Interim / Quarterly Report • Sep 28, 2016
Interim / Quarterly Report
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| Contents | ||
|---|---|---|
| Pages | ||
| 1. Interim management report ………………………………………………1 ‐ 12 | ||
| 2. Interim condensed consolidated financial statements | ||
| 2.1 Statement of comprehensive income……………………… | 13 | |
| 2.2 Statement of financial position……………………………… | 14 | |
| 2.3 Statement of cash flow…………………………………………… | 15 | |
| 2.4 Statement of changes in equity……………………………… | 16 | |
| 2.5 Notes to the consolidated financial statements………17 ‐ 35 | ||
| 3. Statement from the responsible persons…………………………… | 36 | |
| 4. Auditor's report……………………………………………………………………37 ‐ 38 |
Brussels, 28 September 2016
The first six months were marked by the merger between the companies ALLFIN and IMMOBEL, approved by the Extraordinary General Meeting of 29 June 2016. As detailed below, this merger makes it difficult to compare the figures for the first half of 2016 with those of the previous year due to the change in scope and the accounting impacts linked to the merger.
The financial statements are legally IMMOBEL ones but represent in practice the continuity of ALLFIN financial statements (except for the share capital of the company).
The merger between ALLFIN and IMMOBEL is regarded, for accounting purposes, as a reverse merger, in other words the legally acquired company (ALLFIN) absorbs the legally acquiring company (IMMOBEL) from an accounting perspective. This means that, on the date of the merger, all of IMMOBEL's assets and liabilities are revalued at their true value and the revaluation resulting from this exercise is recorded directly in the company's equity. As at 30 June 2016, this generated an increase in the consolidated equity of EUR 8.8 million. This implies that these EUR 8.8 million will never go through the profit and loss statement.
Moreover, IMMOBEL's first six months of "pre‐merger" results (an operational loss of EUR 2.9 million and a net loss of EUR 6 million) are incorporated directly into the equity and are not included in the income statement published below.
Given the reverse merger of 29 June 2016, the profit and loss statement only reflects, except for the gains and losses directly related to the merger itself, the first six months of ALLFIN. In accordance with IFRS 3, negative goodwill of EUR 11.6 million linked to the merger was recorded positively in the operational income. This sum is the difference between the true value of the IMMOBEL assets and liabilities transferred (EUR 185 million) and the IMMOBEL market capitalisation on the merger date (EUR 197 million). Before the merger, the IMMOBEL shares held by ALLFIN were also the subject of a revaluation (+EUR 2.8 million).
Furthermore, as agreed in the merger agreements, ALLFIN undertook a carve‐out of its non‐core assets before the merger. The sale of those assets generated a capital gain of EUR 13.3 million, which was also recorded as operational income.
Finally, the other operating expenses were affected by the costs linked to the merger process, namely a
sum of EUR 2.6 million (EUR 0.2 million of which was then recategorised under equity as it was directly and legally linked to the merger – notary and auditor costs).
It is worth remembering that these accounting elements had no impact on the valuation of the two companies carried out by the various banks at the time of the merger.
The operating income at the end of the six months stood at EUR 40.4 million. This sum includes the impacts mentioned in the previous paragraph and is broken down as follows:
In terms of the company's activities, it will be noted that the majority of the operating income came from the new sales and the progress in the Chambon (EUR 9.6 million), Lake Front (EUR 2.2 million), Flint (EUR 3.1 million) and Ernest (EUR 2.3 million) residential projects, and from the sale of the office part of the Chambon (rue des Boiteux) project. The operating income also includes the rent (EUR 2.6 million) from the tenants of currently leased buildings before reallocation and/or conversion (mainly the Lebeau building situated at the Sablon which is leased to Proximus).
This highlights one of the advantages of the merger: IMMOBEL's profile is now less cyclical. There were no sales of offices generating margin during the first six months but the residential projects, which are more numerous and varied since the merger, generated broadly positive operating income, apart from the elements linked to the merger.
The activity of the Landbanking department was marked by the start of some significant capital works in the new landbanks at Verger de Fayenbois (15ha) (Grivegnée‐Liège), Domaine des Vallées (10ha) (Gastuche‐Grez‐Doiceau), Havenzijde (4.5ha) (Lombardsijde‐Middelkerke), Seilles (1.2ha) (Andenne) and Soignies (1.8ha). The sales in the Eghezée, Waremme, Uccle, Gastuche and Geel landbanks contributed to the half‐year turnover. A number of purchase commitments were also signed for the new Grivegnée development. Finally, it should be noted that the land development permit for the Wavre plot in chemin de Vieusart (4.5ha) has been issued.
The Landbanking activity generated a margin of EUR 0.8 million (EUR 1.7 million including the developments), which is below forecast. This delay will be partially made up over the second six months (nonetheless, the margin will remain between EUR 2 million and EUR 4 million below forecast). However, as indicated in the paragraph entitled "Accounting impacts of the merger", the Landbanking activity for the first six months is not included in the IMMOBEL income statement.
The net financial result was EUR ‐ 4.9 million and is made up of:
After deduction of the tax expenses, (EUR ‐ 4 million) and minority interests (EUR ‐ 1.2 million), the net income was EUR 30.3 million, in other words an income of EUR 5.16 per share.
The total assets of the company as at 30 June 2016 were EUR 740.3 million and were composed mainly of the company's cash as at 30 June 2016 (EUR 84.8 million) and the projects in the portfolio. These are distributed between:
See the distribution of the project portfolio as at 30 June 2016, by segment and by geography:
The graph below shows, for the major projects, the year in which the gross margin was achieved per project. It is important to note that, for the residential projects, the final year of sale is shown.
2016 is due to be marked by the sale of Black Pearl, Gateway and Galerie Kons. The latter two projects were initially planned for 2017 but, following some recent rentals and favourable progress made on the project, the company anticipates a sale in 2016.
The Cedet project is behind schedule in its construction and its marketing. Initially planned for the end of 2017, the delivery and sale of the project is not due to take place until the 2018 financial year.
The consolidated equity reached EUR 290.7 million, while the debt was EUR 349.2 million, composed mainly of the bonds (EUR 135.4 million), credit lines and project financing.
The debt ratios (calculated excluding IFRS 11) as at 30 June 2016 have changed as follows:
The loan‐to‐cost ratio (debts/stocks) is increasing as some large projects are reaching maturity, just like the asset‐backed project financing, and are on the point of being sold (Galerie Kons, Black Pearl, etc.). This ratio does not include the cash.
By contrast, the net financial debt/equity ratio does include cash and is improving (108% as at 30 June 2016 compared with 124% as at 31 December 2015).
Here is a description of the projects that have contributed to the activity of the IMMOBEL group during the first half of 2016 (in order of project area).
| O'Sea – 88,500 m² ‐ Oostende, Belgium | |
|---|---|
| Situation as at 30 June 2016 | Phase 1 – 19,000 m² "O'Sea Charme": permit obtained. The marketing began at the |
| beginning of July 2016, after the permit was obtained. | |
| Project characteristics | The O'Sea project is a residential complex situated in a strategic location in Oostende, on the Belgian coast. It is proceeding in 4 phases. This urban regeneration project, covering around 88,500 m², is a sustainable and totally integrated project which creates a new reference district in the heart of the city thanks to the wide choice of lifestyles it offers (permanent residents, second homes, students, families and assisted living). This major complex will redesign an already trendy section of the seafront and will boost its attraction. |
| Residential units | Phase 1 ‐ O'Sea Charme: 10 houses ‐ 18 small apartments ‐ 50 assisted living dwellings ‐ 33 larger apartments ‐ 56 apartments (tower) |
| Programme | 88,500 m² of residential space in 4 phases (8 years). Phase 1 – 19,000 m²: 167 residential units ‐ 3 retail outlets ‐ 1 restaurant ‐ 1 crèche |
| Permits obtained | Planning permission: Yes ‐ Environmental permit: Yes |
| Construction period | Q1 2017/2019 |
| MOBIUS ‐ 59,400 m² ‐ Brussels, Belgium | |
|---|---|
| Situation as at 30 June 2016 | Negotiations for the sale to an owner‐occupier subject to the condition precedent of obtaining the permit. Negotiations finalised on 12 September 2016 still subject to the conditions precedent of obtaining the permit (see press release of 13 September 2016) |
| Project characteristics | The project is situated in the Quartier Nord [northern District], very close to the Gare du Nord station. The project has been revised by Assar for the construction of two office towers |
| Programme | 2 office buildings (27,100 m² and 32,300 m²) |
| Permits obtained | Planning permission: New planning permission submitted Environmental permit: New permit submitted |
| Construction period | N.A./N.A. |
| BELAIR (RAC 4) – 56,420 m² ‐ Brussels, Belgium | |
|---|---|
| Situation as at 30 June 2016 | In the process of obtaining permit |
| Project characteristics | RAC 4 is the remaining part of the former administrative offices. It is mainly residential |
| and will be converted into a residential, infrastructure and commercial space. | |
| Residential units | 433 |
| Programme | 4,430 m² of commercial space, 7,840 m² of public facilities, 44,150 m² of residential |
| space (conventional and subsidised dwellings) | |
| Permits obtained | Planning permission: No ‐ Environmental permit: No |
| Construction period | Q3 2017/Q2 2021 |
| ERNEST ‐ 50,000 m² ‐ Brussels, Belgium | ||
|---|---|---|
| Situation as at 30 June 2016 | Phase 1 – delivery ongoing. Residences for students and the elderly: 100% sold and fully delivered. Residential spaces: more than 80% sold and marketing still ongoing. Phase 2: dwellings part awaiting permit (favourable consultation in March 2016); hotel part under due diligence (subject to permit condition), consultation planned for 28 September 2016 |
|
| Project characteristics | The Ernest project is a mixed‐use complex situated in the heart of Brussels (former headquarters of SOLVAY), between Avenue Louise and the European Quarter. This urban regeneration project, covering nearly 50,000 m², will fundamentally redesign this already very exclusive and trendy district and will increase its attractiveness. |
|
| Residential units | Phase 1: 110 apartments & penthouses ‐ 95 student rooms ("The Place to") ‐ 1 residence for the elderly (114 beds) Phase 2: 198 apartments & penthouses ‐ 1 crèche ‐ 1 hotel |
|
| Programme | 50,000 m² comprising residential areas, a student residence, a nursing home, a crèche and a hotel |
|
| Permits obtained | Planning permission: Yes ‐ Environmental permit: Yes (Phase 2 procedure ongoing) | |
| Construction period | Phase 1. Partially completed (2014‐2016) Phase 2. Q2 2016/Q4 2019 |
| CHAMBON ‐ 42,452 m² ‐ Brussels, Belgium | ||
|---|---|---|
| Situation as at 30 June 2016 | More than 85% sold and marketing still ongoing. Delivery until Q4 2016. | |
| Project characteristics | The Chambon project is a mixed‐use complex situated in the heart of the historic urban centre of Brussels (former headquarters of the CGER). This urban regeneration project, covering nearly 50,000 m², will fundamentally redesign the entire neighbouring district and will revitalise it. |
|
| Residential units | 248 apartments & penthouses 134 studios pour students 2 hotels |
|
| Programme | 20,000 m² of office space and hotel space 30,000 m² of residential space and retail outlets |
|
| Permits obtained | Planning permission: Yes Environmental permit: Yes |
|
| Construction period | Q1 2013/Q4 2016 |
| DOMAINE DES VALLÉES ‐ 37,000 m² ‐ Grez‐Doiceau, Belgium | ||
|---|---|---|
| Situation as at 30 June 2016 | 61% sold in Phase 1 (169 units) | |
