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Lamda Development S.A. Interim / Quarterly Report 2019

May 30, 2019

2660_10-q_2019-05-30_699a85a7-0410-451f-95fe-0273a647a49a.pdf

Interim / Quarterly Report

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Condensed separate and consolidated interim financial statements in accordance with International Financial Reporting Standards («IFRS»)

1 January – 31 March 2019

LAMDA Development S.A.

G.E.MI.: 3379701000 37A Kifissias Ave. 15123, Maroussi

These financial statements have been translated from the original statutory financial statements that have been prepared in the Greek language. In the event that differences exist between this translation and the original Greek language financial statements, the Greek language financial statements will prevail over this document.

Statement of financial position 2
Income Statement 3
Total Comprehensive Income Statement 4
Statement of changes in equity (Consolidated) 5
Statement of
changes in equity (Company)
6
Cash Flow Statement 7
Notes to the
condensed separate and consolidated interim financial statements
8
1. General information 8
2. Basis of preparation and summary of significant accounting policies 8
3. Segment information 11
4. Investment property 13
5. Property, plant and equipment 14
6. Investments in subsidiaries, joint ventures and associates 15
7. Financial instruments by category 20
8. Borrowings 20
9. Income tax expense 22
10. Cash generated from operations 24
11. Commitments 24
12. Contingent liabilities 24
13. Related party transactions 26
14. Earnings per share 28
15. Changes in accounting policies 28
16. Events after the balance sheet date 30

Statement of financial position

GROUP COMPANY
Note 31.03.2019 31.12.2018 31.03.2019 31.12.2018
all amounts in € thousands
ASSETS
Non-current assets 4 852.115 852.115 1.840 1.840
Investment property
Right-of-use assets 15 78.788 - 1.432 -
Property, plant and equipment 5 8.056 5.877 631 648
Investments in subsidiaries 6 - - 310.283 308.307
Investments in joint ventures and associates
Deferred tax assets
6 32.260
8.443
30.529
7.739
7.759
7.863
7.759
7.185
Derivative financial instruments 285 285 - -
Receivables 27.195 27.339 8.020 8.013
1.007.141 923.885 337.829 333.754
Current assets
Inventories 9.367 9.366 - -
Trade and other receivables 37.325 40.574 21.713 24.424
Current tax assets 3.049 3.567 2.988 2.987
Financial instruments held at fair value through profit
or loss
595 595 - -
Cash and cash equivalents 69.665 67.875 7.964 12.245
120.002 121.976 32.665 39.656
Total assets 1.127.143 1.045.861 370.494 373.410
EQUITY AND LIABILITIES
Equity attributable to equity holders of the parent
Share capital and share premium 376.663 376.663 376.663 376.663
Other reserves 7.575 6.900 3.012 3.012
Retained earnings/(Accumulated losses) (26.270) (28.447) (190.612) (187.233)
357.968 355.117 189.063 192.442
Non-controlling interests 81.035 79.500 - -
Total equity 439.002 434.616 189.063 192.442
LIABILITIES
Non-current liabilities
Borrowings 8 308.181 305.835 - -
Lease liability 15 78.353 - 632 -
Deferred tax liabilities 107.365 106.683 - -
Employee benefit obligations 1.191 1.202 812 812
Other non-current liabilities 1.266 1.330 54.044 53.654
496.356 415.049 55.489 54.466
Current liabilities
Borrowings 8 139.691 141.006 96.128 96.128
Lease liability 15 425 - 801 -
Trade and other payables 47.667 53.626 29.013 30.374
Current tax liabilities 4.001 1.563 - -
191.785 196.195 125.942 126.502
Total liabilities 688.141 611.244 181.431 180.968
Total equity and liabilities 1.127.143 1.045.861 370.494 373.410

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 May 30, 2019.

