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Lamda Development S.A. — Interim / Quarterly Report 2017
Nov 29, 2017
2660_10-q_2017-11-29_5ab0bdd3-c8be-4313-880e-d2696d59ce47.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 2017
G.E.MI.: 3379701000
37 A 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.
Condensed Interim Consolidated and Company Financial Statements for the nine month period ended September 30, 2017
| 1. | General information | 9 |
|---|---|---|
| 2. | Basis of preparation and summary of significant accounting policies | 9 |
| 3. | Fair value estimation | 13 |
| 4. | Segment information | 13 |
| 5. | Investment property | 15 |
| 6. | Property, plant and equipment | 17 |
| 7. | Investments in subsidiaries, joint ventures and associates | 18 |
| 8. | Financial instruments by category | 23 |
| 9. | Financial instruments held at fair value through profit or loss | 24 |
| 10. Cash and cash equivalents | 24 | |
| 11. Share capital | 24 | |
| 12. Borrowings | 25 | |
| 13. Derivative financial instruments | 26 | |
| 14. Cash generated from operations | 27 | |
| 15. Commitments | 27 | |
| 16. Contingent liabilities | 27 | |
| 17. Related party transactions | 31 | |
| 18. Earnings per share | 32 | |
| 19. Income tax expense | 33 | |
| 20. Number of employees | 34 | |
| 21. Events after the financial position date | 34 |
Statement of financial position
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | Note | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 |
| ASSETS | |||||
| Non-current assets | |||||
| Investment property | 5 | 756.840 | 379.955 | 1.840 | 1.840 |
| Property, plant and equipment | 6 | 4.059 | 3.761 | 513 | 371 |
| Investments in subsidiaries | 7 | - | - | 293.125 | 190.500 |
| Investments in joint ventures and associates | 7 | 26.495 | 109.457 | 8.555 | 37.135 |
| Deferred tax assets | 13.822 | 17.601 | 6.941 | 10.903 | |
| Derivative financial instruments | 285 | - | - | - | |
| Receivables | 6.367 | 869 | 77.076 | 77.089 | |
| 807.868 | 511.643 | 388.051 | 317.839 | ||
| Current assets | |||||
| Inventories | 50.861 | 58.186 | - | - | |
| Trade and other receivables | 31.054 | 29.299 | 27.283 | 25.683 | |
| Current tax assets | 2.847 | 3.074 | 2.705 | 2.732 | |
| Financial instruments held at fair value through | |||||
| profit or loss | 9 | 33.478 | 5.224 | 32.879 | 5.224 |
| Cash and cash equivalents | 10 | 60.662 | 98.644 | 1.502 | 71.703 |
| 178.901 | 194.427 | 64.368 | 105.342 | ||
| Total assets | 986.769 | 706.070 | 452.420 | 423.181 | |
| EQUITY AND LIABILITIES | |||||
| Equity | |||||
| Share capital and share premium | 11 | 374.863 | 374.863 | 374.863 | 374.863 |
| Other reserves | 5.918 | 6.545 | 2.999 | 2.999 | |
| Retained earnings/(Accumulated losses) | (43.580) | (26.147) | (105.113) | (120.667) | |
| 337.201 | 355.262 | 272.749 | 257.195 | ||
| Non-controlling interest | 61.490 | (191) | - | - | |
| Total equity | 398.692 | 355.071 | 272.749 | 257.195 | |
| LIABILITIES | |||||
| Non-current liabilities | |||||
| Borrowings | 12 | 355.787 | 248.642 | 117.029 | 123.201 |
| Deferred tax liabilities | 101.696 | 34.172 | - | - | |
| Derivative financial instruments | 13 | - | 651 | - | - |
| Employee benefit obligations | 1.005 | 1.005 | 714 | 714 | |
| Other non-current liabilities | 1.252 | 15.969 | 36.534 | 18.977 | |
| 459.740 | 300.440 | 154.277 | 142.892 | ||
| Current liabilities | |||||
| Trade and other payables | 32.216 | 30.013 | 16.145 | 17.580 | |
| Current tax liabilities | 1.927 | 581 | - | - | |
| Derivative financial instruments | 13 | 335 | - | - | - |
| Borrowings | 12 | 93.859 | 19.965 | 9.249 | 5.513 |
| 128.337 | 50.560 | 25.394 | 23.094 | ||
| Total liabilitie s | 588.077 | 350.999 | 179.671 | 165.986 | |
| Total equity and liabilities | 986.769 | 706.070 | 452.420 | 423.181 |
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 29, 2017.
Condensed interim financial statements 30 September 2017
Income Statement
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Continuing operations (all amounts in € thousands) | Note | 01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
| Revenue | 41.235 | 33.980 | 1.686 | 1.017 | |
| Dividends | - | - | 420 | 5.449 | |
| Net gains/(loss) from fair value adjustment on investment property |
5 | 135 | 1.202 | - | - |
| Loss from inventory impairment | (7.338) | (540) | - | - | |
| Other direct property operating expenses | (8.172) | (7.551) | - | - | |
| Employee benefits expense | (6.093) | (5.903) | (4.301) | (4.123) | |
| Depreciation of property, plant and equipment | 6 | (618) | (626) | (100) | (118) |
| Operating lease payments Provision for impairment of investments in subsidiaries, joint ventures and associates |
(427) - |
(447) - |
(716) - |
(723) (2.054) |
|
| Profits from sale of interest held in participations | 7 | - | 33.831 | - | |
| Losses from acquisition of interest held in participations Loss from sale/valuation of financial instruments held at |
7 | (10.733) | - | - | - |
| fair value through profit or loss | (258) | (205) | (257) | (135) | |
| Other operating income / (expenses) - net | (4.979) | (3.202) | (3.576) | (1.881) | |
| Operating profit/(loss) | 2.752 | 16.708 | 26.987 | (2.568) | |
| Finance income | 169 | 161 | 981 | 1.025 | |
| Finance costs | (15.212) | (12.019) | (8.323) | (7.681) | |
| Share of net profit of investments accounted for using the equity method |
7 | 2.916 | 1.698 | - | - |
| Profit/(loss) before income tax | (9.376) | 6.548 | 19.645 | (9.224) | |
| Income tax expense | (11.037) | (6.468) | (4.092) | (222) | |
| Profit/(loss) for the period from continuing operations |
(20.413) | 80 | 15.554 | (9.446) | |
| Profit/(loss) attributable to: | |||||
| Equity holders of the parent | (22.020) | 100 | 15.554 | (9.446) | |
| Non-controlling interest | 1.608 | (20) | - | - | |
| (20.413) | 80 | 15.554 | (9.446) | ||
| Earnings/(losses) per share from continuing operations attributable to the equity holders of the Parent during the period (expressed in € per share) |
|||||
| Basic earnings/(losses) per share | 18 | (0,28) | 0,00 | 0,20 | (0,12) |
| Diluted earnings/(losses) per share | 18 | (0,28) | 0,00 | 0,20 | (0,12) |
Condensed interim financial statements 30 September 2017
Income Statement
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| Continuing operations (all amounts in € thousands) | 01.07.2017 to 30.09.2017 |
01.07.2016 to 30.09.2016 |
01.07.2017 to 30.09.2017 |
01.07.2016 to 30.09.2016 |
|
| Revenue | 18.355 | 11.020 | 840 | 339 | |
| Other direct property operating expenses | (3.377) | (2.540) | - | - | |
| Employee benefits expense | (1.738) | (1.899) | (1.354) | (1.336) | |
| Depreciation of property, plant and equipment | (234) | (234) | (39) | (64) | |
| Operating lease payments Profits/(losses) from sale/acquisition of interest held in |
(81) | (167) | (238) | (239) | |
| participations Loss from sale/valuation of financial instruments held at |
(10.733) | - | - | - | |
| fair value through profit or loss Other operating income / (expenses) - net |
(87) (1.570) |
(70) (889) |
(85) (1.114) |
(99) (543) |
|
| Operating profit/(loss) | 537 | 5.222 | (1.990) | (1.943) | |
| Finance income | 124 | 103 | 387 | 394 | |
| Finance costs | (6.984) | (4.035) | (2.917) | (2.572) | |
| Share of net profit of investments accounted for using the equity method |
(602) | 1.023 | - | - | |
| Profit/(loss) before income tax | (6.926) | 2.313 | (4.520) | (4.121) | |
| Income tax expense | (3.117) | (3.707) | (24) | (1.604) | |
| Loss for the period from continuing operations | (10.042) | (1.394) | (4.544) | (5.725) | |
| Profit/(loss) attributable to: | |||||
| Equity holders of the parent | (11.114) | (1.391) | (4.544) | (5.725) | |
| Non-controlling interest | 1.072 | (3) | - | - | |
| (10.042) | (1.394) | (4.544) | (5.725) | ||
| Earnings/(losses) per share from continuing operations attributable to the equity holders of the Parent during the period (expressed in € per share) |
|||||
| Basic earnings/(losses) per share Diluted earnings/(losses) per share |
(0,14) (0,14) |
(0,02) (0,02) |
(0,06) (0,06) |
(0,07) (0,07) |
Total Comprehensive Income Statement
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
| Profit/(loss) for the period | (20.413) | 80 | 15.554 | (9.446) |
| Cash flow hedges, after tax | 225 | 57 | - | - |
| Currency translation differences | 64 | (1) | - | - |
| Items that may be subsequently reclassified to profit or loss | 289 | 56 | - | - |
| Total comprehensive income for the period | (20.124) | 137 | 15.554 | (9.446) |
| Profit/(loss) attributable to: | ||||
| Equity holders of the parent | (21.732) | 156 | 15.554 | (9.446) |
| Non-controlling interest | 1.608 | (20) | - | - |
| (20.124) | 137 | 15.554 | (9.446) |
Statement of changes in equity (Consolidated)
| Attributable to equity holders of the parent | |||||||
|---|---|---|---|---|---|---|---|
| all amounts in € thousands | Note | Share capital | Other reserves |
Retained earnings / (Accumulated losses) |
Total | Non controlling interests |
Total equity |
| GROUP | |||||||
| 1 January 2016 | 377.289 | 5.807 | (22.323) | 360.773 | (168) | 360.605 | |
| Total Income: | |||||||
| Profit/(loss) for the period | - | - | 100 | 100 | (20) | 80 | |
| Other comprehensive income for the period: | |||||||
| Cash flow hedges, after tax | - | 57 | - | 57 | - | 57 | |
| Currency translation differences | - | (1) | - | (1) | - | (1) | |
| Total comprehensive income for the period: |
- | 56 | 100 | 156 | (20) | 137 | |
| Transactions with the shareholders: | - | - | |||||
| Reserves | - | 310 | (310) | - | - | - | |
| Purchase of treasury shares | (2.426) | - | - | (2.426) | - | (2.426) | |
| (2.426) | 310 | (310) | (2.426) | - | (2.426) | ||
| 30 September 2016 | 374.863 | 6.173 | (22.533) | 358.504 | (188) | 358.316 | |
| 1 January 2017 | 374.863 | 6.545 | (26.147) | 355.262 | (191) | 355.071 | |
| Total Income: | |||||||
| Profit/(loss) for the period | - | - | (22.020) | (22.020) | 1.608 | (20.413) | |
| Other comprehensive income for the period: | |||||||
| Cash flow hedges, after tax | - | 174 | - | 174 | 51 | 225 | |
| Currency translation differences | - | 64 | - | 64 | - | 64 | |
| Total comprehensive income for the period: |
- | 238 | (22.020) | (21.783) | 1.659 | (20.124) | |
| Transactions with the shareholders: | - | - | |||||
| Transfer of interest held in participations | 7 | - | (865) | 4.587 | 3.722 | 60.023 | 63.745 |
| - | (865) | 4.587 | 3.722 | 60.023 | 63.745 | ||
| 30 September 2017 | 374.863 | 5.918 | (43.580) | 337.201 | 61.490 | 398.692 |
Statement of changes in equity (Company)
| all amounts in € thousands | Share capital | Other rese rves |
Retained earnings / (Accumulated losses) |
Total equity |
|---|---|---|---|---|
| COMPANY | ||||
| 1 January 2016 | 377.289 | 3.053 | (90.971) | 289.371 |
| Total Income: | ||||
| Loss for the period | - | - | (9.446) | (9.446) |
| Total comprehensive income for the period: |
- | - | (9.446) | (9.446) |
| Transactions with the shareholders: | ||||
| Purchase of treasury shares | (2.426) | - | - | (2.426) |
| 30 September 2016 | 374.863 | 3.053 | (100.417) | 277.500 |
| 1 January 2017 | 374.863 | 2.999 | (120.667) | 257.195 |
| Total Income: | ||||
| Profit for the period | - | - | 15.554 | 15.554 |
| Total comprehensive income for the period: |
- | - | 15.554 | 15.554 |
| 30 September 2017 | 374.863 | 2.999 | (105.113) | 272.749 |
Condensed interim financial statements 30 September 2017
Cash Flow Statement
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | Note | 01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
| Cash flows from operating activities | |||||
| Cash generated from / (used in) operations | 14 | 20.226 | 15.613 | (10.039) | (5.882) |
| Interest paid | (15.857) | (11.025) | (6.649) | (6.631) | |
| Income taxes paid | (4.960) | (3.985) | (75) | - | |
| Ne t cash inflow/(outflow) from operating activities | (591) | 603 | (16.762) | (12.513) | |
| Cash flows from inve sting activities | |||||
| Purchase of property, plant and equipment | 6 | (321) | (120) | (242) | (107) |
| Proceeds from sale of investment property | 5 | 5.150 | - | - | - |
| Dividends received | - | - | 420 | 6.329 | |
| Loans from/to related parties | 17 | (360) | - | - | 1.307 |
| Interest received | 173 | 194 | 220 | 131 | |
| Proceeds from sale/liquidation of participation | 430 | 948 | 430 | 948 | |
| (Purchase)/sale of financial instruments held at fair value through profit or loss |
(28.201) | 10.084 | (27.917) | 10.084 | |
| Sale/(acquisition) of interest held in participations | 7 | (23.715) | (2.437) | (23.715) | (3.600) |
