAT. On the other hand, the seller is obliged to a one-off payment of EUR 2.1 m due to an amendment to the terms of the transaction. Since the building sold was part of a property package co-financed in 25% by EPP based on a ROFO agreement, EPP received 25% of the project's profit on the closure of the transaction.
At present, only one transaction is still to be concluded under the 2016 preliminary agreement, i.e. such concerning the third stage of Kraków-located O3 Business Campus. As the the building has been finished and advanced talks are underway to lease out the remaining space, Echo Investment expects to close the transaction by the end of Q1 2019.
The value of sale transaction concerning Sagittarius Business House
On 21 August 2018 Echo Investment signed the final sale agreement concerning Wrocław-located Sagittarius Business House. The office building was acquired by Warburg-HIH Invest Real Estate, a German real estate funds manager on behalf of one of its institutional clients.
The transaction value was calculated by dividing the net operating income (NOI) generated by the building by the capitalisation rate of 6.175%, i.e. approximately EUR 74.5 m. This amount was reduced by the value of rent-free periods, costs of finishing works in the building and other costs, and then increased by the rent receivable and miscellaneous monetary means. As a result, the price paid at the closing of the transaction was set at approximately EUR 68.5 m. Additionally, an amount of EUR 845 thousand was retained and is due to be released by the end of March 2019 once some minor defects have been rectified and appropriate as-built documentation submitted. Moreover, the seller and buyer concluded an agreement for finishing works concerning a part of the building, which will bring Echo Investment an estimated EUR 2.1 m + VAT in remuneration. The money is to be paid after the works are complete, i.e. by the end of 2020. The parties also signed a rent guarantee – under which Echo Investment will cover rent payments and average maintenance charges for the non-leased parts of the building – as well as a quality guarantee and a building structure guarantee.
Sagittarius Business House is a modern A-class office building located at ul. Sucha, in a developing central business neighbourhood of Wrocław. The building accommodates 25.6 thousand square metres of lettable space. The main tenants are EY and Bank of New York Mellon, jointly occupying a total of 90% of the space. The building was granted the occupancy permit in Q2 2018. According to the right of first offer agreement (ROFO), 25% of equity for this project was provided by EPP, therefore EPP was entitled to 25% of the project's profit.
Echo Investment placed I-series bonds for individual investors amounting in total to PLN 50 mln on 11-19 October 2018. The interest rate on I-series bonds is based on the WIBOR 6M rate increased by a 3.4% margin. This offer was participated by Dom Maklerski PKO BP acting as a leader of a consortium with Noble Securities S.A. and Centralny Dom Maklerski Pekao S.A. Bonds were introduced to exchange trading on November 9, 2018.
The Management Board of Echo Investment intends to spend the funds obtained from the issue to finance the company's business development. Currently, the group has over 1.1 mln sqm of offices, apartments as well as retail and entertainment space under construction and in preparation.
The bonds were issued on the basis of the prospectus approved by the Financial Supervision Authority in April 2018. The prospectus allows Echo Investment to issue the bonds for individual investors for the amount of PLN 400 mln. The company placed the bonds with the nominal value of PLN 50 mln on its basis in May. The current I-series was a second tranche offered under this programme.
In accordance with Echo Investment Group strategy, the subsidiary Echo Prime Assets B.V. sold on 5 November, 2018 remaining block of EPP N.V. shares amounting to 15.3 mln shares. The total value of transaction concluded, less transaction costs, amounted to EUR 17.1 mln.
Previously, in June, Echo Investment sold 35.4 mln shares of EPP, which represented nearly 4.5% of the company's capital. The total value of transactions concluded, less transaction costs, amounted to EUR 40 mln including currency differences.
After two years of construction works, on 15 November 2018, Echo Investment opened the Libero shopping centre in Katowice. The investment offers nearly 45,000 sqm of space which is 97% leased. Over 150 stores and service outlets are located on its three floors. According to the latest trends, about 20% of Libero is occupied by a food court and leisure area with restaurants and cafes, Helios multiplex cinema, Fabryka Formy fitness club and a medical centre. Libero is situated in the south of Katowice at the Route DK81 and has obtained the BREEAM ecological certificate. The author of the architectural design is MOFO Architekci.
The Libero construction has cost over PLN 350 million. Currently, about 1,500 people works in the building - employees of tenants and service staff of the shopping centre. Libero is covered by the right to submit a first offer from EPP (ROFO). Because EPP has provided 25% of own contribution to this investment, it is entitled to 25% of the profit from the project after its sale.
Libero is the 150th project built by Echo Investment, and by its completion the number of square meters of retail, residential, office and hotel space delivered by the company exceeded 1.5 million.
Libero shopping centre, Katowice
Libero shopping centre opening in Katowice
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– Very optimistic – Optimistic – Neutral
According to REAS, the number of apartment sold on six biggest markets in Poland (Warsaw, Kraków, Wrocław, Tri-City, Poznań and Łódź) has been decreasing since the beginning of the year. The third quarter of 2018 resulted in a nearly 9% decrease in the number of transactions compared to the second quarter, and a 19% decrease on a year-on-year basis. At the market peak, which fell in the fourth quarter of 2017, developers sold 18,900 apartments, while the number of transactions concluded in the third quarter of 2018 amounted to only 14,200. REAS analysts estimate that in the entire 2018, developers will sell approx. 62,500 apartments on six main markets (14%
less than in 2017), while approx. 60,600 apartments will be put on offer (10% less than last year).
Compared to the best quarterly sales (Q4 2017), the largest decrease was noted in Wrocław, where the number of transaction concluded was over 42% lower. Almost 36% decrease was noted in Poznań, and in Warsaw the decrease amounted to 30,5%. The only market improved sales results in relation to the result from the end of June was Tri-City (+ 6.4%). From January to the end of September 2018, developers launched 46,400 units i.e. 9.5% less than in the same period last year. Consequently, at the end of Sep-
tember 2018, the offer amounted to 46,800 units i.e. decreased by 3,900 in the last 12 months.
Prices of apartments are rising in all major cities. It results from rising construction and land costs, high demand which still exceeds supply and putting larger and more expensive apartments on offer. In the third quarter, the average price of apartments on offer increased by 1.8% quarter on quarter, while on an annual basis - by 9.9%. The largest increase in prices of apartments were noted in Warsaw (14.2%), Wrocław (13.6%) and Łódź (9.3%).
REAS analysts expect that the current market situation will not lead to a repetition of the scenario that took place ten years ago and the emergence of a supply bubble. The main argument is that despite the decrease in the number of transactions, the offer sales pace rate is still falling.
Osiedle Reset, Warsaw
The demand for office space is high in Warsaw. As many as 57% of office buildings in Warsaw currently have less than 200 sqm of vacant space. Simultaneously, 80% of companies that are looking for offices need more space. Such a discrepancy may mean the short-term upward pressure on rental rates in finished buildings - CBRE analysts indicate.
In the fourth quarter of 2018, only 70,500 sqm of new office space will be delivered for use. Such space was also absorbed by the market in the third quarter, so the market remains in equilibrium. The space vacancy rate has reached the lowest level in Warsaw since the beginning of 2013 and amounted to 10%. The increased supply of offices may be expected in mid-2019. In total, in the years 2019-2020, almost 650,000 sqm of space will be delivered to the Warsaw market.
CBRE analysts indicate that after the increase in rental rates in the city centre in the first half of the year, it is now possible to increase rates in existing buildings - but only for a short time. In a longer timeframe, the completion of a large number of buildings around the Daszyński Roundabout will weaken the price pressure.
The estimation of space leased in Warsaw in 2018 r.
From July to September, only two buildings with 16,000 sqm of space were commissioned. The office space absorption amounted to 72,700 sqm. CBRE analysts estimate that in the whole year this number will amount to 350,000 sqm. Holiday months were characterised by less activity of tenants, which translated into concluding rental transactions of 209,000 sqm of space. Since the beginning of the year, a total of 634,700 sqm has been leased, which is nearly 8% more than in the same period of 2017. The largest transaction was the expansion and extension of Deloitte (over 22,100 sqm) in the Q22 building, developed by Echo Investment.
The most active tenants were companies from the professional services sector consultancy, lawyers and coworking companies. Their share in the lease volume is as much as 40%. Only in the last quarter coworking companies leased over 33,000 sqm and they were responsible for 16% of the total demand recorded in Warsaw in the third quarter of 2018.
In three quarters of 2018, over two times more modern office space was delivered in regional cities than in Warsaw (430,000 sqm compared to 190,000 sqm). Kraków has a regional market share of as many as 36%, Wrocław and the Tri-City have 16% each. What is more, the regional vacancy rate is lower than in Warsaw (9.6% vs. 10%), and the most difficult is to find an office in Poznań and the Tri-City - according to the latest CBRE report. At the end of the third quarter of 2018, the total supply of office space in regional cities amounted to 4.81 mln sqm, which means a 10% increase. CBRE experts expect that in 2019 the total supply of office space in regional cities will exceed 5 mln sqm.
In regional cities also more is built than in the capital. The investments, which will give a total of over 805,000 sqm of office space are in progress, while over 747,000 sqm are developed in Warsaw. Office space is the most difficult to obtain in the Tri-City and Poznań, where the vacancy rate has fallen below 7%. In Łódź, Wrocław and Kraków, the vacancy rate is on the national level - approx. 10%.
In three quarters of 2018, over 421,000 sqm was leased in seven major regional cities in Poland: the majority in Kraków (nearly 46,000 sqm) and the Tri-City (40,000 sqm). The Tri-City market is quickly chasing the capitals of Małopolska and Lower Silesia, which already now have more than 1 mln sqm of space and the high stable demand.
Base rents in regional cities reached EUR 10.50-15 per sqm per month. CBRE analysts assume that due to the increasing demand and available space still at low levels, at the turn of 2018 and 2019, there may be pressure to increase rents. To ensure stable development of the market, it is necessary to increase the construction pace of new office buildings, because current office space does not meet the needs of tenants, moving market power strongly towards building owners.
– Space under construction
Despite the partial ban of trading on Sunday, the development of the retail space market in Poland is not slowing down. According to Cushman & Wakefield, at the end of 2018 the planned supply should reach the highest level in the last three years amounting to approx. 490,000 sqm. 52% of this year's shopping centres were developed or will be built in cities of over 400,000 residents, and 42% - in towns below 100,000 residents. The average retail space saturation in Poland - according to Colliers – amounts to 306 sqm per 1,000 residents.
At the end of September, total retail space in Poland amounted to over 14.4 mln sqm, and in the third quarter it increased by 20,000 sqm – based on Cushman & Wakefield's analyses. Currently, over 800,000 sqm of retail space is under construction or covered by issued building permits. Almost 40% of this number will be put into service by the end of this year. The planned supply in 2018 should in total amount to approx. 490,000 sqm, which will be the highest result over three years. Large retail and entertainment centres dominate in big conurbations (e.g. Galeria Libero in Katowice), multifunctional concepts (e.g. Centrum Praskie Koneser) or building extensions (e.g. Atrium Promenada in Warsaw with the new space opening in the fourth quarter of 2018). Mainly small buildings, retail parks or convenience centres are developed in smaller cities.
In the third quarter of this year, five new brands decided to expand on the Polish retail market: San Marina - an Italian footwear brand, handbags and accessories (Wroclavia), Ximi Vogue - a Chinese-Korean brand offering home accessories and toys (Galeria Wileńska), Kocca - an Italian fashion brand, Saffiano offering handbags from well-known designers (Galeria Północna), as well as Armani Exchange with the first store to be opened in Galeria Mokotów. The expansion of tenants from the entertainment and recreation sector is observed, including cinema chains (e.g. Helios in Galeria Wiślanka in Żory), trampoline parks (e.g. Jump World in Tesco Widzew in Łódź), fitness clubs (e.g. Just Gym in M1 in Poznań) and playgrounds (e.g. Fikołki in Galeria Mazovia in Płock.).
14,4 million sqm
Total retail space in Poland, according to C&W.
According to CBRE analysis, the total value of transactions on commercial real estate market in Poland exceeded EUR 5bln after three quarters of 2018. Poland remains the dominant real estate market in Central Europe, accounting for 59% of the total value of transactions concluded in Poland, the Czech Republic, Hungary, Romania and Slovakia. The high value of transactions is accompanied by a continuous decline in the value of capitalisation rates, which are currently the lowest in the decade and amount to 4.75% for the best office buildings (equally low rates are in the Czech Republic) and 5% for shopping centres (only in the Czech Republic are lower and amounts to 4.5 %).
In the third quarter, the value of investment transactions concluded on the Warsaw office market amounted to approximately EUR 770 mln, and in the whole year - over EUR 1.2 bln, which is twice as much as in the year 2017. The largest part of transactions is in the commercial real estate sector -according to Cushman & Wakefield, it amounts to EUR 2.14 bln, that is 45% of the value of all investments. Since the beginning of the year, shopping centres with a total area of over 1.24 mln sqm i.e. 8.5% of total retail space in Poland have changed their owner.
Analysts of both agencies agree that 2018 will be record-breaking in terms of the value of transactions concluded in the entire history of the Polish commercial real estate market, provided that the scheduled transactions will be completed until the end of the year. An additional asset of Poland is the promotion to the group of developed markets according to FTSE Russel, which strengthens investors' interest in our market and proves that we are seen as an attractive, and at the same time safe, investment destination.
5 bln EUR
The value of transactions concluded on the commercial real estate market in Poland since the beginning of the year.
According to the Central Statistical Office (GUS), since the beginning of the year there has been a significant increase in construction-assembly production in relation to the corresponding period of the previous year: from January to the end of September 2018 construction-assembly production was higher by 19.8% than the year before. These index numbers results mainly from the very good situation on the residential market, as well as on the office and warehouse-industrial market. The acceleration of road and rail investments in the public sector and the revival in local governments' investments lasting from the end of 2017 have also a positive impact.
Simultaneously, the accumulation of investments translated into an increase in prices of construction-assembly production, which in the nine months of 2018 increased by 2.4% y/y, while only in September they were 3.3% higher than in the previous year. According to the Central Statistical Office (GUS), prices in construction increased in September in all types of activities. According to the SPECTRIS research company, in 2019 the construction industry will still experience an increase in costs, including as a result of an increase in the minimum wage, rising fuel prices as well as electricity. However, the Management Board of Echo Investment observes that the price growth dynamics has stabilised in comparison to the dynamics observed in the first half of the year.
The labour market remains a challenge for construction companies, due to rising wage pressure (from January to the end of September 2018, average gross wage in the enterprise sector increased by 7.2% y/y). According to government plans, the minimum gross wage in the construction sector in 2019 is to amount to PLN 2,250 (in 2018 - PLN 2,100), while the hourly rate is to increase from PLN 13.70 to PLN 14.70. For employers, it means higher expenses for the Polish Social Insurance Institution (ZUS) and the necessity to pay higher all employment costs, in which the minimum wage is the bases of conversion.
Despite the fact that the demand for construction services will remain high, the situation of enterprises in this industry is expected to deteriorate. The increasing construction costs cause a decrease in margins of contracts concluded. According to Euler Hermes, in the first half of 2018, insolvency of construction companies increased by 22%.
