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Lamda Development S.A. — Interim / Quarterly Report 2009
Sep 23, 2015
2660_10-q_2015-09-23_5f352d6e-0684-4f8d-93ab-1d64c00e23d7.pdf
Interim / Quarterly Report
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LAMDA Development S.A.
Condensed consolidated and company interim financial statements in accordance with International Financial Reporting Standards («IFRS»)
(1 January – 30 September 2009)
S.A. REG.No: 3039/06/B/86/28
37A Kifissias Ave., 15123, Maroussi
These financial statements have been translated from the original statutory financial statements that have been prepared in the Greek language. In the event that differences exist between this translation and the original Greek language financial statements, the Greek language financial statements will prevail over this document.
| Balance Sheet | 2 | |
|---|---|---|
| Notes to the condensed consolidated and Company interim financial statements | 7 | |
| 1. | General information | 8 |
| 2. | Basis of preparation and summary of significant accounting policies | 8 |
| 3. | Segment information | 11 |
| 4. | Investment property | 12 |
| 5. | Property, plant and equipment | 13 |
| 6. | Intangible assets | 14 |
| 7. | Investments in subsidiaries and associates | 14 |
| 8. | Available-for-sale financial assets | 17 |
| 9. | Derivative financial instruments | 17 |
| 10. Trade and other receivables | 18 | |
| 11. Cash and cash equivalents | 18 | |
| 12. Borrowings | 18 | |
| 13. Cash generated from operations | 21 | |
| 14. Commitments | 21 | |
| 15. Contingent liabilities and assets | 22 | |
| 16. Related party transactions | 23 | |
| 17. Earnings per share | 24 | |
| 18. Income tax and fiscal years unaudited by the tax authorities | 25 | |
| 19. Number of employees | 26 | |
| 20. Events after the balance sheet date | 26 | |
| 21. Seasonality | 26 | |
Balance Sheet
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | Note | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 |
| ASSETS | |||||
| Non-current assets | |||||
| Investment property | 4 | 614.591 | 622.594 | 1.840 | 1.840 |
| Property, plant and equipment | 5 | 172.803 | 152.967 | 703 | 665 |
| Intangible assets | 6 | 4.484 | 4.588 | - | - |
| Investments in subsidiaries | 7 | - | - | 173.944 | 157.144 |
| Investments in associates | 7 | 4.300 | 4.343 | 1.696 | 1.634 |
| Available-for-sale financial assets | 8 | 67.900 | 38.675 | 67.900 | 38.675 |
| Derivative financial instruments | 9 | 29 | 71 | - | - |
| Deferred income tax assets | 347 | 487 | - | - | |
| Restricted cash | 10,11 | 10.184 | - | 10.184 | - |
| Trade and other receivables | 10 | 2.023 | 14.060 | 59.968 | 70.518 |
| 876.660 | 837.786 | 316.235 | 270.476 | ||
| Current assets | |||||
| Inventories | 45.782 | 45.799 | - | - | |
| Trade and other receivables | 10 | 53.873 | 116.079 | 24.323 | 75.011 |
| Current income tax assets | 48 | 6.309 | - | 6.300 | |
| Cash and cash equivalents | 11 | 218.826 | 177.180 | 153.427 | 112.236 |
| 318.528 | 345.367 | 177.750 | 193.547 | ||
| Total assets | 1.195.188 | 1.183.153 | 493.986 | 464.023 | |
| EQUITY | |||||
| Capital and reserves attributable to equity holders of the company | |||||
| Ordinary shares | 218.435 | 225.770 | 218.435 | 225.770 | |
| Other reserves | 1.578 | (18.461) | 1.852 | (18.872) | |
| Retained earnings | 218.817 | 218.259 | 25.710 | 20.893 | |
| 438.830 | 425.568 | 245.997 | 227.791 | ||
| Minority interest in equity | 37.427 | 42.292 | - | - | |
| Total equity | 476.257 | 467.860 | 245.997 | 227.791 | |
| LIABILITIES | |||||
| Non-current liabilities | |||||
| Borrowings | 12 | 567.781 | 513.575 | 205.000 | 215.000 |
| Deferred income tax liabilities | 58.767 | 66.032 | 470 | 7.114 | |
| Derivative financial instruments | 9 | 4.060 | 2.063 | 356 | - |
| Retirement benefit obligations | 432 | 432 | 374 | 374 | |
| Other non-current liabilities | 1.918 | 2.449 | - | - | |
| 632.959 | 584.550 | 206.201 | 222.488 | ||
| Current liabilities | |||||
| Trade and other payables | 45.721 | 62.447 | 11.456 | 13.744 | |
| Current income tax liabilities | 896 | 1.328 | 331 | - | |
| Borrowings | 12 | 39.355 | 66.968 | 30.000 | - |
| 85.972 | 130.742 | 41.788 | 13.744 | ||
| Total liabilities | 718.931 | 715.293 | 247.988 | 236.233 | |
| Total equity and liabilities | 1.195.188 | 1.183.153 | 493.986 | 464.023 |
These condensed consolidated and Company interim financial statements of LAMDA Development SA have been approved for issue by the Company's Board of Directors on November 16, 2009.
Income Statement
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Continuing operations (all amounts in € thousands) | Note | 01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
| Revenue | 60.212 | 48.749 | 993 | 2.349 | |
| Dividends | 2.859 | 997 | 9.746 | 3.810 | |
| Fair value gains of investment property | 4 | (4.753) | 18.579 | - | - |
| Cost of inventory sales | (1.148) | (4.575) | - | - | |
| Other direct investment property expenses | (16.797) | (5.647) | - | - | |
| Employee benefit expense | (6.117) | (5.613) | (4.366) | (3.991) | |
| Depreciation of property, plant, equipment and intangible assets | (1.760) | (1.428) | (143) | (190) | |
| Operating lease payments | (4.218) | (4.416) | (877) | (524) | |
| Contracting cost | (818) | (1.019) | - | (20) | |
| Profit from participations sale in associates | - | 3.000 | - | 3.000 | |
| Other operating income / (expenses) - net | (7.693) | (4.848) | (1.626) | (2.651) | |
| Operating profit | 19.766 | 43.780 | 3.726 | 1.782 | |
| Finance income | 4.669 | 2.909 | 7.072 | 4.654 | |
| Finance costs | (19.369) | (18.828) | (5.620) | (6.352) | |
| Share of profit of associates | 7 | 484 | 2.332 | - | - |
| Profit before income tax | 5.551 | 30.192 | 5.177 | 84 | |
| Income tax expense | 18 | (2.103) | 5.751 | (360) | (628) |
| Profit/(loss) for the period | 3.448 | 35.943 | 4.817 | (544) | |
| Attributable to: Equity holders of the Company Minority interest |
1.544 1.904 |
30.559 5.385 |
4.817 - |
(544) - |
|
| 3.448 | 35.943 | 4.817 | (544) | ||
| Earnings/(losses) per share from continuing operations for profit attributable to the equity holders of the Company during the year (expressed in € per share) Basic Diluted |
17 17 |
0,04 0,04 |
0,70 0,70 |
0,12 0,12 |
(0,01) (0,01) |
Condensed interim financial statements September 30, 2009
Income Statement
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Continuing operations (all amounts in € thousands) | Note | 01.07.2009 to 30.09.2009 |
01.07.2008 to 30.09.2008 |
01.07.2009 to 30.09.2009 |
01.07.2008 to 30.09.2008 |
| Revenue | 19.866 | 14.867 | 292 | 266 | |
| Dividends | - | - | 408 | 612 | |
| Cost of inventory sales | (378) | (545) | - | - | |
| Other direct investment property expenses | (6.239) | (1.646) | - | - | |
| Employee benefit expense | (2.089) | (1.697) | (1.575) | (1.212) | |
| Depreciation of property, plant, equipment and intangible assets | (615) | (434) | (49) | (44) | |
| Operating lease payments | (1.012) | (1.107) | (244) | (176) | |
| Contracting cost | (279) | (23) | - | - | |
| Profit from participations sale in associates | - | 1.000 | - | 1.000 | |
| Other operating income / (expenses) - net | (944) | 529 | (4) | (710) | |
| Operating profit/(loss) | 8.311 | 10.943 | (1.172) | (265) | |
| Finance income | 1.138 | 1.404 | 2.127 | 1.745 | |
| Finance costs | (5.904) | (7.134) | (1.593) | (2.497) | |
| Share of profit of associates | 7 | 336 | 1.942 | - | - |
| Profit / (loss) before income tax | 3.880 | 7.155 | (637) | (1.017) | |
| Income tax expense | 18 | (1.185) | 11.611 | 188 | (337) |
| Profit / (loss) for the period | 2.695 | 18.767 | (449) | (1.354) | |
| Attributable to: | |||||
| Equity holders of the Company | 1.325 | 14.505 | (449) | (1.354) | |
| Minority interest | 1.370 | 4.261 | - | - | |
| 2.695 | 18.768 | (449) | (1.354) | ||
| Earnings/(losses) per share from continuing operations for profit attributable to the equity holders of the Company during the year (expressed in € per share) Basic |
0,03 | 0,33 | -0,01 | (0,03) | |
| Diluted | 0,03 | 0,33 | -0,01 | (0,03) |
Total Comprehensive Income Statement