| Cash and cash equivalents during acquisition of participations | 26.461 | - | - | - | |
| (Increase)/decrease in the share capital of participations | 7 | (5.824) | (704) | (700) | (6.450) |
| Ne t cash inflow/(outflow) from investing activitie s | (26.206) | 7.965 | (51.503) | 8.642 | |
| Cash flows from financing activities | |||||
| Purchase of treasury shares | - | (2.426) | - | (2.426) | |
| Repayment of borrowings to related parties | 17 | - | - | (700) | - |
| Borrowings received from related parties | 17 | - | - | - | - |
| Repayment of borrowings | 12 | (11.895) | (12.399) | (3.349) | - |
| Finance lease payments | 12 | - | (4.346) | - | - |
| Borrowings transaction costs | 12 | (1.403) | (102) | - | (102) |
| Ne t cash inflow/(outflow) from financing activities | (13.298) | (19.272) | (4.049) | (2.528) | |
| Ne t decrease in cash and cash equivalents | (40.095) | (10.704) | (72.314) | (6.399) | |
| Cash and cash equivalents at the beginning of the period | 10 | 98.644 | 107.173 | 71.703 | 76.388 |
| Restricted cash reclassified from receivables | 2.113 | - | 2.113 | - | |
| Cash and cash equivalents at end of period | 10 | 60.662 | 96.470 | 1.502 | 69.989 |
Notes to the condensed consolidated and company interim financial statements
1. General information
These financial statements include the company financial statements of the company LAMDA Development S.A. (the "Company") and the consolidated financial statements of the Company and its subsidiaries (together "the Group") for the nine month period ended September 30, 2017. The names of the subsidiaries are presented in note 7 of these financial statements. The annual financial statements for the year ended 31 December 2016 of the Group's subsidiaries are available on the website address www.lamdadev.com.
The main activities of the Group comprise investment, development, leasing and maintenance of innovative real estate projects.
The Group operates in Greece, as well as in other neighbouring Balkan countries mainly Romania, Bulgaria, Serbia, Montenegro and the Company's shares are listed on the Athens Stock Exchange.
The Company is incorporated and domiciled in Greece. The address of its registered office is 37 A Kifissias Ave., 15123, Maroussi with the Number in the General Electronic Commercial Registry: 3379701000 and its website address is www.lamdadev.com. The Company Consolidated Lamda Holdings S.A., which is domiciled in Luxembourg, is the main shareholder of the Company as at 30.09.2017 with interest held at 50.87% of the share capital and therefore the Group's financial statements are included in its consolidated financial statements.
The Group activities, and consequently its revenues are not expected to be substantially impacted by seasonal fluctuations.
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 29, 2017.
2. Basis of preparation and summary of significant accounting policies
2.1. Basis of preparation
These consolidated and company financial statements have been prepared by Management in accordance with International Financial Reporting Standards (IFRS) and Interpretations by the International Financial Reporting Interpretations Committee (IFRIC), as they have been adopted by the European Union, and specifically in accordance with International Accounting Standard ("IAS") 34, "Interim Financial Reporting". These consolidated and company financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2016 which are available on the website address www.lamdadev.com.
The accounting principles that have been used in the preparation and presentation of these interim financial statements are in accordance with those used for the preparation of the Company and Group annual financial statements as of December 31, 2016.
These consolidated and company financial statements present the financial position, results of operations and cash flows on a going concern basis which assumes that the Company has plans in place to avoid material disruptionsto its operations and available financial resources to meet its operating requirements. In this respect Management has concluded that (a) the going concern basis of preparation of these financial statements is appropriate, and (b) all assets and liabilities are appropriately presented in accordance with the Company's accounting policies.
On that basis, the following specific matters may impact the operations of the Group in the foreseeable future:
Macroeconomic conditions in Greece
The imposition of capital controls has created an uncertain economic situation, which may affect the Group's business, financial condition and prospects. The Group's operations in Greece are significant and the current macroeconomic conditions may affect the Group as follows:
- Decrease in consumption may impact the amount of shop sales in the shopping centers.
- Possible failure of tenants to fulfil their obligations due to either a reduction in their operating activities or instability of the local banking system.
- Possible further decrease in the fair value of the Group's investment property.
Despite the aforementioned uncertainties, the Group's operations continue without any disruption; however Management is not able to accurately predict the likely developments in the Greek economy and its impact on the Group activities.
LAMDA MALLS SA – transfer of 31.7% in participations
The Company in accordance with its strategy towards strengthening its position in the real estate sector, has signed an agreement with Värde Partners for the participation in the share capital of the newly established subsidiary company LAMDA MALLS SA, which holds the shares of LAMDA Domi S.A. and Pylea S.A. The above mentioned companies are owners of Golden Hall and Mediterranean Cosmos Shopping Centersrespectively. In accordance with the agreement, on 1.6.2017 Värde (through its wholly owned subsidiary Wert Blue SarL) paid the amount of €61.3m for the acquisition of 31.7% of LAMDA MALLS S.A. whereas the price has been adjusted upwards by €2.4m due to the companies' profitability during the period of time from the signing of the agreement until its completion.
"The Mall Athens" – LAMDA OLYMPIA VILLAGE SA
In July 2017, the Company signed an agreement with "IRERE PROPERTY INVESTMENTS LUXEMBOURG" former "HSBC PROPERTY INVESTMENTS LUXEMBOURG SARL" for the transfer from IRERE and acquisition of the 50% of the share capital of LAMDA OLYMPIA VILLAGE S.Α. by the Company. The Company now holds the 100% of LOV share capital. The total value for the 100% of the Shopping Center "The Mall Athens", amounts to €381.2m. Taking into consideration the bank loan of €193m, the liabilities and other assets of LAMDA OLYMPIA VILLAGE SΑ (hereinafter "LOV") owner of The Mall Athens, the Company paid the amount of €85m for the acquisition of the 50% of LOV share capital. The net asset value of 50% of LOV at the date of the acquisition amounts to €92m (note 7).
As described in detail in note 16 "Contingent liabilities and assets", in January 2014, the Hellenic Council of State approved the petition for annulment of Codified Law 3207/2003, according to the provisions of which the Olympic Press Village (or "Olympiako Chorio Typou") and the Commercial and Leisure Centre "The Mall Athens" were constructed. This decision by the Hellenic Council of State has no direct impact on the operations of "The Mall Athens" and it is anticipated that the operations will continue unhindered for the foreseeable future. Management has assessed the required actions that have been indicated by the Group's legal advisors as imposed following the decision in order to cope with this situation and therefore has undertaken already all necessary actions to this direction. The completion of the above mentioned procedure, which of course requires the effective contribution of the involved competent public services, will safeguard the full and unhindered operation of the Shopping Center.
The factors above have been taken into account by Management when preparing the financial statements for the period ended September 30, 2017. In this uncertain economic environment, management continually assesses the situation and its possible future impact to ensure that all necessary actions and measures are taken in order to minimize any impact on the Group's Greek operations. In note 3 "Financial risk management" of the annual financial statements as of December 31, 2016, there is information on the approach of the total risk management of the Group, as well as on the general financial risk that the Group faces on an ongoing basis.
30 September 2017
These consolidated and Company condensed interim financial statements have been prepared under the historical cost convention, except for the investment property, the financial instruments held at fair value through profit or loss and the derivative financial instruments which are presented at fair value.
The preparation of financial statements in accordance with IFRS requires the use of certain critical accounting estimates. It also requires management to exercise judgement in the process of applying the group's accounting policies. In addition, the use of certain estimates and assumptions is required that affect the balances of the assets and liabilities, the disclosure of contingent assets and liabilities as at date of preparation of the financial statements and the amounts of income and expense during the reporting period. Although these estimates are based on the best knowledge of management in relation to the current conditions and actions, the actual results can eventually differ from these estimates. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements are disclosed in note 4 of the annual financial statements as of December 31, 2016.
2.2. Accounting principles
Certain new standards, amendments to standards and interpretations have been issued that are mandatory for periods beginning on or after 1.1.2017. The Group's evaluation of the effect of these new standards, amendments to standards and interpretations is as follows:
Standards and Interpretations effective for the current financial year
IAS 7 (Amendments) "Disclosure initiative"
These amendments require entities to provide disclosures that enable users of financial statements to evaluate changes in liabilities arising from financing activities.
IAS 12 (Amendments) "Recognition of Deferred Tax Assets for Unrealised Losses"
These amendments clarify the accounting for deferred tax assets for unrealised losses on debt instruments measured at fair value.
Standards and Interpretations effective for subsequent periods
IFRS 9 "Financial Instruments" and subsequent amendments to IFRS 9 and IFRS 7 (effective for annual periods beginning on or after 1 January 2018)
IFRS 9 replaces the guidance in IAS 39 which deals with the classification and measurement of financial assets and financial liabilities and it also includes an expected credit losses model that replaces the incurred loss impairment model used today. IFRS 9 establishes a more principles-based approach to hedge accounting and addresses inconsistencies and weaknesses in the current model in IAS 39. The Group is currently investigating the impact of IFRS 9 on its financial statements.
IFRS 9 (Amendments) "Prepayment Features with Negative Compensation" (effective for annual periods beginning on or after 1 January 2019)
The amendments allow companies to measure particular prepayable financial assets with so-called negative compensation at amortised cost or at fair value through other comprehensive income if a specified condition is met—instead of at fair value through profit or loss. The Group cannot early adopt the amendments as they have not yet been endorsed by the EU.
IFRS 15 "Revenue from Contracts with Customers" (effective for annual periods beginning on or after 1 January 2018)
IFRS 15 has been issued in May 2014. The objective of the standard isto provide a single, comprehensive revenue recognition model for all contracts with customers to improve comparability within industries, across industries, and across capital markets. It contains principles that an entity will apply to determine the measurement of revenue and timing of when it is recognised. The underlying principle is that an
30 September 2017
entity will recognise revenue to depict the transfer of goods or services to customers at an amount that the entity expects to be entitled to in exchange for those goods or services. The Group is currently investigating the impact of IFRS 15 on its financial statements.