In the coming quarters, the biggest challenge for developers will be to keep construction costs and work continuity on construction sites in check. It is about such management of construction processes and cooperation with subcontractors, which will provide the seamless continuation of works. Due to the financial and organisational potentiality, large development companies have an advantage in this situation. Echo Investment is a general contractor on a significant number of its construction sites, thanks to which it recognises risks when they appear and has more time to properly manage them.
09
In the first three quarters of 2018, Echo Investment sold 718 apartments and handed over 396 premises to its clients. Including October's results, the foregoing sales amounted to 786 apartments, and handovers - 511. Due to rapid sales and very good demand on the market, in the middle of the year, the Company decided to adjust the sales rate to maintain margins. According to this new approach, around 20% of premises should still be on offer when the project is completed. Such a strategy has a positive impact on investment profitability and optimises sales.
More details about the creation of the Resi4Rent platform are available in section 6.3 on page 15
Since the beginning of the year, the Company has obtained occupancy permits for investments such as Dom pod Wilgą II and Apartamenty GO, Osiedle Jaśminowe III and Park Sowińskiego IV in Poznań, Osiedle Jarzębinowe IV in Łódź and Warsaw Brewery A which offer 813 apartments in total. In the coming days Perspektywa I in Poznań will also join the list.
The company put into offer Rydla 32 in Kraków, Osiedle Jaśminowe IV in Poznań, Moje Miejsce, Reset II and Warsaw Brewery E in Warsaw, Osiedle Jarzębinowe VI in Łódź, as well as Grota 111 III and Ogrody Graua in Wrocław. By the end of the year, the Company intends to launch the sale of Esencja Apartamenty in Poznań (formerly Garbary). In total, Echo Investment will start the construction of 950 apartments throughout the year.
The company is building its competitive advantage on the residential market, among others using technology. In May 2018, Echo started the cooperation with Somfy - a global provider of home automation. It will allow to make the residential offer more attractive by adding to all apartments a Tahoma device specially created for Echo - the heart of an integrated system for management of intelligent control functionalities. The device will be installed in apartments in all new investments. Within three years, Echo Investment would like to become the industry leader in the field of smart solutions and have 4,500 apartments equipped with the smart heart in the construction and on offer. An additional advantage of Echo Investment' apartments is the fact that a significant part of them is created in multifunctional, destination projects that provide full infrastructure and city services. Examples of such projects are Warsaw Brewery, Moje Miejsce or Reset in Warsaw.
A noteworthy event in the residential sector was the creation of the Resi4Rent platform of apartments for rent. The platform currently has over 1,200 apartments under construction and another 1,700 apartments in preparation. In the opinion of the Management Board of Echo Investment, apartments for rent will provide the Company a rapid growth in the residential sector, they will supplement the functions of destination projects such as Warsaw Brewery and they will also respond to changing social trends.
The first half of 2018 saw commissioning of O3 Business Campus III in Kraków as well as Sagittarius Business House and West Link in Wrocław. Each of these buildings, handed over by Echo Investment, was subject to a preliminary sale agreement. Additionally, the first office building of Warsaw Brewery Complex – Gatehouse Offices, is to be commissioned in December. WeWork, Epam and L'Oréal Polska are the tenants of the building.
In June, the company concluded the sale of West Link to Globalworth Poland (formerly Griffin Premium RE). The building is fully leased by two tenants, Nokia and Hilti. In July, EPP took over the Łódź-located Symetris Business Park II from Echo Investment – the building's commissioning was completed back in 2017. In August, a fund managed by Warburg HIH Invest became the owner of Sagittarius, where the key tenants are EY and BNY Mellon.
For more details about office building sale transactions see sections 06 and 07 on pages 16 and 17.
In the second half of the year, construction works of were started on another two office buildings of Warsaw Brewery: the Villa Offices and the Malthouse Offices (K, G-H). After the first building was successfully leased, tenants are really interested in another ones: Echo Investment has hold advanced talks on leasing 95% of the Villa Offices.
Works on the construction of the first office building in Moje Miejsce at ul. Beethovena in Warsaw are in line with the schedule. Currently, the building is 36% leased to companies such as Havas Media, City Space, ANG Spółdzielnia and DuPont Polska. The progress of the lease and the interest of tenants means that Echo Investment will start the construction of the second building with nearly 17,000 sqm at the turn of December and January 2019.
Due to the fact that the Face2Face project located at ul. Grundmanna in Katowice is well-received, Echo Investment decided to quicken the start of the construction of the second building. Currently, the leasing department is conducting advanced talks with large tenants interested in renting significant space in each of two buildings. The first contracts are expected to be signed by the end of 2019.
In addition, the company is preparing for the start of office buildings: React in Łódź, West 4 Business Campus and a building on Powstańców Śląskich street in Wrocław.
In the second half of 2018, the most important event in the shopping centre department was the opening of Libero in Katowice, which took place on November 15 - just before the biggest Christmas shopping season. The investment offers nearly 45,000 sqm of space and is 97% leased. There are over 150 stores, service outlets and restaurants, as well as a cinema, a bowling club and a pub of a footballer Arkadiusz Milik. Services and the catering and entertainment zone, in
line with the adopted strategy, occupy nearly 20% of space in total, what is a response to the latest trends in the commercial sector. The opening of Libero fills the trade gap in the south of Katowice - the area that boast the fastest growth in the entire Silesian conurbation and attracts the most prosperous residents. The opening of Libero is accompanied by a large-scale marketing campaign that will help promote its brand and encourage customers to visit it.
Grand opening of Libero in Katowice
The construction of Galeria Młociny in Warsaw is progressing according to the schedule and should end in March 2019. Currently, the building's shell stage is finished, works on the facade and installations are in progress. The first, biggest tenants - including cinema operators and several clothing stores - have already taken over their premises and started finishing works.
Galeria Młociny is already 87% leased. In recent months, the group of tenants has been joined by, among others: KappAhl, Newbie, Solar, Calypso or Green it. Around 220 stores and service outlets are situated in the entire building, 6,000 sqm of offices that will be occupied by Inter Cars, a medical centre, a fitness club, restaurants and cafes as well as the first multiplex cinema in the district. The restaurant and entertainment zone - occupying the entire +2 level and connected with the green roof garden – was designed by architects from the renowned studio Broadway Malyan.
The shopping centre is being built right next to the Młociny hub, in one of the best transport links in Warsaw, with direct access to the underground station, tram lines, city, suburban and national bus lines, a bicycle station and a P&R car park. It is the most important interchange for the northern part of the city and neighbouring towns, which is used by over 24 mln passengers every year.
Galeria Młociny's investors are EPP (70% of shares) and Echo Investment (30% of shares). In addition, Echo Investment is responsible for the construction and the leasing of the investment.
Galeria Młociny, Warsaw
3,8 bn PLN
10
Total value of assets as at 30.09.2018
2,2 bn PLN
Total value of liabilities as at 30.09.2018
| Total | 3 793 408 | 2 238 125 | |
|---|---|---|---|
| Other | 737 644 | 1 240 572 | |
| Retail | 840 304 | 222 129 | |
| Office | 1 140 859 | 389 684 | |
| Residential | 1 074 601 | 385 740 | |
| Assets | Liabilities |
| Revenue | Cost of sales | Gross profit on sales | |
|---|---|---|---|
| Residential | 196 979 | 138 227 | 58 752 |
| Office | 95 215 | 100 107 | (4 892) |
| Retail | 12 175 | 6 582 | 5 593 |
| Other | 135 062 | 129 847 | 5 215 |
| Total | 439 431 | 374 763 | 64 668 |
64,7 mln pln
Gross profit on sales of Echo Investment Group in Q1-Q3 2018
| Revenue | Cost of sales | Gross profit on sales |
|
|---|---|---|---|
| Sale | 193 904 | 137 734 | 56 170 |
| Lease | 2 267 | 190 | 2 077 |
| Maintenance of the project in preparation and construction |
808 | 303 | 505 |
| Total | 196 979 | 138 227 | 58 752 |
| Revenue | Cost of sales | Gross profit on sales |
|
|---|---|---|---|
| Lease | 15 263 | 11 736 | 3 527 |
| Services (fit-out works) | 55 503 | 61 970 | (6 467) |
| Maintenance of the project in preparation and construction |
24 449 | 26 401 | (1 952) |
| Total | 95 215 | 100 107 | (4 892) |
| Revenue | Cost of sales | Gross profit on sales |
|
|---|---|---|---|
| Lease | 389 | 113 | 276 |
| Services (development) | 10 977 | 4 818 | 6 159 |
| Maintenance of the project in preparation and construction |
809 | 1 651 | (842) |
| Total 12 175 |
6 582 | 5 593 |
| Total | 135 062 | 129 847 | 5 215 | |
|---|---|---|---|---|
| Services | 16 514 | 8 884 | 7 630 | |
| Lease | 2 434 | 3 494 | (1 060) | |
| Sales | 116 114 | 117 469 | (1 355) | |
| Revenue | Cost of sales | Gross profit on sales |
11
Sales level – the item exclusively concerns preliminary contracts
An estimated budget includes the value of land, cost of design, construction and external supervision. It does not include the cost of supply maintenance, interest costs or activated financial costs, marketing and total personnel costs related to the project. The Company estimates additional costs to equal on average 6% of the targeted budget.
| Project / address | Sales area [sqm] |
Number of units |
Sales level [% of units] |
Targeted revenues [PLN mln] |
Targeted budget [PLN mln] |
Expenditure incurred [%] |
Start | Targeted completion |
|---|---|---|---|---|---|---|---|---|
| Dom pod Wilgą III Kraków, ul. Spiska |
4 600 | 63 | 100% | 41,8 | 28,6 | 79% | II Q 2017 | I Q 2019 |
| Rydla 32 Kraków, ul. Rydla |
5 700 | 95 | 67% | 48,4 | 36,5 | 38% | I Q 2018 | III Q 2019 |
| Osiedle Jarzębinowe V Łódź ul. Okopowa |
8 100 | 145 | 32% | 42,8 | 34,0 | 42% | IV Q 2017 | III Q 2019 |
| Osiedle Jarzębinowe VI Łódź ul. Okopowa |
3 300 | 52 | 0% | 19,8 | 15,6 | 13% | III Q 2018 | I Q 2020 |
| Nowa Dzielnica (Wodna) Łódź, ul. Wodna |
5 300 | 87 | 28% | 29,6 | 22,4 | 70% | III Q 2017 | II Q 2019 |
| Osiedle Jaśminowe IV Poznań, ul. Sielawy |
5 200 | 103 | 29% | 31,4 | 23,1 | 19% | II Q 2018 | I Q 2020 |
| Osiedle Perspektywa I Poznań, ul. Sielawy |
8 200 | 169 | 100% | 44,8 | 37,4 | 90% | IV Q 2016 | IV Q 2018 |
| Osiedle Perspektywa II Poznań, ul. Sielawy |
4 600 | 94 | 96% | 24,8 | 20,7 | 25% | IV Q 2017 | III Q 2019 |
| Osiedle Perspektywa III Poznań, ul. Sielawy |
5 600 | 105 | 90% | 31,2 | 25,4 | 24% | IV Q 2017 | IV Q 2019 |
| Warsaw Brewery A Warsaw, ul. Grzybowska |
5 200 | 98 | 100% | 55,4 | 40,9 | 95% | IV Q 2016 | IV Q 2018 |
| Project / address | Sales area [sqm] |
Number of units |
Sales level [% of units] |
Targeted revenues [PLN mln] |
Targeted budget [PLN mln] |
Expenditure incurred [%] |
Start | Targeted completion |
|
|---|---|---|---|---|---|---|---|---|---|
| Warsaw Brewery B Warsaw, ul. Grzybowska |
10 500 | 190 | 99% | 124,9 | 79,4 | 51% | IV Q 2017 | II Q 2019 | |
| Warsaw Brewery C Warsaw, ul. Grzybowska |
6 900 | 114 | 87% | 91,0 | 54,1 | 50% | IV Q 2017 | II Q 2019 | |
| Widoki Mokotów Warsaw, ul. Puławska |
4 800 | 87 | 36% | 67,1 | 49,4 | 44% | IV Q 2017 | I Q 2020 | |
| Osiedle Reset Warsaw, ul. Taśmowa |
7 300 | 164 | 65% | 66,2 | 55,1 | 59% | IV Q 2017 | IV Q 2019 | |
| Moje Miejsce I Warsaw, ul. Beethovena |
13 400 | 251 | 0% | 129,4 | 96,5 | 26% | III Q 2018 | IV Q 2020 | |
| Zebra Wrocław, ul. Zakładowa |
11 300 | 233 | 94% | 75,9 | 55,7 | 54% | III Q 2017 | II Q 2019 | |
| Total | 110 000 | 2 050 | 924,7 | 675,0 |
| Project / address | Sales area [sqm] |
Number of units |
Targeted revenues [PLN mln] |
Targeted budget [PLN mln] |
Expenditure incurred [%] |
Targeted start |
Targeted completion |
|
|---|---|---|---|---|---|---|---|---|
| Wita Stwosza I Kraków, ul. Wita Stwosza |
11 700 | 284 | 101,6 | 75,1 | 22,2% | I Q 2020 | IV Q 2022 | |
| Wita Stwosza II Kraków, ul. Wita Stwosza |
10 800 | 240 | 93,4 | 68,3 | 22,2% | I Q 2020 | IV Q 2022 | |
| Esencja Apartamenty Poznań, ul. Garbary |
12 600 | 260 | 110,9 | 84,8 | 18,1% | I Q 2019 | IV Q 2020 | |
| Nasze Jeżyce I Poznań, ul. Szczepanowskiego |
7 700 | 142 | 55,8 | 43,7 | 16,8% | I Q 2019 | I Q 2021 | |
| Warsaw Brewery E Warsaw, ul. Grzybowska |
6 100 | 82 | 111,8 | 72,2 | 16,8% | IV Q 2018 | III Q 2020 | |
| Osiedle Reset Warsaw, ul. Taśmowa |
12 200 | 253 | 114,2 | 93,9 | 21,6% | IV Q 2018 | III Q 2020 | |
| Grota 111 III Wrocław, ul. Grota-Roweckiego |
2 600 | 53 | 16,0 | 12,9 | 38,0% | IV Q 2018 | II Q 2020 | |
| Ogrody Graua Wrocław, ul. Gdańska |
4 100 | 57 | 43,7 | 33,8 | 19,6% | IV Q 2018 | III Q 2020 | |
| Total | 67 800 | 1 371 | 647,4 | 484,7 |
An estimated budget of Resi4Rent projects includes the value of land, cost of design, construction and external supervision,
development services and financial costs. It does not include the cost of the platform operation, such as marketing.
| Total 47 500 |
1 235 | 36,3 | 391,1 | ||||
|---|---|---|---|---|---|---|---|
| Kępa Mieszczańska Wrocław, Kępa Mieszczańska |
9 300 | 270 | 6,5 | 76,0 | 22% | II Q 2018 | I Q 2020 |
| Nowa Dzielnica Łódź, ul. Wodna |
7 800 | 211 | 4,9 | 52,2 | 39% | IV Q 2017 | IV Q 2019 |
| Warsaw Brewery Warsaw, ul. Grzybowska |
19 000 | 451 | 17,0 | 186,9 | 26% | IV Q 2017 | II Q 2020 |
| Rychtalska Wrocław, ul. Zakładowa |
11 400 | 303 | 8,0 | 76,0 | 41% | IV Q 2017 | III Q 2019 |
| Project / address | Residential area [sqm] |
Number of units |
Targeted annual rental revenues [PLN mln] |
Targeted budget [PLN mln] |
Expenditure incurred [%] |
Start | Targeted completion |
| Project / address | Residential area [sqm] |
Number of units |
Targeted annual rental revenues [PLN mln] |
Targeted budget [PLN mln] |
Expenditure incurred [%] |
Start | Targeted completion |
|---|---|---|---|---|---|---|---|
| Woronicza Warsaw, ul. Woronicza |
8 000 | 228 | 5,9 | 55,1 | 20% | IV Q 2018 | III Q 2020 |
| Taśmowa Warsaw, ul. Taśmowa |
13 300 | 363 | 10,3 | 110,6 | 15% | IV Q 2018 | IV Q 2020 |
| Szczepanowskiego Poznań, ul. Szczepanowskiego |
5 300 | 143 | 4,0 | 40,2 | 15% | II Q 2019 | II Q 2021 |
| Wita Stwosza I Kraków, ul. Wita Stwosza |
7 100 | 198 | 5,1 | 50,8 | 15% | I Q 2020 | IV Q 2021 |
| Wita Stwosza II Kraków, ul. Wita Stwosza |
7 000 | 190 | 5,1 | 50,5 | 15% | I Q 2020 | IV Q 2021 |
| Ordona Warsaw, ul. Ordona |
9 600 | 265 | 6,7 | 88 | 18% | IV Q 2019 | IV Q 2021 |
| Total 50 300 |
1 387 | 37,1 | 395,2 |
Definitions:
GLA – gross leasing area
NOI – net operating income with the assumption of full rental and the average market rent rates
ROFO – right of first offer
Completion – date of commissioning permit. Significant part of fit-out works to be done after this date.