| Project characteristics | This huge project, in partnership with a developer and the Régie Foncière du Brabant wallon [Walloon Brabant Housing Management Service], over an area of 10ha, comprises 45 apartments, 158 single‐family maisonettes and 7 commercial units. This project includes 88 dwellings reserved for buyers who have links with Walloon Brabant. The conditions for accessing these 88 dwellings are based mainly on the buyers' income. |
|
| Residential units | 203 | |
| Programme | 203 residential units (158 houses and 45 apartments), 6 commercial units and a crèche, including 37 units purchased by the Régie Foncière du Brabant wallon |
|
| Permits obtained | Planning permission: Yes ‐ Environmental permit: Yes | |
| Construction period | Q4 2015/Q4 2019 |
| BELLA VITA ‐ 33,300 m² ‐ Waterloo, Belgium | ||
|---|---|---|
| Situation as at 30 June 2016 | 248 units sold out of 269 | |
| Project characteristics | First intergenerational concept in Belgium, with services such as a crèche, assisted | |
| living, health centre, swimming pool, restaurant, shop, library, gym, offices, meeting | ||
| rooms, etc. | ||
| Residential units | 269 | |
| Programme | 182 apartments and 87 houses, a crèche, an assisted living residence, a health centre, a | |
| swimming pool, a restaurant, a shop, a library, a gym, offices, meeting rooms | ||
| Permits obtained | Planning permission: Yes ‐ Environmental permit: Yes | |
| Construction period | Q2 2013/Q4 2015 (end of external works and finishing works: ongoing) |
| INFINITY – 33,300 m² ‐ Luxembourg‐Ville, Grand Duchy of Luxembourg | ||
|---|---|---|
| Situation as at 30 June 2016 | Submission of building permit application introduced in 25 2016 as planned. | |
| Office and shop marketing ongoing. Residential marketing has start mid‐September | ||
| 2016 as planned. | ||
| Project characteristics | The INFINITY project is a mixed‐use complex situated at the entrance to the city of | |
| Luxembourg, at the junction with the Kirchberg plateau. This mixed‐use project will | ||
| distinctly redraw the city's skyline thanks to its residential tower (20,000 m²), its office | ||
| tower (6,800 m²) and its shopping centre (6,500 m²). This complex, covering around | ||
| 33,300 m², constitutes a sustainable and totally integrated project which will establish | ||
| itself as a new, desirable location in Luxembourg Composed of apartments, offices and | ||
| shops – all of high quality –, INFINITY will boost the attractiveness of this already | ||
| trendy district in the heart of the city, opposite the Philharmonie concert hall and the | ||
| MUDAM museum. | ||
| Residential units | 150 apartments, penthouse and studios | |
| Programme | 33,300 m² of mixed‐use space, 150 residential units, 6,500 m² of commercial space (23 | |
| shops), 6,500 m² of office space. | ||
| Permits obtained | Building permit application procedure will be submitted on 25 July 2016. | |
| Construction period | From March 2016 to mid‐2019. |
| Polvermillen – 26,600 m² ‐ city of Luxembourg, Grand Duchy of Luxembourg | ||
|---|---|---|
| Situation as at 30 June 2016 | Submission of building permit application and marketing planned for early 2017. | |
| Project characteristics | The Polvermillen project is a mixed‐use complex nestled between the city and its natural hinterland, close to the Central Business District and the Kirchberg plateau. Ideally situated on the river and easily accessible, this project in a prime district will combine the best of both worlds for the maximum benefit of its residents. This luxury project, covering nearly 26,600 m², will offer a comprehensive residential programme which will contribute to the development of the district while revitalising the city. |
|
| Residential units | 218 apartments and houses | |
| Programme | 25,000 m² of residential space (1 main house, 17 houses, 18 lofts, 181 apartments and studios). 1,600 m² of office space. |
|
| Permits obtained | PAG (Plan d'Aménagement Général [General Development Plan]) and PAP (Plan d'Aménagement Particulier [Special Development Plan]) Ministerial demolition and sanitation orders |
|
| Construction period | From September 2016 (demolition and sanitation) to early 2020 |
| CEDET ‐ 22,400 m² ‐ Warsaw, Poland | ||
|---|---|---|
| Situation as at 30 June 2016 | Construction and marketing ongoing (25% of the area let) | |
| Project characteristics | Cedet is an office building with a commercial section. It is situated in the centre of Warsaw, in the heart of the main public transport network. The project includes the restoration of the historic, protected, modernist building and the design of a new part. |
|
| Programme | Office building and shops | |
| Permits obtained | Planning permission: Yes ‐ Environmental permit: N/A | |
| Construction period | Q1 2015/Q4 2017 |
| VESALIUS ‐ 16.133 m² ‐ Leuven, Belgium | ||
|---|---|---|
| Situation as at 30 June 2016 | More than 85% sold | |
| Project characteristics | The Vesalius project is a mixed‐use complex situated in Leuven, close to the historic centre of the city and its world‐renowned university (KUL). This project, covering 30,000 m², offers exclusive apartments, rooms for students, studios, retail stores, two cinemas and an auditorium organised around a magnificent plaza. This project will enable the revitalisation of the entire district adjoining the campus. |
|
| Residential units | 128 apartments and studios | |
| Programme | 16,133 m² ‐ 68 apartments ‐ 60 studios ‐ 10 retail stores ‐ 2 cinemas ‐ 1 auditorium | |
| Permits obtained | Planning permission: Yes ‐ Environmental permit: Yes | |
| Construction period | Q3 2014/Q3 2016 |
| Lake Front – 12,232 m² ‐ Knokke‐Heist, Belgium | ||
|---|---|---|
| Situation as at 30 June 2016 | Phase 1 – construction ongoing. More than 80% sold and marketing still ongoing. | |
| Phase 2 ‐ The construction and marketing began in May 2016. | ||
| Project characteristics | The Lake Front project is a residential complex situated in Knokke, a stone's throw from the magnificent city centre and overlooking the Duinenwater lake. This project, covering 12,000 m², offers some exclusive apartments facing the lake and a short distance from the new golf course, the swimming pool and the beach. |
|
| Residential units | Phase 1: 70 apartments. Phase 2: 50 apartments. | |
| Programme | 1,000 m² of residential space | |
| Permits obtained | Planning permission: Yes | |
| Construction period | Phase 1: Q3 2014/Q3 2016. Phase 2: Q2 2016/Q4 2019. |
| THE BLACK PEARL ‐ 11,000 m² ‐ Brussels, Belgium | |
|---|---|
| Situation as at 30 June 2016 | Building leased (usufruct) subject to the condition precedent of completing the development work and pre‐sold subject to the condition precedent of the usufruct contract taking effect |
| Project characteristics | The Black Pearl was awarded the "2012 Exemplary Building" by the Brussels‐Capital Region. It is also regarded as a passive building by PMP and will obtain an "Excellent" BREEAM certification. |
| Programme | Office building |
| Permits obtained | Planning permission: Yes Environmental permit: Yes |
| Construction period | Q2 2012/Q4 2014 |
| RIVERVIEW ‐ 10,747 m² ‐ Nieuwpoort, Belgium | ||||||
|---|---|---|---|---|---|---|
| Situation as at 30 June 2016 | More than 50% sold in 6 months and marketing still ongoing | |||||
| Project characteristics | The Riverview project is a residential complex situated in Nieuwpoort, between the magnificent city centre and the riverbank. This project, covering 10,747 m², offers some exclusive apartments facing the canal (Riverview) or facing the old town (Heritage). This project will revitalise the entire district situated right next to the new marina. |
|||||
| Residential units | 101 apartments & penthouses | |||||
| Programme | 10,747 m² of residential space | |||||
| Permits obtained | Planning permission: Yes ‐ Environmental permit: Yes | |||||
| Construction period | Q3 2015/Q4 2017 |
| C de Ligne ‐ 9,500 m² ‐ Brussels, Belgium | ||||||
|---|---|---|---|---|---|---|
| Situation as at 30 June 2016 | Negotiations ongoing for the renting of the entire building | |||||
| Project characteristics | The C de Ligne office complex is the attractive result of the total refurbishment of a building constructed in 1958. |
|||||
| Programme | Office building, 3,750 m² of archives underground. | |||||
| Permits obtained | Planning permission: Yes ‐ Environmental permit: Yes | |||||
| Construction period | N.A./N.A. |
| Royal Louise ‐ 8,000 m² ‐ Brussels, Belgium | ||||||
|---|---|---|---|---|---|---|
| Situation as at 30 June 2016 | Permit application procedure ongoing. | |||||
| Project characteristics | The Royal Louise project is a residential complex situated in one of the most exclusive and trendy areas in Brussels. Barely 50m from the famous Place Stéphanie and Avenue Louise, this project will offer the most beautiful apartments with terraces overlooking a secluded private garden, moments away from the best restaurants and shopping arcades in the city. The Royal Louise will become the reference point for the urban lifestyle in Brussels. |
|||||
| Residential units | 77 apartments | |||||
| Programme | 8,000 m² of residential space | |||||
| Permits obtained | Permit application procedure ongoing | |||||
| Construction period | To be confirmed – After obtaining the permit. Q1 2017/Q3 2019 |
| OKRĄGLAK ‐ 7,900 m² ‐ Poznan, Poland | ||||||
|---|---|---|---|---|---|---|
| Situation as at 30 June 2016 | Sold | |||||
| Project characteristics | The project consists of two buildings, Okrąglak and Kwadraciak, offering first‐class office space and a shopping area on the ground floor. Multi‐tenant building, currently with 19 tenants offering various services. In general: law firms, consulting companies and financial sector. |
|||||
| Programme | Office building and shops | |||||
| Permits obtained | Planning permission: Yes ‐ Environmental permit: N.A. | |||||
| Construction period | Q2 2011/Q3 2012 |
| Greenhill Park ‐ 6,000 m² ‐ Brussels, Belgium | ||||||
|---|---|---|---|---|---|---|
| Situation as at 30 June 2016 | Permit application procedure ongoing. The marketing will begin at the end of 2016, | |||||
| after obtaining the permit | ||||||
| Project characteristics | This project is a residential complex situated in one of the greenest and most exclusive municipalities in Brussels. It is easily accessible but still in a secluded, desirable district. This luxury project, covering nearly 6,000 m², will offer apartments of impeccable style in an already exclusive and very trendy district. |
|||||
| Residential units | 31 apartments or penthouses | |||||
| Programme | 6,000 m² of residential space | |||||
| Permits obtained | Permit application procedure ongoing | |||||
| Construction period | After obtaining the permit. Q1 2017/Q2 2019. |
| Chient Vert ‐ 5,000 m² ‐ Brussels, Belgium | ||||||
|---|---|---|---|---|---|---|
| Situation as at 30 June 2016 | In the process of obtaining the permit | |||||
| Project characteristics | The current structure, which is an office building dating from the late 1980s, will be converted into an attractive, contemporary apartment block. |
|||||
| Residential units | 42 | |||||
| Programme | 42 apartments, 1 office unit and 1 bank branch leased to KBC Bank | |||||
| Permits obtained | Planning permission: No ‐ Environmental permit: Yes | |||||
| Construction period | Q3 2016/2019 |
| PARC SAINTE‐ANNE ‐ 3,500 m² ‐ Brussels, Belgium | ||||||
|---|---|---|---|---|---|---|
| Situation as at 30 June 2016 | 15 units sold out of 26 | |||||
| Project characteristics | 26 spacious, luxury apartments situated near Château Sainte‐Anne, in the vicinity of a Natura 2000 area. |
|||||
| Residential units | 26 | |||||
| Programme | 1 residential building comprising 26 luxury apartments | |||||
| Permits obtained | Planning permission: Yes ‐ Environmental permit: Yes | |||||
| Construction period | Q1 2016/Q2 2018 |
| RÉSIDENCES TROIS RUISSEAUX ET GRAND PRÉ ‐ 2,200 m² ‐ Chastre, Belgium | ||||||
|---|---|---|---|---|---|---|
| Situation as at 30 June 2016 | 11 apartments sold out of 16 | |||||
| Project characteristics | In a land bank of 24 lots, 2 lots have been reserved for an apartment block. | |||||
| Residential units | 16 | |||||
| Programme | 16 apartments (including 2 social apartments) and a crèche spread over 2 parcels of a | |||||
| 2‐hectare site and also including 22 parcels for houses and villas | ||||||
| Permits obtained | Planning permission: Yes ‐ Environmental permit: Yes | |||||
| Construction period | Q2 2014/Q4 2015 |
IMMOBEL is carrying out a detailed strategic analysis of its debt and its funding. Over the coming months, it will implement the necessary actions to restructure its funding, in terms of both form and volume, in accordance with this new strategy.