IFRS 16 "Leases" (effective for annual periods beginning on or after 1 January 2019)
IFRS 16 has been issued in January 2016 and supersedes IAS 17. The objective of the standard is to ensure the lessees and lessors provide relevant information in a manner that faithfully represents those transactions. IFRS 16 introduces a single lessee accounting model and requires a lessee to recognise assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value. IFRS 16 substantially carries forward the lessor accounting requirements in IAS 17. Accordingly, a lessor continues to classify its leases as operating leases or finance leases, and to account for those two types of leases differently. The Group is currently investigating the impact of IFRS 16 on its financial statements.
IAS 40 (Amendments) "Transfers of Investment Property" (effective for annual periods beginning on or after 1 January 2018)
The amendments clarified that to transfer to, or from, investment properties there must be a change in use. To conclude if a property has changed use there should be an assessment of whether the property meets the definition and the change must be supported by evidence. The amendments have not yet been endorsed by the EU.
IAS 28 (Amendments) "Long term interests in associates and joint ventures" (effective for annual periods beginning on or after 1 January 2019)
The amendments clarify that companies account for long-term interestsin an associate or joint venture to which the equity method is not applied—using IFRS 9. The amendments have not yet been endorsed by the EU.
IFRIC 22 "Foreign currency transactions and advance consideration" (effective for annual periods beginning on or after 1 January 2018)
The interpretation provides guidance on how to determine the date of the transaction when applying the standard on foreign currency transactions, IAS 21. The Interpretation applies where an entity either pays or receives consideration in advance for foreign currency-denominated contracts. The interpretation has not yet been endorsed by the EU.
IFRIC 23 "Uncertainty over income tax treatments" (effective for annual periods beginning on or after 1 January 2019)
The interpretation explains how to recognise and measure deferred and current income tax assets and liabilities where there is uncertainty over a tax treatment. IFRIC 23 applies to all aspects of income tax accounting where there is such uncertainty, including taxable profit or loss, the tax bases of assets and liabilities, tax losses and credits and tax rates. The interpretation has not yet been endorsed by the EU.
Annual Improvements to IFRSs 2014 (2014 – 2016 Cycle)
The amendments set out below describe the key changes to two IFRSs. The amendments have not yet been endorsed by the EU.
IFRS 12 "Disclosures of Interests in Other Entities"
The amendment clarified that the disclosures requirement of IFRS 12 are applicable to interest in entities classified as held for sale except for summarised financial information. The amendment is effective for annual periods beginning on or after 1 January 2017.
IAS 28 "Investments in associates and Joint ventures"
The amendments clarified that when venture capital organisations, mutual funds, unit trusts and similar entities use the election to measure their investments in associates or joint ventures at fair value through profit or loss (FVTPL), this election should be made separately for each associate or joint venture at initial recognition. The amendment is effective for annual periods beginning on or after 1 January 2018.
There are no other new standards or amendmentsto standards, which are mandatory for periods beginning during the current period and subsequent periodsthat may have significant impact on the Group's financial statements.
3. Fair value estimation
The Group and the Company use the following hierarchy for determining and disclosing the fair value of the assets and liabilities by valuation method.
Level 1: based on quoted (unadjusted) prices in active markets for identical assets or liabilities.
Level 2: based on valuation techniques whereby all inputs having a significant effect on the fair value are observable, either directly or indirectly and includes quoted prices for identical or similar assets or liabilities.
Level 3: based on valuation techniques whereby all inputs having a significant effect on the fair value are not observable market data.
The financial instruments that are measured at fair value are the investment property (note 5), the derivative financial instruments (note 13) and the financial instruments held at fair value through profit or loss (note 9).
4. Segment information
The Group is operating into the business segment of real estate in Greece and in other neighbouring Balkan countries. The BoD (which is responsible for the decision making) defines the segments according to the use and of the investment property and their geographical location.
Management monitors the operating results of each segment separately for the purpose of making decisions about resource allocation and performance assessment. Segment performance is evaluated based on revenue 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 performance of the operating segment. Group financing, including finance costs and finance income, as well as income taxes are monitored on a group basis and are included within the administration segment without being allocated to the profit generating segments.
A) Group's operating segments
The segment results for the nine month period ended 30 September 2017 were as follows:
| Real estate | ||||
|---|---|---|---|---|
| all amounts in € thousands | GREECE | BALKANS | Total | |
| Shopping centers |
Other investment property |
Other investment property |
||
| Revenue from third parties | 37.991 | 3.239 | 6 | 41.235 |
| Net gains/(losses) from fair value adjustment on investment property and inventories |
1.320 | (985) | (7.538) | (7.203) |
| EBITDA | 29.604 | 936 | (8.166) | 22.374 |
The segment results for the nine month period ended 30 September 2016 were as follows:
| Real estate | ||||
|---|---|---|---|---|
| all amounts in € thousands | GREECE | BALKANS | Total | |
| Shopping centers |
Other investment property |
Other investment property |
||
| Revenue from third parties | 30.178 | 3.795 | 7 | 33.980 |
| Net gains/(losses) from fair value adjustment on investment property and inventories |
2.550 | (1.648) | (240) | 662 |
| EBITDA | 24.259 | 221 | (776) | 23.704 |
The segment results for the three month period ended 30 September 2017 were as follows:
| Real estate | |||||
|---|---|---|---|---|---|
| all amounts in € thousands | GREECE | BALKANS | Total | ||
| Shopping centers |
Other investment property |
Other investment property |
|||
| Revenue from third parties | 17.710 | 643 | 2 | 18.354 | |
| EBITDA | 13.454 | 853 | (210) | 14.097 |
The segment results for the three month period ended 30 September 2016 were as follows:
| Real estate | |||||
|---|---|---|---|---|---|
| all amounts in € thousands | GREECE | BALKANS | Total | ||
| Shopping centers |
Other investment property |
Other investment property |
|||
| Revenue from third parties | 9.921 | 1.097 | 2 | 11.020 | |
| EBITDA | 7.177 | 465 | (185) | 7.457 |
Transfer prices between operating segments are on an arm's length basis in a manner similar to transactions with third parties.
| Real estate | |||||
|---|---|---|---|---|---|
| GREECE | BALKANS | Total | |||
| 30 September 2017 Assets per segment |
Shopping centers 771.921 |
Other investment property 146.868 |
Other investment property 67.980 |
986.769 | |
| Expenditure of non-current assets | 121 | 198 | 1 | 321 | |
| Liabilities per segment | 440.018 | 146.665 | 1.394 | 588.077 |
| Real estate | |||||
|---|---|---|---|---|---|
| GREECE | BALKANS | Total | |||
| 31 Δεκεμβρίου 2016 | Shopping centers |
Other investment property |
Other investment property |
||
| Assets per segment | 359.411 | 270.914 | 75.745 | 706.070 | |
| Expenditure of non-current assets | 386 | 306 | 2 | 695 | |
| Liabilities per segment | 177.851 | 172.170 | 978 | 350.999 |
| The reconciliation of the segments' EBITDA to total profit after tax for the Group is as follows: | |||
|---|---|---|---|
| all amounts in € thousands | ||
|---|---|---|
| Adjusted EBITDA for reportable segments | 30.09.2017 | 30.09.2016 |
| EBITDA | 22.374 | 23.704 |
| Corporate overheads | (8.014) | (6.165) |
| Depreciation | (618) | (626) |
| Share of profit / (loss) from joint ventures and associates | 2.916 | 1.698 |
| Losses from acquisition of interest held in participations | (10.733) | - |
| Loss from sale/valuation of financial instruments held at fair value through profit or loss |
(258) | (205) |
| Finance income | 169 | 161 |
| Finance costs | (15.212) | (12.019) |
| Profit/(loss) before income tax | (9.376) | 6.548 |
| Income tax expense | (11.037) | (6.468) |
| Profit/(loss) for the period | (20.413) | 80 |
B) Geographical segments
The segment information for the six month period ended 30 September 2017 were as follows:
| Total revenue | Non-current asse ts |
|---|---|
| 41.230 | 786.480 |
| 6 | 21.388 |
| 41.235 | 807.868 |
The segment information for the annual period ended 31 December 2016 were as follows:
| 31 De cember 2016 | Total revenue | Non-current asse ts |
|---|---|---|
| Gree ce | 46.402 | 489.966 |
| Balkans | 2.756 | 21.677 |
| 49.158 | 511.643 |
5. Investment property
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 | |
| Balance at 1 January | 379.955 | 379.362 | 1.840 | 1.840 | |
| Subsequent expenditure on investment property | - | 130 | - | - | |
| Acquisition of interest held in participations (note 7) | 381.900 | - | - | - | |
| Acquisition of subsidiary - goodwill | - | 643 | - | - | |
| Disposals | (5.150) | - | - | - | |
| Net gains/(loss) from fair value adjustment on investment property | 135 | (180) | - | - | |
| Balance at the end of the period | 756.840 | 379.955 | 1.840 | 1.840 |
The investment property includes property operating lease that amounts to €147.5m.
The most significant change for 2017, corresponds to the acquisition of the 50% of LAMDA OLYMPIA VILLAGE SA, amounting to a total value of €381.9m, and change of the consolidation method from equity to full consolidation (see note 7). In addition, during the third quarter of 2017, the Group sold the investment property owned by its subsidiary TIHI EOOD at Levski Blvd in Sofia, Bulgaria. The sale purchase price amounts to €5.15m.
The fair value for all investment property was determined on the basis of its highest and best use by the Group taking into account each property's use which is physically possible, legally permissible and financially feasible. This estimate is based on the physical characteristics, the permitted use and the opportunity cost for each investment of the Group.
30 September 2017
Investment property is valued each semester by independent qualified valuers using the Discounted Cash Flows (DCF) method. The cash flows are based on reliable estimates of future cash flows, supported by the terms of any existing lease and other contracts and (where possible) external evidence such as current market rentsfor similar propertiesin the same location and condition, and using discount ratesthat reflect each tenant's sector (food and restaurants, electronic appliances, apparel etc.) as well as the current market assessments of the uncertainty in the amount and timing of the cash flows. In some cases, where necessary, the valuation is based on the Comparative Method. The aforementioned valuation methods come under hierarchy level 3 as described in note 3.
More precisely, taking into consideration the investment property of "The Mall Athens" of the joint venture LAMDA OLYMPIA VILLAGE SA, which is disclosed in the financial statements using the equity method as described in note 7), 91% of total fair value of the Group's investment property relates to Shopping Centres and 4% to Office Buildings. For both type of property, the valuation was determined using the DCF approach with the following significant assumptions:
- With regards to the Shopping Centres, The Mall Athens has a freehold status, Mediterranean Cosmos is held under a lease that expires in Q4 2035 and Golden Hall has a 87 year exploitation period. As far as the office buildings are concerned, they are owned by the Group.
- In short, the yields according to the latest valuations at June 30, 2017 are as follows:
| Yield | |
|---|---|
| Malls | |
| The Mall Athens | 7,6% |
| Med.Cosmos | 10,8% |
| Golden Hall | 8,9% |
| Office buildings | |
| Cecil, Kefalari | 9,0% |
| Kronos Building, Maroussi | 8,8% |
In relation to the annual consideration that every tenant of the Malls pays (Base Consideration – fixed consideration that is set in the contract), it is adjusted annually according to the CPI plus a slight indexation which is differentiated between the tenants. The average CPI that has been used over the period is 1.75%.