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Continuing operations (all amounts in € thousands) | 01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
| Profit/(loss) for the period | 3.448 | 35.943 | 4.817 | (544) |
| Profit / (loss) from revaluation of available-for-sale assets | 20.768 | (9.713) | 20.768 | (9.713) |
| (Loss) from cash flow hedges, after tax | (486) | (76) | (281) | - |
| Currency translation differences | (339) | (321) | - | - |
| Other comprehensive income for the period | 19.943 | (10.110) | 20.487 | (9.713) |
| Total comprehensive income for the period | 23.391 | 25.833 | 25.305 | (10.257) |
| Attributable to: | ||||
| Equity holders of the Company | 21.346 | 20.480 | 25.305 | (10.257) |
| Minority interest | 2.045 | 5.353 | - | - |
| 23.391 | 25.833 | 25.305 | (10.257) |
Statement of changes in equity
| all amounts in € thousands Retained Share capital Other reserves earnings/(losses) Minority interests Total equity GROUP 1 January 2008 235.282 6.251 155.639 54.842 - - 30.559 5.385 Profit for the period Other comprehensive income for the period: (Loss) from revaluation of available-for-sale assets - (9.713) - - Cash flow hedges, after tax - (46) - (30) Currency translation differences - (320) - (1) - (10.079) 30.559 5.353 25.833 Total comprehensive income for the period - - - (15.956) (15.956) Decrease in subsidiary share capital - - - 38 Increase in subsidiary share capital Dividends relating to 2007 approved by the shareholders - - - (40) Transfers between reserves - (3.145) 3.145 - Treasury shares purchased (5.933) - - - (5.933) (3.145) 3.145 (15.958) 229.349 (6.973) 189.342 44.237 30 September 2008 1 January 2009 225.770 (18.461) 218.259 42.292 |
Attributable to equity holders of the Company | |||
|---|---|---|---|---|
| 452.014 | ||||
| 35.943 | ||||
| (9.713) | ||||
| (76) | ||||
| (321) | ||||
| 38 | ||||
| (40) | ||||
| - | ||||
| (5.933) | ||||
| (21.891) | ||||
| 455.955 | ||||
| 467.860 | ||||
| Profit for the period Other comprehensive income for the period: |
- | - 1.544 |
1.904 | 3.448 |
| Profit from revaluation of available-for-sale assets - 20.768 - - |
20.768 | |||
| Cash flow hedges, after tax - (617) - 130 |
(486) | |||
| Currency translation differences - (350) - 11 |
(339) | |||
| - 19.802 1.544 2.045 Total comprehensive income for the period |
23.391 | |||
| - 236 - - Employees share option scheme |
236 | |||
| - - (987) (1.460) Change in subsidiary shareholdings |
(2.446) | |||
| - - - (4.190) Decrease in subsidiary share capital |
(4.190) | |||
| - - - (1.260) Dividends relating to 2008 approved by the shareholders Treasury shares purchased/sold (7.334) - - - |
(1.260) (7.334) |
|||
| (7.334) 236 (987) (6.910) |
(14.994) | |||
| 218.435 1.578 218.817 37.427 30 September 2009 |
476.257 | |||
| all amounts in € thousands Retained Share capital Other reserves earnings/(losses) Total equity COMPANY |
||||
| 1 January 2008 235.282 2.929 12.465 |
250.676 | |||
| - - (544) Loss for the period |
(544) | |||
| Other comprehensive income for the period: | ||||
| (Loss) from revaluation of available-for-sale assets - (9.713) - |
(9.713) | |||
| - (9.713) (544) Total comprehensive income for the period |
(10.257) | |||
| Treasury shares purchased (5.933) - - |
(5.933) | |||
| 30 September 2008 229.349 (6.784) 11.921 |
234.485 | |||
| 225.770 (18.872) 20.893 1 January 2009 |
227.791 | |||
| - - 4.817 Profit for the period |
4.817 | |||
| Other comprehensive income for the period: | ||||
| Cash flow hedges, after tax - (281) - Profit from revaluation of available-for-sale assets |
(281) | |||
| - 20.768 - - 20.487 4.817 Total comprehensive income for the period |
20.768 25.305 |
|||
| - 236 - Employees share option scheme |
236 | |||
| Treasury shares purchased/sold (7.334) - - |
(7.334) | |||
| (7.334) 236 - |
(7.098) | |||
| 218.435 1.852 25.710 30 September 2009 |
245.997 |
Cash Flow Statement
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | Note | 01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
01.01.2009 to 30.09.2009 | 01.01.2008 to 30.09.2008 |
| Cash flows from operating activities | |||||
| Cash generated from operations | 13 | 21.759 | 31.564 | (7.400) | (5.934) |
| Interest paid | (20.474) | (17.001) | (6.103) | (5.946) | |
| Income tax paid | (3.339) | (3.999) | (375) | (101) | |
| Net cash generated from operating activities | (2.053) | 10.564 | (13.878) | (11.982) | |
| Cash flows from investing activities | |||||
| Purchases of property, plant, equipment and investment property | 4,5 | (21.110) | (37.039) | (187) | (56) |
| Proceeds from sale of property, plant and equipment (PPE) | 4 | 2 | 8.385 | 2 | 3.720 |
| Dividends received | 3.449 | 1.609 | 9.746 | 3.650 | |
| Loans granted to related parties | 16 | (2.850) | (2.650) | (360) | (540) |
| Interest received | 5.027 | 2.537 | 3.859 | 1.164 | |
| Loan repayments received from related parties | - | 50 | - | - | |
| Proceeds from sale of participations | 7 | 64.758 | - 64.758 |
- | |
| Proceeds from share capital decrease in subsidiaries | - | - 6.311 |
24.256 | ||
| Purchases of available-for-sale financial assets | 8 | (8.456) | (922) | (8.456) | (922) |
| Increase in participations | 7 | (2.543) | (795) | (23.173) | (6.136) |
| Net cash used in investing activities | 38.276 | (28.824) | 52.499 | 25.137 | |
| Cash flows from financing activities | |||||
| Purchase/sale of treasury shares | (7.334) | (5.933) | (7.334) | (5.933) | |
| Share capital issuance costs | - | - | - | ||
| Dividends paid to Company's shareholders | (41) | (14) | (41) | (14) | |
| Proceeds from decrease in ordinary shares of subsidiaries | 7 | (4.190) | (15.956) | - | - |
| Costs on issuance of bond loans | (983) | (248) | - | - | |
| Borrowings received | 12 | 36.581 | 250.860 | 20.000 | 140.000 |
| Repayments of capital repayments of finance leases | 12 | (601) | (517) | - | - |
| Repayments of borrowings | (7.955) | (33.356) | - | (8.000) | |
| Net cash used in financing activities | 15.478 | 194.835 | 12.625 | 126.053 | |
| Net (decrease) / increase in cash and cash equivalents | 51.700 | 176.575 | 51.245 | ||
| Cash and cash equivalents at beginning of the period | 11 | 177.180 | 46.200 | 112.236 | 139.208 |
| Reclassification of restricted cash in Receivables | 11 | (10.055) | - (10.055) |
3.337 | |
| Cash and cash equivalents at end of the period | 11 | 218.826 | 222.775 | 153.427 | 142.545 |
Notes to the condensed consolidated and Company interim financial statements
1. General information
These condensed interim financial statements include the nine-month period ended September 30, 2009 interim financial statements of the company LAMDA Development S.A. (the "Company") and the interim consolidated financial statements of the Company and its subsidiaries (together "the Group"). The names of the subsidiaries are presented in note 7.
The main activities of the Group are the investment, development and maintenance of innovative real estate projects and marine services.
The Group is activated in Greece and in other neighbour Balkan countries mainly Romania, Bulgaria, Serbia, Montenegro and its shares are listed on the Athens Stock Exchange.
The Company is incorporated and domiciled in Greece. The address of its registered office is 37A Kifissias Ave., 15123, Maroussi and its website address is www.Lamda-development.net. The company is controlled by Consolidated Lamda Holdings S.A. which is domiciled in Luxembourg and therefore Group's financial statements are included in its consolidated financial statements. The company Consolidated Lamda Holdings S.A. is controlled by Latsis family.
It must be stated that the results and the cash flows of the current interim reporting date are not comparable with the ones of the corresponding interim period as a result of the Shopping and Business Center officially opening, Golden Hall in 28/11/2008 when the construction was completed. Therefore, this semi-annual financial report represents the income, the operating results and the cash flows from the operations of the Shopping and Business Center for the six-month period, contrary to the corresponding comparative period during which mainly cash flows in relation to the construction costs were presented.