Condensed Interim Financial Information 1 January - 31 March 2019

0,04 0,03 (0,04) (0,05)

Income Statement

COMPANY
Note 01.01.2019 to 01.01.2018 to 01.01.2019 to 01.01.2018 to
31.03.2018
20.215 19.684 347 844
(2.044) (2.620) - -
(2.173) (1.970) (1.396) (1.513)
(211) (192) (242) (35)
(1.154) (1.340) (826) (973)
14.634 13.563 (2.117) (1.677)
11 7 279 277
(6.559) (6.672) (2.219) (2.956)
Share of net profit of investments accounted for using the (769) (198) - -
7.317 6.700 (4.056) (4.356)
(2.932) (3.136) 678 759
4.385 3.564 (3.379) (3.597)
2.851 2.167 (3.379) (3.597)
1.534 1.397 - -
4.385 3.564 (3.379) (3.597)
14
31.03.2019 GROUP
31.03.2018
31.03.2019

Total Comprehensive Income Statement

GROUP COMPANY
all amounts in € thousands 01.01.2019 to
31.03.2019
01.01.2018 to
31.03.2018
01.01.2019 to
31.03.2019
01.01.2018 to
31.03.2018
Profit/(loss) for the period 4.385 3.564 (3.379) (3.597)
Cash flow hedges, after tax - 78 - -
Currency translation differences - (2) - -
Items that may be subsequently reclassified to profit or loss - 76 - -
Total comprehensive income for the period 4.385 3.640 (3.379) (3.597)
Profit/(loss) attributable to:
Equity holders of the parent 2.851 2.219 (3.379) (3.597)
Non-controlling interest 1.534 1.421 - -
4.385 3.640 (3.379) (3.597)

Statement of changes in equity (Consolidated)

Attributable to equity holders of the parent
all amounts in € thousands Share capital Other reserves Retained earnings /
(Accumulated losses)
Total Non-controlling
interests
Total equity
GROUP
1 January 2018 376.800 6.419 (70.378) 312.841 64.536 377.377
Total Income:
Profit for the period - - 2.167 2.167 1.397 3.564
Other comprehensive income for the period:
Cash flow hedges, after tax
- 53 - 53 25 -
78
Currency translation differences - (2) - (2) - (2)
Total comprehensive income for the period - 51 2.167 2.219 1.421 3.640
Transactions with the shareholders:
Statutory reserves
- 28 (28) - - -
- 28 (28) - - -
31 March 2018 376.800 6.498 (68.239) 315.060 65.957 381.017
1 January 2019 376.663 6.900 (28.447) 355.117 79.500 434.616
Total Income:
Profit for the period
- - 2.851 2.851 1.534 4.385
Other comprehensive income for the period:
Actuarial gains/(losses), after tax
Total comprehensive income for the period
-
-
3
3
(3)
2.848
-
2.851
-
1.534
-
4.385
Transactions with the shareholders:
Statutory reserves
- 672 (672) - - -
- 672 (672) - - -
31 March 2019 376.663 7.575 (26.270) 357.968 81.035 439.002

Statement of changes in equity (Company)

all amounts in € thousands Share capital Other reserves Retained earnings /
(Accumulated losses)
Total equity
COMPANY
1 January 2018 376.800 3.007 (168.803) 211.004
Total Income:
Loss for the period - - (3.597) (3.597)
Total comprehensive income for the period - - (3.597) (3.597)
31 March 2018 376.800 3.007 (172.400) 207.407
1 January 2019 376.663 3.012 (187.233) 192.442
Total Income:
Loss for the period - - (3.379) (3.379)
Total comprehensive income for the period - - (3.379) (3.379)
31 March 2019 376.663 3.012 (190.612) 189.063