The most significant valuation assumptions of the investment property are the assumption regarding the future EBITDA (including the estimations related to the future monthly lease) of each investment property as well as the estimated yields that are applied for the investment property's valuation. As a result, the table below presents two basic scenarios in relation to the impact on the valutions of the following investment properties of an increase in the yields by 25 basis points (+ 0,25%) or a decrease in EBITDA by €1m per Shopping Mall.
| Interest held in the Group | Yield | EBITDA/NOI |
|---|---|---|
| (all amounts in € thousands) | +0,25% | -€1 mln. |
| The Mall Athens | -6,5 | -7,0 |
| Med.Cosmos | -4,1 | -10,1 |
| Golden Hall | -8,8 | -14,3 |
| Malls | -19,4 | -31,3 |
| Cecil, Kefalari | -0,4 | |
| Kronos Building, Maroussi | -0,2 | |
| Office buildings | -0,6 | |
| Total | -20,0 | -31,3 |
The above mentioned valuations of the investment property as at 30 June 2017 have taken into account the uncertainty of the current economic conditions in Greece (as described in note 2.1). It has to be noted that this situation is unprecedented and therefore the consequences cannot be accurately assessed at this point. In this context, we note that despite the existence of an increased level of valuation uncertainty, the values reported provide the best estimate for the Group's investment property. Management will observe the trends that will be formed in the investment property market in the next few months since the complete impact of the consequences of the economic situation in Greece may affect the value of the Group's investment property in the future.
On the amount of €756.8m of the total investment property, there are real estate liens and pre-notices over these assets.
6. Property, plant and equipment
| all amounts in € thousands | Lease hold land and buildings |
Vehicles and machinery |
Furniture, fittings and equipment |
Software | Assets under construction |
Total |
|---|---|---|---|---|---|---|
| GROUP - Cost | ||||||
| 1 January 2016 | 640 | 5.270 | 4.169 | 2.677 | 1.343 | 14.098 |
| Additions | - | 18 | 104 | 33 | 170 | 326 |
| Disposals / Write-offs | - | - | (27) | - | - | (27) |
| Acquisition of interest held in participations | 65 | - | 67 | 9 | - | 141 |
| 30 September 2016 | 705 | 5.288 | 4.312 | 2.720 | 1.513 | 14.538 |
| 1 January 2017 | 705 | 5.287 | 4.449 | 2.780 | 1.557 | 14.778 |
| Additions | - | 101 | 167 | 36 | 15 | 321 |
| Disposals / Write-offs | - | (4) | (12) | - | - | (17) |
| Acquisition of interest held in participations | 80 | 809 | 2.755 | 90 | - | 3.733 |
| 30 September 2017 | 785 | 6.193 | 7.359 | 2.906 | 1.572 | 18.815 |
| Accumulated depreciation | ||||||
| 1 January 2016 | (298) | (3.634) | (3.624) | (2.532) | - | (10.088) |
| Depreciation charge | (31) | (245) | (311) | (40) | - | (626) |
| Disposals / Write-offs | - | - | 27 | - | - | 27 |
| Acquisition of interest held in participations | (35) | - | (59) | (8) | - | (102) |
| 30 September 2016 | (364) | (3.878) | (3.968) | (2.580) | - | (10.790) |
| 1 January 2017 | (374) | (3.958) | (4.087) | (2.597) | - | (11.017) |
| Depreciation charge | (32) | (247) | (305) | (34) | - | (618) |
| Disposals / Write-offs | - | 4 | 12 | - | - | 17 |
| Acquisition of interest held in participations | (37) | (761) | (2.266) | (75) | - | (3.139) |
| 30 September 2017 | (442) | (4.962) | (6.646) | (2.707) | - | (14.756) |
| Closing net book amount at 30 September 2016 |
341 | 1.410 | 344 | 140 | 1.513 | 3.749 |
| Closing net book amount at 30 September 2017 |
342 | 1.232 | 714 | 199 | 1.572 | 4.059 |
| all amounts in € thousands | Lease hold land andbuildings |
Vehicles and machinery |
Furniture, fittings and equipment |
Software | Total |
|---|---|---|---|---|---|
| COMPANY - Cost | |||||
| 1 January 2016 | 367 | 88 | 1.076 | 2.639 | 4.171 |
| Additions | - | 5 | 69 | 32 | 107 - |
| 30 September 2016 | 367 | 93 | 1.146 | 2.671 | 4.276 |
| 1 January 2017 | 367 | 93 | 1.181 | 2.675 | 4.316 |
| Additions | - | 101 | 106 | 35 | 242 |
| Disposals / Write-offs | - | (4) | (2) | - | (6) |
| 30 September 2017 | 367 | 190 | 1.284 | 2.711 | 4.552 |
| Accumulated depreciation | |||||
| 1 January 2016 | (229) | (68) | (971) | (2.504) | (3.771) |
| Depreciation charge | (9) | (6) | (72) | (32) | (118) |
| 30 September 2016 | (237) | (73) | (1.043) | (2.536) | (3.890) |
30 September 2017
| 1 January 2017 | (240) | (75) | (1.080) | (2.550) | (3.945) |
|---|---|---|---|---|---|
| Depreciation charge | (9) | (6) | (59) | (27) | (100) |
| Disposals / Write-offs | - | 4 | 2 | - | 6 |
| 30 September 2017 | (249) | (76) | (1.136) | (2.577) | (4.038) |
| Closing net book amount at 30 September 2016 |
130 | 20 | 102 | 135 | 386 |
| Closing net book amount at 30 September 2017 |
118 | 114 | 148 | 134 | 513 |
7. Investments in subsidiaries, joint ventures and associates
The Group's structure on September 30, 2017 is as follows:
| Country of Incorporation |
% interest held |
Country of Incorporation |
% interest held |
||||
|---|---|---|---|---|---|---|---|
| Company | Company | ||||||
| LAMDA Development SA - Parent | Greece | ||||||
| Subsidiaries | |||||||
| PYLAIA SA | Greece | Indirect | 68,3% | LAMDA Development Sofia EOOD | Bulgaria | 100,0% | |
| LAMDA Domi SA | Greece | Indirect | 68,3% | TIHI EOOD | Bulgaria | Indirect | 100,0% |
| LAMDA Malls SA | Greece | 68,3% | LOVLuxembourg SARL | Luxembourg | Indirect | 100,0% | |
| LAMDA Olympia Village SA | Greece | 100,0% | Hellinikon Global I SA | Luxembourg | 100,0% | ||
| LAMDA Estate Development SA | Greece | 100,0% | LAMDA Development (Netherlands) BV | Netherlands | 100,0% | ||
| LAMDA Prime Properties SA | Greece | 100,0% | Lamda SingidunumNetherlands BV | Netherlands | Indirect | 100,0% | |
| MALLS MANAGEMENT SERVICES SA | Greece | 100,0% | Robies Services Ltd | Cyprus | 90,0% | ||
| MC Property Management SA | Greece | 100,0% | |||||
| KRONOS PARKINGSA | Greece | Indirect | 100,0% | Joint ventures | |||
| LAMDA Erga Anaptyxis SA | Greece | 100,0% | Lamda Dogus Marina Investments SA | Greece | 50,0% | ||
| LAMDA Leisure SA | Greece | 100,0% | LAMDA Flisvos Marina SA | Greece | Indirect | 32,2% | |
| GEAKAT SA | Greece | 100,0% | LAMDA Flisvos Holding SA | Greece | Indirect | 41,7% | |
| LD Trading SA | Greece | 100,0% | LAMDA Akinhta SA | Greece | 50,0% | ||
| LAMDA Development DOO Beograd | Serbia | 100,0% | Singidunum-Buildings DOO | Serbia | Indirect | 66,7% | |
| Property Development DOO | Serbia | 100,0% | GLS OOD | Bulgaria | Indirect | 50,0% | |
| Property Investments DOO | Serbia | 100,0% | |||||
| LAMDA Development Montenegro DOO | Montenegro | 100,0% | Associates | ||||
| LAMDA Development Romania SRL | Romania | 100,0% | ATHENS METROPOLITAN EXPO SA | Greece | 11,7% | ||
| Robies Proprietati Imobiliare SRL | Romania | Indirect | 90,0% | METROPOLITAN EVENTS | Greece | Indirect | 11,7% |
| SC LAMDA Properties Development SRL | Romania | Indirect | 95,0% | SC LAMDA MED SRL | Romania | Indirect | 40,0% |
Notes on the above mentioned participations:
- The country of the establishment is the same with the country of operating.
- The interest held corresponds to equal voting rights.
- The investments in joint ventures correspond to the Group's strategic investments mainly due to the exploitation of investment property inside Greece and abroad.
- The investments in associates do not have significant impact to the Group's operations and results however they are consolidated with the equity method since the Group has control over their operations.
- The Group has contingencies in respect of bank guarantees as well as pledged shares deriving from its borrowings.
(a) Investments of the Company in subsidiaries
The Company's investment in subsidiaries is as follows:
30 September 2017
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | ||||||
|---|---|---|---|---|---|---|---|---|
| Country of | Carrying | Carrying | ||||||
| Name | incorporation | % interest held | Cost | Impairment | amount | Cost | Impairment | amount |
| LAMDA OLYMPIA VILLAGE SA | Greece | 100% | 131.839 | - | 131.839 | - | - | - |
| LAMDA DOMI SA | Greece | 100% | - | - | - | 77.075 | - | 77.075 |
| LAMDA MALLS SA | Greece | 68,3% | 51.496 | - | 51.496 | - | - | - |
| PYLAIA SA | Greece | 60,1% | - | - | - | 4.035 | - | 4.035 |
| LAMDA ESTATE DEVELOPMENT SA | Greece | 100% | 52.047 | 25.024 | 27.022 | 52.047 | 25.024 | 27.022 |
| LAMDA PRIME PROPERTIES SA | Greece | 100% | 9.272 | - | 9.272 | 9.272 | - | 9.272 |
| GEAKAT SA | Greece | 100% | 14.923 | 10.030 | 4.893 | 14.923 | 10.030 | 4.893 |
| LAMDA ERGA ANAPTYXIS SA | Greece | 100% | 9.070 | - | 9.070 | 8.870 | - | 8.870 |
| LD TRADING SA | Greece | 100% | 1.110 | 910 | 200 | 910 | 910 | - |
| LAMDA LEISURE SA | Greece | 100% | 1.050 | - | 1.050 | 1.050 | - | 1.050 |
| MCPROPERTY MANAGEMENT SA | Greece | 100% | 745 | - | 745 | 745 | - | 745 |
| MALLS MANAGEMENT SERVICES SA | Greece | 100% | 1.224 | - | 1.224 | 1.224 | - | 1.224 |
| LAMDA DEVELOPMENT SOFIA E.O.O.D. | Bulgaria | 100% | 363 | 363 | - | 363 | 363 | - |
| LAMDA DEVELOPMENT D.O.O. (BEOGRAD) | Serbia | 100% | 992 | 992 | - | 992 | 992 | - |
| PROPERTYDEVELOPMENT D.O.O. | Serbia | 100% | 11.685 | 11.685 | - | 11.685 | 11.685 | - |
| PROPERTYINVESTMENTS LTD | Serbia | 100% | 1 | - | 1 | 1 | - | 1 |
| LAMDA DEVELOPMENT ROMANIA SRL | Romania | 100% | 741 | 741 | - | 741 | 741 | - |
| ROBIES SERVICES LTD | Cyprus | 90% | 1.724 | 1.724 | - | 1.724 | 1.724 | - |
| LAMDA DEVELOPMENT (NETHERLANDS) BV | Netherlands | 100% | 75.178 | 18.900 | 56.278 | 75.178 | 18.900 | 56.278 |
| LAMDA DEVELOPMENT MONTENEGRO D.O.O. | Montenegro | 100% | 800 | 800 | - | 800 | 800 | - |
| HELLINIKON GLOBAL I SA | Luxembourg | 100% | 36 | - | 36 | 36 | - | 36 |
| Investment in subsidiaries | 364.293 | 71.168 | 293.125 | 261.669 | 71.168 | 190.500 |
The movement in investment in subsidiaries is as follows:
| COMPANY | ||||
|---|---|---|---|---|
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | ||
| Balance at 1 January | 190.500 | 192.290 | ||
| Additions | 300 | 3.804 | ||
| Increase in share capital | 400 | 8.010 | ||
| Provision for impairment | - | (11.024) | ||
| Acquisition of interest held in participations | 131.839 | - | ||
| Sale of interest held in participations | (29.914) | - | ||
| Dividends effect | - | (2.580) | ||
| Balance at the end of the period | 293.125 | 190.500 |
The Company in the first quarter of 2017 established the company LAMDA MALLS SA contributing its participation in the subsidiaries LAMDA Domi SA and Pylea SA and then contributed an initial amount of €300k. The contribution in kind was completed following the valuation reports that were prepared for the two above mentioned companies, according to the article 9 of the Law 2190/1920. The Company in accordance with its strategy towards strengthening its position in the real estate sector has signed an agreement with Värde Partners for the participation by Värde in the share capital of the newly established subsidiary company LAMDA MALLS SA, which holds the shares of LAMDA Domi S.A. and Pylea S.A. The above mentioned companies are owners of Golden Hall and Mediterranean Cosmos Shopping Centersrespectively. In accordance with the agreement, on 1.6.2017 Värde (through its wholly owned subsidiary Wert Blue SarL) paid the amount of €61.3m for the acquisition of 31.7% of LAMDA MALLS SA whereas the price has been adjusted upwards by €2.4m due to the companies' profitability during the period of time from the signing of the agreement until its completion. Therefore, at 30.9.2017 the Group holds 68.3% both in LAMDA MALLS SA directly and indirectly in LAMDA Domi SA and Pylea SA respectively. At Company level the profit from the above mentioned transaction amounts to €33.8m (cost of participation €29.9m) and is recognized in "Profits from sale of interest held in participations" in the income statement whereas at Group level the profit from the transaction amounts to €3.7m and is presented directly in the statement of changes in equity.