These interim condensed financial statements have been approved for issue by the Board of Directors on November 16, 2009.
2. Basis of preparation and summary of significant accounting policies
2.1 Basis of preparation
The interim financial information of LAMDA Development SA cover the six-month period ended September 30, 2009. It has been prepared in accordance with International Accounting Standard ("IAS") 34, "Interim Financial Reporting" and should be read in conjunction with the annual financial statements for the year ended 31 December 2008 which are available on the website address www.Lamda-development.net.
2.2 Accounting policies
The accounting principles that have been used in the preparation and presentation of the interim financial statements are in accordance with those used for the preparation of the Company and Group annual financial statements as of December 31, 2008.
The preparation of the Financial Statements, in conformity with IFRS, requires the use of certain estimates and assumptions which affect the balances of the assets and liabilities, the contingencies disclosure as at the balance sheet date of the financial statements and the amounts of income and expense relating to the reporting year. These estimates are based on the best knowledge of the Company's and Group's management in relation to the current conditions and actions.
New standards, amendments and interpretations to published standards that are mandatory for financial year ending 31 December 2009, as they were described in the annual financial statements for the year ended 31 December 2008 either were not relevant to the Group's operations or did not have a significant impact on the financial information.
Certain new standards, amendments to standards and interpretations have been issued that are mandatory for periods beginning during the current reporting period or subsequent reporting periods. The Group's evaluation of the effect of these new standards, amendments to standards and interpretations is as follows:
Standards mandatory effective for the annual period beginning on January 1, 2009
IAS 1 (amendment) "Presentation of Financial Statements"
IAS 1 has been revised to enhance the usefulness of information presented in the financial. The key changes are: the requirement that the statement of changes in equity include only transactions with shareholders, the introduction of a new statement of comprehensive income that combines all items of income and expense recognised in profit or loss together with "other comprehensive income", and the requirement to present restatements of financial statements or retrospective application of a new accounting policy as at the beginning of the earliest comparative period. The Group has applied these amendments and decided to present the total comprehensive income in separate financial statement.
IAS 23 (Amendment) "Borrowing Costs"
This standard replaces the previous version of IAS 23. The benchmark treatment in the previous standard of expensing all borrowing costs to the income statement has been eliminated in the case of qualifying assets. All borrowing costs that are directly attributable to the acquisition or construction of a qualifying asset must be capitalised. A qualifying asset is an asset that necessarily takes a substantial period of time to get ready for its intended use or sale. In accordance with the transitional requirements of the Standard, the Group adopted this as a prospective change. However, there are no existing qualifying assets during the current period and therefore no such capitalisation took place. No changes have been made for borrowing costs incurred prior to January 1, 2009 that have been expensed.
IFRS 8 "Operating Segments"
This standard supersedes IAS 14, under which segments were identified and reported based on a risk and return analysis. Under IFRS 8 segments are components of an entity regularly reviewed by the entity's chief operating decision maker and are reported in the financial statements based on this internal component classification. The Group maintains the same operating segments, as stated in note 3 where there are additional disclosures and amended comparable information.
Standards mandatory effective for the annual period beginning on January 1, 2009 (no impact on the Group's financial statements)
IAS 32 (amendment) "Financial Instruments: Presentation" and consequential IAS 1 (amendment) "Presentation of Financial Statements Puttable Financial Instruments and Obligations Arising on Liquidation"
The amendment to IAS 32 does not have an impact on the Group's financial statements since the Group does not own such instruments.
IAS 39 (Amended) "Financial Instruments: Recognition and Measurement" – Eligible Hedged Items
This amendment is not applicable to the Group as it does not apply hedge accounting in terms of IAS 39.
IFRS 1 (Amendment) "First time adoption of IFRS" and IAS 27 (Amendment) "Consolidated and separate financial statements"
As the parent company and all its subsidiaries have already transitioned to IFRS, the amendment did not have any impact on the Group's financial statements.
IFRS 2 "Share-based payment"
The amendment did not have an impact on its financial statements, since the amendment does not affect the share options scheme as sole requirement is the service rendered from the employees.
September 30, 2009
Interpretations mandatory effective for the annual period beginning on January 1, 2009
IFRIC 13, "Customer Loyalty Programmes"
This interpretation is not relevant to the Group's operations.
IFRIC 15, "Agreements for the Construction of Real Estate"
This interpretation is not relevant to the Group's operations as no such agreements have been signed during the reporting period.
IFRIC 16, "Hedges of a Net Investment in a Foreign Operation"
This interpretation is not relevant to the Group as the Group does not apply hedge accounting for any investment in a foreign operation.
Standards mandatory effective for the annual period beginning on July 1, 2009
IFRS 3 (revision) "Business combinations" and IAS 27 (amendment) "Consolidated and Separate Financial Statements"
The revised IFRS 3 introduces a number of changes in the accounting for business combinations which will impact the amount of goodwill recognized, the reported results in the period that an acquisition occurs, and future reported results. Such changes include the expensing of acquisition related costs and recognizing subsequent changes in fair value of contingent consideration in the profit or loss. The amended IAS 27 requires that a change in ownership interest of a subsidiary to be accounted for as an equity transaction. Furthermore the amended standard changes the accounting for losses incurred by the subsidiary as well as the loss of control of a subsidiary. The changes introduced by these standards must be applied prospectively and will affect future acquisitions and transactions with minority interests. The Group has applied these changes form their effective date.
IFRIC 7 "Distributions of non-cash assets to owners"
This interpretation provides guidance on accounting for the following types of non-reciprocal distributions of assets by an entity to its owners acting in their capacity as owners: (a) distributions of non-cash assets and (b) distributions that give owners a choice of receiving either non-cash assets or a cash alternative. The Group will apply this interpretation from its effective date.
No new standards or amendments have been issued, which are mandatory for annual periods beginning at January 1, 2009.
Condensed interim financial statements September 30, 2009
3. Segment information
Primary reporting format – business segments
The Group is organised into two business segments:
- (1) Real Estate
- (2) Marine services
Management monitors the operating results of the divisions separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on sales, operating results and EBITDA (Earnings before interest, tax, depreciation and amortization). It is noted that the Group applies the same accounting policies as those in the financial statements in order to measure the operating segment's results. Group financing, including finance costs and finance income, as well as income taxes are measured on a group basis and are included in corporate segment without being allocated to the profit generating segments.
Transfer prices between operating segments are on an arm's length basis in a manner similar to transactions with third parties.
The segment results for the six-month period ended September 30, 2009 were as follows:
| Continuing operations (all amounts in € thousands) | Real Estate | Marine Services | Total |
|---|---|---|---|
| Total revenue | 50.883 | 9.438 | 60.321 |
| Inter-segment revenue | (110) | - | (110) |
| Revenue from third parties | 57.337 | 2.874 | 60.212 |
| EBIDTA | 22.845 | 2.692 | 25.537 |
The segment results for the six-month period ended September 30, 2008 were as follows:
| Continuing operations (all amounts in € thousands) | Real Estate | Marine Services | Total |
|---|---|---|---|
| Total revenue | 40.248 | 8.548 | 48.796 |
| Inter-segment revenue | (46) | - | (46) |
| Revenue from third parties | 40.202 | 8.548 | 48.749 |
| EBIDTA | 43.333 | 5.064 | 48.396 |
The segment results for the three-month period ended September 30, 2009 were as follows:
| Continuing operations (all amounts in € thousands) | Real Estate | Marine Services | Total |
|---|---|---|---|
| Total revenue | 13.403 | 6.564 | 19.967 |
| Inter-segment revenue | (101) | - | (101) |
| Revenue from third parties | 13.302 | 6.564 | 19.866 |
| EBIDTA | 8.567 | 1.889 | 10.456 |
The segment results for the three-month period ended September 30, 2008 were as follows:
| Continuing operations (all amounts in € thousands) | Real Estate | Marine Services | Total |
|---|---|---|---|
| Total revenue | 11.947 | 2.982 | 14.928 |
| Inter-segment revenue | (62) | - | (62) |
| Revenue from third parties | 11.885 | 2.982 | 14.867 |
| EBIDTA | 7.379 | 4.831 | 12.210 |
| Total assets | Real Estate | Marine Services | Total |
|---|---|---|---|
| 30 September 2009 | 1.074.884 | 52.056 | 1.126.941 |
| 31 December 2008 | 1.090.468 | 53.522 | 1.143.991 |
| 30 September 2008 | 1.051.904 | 54.276 | 1.106.180 |
A reconciliation of the Group's total adjusted EBITDA to total profit after income tax is provided as follows:
| Adjusted EBITDA for reportable segments | 30/09/09 | 30/09/08 |
|---|---|---|
| EBITDA | 25.537 | 48.396 |
| Corporate overheads | (6.869) | (7.186) |
| Depreciation | (1.760) | (1.428) |
| Dividends | 2.859 | 997 |
| Profit from participations sale in associates | - | 3.000 |
| Share of profit of associates | 484 | 2.332 |
| Finance income | 4.669 | 2.909 |
| Finance costs | (19.369) | (18.828) |
| Profit before income tax | 5.551 | 30.192 |
| Income tax expense | (2.103) | 5.751 |
| Profit for the period | 3.448 | 35.943 |
Reportable segments' assets are reconciled to total assets as follows:
| 30 September 2009 31 December 2008 |
30 September 2008 |
||
|---|---|---|---|
| Total segment assets | 1.126.941 | 1.143.991 | 1.106.180 |
| Deferred income tax assets | 347 | 487 | 748 |
| Available-for-sale financial assets | 67.900 | 38.675 | 47.920 |
| Total assets per balance sheet | 1.195.188 | 1.183.153 | 1.154.849 |
4. Investment property
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 |
| Balance at 1 January | 622.594 | 505.474 | 1.840 | 1.840 |
| Write-off of unused provisions for costs of completion | (3.250) | - | - | - |
| Additions resulting from subsequent expenditure | - | 11.190 | - | - |
| Transfer from property, plant & equipment | - | 66.278 | - | - |
| Disposals | - | (8.500) | - | - |
| Fair value gains | (4.753) | 48.151 | - | - |
| Balance at 30 September | 614.591 | 622.594 | 1.840 | 1.840 |
Group's investment property is revalued by independent professional valuers at semi-annual basis ("SAVILLS HELLAS Ltd"). Valuations are based primarily on discounted cash flow projections due to the absence of sufficient current prices for an active market. In the other interim three-month periods, the revaluation is based on Management estimations taking the existing market conditions at the reporting period into account.