Condensed Interim Financial Information 1 January - 31 March 2019

Cash Flow Statement

GROUP COMPANY
all amounts in € thousands Note 01.01.2019 to
31.03.2019
01.01.2018 to
31.03.2018
01.01.2019 to
31.03.2019
01.01.2018 to
31.03.2018
Cash flows from operating activities
Cash generated from / (used in) operations 10 9.422 11.221 (2.779) 307
Interest and other finance costs paid (4.927) (6.130) (1.718) (7.002)
Interest expense on lease liabilities (856) - (15) -
Income taxes paid 4 (45) - -
Net cash inflow/(outflow) from operating activities 3.643 5.045 (4.497) (6.695)
Cash flows from investing activities
Purchase of property, plant and equipment and investment property 4,5 (2.490) (111) (21) (12)
Proceeds from sale of investment property 4 - 6.500 - -
Loans to/from related parties 13 - (620) - (620)
Interest received 11 7 - 2
Proceeds from sale/liquidation of participation - 1.987 - 1.987
(Purchase)/sale of financial instruments held at fair value through profit or loss - 1.591 - 1.591
(Increase)/decrease in the share capital of participations 6 (2.500) - (1.976) -
Restricted cash - (450) 2.500 5.862
Net cash inflow (outflow) from investing activities (4.979) 8.904 503 8.812
Cash flows from financing activities
Borrowings 8 3.238 - - -
Repayment of borrowings from related parties 13 - - (85) (700)
Repayment of borrowings 8 (2.485) (4.538) - -
Lease payments (105) - (202) -
Borrowings transaction costs 8 (22) - - -
Restricted cash 2.500 - - -
Net cash inflow (outflow) from financing activities 3.127 (4.538) (287) (700)
Net increase (decrease) in cash and cash equivalents 1.791 9.412 (4.281) 1.417
Cash and cash equivalents at the beginning of the period 67.875 86.244 12.245 29.894
Cash and cash equivalents at end of period 69.665 95.656 7.964 31.311

Notes to the condensed separate and consolidated interim financial statements

1. General information

These financial statements include the separate 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 three month period ended March 31, 2019. The names of the subsidiaries are disclosed in note 6 of these financial statements. The annual financial statements of the Company and the consolidated entities for the year ended at 31 December 2018, are available in the parent company's website 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, 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 37A 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 31.03.2019 with interest held at 53.82% of the share capital and therefore the Group's financial statements are included in its consolidated financial statements.

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 May 30, 2019.

2. Basis of preparation and summary of significant accounting policies

2.1. Basis of preparation

These separate and consolidated 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 separate and consolidated financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2018 which are available on the Group's 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, 2018 apart from the adoption of the new standard, which impact is disclosed in note 15.

These Company and consolidated 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 disruptions to 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.

The management is undergoing negotiations with the counterparties in relation to the refinancing of the Group short-term loans of €101.4m, a procedure that has not been completed until the date of these financial statements' release (note 8). In relation to the Company's syndicated bond loan, amount of €96.1m, the bond holders have approved an extension until 30.06.2019, following a respective request. The extension was regarded as necessary due to the complicity of the specific syndicate bond loan and

will allow a more efficient negotiation for the rest of the programme's terms. Τhe Management expects that the loan will be refinanced successfully.

In addition, regarding the bond loan of the subsidiary PYLAIA SA amount of €64.8m at 31.03.2019, tranches of €23m are included in the short-term borrowings of the Group, the refinancing of which was completed at 19.04.2019. It has a seven-year tenor and the purpose is the repayment of a) the existing loan and b) the overdraft account.

The following specific matters should be noted that may impact the operations of the Group in the foreseeable future:

The macroeconomic and financial environment in Greece is showing continuous signs of stability, evidenced by the official exit from the international bailout programme on August 20, 2018. However uncertainties continue to exist, since the country is under a "post-programme surveillance" programme where it will have to show its progress in meeting budget and reform targets, while economy remains very sensitive to fluctuations in the external environment. The capital controls initially imposed on June 28, 2015 continue to be in place but have been eased over time. Despite the aforementioned uncertainties, the Group's operations continue without any disruption while the Group's shopping centers show further improvement of their profitability and also, there is a positive change in the discount rates; however Management is not able to accurately predict the likely developments in the Greek economy and its impact on the Group activities.

"The Mall Athens" - Lamda Olympia Village S.A.