In July 2017, the Company signed an agreement with "IRERE PROPERTY INVESTMENTS LUXEMBOURG" former "HSBC PROPERTY INVESTMENTS LUXEMBOURG SARL" for the transfer from IRERE and acquisition of the 50% of the share capital of LAMDA OLYMPIA VILLAGE
30 September 2017
S.Α. by the Company. The Company now holds the 100% of LOV share capital. The total value for the 100% of the Shopping Center "The Mall Athens", amounts to €381.2m. Taking into consideration the bank loan of €193m, the liabilities and other assets of LAMDA OLYMPIA VILLAGE SΑ (hereinafter "LOV") owner of The Mall Athens, the Company paid the amount of €85m for the acquisition of the 50% of LOV share capital. The net asset value of 50% of LOV at the date of the acquisition amounts to €92m (note 7d). At Group level, the loss form the above mentioned transaction reached €10.7m and is presented in the income statement under "Losses from acquisition of interest held in participations".
In addition, the Company increased its participation in the share capital of its subsidiaries LAMDA Erga Anaptyxis SA and LD Trading SA by €200k and €200k respectively.
(b) Investments of the Company and the Group in joint ventures
The Company's investment in joint ventures is as follows:
| COMPANY | 30.09.2017 | 31.12.2016 | ||||||
|---|---|---|---|---|---|---|---|---|
| Name | Country of incorporation |
% interest held | Cost | Impairment | Carrying amount |
Cost | Impairment | Carrying amount |
| LAMDA OLYMPIA VILLAGE SA | Greece | 50,00% | - | - | - | 28.681 | - | 28.681 |
| LAMDA AKINHTA SA | Greece | 50,00% | 4.454 | 1.673 | 2.781 | 4.454 | 1.673 | 2.781 |
| LAMDA DOGUS MARINA INVESTMENTS SA | Greece | 50,00% | 4.022 | - | 4.022 | 4.022 | - | 4.022 |
| LOVLUXEMBOURG SARL | Luxembourg | 50,00% | 193 | - | 193 | - | - | - |
| Investment in joint-ventures | 8.669 | 1.673 | 6.996 | 37.157 | 1.673 | 35.484 |
The Group's investment in joint ventures is as follows:
| GROUP | 30.09.2017 | 31.12.2016 | ||||||
|---|---|---|---|---|---|---|---|---|
| Name | Country of incorporation |
% interest held | Cost | Share in profit/(loss) |
Carrying amount |
Cost | Share in profit/(loss) |
Carrying amount |
| LAMDA OLYMPIA VILLAGE SA | Greece | 50,00% | - | - | - | 28.681 | 60.094 | 88.775 |
| LAMDA AKINHTA SA | Greece | 50,00% | 4.454 | (1.691) | 2.763 | 4.454 | (1.671) | 2.784 |
| LAMDA DOGUS MARINA INVESTMENTS SA | Greece | 50,00% | 4.022 | (1.986) | 2.036 | 4.022 | (2.927) | 1.095 |
| SINGIDUNUM-BUILDINGS DOO | Serbia | 66,67% | 34.140 | (17.335) | 16.804 | 27.291 | (15.623) | 11.668 |
| GLS OOD | Bulgaria | 50,00% | 3.631 | (2.639) | 992 | 3.631 | (2.559) | 1.072 |
| TOTAL | 46.248 | (23.652) | 22.595 | 68.080 | 37.314 | 105.394 |
The movement of the Company and the Group in investment in joint ventures is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 |
| Balance at 1 January | 105.394 | 101.210 | 35.484 | 35.884 |
| Increase in share capital | 6.849 | 3.153 | - | - |
| Share in profit/(loss) | 2.784 | 1.032 | - | - |
| Provision for impairment | - | - | - | (400) |
| Acquisition/change in interest held in participations | (92.432) | - | (28.488) | - |
| Balance at the end of the period | 22.595 | 105.394 | 6.996 | 35.484 |
Notes on the above mentioned joint ventures:
- The Company starting from 1.1.2014 applies IFRS 11 according to which the Group will account for joint ventures on an equity basis because it provides for a more realistic reflection of joint arrangements by focusing on the rights and obligations of the arrangement, rather than its legal form
- Following the acquisition of 50% of LAMDA OLYMPIA VILLAGE SA (LOV), the participation is now recognized as subsidiary. Net profit of LOV for the semi-annual period of 2017 is included in the Group income statement under "Share of net profit of investments accounted for using the equity method" whereas LOV's net profit from the date of the acquisition is consolidated with the full consolidation method.
30 September 2017
- The Company also acquired 25% of the company LOV Luxembourg SARL in the consideration of €101k and therefore the Company's interest in this investment amounts to 50%. At Group level, Group owns 100% of LOV Luxembourg SARL.
- The Group increased its participation in the joint-venture Singidunum Buildings DOO from 56.81% at 31.12.2016 to 66.67% at 30.09.2017, however the control remains 50%-50% between the two shareholders according to the terms of the current shareholders agreement
- The Group's most significant joint-venture is Singidunum Buildings DOO as follows:
Singidunum Buildings DOO
| Statement of financial position | 66,67% | 56,81% |
|---|---|---|
| all amounts in € thousands | 30.09.2017 | 31.12.2016 |
| Inventories | 73.267 | 73.267 |
| Re ce ivable s | 56 | 536 |
| Cash and cash equivalents | 101 | 459 |
| 73.424 | 74.262 | |
| Short-term borrowings | 47.520 | 52.520 |
| Trade and other payable s | 699 | 1.204 |
| 48.219 | 53.723 | |
| Total equity | 25.205 | 20.539 |
| (Group's interest) | 66,67% | 56,81% |
| Total equity | 16.804 | 11.668 |
| Income statement | ||
| all amounts in € thousands | 01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
| Net loss from fair value adjustment on investment property | (743) | - |
| Other operating income / (expenses) - net | (195) | (174) |
| Finance costs - net | (1.238) | (1.217) |
| Loss be fore income tax | (2.176) | (1.392) |
| Income taxexpense | ||
| Loss for the period | (2.176) | (1.392) |
| (Group's interest) | 66,67% | 55,19% |
| Cash flowstatement | ||
|---|---|---|
| all amounts in € thousands | 01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
| Cash flows from operating activities | (1.741) | (1.198) |
| Cash flows to inve sting activitie s | - | - |
| Cash flows to financing activities | 1.384 | 999 |
| Ne t decrease in cash and cash equivalents | (357) | (199) |
Loss for the period (1.451) (768)
(c) Investments of the Group and the Company in associates
The Group participates in the following associates' equity:
| GROUP | 30.09.2017 | 31.12.2016 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Country of | Share in | Carrying | Share in | Carrying | |||||
| Balance at the end of the period | incorporation | % interest held | Cost | profit/(loss) | amount | Cost | profit/(loss) | amount | |
| ATHENS METROPOLITAN EXPO SA | Greece | 11,67% | 1.559 | - | 1.559 | 1.559 | - | 1.559 | |
| LOVLUXEMBOURG SARL | Luxembourg | 25,00% | - | - | - | 93 | - | 93 | |
| S.C. LAMDA MED SRL (Indirect) | Romania | 40,00% | 1.332 | 1.010 | 2.342 | 1.533 | 878 | 2.411 | |
| TOTAL | 2.890 | 1.010 | 3.900 | 3.184 | 878 | 4.063 |
The movement of associates is as follows:
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 | |
| Balance at 1 January | 4.063 | 5.360 | 1.651 | 1.838 | |
| Increase in share capital | - | 18 | - | 18 | |
| Share in profit/(loss) | 37 | (19) | - | - | |
| Decrease in share capital | (200) | (140) | - | - | |
| Change in interest held in participations | - | (1.156) | (93) | (204) | |
| Balance at the end of the period | 3.900 | 4.063 | 1.558 | 1.651 |
Notes on the above mentioned associates:
- Although the associates do not have a significant impact in the Group's operations and results, they are consolidated with equity method because the Group exercises control over their operations.
- The decrease of €200k in share capital refers to the company SC LAMDA MED SRL.
- At Company level, the change in interest held refers to LOV Luxembourg SARL which following the acquisition of 25% is now categorized as joint venture.