An estimated budget includes the value of land, cost of design, construction and external supervision. It does not include the personnel costs related to the project, cost of marketing, leasing and financing, which are estimated by
the Company to equal on average 7% the targeted budget. In addition, it does not include costs reducing sales revenue (price), such as master lease, profit share and costs of projects sale.
Fair value includes currency differences on investment loans.
| Project / address | GLA [sqm] |
Leasing [%] |
NOI [EUR mln] |
Targeted budget [PLN mln] |
Expenditu re incurred [%] |
Completion | Recognized fair value gain [PLN mln] |
Comments |
|---|---|---|---|---|---|---|---|---|
| O3 Business Campus III Kraków, ul. Opolska |
18 800 | 30% | 3,2 | 121,5 | 66% | I Q 2018 | 44,3 | preliminary sales contract to EPP |
| Total | 18 800 | 3,2 | 121,5 | 44,3 |
| Project / address | GLA [sqm] |
Leasing [%] |
NOI [EUR mln] |
Targeted budget [PLN mln] |
Expen diture incurred [%] |
Start | Targeted com pletion |
Recogni zed fair value gain [PLN mln] |
Comments |
|---|---|---|---|---|---|---|---|---|---|
| Gatehouse Offices (Brewery J) Warsaw, ul. Grzybowska |
15 700 | 94% | 3,8 | 155,2 | 52% | II Q 2017 | IV Q 2018 | 78,4 | ROFO agreement with Globalworth Poland |
| Moje Miejsce I Warsaw, ul. Beethovena |
18 700 | 36% | 3,3 | 148,9 | 41% | III Q 2017 | I Q 2019 | 4,6 | ROFO agreement with Globalworth Poland |
| Face 2 Face I Katowice, ul. Grundmanna |
20 400 | 3,6 | 151,0 | 17% | II Q 2018 | IV Q 2019 | - | ||
| Villa Offices and Malthouse Offices (Brewery G, H, K) Warsaw, ul. Grzybowska |
46 000 | 10,2 | 483,4 | 18% | III Q 2018 | II Q 2020 | - | ||
| Total | 100 800 | 20,9 | 938,5 | 83,0 |
| Project / address | GLA [sqm] | NOI [EUR mln] |
Targeted budget [PLN mln] |
Expenditure incurred [%] |
Targeted start |
Targeted completion |
Comments | |
|---|---|---|---|---|---|---|---|---|
| Moje Miejsce II Warsaw, ul. Beethovena |
16 900 | 2,9 | 128,8 | 23% | I Q 2019 | III Q 2020 | ROFO agreement with Globalworth Poland |
|
| React Łódź ul. Piłsudskiego |
15 000 | 2,4 | 101,9 | 12% | IV Q 2018 | II Q 2020 | ||
| Solidarności Gdańsk, ul. Nowomiejska |
30 600 | 5,0 | 211,1 | 10% | I Q 2019 | I Q 2021 | ||
| Powstańców Śląskich Wrocław, ul. Powstańców Śląskich |
36 700 | 6,4 | 284,8 | 18% | I Q 2019 | II Q 2021 | ||
| Face 2 Face II Katowice, ul. Grundmanna |
26 800 | 4,6 | 196,7 | 13% | IV Q 2018 | III Q 2020 | ||
| Wita Stwosza Kraków, ul. Wita Stwosza |
25 900 | 4,5 | 195,9 | 18% | IV Q 2020 | III Q 2022 | ||
| West 4 Business Campus I Wrocław, ul. Na Ostatnim Groszu |
14 700 | 2,5 | 104,0 | 13% | IV Q 2018 | III Q 2020 | ||
| Total | 166 600 | 28,3 | 1 223,1 |
Definitions:
GLA – gross leasing area
NOI – net operating income with the assumption of full rental and the average market rent rates
ROFO – right of first offer
Completion – date of commissioning permit. Significant part of fit-out works to be done after this date.
An estimated budget includes the value of land, cost of design, construction and external supervision. It does not include the personnel costs related to the project, cost of marketing, leasing and financing, which
are estimated by the Company to equal on average 7% the targeted budget. In addition, it does not include costs reducing sales revenue (price), such as master lease, profit share and costs of projects sale.
Fair value includes currency differences on investment loans.
| Project / address | GLA [sqm] |
Leasing [%] |
NOI [EUR mln] |
Targeted budget [PLN mln] |
Expen diture incurred [%] |
Start | Targeted com pletion |
Recogni zed fair value gain [PLN mln] |
Comments |
|---|---|---|---|---|---|---|---|---|---|
| Libero Katowice, ul. Kościuszki |
44 900 | 97% | 9,4 | 355,4 | 70% | III Q 2016 | IV Q 2018 | 172,1 | ROFO agreement with EPP |
| Galeria Młociny Warsaw, ul. Zgrupowania AK "Kampinos" |
84 500 | 87% | 21,7 | 1 255,2 | 68% | IV Q 2016 | II Q 2019 | 80,0* | Echo's joint-venture with EPP: 30%:70% |
| Total 129 400 |
31,1 | 1 610,6 | 252,1 |
*30% of the project value.
| Project / address | GLA [sqm] | NOI [EUR mln] |
Targeted budget [PLN mln] |
Expenditure incurred [%] |
Targeted start |
Comments | |
|---|---|---|---|---|---|---|---|
| Towarowa 22 Warsaw, ul. Towarowa |
105 000 | 34,0 | 1 720,3 | 25% | 2021/2022 | Echo's joint-venture with EPP: 30%:70% |
|
| Total | 105 000 | 34,0 | 1 720,3 |
| Potential | ||||
|---|---|---|---|---|
| Project / address | Plot area [sqm] |
of leasing/sales area [sqm] |
Comments | |
| Łódź, ul. Tymienieckiego | 77 200 | 88 000 | Plot for residential and office | |
| Wrocław, ul. Na Ostatnim Groszu | 32 300 | 65 000 | Plot for office | |
| Warsaw, ul. Ordona | 18 100 | 39 700 | Plot for residential | |
| Warsaw, ul. Chłodna/Wronia | 600 | 1 100 | Plot for residential | |
| Łódź, ul. Kilińskiego | 9 500 | 35 000 | Plot for office | |
| Warsaw, ul. Towarowa 22 | 45 000 | Plot for residential, hotel and office | ||
| Katowice, ul. Piotra Skargi | 3 700 | 22 000 | Plot for office | |
| Poznań, ul. Sielawy, Naramowice | 32 200 | 29 500 | Plot for residential | |
| Poznań, ul. Szczepanowskiego | 6 100 | 7 900 | Plot for residential | |
| Total | 179 700 | 333 200 |
| Property | Plot area [sqm] | Comments |
|---|---|---|
| Poznań, Pamiątkowo | 874 200 Preliminary sale agreement |
|
| Poznań, Naramowice | 259 300 | Part of the plot (29,000 sqm) sold in Q4 2018 |
| Występa k. Kielc | 156 800 | |
| Poznań, ul. Hetmańska | 65 300 | |
| Koszalin, ul. Krakusa i Wandy | 39 300 | |
| Katowice, ul. Jankego | 26 200 | |
| Poznań, Sołacz | 17 300 | |
| Łódź, ul. Okopowa | 9 800 | |
| Zabrze, ul. Miarki | 8 100 | |
| Warsaw, ul. Konstruktorska | 7 200 | |
| Radom, Beliny | 6 300 | |
| Warsaw, ul. Woronicza | 5 100 Plot for the Student House dormitory |
|
| Total 1 474 900 |
12
| Date of transaction |
Address | Legal form | Area | Capacity |
|---|---|---|---|---|
| Q1 2018 | Kraków, ul. Żelazna i Wita Stwosza | perpetual usufruct and ownership |
7,200 sqm | The plot will let to extend the 'destination' project by 23,000 sqm of residential and service space |
| Q2 2018 | Katowice, ul. Piotra Skargi | perpetual usufruct | 3,700 sqm | 22,000 sqm of office space |
| Q2 2018 | Poznań, ul. Szczepanowskiego | ownership | 18,000 sqm | 21,000 sqm of residential space |
Echo Investment Group has acquired or secured by preliminary sale agreements land properties for ca. 144,000 sqm of residential, office and service space in total since the beginning of 2018. The total amount of transaction concluded and agreed amount to PLN 180 mln.
The potential of purchased real properties is estimated based on planning documents and guidelines valid at the date of purchase. Ultimately, the use of each property is determined at a later stage of project preparation, taking into account current planning documents, arrangements, market potential and finally accepted project concept.
The Company constantly sells non-core properties, which are not necessary for the strategy implementation. Since the beginning of 2018, number of properties located in Szczecin, Słupsk, Warsaw, Poznań, Lublin, Brasov (Romania) and Budapest (Hungary) were disposed and over PLN 110 mln was released.
Value of land in 1 sqm of leasable or sellable space possible to build on plots acquired or secured since the beginning of 2018.
a. Revenue resulting from hand overs of 225 housing units and housing plots.
Factors which will influence the results of the Company and its Group in the perspective of at least the following quarter 14
Revenues from hand overs of apartments, mainly in the projects: − Apartamenty Go in Kraków;
Revaluation of the fair value of the properties owned by the Group, which are in the course of leasing and construction:
The first valuations to the fair value of the office buildings under construction:
Valuation and sale of the projects:
− O3 Bussines Campus III in Kraków.
Valuation of interests entities accounted for using the equity method:
Dividend from EPP
Sale and administrative costs.
Valuation of liabilities on account of bonds and loans, at amortized cost.
Valuation of loans and cash on account of changes in exchange rates of foreign currencies.
Valuation and implementation of hedging financial instruments for foreign currencies.
Interest on deposits and loans granted.
Discounts and interest on credits, bonds and loans.
Revenues from framework services of EPP group.
15
The Group's operations cover several segments of the real estate market. Accounting revenues from sale of housing developments depends on the commissioned residential buildings and revenue on these operations is generated in every quarter but it varies in terms of stability. Revenue and results from general investment contractor services, sales of commercial investments and trade in property may be irregular. The Management Board cannot exclude other one-off events which may influence results generated in a given period.
On 26 April, 2017 the Management Board of Echo Investment adopted a resolution on the Company's dividend policy.
The main principles of the adopted dividend policy:
When recommending the dividend payment the Management Board will take into consideration the current and expected condition of the Company and the Capital Group as well as their development strategy, in particular:
Assumptions of the dividend policy were based on predictions concerning future profits from the Group's property development operations.
On 25 April 2018 the General Shareholders' Meeting of Echo Investment passed a resolution on the allocation of profits for 2017 and changes in the purpose and name of the existing Reserve Fund. Pursuant to the resolution, the Company's net profit of PLN 632,496,013 in the financial year 2017 was divided as follows:
The Ordinary General Meeting of Shareholders agreed that the right to dividend would be vested in shareholders holding shares on 4 May 2018, and the payout date would be 11 May 2018. The shareholders' decision was in line with the Management Board's recommendation and the Company's dividend policy, and it was fully executed.
The Ordinary General Meeting of Shareholders also decided to change the designation and name of the existing Reserve Fund created for the payment of the outstanding dividend or dividend advance. It was replaced by the Dividend Fund which was created for the payment of dividends or dividend advances.
The Management Board of Echo Investment, taking into account that the approved separate financial statements of the Company for the accounting year 2017 reported a net profit of PLN 642.5 mln, adopted on November 8, 2018 a resolution on conditional payment of the advance payment for the dividend for the accounting year 2018 to its shareholders.
The total amount for the payment of the advance dividend will amount to PLN 206.3 mln, i.e. PLN 0.5 per share. The amount of the dividend payment does not exceed half of the Company's net profit from the end of the previous accounting year, increased by the reserve capital created for the purpose of further payment of dividend or advances for dividend and
reduced by uncovered losses and own shares. The advance dividend is to be paid on December 19, 2018 to those shareholders who will hold shares on December 12, 2018, i.e. 7 days before the payment date.
The advance dividend will be paid subject to the approval of the Supervisory Board (the approval was obtained on November 15, 2018) and the audit of the financial statements of Echo Investment S.A. for the period from January 1, 2018 to June 30, 2018, by an expert auditor of Ernst & Young Audyt Polska, in which the assumed net profit of the Company achieved from the end of the previous accounting year will be confirmed (the condition fulfilled on November 16, 2018).
Amount of advanced dividend declared from 2018 profit
| Series | ISIN code | Bank | Nominal value |
Maturity | Interest rate | Guarantees / securities |
Quotation market |
|---|---|---|---|---|---|---|---|
| Bonds for institutional investors | |||||||
| 1/2014 | PLECHPS00134 | mBank S.A. | 100 000 | 19.02.2019 | WIBOR 6M + margin 3,6% |
– | ASO CATALYST |
| 2/2014 | PLECHPS00159 | mBank S.A. | 70 500 | 15.05.2019 | WIBOR 6M + margin 3,6% |
– | ASO CATALYST |
| 1/2016 | PLECHPS00209 | mBank S.A. | 100 000 | 18.11.2020 | WIBOR 6M + margin 3,0% |
– | ASO CATALYST |
| 1/2017 | PLECHPS00225 | mBank S.A. | 155 000 | 31.03.2021 | WIBOR 6M + margin 2,9% |
– | ASO CATALYST |
| 2/2017 | PLECHPS00258 | mBank S.A. | 150 000 | 30.11.2021 | WIBOR 6M + margin 2,9% |
– | ASO CATALYST |
| 1/2018 | PLECHPS00282 | mBank S.A. | 140 000 | 25.04.2022 | WIBOR 6M + margin 2,9% |
– | ASO CATALYST |
| Total | 715 500 | ||||||
| Bonds for individual investors | |||||||
| E-series | PLECHPS00217 | DM PKO BP S.A. | 100 000 | 06.07.2021 | WIBOR 6M + margin 2,9% |
– | regulated market CATALYST |
| F-series | PLECHPS00233 | DM PKO BP S.A. | 125 000 | 11.10.2022 | WIBOR 6M + margin 2,9% |
– | regulated market CATALYST |
| G-series | PLECHPS00241 | DM PKO BP S.A. | 75 000 | 27.10.2022 | WIBOR 6M + margin 2,9% |
– | regulated market CATALYST |
| H-series | PLECHPS00266 | DM PKO BP S.A. | 50 000 | 22.05.2022 | WIBOR 6M + margin 2,8% |
– | regulated market CATALYST |
| Total | 350 000 | ||||||
| Total bonds | 1 065 500 | ||||||
The table above does not include bonds issued in connection to the right of first offer agreement (ROFO).