As described in detail in note 12 "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 March 31, 2019. In this uncertain economic environment, management continually assesses the situation, in this uncertain economic environment, 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 financial statements for the period ended December 31, 2018, 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.

These consolidated and Company annual 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 financial statements for the period ended December 31, 2018.

2.2. New standards, amendments to standards and interpretations

Certain new standards, amendments to standards and interpretations have been issued that are mandatory for periods beginning on or after 1.1.2019. 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

IFRS 16 "Leases"

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 recognize 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 effect of this standard on the Group is disclosed in note 15.

IAS 28 (Amendments) "Long term interests in associates and joint ventures"

The amendments clarify that companies account for long-term interests in an associate or joint venture to which the equity method is not applied - using IFRS 9.

IFRIC 23 "Uncertainty over income tax treatments"

The interpretation explains how to recognize 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.

IAS 19 (Amendments) "Plan amendment, curtailment or settlement"

The amendments specify how companies determine pension expenses when changes to a defined benefit pension plan occur.

Annual Improvements to IFRS (2015 – 2017 Cycle)

The amendments set out below include changes to four IFRSs.

IFRS 3 "Business combinations"

The amendments clarify that a company remeasures its previously held interest in a joint operation when it obtains control of the business.

IFRS 11 "Joint arrangements"

The amendments clarify that a company does not remeasure its previously held interest in a joint operation when it obtains joint control of the business.

IAS 12 "Income taxes"

The amendments clarify that a company accounts for all income tax consequences of dividend payments in the same way.

IAS 23 "Borrowing costs"

The amendments clarify that a company treats as part of general borrowings any borrowing originally made to develop an asset when the asset is ready for its intended use or sale.

Standards and Interpretations effective for subsequent periods

IFRS 3 (Amendments) "Definition of a business" (effective for annual periods beginning on or after 1 January 2020)

The amended definition emphasizes that the output of a business is to provide goods and services to customers, whereas the previous definition focused on returns in the form of dividends, lower costs or other economic benefits to investors and others. The amendments have not yet been endorsed by the EU.

IAS 1 and IAS 8 (Amendments) "Definition of a material" (effective for annual periods beginning on or after 1 January 2020)

The amendments clarify the definition of material and how it should be applied by including in the definition guidance which until now was featured elsewhere in IFRS. In addition, the explanations accompanying the definition have been improved. Finally, the amendments ensure that the definition of material is consistent across all IFRS. The amendments have not yet been endorsed by the EU.

There are no other new standards or amendments to standards, which are mandatory for periods beginning during the current period and subsequent periods that may have significant impact on the Group's financial statements.

3. 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 three month period ended 31 March 2019 were as follows:

Real estate
all amounts in € thousands GREECE BALKANS Administrative and Management
Services
Eliminations
among
segments
Total
Shopping
centers
Other
investment
property and
land
Other
investment
property and
land
Revenue from third parties 19.594 683 - 2 288 (352) 20.215
Other direct property operating expenses (2.917) (148) - - - 1.021 (2.044)
Other (125) (101) - (80) (2.351) (669) (3.327)
Share of profit / (loss) from joint ventures and associates - (390) - (379) - - (769)
EBITDA 16.553 43 (458) (2.063) - 14.076

The segment results for the three month period ended 31 March 2018 were as follows:

Real estate
all amounts in € thousands GREECE BALKANS Administrative and Management
Services
Eliminations
among
segments
Total
Shopping
centers
Other
investment
property and
land
Other
investment
property and
land
Revenue from third parties 19.438 268 2 386
-
(410) 19.684
Other direct property operating expenses
Other
Share of profit / (loss) from joint ventures and associates
(3.341)
(72)
-
(129)
(76)
106
-
(70)
(304)
-
(2.652)
-
850
(440)
-
(2.620)
(3.310)
(198)
EBITDA 16.025 170 (373) (2.266) - 13.556

It is noted that the analysis of the operating results per segment has been enriched with additional information with regard to administrative and management services which are not related to the motoring of the operating segments in Greece and Balkans.