(d) Acquisition of 50% of LAMDA OLYMPIA VILLAGE SA and 25% of LOV Luxembourg SARL
During the acquisition of LAMDA OLYMPIA VILLAGE SA's shares and LOV Luxembourg SARL, the equity of these companies were as follows:
| LAMDA OLYMPIA VILLAGE | |
|---|---|
| Statement of financial position | |
| all amounts in € thousands | |
| Investment property | 381.900 |
| Other non-current assets | 37.412 |
| Receivables | 9.041 |
| Cash and cash equivalents | 26.451 |
| 454.804 | |
| Deferred tax liabilities | 65.338 |
| Other non-current liabilities | 582 |
| Borrowings - current | 193.000 |
| Trade and other payables | 11.161 |
| 270.081 | |
| Equity LOV | 184.724 |
| Equity LOV 50% | 92.362 |
| Equity LOV Luxembourg 25% | 162 |
| Total equity | 92.524 |
| Consideration | 103.258 |
| Losses from acquisition of interest held in participations | (10.733) |
Liabilities at amortized cost
8. Financial instruments by category
| GROUP - 30.09.2017 | Financial instruments heldat | GROUP - 30.09.2017 | Derivatives usedfor | ||
|---|---|---|---|---|---|
| Financial assets | Loans and fair value through profit or receivables loss |
Financial liabilities | hedging | Liabilities at amortizedcost | |
| all amounts in € thousands | all amounts in € thousands | ||||
| Trade and other receivables | 3.782 | - | Borrowings | - | 449.646 |
| Restricted cash | 10.538 | - | Derivative financial instruments | 335 | - |
| Loans to related parties | 652 | - | Trade and other payables | - | 5.282 |
| Cash and cash equivalents | 60.662 | - | Interest payable | - | 2.678 |
| Derivative financial instruments | - | 285 | Other financial payables | - | 12.479 |
| Other financial receivables | - | 33.478 | Total | 335 | 470.085 |
| Receivables from sale of participation | 2.445 | - | |||
| Receivables from related parties | 35 | - | |||
| Total | 78.115 | 33.763 |
COMPANY- 30.09.2017 COMPANY- 30.09.2017
| Financial assets | Loans and fair value through profit or receivables |
Financial liabilities | Liabilities at amortized cost |
||
|---|---|---|---|---|---|
| all amounts in € thousands | all amounts in € thousands | ||||
| Trade and other receivables | 54 | - | Borrowings | 126.278 | |
| Restricted cash | 10.538 | - | Trade and other payables | 548 | |
| Receivables from related parties | 1.028 | - | Loans from related parties | 40.308 | |
| Loans to related parties | 87.176 | - | Interest payable | 623 | |
| Other financial receivables | 0 | 33.478 | Other financial payables | 9.079 | |
| Receivables from sale of participation | 2.445 | - | Liabilities to related parties | 82 | |
| Cash and cash equivalents | 1.502 | - | Total | 176.918 | |
| Total | 102.742 | 33.478 | |||
Financial instruments heldat
| GROUP - 31.12.2016 | GROUP - 31.12.2016 | Derivatives usedfor | |||
|---|---|---|---|---|---|
| Financial assets | Loans and receivables |
Financial instruments heldat fair value through profit or loss |
Financial liabilities | hedging | Liabilities at amortizedcost |
| all amounts in € thousands | all amounts in € thousands | ||||
| Trade and other receivables | 1.894 | - | Borrowings | - | 268.607 |
| Restricted cash | 12.651 | - | Derivative financial instruments | 651 | - |
| Loans to related parties | 1.111 | - | Trade and other payables | - | 4.536 |
| Interest reveivable | 4 | - | Liabilities to related parties | - | 108 |
| Cash and cash equivalents | 98.644 | - | Loans from related parties | - | 17.947 |
| Other financial receivables | 430 | 5.224 | Interest payable | - | 735 |
| Receivables from related parties | 551 | - | Other financial payables | - | 13.422 |
| Total | 115.285 | 5.224 | Total | 651 | 305.355 |
| COMPANY- 31.12.2016 | COMPANY- 31.12.2016 | |||
|---|---|---|---|---|
| Financial assets | Loans and receivables |
Financial instruments heldat fair value through profit or loss |
Financial liabilities | Liabilities at amortized cost |
| all amounts in € thousands | all amounts in € thousands | |||
| Trade and other receivables | 131 | - | Borrowings | 128.714 |
| Restricted cash | 12.651 | - | Trade and other payables | 172 |
| Receivables from related parties | 91 | - | Liabilities to related parties | 7 |
| Loans to related parties | 86.414 | - | Loans from related parties | 21.974 |
| Cash and cash equivalents | 71.703 | - | Interest payable | 667 |
| Other financial receivables | 430 | 5.224 | Other financial payables | 10.322 |
| Total | 185.255 | 5.224 | Total | 161.856 |
9. Financial instruments held at fair value through profit or loss
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 | |
| Bonds - Euro | 32.879 | 5.224 | 32.879 | 5.224 | |
| Money market funds | 599 | - | - | - | |
| 33.478 | 5.224 | 32.879 | 5.224 |
Above financial instruments relate to the placement of the Company's cash in various financial counterparties with high ratings and are measured at fair value through income statement. During the nine month period ended September 2017, the Company has placed an amount of €38.9m in supranational bonds and also liquidated bonds in the amount of €11m. The Company has recognized a loss from the above mentioned liquidation/valuation of €258k in the income statement.
The above mentioned financial instruments are categorized under hierarchy 1 as described in note 3.
10. Cash and cash equivalents
| GROUP | COMPANY | ||||
|---|---|---|---|---|---|
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 | |
| Cash at bank | 59.927 | 97.923 | 1.465 | 71.648 | |
| Cash in hand | 735 | 721 | 37 | 55 | |
| Total | 60.662 | 98.644 | 1.502 | 71.703 |
No significant credit losses are anticipated in view of the credit status of the banks that the Group keeps current accounts. The above comprise the cash and cash equivalents used for the purposes of the cash flow statement.
11. Share capital
| all amounts in € thousands | Number of shares (thousands) |
Ordinary shares |
Share premium |
Treasury shares |
Total |
|---|---|---|---|---|---|
| 1 January 2016 | 77.976 | 23.917 | 360.110 | (6.737) | 377.289 |
| Purchase of treasury shares | (620) | - | - | (2.426) | (2.426) |
| 31 December 2016 | 77.356 | 23.917 | 360.110 | (9.163) | 374.863 |
| 1 January 2017 | 77.356 | 23.917 | 360.110 | (9.163) | 374.863 |
| Movement during the period | - | - | - | - | - |
| 30 September 2017 | 77.356 | 23.917 | 360.110 | (9.163) | 374.863 |
The share capital of the Company amounts to €23,916,532.50 divided by 79,721,775 shares of nominal value €0.30 each. All the Company's shares are listed on the Athens Stock Exchange.
At 30.09.2017 the Company's treasury shares amount to 2.366.007 shares and represents 2.97% of the Company's issued share capital with average price (after expenses and other commissions) €3.87 per share.
12. Borrowings
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 |
| Non-current | ||||
| Bond borrowings | 355.787 | 248.642 | 117.029 | 123.201 |
| Total non-current | 355.787 | 248.642 | 117.029 | 123.201 |
| Current | ||||
| Bond borrowings | 93.859 | 19.965 | 9.249 | 5.513 |
| Total current | 93.859 | 19.965 | 9.249 | 5.513 |
| Total borrowings | 449.646 | 268.607 | 126.278 | 128.714 |
The movements in borrowings are as follows:
| 12 months ended 31 December 2016 (amounts in € thousands) | GROUP | COMPANY |
|---|---|---|
| Balance at 1 January 2016 | 289.605 | 131.959 |
| Borrowings transaction costs - amortization | 990 | 693 |
| Borrowings transaction costs | (589) | (589) |
| Borrowings repayments | (17.051) | (3.349) |
| Finance lease repayments | (4.348) | - |
| Balance at 31 December 2016 | 268.607 | 128.714 |
| 9 months ended 30 September 2017 (amounts in € thousands) | GROUP | COMPANY |
| Balance at 1 January 2017 | 268.607 | 128.714 |
| Acquisition of interest held in participations | 193.000 | - |
| Borrowings transaction costs - amortization | 1.337 | 913 |
| Borrowings transaction costs | (1.404) | - |
| Borrowings repayments | (11.895) | (3.349) |
| Balance at 30 September 2017 | 449.646 | 126.278 |
Borrowings are secured by mortgages on the Group's land and buildings (note 5), and in some cases by additional pledges of parent company's shares as well as and/or by assignment of subsidiaries' receivables (note 7) and insurance compensations. Regarding the Company's syndicated bond loan, the securities that have been agreed comprise of mortgages on Group assets as well as share pledges on specific Group participations. The bond loan has a three year tenor and is comprised of two tranches. The first tranche of €133.95m was drawn-down on 30th November 2015, while the second tranche (which amounts to €25m) is expected to be drawn-down at the forthcoming period.
Amortization of borrowingstransaction costs of €2.4 are included in the total borrowings as at September 30, 2017, out of which €1.6m is applied to current borrowings whereas the rest €0.8m is applied to noncurrent borrowings.
The maturity of non-current borrowings is as follows:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 |
| Between 1 and 2 years | 139.616 | 199.164 | 117.029 | 123.201 |
| Between 2 and 5 years | 216.171 | 49.478 | - | - |
| Over 5 years | - | - | - | - |
| 355.787 | 248.642 | 117.029 | 123.201 |
The fair value estimation of the total borrowings is based on inputs for the asset or liability that are not based on observable market data (that is, unobservable inputs) (Level 3).
30 September 2017
The effective weighted average interest rates at 30.09.2017 are as follows:
| GROUP | COMPANY | |
|---|---|---|
| Current bond borrowings | 5,90% | 5,50% |
| Non-current bond borrowings | 4,74% | 5,50% |
At 30.09.2017, the average base effective interest rate of the Group is 0.05% and the average bank spread is 4.93%. Therefore, the Group total effective borrowing rate stands at 4.98% at 30.09.2017.
The Company's bond loans have the following financial covenants: at Company level (Issuer) the total borrowings (current and non-current) to total equity should not exceed 1.2 and at Group level the total borrowings to total equity should not exceed 2.5 and the ratio of total net debt to investment portfolio must be ≤ 75%.
At Group level, the Company's subsidiary LAMDA DOMI SA's syndicated loan of current balance €63.8m, granted by the following banking institutions: Eurobank Ergasias, Alpha Bank, National Bank of Greece and HSBC has the following covenants: Loan to value <60% and Debt Service Ratio >120%. Also, the bond loan of the Company's subsidiary PYLAIA SA granted by Hypothekenbank Frankfurt, of current balance €64.8m has the following covenants: Loan to value <80% and Debt Service Ratio >120%. Moreover, LAMDA OLYMPIA VILLAGE SA's bond loan of current balance €190m, granted by HSBC and Eurobank Ergasias has the following covenants: Loan to value <65% and Debt Service Cover ratio >110%.
At 30 September 2017, all above mentioned ratios are satisfied at Group and Company level.
During the nine month period ended 30 September 2017, the Company proceeded to payments of €3.3m as described in the syndicated bond loan contract. Regarding the subsidiaries, they proceeded to total payments of €8.5m within current reporting period, as described in their bond loan contracts.
| GROUP | COMPANY | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 | ||||||
| all amounts in € thousands | Assets | Liabilities | Assets | Liabilities | Assets | Liabilities | Assets | Liabilities | |
| Financial instruments held at fair value through profit or loss Interest rate swaps - cash flow hedges |
285 - |
- 335 |
- - |
- 651 |
- - |
- - |
- - |
- - |
|
| Total | 285 | 335 | - | 651 | - | - | - | - | |
| Non-current Current |
285 - |
- 335 |
- - |
651 - |
- - |
- - |
- - |
- - |
|
| Total | 285 | 335 | - | 651 | - | - | - | - |
13. Derivative financial instruments
The above mentioned derivative financial instruments refer to interest rate swaps.
The nominal value of interest rate swapsthat are hedged as at 30.09.2017 was €41.9m, for the Company's subsidiary LAMDA DOMI SA, and their maturity date is June 2018. The interest rate swaps have been measured at fair value stated by the counterpart bank. As at 30.09.2017 the long-term borrowingsfloating rates are secured with interest risk derivatives (swaps) ranged according to 3-month Euribor plus 6.39%.
The total fair value of the derivative financial instrument, which is described under hierarchy 2 in note 3, is presented in the statement of financial position as long-term liability since the remaining duration of the loan agreement which is hedged, exceeds 12 months.
30 September 2017
The movement in fair value is related to the effective portion of the cash flow hedge and is recognised in special reserves in equity. The effectiveness test of the cash flow hedges is based on discounted cash flows according to the forward rates (3-month Euribor) and their volatility rating.
14. Cash generated from operations
| GROUP | COMPANY | |||||
|---|---|---|---|---|---|---|
| all amounts in € thousands | Note | 01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
|
| Profit/(loss) for the period | (20.413) | 80 | 15.554 | (9.446) | ||
| Adjustments for: | ||||||
| Tax | 11.037 | 6.468 | 4.092 | 222 | ||
| Depreciation of property, plant and equipment | 6 | 618 | 626 | 100 | 118 | |
| Share of profit from associates | 7 | (2.916) | (1.698) | - | - | |
| Dividends income | - | - | (420) | (5.449) | ||
| Provision for impairment of investments in subsidiaries, joint ventures and associates |
- | - | - | 2.054 | ||
| Profits/(losses) from sale/acquisition of interest held in participations |
7 | 10.733 | - | (33.831) | - | |
| Loss from sale/valuation of financial instruments held at fair value through profit or loss |
258 | 205 | 257 | 135 | ||
| Interest income | (169) | (161) | (981) | (1.025) | ||
| Interest expense | 15.212 | 12.019 | 8.323 | 7.681 | ||
| Provision for inventory impairment | 7.338 | 540 | - | - | ||
| Net gains/(loss) from fair value adjustment on investment property |
5 | (135) | (1.202) | - | - | |
| Other non cash income / (expense) | - | (69) | (88) | - | ||
| 21.564 | 16.808 | (6.995) | (5.710) | |||
| Change s in working capital: | ||||||
| (Increase)/decrease in inventories | (13) | 1.294 | - | - | ||
| Increase in receivables | (72) | (854) | (860) | (269) | ||
| Increase/(decrease) in payables | (1.253) | (1.634) | (2.184) | 97 | ||
| (1.338) | (1.195) | (3.043) | (172) | |||
| Cash inflow/(outflow) from ope rations | 20.226 | 15.613 | (10.039) | (5.882) |
15. 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 | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 | |
| No later than 1 year | 3.393 | 3.373 | 953 | 944 | |
| Later than 1 year and not later than 5 years | 13.635 | 13.857 | 2.152 | 2.905 | |
| Later than 5 years | 50.259 | 57.276 | - | - | |
| Total | 67.286 | 74.506 | 3.106 | 3.849 |
The Group has no contractual liability for investment property repair and maintenance services.