Currently, the debt of EUR 349.2 million is broken down as follows:
In December 2016, as planned, IMMOBEL will repay its bond of EUR 40 million which is maturing. This will allow an improvement in its average borrowing cost with effect from the 2017 financial year. The bond that will be repaid bore interest at 7%.
As a result of the merger between ALLFIN (which held 29.85% of the IMMOBEL shares before the merger) and IMMOBEL, the merged entity IMMOBEL holds a total of 1,230,398 own shares today. In accordance with IAS 32, these own shares are presented after deduction of the equity (with a value of EUR 55.4 million as at 30 June 2016). These own shares have neither voting rights nor dividend rights.
After the closure on 30 June 2016, IMMOBEL acquired the shares of the company Tractim S.A. [société anonyme – limited company], owner of the former brownfield site called Secalt Tractel SA. More commonly known as the "former industrial site of Polvermillen", this parcel of more than 2.6 hectares in the heart of the capital will enable the group to diversity its project portfolio and consolidate its position in the Luxembourg market over the long term. This transaction complements the previous acquisition of a company that owns an adjoining plot of 26 ares. Thus, over an area of just under 3 hectares, some 25,000 m² will be dedicated to the residential development (houses, lofts, apartments, studios) comprising 210 dwellings, and 1,600 m² to offices.
IMMOBEL and its partner Breevast have also concluded the rental of the Belair building to the Brussels‐ Capital Region for a fixed period of 18 years. The transaction was effected on the basis of a office rent of EUR 185/m² per year and the owner being responsible for a large portion of the leasehold improvements, which should represent, at the sale, an asset value of more than EUR 50 million, taking into account the current market conditions.
On 13 September 2016, IMMOBEL and Allianz announced that Allianz was going to vacate its offices situated in Place de Brouckère and consolidate all of its operational activities in Brussels in a new head office situated in Boulevard du Roi Albert II, in the Quartier Nord in Brussels. It chose one of the two towers of the Möbius project, being developed by IMMOBEL. Allianz has opted for a modern, green building constructed according to its specific needs, while being well served by the transport network. The move is planned between late 2019 and early 2020. Following the delivery of the Allianz Tower, after fulfilling the conditions precedent, the land in Place de Brouckère, where the current Allianz head office is situated, will be acquired.
Its redevelopment by BPI and IMMOBEL will become a reality from 2020. The Brouckère site has a permit obtained by Allianz for some 55,000 m². The programme will be revised in order to incorporate a greater urban mix. The project will comprise, for the most part, residential areas (conventional, prestige or student), offices or a hotel. The ground floors will offer a range of shops, thus being part of the dynamic redeployment plan for the pedestrian areas and for Brussels city centre.
IMMOBEL's residential projects will continue to contribute to the gross margin for the second half of the year, both through the sales that continue dynamically and through the progress of the works currently underway, particularly the Chambon, Lake Front, Riverview and Solvay projects.
Furthermore, IMMOBEL hopes to finalise the sales of the Black Pearl and Galerie Kons projects by the end of the year. The timing of these two sales is, however, concentrated in the month of December, which presents a risks of a discrepancy as a result recording the margin in the 2017 financial year in the event of unexpected events or a delay.
The merger on 29 June also resulted in a reorganisation of the executive committee which, today, is made up of Marnix Galle1 , Alexander Hodac2 , Valéry Autin3 , Nicolas Billen4 and Hilde De Valck5 .
Since 29 August, the teams have been meeting on a single site, at Rue de la Régence, in the centre of Brussels. The integration of the two teams is going well and they are delighted to be working together to create a new spirit and a new dynamism for the largest listed developer in Belgium.
At the Board Meeting on 28 September 2016, the decision was taken to:
| Annual results 2016 | 23 March 2017 |
|---|---|
| General Meeting 2016 | 24 May 2017 |
| Half‐year results 2017 | 1st September 2017. |
1 Mandate carried out by A³ Management sprl [société privée à responsabilité limitée – private limited company], represented by Mr Marnix GALLE
2 Mandate carried out by AHO Consulting sprl, represented by Mr Alexander HODAC
3 Mandate carried out by the company Val U Invest sprl, represented by Mr. Valéry AUTIN
4 Mandate carried out by the company Pride Rock Belgium sprl, represented by Mr. Nicolas BILLEN
5 Mandate carried out by the company DV Consulting, H. De Valck Comm.V, represented by Mrs Hilde DE VALCK
(IN THOUSANDS OF EUR)
| Notes | 30‐06‐2016 | 30‐06‐2015 | ||
|---|---|---|---|---|
| In accordance with IFRS 3 | IMMOBEL SA | |||
| "Reverse Acquisition" 1 | Published | |||
| OPERATING INCOME | 113 927 | 50 693 | 40 561 | |
| Turnover | 7 | 83 794 | 47 702 | 36 828 |
| Other operating income | 8 | 30 133 | 2 990 | 3 733 |
| OPERATING EXPENSES | ‐73 069 | ‐30 976 | ‐29 309 | |
| Cost of sales | 9 | ‐66 226 | ‐24 842 | ‐19 898 |
| Personnel expenses | ‐1 031 | ‐ 815 | ‐3 219 | |
| Amortisation, depreciation and impairment of assets | ‐ 127 | ‐ 383 | ‐ 268 | |
| Other operating expenses | 10 | ‐5 685 | ‐4 936 | ‐5 924 |
| JOINT VENTURES AND ASSOCIATES | ‐ 452 | 1 121 | 603 | |
| Share in the net result of joint ventures and associates | 11 | ‐ 452 | 1 121 | 603 |
| OPERATING RESULT | 40 406 | 20 837 | 11 855 | |
| Interest income | 1 515 | 3 662 | 1 093 | |
| Interest expense | ‐4 585 | ‐6 211 | ‐4 487 | |
| Other financial income | 507 | 3 850 | 16 | |
| Other financial expenses | ‐2 367 | ‐ 687 | ‐ 172 | |
| FINANCIAL RESULT | 12 | ‐4 930 | 614 | ‐3 550 |
| RESULT FROM CONTINUING OPERATIONS BEFORE TAXES | 35 476 | 21 451 | 8 305 | |
| Income taxes | 13 | ‐3 979 | ‐3 818 | ‐ 40 |
| RESULT FROM CONTINUING OPERATIONS | 31 497 | 17 634 | 8 265 | |
| RESULT OF THE PERIOD | 31 497 | 17 634 | 8 265 | |
| Share of non‐controlling interests | 1,197 | 286 | ‐ 6 | |
| SHARE OF IMMOBEL | 30 300 | 17 348 | 8 271 | |
| RESULT OF THE PERIOD | 31 497 | 17 634 | 8 265 | |
| Other comprehensive income ‐ items subject to subsequent recycling in the | 0 | 0 | 87 | |
| income statement Currency translation |
0 | 0 | 87 | |
| TOTAL OTHER COMPREHENSIVE INCOME | 0 | 0 | 87 | |
| COMPREHENSIVE INCOME OF THE PERIOD | 31 497 | 17 634 | 8 352 | |
| Share of non‐controlling interests | 1 197 | 286 | ‐ 6 | |
| SHARE OF IMMOBEL | 30 300 | 17 348 | 8 358 | |
| NET RESULT PER SHARE (EUR) (DILUTED AND BASIC) | 14 | 5.36 | 3.00 | 2.01 |
* "Ex‐Allfin"
1 The merger of the companies Allfin and Immobel, effective 29 June 2016 is considered for accounting (IFRS 3) as a reverse merger. The legal acquiree company (Allfin) absorbs for accounting purposes the legal acquirer company (Immobel). As such, the first 6 months of the income statement of Immobel (before the merger) are recorded in equity and do not pass through the income statement (see Note 3 for details).