The investment property includes property under finance lease that amounts to €12.530.000 and property under operating lease that amounts to €169.541.000.
Bank borrowings are secured with mortgages on "The Mall Athens", associate's "Lamda Olympia Village SA" investment property, which amount to € 336.000.000 (note 12). Group's proportion on the above mortgages amounts to € 177.446.400.
In relation to the mortgages on property, refer to note 15.
5. Property, plant and equipment
| Investment | |||||||
|---|---|---|---|---|---|---|---|
| all amounts in € thousands | Land and buildings |
Vehicles and machinery |
Furniture, fittings and equipment |
Software | property under construction |
Assets under construction |
Total |
| GROUP - Cost | |||||||
| 1 January 2008 | 133.431 | 11.206 | 2.127 | 2.242 | 18.647 | 3.244 | 170.898 |
| Additions | 4.930 | 367 | 1.835 | 114 | 51.604 | 3.097 | 61.948 |
| Disposals | - | (4) | (60) | - | - | - | (65) |
| Indemnity on primary costs | (1.686) | - | - | - | - | - | (1.686) |
| Transfer to inventories | 39 | - | - | - | - | (2.823) | (2.784) |
| Transfer to investment property | - | - | - | - | (66.278) | - | (66.278) |
| 31 December 2008 | 136.715 | 11.570 | 3.902 | 2.356 | 3.973 | 3.518 | 162.033 |
| 1 January 2009 | 136.715 | 11.570 | 3.902 | 2.356 | 3.973 | 3.518 | 162.033 |
| Additions | 18.054 | 38 | 860 | 42 | 460 | 1.656 | 21.110 |
| Disposals / Write-offs | - | - | (155) | - | - | - | (155) |
| Transfer from inventories | 382 | - | - | - | - | - | 382 |
| Reclassifications | 3.090 | - | - | - | - | (3.090) | - |
| 30 September 2009 | 158.240 | 11.608 | 4.607 | 2.398 | 4.433 | 2.085 | 183.370 |
Accumulated depreciation
| 1 January 2008 | (1.423) | (2.446) | (1.359) | (2.098) | - | - | (7.327) |
|---|---|---|---|---|---|---|---|
| Depreciation charge | (781) | (511) | (334) | (163) | - | - | (1.789) |
| Disposals | - | 1 | 48 | - | - | - | 49 |
| 31 December 2008 | (2.204) | (2.955) | (1.645) | (2.261) | - | - | (9.065) |
| 1 January 2009 | (2.204) | (2.955) | (1.645) | (2.261) | - | - | (9.065) |
| Depreciation charge | (702) | (387) | (509) | (56) | - | - | (1.654) |
| Disposals / Write-offs | - | - | 152 | - | - | - | 152 |
| 30 September 2009 | (2.906) | (3.342) | (2.002) | (2.317) | - | - | (10.567) |
| Closing net book amount at 31 December 2008 | 134.511 | 8.614 | 2.257 | 95 | 3.973 | 3.518 | 152.967 |
| Closing net book amount at 30 September 2009 |
155.334 | 8.266 | 2.605 | 81 | 4.433 | 2.085 | 172.803 |
| 3.188 472 (4) - 3.657 3.657 187 |
|---|
| (155) |
| - |
| - |
| 3.689 |
| (2.760) |
| (232) |
| 1 |
| (2.992) |
| (2.992) |
| (143) |
| 148 |
| (2.986) |
| 665 |
The total amount of the reclassifications represents the completion of the construction of subsidiary LAMDA Hellix's property at Koropi.
The transfer from inventories concerns apartment which belongs to LAMDA Prime Properties SA and is leased to third parties.
Liens and pre-notices on the Group's land and buildings amount to € 4.300.000 for securing borrowings (note 10).
6. Intangible assets
| GROUP - Cost 1 January 2008 Additions 31 December 2008 1 January 2009 Additions 30 September 2009 Accumulated depreciation 1 January 2008 Depreciation charge 31 December 2008 1 January 2009 Depreciation charge 30 September 2009 Closing net book amount at 31 December 2008 Closing net book amount at 30 September 2009 |
all amounts in € thousands | Concessions and similar rights |
|---|---|---|
| 5.469 - |
||
| 5.469 | ||
| 5.469 - |
||
| 5.469 | ||
| (741) | ||
| (140) | ||
| (880) | ||
| (880) | ||
| (105) | ||
| (985) | ||
| 4.588 | ||
| 4.484 |
In concessions and rights are included the licences for the management and the operation of the Flisvos Marina for 40 years, and are valued at historical cost less accumulated depreciation.
7. Investments in subsidiaries and associates
| COMPANY | ||
|---|---|---|
| all amounts in € thousands | 30.09.2009 | 31.12.2008 |
| Balance at 1 January | 158.778 | 174.116 |
| Additions | - | 40 |
| Increase in participations | 2.480 | - |
| Share capital increase | 20.693 | 11.938 |
| Share capital decrease | (6.311) | (27.316) |
| Balance at 30 September | 175.640 | 158.778 |
The Company's share of the results of its subsidiaries, joint ventures and associates, all of which are unlisted, and its share of the carrying amount are as follows:
Condensed interim financial statements September 30, 2009
| COMPANY - 30 September 2009 (all amounts in € thousands) | |||
|---|---|---|---|
| ---------------------------------------------------------- | -- | -- | -- |
| Country of | |||||
|---|---|---|---|---|---|
| Name | Cost | Impairment | Carrying amount | incorporation | % interest held |
| LAMDA ESTATE DEVELOPMENT SA | 52.654 | 13.164 | 39.490 | Greece | 100,00% |
| LAMDA PRIME PROPERTIES SA | 9.272 | - | 9.272 | Greece | 100,00% |
| LAMDA ERGA ANAPTYXIS SA | 170 | - | 170 | Greece | 100,00% |
| LAMDA DOMI SA | 29.000 | - | 29.000 | Greece | 100,00% |
| LAMDA PROPERTY MANAGEMENT SA | 210 | - | 210 | Greece | 100,00% |
| LAMDA HELLIX SA | 1.240 | - | 1.240 | Greece | 80,00% |
| PYLAIA SA | 4.035 | - | 4.035 | Greece | 60,10% |
| LAMDA TECHNOL FLISVOS HOLDING SA | 10.773 | 2.484 | 8.289 | Greece | 61,00% |
| LAMDA ANADIXI SA | 60 | - | 60 | Greece | 100,00% |
| LAMDA PROTYPI ANAPTYXI SA | 60 | - | 60 | Greece | 100,00% |
| LAMDA WASTE MANAGEMENT SA | 500 | - | 500 | Greece | 100,00% |
| GEAKAT SA | 14.063 | - | 14.063 | Greece | 100,00% |
| LAMDA DEVELOPMENT SOFIA EOOD | 23 | - | 23 | Bulgaria | 100,00% |
| LAMDA DEVELOPMENT SOUTH EOOD | 3 | - | 3 | Bulgaria | 100,00% |
| LAMDA DEVELOPMENT VITOSHA EOOD | 3 | - | 3 | Bulgaria | 100,00% |
| LAMDA DEVELOPMENT DOO (BEOGRAD) | 692 | - | 692 | Serbia | 100,00% |
| PROPERTY DEVELOPMENT DOO | 551 | - | 551 | Serbia | 100,00% |
| PROPERTY INVESTMENTS LTD | 1 | - | 1 | Serbia | 100,00% |
| LAMDA DEVELOPMENT ROMANIA SRL | 1 | - | 1 | Romania | 100,00% |
| ROBIES SERVICES LTD | 1.638 | - | 1.638 | Cyprus | 90,00% |
| LAMDA DEVELOPMENT (NETHERLANDS) BV | 31.700 | - | 31.700 | Netherlands | 100,00% |
| LAMDA DEVELOPMENT MONTENEGRO DOO | 600 | - | 600 | Montenegro | 100,00% |
| Investments in subsidiaries | 157.246 | 15.648 | 141.598 | ||
| LAMDA OLYMPIA VILLAGE SA (a) | 27.106 | - | 27.106 | Greece | 49,24% |
| LAMDA AKINHTA SA | 4.904 | - | 4.904 | Greece | 50,00% |
| S.C. LAMDA OLYMPIC SRL | 1.174 | 838 | 336 | Romania | 50,00% |
| Investments in joint ventures | 33.183 | 838 | 32.345 | ||
| ECE LAMDA HELLAS SA | 204 | - | 204 | Greece | 34,00% |
| ATHENS METROPOLITAN EXPO SA | 1.325 | - | 1.325 | Greece | 11,70% |
| PIRAEUS METROPOLITAN CENTER SA | 101 | 101 | Greece | 19,50% | |