16. Contingent liabilities
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 liabilities are expected to arise as follows:
30 September 2017
| GROUP | COMPANY | |||
|---|---|---|---|---|
| Liabilities (all amounts in € thousands) | 31.12.2016 | 31.12.2015 | 31.12.2016 | 31.12.2015 |
| Letters of guarantee relating to obligations | 35.268 | 33.159 | 30.004 | 30.004 |
| Total | 35.268 | 33.159 | 30.004 | 30.004 |
| Assets (all amounts in € thousands) | ||||
| Letters of guarantee relating to receivables from tenants | 39.650 | 21.384 | - | - |
| Total | 39.650 | 21.384 | - | - |
In addition to the issues mentioned above there are also the following particular issues:
- Regarding the parent Company, a tax audit by the Greek tax authorities for the fiscal years 2009 and 2010 has been completed and additional taxes of €130k has been applied. Also, a tax audit for the Company's subsidiary Pylea SA for the fiscal year 2010 has been completed and additional taxes of €148k has been applied. For the total amount of the additional taxes, there has been a corresponding provision for differences deriving from unaudited tax years already. In addition, the Company is being conducted again by the tax authorities for the fiscal year 2012.The Group provides, when considered appropriate, and on a company by company basis for possible additional taxes that may be imposed by the tax authorities. For further information regarding the Group's unaudited fiscal years refer to note 19. As a result, the Group's tax obligations have not been defined permanently.
- A property transfer tax of €10,1m approximately has been imposed on the societe anonyme LAMDA Olympia Village (former DIMEPA, hereinafter referred to as LOV); Out of the forty (40) recourses which have been filed respectively, seventeen (17), amounting to €6.8m, have been irrevocably accepted by the Administrative Court of Appeals; while either the corresponding to them appeals on points of law of the Hellenic Republic have been rejected (for eight of them) or the Hellenic Republic did not even file an appeal on points of law (for the remaining nine). As for the remaining twenty – three (23) recourses, twenty-two (22) have been rejected by courts of first instance and one (1), amounting to €100k, has been partially accepted. LOV has filed appeals against all these rejecting decisions, with one exception where an appeal could not be filed, due to the amount of the litigation; LOV has also appealed against the decision partially accepting the recourse. Out of these twenty-two (22) appeals: ten (10) were initially rejected by the second instance court, but LOV filed appeals on points of law before the Council of State, eight (8) of which were accepted, whereas the rest two (2) were rejected due to the amount of the litigation. Hence, these eight (8) cases were referred back before the Administrative Court of Appeals and, following their hearing on 06.02.2017, a positive decision has been issued on four (4) of them, thus annulling the respective audit deeds (amounting approximately to €1m), while the rest four (4) decisions are still pending. Another twelve (12) appeals have been rejected; LOV has filed appeals on points of law for six (6) of them, where such an appeal is allowed taking into account the amount of the litigation, the scheduling of their hearing being pending. Consequently out of the forty (40) recourses seventeen (17), amounting totally to €6.8m, have been irrevocably accepted in favor of LOV, while another nine (9), amounting totally to €480k, have been irrevocably rejected in favor of the Hellenic Republic.
- During the whole term of this litigation, LOV has been obliged to pay to the Hellenic Republic the amount of approximately €836k during 2005, €146k during 2006, €27k during 2007, €2.9m in 2012, €2.2m in 2013, €983k in 2014 and €235k in 2015 (which are registered in the property transfer tax). Until 30.09.2017 the Company has been refunded for the amount of €1.3m based on the recourses that have been irrevocably accepted. 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 LOV's shares.
- Additionally, LOV had to pay for the transfer of specific real property in the past (on 2006), property transfer tax of approximately €13,7m, reserving its rights with regard to this tax and finally taking recourse to the administrative courts against the silent rejection of its reservations by the competent Tax Authority. In 2013 the said recourse was accepted and the re-calculation
of the owed property tax was ordered, which led to the returning to LOV of an amount of approximately €9,5m. Further to appeals on points of law filed by both parties, the Council of State rejected LOV's appeal and accepted the Hellenic Republic's appeal; consequently the case was referred back to the Administrative Court of Appeals, which postponed the issue of a final decision and obliged on one hand the Tax Office of N. Ionia to carry out an audit in order to determine the market value of the property and to compile a report and LOV on the other hand to adduce counter-evidence, if it holds comparable data from appraisals of similar property offers. After the submission of the respective information, the case was heard before the Administrative Court of Appeals on 02.10.2017 and the decision is still pending.
- Five (5) petitions for annulment have been filed and were pending before the Council of State related to LOV, regarding the plot of land where the Maroussi Media Village (or "Olympiako Chorio Typou") and the Commercial and Leisure Centre "The Mall Athens" were built. More specifically: the first of these petitions was heard on 3.5.2006 and the decision no 391/2008 of the Fifth Chamber of the Council of State was issued committing for the Plenary Session of the Council of State. Further to successive postponements the case was heard on 05.04.2013. By virtue of its decision No 376/2014, the Plenary Session accepted the said petition and the Court annulled the silent confirmation by the competent planning authority of the Ministry of Environment, Planning & Public Works (namely, DOKK) that the studies of the project submitted to such authority were compliant with article 6 paragraphs 1 and 2 of Law 3207/2003. The Council of State annulled the aforementioned act, because it identified irregularities of a procedural nature in the issuance of the licenses required for the project. In light of such nature of the identified irregularities, it is estimated that they may be rectified, and LOV has already initiated the procedure required further to the issuance of the said decision. The completion of the above mentioned procedure, which of course requires the effective contribution of the involved competent public services, will safeguard the full and unhindered operation of the Shopping Center.
- The second petition was heard on 02.04.2014, further to successive postponements, and the Fifth Section issued its Decision No. 4932/2014, whereby the Court cancelled the proceedings. The hearing for the third and fourth petitions has been set for 2.03.2018 (again, further to successive postponements). The third and fourth petitions for annulment seek the annulment of a series of pre-approvals and operating licenses respectively, issued by the Municipality of Maroussi to a number of stores operating in the aforementioned Shopping Center, on the basis that the law on which said pre-approvals and licenses were issued is not compatible with the provisions of the Constitution. In light of the aforementioned decision of the Court's Plenary Session, the Company's legal advisors believe that the third and fourth petitions for annulment will be accepted. The fifth petition for annulment, which was heard on 21.03.2017, will probably be rejected on the groundsthat thematter falls outside of the Court'sjurisdiction (since the decision under annulment is the decision of the Board of Directors of OEK (Worker's Housing Organization or "Organismos Ergatikis Katoikias") which is not an enforceable administrative act).
- In addition to the above, LOV sold the office building "ILIDA BUSINESS CENTRE" to the company "EUROBANK Leasing S.A." on 26.06.2007. "EUROBANK Leasing S.A." entered into a financial lease agreement with "Blue Land S.A." regarding the said office building. The respective deed of transfer includes a provision specifying that, if either of the first two petitions isirrevocably accepted on the groundsthat Law 3207/2003 is not compatible with the provisions of the Constitution, then the transaction shall be reversed by reinstatement of the property to its original status, in which case the buyer "EUROBANK Leasing" shall be entitled to the full buying price and the ownership of the office building shall return to LOV. Two opposing lawsuits have been filed; the first one was filed by the Company and LOV and is seeking to have identified that the conditions for the said provision have not been fulfilled and the second one was filed by "EUROBANK Leasing S.A." (and "BLUE LAND S.A." intervened as a third party in the proceedingsto support the validity of EUROBANK's claims) and is seeking to have identified that the conditions have been met and that the purchase price be returned to "EUROBANK Leasing S.A.". The case was heard (further to postponement) on 11.10.2016. The Multimember First Instance Court issued decision No, 1522/2017 (which was delivered at 13.7.2017), whereby the Company's and the LOV's lawsuit was rejected and the opposing lawsuit filed by Eurobank Leasing was partially accepted.
The Company and LOV filed appeal Νo. 572531/504467/2017, the hearing of which has been set for 19.04.2018. "EUROBANK Leasing S.A." also filed an appeal (Νo. 573006/50450/2017), set to be heard on 03.05.2018, and "BLUE LAND S.A." intervened again in favour of Eurobank Leasing; pursuant to the Company's legal counsels' assessment, which is also based on the opinions of Professors of the Athens University, the said provision of the deed of transfer is not applicable, as it regulates issues that may not be rectified, whereas the Council of State identified matters that could be remedied. It should be noted that, in any case, the Company (and LOV) will not be obligated to disburse any of the amounts set out in the Court's ruling until a final decision is issued by the Court of Appeals.
Further, pursuant to the aforementioned deed of transfer, in the event of any other ruling of the Council of State regarding the said Law's non-compatibility to the Constitution, including the acceptance of the third, fourth or fifth petition, then the purchaser will be entitled to repudiate the contract and demand restoration of the aforementioned actual damages, following the lapse of a period of two years from the date of issuance of the decision on the annulment petitions, on condition that any defects or deficiencies resulting from said decision have not been remedied in the meantime.
- Contractor "MICHANIKI SA" undertook a significant part of the construction works for the "Mediterranean Cosmos" shopping centre in Pylaia, Thessaloniki. Both "PYLAIA SA", a subsidiary of the Company, and "MICHANIKI SA" have filed actions and counter-actions against each other, which were jointly heard on 1.4.2009. The Athens Multimember Court of 1st Instance issued decision 8172/2009 according to which the actions of "PYLAIA SA" were rejected whereas an expert was appointed in relation to the actions of "MICHANIKI SA". "PYLAIA SA" appealed against that decision and the hearing of the appeal took place, following postponements, on 28.02.2013 before the Athens Court of Appeal. The Athens Court of Appeal issued decision No. 3977/2013 which rejected the appeal of "PYLAIA S.A.". The Company submitted an appeal on points of law before the Supreme Court, which was heard on 11.05.2015. The Court accepted the appeal of "PYLAIA S.A." by means of its Decision No 208/2016, despite the negative opinion issued by the Judge Rapporteur, and sent the case back to the Court of Appeals for a new hearing. That hearing in the Court of Appeals has been set for 26.10.2017, when it was postponed for 07.02.2019. Moreover, on 28.12.2010 the "PYLEA SA" filed lawsuits No 13132, 13134 and 13129/2010 before the Athens Multi-Member 1 st Instance Court against "MICHANIKI SA", the hearing of which took place on 13.02.2013, following a postponement on 14.11.2012. Such lawsuits are identical to the previously presented lawsuits, save that they have been filed jointly with the company "EUROHYPO S.A." to address the event where the Court rules that "PYLAIA SA" is not entitled to file these lawsuits in its name. For this reason, the hearing of such lawsuits was cancelled on 13.02.2013 and had been reenacted so that those lawsuits were scheduled to be heard on 18.03.2015, when hearing was postponed for 25.01.2017 and then again cancelled. A new hearing for these lawsuits has been already set for 21.02.2018.