COMPREHENSIVE INCOME PER SHARE (EUR) (DILUTED AND BASIC) 14 5.16 2.95 2.03
(IN THOUSANDS OF EUR)
| ASSETS | 31/12/2015 * In accordance with IFRS 3 "Reverse Acquisition" |
31‐12‐2015 IMMOBEL SA Published |
||
|---|---|---|---|---|
| NON‐CURRENT ASSETS | 105 625 | 108 165 | 67 538 | |
| Intangible assets | 164 | 25 | 169 | |
| Property, plant and equipment | 759 | 296 | 730 | |
| Investment property | 2 829 | 2 715 | 2 829 | |
| Investments in joint ventures and associates | 15 | 87 945 | 66 122 | 63 373 |
| Other non‐current financial assets | 4 214 | 28 328 | ‐ | |
| Deferred tax assets | 4 389 | 1 531 | 186 | |
| Other non‐current assets | 5 325 | 9 149 | 251 | |
| CURRENT ASSETS | 634 666 | 283 186 | 379 607 | |
| Inventories | 16 | 502 357 | 175 414 | 334 541 |
| Trade receivables | 17 | 15 262 | 6 712 | 6 037 |
| Tax receivables | 392 | 332 | 178 | |
| Other current assets | 18 | 30 574 | 8 311 | 21 899 |
| Other current financial assets | 1 308 | 5 730 | ||
| Cash and cash equivalents | 84 773 | 86 687 | 16 952 | |
| TOTAL ASSETS | 19 | 740 291 | 391 351 | 447 145 |
| EQUITY AND LIABILITIES | Notes | 30‐06‐2016 31/12/2015 * In accordance with IFRS 3 "Reverse Acquisition" |
31‐12‐2015 IMMOBEL SA Published |
|
| TOTAL EQUITY | 290 682 | 165 466 | 194 358 | |
| EQUITY SHARE OF IMMOBEL | 288 640 | 156 347 | 194 375 | |
| Share capital | 97 156 | 60 302 | 60 302 | |
| Retained earnings | 121 573 | 95 989 | 133 596 | |
| Reserves | 69 911 | 56 | 477 | |
| NON‐CONTROLLING INTERESTS | 2 042 | 9 119 | ‐ 17 | |
| NON‐CURRENT LIABILITIES | 296 283 | 160 547 | 145 534 | |
| Employee benefit obligations | 264 | ‐ | 264 | |
| Deferred tax liabilities | 8 659 | 6 702 | ‐ | |
| Provisions | ‐ | 52 | 4 | |
| Financial debts | 19 | 284 812 | 152 191 | 143 757 |
| Trade payables | 503 | ‐ | 1 509 | |
| Derivative financial instruments | 19 | 2 011 | 1 570 | ‐ |
| Other non‐current liabilities | 34 | 32 | ‐ | |
| CURRENT LIABILITIES | 153 326 | 65 338 | 107 253 | |
| Provisions | 20 | 2 953 | ‐ | 3 728 |
| Financial debts | 19 | 64 339 | 26 560 | 62 267 |
| Trade payables | 21 | 29 904 | 14 319 | 18 894 |
| Tax liabilities | 22 | 12 442 | 6 149 | 163 |
| Derivative financial instruments | 19 | 384 | 88 | 140 |
| Other current liabilities | 23 | 43 304 | 18 222 | 22 061 |
| TOTAL EQUITY AND LIABILITIES | 740 291 | 391 351 | 447 145 |
* "Ex‐Allfin"
| Notes | 30‐06‐2016 | 30/06/2015 * | 30‐06‐2015 | |
|---|---|---|---|---|
| In accordance with IFRS 3 "Reverse Acquisition" |
||||
| Operating income | 99 533 | 50 693 | 40 561 | |
| Operating expenses | ‐71 506 | ‐30 976 | ‐29 309 | |
| Amortisation, depreciation and impairment of assets | 127 | 383 | 268 | |
| Change in provisions | ‐ | ‐ 1 | ‐ 3 | |
| Disposal of joint ventures and associates | ‐ | ‐ | ‐ | |
| Repayment of capital and advances by joint ventures | 100 | 2 020 | 13 543 | |
| Acquisitions, capital injections and loans to joint ventures and associates | ‐ 372 | ‐ 346 | ‐1 921 | |
| CASH FLOW FROM OPERATIONS BEFORE CHANGES IN WORKING CAPITAL | 27 882 | 21 773 | 23 139 | |
| Change in working capital | 24 | ‐15 601 | ‐15 878 | ‐6 282 |
| CASH FLOW FROM OPERATIONS BEFORE PAID INTERESTS AND PAID TAXES | 12 281 | 5 895 | 16 857 | |
| Paid interests | ‐2 960 | ‐4 806 | ‐5 212 | |
| Interest received | 603 | 2 871 | 1 093 | |
| Other financing cash flows | ‐ | ‐ | ‐ 156 | |
| Paid / received taxes | ‐1 632 | ‐ | ‐ 74 | |
| CASH FROM OPERATING ACTIVITIES | 8 292 | 3 960 | 12 508 | |
| Acquisitions of intangible, tangible and other non‐current assets | 0 | 0 | ‐ 118 | |
| Cash and cash equivalents from the merger | 25 | 16 116 | ‐ | ‐ |
| CASH FROM INVESTING ACTIVITIES | 16 116 | 0 | ‐ 118 | |
| Increase in financial debts | 76 757 | 5 932 | 18 948 | |
| Repayment of financial debts | ‐72 580 | ‐8 662 | ‐6 975 | |
| Gross dividends paid (2016 = ex shareholders ALLFIN GROUP) | ‐30 499 | ‐ | ‐3 298 | |
| CASH FROM FINANCING ACTIVITIES | ‐26 322 | ‐2 730 | 8 675 | |
| NET INCREASE OR DECREASE (‐) IN CASH AND CASH EQUIVALENTS | ‐1 914 | 1 230 | 21 065 | |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR | 86 687 | 57 612 | 25 470 | |
| CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR | 84 773 | 58 842 | 46 535 |
Acquisitions and sales of projects, either directly or indirectly through the acquisition or the sale of project company (subsidiaries, joint venturesand associates), are not considered as investing activities and are directly included in the cash flows from the operating activities, mainly "Operating income / Operating expenses and change in working capital".
| ( ) IN TH OU SA ND S O F E UR |
||||||||
|---|---|---|---|---|---|---|---|---|
| CA PIT AL |
RE TA INE D EA RN ING S |
AC Q UI SIT IO N RE SE RV ES |
CU RR EN CY TR AN SLA TIO N |
RE SE RV E F OR DE FIN ED BE NE FIT PL AN S |
EQ UIT Y T O B E AL LO CA TE D T O TH E G RO UP |
NO N C ON TR OL LIN G INT ER EST S |
TO TA L E Q UIT Y |
|
| 2 0 1 5 A L L F I N G R O U P |
||||||||
| BA LA NC E A S A T 0 1‐0 1‐2 01 5 |
37 05 4 |
10 2 3 73 |
54 | 0 | 13 9 4 81 |
7 8 25 |
14 7 3 0 6 |
|
| for To l co he ive in he ta t mp re ns co me ye ar |
17 34 8 |
17 34 8 |
28 6 |
17 63 4 |
||||
| he ha Ot r c ng es |
1 1 17 |
1 1 17 |
66 | 1 1 83 |
||||
| CH AN GE S OF TH E P ER IO DE |
18 46 5 |
18 46 5 |
35 2 |
18 81 7 |
||||
| BA LA NC E A S A T 3 0‐ 0 6‐ 20 15 |
37 05 4 |
12 0 8 3 8 |
54 | 0 | 15 7 9 46 |
8 1 77 |
16 6 1 23 |
|
| 2 0 1 5 I M M O B E L |
||||||||
| BA LA NC E A S A T 0 1‐0 1‐2 01 5 |
6 0 3 0 2 |
13 6 1 5 6 |
57 ‐ |
3 0 2 |
19 6 7 0 3 |
8 | 19 6 7 11 |
|
| l co he ive in for he To ta t mp re ns co me ye ar |
8 2 71 |
87 | 8 3 58 |
6 ‐ |
8 3 52 |
|||
| de ds d Div i i n pa |
3 2 98 ‐ |
3 2 98 ‐ |
3 2 98 ‐ |
|||||
| he ha Ot r c ng es |
9 | 9 | ||||||
| CH AN GE S OF TH E P ER IO DE |
4 9 73 |
87 | 5 0 6 0 |
3 | 5 0 6 3 |
|||
| NC S A T 3 0‐ 0 6‐ 20 BA LA E A 15 |
6 0 3 0 2 |
29 14 1 1 |
3 0 |
3 0 2 |
20 6 3 1 7 |
11 | 20 1 7 74 |
|
| 2 0 1 6 I M M O B E L |
||||||||
| BA LA NC E A S A T 0 1‐0 1‐2 01 6 |
6 0 3 0 2 |
11 9 23 7 |
23 24 8 ‐ |
5 6 |
15 6 34 7 |
9 1 19 |
16 5 4 6 6 |
|
| l co he ive in for he To ta t mp re ns co me ye ar |
30 30 0 |
0 | 30 30 0 |
1 1 97 |
31 49 7 |
|||
| / Me r IM MO BE L AL LFI N G rge rou p |
37 05 4 |
14 8 1 17 |
12 6 ‐ |
48 0 |
18 5 5 25 |
36 ‐ |
18 5 4 89 |
|
| Div i de ds i d t ha ho l de rs A LLF IN GR OU P n pa o s re |
27 97 9 ‐ |
27 97 9 ‐ |
2 5 20 ‐ |
‐30 49 9 |
||||
| ha Tre asu ry s res |
‐55 36 8 |
55 36 8 ‐ |
55 36 8 ‐ |
|||||
| he ha Ot r c ng es |
20 0 ‐ |
15 | 18 5 ‐ |
5 7 18 ‐ |
5 9 03 ‐ |
|||
| CH AN GE S OF TH E P ER IO DE |
3 6 85 4 |
2 3 3 6 |
9 2 7 49 |
12 6 ‐ |
48 0 |
13 2 2 9 3 |
7 0 77 ‐ |
12 5 21 6 |
| BA LA NC E A S A T 3 0‐ 0 6‐ 20 16 |
97 15 6 |
12 1 5 73 |
6 9 5 01 |
70 ‐ |
48 0 |
28 8 64 0 |
2 0 42 |
29 0 6 8 2 |
| 6 9, 91 1 |
Following the merger by absorption of ALLFIN GROUP on 29 June 2016 the registered capital of IMMOBEL SA is represented by 9,997,356 ordinary shares, against 4,121,987 at 31 December 2015.
The interim condensed consolidated financial statements have been prepared in accordance with the IAS 34 Interim Financial Reporting as adopted in the European Union.
The retained accounting principles are the same that the principles used for the yearly consolidated financial statement at December 31, 2015.
The application of these new standards had no material impact for the Group.
The Company decided not to anticipate the application standards and interpretations here below that are not mandatory on June 30, 2016:
The potential impacts of these standards and interpretations on the group's consolidated financial statements are being determined.
The group does not expect any material changes resulting from the application of the standards and interpretations except for IFRS 9, IFRS 15 and IFRS 16.
The first half of the year 2016 has been marked by the merger between the companies ALLFIN and IMMOBEL, approved by the Extraordinary General Meeting of 29 June 2016, the "transaction".
In accordance with IFRS, the "transaction" is considered for accounting purposes as a reverse acquisition, operation by which IMMOBEL SA legally absorbed the assets and liabilities of ALLFIN GROUP, by issuing, in compensation for the transfer, an adequate number of shares entitled to vote, so the shareholders of the absorbed company legally obtained the control. of IMMOBEL merged.
In a consequence, the legal acquirer (IMMOBEL) should be considered as the accounting acquiree and the legal acquiree (Allfin Group) should be considered the accounting acquirer
Therefore, the consolidated financial statements prepared in accordance with IFRS represent the continuation of the financial of the company legally acquired (ALLFIN GROUP).
IFRS 3 B19‐B27 requires that comparative figures for the previous year included on the financial statements (Statement of comprehensive income ‐ Statement of financial position ‐ Statement of cash flows and statement of changes in equity) are the consolidated figures of the acquired legally, ALLFIN GROUP, retroactively adjusted to reflect the legal capital of IMMOBEL. However, the figures of IMMOBEL group are also included for information on these financial statements. The result of the semester of IMMOBEL before fusion is provided in note 3bis.
In addition, before the merger, Allfin proceeded to a 'carve‐out' of its non‐core assets, generating a gain of 13.3 MEUR, and distributed a dividend of 30.5 MEUR to its shareholders.