| EFG PROPERTY SERVICES SA | 30 | - | 30 | Romania | 20,00% |
| EFG PROPERTY SERVICES SOFIA AD | 15 | - | 15 | Bulgaria | 20,00% |
| EFG PROPERTY SERVICES DOO BEOGRAD | 20 | - | 20 | Serbia | 20,00% |
| Investments in associates | 1.696 | - | 1.696 | ||
| TOTAL | 192.126 | 16.486 | 175.640 |
The Group participates in the following companies' equity:
GROUP - 30 September 2009 - Investments in associates (all amounts in € thousands)
| Share in profit / | |||||
|---|---|---|---|---|---|
| Name | Cost | (loss) | Carrying amount | ||
| ECE LAMDA HELLAS AE | 204 | 379 | 583 | Greece | 34,00% |
| ATHENS METROPOLITAN EXPO ΑΕ | 1.325 | (4) | 1.321 | Greece | 11,70% |
| ΜΗΤΡΟΠΟΛΙΤΙΚΟ ΚΕΝΤΡΟ ΠΕΙΡΑΙΑ ΑΕ | 101 | (12) | 89 | Greece | 19,50% |
| MC ∆ΙΑΧΕΙΡΙΣΗ ΑΚΙΝΗΤΩΝ Α.Ε. | 40 | 151 | 191 | Greece | 25,00% |
| EFG PROPERTY SERVICES SA | 30 | 137 | 167 | Romania | 20,00% |
| EFG PROPERTY SERVICES SOFIA A.D. | 15 | 289 | 304 | Bulgaria | 20,00% |
| EFG PROPERTY SERVICES D.O.O. BEOGRAD | 20 | 158 | 178 | Serbia | 20,00% |
| S.C. LAMDA MED SRL | 0,5 | 1.466 | 1.466 | Romania | 40,00% |
| TOTAL | 1.737 | 2.563 | 4.300 |
During the period ended September 30, 2009 the following significant events have occurred:
(a) "LAMDA Olympia Village SA"
On 7/11/2006 the Company transferred 50% of its participation in "LAMDA Olympia Village SA" to "HSBC LUXEMBOURG SARL". Specifically, "HSBC LUXEMBOURG SARL" acquired 13.006.105 shares of "LAMDA Olympia Village SA", which represent 49.24% of the company's share capital. As a result, the Group with this transaction loses the control and in league with "HSBC LUXEMBOURG SARL" have the power to govern the financial and operating policies of "LAMDA Olympia Village SA".
According to the special terms of the purchase sale contract, the initial cost of the transaction is adjusted upwards with figures as they occur for the period until December 31, 2008 by € 17.950.093. The current total transaction cost amounts to € 182.964.600.
During 2009, HSBC paid to the Company the amount of € 64.757.566. Various partial figures of the agreement between the two parties have not been finalized yet. According to the contract of shares' transfer, a certain procedure to the finalization of the purchase price will be followed but no significant alteration is expected.
The Company has already received € 179.662.621 and the rest of amount (30/09/2009: € 3.302.278) remains in Trade and other receivables.
Share capital increase / decrease
The Company increased its participation in 100% subsidiaries "LAMDA DOMI SA", "LAMDA Development DOO Beograd", "LAMDA Development Netherlands BV", "Property Development DOO" and "LAMDA Development Montenegro" by €13m, €0,58m, €6,1m, €0,55 and 0,40m respectively. In addition, during the three month period ended March 31, 2009 the Company's subsidiary "PYLEA SA" proceeded in share capital decrease and as a result, the Company's participation decreased by € 6,3m.
Increase in participation
On 26/01/2009 the Company proceeded to an increase of 10% of its participation in LAMDA TechnOL Flisvos Holding S.A. and therefore the Company holds a 61% in the company. More specifically IGY FLISVOS HOLDING Ltd has transferred the total of its shares, which is 10% of the share capital, at the price of € 2,480m. Following the above transaction, the equity holders of the Company has decreased by € 987k.
The Group's composition on September 30, 2009 is as follows:
| % Participation of the parent company |
% Participation of the parent company |
||||||
|---|---|---|---|---|---|---|---|
| Company LAMDA Development SA |
Parent company | Company | |||||
| Full consolidation | |||||||
| LAMDA Estate Development SA | Greece | 100,00% | LAMDA Development Vitosha EOOD | Bulgaria | 100,00% | ||
| KRONOS PARKING SA | Greece | Indirect | 100,00% | TIHI EOOD | Bulgaria | Indirect | 100,00% |
| LAMDA Prime Properties SA | Greece | 100,00% | LAMDA Development (Netherlands) BV | Netherlands | 100,00% | ||
| PYLEA SA | Greece | 60,10% | Robies Services Ltd | Cyprus | 90,00% | ||
| LAMDA Technol Flisvos Holding SA | Greece | 61,00% | Proportionate consolidation | ||||
| LAMDA Technol Flisvos Marina SA | Greece | Indirect | 47,11% | LAMDA Olympia Village SA | Greece | 49,24% | |
| LAMDA Erga Anaptyxis SA | Greece | 100,00% | LAMDA Akinhta SA | Greece | 50,00% | ||
| LAMDA Domi SA | Greece | 100,00% | LAMDA Redding Contracting Consortium | Greece | Indirect | 50,00% | |
| LAMDA Property Management SA | Greece | 100,00% | Singidunum-Buildings DOO | Serbia | Indirect | 50,00% | |
| LAMDA Hellix SA | Greece | 80,00% | Rang Nekretnine DOO | Serbia | Indirect | 50,00% | |
| LAMDA Anadixi SA | Greece | 100,00% | SC LAMDA Olympic SRL | Romania | 50,00% | ||
| LAMDA Protypi Anaptyxi SA | Greece | 100,00% | GLS OOD | Bulgaria | Indirect | 50,00% | |
| LAMDA Waste Management SA | Greece | 100,00% | S.L. Imobilia DOO | Croatia | Indirect | 50,00% | |
| GEAKAT SA | Greece | 100,00% | |||||
| LAMDA Development DOO Beograd | Serbia | 100,00% | Equity consolidation | ||||
| Property Development DOO | Serbia | 100,00% | MC Property Management SA | Greece | Indirect | 25,00% | |
| Property Investments DOO | Serbia | 100,00% | ECE LAMDA HELLAS SA | Greece | 34,00% | ||
| LAMDA Development Montenegro DOO | Montenegro | 100,00% | ATHENS METROPOLITAN EXPO SA | Greece | 11,67% | ||
| LAMDA Development Romania SRL | Romania | 100,00% | Piraeus Metropolitan Center SA | Greece | 19,50% | ||
| Robies Proprietati Imobiliare SRL | Romania | Indirect | 90,00% | SC LAMDA MED SRL | Romania | Indirect | 40,00% |
| SC LAMDA Properties Development SRL | Romania | Indirect | 95,00% | EFG PROPERTY SERVICES SA | Romania | 20,00% | |
| LAMDA Development Sofia EOOD | Bulgaria | 100,00% | EFG PROPERTY SERVICES DOO BEOGRAD | Serbia | 20,00% | ||
| LAMDA Development South EOOD | Bulgaria | 100,00% | EFG PROPERTY SERVICES SOFIA AD | Bulgaria | 20,00% |
8. Available-for-sale financial assets
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 | |
| Balance at 1 January | 38.675 | 56.712 | 38.675 | 56.712 | |
| Additions | 8.456 | 4.237 | 8.456 | 4.237 | |
| Reserves from revaluation recognised directly in equity | 20.768 | (22.273) | 20.768 | (22.273) | |
| Balance at 30 September | 67.900 | 38.675 | 67.900 | 38.675 |
The total amount of available-for-sale financial assets refers to 8.220.338 shares (31/12/2008: 6.931.038 shares) of the listed company Eurobank Properties R.E.I.C., which have been revaluated at fair value at September 30, 2009 and December 31, 2008 and the result (profit / loss) has been transferred to the relevant reserves in equity.