17
On October 11-19, 2018, investors placed their subscriptions for I-series bonds of Echo Investment SA with a total nominal value of PLN 50 mln. The interest rate on I-series bonds is based on the WIBOR 6M rate increased by a 3.4% margin. The offer was participated by Dom Maklerski PKO BP acting as a leader of a consortium with Noble Securities S.A. and Centralny Dom Maklerski Pekao S.A. The bonds were introduced to public trading on November 9, 2018.
| Series | ISIN code | Bank | Nominal value |
Maturity | Interest rate | Guarantees / securities |
Quotation market |
|---|---|---|---|---|---|---|---|
| I-series | PLECHPS00274 | DM PKO BP S.A. | 50 000 | 08.11.2023 | WIBOR 6M + margin 3,40% |
– | regulated market Catalyst |
| Total | 287 000 | 50 000 | ||||
|---|---|---|---|---|---|---|
| Raiffeisen Bank Polska S.A.*** |
62 000 | WIBOR 1M + margin |
15.12.2018 | Authorisation to bank account, statement on submission to enforcement proceedings |
||
| Santander Bank Polska S.A.** |
75 000 | WIBOR 1M + margin |
14.12.2018 | Authorisation to bank account, statement on submission to enforcement proceedings |
||
| Alior Bank S.A. | 75 000 | 50 000 | WIBOR 1M + margin |
31.10.2018 | Authorisation to bank account, statement on submission to enforcement proceedings |
|
| PKO BP S.A.* | 75 000 | WIBOR 1M + margin |
30.09.2018 | Authorisation to bank account, statement on submission to enforcement proceedings |
||
| Bank | Contractual amount of loan |
Outstanding loan amount |
Interest rate | Repayment deadline |
Security |
* On 30.10.2018 the loan agreement was annexed and the maturity of the loan was extended to 30.10.2020. The available amount of loan as at 30.09.2018
is decreased by the amount of issued guarantees and amounts to almost PLN 52 mln.
** As at 30.09.2018 the available amount of loan is decreased by the amount of issued guarantees and amounts to almost PLN 51 mln.
*** As at 30.09.2018 the available amount of loan is decreased by the amount of issued guarantees and amounts to almost PLN 60 mln.
| Borrower | Bank | Contractual amount of loan |
Outstanding loan amount |
Interest rate |
Repayment deadline |
Security |
|---|---|---|---|---|---|---|
| Galeria Libero - Projekt |
Santander Bank Polska |
67 566 000 EUR | 23 980 866 EUR | margin + EURIBOR 3M | 10.04.2026 | Mortgages, registered and financial pledges, authorisation |
| Echo 120 Sp. z. o.o. Sp. K. |
S.A. 12 000 000 PLN 43 PLN Bank BGŻ BNP Paribas S.A. |
margin + WIBOR 1M | 10.07.2021 | to bank account, subordination agreement, submission to en forcement proceedings, transfer of rights and claims of selected agreements |
||
| Berea Sp. z o.o.* |
PKO BP S.A. | **52 500 000 EUR | 24 970 649 EUR | margin + EURIBOR 3M | 30.04.2025 | Mortgages, registered and financial pledges, authorisation |
| 10 350 000 PLN | 8 502 220 PLN | margin + WIBOR 1M | 30.04.2020 | to bank account, subordination agreement, submission to en forcement proceedings, transfer of rights and claims of selected agreements |
||
| Total | 120 066 000 EUR | 48 951 515 EUR |
| 22 350 000 PLN | 8 502 263 PLN |
|---|---|
* Echo Investment owns 30% of shares in Berea Sp. z o.o. and presents 30% of credit value.
** According to the Annex 1 to the loan agreement signed 17.10.2018 value of the construction loan was increased to EUR 56,1 mln (Echo Investment Group share). After fulfilment specified conditions the construction loan will be converted into an investment loan of a value of EUR 56,7 mln.
| Issuer | For | Value | Validity | Description |
|---|---|---|---|---|
| Echo Investment S.A. | Bletwood Investments Sp. z o.o. |
1 437 | Entire validity period of the lease and three months following its termination date |
Surety for liabilities of Cogl II Poland Limited Sp. z o.o. as a collateral of liabilities resulting from the lease agreement of 06.11.2015. Issued in EUR. |
| Echo Investment S.A. | HPO AEP Sp. z o.o. Sp.J. |
10 679 | Until the date of issuance of the occupancy permit for the projects but no later than 07.12.2031. |
Surety for liabilities of Echo – Browary Warszaw skie Sp. z o.o. Sp.K. and Dellia Investments – Projekt Echo – 115 Sp. z o.o. Sp. K. j as a collateral of liabilities resulting from the lease agreement of 07.12.2016. Mutual surety issued in EUR. |
| Echo Investment S.A. | Human Office Polska Sp. z o.o. |
100 | Until the expiry of obligations under leasing agreement |
Surety for liabilities of Sagittarius – Projekt Echo – 113 Sp. z o.o. Sp.k. resulting from the lease agreement |
| Total | 12 215 |
| Change | Guarantor | For | Date of change | Value [PLN '000] |
Change |
|---|---|---|---|---|---|
| Expiry | Echo Prime Assets B.V. |
Warburg-HiH Invest Real Estate GmbH |
21.08.2018 | 5 000 EUR | Surety for liabilities of Sagittarius – Projekt Echo – 113 Sp. z o.o. Sp.k. resulting from the agreement on 20.07.2018. Issued in EUR |
| Issue | Echo Investment S.A. | Human Office Polska Sp. z o.o. |
20.09.2018 | 100 PLN | Surety for liabilities of Sagittarius – Projekt Echo – 113 Sp. z o.o. Sp.k. resulting from the lease agreement |
| Guarantor | For | Value | Validity | Description |
|---|---|---|---|---|
| Echo Investment S.A. | Horta Sp. z o.o. | 21 357 | until 02.07.2020 | Performance bond for the final sale agreement of the Aquarius Business House I office building in Wrocław. Issued in EUR. |
| Echo Investment S.A. | Skua Sp. z o.o. | 25 628 | until 30.07.2021 | Performance bond for the final sale agreement of the Aquarius Business House II office building in Wrocław. Issued in EUR. |
| Echo Investment S.A./Santander Bank Polska S.A. |
State Treasury | 45 466 | until 22.05.2019 | Surety bond for liabilities of Outlet Park - Projekt Echo - 126 Sp. z o.o. Sp.K. |
| Echo Investment S.A./Santander Bank Polska S.A. |
State Treasury | 4 550 | until 20.06.2019 | Surety bond for liabilities of Outlet Park - Projekt Echo - 126 Sp. z o.o. Sp.K. |
| Q22 – Projekt Echo 128 Sp. z o.o. Sp.K. / Echo Investment S.A. |
IREEF – Stryków Propco Sp. z o.o. |
420 000 | until 15.12.2019 | Construction work quality guarantee related to the Q22 office building in Warsaw. |
| Echo Investment S.A. | IREEF – Stryków Propco Sp. z o.o. |
147 537 | until 15.12.2018 | Surety bond for the execution of liabilities of Q22 - Projekt Echo - 128 Sp. z o.o. Sp.k. resulting from the sale agreement concer ning the Q22 office building in Warsaw of 16.12.2016. Issued in EUR. |
| Santander Bank Polska S.A. | City of Katowice | 2 676 | until 31.12.2018 | Performance bond for liabilities of Galeria Libero - Projekt Echo - 120 Sp. z o.o. Sp.k. resulting from the agreement of 16.06.2016 on a road construction project. |
| BGŻ BNP Paribas S.A. | City of Katowice | 2 676 | until 31.12.2018 | Performance bond for liabilities of Galeria Libero - Projekt Echo - 120 Sp. z o.o. Sp.k. resulting from the agreement of 16.06.2016 on a road construction project. |
| Echo Investment S.A. / PKO BP S.A. | IREEF – Q22 Propco Sp. z o.o. |
986 | until 31.07.2019 | Guarantee securing the execution of liabi lities of Echo Investment S.A. resulting from the lease agreement of 24.10.2016. |
| Echo – Aurus Sp. z o.o. | Echo – Park Rozwoju Sp. z o.o. Sp.K. |
755 | until 28.02.2027 | Guarantee securing the execution of liabilities of Projekt 133 - City Space - GP Sp. z o.o. sp.k. resulting from the lease agreement of 4.11.2016. Issued in EUR. |
| Echo – Aurus Sp. z o.o. | Nobilis – Projekt Echo 117 Sp. z o.o. Sp.K. |
756 | until 31.07.2027 | Guarantee securing the execution of liabilities of Projekt 137 - City Space - GP Sp. z o.o. Sp.k. resulting from the lease agreement of 28.02.2017. Issued in EUR. |
| Echo – Aurus Sp. z o.o. | Ventry Investments Sp. z o.o. Sp.K. |
1 188 | until 09.04.2027 | Guarantee securing the exectution of liabilities of City Space - GP Sp. z o.o. resulting from the lease agreement of 12.10.2016. Issued in EUR. |
| Raiffeisen Bank S.A. | Agentia Nationala de Administrare Fiscala |
2 146 | until 02.09.2019 | Guarantee securing the execution of liabilities of S.C. Echo Investment Project 1 S.R.L. Issued in RON. |
| Echo Prime Assets B.V | IB 6 FIZAN / GPF 3 FIZAN |
92 976 | until 31.10.2021 | Performance bond for liabilities of Rosehill Investments Sp. z o.o. resulting from the framework agreement of 31.08.2017. Issued in EUR. |
| Echo Investment S.A. | Santander Bank Polska S.A. / Bank BGŻ BNP Paribas S.A. |
56 575 | until the date of the construction loan conversion into investment loan |
Surety bond for costs overrun of the project of Galeria Libero in Katowice. |
| Guarantor | For | Value | Validity | Description |
|---|---|---|---|---|
| Echo Investment S.A. | Santander Bank Polska S.A./ PKO BP S.A. / Bank Gospodarstwa Krajowego / mBank S.A. |
43 696 | until the date of the construction loan conversion into investment loan |
Surety bond for costs overrun of the project of Galeria Młociny in Warsaw and liabilities of Berea Sp. z o.o. resulting from the agreement on 17.10.2017. Issued in EUR. |
| Echo Investment S.A. | Nobilis – Projekt Echo 117 Sp. z o.o. Sp.K. |
40 000 | until 31.10.2026 | Construction work quality guarantee related to the Nobilis office building in Wrocław. |
| Echo Investment S.A. | Novaform Polska Sp. z o.o. |
3 053 | until 31.12.2018 | Guarantee securing the execution of liabilities of Duże Naramowice – Projekt Echo – 111 Sp. z o.o. S.K.A. resulting from the agreement of 08.01.2018. |
| Echo Investment S.A. | Novaform Polska Sp. z o.o. |
4 616 | until 31.05.2019 | Guarantee securing the execution of liabilities of Duże Naramowice – Projekt Echo – 111 Sp. z o.o. S.K.A. resulting from the agreement of 08.01.2018. |
| Echo Investment S.A. | IB 14 FIZAN | 81 638 | until 24.05.2024 | Performance bond for liabilities resulting from the final sale agreement of the West Link office building in Wrocław. Issued in EUR. |
| Echo – Aurus Sp. z o.o. | Sagittarius - Projekt Echo 113 Sp. z o.o. Sp.K. |
50 | until 31.01.2024 | Guarantee securing the execution of liabilities of Echo Investment S.A. resulting from the lease agreement of 22.06.2018. Issued in EUR |
| Sagittarius - Projekt Echo - 113 Sp. z o.o. Sp.k./Echo - SPV 7 Sp. z o.o./Echo - Aurus Sp. z o.o./ PKO BP S.A. |
Warburg-HiH Invest Real Estate GmbH |
218 309 | until 31.10.2028 | Construction work quality guarantee related to the Sagittarius office building in Wrocław. The part of guarantee issued in EUR |
| Echo Investment S.A. | A 19 Sp. z o.o. | 25 628 | until the agreement expiry |
Guarantee securing the execution of liabilities of Projekt 22 - Grupa Echo Sp. z o.o. SKA resulting from the good neighbourhood agreement of 04.07.2018. Issued in EUR |
| Echo - SPV 7 Sp. z o.o. | Ventry Investments Sp. z o.o. Sp.K. |
42 | until 90th day after the lease agreement expiry |
Guarantee securing the execution of liabilities of Echo Investment S.A. resulting from the lease agreement of 24.11.2017. Issued in EUR |
| Echo Investment S.A. | Bank Polska Kasa Opieki S.A. |
14 147 | until 30.06.2029 | Cost overrun guarantee agreement regarding residential projects |
| SPV 7 Sp. z o.o. / Echo Investment S.A. |
R4R Wrocław Kępa Sp. z o.o./SO SPV 103 Sp. z o.o./R4R Warszawa Browary Sp. z o.o. |
81 371 | until 31.07.2021 | The advance payment guarantee |
| Total | 1 337 822 |
Due to the fact, that provisions for liabilities on rent free period are already presented in the consolidated balance sheet, they are not included above.