At the balance sheet, this carve‐out resulted in Allfin to a decrease in current assets of 26.9 MEUR (mainly on inventories, investments in joint ventures and cash) and its non‐current liabilities 28.9 MEUR (repayment of bank debt)
Badwilll represents the difference between market expectations reflected in the stock price taken as fair value of the consideration transferred in application of IFRS 3 and the fair value of assets and liabilities measured individually.
| CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME |
IMMOBEL | ALLFIN GROUP |
SUBTOTAL | ADJUSTM ENTS |
TOTAL PRO‐ FORMA |
IMMOBEL | PUBLI‐ SHED STATE‐ MENTS |
|---|---|---|---|---|---|---|---|
| (*) | (**) | (***) | (*) | ||||
| OPERATING INCOME | 65 476 | 99 533 | 165 009 | 14 394 | 179 403 | ‐65 476 | 113 927 |
| Turnover | 63 537 | 83 794 | 147 331 | 147 331 | ‐63 537 | 83 794 | |
| Other operating income | 1 939 | 15 739 | 17 678 | 14 394 | 32 072 | ‐1 939 | 30 133 |
| OPERATING EXPENSES | ‐67 716 | ‐73 069 | ‐140 785 | ‐140 785 | 67 716 | ‐73 069 | |
| Cost of sales | ‐61 636 | ‐66 226 | ‐127 862 | ‐127 862 | 61 636 | ‐66 226 | |
| Personnel expenses | ‐1 855 | ‐1 031 | ‐2 886 | ‐2 886 | 1 855 | ‐1 031 | |
| Amortisation & depreciation | ‐ 72 | ‐ 127 | ‐ 199 | ‐ 199 | 72 | ‐ 127 | |
| Other operating expenses | ‐4 153 | ‐5 685 | ‐9 838 | ‐9 838 | 4 153 | ‐5 685 | |
| JOINT VENTURES AND ASSOCIATES | ‐ 670 | ‐ 452 | ‐1 122 | ‐1 122 | 670 | ‐ 452 | |
| OPERATING RESULT | ‐2 910 | 26 012 | 23 102 | 14 394 | 37 496 | 2 910 | 40 406 |
| Financial result | ‐2 731 | ‐4 930 | ‐7 661 | ‐7 661 | 2 731 | ‐4 930 | |
| Income taxes | ‐ 305 | ‐3 979 | ‐4 284 | ‐4 284 | 305 | ‐3 979 | |
| RESULT OF THE PERIOD | ‐5 946 | 17 103 | 11 157 | 14 394 | 25 551 | 5 946 | 31 497 |
| Share of non‐controlling interests | ‐ 19 | 1 197 | 1 178 | 1 178 | 19 | 1 197 | |
| SHARE OF THE GROUP | ‐5 927 | 15 906 | 9 979 | 14 394 | 24 373 | 5 927 | 30 300 |
(*) The first 6 months of results of IMMOBEL "before fusion" are incorporated directly in the equity and are not published in the income statement.
(**) Including transaction costs, ‐ 2 568 KEUR, and a gain on "carve out" of 13 326 KEUR.
(***) The 14 394 KEUR include the badwill of 11 562 KEUR and the revaluation 'step acquisition' of 2 832 KEUR (see above)
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION |
IMMOBEL | ALLFIN GROUP |
SUBTOTAL | ADJUST‐ MENTS |
PUBLI‐ SHED STATE‐ MENTS |
|---|---|---|---|---|---|
| NON‐CURRENT ASSETS | 68 279 | 78 044 | 146 323 | ‐40 698 | 105 625 |
| Investments in joint ventures and associates | 64 586 | 66 040 | 130 626 | ‐42 681 1) | 87 945 |
| Other non‐current assets | 3 693 | 12 004 | 15 697 | 1 983 2) | 17 680 |
| CURRENT ASSETS | 339 804 | 291 229 | 631 033 | 3 633 | 634 666 |
| Inventories | 294 789 | 203 935 | 498 724 | 3 633 3) | 502 357 |
| Trade receivables and other current assets | 16 116 | 68 657 | 84 773 | 84 773 | |
| Cash and cash equivalents | 28 899 | 18 637 | 47 536 | 47 536 | |
| TOTAL ASSETS | 408 083 | 369 273 | 777 356 | ‐37 065 | 740 291 |
| TOTAL EQUITY | 188 289 | 146 166 | 334 455 | ‐43 773 | 290 682 |
| Share capital | 60 102 | 37 054 | 97 156 | 97 156 | |
| Reserves | 128 223 | 107 034 | 235 257 | ‐43 773 4) | 191 484 |
| NON‐CONTROLLING INTERESTS | ‐ 36 | 2 078 | 2 042 | 2 042 | |
| NON‐CURRENT LIABILITIES | 118 921 | 174 178 | 293 099 | 3 184 | 296 283 |
| Financial debts | 118 154 | 164 348 | 282 502 | 2 310 3) | 284 812 |
| Other non‐current liabilities | 767 | 9 830 | 10 597 | 874 2) | 11 471 |
| CURRENT LIABILITIES | 100 873 | 48 929 | 149 802 | 3 524 | 153 326 |
| Financial debts | 47 563 | 13 252 | 60 815 | 3 524 3) | 64 339 |
| Trade payables and other current liabilities | 53 310 | 35 677 | 88 987 | 88 987 | |
| TOTAL EQUITY AND LIABILITIES | 408 083 | 369 273 | 777 356 | ‐37 065 | 740 291 |
| 1) Step acquisition | 2 832 |
|---|---|
| Adjustments to fair value of investments in joint ventures and associates of | |
| Immobel following the purchase price allocation: | 9 855 |
| Treasury shares | ‐55 368 |
| Total | ‐42 681 |
2) Recognition of deferred tax assets and liabilities of Immobel following the purchase price allocation
3) Adjustment to fair value of assets and liabilities of Immobel following the purchase price allocation
| Total | ‐43 773 |
|---|---|
| Treasury shares | ‐55 368 |
| Step acquisition | 2 832 |
| 4) Net adjustments to fair value | 8 763 |
The adjustments to fair value related to inventories and fiancial debts at fixed rate.
The first 6 months of results of IMMOBEL "before fusion" are integrated directly in equity and are not in the published income statement
The result of the semester of IMMOBEL before merger, and excluding the impact of the costs related to the transaction, is negative up to ‐ 5,946 TEUR. This result is the consequence of lack of operating margin provided by the "Offices" sector (despite the sales of Westside and Okraglak projects) and a performance of the Landbanking activity below expectations.
| OPERATING INCOME 65 476 40 561 Turnover 63 537 36 828 52 074 7 232 4 231 Other operating income 1 939 3 733 OPERATING EXPENSES ‐67 716 ‐29 309 Cost of sales ‐61 636 ‐19 898 ‐52 309 ‐6 000 ‐3 327 Personnel expenses ‐1 855 ‐3 219 The "Offices" sector record the sales of the Amortisation & depreciation ‐ 72 ‐ 268 projects Westside (Gd Duchy of Luxembourg) Other operating expenses ‐4 153 ‐5 924 and Okraglak (Poland) but the operating JOINT VENTURES AND ASSOCIATES ‐ 670 603 margin generated by these projects remains OPERATING RESULT ‐2 910 11 855 low (0.5 MEUR). Interest income 1 253 1 093 The "Residential" segment is influenced by the Interest expense ‐3 868 ‐4 487 promotions Bella Vita, Charmeraie, Clos Other financial income 97 16 Bourgeois, Lindepark, Oostduinkerke Bredene Other financial Expenses ‐ 213 ‐ 172 and Chastre. FINANCIAL RESULT ‐2 731 ‐3 550 Sales did not allow to absorb Immobel Income taxes ‐ 305 ‐ 40 structural costs and expenses of interests, RESULT OF THE PERIOD ‐5 946 8 265 bringing the operating result and the net Share of non‐controlling interests ‐ 19 ‐ 6 result to be negative SHARE OF IMMOBEL ‐5 927 8 271 |
30‐06‐2016 | 30‐06‐2015 | Offices | Residen‐ tial |
Landban‐ king |
Total |
|---|---|---|---|---|---|---|
| 63 537 | ||||||
| ‐61 636 | ||||||
| tial | Landban‐ king |
Total | |||
|---|---|---|---|---|---|
| The "Offices" sector record the sales of the |
Main accounting judgments and estimates are identical to those given on page 98 (paragraph 20) of the 2015 Annual Report. They mainly concern the deferred tax assets, impairment of assets, provisions, projects in inventory and construction contracts.
The Immobel Group faces the risks and uncertainties inherent to the property development sector as well as those associated with the economic situation and the financial world.
The Board of Directors considers that the main risks and uncertainties included in pages 69 to 71 of the annual report 2015 are still relevant for the remaining months of 2016.
The number of entities included in the scope of consolidation evolves as follows:
| 30‐06‐2016 | 31‐12‐2015 | |
|---|---|---|
| Subsidiaries ‐ Global method of consolidation | 55 | 28 |
| Joint Ventures ‐ Equity method | 24 | 18 |
| Associates ‐ Equity method | 2 | 2 |
| Total | 81 | 48 |
During the first half year of 2016, the consolidation scope noted following changes :
‐ Disposal of 100% of shares of the company WESTSIDE
| ‐ Subsidiaries ‐ Global method of consolidation | 28 | |
|---|---|---|
| -- | ------------------------------------------------- | ---- |
‐ Joint Ventures ‐ Equity method 7
The segment reporting is presented in respect of the operational segments. The results and asset and liability items of the segment include items that can be attributed to a sector, either directly, or allocated on an allocation formula. The core business of the Company, real estate development, includes the activities of "offices", "residential development" and "land development".
There are no transactions between the different sectors.
The Group's activity is carried out in Belgium, The Grand Duchy of Luxemburg and Poland.
The breakdown of sales by country depends on the country where the activity is executed.
In accordance with IFRS, the Company applied since 1st January 2015, IFRS 11, which amends the strong readings of the financial statements of the Company but does not change the net income and shareholders'equity.
The Board of Directors believes that the financial data in application of the proportional consolidated method
(before IFRS 11) give a better picture of the activities and financial statements.