Additionally, further to the submission before the Court of the expert's report, which is favorable to "PYLAIA SA", the hearing of the actions of "MICHANIKI SA" had been set for 27.05.2015 (after postponement of 13.03.2013), but it was cancelled. Moreover, "PYLAIA SA" filed an action against "MICHANIKI SA" on 24.12.2010 for additional compensation from the above causes, the hearing of which had been set, following postponements, on 25.02.2015, but it was cancelled. Finally, "MICHANIKI S.A." filed a new lawsuit seeking compensation for amounts that "PYLAIA S.A." had collected from Alpha Bank by forfeiture of "MICHANIKI S.A." bank bonds. The lawsuit was set to be heard on 28.05.2015, but was postponed for 12.10.2017, when it was cancelled. The amount of total claims of "PYLAIA SA" against "MICHANIKI SA" is €20m (which includes the amount of €2,5m for moral damages), while "MICHANIKI SA" with said actions claims the amount of €37m (including the amount of €10.5m in compensation for moral damages). In any case, the Company's legal advisors believe that the legitimate claims of "PYLAIA SA" against "MICHANIKI SA" significantly exceed the legitimate claims of the latter against "PYLAIA SA".
Furthermore, there are various legal cases of the Group's companies, which are not expected to create material additional liabilities.
17. Related party transactions
The following transactions were carried out with related parties:
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands | 01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
| i) Sales of goods and services | ||||
| - subsidiaries | - | - | 1.437 | 633 |
| - joint ventures | 1.321 | 1.853 | 124 | 162 |
| - associates | - | - | 51 | 51 |
| 1.321 | 1.853 | 1.612 | 846 | |
| ii) Purchases of goods and services | ||||
| - subsidiaries | - | - | 700 | 692 |
| - joint ventures | 185 | 263 | - | - |
| 185 | 263 | 700 | 692 | |
| iii) Dividend income | ||||
| - subsidiaries | - | - | 420 | 8.029 |
| - | - | 420 | 8.029 | |
| iv) Benefits to management | ||||
| - salaries and other short-term employment benefits | 432 | 424 | 432 | 424 |
| 432 | 424 | 432 | 424 | |
| v) Period-end balances from sales-purchases of goods/servises | GROUP | COMPANY | ||
| all amounts in € thousands | 30.09.2017 | 31.12.2016 | 30.09.2017 | 31.12.2016 |
| Receivables from related parties: | ||||
| - subsidiaries | - | - | 992 | 91 |
| - joint ventures | - | - | 16 | - |
| - associates | 35 | 551 | 19 | - |
| 35 | 551 | 1.028 | 91 | |
| Payables to related parties: | ||||
| - subsidiaries | - | - | 82 | 7 |
| - associates | - | 108 | - | - |
| - | 108 | 82 | 7 | |
| vi) Loans to associates: | ||||
| Balance at the beginning of the period | 1.111 | 1.536 | 86.414 | 94.550 |
| Loans granted during the period | 360 | 2.278 | - | - |
| Loan repayments/Transfer to share capital | (825) | (2.700) | - | - |
| Interest repayments/Transfer to share capital | (17) | (27) | - | - |
| Loan repayments | - | - | - | (2.607) |
| Loan and interest impairment | - | - | (88) | (6.699) |
| Interest charged | 24 | 25 | 850 | 1.170 |
| Balance at the end of the period | 652 | 1.111 | 87.176 | 86.414 |
At Company level, the loans to associates refer to loans of initial capital €80m that the parent company has granted to its subsidiaries LAMDA Development Romania SRL, LAMDA Development Sofia EOOD, Robies Services Ltd, LAMDA Development Montenegro DOO and Property Development DOO.
Condensed interim financial statements 30 September 2017
| vii) Loans from associates: | ||||
|---|---|---|---|---|
| Balance at the beginning of the period | 17.947 | 17.228 | 21.974 | 21.224 |
| Borrowings received | - | - | 18.243 | - |
| Loan repayments | - | - | (700) | - |
| Aacquisition of interest held in participations | (18.302) | - | - | - |
| Borrowings transaction costs - amortization | - | - | 14 | 18 |
| Interest paid | - | - | (74) | (162) |
| Interest charged | 355 | 718 | 916 | 893 |
| Balance at the end of the period | - | 17.947 | 40.373 | 21.974 |
At Company level, the loansfrom associatesrefer to loans of initial capital €37m that the parent company has been granted from the companies LAMDA Prime Properties SA and LOV Luxembourg SARL. During 2017, the Company repaid the amount of €700k to its subsidiary LAMDA Prime Properties SA and an additional loan of €18.2m from LOV Luxembourg SARL. At Group level, following the acquisition of 25% of LOV Luxembourg SARL and 50% of LAMDA OLYMPIA VILLAGE SA, there are no more loans from associates.
Services from and to related parties, as well as sales and purchases of goods, take place based on the price lists in force with non-related parties.
18. 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 | 01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
01.01.2017 to 30.09.2017 |
01.01.2016 to 30.09.2016 |
| Profit/(loss) attributable to equity holders of the Company | (22.020) | 100 | 15.554 | (9.446) |
| Weighted average number of ordinary shares in issue | 77.356 | 77.642 | 77.356 | 77.642 |
| Basic earnings/(losses) per share (in € per share) | (0,28) | 0,00 | 0,20 | (0,12) |
We note that the increase of share capital that emanates from the employee share option scheme takes place on 31 December of each year and consequently does not influence the weighted average number of shares.
Diluted
| GROUP | COMPANY | |||
|---|---|---|---|---|
| all amounts in € thousands Profit/(loss) used to determine dilluted earnings/(losses) per share |
01.01.2017 to 30.09.2017 (22.020) |
01.01.2016 to 30.09.2016 100 |
01.01.2017 to 30.09.2017 15.554 |
01.01.2016 to 30.09.2016 (9.446) |
| Weighted average number of ordinary shares in issue Adjustment for share options: |
77.356 | 77.642 | 77.356 | 77.642 |
| Employees share option scheme Weighted average number of ordinary shares for dilluted |
- | - | - | - |
| earnings/(losses) per share | 77.356 | 77.642 | 77.356 | 77.642 |
| Diluted earnings/(losses) per share (in € per share) | (0,28) | 0,00 | 0,20 | (0,12) |
Diluted earnings / (losses) per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Company has only one category of dilutive potential ordinary shares i.e. share options. For these share options, a calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average annual market share price of the Company's shares) based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share
30 September 2017
options. The difference that arises is added to the denominator as issuance of common shares with no exchange value. Finally, no adjustment is made in the earnings (nominator).
19. Income tax expense
According to tax law, the corporate income tax rate of legal entities in Greece is set at 29% and intragroup dividends are exempt from both income tax, as well as withholding tax provided that the parent entity holds a minimum participation of 10% for two consecutive years.
In addition, the tax rate for the subsidiariesregistered in foreign countries differs from country to country as follows: Greece 29%, Romania 16%, Serbia 15%, Bulgaria 10%, Montenegro 9% and Netherlands 25.5%.
Under Greek tax regulations, an income tax advance calculation on each year's current income tax liability is paid to the tax authorities. Net operating losses which are tax deductible, can be carried forward against taxable profits for a period of five years from the year they are generated.
Tax certificate and unaudited tax years
The unaudited tax years for the Company and the Group's companies are as follows:
| Fiscal years unaudited by the |
Fiscal years unaudited by the |
||
|---|---|---|---|
| tax authorities | tax authorities | ||
| Company | Company | ||
| LAMDA Development SA | 2016 | ||
| LAMDA Olympia Village SA | 2016 | ||
| PYLAIA SA | 2016 | METROPOLITAN EVENTS | 2012-2016 |
| LAMDA Domi SA | 2016 | LAMDA Development DOO Beograd | 2003-2016 |
| LAMDA Flisvos Marina SA | 2016 | Property Development DOO | 2010-2016 |
| LAMDA Prime Properties SA | 2016 | Property Investments DOO | 2008-2016 |
| LAMDA Estate Development SA | 2016 | LAMDA Development Romania SRL | 2010-2016 |
| LD Trading SA | 2016 | LAMDA Development Sofia EOOD | 2006-2016 |
| KRONOS PARKINGSA | 2014-2016 | SC LAMDA MED SRL | 2005-2016 |
| LAMDA Erga Anaptyxis SA | 2014-2016 | LAMDA Development Montenegro DOO | 2007-2016 |
| LAMDA Flisvos Holding SA | 2014-2016 | LAMDA Development (Netherlands) BV | 2008-2016 |
| LAMDA Leisure SA | 2014-2016 | Robies Services Ltd | 2007-2016 |
| GEAKAT SA | 2014-2016 | Robies ProprietatiImobiliare SRL | 2007-2016 |
| MALLS MANAGEMENT SERVICES SA | 2016 | SC LAMDA Properties Development SRL | 2007-2016 |
| MC Property Management SA | 2016 | Singidunum-Buildings DOO | 2007-2016 |
| LAMDA Akinhta SA | 2014-2016 | GLS OOD | 2006-2016 |
| LAMDA Dogus Marina Investments SA | 2015-2016 | LOVLuxembourg SARL | 2013-2016 |
| ATHENS METROPOLITAN EXPO SA | 2014-2016 | TIHI EOOD | 2008-2016 |
For the year ended 31 December 2011 and onwards as the Law 4174/2013 (article 65A) currently stands (and as Law 2238/1994 previously provided in article 82), up to and including fiscal years starting before 1 January 2016, the Greek sociιtιs anonymes and limited liability companies whose annual financial statements are audited compulsorily, were required to obtain an 'Annual Tax Certificate', which isissued after a tax audit is performed by the same statutory auditor or audit firm that audits the annual financial statements. For fiscal years starting from 1 January 2016 and onwards, the 'Annual Tax Certificate' is optional, however the Group will obtain such certificate. In accordance with the Greek tax legislation and the respective Ministerial Decisions issued, additional taxes and penalties may be imposed by the Greek tax authorities following a tax audit within the applicable statute of limitations (i.e. in principle five years as from the end of the fiscal year within which the relevant tax return should have been submitted), irrespective of whether an unqualified tax certificate has been obtained from the tax paying company.
Regarding the Greek companies of the Group that are subject to tax certificate, the tax audit for the fiscal year 2016 was completed by PriceWaterhouseCoopers SA and the relevant tax certificate has been issued.
30 September 2017
Up to 31.12.2016 the Company and Pylea SA have been officially served with audit mandate by the competent Greek tax authorities for the year 2010. Consequently, the State is not anymore entitled, due to the lapse of the statute of limitation, to issue assessment sheets and assessment acts for taxes, duties, contributions and surcharges for the years up to 2010, pursuant to the following provisions: (a) para. 1 art. 84 of Law 2238/1994 (unaudited cases of Income taxation), (b) para. 1 art. 57 of Law 2859/2000 (unaudited cases of Value Added Tax), and, (c) para. 5 art. 9 of Law 2523/1997 (imposition of penalties for income tax cases).
Regarding the parent Company, a tax audit by the Greek tax authorities for the fiscal years 2009 and 2010 was completed and additional taxes of €130k has been applied. Also, a tax audit for the Company's subsidiary Pylea SA for the fiscal year 2010 has been completed and additional taxes of €148k has been applied. For the total amount of the additional taxes, there has been a corresponding provision for differences deriving from unaudited tax years already. In addition, the Company is being conducted again by the tax authorities for the fiscal year 2012. The Group provides, when considered appropriate, and on a company by company basis for possible additional taxes that may be imposed by the tax authorities. As a result, the Group's tax obligations have not been defined permanently.The total amount of the cumulative provision made for the Group's and Company's unaudited, by the tax authorities, years amount to €0.8m and €0.6m respectively.
20. Number of employees
Number of employees at the end of the period: Group 224, Company 75 (nine month period ended 30 September 2016: Group 209, Company 67) from which there are no seasonal (nine month period ended 30 September 2016: Group 0, Company 0).
21. Events after the financial position date
The Company, as per its existing strategy, is concentrating on its activities in the Greek market, with focus on the Company's further growth in the area of shopping centers and, in general, on retail real estate assets, as well as on the very significant project of the redevelopment of the Hellinikon, announced at 29 th of November 2017 that concluded the sale of the real estate "Kalemegdan" in Belgrade, at the price of €25m. The book value of the property was €40.4 million.
There are no other events after the balance sheet date considered to be material to the financial position of the Company.