During 2009, the Company acquired 1.289.300 shares for € 8.456.368. As a result, the Company's participation increased to 13,48% (31/12/2008: 11,36%).
Regarding the afore-mentioned financial assets, we should mention that no impairment loss has been transferred from reserves to the income statement, since there was not any indication for impairment of this investment on September 30, 2009 and December 31, 2008.
9. Derivative financial instruments
| GROUP | COMPANY | |||||||
|---|---|---|---|---|---|---|---|---|
| 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 | |||||
| all amounts in € thousands | Assets | Liabilities | Assets | Liabilities | Assets | Liabilities | Assets | Liabilities |
| Interest rate swaps - fair value hedges | 29 | - | 71 | - | - - |
- - |
||
| Interest rate swaps - cash flow hedges | - | 4.060 | - | 2.063 | - 356 |
- - |
||
| Total | 29 | 4.060 | 71 | 2.063 | - 356 |
- - |
The above mentioned derivative financial instruments refer to interest rate swaps.
The total fair value of the derivative financial instrument is presented in the balance sheet as long-term liability since the remaining duration of the loan agreement which is hedged, exceeds the 12 months.
The loss relating to the ineffective portion of the cash flow hedge which corresponds with the fair value movement is recognised in the income statement and amounts to €940k (30/09/2008: 0). The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedge during 31/12/2008 remains in certain reserves in equity where is amortized through profit and loss statement until its maturity (30/09/2009: €434k). The effectiveness test of the cash flow hedges is based on discounted cash flows according to the forward rates (3-month Euribor) and the their volatility rating.
The nominal value of interest rate swaps in abeyance at September 30, 2009 was € 158.250.000 (31/12/2008: €68.250.000) and has been measured at fair value stated by the counterpart bank.
10. Trade and other receivables
In Group level "Trade and other receivables" include receivables from the Greek State which are related to VAT paid for construction costs of the shopping and leisure centres, according to art.24 of Law 3522/22.12.2006. The right to rebate the tax or compensate the above amount with future tax liabilities is established with the supplementary provision of POL 1112 (05/12/2007). Part of the receivables € 7.4m has been offset during the year. On September 30, 2009 the balance of VAT receivable regarding the construction of the shopping and leisure centers amount to € 20.3m. Despite the opening of the shopping centre Golden Hall, the offset rate of VAT receivable was not affected significantly during the current semester of 2009, due to the construction VAT increase.
During the current period, the Company received approximately the total amount of receivables € 64,8m which is related to the sale of 50% of its participation in "LAMDA Olympia Village SA" (note 7).
11. Cash and cash equivalents
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 | |
| Cash at bank | 25.289 | 27.777 | 199 | 1.384 | |
| Cash in hand | 184 | 389 | 4 | 2 | |
| Short-term bank deposits | 193.353 | 138.959 | 153.224 | 100.795 | |
| Restricted cash (1) | - | 10.055 | - | 10.055 | |
| Total | 218.826 | 177.180 | 153.427 | 112.236 |
The above comprise the cash and cash equivalents used for the purposes of the cash flow statement.
The significant increase in cash and cash equivalents in Group and Company figures during the current period is mainly due to the funds that were drawn by the Company's borrowings, which remain unused.
(1) The Company's restricted cash in the amount of €10m was reclassified in the non-current assets since it is not regarded as cash available to cover current needs.
12. Borrowings
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 | |
| Non-current | |||||
| Bank borrowings | 23.699 | 14.898 | - | - | |
| Bond borrowings | 534.658 | 488.509 | 205.000 | 215.000 | |
| Finance lease liabilities | 9.424 | 10.168 | - | - | |
| Total non-current | 567.781 | 513.575 | 205.000 | 215.000 | |
| Current | |||||
| Bank borrowings | 1.029 | 61.426 | - | - | |
| Bond borrowings | 37.424 | 4.784 | 30.000 | - | |
| Finance lease liabilities | 902 | 759 | - | - | |
| Total current | 39.355 | 66.968 | 30.000 | - | |
| Total borrowings | 607.136 | 580.543 | 235.000 | 215.000 |
The movements in borrowings are as follows:
| all amounts in € thousands | GROUP | COMPANY |
|---|---|---|
| Balance at 1 January 2008 | 376.078 | 103.000 |
| Bank borrowings | 76.538 | 8.000 |
| Bond borrowings | 184.300 | 132.000 |
| Borrowings transaction costs - amortization | 294 | - |
| Borrowings transaction costs | (371) | - |
| Borrowings repayments | (55.573) | (28.000) |
| Finance lease repayments - additions | 14 | - |
| Finance lease repayments | (737) | - |
| Balance at 31 December 2008 | 580.543 | 215.000 |
| 9 months ended 30 September 2009 (amounts in € thousands) | GROUP | COMPANY |
|---|---|---|
| Balance at 1 January 2009 | 580.543 | 215.000 |
| Bank borrowings | 14.081 | - |
| Bond borrowings | 87.500 | 20.000 |
| Refinancing | (65.000) | - |
| Borrowings repayments | (7.955) | - |
| Borrowings transaction costs - amortization | 185 | - |
| Borrowings transaction costs | (983) | - |
| Reclassification in liabilities | (932) | - |
| Currency translation differences | 298 | - |
| Finance lease repayments | (601) | - |
| Balance at 30 September 2009 | 607.136 | 235.000 |
Borrowings are secured with mortgages on the Group's land and buildings (note 4 and 5) and in certain cases by additional pledges of parent company's shares and by assignment of subsidiaries' receivables and insurance compensations.
The maturity of non-current borrowings is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 |
| Between 1 and 2 years | 42.618 | 37.354 | 20.000 | 30.000 |
| Between 2 and 5 years | 281.358 | 226.123 | 185.000 | 185.000 |
| Over 5 years | 263.918 | 250.098 | - | - |
| 587.894 | 513.575 | 205.000 | 215.000 |
Parts of the borrowings that are assigned to subsidiaries are secured with assignment of receivables.
The effective weighted average interest rates at September 30, 2009 are as follows:
| Bank borrowings (current) | 3.03% |
|---|---|
| Bank borrowings (non-current) | 4.10% |
| Bonds (current) | 2.71% |
| Bonds (non-current) | 3.60% |
By taking into account the participation interest held of each company, it is noted that on September 30, 2009, the average base effective interest rate that the Group is borrowed is 2.25% and the average bank spread is 1.29%. Therefore, the Group total effective borrowing rate is 3.54%.
During 2009, the following movements in borrowings per company took place:
The Company proceeded with the repurchase of a series of bonds for the amount of € 20m from Millennium Bank with the same conditions of the other series.
Also, the Company's subsidiary "LAMDA Domi SA" enforced the current borrowings by €5m using the overdraft bank account in Alpha Bank and therefore the balance amounts to € 65m with average 1 month Euribor plus margin 2.7%.
The subsidiary "LAMDA Technol Flisvos Marina SA" in May proceeded in partial premature repayment of €2m of the bond loan that it has signed with Bank of Cyprus. Finally, the below mentioned scheduled capital repayments per company were realised: "PYLEA SA" €3.14m, "LAMDA Domi SA"€1.9m, "LAMDA Technol Flisvos Marina SA" €0.4m, "LAMDA Prime Properties SA" €0.36m and "LAMDA HELLIX" €0.12m.
It should be noted that on July 30, 2009 the subsidiary LAMDA Domi SA proceeded to refinancing of its borrowings regarding the construction of the shopping centre Golden Hall. More specifically, the company repaid the borrowings of €65m. granted from Alpha Bank, guaranteed from LAMDA Development SA. The subsidiary moved to the signing and disbursal of bond loan with the banks EFG Eurobank, HSBC Bank and Alpha Bank according to the following main clauses: capital of €67.5m. duration 5 years, grace period 1 year (only interest payments), balloon 87% on the investment facility, spread 2.50%. The basic two financial covenants of the loan are: a) the loan to value should not exceed 65% and b) the interest cover ratio should be higher than 1.15.
The Company loans have to fulfil the following financial covenants: at Company level (issuer) the total borrowings (current and non-current) to total equity should not exceed 1.5 and at Group level the total borrowings to total equity should not exceed 3. There has been no change to the above mentioned financial covenants and the Company and the Group fulfil them as in the last reporting period.