The "Internal" financial statements are those used by the Board and Management to monitor the financial performance of the Group.
| INCOME STATEMENT | 30‐06‐2016 | 30‐06‐2016 |
|---|---|---|
| Published | Internal | |
| OPERATING INCOME | 113 927 | 144 684 |
| Turnover | 83 794 | 113 911 |
| Other operating income | 30 133 | 30 773 |
| OPERATING EXPENSES | ‐73 069 | ‐101 864 |
| Cost of sales | ‐66 226 | ‐92 964 |
| Personnel expenses | ‐1 031 | ‐1 585 |
| Amortisation, depreciation and impairment of assets (including reversals) | ‐ 127 | ‐ 179 |
| Other operating expenses | ‐5 685 | ‐7 136 |
| JOINT VENTURES AND ASSOCIATES | ‐ 452 | |
| Share in the net result of joint ventures and associates | ‐ 452 | ‐ |
| OPERATING RESULT | 40 406 | 42 820 |
| Interest income | 1 515 | 1 544 |
| Interest expense | ‐4 585 | ‐5 956 |
| Other financial income and expenses | ‐1 860 | ‐1 968 |
| FINANCIAL RESULT | ‐4 930 | ‐6 380 |
| Share in the net result of investments in associates | 0 | ‐ 38 |
| RESULT FROM CONTINUING OPERATIONS BEFORE TAXES | 35 476 | 36 402 |
| Income taxes | ‐3 979 | ‐4 905 |
| RESULT FROM CONTINUING OPERATIONS | 31 497 | 31 497 |
| RESULT OF THE PERIOD | 31 497 | 31 497 |
| Share of non‐controlling interests | 1 197 | 1 197 |
| SHARE OF IMMOBEL | 30 300 | 30 300 |
| Offices | Residen‐ | Landban‐ | Unalloca‐ | TOTAL | |
|---|---|---|---|---|---|
| tial | king | ted items | |||
| (*) | |||||
| Turnover | 40 320 | 72 328 | 1 263 | ‐ | 113 911 |
| Other operating income | 360 | 2 586 | 107 | 27 720 | 30 773 |
| OPERATING INCOME | 40 680 | 74 914 | 1 370 | 27 720 | 144 684 |
| Cost of sales | ‐35 545 | ‐56 425 | ‐ 993 | ‐ | ‐92 963 |
| Personnel expenses, amortisation and other expenses | ‐2 648 | ‐2 893 | ‐ 792 | ‐2 568 | ‐8 901 |
| OPERATING EXPENSES | ‐38 193 | ‐59 318 | ‐1 785 | ‐2 568 | ‐101 864 |
| OPERATING RESULT | 2 487 | 15 596 | ‐ 415 | 25 152 | 42 820 |
(*) Unique accounting effects related to the merger
| Operating result | 25 152 |
|---|---|
| Costs related to the study of the proposed merger | ‐2 568 |
| Subtotal | 27 720 |
| Fair value IMMOBEL shares held by ALLFIN | 2 832 |
| Impact of the badwill | 11 562 |
| Impact of the carve‐out | 13 326 |
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION | 30‐06‐2016 | 30‐06‐2016 |
|---|---|---|
| Published | Internal | |
| NON‐CURRENT ASSETS | 105 625 | 17 962 |
| Investments in joint ventures and associates | 87 945 | 199 |
| Other non‐current assets | 17 680 | 17 763 |
| CURRENT ASSETS | 634 666 | 804 190 |
| Inventories | 502 357 | 658 314 |
| Trade receivables and other current assets | 47 536 | 45 069 |
| Cash and cash equivalents | 84 773 | 100 807 |
| TOTAL ASSETS | 740 291 | 822 152 |
| TOTAL EQUITY | 290 682 | 290 682 |
|---|---|---|
| NON‐CURRENT LIABILITIES | 296 283 | 316 099 |
| Financial debts | 284 812 | 302 193 |
| Other non‐current liabilities | 11 471 | 13 906 |
| CURRENT LIABILITIES | 153 326 | 215 371 |
| Financial debts | 64 339 | 113 398 |
| Trade payables and other current liabilities | 88 987 | 101 973 |
| TOTAL EQUITY AND LIABILITIES | 740 291 | 822 152 |
| OFFICES | RESIDEN‐ | LANDBAN‐ | CONSOLI‐ | |
|---|---|---|---|---|
| TIAL | KING | DATED | ||
| Segment assets | 285 185 | 329 883 | 87 540 | 702 608 |
| Unallocated items (*) | 119 544 | |||
| TOTAL ASSETS | 285 185 | 329 883 | 87 540 | 822 152 |
| Segment liabilities | 40 567 | 43 566 | 5 670 | 89 803 |
| Unallocated items (*) | 441 667 | |||
| TOTAL LIABILITIES | 40 567 | 43 566 | 5 670 | 531 470 |
(*) Unallocated items: Assets: Investments in associates & participating interests available for sale ‐ Deferred tax assets ‐ Other non‐current assets ‐ Cash ‐ Tax receivables ‐ Cash and equivalents ‐ Liabilities: Deferred tax liabilities ‐ Financial debts ‐ Tax liabilities ‐ Derivative financial instruments. Intangible assets, property plan and equipment are allocated to segments based on an allocation formula.
| 30‐06‐2016 | 30‐06‐2016 | |
|---|---|---|
| INVENTORIES | Published | Internal |
| Allocation of inventories by segment is as follows: | ||
| Offices | 194 634 | 275 276 |
| Residential | 225 332 | 300 647 |
| Landbanking | 82 391 | 82 391 |
| TOTAL INVENTORIES | 502 357 | 658 314 |
| Allocation of inventories by geographical area is as follows: | ||
| Belgium | 415 546 | 500 964 |
| Grand‐Duchy of Luxemburg | 27 736 | 88 273 |
| Poland | 59 075 | 69 077 |
| TOTAL INVENTORIES | 502 357 | 658 314 |
| The book value of inventories evolve as follows: | ||
| INVENTORIES AS AT 1 JANUARY | 175 414 | 199 674 |
| Purchases and Developments of the year | 92 859 | 103 121 |
| Disposals of the year | ‐66 261 | ‐77 506 |
| Merger IMMOBEL / ALLFIN Group | 298 422 | 430 919 |
| Borrowing costs | 1 923 | 2 106 |
| MOVEMENTS DURING THE YEAR | 326 943 | 458 640 |
| INVENTORIES AS AT 30 JUNE | 502 357 | 658 314 |
| Per segment | Per geographical area | |||||||
|---|---|---|---|---|---|---|---|---|
| Offices | Residen‐ tial |
Landban‐ king |
TOTAL | Belgium | Grand‐ Duchy of Luxem‐ burg |
Poland | TOTAL | |
| Purchases and Developments | 26 620 | 66 239 | ‐ | 92 859 | 69 604 | 23 255 | ‐ | 92 859 |
| Disposals | ‐18 792 | ‐47 469 | ‐ | ‐66 261 | ‐48 658 | ‐17 603 | ‐ | ‐66 261 |
| Merger IMMOBEL / ALLFIN Group | 167 625 | 48 406 | 82 391 | 298 422 | 239 347 | ‐ | 59 075 | 298 422 |
| Borrowing costs | 71 | 1 852 | ‐ | 1 923 | 1 923 | ‐ | ‐ | 1 923 |
| TOTAL | 175 524 | 69 028 | 82 391 | 326 943 | 262 216 | 5 652 | 59 075 | 326 943 |
| Per segment | Per geographical area | |||||||
|---|---|---|---|---|---|---|---|---|
| Offices | Residen‐ tial |
Landban‐ king |
TOTAL | Belgium | Grand‐ Duchy of Luxem‐ burg |
Poland | TOTAL | |
| Purchases and Developments | 27 548 | 75 573 | ‐ | 103 121 | 79 866 | 23 255 | ‐ | 103 121 |
| Disposals | ‐18 792 | ‐58 714 | ‐ | ‐77 506 | ‐59 903 | ‐17 603 | ‐ | ‐77 506 |
| Merger IMMOBEL / ALLFIN Group | 236 649 | 111 879 | 82 391 | 430 919 | 301 305 | 60 537 | 69 077 | 430 919 |
| Borrowing costs | 189 | 1 917 | ‐ | 2 106 | 2 106 | ‐ | ‐ | 2 106 |
| TOTAL | 245 594 | 130 655 | 82 391 | 458 640 | 323 374 | 66 189 | 69 077 | 458 640 |
| 7. TURNOVER | 30‐06‐2016 30‐06‐2015* | |
|---|---|---|
| Turnover is allocated as follows per segment: | ||
| Offices | 24 776 | 23 853 |
| Residential | 59 018 | 23 849 |
| Landbanking | ‐ | ‐ |
| TOTAL TURNOVER | 83 794 | 47 702 |
The majority of the turnover is realized in Belgium
The "Offices" turnover is mainly influenced by the sale of the Boiteux project.(Chambon).
The projects Solvay, Chambon, Flint, Lake Front and Riverview contribue in particular to the "Residential" turnover.
| 8. OTHER OPERATING INCOME | 30‐06‐2016 30‐06‐2015* | |
|---|---|---|
| Break down as follows : | ||
| Rental income on properties available for sale or awaiting for development | 2 413 | 2 033 |
| Gain on the "Carve out" prior to the merger IMMOBEL / ALLFIN GROUP | 13 326 | ‐ |
| Badwill resulting from the merger IMMOBEL / ALLFIN GROUP | 11 562 | ‐ |
| Fair value IMMOBEL shares held by ALLFIN | 2 832 | ‐ |
| Other income (recoveries of taxes and withholdings, miscellaneous reinvoicing…) | ‐ | 957 |
| TOTAL OTHER OPERATING INCOME | 30 133 | 2 990 |
The "Carve out" consists in the sale by ALLFIN GROUP of non‐core assets prior to the transaction in accordance with the merger agreement.
Cost of sales is related to the turnover and the projects mentioned in note 7.
| 10. OTHER OPERATING EXPENSES | 30‐06‐2016 30‐06‐2015* | |
|---|---|---|
| Break down as follows: | ||
| Services and other goods | ‐4 135 | ‐4 040 |
| Other expenses | ‐1 550 | ‐ 896 |
| Provisions | ‐ | |
| OTHER OPERATING EXPENSES | ‐5 685 | ‐4 936 |
Services and other goods includes in particular the related to the study of the proposed merger with ALLFIN GROUP, for an amount of KEUR 2 568.
The share in the result of joint ventures and associates, ‐ 452 KEUR, relates to the Solvay project and the share of ALLFIN in the results of IMMOBEL before the merger.
| 12. FINANCIAL RESULT | 30‐06‐2016 30‐06‐2015* | |
|---|---|---|
| The financial result breaks down as follows: | ||
| Cost of gross financial debt at amortised cost | ‐4 362 | ‐3 940 |
| Fair value changes on financial instruments | ‐ 469 | ‐ 473 |
| Fair value changes on financial assets | ‐ 860 | ‐ |
| Losses on sales of financial assets | ‐ 719 | ‐ 382 |
| Interest income | 594 | 2 083 |
| Gains on sales of financial assets | 910 | 2 981 |
| Other financial charges & income | ‐ 24 | 345 |
| FINANCIAL RESULT | ‐4 930 | 614 |
| Income taxes are as follows: | 30‐06‐2016 30‐06‐2015* | |
|---|---|---|
| Current income taxes | ‐3 313 | ‐1 922 |
| Deferred income taxes | ‐ 666 | ‐1 896 |
| TOTAL OF TAX EXPENSES RECOGNIZED IN THE STATEMENT OF COMPREHENSIVE INCOME | ‐3 979 | ‐3 818 |
Due to the absence of potential dilutive ordinary shares in circulation, the basic result per share is the same as the diluted result per share.
The calculation of the average number of action is determined by IFRS 3 B 26.