| Change | Guarantor | For | Date of change |
Value [PLN '000] |
Description |
|---|---|---|---|---|---|
| Expiry | Echo Investment S.A. | BGŻ BNP Paribas SA |
27.07.2018 | 1 223 EUR | Surety bond for costs overrun and liabilities due to debt servicing over the construction period of the Symetris II office building in Łódź. Issued in EUR. |
| Expiry | Echo Investment S.A. | PKO BP S.A. | 21.08.2018 | 25 700 PLN | Surety bond for costs overrun of the project of the Sagittarius Business House office building in Wrocław. |
| Decrease of va lue to PLN 2.7 mln and extension until 31.12.2018 |
BGŻ BNP Paribas SA | City of Katowice | 27.09.2018 | 2 676 PLN | Performance bond for liabilities of Galeria Libero - Projekt Echo - 120 Sp. z o.o. Sp.k. resulting from the agreement of 16.06.2016 on a road construction project. |
| Decrease of va lue to PLN 2.7 mln and extension until 31.12.2018 |
Santander Bank Polska S.A. |
City of Katowice | 27.09.2018 | 2 676 PLN | Performance bond for liabilities of Galeria Libero - Projekt Echo - 120 Sp. z o.o. Sp.k. resulting from the agreement of 16.06.2016 on a road construction project. |
| Extension until 02.09.2019 |
Raiffeisen Bank S.A. | Agentia Nationala de Administrare Fiscala |
24.08.2018 | 2 343 RON | Guarantee securing the execution of liabilities of S.C. Echo Investment Project 1 S.R.L. Issued in RON. |
| Expiry | Echo Investment S.A. | BNY Mellon (Poland) Sp. z o.o. |
21.08.2018 | 3 570 EUR | Guarantee securing the execution of liabilities of Sagittarius – Projekt Echo – 113 Sp. z o.o. Sp.K. resulting from the lease agreement of 14.12.2016. Issued in EUR. |
| Issue | Echo – Aurus Sp. z o.o. | Sagittarius - Projek Echo - 113 Sp.z o.o. Sp.k. |
17.08.2018 | 12 EUR | Guarantee securing the execution of liabilities of Echo Investment S.A. resulting from the lease agreement of 22.06.2018. Issued in EUR |
| Issue | Echo Investment S.A. | A 19 Sp. z o.o. | 31.07.2018 | 6 000 EUR | Guarantee securing the execution of liabilities of Projekt 22 - "Grupa Echo" Spółka z ograniczoną odpowiedzialnością - SKA resulting from the agreement of 04.07.2018. Issued in EUR |
| Issue | Sagittarius - Projek Echo - 113 Sp.z o.o. Sp.k./Echo - SPV 7 Sp. z o.o./Echo - Aurus Sp. z o.o./PKO BP S.A. |
Warburg-HiH Invest Real Estate GmbH |
21.08.2018 | 13 651 EUR and 160 000 PLN |
Construction work quality guarantee related to the Sagittarius office building in Wrocław. The part of guarantee issued in EUR |
| Issue | Echo - SPV 7 Sp. z o.o. | Ventry Investments Sp. z o.o. Sp.K. |
24.09.2018 | 9 EUR | Guarantee securing the execution of liabilities of Echo Investment S.A. resulting from the lease agreement of 24.11.2017. Issued in EUR |
| Issue | Echo Investment S.A. | Bank Polska Kasa Opieki S.A. |
14.09.2018 | 14 147 PLN | Cost overrun guarantee agreement regarding housing projects |
| Issue | SPV 7 Sp. z o.o. / Echo Investment S.A. |
R4R Wrocław Kępa Sp. z o.o./SO SPV 103 Sp. z o.o./R4R Warszawa Browary Sp. z o.o. |
14.09.2018 | 81 371 PLN | The advance payment guarantee |
18
Echo Investment S.A. did not publish any forecasts of financial results.
Between 1 January and 30 September 2018, there were no proceedings pending before court, a competent arbitration authority or a public administration authority concerning liabilities or claims of Echo Investment S.A. or its subsidiary the value, of which equaled at least 10% of the Company's equity.
19
20
Material transactions concluded by the Company or its subsidiary with related parties on terms other than market terms
Between 1 January and 30 September 2018, no material transactions were concluded between Echo Investment S.A. and its subsidiaries, and related parties on terms other than market terms.
| As at 30.09.2018 | As at 31.12.2017 – restated |
As at 30.09.2017 – restated |
|
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Intangible assets | 1 610 | 242 | 391 |
| Property, plant and equipment | 8 339 | 11 162 | 9 852 |
| Investment property | 152 595 | 6 117 | 242 044 |
| Investment property under construction | 1 328 323 | 1 281 230 | 1 270 072 |
| Investments in associates and entities accounted for using the equity method |
254 755 | 215 891 | 212 438 |
| Long-term financial assets | 75 911 | 86 560 | 57 493 |
| Deferred tax assets | 60 194 | 64 714 | 105 285 |
| 1 881 727 | 1 665 916 | 1 897 575 | |
| Current assets | |||
| Inventories | 784 375 | 656 005 | 768 571 |
| Current tax assets | 1 537 | 3 426 | 6 537 |
| Other taxes receivable | 50 322 | 58 192 | 65 170 |
| Trade and other receivables | 281 978 | 292 406 | 317 182 |
| Short-term financial assets | 58 552 | 80 247 | 80 431 |
| Financial derivatives | - | 2 410 | - |
| Restricted cash | 116 008 | 54 766 | 36 897 |
| Cash and cash equivalents | 521 519 | 676 334 | 168 039 |
| 1 814 291 | 1 823 786 | 1 442 827 | |
| Assets held for sale | 13 500 | 119 985 | 66 113 |
| Financial assets held for sale | 83 890 | 243 273 | 297 626 |
| Total assets | 3 793 408 | 3 852 960 | 3 704 141 |
| As at 30.09.2018 | As at 31.12.2017 – restated |
As at 30.09.2017 – restated |
|
|---|---|---|---|
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Equity attributable to the parent company's shareholders | 1 555 393 | 1 590 010 | 1 602 164 |
| Share capital | 20 635 | 20 635 | 20 635 |
| Supplementary capital | 1 420 922 | 1 192 117 | 1 309 462 |
| Capital on revaluation | (4 357) | (49 676) | 4 262 |
| Profit/(loss) brought forward | 125 091 | 437 410 | 248 887 |
| Foreign exchange differences from conversion of foreign subsidiaries | (6 898) | (10 476) | 18 918 |
| Equity of non-controlling interests | (110) | (107) | (105) |
| 1 555 283 | 1 589 903 | 1 602 059 | |
| Provisions | |||
| Long-term provisions | 71 194 | 85 028 | 73 212 |
| Short-term provisions | 154 751 | 141 963 | 136 374 |
| Deferred tax provision | 77 690 | 49 723 | 75 813 |
| 303 635 | 276 714 | 285 399 | |
| Long-term liabilities | |||
| Debt liabilities | 1 011 716 | 1 026 830 | 737 333 |
| Financial derivatives | - | - | 81 |
| Other liabilities | 73 917 | 16 073 | 17 115 |
| 1 085 633 | 1 042 903 | 754 529 | |
| Short-term liabilities | |||
| Debt liabilities | 277 007 | 528 939 | 584 643 |
| Financial derivatives | - | - | 20 |
| Income tax payable | 1 005 | 7 500 | 106 |
| Other taxes liabilities | 4 443 | 35 404 | 15 197 |
| Trade liabilities | 175 592 | 179 252 | 120 291 |
| Other liabilities | 158 270 | 138 079 | 81 244 |
| Revenue brought forward | 232 540 | 54 266 | 260 653 |
| 848 857 | 943 440 | 1 062 154 | |
| Total equity and liabilities | 3 793 408 | 3 852 960 | 3 704 141 |
| Book value | 1 555 393 | 1 590 010 | 1 602 164 |
| Number of shares | 412 690 582 | 412 690 582 | 412 690 582 |
| Book value per share (PLN) | 3,77 | 3,85 | 3,88 |
| 01.07.2018 – 30.09.2018 |
01.07.2017 – 30.09.2017, restated |
01.01.2018 – 30.09.2018 |
01.01.2017 – 30.09.2017, restated |
|
|---|---|---|---|---|
| Revenue | 248 667 | 154 102 | 439 431 | 328 558 |
| Cost of sales | (219 517) | (115 265) | (374 763) | (255 942) |
| Gross profit | 29 150 | 38 837 | 64 668 | 72 616 |
| Profit on investment property | 73 883 | 58 919 | 259 826 | 225 200 |
| Administrative costs associated with projects | (7 411) | (9 392) | (27 738) | (25 876) |
| Selling expenses | (8 488) | (2 321) | (20 186) | (14 434) |
| General and administrative expenses | (24 173) | (22 749) | (73 747) | (65 657) |
| Other operating income | 7 802 | 14 947 | 27 006 | 51 439 |
| Other operating expenses | (1 288) | (1 295) | (28 500) | (31 565) |
| Operational profit | 69 475 | 76 946 | 201 329 | 211 723 |
| Financial income | 2 854 | 11 932 | 28 658 | 125 118 |
| Financial cost | (12 172) | (14 055) | (47 392) | (73 849) |
| Profit (loss) from foreign currency derivatives | (171) | (34) | (2 621) | 1 118 |
| Profit (loss) from foreign exchange differences | (826) | (6 510) | 11 037 | (11 131) |
| Share in (profit) loss of entities recognised using the equity method |
(5 839) | (3 833) | 36 512 | 19 822 |
| Profit before tax | 53 321 | 64 446 | 227 523 | 272 801 |
| Income tax | (22 054) | (11 932) | (69 769) | (30 945) |
| - current portion | (27 165) | (394) | (37 282) | (6 293) |
| - deffered portion | 5 111 | (11 538) | (32 487) | (24 652) |
| Net profit | 31 267 | 52 514 | 157 754 | 241 856 |
| Profit (loss) attributable to shareholders of the parent company | 31 268 | 52 515 | 157 757 | 241 861 |
| Profit (loss) attributable to non-controlling interests | (1) | (1) | (3) | (5) |
| Profit (loss) attributable to shareholders of the parent company | 31 268 | 52 515 | 157 757 | 241 861 |
| Weighted average number of ordinary shares (thousand) without equity shares |
412 691 | 412 691 | 412 691 | 412 691 |
| Eearnings per ordinary share (in PLN) | ,38 | 0,59 | ||
| Diluted earnings per ordinary share (in PLN) | ,38 | 0,59 |
In the reporting period from 1 January 2018 to 30 September 2018, the Echo Investment Group disclosed in the consolidated financial report a dividend received from EPP in the amount of PLN 12.2 mln.
In the reporting period from 1 January 2017 to 30 September 2017, the Echo Investment Group disclosed in the consolidated financial report a profit on shares in EPP, consisting of the following titles:
| 01.07.2018 – 30.09.2018 |
01.07.2017 – 30.09.2017, restated |
01.01.2018 – 30.09.2018 |
01.01.2017 – 30.09.2017, restated |
|
|---|---|---|---|---|
| Net profit | 31 267 | 52 514 | 157 754 | 241 856 |
| Other comprehensive income: | ||||
| – exchange differences on translation of foreign operations | (3 704) | 31 078 | 3 578 | 27 100 |
| – revaluation gains | 12 650 | 22 185 | 10 393 | 4 262 |
| Other comprehensive income for the year, net of tax | 8 946 | 53 263 | 13 971 | 31 362 |
| Total comprehensive income for the year, including: | 40 213 | 105 777 | 171 725 | 273 218 |
| Comprehensive income attributable to shareholders of the parent company |
40 214 | 105 778 | 171 728 | 273 223 |
| Comprehensive income attributable to non-controlling interest | (1) | (1) | (3) | (5) |
| Share | Supple mentary |
Reva luation |
Acumulated retained |
Currency translation |
Equity attributable to equity holders of the parent |
Capital of non-con- -trolling |
Total | |
|---|---|---|---|---|---|---|---|---|
| Period from 01.01.2018 to 30.09.2018 | capital | capital | capital | earnings | differences | company | interests | equity |
| Opening balance | 20 635 | 1 192 117 | (49 676) | 435 150 | (10 476) | 1 587 750 | (107) | 1 587 643 |
| Change in accounting policy | 2 260 | 2 260 | 2 260 | |||||
| Opening balance, with restated figures |
20 635 | 1 192 117 | (49 676) | 437 410 | (10 476) | 1 590 010 | (107) | 1 589 903 |
| Distribution of previous years' profit | - | 228 805 | - | (228 805) | - | - | - | - |
| Dividend paid | - | - | - | (206 345) | - | (206 345) | - | (206 345) |
| Other comprehensive income | - | - | - | - | 3 578 | 3 578 | - | 3 578 |
| Results of financial investment's reva luation (EPPs' shares) |
- | - | 10 393 | - | - | 10 393 | - | 10 393 |
| - | - | 34 926 | (34 926) | - | - | - | - | |
| Net profit for the period | - | - | 157 757 | - | 157 757 | (3) | 157 754 | |
| Closing balance | 20 635 | 1 420 922 | (4 357) | 125 091 | (6 898) | 1 555 393 | (110) | 1 555 283 |
| Period from 01.01.2017 to 30.09.2017 | ||||||||
| Opening balance | 20 635 | 1 128 096 | - | 393 345 | (8 182) | 1 533 894 | (100) | 1 533 794 |
| Change in accounting policy | - | - | - | 1 398 | - | 1 398 | - | 1 398 |
| Opening balance, with restated figures |
20 635 | 1 128 096 | - | 394 743 | (8 182) | 1 535 292 | (100) | 1 535 192 |
| Distribution of previous years' profit | - | 181 366 | - | (181 366) | - | - | - | - |
| Dividend approved | - | - | - | (206 345) | - | (206 345) | - | (206 345) |
| Other comprehensive income | - | - | - | - | 27 100 | 27 100 | - | 27 100 |
| Results of financial investment's reva luation (EPPs' shares) |
- | - | 4 262 | - | - | 4 262 | - | 4 262 |
| Net profit for the period | - | - | - | 241 855 | - | 241 855 | (5) | 241 850 |
| Closing balance | 20 635 | 1 309 462 | 4 262 | 248 887 | 18 918 | 1 602 164 | (105) | 1 602 059 |
| 01.07.2018 – 30.09.2018, |
01.01.2017 – 30.09.2017, restated |
|
|---|---|---|
| Operating cash flow – indirect method | ||
| Profit before tax | 227 523 | 272 801 |
| Total adjustments | ||
| Share in net (profit) loss of associates and entities accounted for using the equity method | (36 512) | (19 822) |
| Depreciation/amortisation | 2 744 | 2 911 |
| Foreign exchange gains/ losses | 616 | 38 230 |
| Interest and profit sharing (dividends) | 21 922 | 29 661 |
| Profit / loss on revaluation of assets and liabilities | (276 731) | (297 744) |
| Profit / loss on financial instruments execution | (136) | - |
| (288 097) | (246 764) | |
| Changes in working capital | ||
| Change in provisions | (1 047) | 49 389 |
| Change in inventories | (126 862) | (125 522) |
| Change in receivables | 20 583 | (33 636) |
| Change in short–term liabilities, except for loans and borrowings | 249 812 | 11 299 |
| Change in restricted cash | (61 241) | (9 827) |
| 81 245 | (108 297) | |
| Net cash generated from operating activities | 20 671 | (82 260) |
| Income tax paid | (41 889) | (18 119) |
| Net cash generated from operating activities | (21 218) | (100 379) |
| Cash flows from investing activities | ||
| Inflows | ||
| Disposal of intangible assets and tangible fixed assets | 757 | - |
| Sale of investments in property | 346 014 | 120 490 |
| From borrowings and financial investments | 129 363 | 245 822 |
| Sale of investments | 163 614 | - |
| 639 748 | 366 312 | |
| Outflows | ||
| Purchase of intangible assets and PP&E | (2 453) | (4 188) |
| Investment in property | (426 864) | (513 090) |
| On borrowings and financial investments | (80 363) | (146 700) |
| (509 680) | (663 978) | |
| Net cash flow from investing activities | 130 068 | (297 666) |
| CONSOLIDATED CONDENSED CASH FLOW STATEMENT [PLN '000] | ||||
|---|---|---|---|---|
| ------------------------------------------------------- | -- | -- | -- | -- |
| 01.07.2018– 30.09.2018 |
01.01.2017 – 30.09.2017, restated |
|
|---|---|---|
| Cash flow from financing activities (I – III) | ||
| Inflows | ||
| Loans and borrowings | 408 099 | 267 672 |
| Issue of debt securities | 190 000 | 255 000 |
| Other financial inflows | 136 | 11 991 |
| 598 235 | 534 663 | |
| Outflows | ||
| Dividends and other payments to equity holders | (206 345) | (272 376) |
| Repayment of loans and borrowings | (212 019) | (133 448) |
| Redemption of debt securities | (402 900) | (175 000) |
| Interest paid | (40 636) | (24 114) |
| (861 900) | (604 938) | |
| Net cash flow from financing activities (I+II) | (263 665) | (70 275) |
| Total net cash flows (A.III+B.III+C.III) | (154 815) | (468 320) |
| Change in the balance of cash in consolidated statement of financial position, including: | (154 815) | (468 320) |
| – change in cash due to foreign exchange gains/losses | - | 142 |
| Cash at the beginning of the period | 676 334 | 636 359 |
| Cash at the end of the period | 521 519 | 168 039 |
| As at 30.09.2018 | As at 31.12.2017 | As at 30.09.2017 | |
|---|---|---|---|
| Off-balance sheet receivables | - | - | - |
| Off-balance sheet liabilities | 1 350 037 | 1 014 508 | 794 042 |
Accounting principles adopted in drawing up the financial report of Echo Investment Group 01
The condensed consolidated statement of the Echo Investment group present financial data for the 3- and 9-month periods ending on 30 September 2018 and comparative data for the 3- and 9-month periods ending on 30 September 2017. Unless indicated otherwise, all financial data in the Company's financial statements has been presented in thousand PLN.