Finance leases
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 |
| Finance lease liabilities- minimum lease payments | ||||
| Not later than 1 year | 1.138 | 1.356 | - | - |
| Later than 1 year but not later than 5 years | 4.504 | 5.572 | - | - |
| Over 5 years | 5.995 | 7.630 | - | - |
| Total | 11.637 | 14.559 | - | - |
| Less: Future finance charges on finance leases | (1.311) | (3.632) | - | - |
| Present value of finance lease liabilities | 10.326 | 10.927 | - | - |
The present value of finance lease liabilities is analyzed as follows:
| all amounts in € thousands | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 |
|---|---|---|---|---|
| Not later than 1 year | 902 | 759 | - | - |
| Later than 1 year but not later than 5 years | 3.782 | 3.624 | - | - |
| Over 5 years | 5.642 | 6.544 | - | - |
| Total | 10.326 | 10.927 | - | - |
13. Cash generated from operations
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | Note | 01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
| Profit for the period | 3.448 | 35.943 | 4.817 | (544) | |
| Adjustments for: | |||||
| Tax | 2.103 | (5.751) | 360 | 628 | |
| Depreciation of property, plant and equipment | 5 | 1.655 | 1.323 | 143 | 190 |
| Depreciation of intangible assets | 6 | 105 | 105 | - | - |
| Proceeds from participation sale | - | (3.000) | - | (3.000) | |
| Provisions for bad debts | 1.311 | 112 | - | - | |
| Other provisions | 153 | 188 | 120 | 159 | |
| Share of profit of associates | 7 | (484) | (2.332) | - | - |
| Proceeds from dividends | (2.859) | (997) | (9.746) | (3.810) | |
| Proceeds from unused provisions | - | (342) | - | - | |
| Share option scheme | 313 | - | 313 | - | |
| Loss from available-for-sale financial assets | 983 | (238) | - | - | |
| Interest income | (4.669) | (2.909) | (7.072) | (4.654) | |
| Interest expense | 19.369 | 18.828 | 5.620 | 6.352 | |
| Fair value gains / (losses) of investment property | 4 | 4.753 | (18.579) | - | - |
| Other non cash income / (expense) | (124) | 2.146 | 130 | 1 | |
| 26.056 | 24.498 | (5.314) | (4.677) | ||
| Changes in working capital: | |||||
| (Increase) / decrease in inventories | (364) | 3.046 | - | - | |
| (Increase) / decrease in receivables | 10.536 | 693 | (77) | (1.262) | |
| (Decrease) / increase in payables | (14.470) | 3.327 | (2.008) | 5 | |
| (4.297) | 7.066 | (2.086) | (1.257) | ||
| Cash generated from operations | 21.759 | 31.564 | (7.400) | (5.934) |
14. Commitments
Capital commitments
There is no capital expenditure that has been contracted for but not yet incurred at the balance sheet date.
Operating lease commitments
The Group leases tangible assets, land, buildings, vehicles and mechanical equipment under operating leases. Total future lease payments under operating leases are as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 |
| No later than 1 year | 16.735 | 16.737 | 969 | 1.123 |
| Later than 1 year and not later than 5 years | 75.574 | 74.222 | 3.494 | 3.550 |
| Later than 5 years | 919.974 | 950.792 | 4.631 | 5.187 |
| Total | 1.012.282 | 1.041.750 | 9.094 | 9.859 |
The aggregate floating remuneration has been adjusted according to the Consumer Price Index of September 30, 2009 for the short-term part which amounts to 0.7% and 3% for the long-term part.
The Group has no contractual liability for investment property repair and maintenance services.
15. Contingent liabilities and assets
The Group and the Company have contingencies in respect of bank guarantees, other guarantees and other matters arising in the ordinary course of business, for which no significant additional burdens are expected to arise as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Liabilities (all amounts in € thousands) | 30.09.2009 | 31.12.2008 | 30.09.2009 | 31.12.2008 |
| Letters of guarantee to creditors | 25.489 | 36.150 | 5.791 | 5.791 |
| Letters of guarantee to customers securing contract performance | 5.832 | 13.277 | - | - |
| Mortgages over land & buildings | 181.746 | 181.746 | - | - |
| Guarantees to banks on behalf of subsidiaries | 160.600 | 160.600 | 160.600 | 160.600 |
| Other | 82.502 | 80.938 | 80.816 | 80.816 |
| Total | 456.169 | 472.711 | 247.207 | 247.207 |
Other Liabilities include pledged shares of subsidiaries. According to the terms of the pledge, the assigned right of the pledge extends to the potential revenues of such shares.
In addition to the issues mentioned above there are also the following particular issues:
- The Company has been tax audited until the year 2008. For further information regarding the Group's unaudited fiscal years, refer to note 18. Consequently, the Group tax obligations have not been defined permanently.
- At the subsidiary company "LAMDA Olympia Village SA" (ex DIMEPA) a property transfer tax of € 9,8m approximately has been imposed. The Company has appealed to the administrative courts, paying during 2005 € 836k and € 146k approximately during 2006 and € 27k during 2007 (which is included in Deposits and Other Debtors). The estimate of the management is that the imposition of the income tax is without base due to the special law provisions on the law for Olympic works. In any case, if the outcome of the case is negative, according to the share sale agreement between the Municipality of Amaroussion and the Company, the total obligation will be on the Municipality, as it relates to transfers of properties before the acquisition of the shares of the subsidiary by the Company.
- There are disagreements between Company's subsidiary "PYLEA SA" and the constructing company "MHXANIKH SA", concerning the evaluation of constructing company's works at the trading center Mediterranean Cosmos of "PYLEA SA". Lawsuit and agreements about the height of claims have been made whose the hearing took place on 01.04.2009. The amount of the total receivables of "PYLEA SA" against "MHXANIKH SA" is € 18.340m (out of which € 2m regards moral damage) while "MHXANIKH SA" requests the amount of € 34.755m (out of which € 10m regards moral damage). It is noted that "PYLEA SA" legal consultants estimate that their claims are far greater than "MHXANIKH SA" ones.
- At the subsidiary LAMDA TechnolFlisvos Marina, there stand in front of the State of Council two requests for cancellation of the environmental terms for the development and refurbishment of Flisvos Marina which were heard on 04.03.2009 and the decision of the Ministry of Development with which the existing waterbase has been surveyed which hearing (following many postponements) has been scheduled on 04.11.2009. The Group foresees a favorable outcome on these cases.
- Five (5) petitions of annulment have been filled and are pending before the State Council for the subsidiary company "LAMDA Olympia Village SA", in relation to the plot of land where the Olympic Press Village (or "Olympiako Chorio Typou") and the Commercial Centre "The Mall Athens" were built. More specifically: the first of these petitions was heard on 03.05.2006 and the decision no 391/2008 of the Fifth Department of the State Council was issued committing for the Plenary Session of the State Council. Following successive continuances on 07.11.2008 and 08.05.2009, the hearing of the said petition has been scheduled on 09.10.2009. The hearing of the second petition has been re - scheduled on 02.12.2009. Following successive continuances, the hearing of the remaining three petitions has been scheduled on 12.10.2010. In accordance with the Company's legal consultants' estimate and without excluding any other outcome, should the State Council uphold its jurisprudence to date, the first petition is not expected to be sustained. The outcome of the hearing of the other four petitions will be fully connected to the Court's precedent regarding the first one.
September 30, 2009
- In the subsidiary company "LAMDA Domi SA" the following are pending: a) five petitions before the Plenary Session of the State Council for annulment which have been scheduled to be heard on the 25.09.2009 after postponement at 07.11.2008 and 06.03.2009. "LAMDA Domi SA" has exercised intervention in all cases. The first petition for annulment turns against an agreement executed by and between "OLYMPIC PROPERTIES SA", the second petition turns against the validity of 101576/22.02.2008 common decision of Ministry for the Environment, Physical Planning and Public Works and Ministry of Culture, regarding the approval of the environmental conditions of the project, the third, fourth and fifth petitions turn against the afore-mentioned decision as well as the building permit for the refit of the building to Complex. The applicants of the first petition for annulment exercised a suspension which was rejected with the nr.1329/2008 decision of the Administrative Court of Appeals. The applicant of the third and fifth petition for annulment exercised a petition for suspension, which included a request for the issuance of an interim order for the suspension of the execution of works. This petition was rejected by the Chair of the State Council and the petition for suspension was rejected with decision nr.1327/2008 and 1328/2008, b) before the Athens Administrative Court of Appeals, two petitions for annulment which seeks the annulment and contests the validity of the original building permit for which no hearing has been scheduled yet. It is noted that for this petition, a request for the issuance of an interim order for the suspension of the execution of works. This request was rejected according to the decision 178/2008 of the judge of the Administrative Court of Appeals. The hearing of the first petition has been scheduled to be heard on the 11.11.2009 after a postponement on 04.03.2009 and 06.05.2009, while the second petition has been scheduled for hearing on 02.02.2010. According to the legal counsels who represent the company in these cases, if the State Council upholds its jurisprudence on the admissibility for hearing of a petition for annulment, the petition is not likely to be successful.