Basic earnings and diluted earnings per share are determined using the following information:
| Net result from continuing operations | 31 497 | ||
|---|---|---|---|
| Group's share in the net result for the year | 30 300 | ||
| Net earnings per share (EUR) |
|||
| Average number of shares considered for basic earnings and diluted earnings : | Continuing operations |
Compre‐ hensive income |
|
| New shares issued on the basis of the exchange ratio of the merger (IFRS ‐ calculation 3 B 26) |
5 875 369 | 5.36 | 5.16 |
| ‐ Outstanding shares at June 30, 2016 | 9 997 356 | 3.15 | 3.03 |
| ‐ Outstanding shares (excluding treasury shares) at June 30, 2016 | 8 766 958 | 3.59 | 3.46 |
The contributions of joint ventures and associates in the statement of financial position and the statement of comprehensive income is as follows :
| CONSOLIDATED STATEMENT OF FINANCIAL POSITION | 30‐06‐2016 31‐12‐2015* | |
|---|---|---|
| Investments in joint ventures | 87 746 | 66 122 |
| Investments in associates | 199 | ‐ |
| TOTAL INVESTMENTS INCLUDED IN THE STATEMENT OF FINANCIAL POSITION | 87 945 | 66 122 |
The book value of investments in joint ventures and associates evolve as follows:
| VALUE AS AT 1 JANUARY | 66 122 |
|---|---|
| Share in result | ‐ 452 |
| Acquisitions, capital injections and loans to joint ventures and associates | 470 |
| Repayment of capital and advances by joint ventures and associates | ‐ 100 |
| Fair value IMMOBEL shares held by ALLFIN | 2 832 |
| Treasury shares | ‐55 368 |
| Merger IMMOBEL / ALLFIN Group | 64 586 |
| Fair value resulting from the business combination | 9 855 |
| CHANGES FOR THE YEAR | 21 823 |
| VALUE AS AT 30 JUNE | 87 945 |
The table below shows the contribution of joint ventures and associates in the statement of financial position and the statement of comprehensive income.
| % INTEREST | BOOK VALUE OF THE INVESTMENTS |
SHARE IN THE COMPRE‐ HENSIVE INCOME |
||||
|---|---|---|---|---|---|---|
| NAMES 30‐06‐2016 31‐12‐2015 30‐06‐2016 31‐12‐2015 30‐06‐2016 | ||||||
| Bella Vita | 50.0% | ‐ | 8 134 | ‐ | ‐ | |
| CBD International | 50.0% | ‐ | ‐ 793 | ‐ | ‐ | |
| Château de Beggen | 50.0% | ‐ | 228 | ‐ | ‐ | |
| Espace Trianon | 50.0% | ‐ | 1 790 | ‐ | ‐ | |
| Fanster Enterprise | 50.0% | ‐ | 1 245 | ‐ | ‐ | |
| Foncière du Parc | 50.0% | ‐ | 124 | ‐ | ‐ | |
| Gateway | 50.0% | ‐ | 603 | ‐ | ‐ | |
| Ilot Ecluse | 50.0% | ‐ | 189 | ‐ | ‐ | |
| Intergénérationnel de Waterloo | 50.0% | ‐ | 0 | ‐ | ‐ | |
| Pef Kons Investment | 33.3% | ‐ | 20 458 | ‐ | ‐ | |
| M1 | 50.0% | ‐ | 4 595 | ‐ | ‐ | |
| M7 | 50.0% | ‐ | 551 | ‐ | ‐ | |
| RAC 2 | 40.0% | ‐ | 7 930 | ‐ | ‐ | |
| RAC 3 | 40.0% | ‐ | 3 284 | ‐ | ‐ | |
| RAC 4 | 40.0% | ‐ | 12 153 | ‐ | ‐ | |
| Société Espace Léopold | 50.0% | ‐ | 3 023 | ‐ | ‐ | |
| Temider Enterprise | 50.0% | ‐ | ‐ | ‐ | ||
| Universalis Park | 50.0% | ‐ | 10 612 | ‐ | ‐ | |
| Vilpro | 50.0% | ‐ | 116 | ‐ | ‐ | |
| Keyenveld, PA33 ‐ 44 ‐ 2, les Deux Princes (Solvay) | 50.0% | 50.0% | 13 522 | 11 732 | 1 317 | |
| Argent Office (Chambon) | 50.0% | 50.0% | ‐ 18 | 85 | ‐ | |
| TOTAL JOINT VENTURES | 87 746 | 11 817 | 1 317 | |||
| DHR Clos du Château | 33.3% | ‐ | 120 | ‐ | ‐ | |
| Espace Midi | 20.0% | ‐ | ‐ | ‐ | ||
| Graspa Development | 25.0% | ‐ | 79 | ‐ | ‐ | |
| IMMOBEL | ‐ | 29.85% | ‐ | 54 305 | ‐1 769 | |
| TOTAL ASSOCIATES | 199 | 54 305 | ‐1 769 | |||
| TOTAL JOINT VENTURES AND ASSOCIATES | 87 945 | 66 122 | ‐ 452 |
Inventories consist of buildings and land acquired for development and resale.
| Allocation of inventories by segment is as follows: | 30‐06‐2016 31‐12‐2015* | |
|---|---|---|
| Offices | 194 634 | 22 434 |
| Residential | 225 332 | 152 980 |
| Landbanking | 82 391 | ‐ |
| TOTAL INVENTORIES | 502 357 | 175 414 |
| Allocation of inventories by geographical area is as follows: | 30‐06‐2016 31‐12‐2015* | |
|---|---|---|
| Belgium | 415 546 | 154 038 |
| Grand‐Duchy of Luxemburg | 27 736 | 21 376 |
| Poland | 59 075 | ‐ |
| TOTAL INVENTORIES | 502 357 | 175 414 |
| Break down of the movements of the year : | 30‐06‐2016 31‐12‐2015* | |
|---|---|---|
| INVENTORIES AS AT 1 JANUARY | 175 414 | 159 998 |
| Purchases an developments of the year | 92 859 | 80 316 |
| Disposals of the year | ‐66 261 | ‐63 800 |
| Merger IMMOBEL / ALLFIN Group | 298 422 | ‐ |
| Borrowing costs | 1 923 | 2 731 |
| Change in consolidation method | ‐ | ‐3 831 |
| MOVEMENTS DURING THE YEAR | 326 943 | 15 416 |
| INVENTORIES AS AT 30 JUNE | 502 357 | 175 414 |
| Trade receivables refer to the following segments: | 30‐06‐2016 |
|---|---|
| Offices | 1 070 |
| Residential | 11 708 |
| Landbanking | 2 484 |
| TOTAL TRADE RECEIVABLES | 15 262 |
| The components of this line item are: | 30‐06‐2016 |
|---|---|
| Other receivable | 25 613 |
| of which: advances to joint ventures, associates and on projects in participation | 12 390 |
| taxes (other than income taxes) and VAT receivable | 3 910 |
| receivable on sale (escrow account) | 1 583 |
| grants and allowances receivable | 1 617 |
| advances and guarantees paid | 4 380 |
| other | 1 733 |
| Deferred charges and accrued income | 4 961 |
| of which: on projects in development | 4 599 |
| other | 362 |
| TOTAL OTHER CURRENT ASSETS | 30 574 |
| and are related to the following segments: | 30‐06‐2016 |
|---|---|
| Offices | 13 152 |
| Residential Development | 14 873 |
| Land Development | 2 549 |
| TOTAL OTHER CURRENT ASSETS | 30 574 |
The Group's net financial debt is the balance between the cash and cash equivalents and the financial debts (current and non current). It amounts to ‐ 264 378 KEUR as at 30 June 2016 compared to ‐ 92 064 KEURs at 31 December 2015.
| 30‐06‐2016 31‐12‐2015* | ||
|---|---|---|
| Cash and cash equivalents | 84 773 | 86 687 |
| Non current financial debts | 284 812 | 152 191 |
| Current financial debts | 64 339 | 26 560 |
| NET FINANCIAL DEBT | 264 378 | 92 064 |
The Group's gearing ratio (net financial debt / equity) is 91% as at 30 June 2016.
Cash deposits and cash at bank and in hand amount to 84 773 KEUR compared to 86 687 KEUR at the end of 2015, representing a decrease of 1 914 KEUR.
The explanation of the change in available cash is given in the consolidated cash flow statement.
Financial debts increase with 170 400 KEUR, from 178 751 KEUR at 31 December 2015 to 349 151 KEUR at 30 June 2016.
| The components of financial debts are as follows: | 30‐06‐2016 31‐12‐2015* | |
|---|---|---|
| Bond issue maturity 28‐03‐2018 at 5.50% ‐ nominal amount 60 MEUR | 59 531 | ‐ |
| Bond issue maturity 28‐03‐2018 at 5.50% ‐ fair value adjustment | 2 310 | ‐ |
| Bond issue maturity 27‐06‐2019 at 6.75% ‐ nominal amount 36.65 MEUR | 35 377 | 35 298 |
| Credit institutions | 187 594 | 116 893 |
| NON CURRENT FINANCIAL DEBTS | 284 812 | 152 191 |
| Bond issue maturity 21‐12‐2016 at 7% ‐ nominal amount 40 MEUR | 39 923 | ‐ |
| Bond issue maturity 21‐12‐2016 at 7% ‐ fair value adjustment | 3 524 | ‐ |
| Credit institutions | 18 552 | 26 560 |
| Bonds ‐ not yet due interest | 2 340 | ‐ |
| CURRENT FINANCIAL DEBTS | 64 339 | 26 560 |
| TOTAL FINANCIAL DEBTS | 349 151 | 178 751 |
| Financial debts at fixed rates | 140 665 | 89 823 |
| Financial debts at variable rates | 206 146 | 88 928 |
| Bonds ‐ not yet due interest | 2 340 | ‐ |
| Amount of debts guaranteed by securities | 206 146 | 143 101 |
| Book value of Group's assets pledged for debt securities | 412 919 | 233 142 |
| Financial debts evolve as follows: | 30‐06‐2016 31‐12‐2015* | |
|---|---|---|
| FINANCIAL DEBTS AS AT 1 JANUARY | 178 751 | 171 667 |
| Contracted debts | 76 757 | 20 968 |
| Repaid debts | ‐74 750 | ‐13 884 |
| Exit from the scope of consolidation | ‐3 428 | ‐ |
| Merger IMMOBEL / ALLFIN Group | 165 717 | ‐ |
| Fair value resulting from the business combination | 5 834 | ‐ |
| Amortization of deferred debt issue expenses | 270 | ‐ |
| Charges for the year | 170 400 | 7 084 |
| FINANCIAL DEBTS AS AT 31 DECEMBER | 349 151 | 178 751 |
All the financial debts are denominated in EUR.
Except the bonds, the financing of the Group and the financing of the Group's projects are provided based on a short‐term rate, the 1 to 12 month euribor, increased by commercial margin.
IMMOBEL disposes at June 30, 2016 of 2 Corporate credit lines, one of 60 MEUR, unused at June 30, the other of 30 MEUR, fully used by 30 June. These two credit lines are due in June 2017.
Moreover, IMMOBEL disposes at June 30, 2016 of confirmed bank credit lines for 227 MEUR of which 176 MEUR used at end of June 2016. These credit lines (project financing credits) are specific for certain projects in development.
The Group is, for the majority of the mentioned financial debts, subject to a number of financial commitments. These commitments are taking into account the equity, the net financial debt and its relation with the equity and the inventories. At 30 June 2016, as for the previous years, the Group was in conformity with all these financial commitments.
The table below summarizes the maturity of the financial liabilities of the Group:
| DUE IN | 2016 | 2017 | 2018 | 2019 2020 & + | Total | |
|---|---|---|---|---|---|---|
| Bonds | 43 524 | 62 310 | 35 650 | 141 484 * | ||
| Bonds ‐ Interest | 2 340 | 2 340 | ||||
| Project Financing Credits | 11 765 | 43 610 | 61 697 | 55 674 | 33 400 | 206 146 |
| TOTAL AMOUNT OF DEBTS | 57 629 | 43 610 | 124 007 | 91 324 | 33 400 | 349 970 |
* The amount on the balance sheet, 140 665 KEUR, includes 819 KEUR charges to be amortized until maturity in 2016, 2018. and 2019.