The financial statement has been drawn up in accordance with the historical cost principle with the exception of investment property, which was measured at fair value.
The statement has been prepared in compliance with the International Financial Reporting Standards (IFRS), as adopted by the European Commission.
The Groups' consolidated financial statement for Q3 2018 has been drawn up according to the going concern principle as there are no circumstances indicating a threat to continued activity by the Group's companies.
This consolidated financial statement was approved for publication by the Management Board on 27 November 2018.
As at 30 September 2018 the Group consisted of 133 entities consolidated according to the full method, and 10 entities consolidated according to the equity method.
Echo Investment S.A. plays the most important role in the structure of the Group, which it supervises, co-executes and provides financial resources for the implementation of development projects. The vast majority of companies being part of the Group were established or purchased in order to execute specific investment tasks, including those resulting from the construction process of a concrete development project.
As at 30 September 2018 the Capital Group included 133 subsidiaries consolidated according to the full method and 10 jointly controlled companies consolidated according to the equity method.
| No. Subsidiary | Registered office |
% of capital held |
Parent entity |
|---|---|---|---|
| 1 53 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 2 Avatar - Projekt Echo - 119 Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 3 Babka Tower - Projekt Echo - 93 Sp. z o.o. Sp. k. | Kielce | 100% | Perth Sp. z o.o. |
| 4 Barconsel Holdings Ltd | Nicosia | 100% | Echo – SPV 7 Sp. z o.o. |
| 5 Bełchatów - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 6 City Space - GP Sp. z o.o. | Warsaw | 100% | Echo Investment S.A. |
| 7 Supersam City Space - GP Sp. z o.o. Sp. k. | Warsaw | 100% | City Space Management Sp. z o.o. |
| 8 Rondo 1 City Space - GP Sp. z o.o. Sp. k. | Warsaw | 100% | City Space Management Sp. z o.o. |
| 9 Plac Unii City Space - GP Sp. z o.o. Sp. k. | Warsaw | 100% | City Space Management Sp. z o.o. |
| 10 City Space Management Sp. z o.o. | Warsaw | 100% | Echo Investment S.A. |
| 11 Cornwall Investments Sp. z o.o. | Warsaw | 100% | Echo Investment S.A. |
| 12 Cornwall Investments Sp. z o.o. Sp. k. | Warsaw | 100% | Echo Investment S.A. |
| 13 Dagnall Sp. z o.o. | Warsaw | 100% | Echo Prime Assets BV |
| 14 Dellia Investments - Projekt Echo - 115 sp. z o.o. Sp. k. | Kielce | 100% | Pudsey Sp z o.o. |
| 15 Doxent Investments Sp. z o.o. | Warsaw | 100% | 60 FIZ Forum |
| 16 Duże Naramowice - Projekt Echo - 111 Sp. z o.o. S.k.a. | Kielce | 100% | 60 FIZ Forum |
| 17 Echo - Advisory Services Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 18 Echo - Arena Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 19 Echo - Aurus Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 20 Echo - Babka Tower Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 21 Echo - Babka Tower Sp. z o.o. Sp. k. | Kielce | 100% | Gleann Sp. z o.o. |
| No. Subsidiary | Registered office |
% of capital held |
Parent entity |
|---|---|---|---|
| 22 Echo - Browary Warszawskie Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 23 Echo - Browary Warszawskie Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 24 Echo - Galaxy Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 25 Echo - Galaxy Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 26 Echo - Nowy Mokotów Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 27 Echo - Nowy Mokotów Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 28 Echo - Opolska Business Park Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 29 Echo - Opolska Business Park Sp. z o.o. Sp. k. | Warsaw | 100% | Perth Sp. z o.o. |
| 30 Echo - Project - Management Ingatlanhasznosito Kft. | Budapest | 100% | Echo Investment S.A. |
| 31 Echo - Property Poznań 1 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 32 Echo - SPV 7 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 33 Echo Innovations - City Space GP Sp. z o.o. Sp. k. | Warsaw | 100% | City Space Management Sp. z o.o. |
| 34 Echo Investment ACC - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 35 Echo Investment Project 1 S.R.L. | Brasov | 100% | Echo - Aurus Sp. z o.o. |
| 36 Echo Investment Project Management S.R.L. | Brasov | 100% | Echo Investment S.A. |
| 37 Echo Prime Assets BV | Amsterdam | 100% | Echo Investment S.A. |
| 38 Elektrownia RE Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 39 Fianar Investments Sp. z o.o. | Warsaw | 100% | Echo Investment S.A. |
| 40 Galeria Libero - Projekt Echo 120 Sp. z o.o. Sp. k. | Kielce | 100% | Fianar Investments Sp. z o.o. |
| 41 Galeria Nova - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 42 Galeria Tarnów - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 43 Gleann Sp. z o.o. | Warsaw | 100% | 60 FIZ Forum |
| 44 Gosford Investments Sp. z o.o. | Warsaw | 100% | 60 FIZ Forum |
| 45 GRO Nieruchomości Sp. z o.o. | Kraków | 100% | Echo Investment S.A. |
| 46 Grupa Echo Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 47 Kasztanowa Aleja - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 48 Kielce - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 49 Klimt House - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 50 Malta Office Park - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 51 Metropolis - Projekt Echo 121 Sp. z o.o. S.k.a. | Kielce | 100% | 60 FIZ Forum |
| 52 Oxygen - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 53 Park Postępu - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 54 Park Rozwoju III - Projekt Echo - 112 Sp. z o.o. Sp. k. | Kielce | 100% | Perth Sp. z o.o. |
| 55 Perth Sp. z o.o. | Warsaw | 100% | 60 FIZ Forum |
| 56 PHS - Projekt CS Sp. z o.o. Sp.k. | Warsaw | 100% | Perth Sp. z o.o. |
| 57 Pod Klonami - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 58 Potton Sp. z o.o. | Warsaw | 100% | 60 FIZ Forum |
| 59 PPR - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 60 Princess Investment Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| No. Subsidiary | Registered office |
% of capital held |
Parent entity |
|---|---|---|---|
| 61 Projekt - Pamiątkowo Sp. z o.o. | Kielce | 100% | Echo – SPV 7 Sp. z o.o. |
| 62 Projekt 1 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 63 Projekt 12 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 64 Projekt 13 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 65 Projekt 132 - City Space - GP Sp. z o.o. Sp. k. | Warsaw | 100% | City Space Management Sp. z o.o. |
| 66 Projekt 133 - City Space - GP Sp. z o.o. Sp. k. | Warsaw | 100% | City Space Management Sp. z o.o. |
| 67 Projekt 137 - City Space - GP Sp. z o.o. Sp. k. | Warsaw | 100% | City Space Management Sp. z o.o. |
| 68 Projekt 14 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 69 Projekt 15 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 70 Projekt 16 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 71 Projekt 17 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 72 Projekt 18 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 73 Cinema Asset Manager - Grupa Echo sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 74 Projekt 20 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 75 Projekt 21 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 76 Projekt 22 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 77 Projekt 5 - Grupa Echo Sp. z o.o. S.k.a. | Szczecin | 100% | Echo Investment S.A. |
| 78 Projekt Beethovena - Projekt Echo - 122 Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 79 Projekt CS Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 80 Projekt Echo - 104 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 81 Projekt Echo - 108 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 82 Projekt Echo - 111 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 83 Projekt Echo - 112 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 84 Projekt Echo - 113 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 85 Projekt Echo - 115 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 86 Projekt Echo - 116 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 87 Projekt Echo - 119 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 88 Projekt Echo - 120 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 89 Projekt Echo - 121 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 90 Projekt Echo - 122 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 91 Projekt Echo - 123 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 92 Projekt Echo - 127 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 93 Projekt Echo - 128 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 94 Projekt Echo - 129 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 95 Projekt Echo - 130 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 96 Projekt Echo - 131 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 97 Projekt Echo - 132 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 98 Projekt Echo - 135 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 99 Projekt Echo - 135 Sp. z o.o. Sp. k. | Kielce | 100% | Perth Sp. z o.o. |
| No. Subsidiary | Registered office |
% of capital held |
Parent entity |
|---|---|---|---|
| 100 Projekt Echo - 136 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 101 Projekt Echo - 136 Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 102 Projekt Echo - 137 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 103 Projekt 139 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 104 Projekt 140 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 105 Projekt 141 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | City Space Management Sp. z o.o. |
| 106 Projekt 142 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | City Space Management Sp. z o.o. |
| 107 Projekt 143 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | City Space Management Sp. z o.o. |
| 108 Projekt 144 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 109 Projekt 145 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 110 Projekt 146 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 111 Projekt 147 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 112 Projekt 148 - Grupa Echo Sp. z o.o. Sp. k. | Kielce | 100% | Echo Investment S.A. |
| 113 Projekt Echo - 93 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 114 Projekt Echo - 99 Sp. z o.o. | Kielce | 100% | Echo Investment S.A. |
| 115 Projekt K-6 - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 116 Projekt Naramowice - Grupa Echo Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 117 Projekt Saska Sp. z o.o. | Kielce | 95% | Echo Investment S.A. |
| 118 Pudsey Sp. z o.o. | Warsaw | 100% | Echo Investment S.A. |
| 119 Pure Systems Sp. z o.o. | Kraków | 100% | Echo Investment S.A. |
| 120 Q22 - Projekt Echo - 128 Sp. z o.o. Sp. k. | Kielce | 100% | Potton Sp z o.o. |
| 121 Sagittarius - Projekt Echo - 113 Sp. z o.o. Sp. k. | Kielce | 100% | Doxent Investments Sp. z o.o. |
| 122 Seaford Sp. z o.o. | Warsaw | 100% | Echo Investment S.A. |
| 123 Selmer Investments Sp. z o.o. | Warsaw | 100% | Echo Investment S.A. |
| 124 Selmer Investments Sp. z o.o. Sp. k. | Warsaw | 100% | Echo Investment S.A. |
| 125 Senja 2 Sp. z o.o. | Warsaw | 100% | Echo - Browary Warszawskie Sp. z o.o. |
| 126 Shanklin Sp. z o.o. | Warsaw | 100% | Echo Prime Assets BV |
| 127 Stranraer Sp. z o.o. | Warsaw | 100% | Echo Prime Assets BV |
| 128 Strood Sp. z o.o. | Warsaw | 100% | Echo Prime Assets BV |
| 129 Swanage Sp. z o.o. | Warsaw | 100% | Echo Prime Assets BV |
| 130 Symetris - Projekt Echo - 131 Sp. z o.o. Sp. k. | Warsaw | 100% | Gosford Investments Sp. z o.o. |
| 131 Taśmowa - Projekt Echo - 116 Sp. z o.o. S.k.a. | Kielce | 100% | Echo Investment S.A. |
| 132 Tryton - Projekt Echo - 127 Sp. z o.o. Sp. k. | Warsaw | 100% | Perth Sp. z o.o. |
| 133 Villea Investments Sp. z o.o. | Warsaw | 100% | Echo Investment S.A. |
All certificates issued by 60 FIZ Forum are in possession of the Echo Investment S.A.