Additionally, there are various legal cases of the Group's companies, which are not expected to create material additional liabilities.
16. Related party transactions
In Group's related parties, apart from the ones related to it, Group "EFG Eurobank Ergasias SA" is included.
The following transactions were carried out with related parties:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | 01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
01.01.2009 to 30.09.2009 | 01.01.2008 to 30.09.2008 |
|
| i) Sales of goods and services | |||||
| - sales of services | 2.282 | 1.769 | 843 | 711 | |
| - sales of investment property | - | 8.385 | - | - | |
| 2.282 | 10.154 | 843 | 711 | ||
| ii) Purchases of goods and services | |||||
| - purchases of services | 4.162 | 4.513 | 762 | 371 | |
| - purchases of fixed assets / inventories | - | - | 32 | - | |
| 4.162 | 4.513 | 794 | 371 | ||
| iii) Dividend income | 3.267 | 997 | 9.746 | 3.810 | |
| iv) Benefits to management | |||||
| - salaries and other short-term employment benefits | 514 | 503 | 514 | 503 | |
| - sales of services to management | - | 42 | - | - | |
| 514 | 544 | 514 | 503 |
| v) Period-end balances from sales-purchases of goods / servises | |||||
|---|---|---|---|---|---|
| -- | -- | -- | -- | -- | ----------------------------------------------------------------- |
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 30.06.2009 | 31.12.2008 | 30.06.2009 | 31.12.2008 |
| Receivables from related parties: | ||||
| - parent | 49 | - | - | - |
| - associates | 77 | 88 | 636 | 546 |
| 126 | 88 | 636 | 546 | |
| Payables to related parties: | ||||
| - parent | 39 | 11 | - | - |
| - associates | 1.662 | 2.204 | 39 | 37 |
| 1.701 | 2.215 | 39 | 37 | |
| vi) Loans to associates: | ||||
| Balance at the beginning of the period | 4.896 | 2.165 | 75.847 | 71.132 |
| Loans given during the period | 2.850 | 2.650 | 360 | 540 |
| Loans repaid during the period | - | (50) | - | - |
| Loans impairment | - | - | - | (497) |
| Reversal of loans impairment | - | - | 2.764 | 3.511 |
| Interest charged | 78 | 131 | 882 | 1.162 |
| Balance at the end of the period | 7.823 | 4.896 | 79.853 | 75.847 |
| vii) Loans from associates: | ||||
| Balance at the beginning of the period | 49.648 | 34.174 | 45.458 | 33.284 |
| Loans received during the year | 8.394 | 15.300 | - | 12.000 |
| Loans repaid during the period | (118) | - | - | - |
| Interest paid | (1.405) | (2.059) | (1.333) | (1.909) |
| Interest charged | 1.121 | 2.232 | 1.084 | 2.083 |
| Balance at the end of the period | 57.639 | 49.648 | 45.209 | 45.458 |
| viii) Cash at bank - related parties | 81.978 | 41.990 | 67.186 | 29.373 |
Services from and to related parties, as well as sales and purchases of goods, are based on the price lists in force with non-related parties.
The Group loans to and from related parties are included in note 12.
17. Earnings per share
Basic
Basic earnings per share are calculated by dividing profit attributable to ordinary equity holders of the parent entity, by the weighted average number of ordinary shares outstanding during the period
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
| Profit attributable to equity holders of the Company | 1.544 | 30.559 | 4.817 | (544) |
| Weighted average number of ordinary shares in issue | 40.283 | 43.673 | 40.283 | 43.673 |
| Basic earnings / (losses) per share (Euro per share) | 0,04 | 0,70 | 0,12 | (0,01) |
Diluted
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
01.01.2009 to 30.09.2009 |
01.01.2008 to 30.09.2008 |
| Profit used to determine dilluted earnings per share | 1.544 | 30.559 | 4.817 | (544) |
| Weighted average number of ordinary shares in issue | 40.283 | 43.673 | 40.283 | 43.673 |
| Adjustment for share options: | ||||
| Employees share option scheme | 226 | 25 | 226 | 25 |
| Weighted average number of ordinary shares for dilluted earnings | ||||
| per share | 40.508 | 43.698 | 40.508 | 43.698 |
| Diluted earnings / (losses) per share (Euro per share) | 0,04 | 0,70 | 0,12 | (0,01) |
There were no dilutive potential ordinary shares. Therefore, the diluted earnings per share are the same as the basic earnings per share for all periods presented.
18. Income tax and fiscal years unaudited by the tax authorities
The income tax expense is based on the Management estimations of the weighted average tax rate that is expected to be applicable to profits throughout the year. Due to the increased transactions during to the ordinary course of business, the ultimate tax determination is uncertain. The Group's companies are subject to income taxes in numerous jurisdictions. In addition, the tax rate for the subsidiaries registered in foreign countries differs from country to country as follows: Romania 16%, Serbia 10%, Bulgaria 10%, Montenegro 9% and Netherlands 25.5%.
The annual weighted average tax rate for the current period has been affected by the Group results before tax which derive mainly from the Group's companies with registered offices in Greece, including the parent company. During current period, this rate presents a variation from the anticipating one due to the elements in the income statement that has significant contribution in the results before tax. These elements are basically non-taxable income (dividends), other non-offset taxes, differences due to tax rate decrease as well as period losses to be transferred, for which a provision of deferred tax has not been made.
The Company has been tax audited until the year 2008. During the reporting period the Company entered in unaudited fiscal years' settlement for the years 2006-2008, on which the additional amount of tax of € 276k was imposed. Also, "LAMDA Olympia Village SA" has been tax audited and the amount of €320k in company level has occurred as additional taxes while the Company as well as "PYLEA SA" is in course of tax audit. From the chart above, it is obvious that the Group's tax obligations have not been defined permanently.
Condensed interim financial statements September 30, 2009
| Fiscal years unaudited by the tax authorities |
Fiscal years unaudited by the tax authorities |
||
|---|---|---|---|
| Company | Company | ||
| LAMDA Development SA | 2009 | LAMDA Development DOO Beograd | 2003-2009 |
| LAMDA Olympia Village SA | 2008-2009 | Property Development DOO | 2007-2009 |
| PYLEA SA | 2005-2009 | Property Investments DOO | 2008-2009 |
| LAMDA Domi SA | 2003-2009 | LAMDA Development Romania SRL | 2003-2009 |
| LAMDA Technol Flisvos Marina SA | 2007-2009 | LAMDA Development Vitosha EOOD | 2007-2009 |
| LAMDA Prime Properties SA | 2005-2009 | LAMDA Development Sofia EOOD | 2006-2009 |
| LAMDA Hellix SA | 2007-2009 | LAMDA Development South EOOD | 2007-2009 |
| LAMDA Estate Development SA | 2007-2009 | SC LAMDA MED SRL | 2005-2009 |
| LAMDA Property Management SA | 2007-2009 | EFG PROPERTY SERVICES SA | 2005-2009 |
| KRONOS PARKING SA | 2007-2009 | EFG PROPERTY SERVICES DOO BEOGRAD | 2005-2009 |
| LAMDA Erga Anaptyxis SA | 2007-2009 | EFG PROPERTY SERVICES SOFIA AD | 2005-2009 |
| LAMDA Technol Flisvos Holding SA | 2007-2009 | LAMDA Development Montenegro DOO | 2007-2009 |
| LAMDA Anadixi SA | 2007-2009 | LAMDA Development (Netherlands) BV | 2007-2009 |
| LAMDA Protypi Anaptyxi SA | 2007-2009 | Robies Services Ltd | 2007-2009 |
| LAMDA Waste Management SA | 2007-2009 | Robies Proprietati Imobiliare SRL | 2007-2009 |
| GEAKAT SA | 2006-2009 | SC LAMDA Properties Development SRL | 2007-2009 |
| LAMDA Redding Contracting Consortium | 2006-2009 | SC LAMDA Olympic SRL | 2002-2009 |
| ECE LAMDA HELLAS SA | 2007-2009 | Singidunum-Buildings DOO | 2007-2009 |
| MC Property Management SA | 2007-2009 | Rang Nekretnine DOO | 2007-2009 |
| ATHENS METROPOLITAN EXPO SA | 2007-2009 | GLS OOD | 2006-2009 |
| Piraeus Metropolitan Center SA | 2008-2009 | S.L. Imobilia DOO | 2008-2009 |
| LAMDA Akinhta SA | 2006-2009 | ||
| TIHI EOOD | 2007-2009 |
19. Number of employees
Number of employees at the end of the period: Group 141, Company 70 (nine-month period ended September 30, 2008: Group 147, Company 81) from which there are no seasonal (nine-month period ended September 30, 2008: Group 0, Company 0).
20. Events after the balance sheet date
No event has arisen after the balance sheet date that would have significant influence on these consolidated financial statements.
21. Seasonality
The Group activities, and consequently the turnover are not expected to be substantially influenced by seasonal fluctuations.