Transfer prices between operating segments are on an arm's length basis in a manner similar to transactions with third parties.

Real estate
all amounts in € thousands GREECE BALKANS Total
Shopping
centers
Other
investment
Other
investment
Administrative and Management
31 March 2019 property property Services
Assets per segment 958.025 61.474 36.785 70.859 1.127.143
Expenditure of non-current assets 2.052 3 3 101 2.159
Liabilities per segment 518.367 50.112 286 119.376 688.141
all amounts in € thousands Real estate
GREECE
BALKANS Total
Shopping Other Other
31 December 2018 centers investment
property
investment
property
Administrative and Management
Services
Assets per segment 873.802 62.006 34.826 75.227 1.045.861
Expenditure of non-current assets 2.289 30.003 3 101 32.396

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 31.03.2019 31.03.2018
EBITDA 14.075 13.556
Depreciation of ppe (211) (192)
Finance income 11 7
Finance costs (6.559) (6.672)
Profit before income tax 7.317 6.700
Income tax expense (2.932) (3.136)
Profit for the period 4.385 3.564

B) Geographical segments

The segment information for the three month period ended 31 March 2019 were as follows:

31 March 2019
all amounts in € thousands Total revenue Non-current assets
Greece 20.214 977.820
Balkans 2 29.322
20.215 1.007.142

The segment information for the three month period ended 31 December 2018 were as follows:

31 December 2018
all amounts in € thousands
Total revenue Non-current assets
Greece 79.253 896.604
Balkans 127 27.281
79.379 923.885

4. Investment property

GROUP COMPANY
all amounts in € thousands 31.03.2019 31.12.2018 31.03.2019 31.12.2018
Balance at 1 January 852.115 768.415 1.840 1.840
Net gain/(loss) from fair value adjustment on investment property - 56.836 - -
Acquisition of investment property - 30.000 - -
Subsequent expenditure on investment property - 264 - -
Additional property cost - 3.100 - -
Disposals - (6.500) - -
Balance at the end of period 852.115 852.115 1.840 1.840

The investment property includes property operating lease that amounts to €181.2m and is related to Mediterranean Cosmos Shopping Centre.

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.

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 rents for similar properties in the same location and condition, and using discount rates of the investment property 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 of the annual financial statements for 2018.

More precisely, at 31.03.2019, 92% of total fair value of the Group's investment property relates to Shopping Centres and 5% 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 2065 and Golden Hall has an 85 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 December 31, 2018 are as follows:
Discount rate
31.12.2018 31.12.2017
Malls
The Mall Athens 9,00% 9,50%
Med.Cosmos 9,75% 10,75%
Golden Hall 9,50% 9,75%
Office buildings
Ilida, Maroussi 9,00% -
Cecil, Kefalari 9,25% 9,25%

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 valuations of the following investment properties of an increase/decrease in the discount rate by +/-25 basis points (+/- 0,25%) per Shopping Mall and Office Building.

all amounts in € millions Discount rate
+0,25%
Discount rate
-0,25%
The Mall Athens -6,1 6,3
Med.Cosmos -2,7 2,8
Golden Hall -3,7 3,8
Malls -12,5 12,9
Ilida, Maroussi -0,5 0,5
Cecil, Kefalari -0,2 0,2
Office buildings -0,7 0,7
Total -13,2 13,5

The above mentioned valuations of the investment property as at 31 December 2018 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 €852.1m of the total investment property, there are real estate liens and pre-notices over these assets.