| No. Subsidiary | Registered office |
% of capital held |
Parent entity |
|---|---|---|---|
| GALERIA MŁOCINY | |||
| 1 Rosehill Investments Sp. z o.o. | Warsaw | 30% | Echo Prime Assets BV |
| 2 Berea Sp. z o.o. | Warsaw | 30% | Rosehill Investments Sp. z o.o. |
| TOWAROWA 22 | |||
| 3 Projekt Echo - 138 Sp. z o.o. Sp. k. | Warsaw | 45,26% | Strood Sp. z o.o. |
| 4 Projekt Echo - 138 Sp. z o.o. | Warsaw | 30% | Echo Prime Assets BV |
| RESI4RENT | |||
| 5 R4R Poland Sp. z o.o. | Warsaw | 30% | Echo Investment S.A. |
| 6 R4R Łódź Wodna Sp. z o.o. | Warsaw | 30% | R4R Poland Sp. z o.o. |
| 7 R4R Wrocław Kępa Sp. z o.o. | Warsaw | 30% | R4R Poland Sp. z o.o. |
| 8 R4R Wrocław Rychtalska Sp. z o.o. | Warsaw | 30% | R4R Poland Sp. z o.o. |
| 9 R4R Warszawa Browary Sp. z o.o. | Warsaw | 30% | R4R Poland Sp. z o.o. |
| 10 R4R Leasing Sp. z o.o. | Warsaw | 30% | R4R Poland Sp. z o.o. |
| No. Entity | Action | Date | Share capital |
|---|---|---|---|
| 1 Projekt 146 – Grupa Echo Sp. z o.o. – Sp.k. with its registe red office in Kielce |
Registration by the District Court in Kielce | 14.02.2018 | 5 000 PLN |
| 2 Projekt 148 – Grupa Echo Sp. z o.o. – Sp.k. with its registe red office in Kielce |
Registration by the District Court in Kielce | 14.02.2018 | 5 000 PLN |
| 3 Projekt 144 – Grupa Echo Sp. z o.o. – Sp.k. with its registe red office in Kielce |
Registration by the District Court in Kielce | 15.02.2018 | 5 000 PLN |
| 4 Projekt 147 – Grupa Echo Sp. z o.o. – Sp.k. with its registe red office in Kielce |
Registration by the District Court in Kielce | 15.02.2018 | 5 000 PLN |
| 5 Projekt 145 – Grupa Echo Sp. z o.o. – Sp.k. with its registe red office in Kielce |
Registration by the District Court in Kielce | 19.02.2018 | 5 000 PLN |
| No Entity | Action | Date | Share capital |
|---|---|---|---|
| 1 West Gate II – Projekt Echo – 114 Sp. z o.o. Sp. k. with its regi stered office in Kielce |
Disposal of 100% of shares in the company |
25.02.2018 | 1 000 000 PLN |
| 2 Elissea Investments Sp. z o.o z with its registered office in Warsaw |
Disposal of 100% of shares in the company |
25.02.2018 | 5 000 PLN |
| 3 Projekt Echo – 114 Sp. z o.o. with its registered office in Kielce | Disposal of 100% of shares in the company |
25.02.2018 | 30 000 PLN |
| 4 Echo Investment Hungary Ingatlanhasznosito Kft. with its registered office in Budapest |
Disposal of 100% of shares in the company |
30.08.2018 | 22 598 000 PLN |
| 5 Echo – Klimt House Sp. z o.o. w likwidacji with its registered office in Kielce |
Remove from the Register of Entrepreneurs |
21.09.2018 | 80 000 PLN |
| No Entity | Action | Date | Share capital |
|---|---|---|---|
| 6 Projekt Echo – 96 Sp. z o.o. w likwidacji with its registered office in Kielce |
Remove from the Register of Entrepreneurs |
21.09.2018 | 25 000 PLN |
| 7 Projekt Echo – 100 Sp. z o.o. w likwidacji with its registered office in Kielce |
Remove from the Register of Entrepreneurs |
24.09.2018 | 100 000 PLN |
| 8 Projekt Echo – 77 Sp. z o.o. w likwidacji with its registered office in Kielce |
Remove from the Register of Entrepreneurs |
25.09.2018 | 50 000 PLN |
| 9 Echo – Pod Klonami Sp. z o.o. w likwidacji with its registered office in Kielce |
Remove from the Register of Entrepreneurs |
25.09.2018 | 70 000 PLN |
| 10 Mena Investments Sp. z o.o. w likwidacji with its registered office in Kielceh |
Remove from the Register of Entrepreneurs |
26.09.2018 | 1 180 000 PLN |
| 11 Projekt Echo – 95 Sp. z o.o. w likwidacji with its registered office in Kielceh |
Remove from the Register of Entrepreneurs |
27.09.2018 | 60 000 PLN |
| No. Entity | Action | Date |
|---|---|---|
| 1 City Space – SPV 1 Sp. z o.o. | Transformation into Supersam City Space – GP Sp. z o.o. S.K. | 11.01.2018 |
| 2 City Space – SPV 2 Sp. z o.o. | Transformation into Rondo 1 City Space – GP Sp. z o.o. S.k. | 19.01.2018 |
| 3 City Space – SPV 3 Sp. z o.o. | Transformation into Plac Unii City Space – GP Sp. z o.o. S.k. | 19.01.2018 |
| 4 PPR – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 5 Avatar – Projekt Echo 119 Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transger of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 6 Bełchatów – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 7 Galeria Tarnów – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 8 Park Postępu – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 9 Oxygen – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 10 Kielce – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 11 Echo – Galaxy Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 12 53 – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 13 Malta Office Park – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 14 Projekt 1 – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 15 Projekt 5 – Grupa Echo Sp. z o.o. Sp. k.a. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 16 Projekt Beethovena – Projekt Echo – 122 Sp. z o.o. Sp. k.a. |
"Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 17 Projekt Echo – 108 Sp. z o.o. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| No. Entity | Action | Date |
|---|---|---|
| 18 Villea Investments Sp. z o.o. | "Datio in solutum" agreement – transfer of shares from Forum 60 FIZ to Echo Investment S.A. |
20.03.2018 |
| 19 Pudsey Sp. z o.o. | "Datio in solutum" agreement – transfer of shares from FORUM 60 FIZ to Echo Investment S.A. |
12.04.2018 |
| 20 Seaford Sp. z o.o. | "Datio in solutum" agreement – transfer of shares from FORUM 60 FIZ to Echo Investment S.A. |
12.04.2018 |
| 21 Fianar Investments Sp. z o.o. | "Datio in solutum" agreement – transfer of shares from FORUM 60 FIZ to Echo Investment S.A. |
12.04.2018 |
| 22 Projekt 141 – Grupa Echo Sp. z o.o. Sp.k. | Change of general partner – disposal of rights and obligations in the entity from Grupa Echo Sp. z o. o. to City Space GP Sp. z o. o. with its registered office in Warsaw |
30.04.2018 |
| 23 Projekt 142 – Grupa Echo Sp. z o.o. Sp.k. | Change of general partner – disposal of rights and obligations in the entity from Grupa Echo Sp. z o. o. to City Space GP Sp. z o. o. with its registered office in Warsaw |
30.04.2018 |
| 24 Projekt 143 – Grupa Echo Sp. z o.o. Sp.k. | Change of general partner – disposal of rights and obligations in the entity from Grupa Echo Sp. z o. o. to City Space GP Sp. z o. o. with its registered office in Warsaw |
30.04.2018 |
| 25 Projekt 141 – Grupa Echo Sp. z o.o. Sp.k. | Change of limited partner – disposal of rights and obligations in a company from Echo Investment S. A. to City Space Management Sp. z o. o. with its registered office in Warsaw |
30.04.2018 |
| 26 Projekt 142 – Grupa Echo Sp. z o.o. Sp.k. | Change of limited partner – disposal of rights and obligations in a company from Echo Investment S. A. to City Space Management Sp. z o. o. with its registered office in Warsaw |
30.04.2018 |
| 27 Projekt 143 – Grupa Echo Sp. z o.o. Sp.k. | Change of limited partner – disposal of rights and obligations in a company from Echo Investment S. A. to City Space Management Sp. z o. o. with its registered office in Warsaw |
30.04.2018 |
| 28 Fianar Investments Sp. z o.o. | Sale of shares in the company by Echo Investment S.A. to Projekt Echo 108 Sp. z o.o. |
11.07.2018 |
| 29 Pudsey Sp. z o.o. | Sale of shares in the company by Echo Investment S.A. to Projekt Echo 99 Sp. z o.o. |
11.07.2018 |
| 30 Banbury Sp. z o.o. | Purchase of 30 shares of the company with a total value of PLN 1,500 by Echo Investment S.A. |
20.07.2018 |
| 31 Villea Investments Sp. z o.o. | Sale of shares in the company by Echo Investment S.A. to Projekt Echo 129 Sp. z o.o. |
20.08.2018 |
| 32 Banbury Sp. z o.o. | Change of the company's name to R4R Poland Sp. z o.o. | 13.09.2018 |
| 33 Projekt 19 "Grupa Echo" Sp. z o.o. S.K.A. | Change of the company's name to Cinema Asset Manager - "Grupa Echo" Sp. z o.o. S.K.A. |
25.09.2018 |
03
(published on 24 July 2014);
Interpretation of IFRIC 22 'Foreign Currency Transactions and Advance Consideration' Amendments to IAS 40 'Transfer of Investment Property';
Amendments to IFRS 4 Application of IFRS 9 Financial Instruments' together with IFRS 4 'Insurance Contracts';
as a part of Amendments to IFRS Standards 2014- 2016 Cycle.
04
Published standards and interpretations which are not effective yet and have not been adopted by the Company
In these financial statements the Group did not opt for early adoption of the following published standards, interpretations or amendments to the existing standards before their effective date:
− (issued on 30 January 2014) – The European Commission has decided not to launch the endorsement process of this interim standard and to wait for the final standard– not yet endorsed by EU at the date of approval of these financial statements – effective for financial years beginning on or after 1 January 2016;
− (issued on 11 September 2014) - the endorsement process of these Amendments has been postponed by EU - the effective date was deferred indefinitely by IASB;
− (issued on 13 January 2016) - effective for financial years beginning on or after 1 January 2019;
As part of its operations, the Group signed lease, tenancy, usage and leasing agreements, which are now recognised as operating lease. The impact of IFRS 16 will result in recognising in the financial statement assets under the right to use and the corresponding lease liabilities. The right to use an asset will be depreciated, and the liability will be valued at the present value of leasing payments due to the lessor during the leasing period discounted as at each balance sheet date by the incremental borrowing rate.
The Group is in the process of finalising the analysis of the impact of the standard on its reporting. The results of the analysis will be announced in the annual consolidated financial statements for 2018.
− (issued on 18 May 2017) - not yet endorsed by EU at the date of approval of these financial statements - effective for financial years beginning on or after 1 January 2021;
− (issued on 7 June 2017) - not yet endorsed by EU at the date of approval of these financial statements - effective for financial years beginning on or after 1 January 2019;
− (issued on 12 October 2017) - effective for financial years beginning on or after 1 January 2019;
− (issued on 12 October 2017) - not yet endorsed by EU at the date of approval of these financial statements – effective for financial years beginning on or after 1 January 2019;
− (issued on 12 December 2017) - not yet endorsed by EU at the date of approval of these financial statements – effective for financial years beginning on or after 1 January 2019;
− (issued on 7 February 2018) - not yet endorsed by EU at the date of approval of these financial statements – effective for financial years beginning on or after 1 January 2019;
− (issued on 29 March 2018) - not yet endorsed by EU at the date of approval of these financial statements – effective for financial years beginning on or after 1 January 2020.
− (published on October 22, 2018) - applicable to annual periods beginning on January 1, 2020 or later. Not approved by the EU until the date of approval of these financial statements;
− (published on October 31, 2018) - applicable to annual periods beginning on January 1, 2020 or later. Not approved by the EU until the date of approval of these financial statements.
The effective dates are dates provided by the International Accounting Standards Board. Effective dates in the European Union may differ from the effective dates provided in standards and are published when the standards are endorsed by the European Union.
05
Effects of changing the principles of accounting used – transformations of financial statements for previous periods
Interim condensed consolidated financial statements were prepared in accordance with IAS 34 Interim Financial Reporting.
The accounting policies applied by the Group in these Interim Condensed Consolidated Financial Statements are the same as those applied by the
The Management Board of the Group decided to introduce the voluntary change in accounting policy with respect to accounting for revenue from sale of residential and commercial units and related costs of sales. Revenues were historically account-ed for in accordance with IAS 18 "Revenue" once the notarial deed transferring the ownership of the unit was signed, which happened after the development project was finalized and occupancy permit was obtained. In the opinion of the Management, the provisions of newly adopted IFRS 15 "Revenue from contracts with customers" are not changing that rule. Having analyzed, inter alia the current market practice, the Management decided however, that the moment that better reflects the moment of transfer of significant risks and rewards (transfer of control under IFRS 15) to the customer occurs once the apartment is handed over. This happens based on hand over protocol signed by the parties and always after the development process is completed, occupancy permit is obtained and the customer paid 100% of the sale price. In the opinion of the Management Board, fulfilment of these conditions eliminates risk related to development process and effectively leads to transfer of risks and rewards (transfer of control) Group in its consolidated financial statements for the year ended 31 December 2017, except for voluntary change in accounting policies of the Group and the application of the new standards, changes to the standards and amendments which became effective as of 1 January 2018.
In the course of the analysis, the Management Board of the Group analyzed historical cases of with-drawal from the sale contract after signing the hand over protocol and found out that these are extremely rare, which confirms the above conclusions.
The adopted change leads to quicker recognition of sales revenues and related costs of sales and, as a result, sales margin on sale of units. In accordance with the requirements of IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" the change made is required to be accounted for retrospectively. The opening balance of the earliest presented period, i.e. 1 January 2017, was restated with adjustment to retained earnings recognized. In addition comparative data were restated as if the change of the accounting policy had always been applied.
To sum up, the Group has decided to change its accounting policy because in the opinion of the Management Board new revenue recognition rules will provide more reliable and useful information. The new accounting policy better reflects the economic substance of sales transactions of residential premises, including the moment of transfer of risks and rewards, and is consistent with the observed market practice applied by other residential developers.
New accounting policy is in line with International Financial Reporting Standards, especially with IFRS 15 Revenue from contracts with customers.