On the basis of the situation as per 30 June 2016, each change in interest rate of 1% involves an annual increase or decrease of the interest charge on debts at variable rate of 2 061 KEUR.
In the frame of the availability of long term credits, Corporate or Project Financing, the Group uses financial instruments mainly for the hedging of interest rates.
At 30 June 2016, the derivative financial instruments have been concluded to hedge future risks and are the following:
| Notional | |||
|---|---|---|---|
| Period | Instruements | Strike | amounts |
| 09/2015 ‐ 09/2018 | IRS bought | 0.10% | 26 000 |
| 07/2014 ‐ 07/2017 | CAP bought | 2.00% | 16 000 |
| 07/2014 ‐ 07/2017 | CAP bought | 2.00% | 10 000 |
| 07/2014 ‐ 07/2017 | CAP bought | 2.00% | 10 000 |
| 09/2014 ‐ 12/2019 | IRS bought | 0.855% | 54 609 |
| Total | 116 609 |
The fair value of derivatives is determined based on valuation models and future interest rates ("level 2"). The change in fair value of financial instruments is recognized through the statement of income as thos have not been designated as cash flow hedges.
| FAIR VALUE OF FINANCIAL INSTRUMENTS | 30‐06‐2016 31‐12‐2015* | |
|---|---|---|
| Hedging instruments: | ||
| ‐ Bought CAP Options | 0 | 0 |
| ‐ Bought IRS Options | 2 395 | 1 658 |
| TOTAL | 2 395 | 1 658 |
| CHANGE IN FAIR VALUE OF THE DERIVATIVE FINANCIAL INSTRUMENTS | |
|---|---|
| SITUATION AT 1 JANUARY | 1 658 |
| Changes during the period: | |
| ‐Change in the fair value recognised in the consolidated income statement | 469 |
| ‐Merger IMMOBEL / ALLFIN Group | 268 |
| SITUATION AT 30 JUNE | 2 395 |
No instrument has been documented as hedge accounting at 30 June 2016.
| The components of provisions are as follows: | 30‐06‐2016 31‐12‐2015* | |||
|---|---|---|---|---|
| Provisions related to the sales | 2 943 | ‐ | ||
| Other provisions | 10 | 52 | ||
| TOTAL PROVISIONS | 2 953 | 52 | ||
| RELATED | ||||
| TO THE | ||||
| TOTAL PROVISIONS | SALES | OTHER | ||
| PROVISIONS AS AT 1 JANUARY | ‐ | 52 | 52 | |
| Use & reversal | ‐ | ‐ 52 | ‐ 52 | |
| ‐Merger IMMOBEL / ALLFIN Group | 2 943 | 10 | 2 953 | |
| CHANGES FOR THE YEAR | 2 943 | ‐ 42 | 2 901 | |
| PROVISIONS AS AT 30 JUNE | 2 943 | 10 | 2 953 | |
| From which current provisions | 2 953 | |||
| Allocation of this position by segment is as follows: | 30‐06‐2016 | |||
| Offices | 2 680 | |||
| TOTAL | 2 953 |
|---|---|
| Landbanking | 95 |
| Residential | 178 |
| This account is allocated by segment as follows: | 30‐06‐2016 |
|---|---|
| Offices | 9 690 |
| Residential | 16 997 |
| Landbanking | 3 720 |
| TOTAL TRADE PAYABLES | 30 407 |
| of which current trade payables | 29 904 |
This item includes 7.9 MEUR withholding tax withheld on dividends paid to the former shareholders of ALLFIN GROUP.
| The components of this account are: | 30‐06‐2016 |
|---|---|
| Personnel debts | 338 |
| Taxes (other than income taxes) and VAT payable | 3 012 |
| Advances received ‐ including in particular advances received for the Gateway project (20.9 MEUR) | |
| and advances received on projects from the merger ALLFIN GROUP (MEUR 6.6) | 28 751 |
| Advances from joint ventures and associates | 5 854 |
| Accrued charges and deferred income | 1 503 |
| Operating grants | ‐ |
| Other | 3 846 |
| TOTAL OTHER CURRENT LIABILITIES | 43 304 |
| Other current liabilities are related to the following segments: | 30‐06‐2016 |
|---|---|
| Offices | 25 644 |
| Residential | 15 838 |
| Landbanking | 1 822 |
| TOTAL OTHER CURRENT LIABILITIES | 43 304 |
| The change in working capital by nature is established as follows: | 30‐06‐2016 |
|---|---|
| Inventories, including acquisition and sales of entities that are not considered as | |
| business combinations | ‐28 521 |
| Current assets / Current liabilitiesTrade receivables & Other current assets | 12 920 |
| CHANGE IN WORKING CAPITAL | ‐15 601 |
This is cash and cash equivalents from the accounting acquired company (IMMOBEL)
on the date of the merger.
This cash is as follows:
| Cash and cash equivalents as at 1 January 2016 | 16 952 |
|---|---|
| Cash from operations before changes in working capital | ‐6 451 |
| Change in working capital | 49 838 |
| Paid / received interests | ‐3 875 |
| Paid taxes | ‐ 254 |
| Changes in intangible, tangible and other non‐current assets | 161 |
| Increase in financial debts | 4 562 |
| Repayement of ficnancial debts | ‐44 817 |
| Net increase or decrease (‐) in cash and cash equivalents | ‐ 836 |
| Cash and cash equivalents as at 30 June 2016 | 16 116 |
Relations with related parties relate to IMMOBEL's relations with main shareholders and senior executives as well as its joint ventures and associates.
In the period under review mainly include:
Merger agreement : on April 6, 2016, Allfin and Immobel announced that an agreement was concluded to combine the activities of Immobel and Allfin by a merger by absorption of Allfin by Immobel. The closing of the transaction occured, as planned, on June 29, 2016, following approval by the Board, the validation by the auditor, the approval by the antitrust authorities, the associated procedures for consultation and the final approval by the shareholders.
The Board of Directors of 29 September 2016 approved the contract for the Executive President and the amendment of the contract for the Chief Executive Officer, as proposed by the President of the Nomination & Remuneration Committee.
| 30‐06‐2016 31‐12‐2015* | ||
|---|---|---|
| Guarantees from third parties on behalf of the Group with respect to: | ||
| ‐ inventories | 171 228 | 133 149 |
| ‐ other assets | 111 | ‐ |
| TOTAL GUARANTEES FROM THIRD PARTIES ON BEHALF OF THE GROUP | 171 339 | 133 149 |
| These guarantees consist of: | ||
| ‐ guarantees "Real estate trader" (acquisitions with registration fee at reduced rate) | 32 408 | 14 320 |
| ‐ guarantees "Law Breyne" (guarantees given in connection with the sale of houses | ||
| or apartments under construction) | 124 824 | 117 650 |
| ‐ guarantees "Good end of execution" (guarantees given in connection with the execution | 11 308 | ‐ |
| of works) | ||
| ‐ guarantees "Payment" and "Other" (successful completion of payment, rental) | 2 799 | 1 179 |
| TOTAL | 171 339 | 133 149 |
| Mortgage power ‐ Amount of inscription | 473 784 | 336 406 |
| Book value of Group's assets pledged for debt securities related to investment property and | ||
| inventory as a whole | 431 739 | 233 142 |
| BOOK VALUE OF PLEDGED GROUP'S ASSETS | 431 739 | 233 142 |
| Amount of debts guaranteed by above securities | ||
| ‐ Non current debts | 187 594 | 116 541 |
| ‐ current debts | 18 552 | 26 560 |
| TOTAL | 206 146 | 143 101 |
Due to intrinsic character of its activity, Real Estate Development, and due to operations resulting from the business combination, the results of the first half year 2016 can not be extrapolated over the whole year. These results depend from the final transactions before 30 June 2016.
No significant event that may change the financial statements occured from the reporting date on 30 June 2016 up to 28 September 2016 when the financial statements were approved by the Board of Directors.
After the closure on 30 June 2016, Immobel acquired the shares of the company Tractim S.A. [société anonyme – limited company], owner of the former brownfield site called Secalt Tractel SA. More commonly known as the "former industrial site of Polvermillen", this parcel of more than 2.6 hectares in the heart of the capital will enable the group to diversity its project portfolio and consolidate its position in the Luxembourg market over the long term. This transaction complements the previous acquisition of a company that owns an adjoining plot of 26 ares. Thus, over an area of just under 3 hectares, some 25,000 m² will be dedicated to the residential development (houses, lofts, apartments, studios) comprising 210 dwellings, and 1,600 m² to offices.
Immobel and its partner Breevast have also concluded the rental of the Belair building to the Brussels‐Capital Region for a fixed period of 18 years. The transaction was effected on the basis of a office rent of EUR 185/m² per year and the owner being responsible for a large portion of the leasehold improvements, which should represent, at the sale, an asset value of more than EUR 50 million, taking into account the current market conditions.
On 13 September 2016, Immobel and Allianz announced that Allianz was going to vacate its offices situated in Place de Brouckère and consolidate all of its operational activities in Brussels in a new head office situated in Boulevard du Roi Albert II, in the Quartier Nord in Brussels. It chose one of the two towers of the Mobius project, being developed by Immobel. Allianz has opted for a modern, green building constructed according to its specific needs, while being well served by the transport network. The move is planned between late 2019 and early 2020. Following the delivery of the Allianz Tower, after fulfilling the conditions precedent, the land in Place de Brouckère, where the current Allianz head office is situated, will be acquired. Its redevelopment by BPI and Immobel will become a reality from 2020. The Brouckère site has a permit obtained by Allianz for some 55,000 m². The programme will be revised in order to incorporate a greater urban mix. The project will comprise, for the most part, residential areas (conventional, prestige or student), offices or a hotel. The ground floors will offer a range of shops, thus being part of the dynamic redeployment plan for the pedestrian areas and for Brussels city centre
This report contains information that is not historical but prospective. The achievement of forward‐looking statements in this report are subject to risks and uncertainties associated with many parameters, including general economic factors, interest rate and exchange rates fluctuations , the real estate market trends and his legislation, environmental and administrative standards, political stability, etc. Accordingly, results subsequently achieved could differ from those presented in the forward‐looking statements. Forward‐looking statements can be identified in this report by the use of words such "expects", intends, "will", "believe", "hope", "could", "estimate", "objective", " potential" or similar term. Should know or unknow risks or uncertainties materialize, or should expectations prove iinaccurate, actual results could differ from those expected. IMMOBEL undertakes no obligation to publicly update such forward‐looking information.
AHO Consulting bvba, represented by M. Alexander HODAC, in his capacity of Chief Executive Officer and Val U Invest sprl, represented by M. Valéry Autin, in his capacity of Chief Financial Officer, declare that, as far as they are aware :
‐ the interim report contains a true representation of the major events and, where appropriate, of the main transactions between the parties involved that took place during the first 6 months of the financial year and of their impact on the set of summarised accounts, as well as a description of the main risks and uncertainties for the remaining months of the financial year.
‐ the set of summarised financial statement, which have been drawn up in accordance with applicable accounting regulations, and which have been the subject of a limited review by the auditor, give a true representation of the financial situation and profits and losses of the IMMOBEL Group and of its subsidiaries.
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