The comparative data in these financial statements have been restated accordingly. The impact of the above changes on particular items of the statement of financial position as at 1 January 2017, 30 September 2017 and 31 December 2017, as well as the profit and loss account for the period from 1 January 2017 to 30 September 2017 is presented in the tables below
Major changes of comparable data as at 30 September 2017:
| 30.09.2017 – approved |
30.09.2017 - restated |
Change | |
|---|---|---|---|
| ASSETS | |||
| Current assets | |||
| Inventory | 793 406 | 768 571 | (24 835) |
| Total assets | 3 728 976 | 3 704 141 | (24 835) |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Equity attributable to equity holders of the parent | 1 596 282 | 1 602 164 | 5 882 |
| Retained earnings | 243 005 | 248 887 | 5 882 |
| Provisions | |||
| Deferred tax provisions | 74 433 | 75 813 | 1 380 |
| Short-term liabilities | |||
| Revenues brought forward | 292 749 | 260 653 | (32 096) |
| Total equity and liabilities | 3 728 976 | 3 704 141 | (24 835) |
| 01.01.2017 – 30.09.2017 – approved |
01.01.2017 – 30.09.2017 – restated |
Change | |
|---|---|---|---|
| Revenue | 306 540 | 328 558 | 22 018 |
| Cost of sales | (239 460) | (255 942) | (16 482) |
| Gross profit | 67 080 | 72 616 | 5 536 |
| Operating profit | 206 187 | 211 723 | 5 536 |
| Profit before tax | 267 265 | 272 801 | 5 536 |
| Income tax | (29 893) | (30 945) | (1 052) |
| – deferred portion | (23 600) | (24 652) | (1 052) |
| Net profit (loss) | 237 372 | 241 856 | 4 484 |
| – attributable to holders of the parent | 237 377 | 241 861 | 4 484 |
| 31.12.2017 | 31.12.2017 | ||
|---|---|---|---|
| – approved | – restated | Change | |
| ASSETS | |||
| Inventory | 682 436 | 656 005 | (26 431) |
| Total assets | 3 879 391 | 3 852 960 | (26 431) |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Equity attributable to equity holders of the parent | 1 587 750 | 1 590 010 | 2 260 |
| Retained earnings | 435 150 | 437 410 | 2 260 |
| Provisions | |||
| Provision for deferred income tax | 49 193 | 49 723 | 530 |
| Deferred income | 83 487 | 54 266 | (29 221) |
| Total equity and liabilities | 3 879 391 | 3 852 960 | (26 431) |
| 30.09.2018 | 31.12.2017 | 30.09.2017 – restated |
|
|---|---|---|---|
| (non-audited) | – restated | (non-audited) | |
| ASSETS | |||
| Non-current assets | |||
| Intangible assets | 1 574 | 1 080 | 380 |
| Property, plant and equipment | 5 015 | 4 883 | 4 668 |
| Investment property | 2 212 | 2 212 | 2 212 |
| Investments in subsidiaries, jointly controlled entities and associates |
953 623 | 927 796 | 2 370 775 |
| Long-term financial assets | 1 155 122 | 1 720 411 | 10 |
| Loans granted | 137 391 | 12 487 | 11 050 |
| Deferred tax assets | 11 172 | 13 840 | 45 697 |
| 2 266 109 | 2 682 709 | 2 434 792 | |
| Current assets | |||
| Inventories | 201 713 | 217 987 | 301 563 |
| Other taxes receivable | 2 962 | - | - |
| Trade and other receivables | 135 050 | 201 789 | 96 454 |
| Loans granted | 283 878 | 316 253 | 172 038 |
| Restricted cash | 25 564 | 20 771 | 20 288 |
| Cash and cash equivalents | 178 744 | 228 079 | 12 778 |
| 827 911 | 984 879 | 603 121 | |
| Assets held for sale | - | - | 8 000 |
| Total assets | 3 094 020 | 3 667 588 | 3 045 913 |
| 30.09.2018 (non-audited) |
31.12.2017 – restated |
30.09.2017 – restated (non-audited) |
|
|---|---|---|---|
| EQUITY AND LIABILTIES | |||
| Equity | |||
| Share capital | 20 635 | 20 635 | 20 635 |
| Supplementary capital | 1 054 295 | 839 054 | 839 055 |
| Reserved capital | 532 654 | 319 579 | 319 579 |
| Profit / (loss) from previous years | 26 578 | 636 904 | 104 999 |
| Net profit | 1 634 162 | 1 816 172 | 1 284 268 |
| Provisions | |||
| Short-term provisions | 23 610 | 41 814 | 27 026 |
| Long-term provisions | - | 2 857 | - |
| 23 610 | 44 671 | 27 026 | |
| Long-term liabilities | |||
| Loans, borrowings and bonds | 862 322 | 835 229 | 504 718 |
| Received deposits and advances | 870 | 577 | 569 |
| 863 192 | 835 806 | 505 287 | |
| Short-term liabilities | |||
| Loans, borrowings and bonds | 448 875 | 821 986 | 1 022 708 |
| - from subsidiaries: | 182 844 | 320 864 | 444 512 |
| Current income tax liabilities | 702 | 3 | - |
| Other taxes liabilities | 1 498 | 7 155 | 5 570 |
| Trade liabilities | 32 241 | 35 642 | 19 091 |
| Received deposits and advances | 49 421 | 51 502 | 128 975 |
| Other liabilities | 40 319 | 54 651 | 52 988 |
| 573 056 | 970 939 | 1 229 332 | |
| Total equity and liabilties | 3 094 020 | 3 667 588 | 3 045 913 |
| Book value | 1 634 162 | 1 816 172 | 1 284 268 |
| Number of share | 412 690 582 | 412 690 582 | 412 690 582 |
| Book value per share (PLN) | 3,96 | 4,4 | 3,11 |
| Total | 1 065 950 | 859 857 | 900 809 |
|---|---|---|---|
| Off-balance sheet liabilities | 1 065 950 | 859 857 | 900 809 |
| Off-balance sheet receivables | - | - | - |
| As at 30.09.2018 | As at 31.12.2017 - restated |
As at 30.09.2017 - restated |
01.01.2017
01.07.2017
| 01.07.2018 - 30.09.2018 |
- 30.09.2017 - restated |
01.01.2018 - 30.09.2018 |
- 30.09.2017 - restated |
|
|---|---|---|---|---|
| Revenue | 208 856 | 130 777 | 357 525 | 255 216 |
| Cost of sales | (165 452) | (96 071) | (258 394) | (183 574) |
| Gross profit | 43 404 | 34 706 | 99 131 | 71 642 |
| Profit (loss) on investment property | - | - | - | (1 819) |
| Administrative costs associated with projects | (4 221) | (4 186) | (9 976) | (9 235) |
| Selling expenses | (4 839) | (5 273) | (13 579) | (14 216) |
| General and administrative expenses | (18 999) | (15 960) | (64 596) | (53 322) |
| Other operating income | 36 539 | 74 495 | 110 013 | 162 903 |
| Other operating expenses | (18 838) | (8 433) | (28 131) | (21 821) |
| Operating profit | 33 046 | 75 349 | 92 862 | 134 132 |
| Financial income | 74 779 | 307 | 78 130 | 1 635 |
| Financial cost | (99 445) | (12 424) | (136 602) | (38 685) |
| Profit before tax | 8 380 | 63 232 | 34 390 | 97 082 |
| Income tax | (1 213) | (2 194) | (10 055) | 5 909 |
| Net profit | 7 167 | 61 038 | 24 335 | 102 991 |
| Net profit | 553 840 | 131 162 | ||
| Weighted average number of ordinary shares | 412 690 582 | 412 690 582 | ||
| Profit per ordinary share (in PLN) | 1,34 | 0,32 | ||
| Diluted, weighted average number of ordinary shares | 412 690 582 | 412 690 582 | ||
| Diluted earnings per ordinary share (in PLN) | 1,34 | 0,32 |
| Share capital |
Supplementary capital |
Reserved capital |
Accumulated profit (loss) |
Total equity |
|
|---|---|---|---|---|---|
| For the 3 quarters (current year): period from 01.01.2018 to 30.09.2018 |
|||||
| Opening balance | 20 635 | 839 054 | 319 579 | 634 661 | 1 813 929 |
| Changes in accounting principles | - | - | - | 2 243 | 2 243 |
| Opening balance, with restated figures | 20 635 | 839 054 | 319 579 | 636 904 | 1 816 172 |
| Changes in the period | |||||
| Distribution of previous years' profit/loss | - | 215 241 | 213 075 | (428 316) | - |
| Dividend paid | - | - | - | (206 345) | (206 345) |
| Net profit (loss) for the period | - | - | - | 24 335 | 24 335 |
| Total changes | - | 215 241 | 213 075 | (610 326) | (182 010) |
| Closing balance | 20 635 | 1 054 295 | 532 654 | 26 578 | 1 634 162 |
| For the previous period from 01.01.2017 to 31.12.2017 |
|||||
| Opening balance | 20 635 | 1 045 400 | 49 213 | 270 366 | 1 385 614 |
| Changes in accounting principles | - | - | 2 008 | 2 008 | |
| Opening balance, with restated figures | 20 635 | 1 045 400 | 49 213 | 272 374 | 1 387 622 |
| Changes in the period | |||||
| Distribution of previous years' profit/loss | - | 270 366 | (270 366) | - | |
| Dividends paid | (206 346) | - | - | (206 346) | |
| Net profit (loss) for the period | - | - | - | 634 896 | 634 896 |
| Total changes | - | (206 346) | 270 366 | 364 530 | 428 550 |
| Closing balance | 20 635 | 839 054 | 319 579 | 636 904 | 1 816 172 |
| For the 3 quarters (previous year): period from 01.01.2017 to 30.09.2017 |
|||||
| Opening balance | 20 635 | 1 045 400 | 49 213 | 270 366 | 1 385 614 |
| Correction of previous years' profit/loss | - | - | - | 2 008 | 2 008 |
| Closing balance, with restated figures | 20 635 | 1 045 400 | 49 213 | 272 374 | 1 387 622 |
| Changes in the period | |||||
| Distribution of previous years' profit/loss | - | - | 270 366 | (270 366) | - |
| Dividends paid | (206 345) | - | - | (206 345) | |
| Net profit (loss) for the period | - | - | - | 102 991 | 102 991 |
| Total changes | - | (206 345) | 270 366 | (167 375) | (103 354) |
| Closing balance | 20 635 | 839 055 | 319 579 | 104 999 | 1 284 268 |
| 01.01.2018- 30.09.2018 |
01.01.2017 -30.09.2017 – restated |
|
|---|---|---|
| A. Operating cash flow – indirect method | ||
| I. Profit before tax | 34 390 | 97 082 |
| II. Adjustments | 23 409 | 93 358 |
| Depreciation/amortisation | 1 823 | 1 151 |
| Foreign exchange gains/ losses | 612 | 112 |
| Interest and profit sharing (dividends) | 17 384 | 88 173 |
| Profit / loss on revaluation of assets and liabilities | 3 350 | 4 613 |
| Profit (loss) on sale of fixed assets and properties | 240 | (691) |
| III. Changes in working capital | 32 680 | (80 124) |
| Change of provision | (21 061) | 1 036 |
| Change of inventory | 16 274 | 39 898 |
| Change of receivables | 66 739 | (87 868) |
| Change in short–term liabilities, except for loans and borrowings | (24 479) | (33 786) |
| Change of restricted cash | (4 793) | 596 |
| IV. Net cash generated from operating activities (I +/- II +/- III) | 90 479 | 110 316 |
| V. Income tax paid | (6 689) | (1 131) |
| VI. Net cash generated from operating activities (IV +/-V) | 83 790 | 109 185 |
| B. Cash flows from investment activities | ||
| I. Inflows | ||
| Disposal of intangible assets and PP&E | - | 955 |
| Disposal ofinvestment on property and intangible assets | - | - |
| From financial assets | 918 430 | 344 758 |
| Other investment inflows | - | - |
| 918 430 | 345 713 | |
| II. Outflows | ||
| Purchase of intangible assets and PP&E | (2 551) | (1 140) |
| Investment in property and intangible assets | - | - |
| On financial assets | (768 122) | (319 616) |
| Other investment outflows | (243) | (10) |
| (770 916) | (320 766) | |
| III. Net cash flow from investment activities | 147 514 | 24 947 |
| C. Cash flow from financing activities (I – III) I. Inflows Loans and borrowings 381 675 Issue of debt securities 190 000 571 675 II. Outflows Dividends and other payments to equity holders (206 345) Repayment of loans and borrowings (200 000) Redemption of debt securities (402 900) Interest paid (42 338) Other investment outflows (730) (852 313) III. Net cash flow from financing activities (280 638) D. Total net cash flows (A.IV +/- B.III +/- C.III) (49 335) E. Balance sheet change in cash, including (49 335) – change in cash due to foreign exchange gains/losses (612) F. Cash and cash equivalents at the beginning of the period 228 079 G. Cash and cash equivalents at the end of the period (F +/- D), including 178 744 - restricted cash 25 564 |
01.01.2018- 30.09.2018 |
01.01.2017 -30.09.2017 – restated |
|---|---|---|
| 610 118 | ||
| 255 000 | ||
| 865 118 | ||
| (272 376) | ||
| (516 485) | ||
| (175 000) | ||
| (39 328) | ||
| (4 824) | ||
| (1 008 013) | ||
| (142 895) | ||
| (8 764) | ||
| (8 764) | ||
| (112) | ||
| 21 542 | ||
| 12 778 | ||
| 20 288 |
Effects of adopted changes in accounting principles – restatement of financial statements for previous periods 01
Interim condensed separated financial statements were prepared in accordance with IAS 34 Interim Financial Reporting.
The accounting policies applied by the Company in these Interim Condensed Separated Financial Statements are the same as those applied by the Company in its separated financial statements for the year ended 31 December 2017, except for voluntary change in accounting policies of the Company and the application of the new standards, changes to the standards and amendments which became effective as of 1 January 2018.
The Management Board of the Company decided to introduce the voluntary change in accounting policy with respect to accounting for revenue from sale of residential and commercial units and related costs of sales. Revenues were historically account-ed for in accordance with IAS 18 "Revenue" once the notarial deed transferring the ownership of the unit was signed, which happened after the development project was finalized and occupancy permit was obtained. In the opinion of the Management, the provisions of newly adopted IFRS 15 "Revenue from contracts with customers" are not changing that rule. Having analyzed, inter alia the current market practice, the Management decided however, that the moment that better reflects the moment of transfer of significant risks and rewards (transfer of control under IFRS 15) to the customer occurs once the apartment is handed over. This happens based on hand over protocol signed by the parties and always after the development process is completed, occupancy permit is obtained and the customer paid 100% of the sale price. In the opinion of the Management Board, fulfilment of these conditions eliminates risk related to development process
and effectively leads to transfer of risks and rewards (transfer of control) In the course of the analysis, the Management Board of the Company analyzed historical cases of with-drawal from the sale contract after signing the hand over protocol and found out that these are extremely rare, which confirms the above conclusions.
The adopted change leads to quicker recognition of sales revenues and related costs of sales and, as a result, sales margin on sale of units. In accordance with the requirements of IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" the change made is required to be accounted for retrospectively. The opening balance of the earliest presented period, i.e. 1 January 2017, was restated with adjustment to retained earnings recognized. In addition comparative data were restated as if the change of the accounting policy had always been applied.
To sum up, the Company has decided to change its accounting policy because in the opinion of the Management Board new revenue recognition rules will provide more reliable and useful information. The new accounting policy better reflects the economic substance of sales transactions of residential premises, including the moment of transfer of risks and rewards, and is consistent with the observed market practice applied by other residential developers.
New accounting policy is in line with International Financial Reporting Standards, especially with IFRS 15 Revenue from contracts with customers.
The comparative data in these financial statements have been restated accordingly. The impact of the above changes on particular items of the statement of financial position as at 1 January 2017, 30 September 2017 and 31 December 2017, as well as the profit and loss account for the period from 1 January 2017 to 30 September 2017 is presented in the tables below.
Major changes of comparable data as at 30 September 2017:
| 30.09.2017 – approved |
30.09.2017 – restated |
Change | |
|---|---|---|---|
| Assets | |||
| Deferred tax income assets | 46 264 | 45 697 | (567) |
| Inventory | 315 485 | 301 563 | (13 922) |
| Liabilities | |||
| Profit from previous year | 2 165 | 2 008 | (157) |
| Net profit | 100 418 | 102 991 | 2 573 |
| Received deposits and advances | 145 880 | 128 975 | (16 905) |
| 01.01.2017 – 30.09.2017 – approved |
01.01.2017 – 30.09.2017 – restated |
Change | |
|---|---|---|---|
| Revenues | 239 835 | 255 216 | 15 381 |
| Cost of sales | (171 369) | (183 574) | (12 205) |
| Gross profit of sales | 68 466 | 71 642 | 3 176 |
| Operating profit | 130 956 | 134 132 | 3 176 |
| Gross profit | 93 906 | 97 082 | 3 176 |
| Income tax | 6 512 | 5 909 | (603) |
| Net profit | 100 418 | 102 991 | 2 573 |
Major changes in comparable data as at 31.12.2017.
| 30.12.2017 – approved |
30.12.2017 – restated |
Change | |
|---|---|---|---|
| Assets | |||
| Deferred tax income assets | 14 366 | 13 840 | (526) |
| Inventory | 229 422 | 217 987 | (11 435) |
| Liabilities | |||
| Profit from previous year | 2 165 | 2 008 | (157) |
| Net profit | 632 496 | 634 896 | 2 400 |
| Received deposits and advances | 65 706 | 51 502 | (14 204) |
| 01.01.2017 – 3012.2017 – approved |
01.01.2017 – 30.12.2017 – restated |
Change | |
|---|---|---|---|
| Revenues | 446 244 | 458 925 | 12 681 |
| Cost of sales | (321 072) | (330 790) | (9 718) |
| Gross profit of sales | 125 172 | 128 135 | 2 963 |
| Operating profit | 722 450 | 725 413 | 2 963 |
| - | |||
| Gross profit | 657 882 | 660 845 | 2 963 |
| Income tax | (25 386) | (25 949) | (563) |
| Net profit | 632 496 | 634 896 | 2 400 |
Nicklas Lindberg President of the Management Board
Kielce, 27 November 2018
Maciej Drozd Vice-President of the Management Board, CFO
Piotr Gromniak Vice-President of the Management Board
Artur Langner Vice-President of the Management Board
Marcin Materny Member of the Board
Rafał Mazurczak Member of the Board
Anna Gabryszewska-Wybraniec Chief Accountant
Waldemar Olbryk Member of the Board
Echo Investment S.A. Warsaw office Q22 building al. Jana Pawła II 22 00-133 Warsaw
Emil Górecki, Echo Investment's Communication and Investor Relations manager is happy to answer your questions regarding this financial statements and the Company's activity.
Emil Górecki [email protected] tel. +48 22 4 300 300
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