5. 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 2018 798 6.196 7.887 2.931 1.575 19.387
Additions - (0) 86 2 23 111
Disposals / Write-offs - - (1) - - (1)
Transfer to income statement - - - - (9) (9)
31 March 2018 798 6.196 7.973 2.933 1.590 19.489
1 January 2019 836 6.379 8.550 2.978 2.742 21.484
Additions - - 40 9 2.440 2.490
Disposals / Write-offs (269) - (52) (11) - (331)
31 March 2019 567 6.379 8.538 2.977 5.183 23.643
Accumulated depreciation
1 January 2018 (454) (5.051) (6.690) (2.717) - (14.912)
Depreciation charge (11) (89) (78) (13) - (192)
Disposals / Write-offs - - 1 - - 1
31 March 2018 (466) (5.140) (6.767) (2.730) - (15.103)

1 January - 31 March 2019

1 January 2019 (501) (5.362) (6.963) (2.782) - (15.608)
Depreciation charge (10) (87) (72) (15) - (183)
Disposals / Write-offs 143 - 50
11
- 204
31 March 2019 (368) (5.449) (6.985) (2.786) - (15.587)
Closing net book amount at 31 March 2018 332 1.056 1.206 203 1.590 4.386
Closing net book amount at 31 March 2019 199 930 1.553 191 5.183 8.056
all amounts in € thousands Lease hold land Vehicles and
machinery
Furniture,
fittings and
equipment
Software Total
COMPANY - Cost
1 January 2018 367 190 1.392 2.736 4.685
Additions - (0) 10 1 12
Disposals / Write-offs -
-
-
-
(1)
-
-
-
(1)
-
31 March 2018 367 190 1.402 2.737 4.696

1 January 2019 367 190 1.507 2.774 4.838

Additions - (0) 12 9 21
31 March 2019 367 190 1.519 2.783 4.859
Accumulated depreciation
1 January 2018 (252) (82) (1.117) (2.586) (4.038)
Depreciation charge (3) (6) (14) (11) (35)
Disposals / Write-offs -
-
-
-
1
-
-
-
1
-
31 March 2018 (255) (88) (1.131) (2.597) (4.072)
1 January 2019 (264) (102) (1.182) (2.642) (4.190)
Depreciation charge (3) (4) (18) (13) (38)
Disposals / Write-offs - - - - -
31 March 2019 (267) (106) (1.200) (2.655) (4.228)
Closing net book amount at 31 March 2018 112 102 271 140 624
Closing net book amount at 31 March 2019 100 84 319 128 631

6. Investments in subsidiaries, joint ventures and associates

The Group's structure on March 31, 2019 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% Robies Proprietati Imobiliare SRL Romania Indirect 90,0%
LAMDA Domi SA Greece Indirect 68,3% LAMDA Development Sofia EOOD Bulgaria 100,0%
LAMDA Malls SA Greece 68,3% TIHI EOOD Bulgaria Indirect 100,0%
LAMDA Olympia Village SA Greece 100,0% LOV Luxembourg SARL Luxembourg Indirect 100,0%
LAMDA Estate Development SA Greece 100,0% Hellinikon Global I SA Luxembourg 100,0%
LAMDA Prime Properties SA Greece 100,0% LAMDA Development (Netherlands) BV Netherlands 100,0%
LAMDA ILIDA OFFICE SA Greece 100,0% Robies Services Ltd Cyprus 90,0%
MALLS MANAGEMENT SERVICES SA Greece 100,0% Joint ventures
MC Property Management SA Greece 100,0% Lamda Dogus Marina Investments SA Greece 50,0%
KRONOS PARKING SA Greece Indirect 100,0% LAMDA Flisvos Marina SA Greece Indirect 32,2%
LAMDA Erga Anaptyxis SA Greece 100,0% LAMDA Flisvos Holding SA Greece Indirect 41,7%
LAMDA Leisure SA Greece 100,0% LAMDA Akinhta SA Greece 50,0%
GEAKAT SA Greece 100,0% Singidunum-Buildings DOO Serbia Indirect 72,9%
LAMDA Real Estate Management SA Greece 100,0% GLS OOD Bulgaria Indirect 50,0%
Property Development DOO Serbia 100,0% Associates
Property Investments DOO Serbia 100,0% ATHENS METROPOLITAN EXPO SA Greece 11,7%
LAMDA Development Montenegro DOO Montenegro 100,0% METROPOLITAN EVENTS Greece Indirect 11,7%
LAMDA Development Romania SRL Romania 100,0% 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:

all amounts in € thousands 31.03.2019 31.12.2018
Name Country of
incorporation
% interest held Cost Impairment Carrying
amount
Cost Impairment Carrying
amount
LAMDA OLYMPIA VILLAGE SA Greece 100% 159.365 - 159.365 159.365 - 159.365
LAMDA MALLS SA Greece 68,3% 51.496 - 51.496 51.496 - 51.496
LAMDA ESTATE DEVELOPMENT SA Greece 100% 45.461 27.424 18.036 46.184 27.424 18.760
LAMDA PRIME PROPERTIES SA Greece 100% 9.272 - 9.272 9.272 - 9.272
LAMDA ILIDA OFFICE SA Greece 100% 300 - 300 100 - 100
GEAKAT SA Greece 100% 15.023 10.030 4.993 15.023 10.030 4.993
LAMDA ERGA ANAPTYXIS SA Greece 100% 9.070 - 9.070 9.070 - 9.070
LAMDA REAL ESTATE MANAGEMENT SA Greece 100% 1.110 1.110 - 1.110 1.110 -
LAMDA LEISURE SA Greece 100% 1.050 - 1.050 1.050 - 1.050
MC PROPERTY 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% - - - - - -
PROPERTY DEVELOPMENT D.O.O. Serbia 100% 11.685 11.685 - 11.685 11.685 -
PROPERTY INVESTMENTS LTD Serbia 100% 1 - 1 1 - 1
LAMDA DEVELOPMENT ROMANIA SRL Romania 100% 741 741 - 741 741 -
ROBIES SERVICES LTD Cyprus 90% 1.823 1.823 - 1.823 1.823 -
LAMDA DEVELOPMENT (NETHERLANDS) BV Netherlands 100% 81.678 27.200 54.478 79.178 27.200 51.978
LAMDA DEVELOPMENT MONTENEGRO D.O.O. Montenegro 100% 800 800 - 800 800 -
LOV LUXEMBOURG SARL (έμμεσα) Luxembourg 100% 218 - 218 218 - 218
HELLINIKON GLOBAL I SA Luxembourg 100% 36 - 36 36 - 36
Investment in subsidiaries 391.458 81.175 310.283 389.482 81.175 308.307

The movement in investment in subsidiaries is as follows:

COMPANY
all amounts in € thousands 31.03.2019 31.12.2018
Balance at 1 January 308.307 285.018
Additions - 100
Increase/(decrease) in share capital 1.976 25.888
Provision for impairment - (2.699)
Balance at end of period 310.283 308.307

Share capital increase/decrease

The Group's subsidiary LAMDA Estate Development SA decreased its share capital by €0.7m. In the contrary, the Company participated in the share capital increase of the companies Lamda Development (Netherlands) BV and LAMDA ILIDA OFFICE SA by €2.5m and €0.2m respectively.

Non-controlling interest

The non-controlling interest of the Group amounts to €81.0m at 31.03.2019 (31.12.2018: €79.5m) out of which €81.2m are coming from the subsidiary LAMDA MALLS SA which was established in 2017. Non-controlling interest represents 31.7% of the total equity of LAMDA MALLS SA's Group, which 100% subsidiaries are LAMDA DOMI S.A. and PYLEA S.A.

The main financial statements of LAMDA MALLS SA's sub-Group are presented below:

Statement of financial position GROUP
31.03.2019 31.12.2018
all amounts in € thousands
Investment property 390.850 390.850
Right-of-use assets 78.560 -
Other non-current assets 16.135 14.055
Receivables 9.754 10.884
Cash and cash equivalents 36.145 31.079
531.445 446.868
Deferred income tax liabilities 47.491 47.294
Long-term borrowings 106.868 104.122
Long-term lease liabilities 78.246 -
Other non-current liabilities 195 259
Short-term borrowings 30.986 30.882
Short-term lease liabilities 314 -
Trade and other payables 11.110 12.925
275.209 195.482
Total equity 256.236 251.386
Income statement GROUP
01.01.2019 to 01.01.2018 to
all amounts in € thousands 31.03.2019 31.03.2018
Revenue 10.902 10.945
Other operating income / (expenses) - net (2.232) (3.068)
Finance costs - net
Profit before income tax
(1.767)
6.904
(1.408)
6.469
Income tax expense (2.054) (2.053)
Profit for the period 4.849 4.416
Comprehensive income statement GROUP
01.01.2019 to 01.01.2018 to
all amounts in € thousands 31.03.2019 31.03.2018
Profit for the period 4.849 4.416
Other - 78
Other comprehensive income for the period 4.849 4.494
Total comprehensive income for the period 4.849 4.494
Cash flow statement GROUP
01.01.2019 to 01.01.2018 to
all amounts in € thousands 31.03.2019 31.03.2018
Cash flows from operating activities 4.514 5.652
Cash flows to investing activities (2.224) (16)
Cash flows to financing activities 2.776 (1.739)
Net increase in cash and cash equivalents 5.066 3.897

(b) Investments of the Company and the Group in joint ventures

The Company's investment in joint ventures is as follows:

COMPANY 31.03.2019 31.12.2018
Name Country of
incorporation
% interest held Cost Impairment Carrying
amount
Cost Impairment Carrying
amount
LAMDA AKINHTA SA Greece 50,00% 4.454 1.883 2.571 4.454 1.883 2.571
LAMDA DOGUS MARINA INVESTMENTS SA Greece 50,00% 4.022 - 4.022 4.022 - 4.022
Investment in joint-ventures 8.476 1.883 6.593 8.476 1.883 6.593

The Group's investment in joint ventures is as follows:

GROUP 31.03.2019 31.12.2018
Name Country of
incorporation
% interest held Cost Share of interest
held
Carrying
amount
Cost Share of interest
held
Carrying
amount
LAMDA AKINHTA SA Greece 50,00% 4.454 (1.885) 2.569 4.454 (1.884) 2.570
LAMDA DOGUS MARINA INVESTMENTS SA Greece 50,00% 4.022 (2.059) 1.963 4.022 (1.671) 2.351
SINGIDUNUM-BUILDINGS DOO Serbia 74,66% 43.595 (19.451) 24.144 41.095 (19.033) 22.062
GLS OOD
TOTAL
Bulgaria 50,00% 55
52.126
(3)
(23.398)
52
28.728
55
49.626
(2)
(22.591)
52
27.035

The movement of the Company and the Group in investment in joint ventures is as follows:

GROUP COMPANY
all amounts in € thousands 31.03.2019 31.12.2018 31.03.2019 31.12.2018
Balance at 1 January 27.035 22.627 6.593 6.703
Increase/(decrease) in share capital 2.500 5.567 - -
Share in profit/(loss) (806) (1.159) - -
Provision for impairment - - - (110)
Balance at end of period 28.728 27.035 6.593 6.593

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
  • The Group increased its participation in the joint-venture Singidunum Buildings DOO from 72.94% at 31.12.2018 to 74.66% at 31.03.2019, 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:
Statement of financial position
all amounts in € thousands
31.03.2019 31.12.2018
Inventories 74.774 73.652
Trade and other receivables 200 414
Cash and cash equivalents 227 1.273
75.201 75.339
Long-term borrowings 40.020 40.020
Short-term borrowings 2.500 5.000
Trade and other payables 340 73
42.860 45.092
Total equity 32.342 30.246
(Group's interest) 74,66% 72,94%
Total equity 24.145 22.062

1 January - 31 March 2019

Income statement
01.01.2019 to 01.01.2018 to
all amounts in € thousands 31.03.2019 31.03.2018
Revenue - -
Net loss from fair value adjustment on investment property - -
Other operating income / (expenses) - net (67) (23)
Finance costs - net (306) (335)
Loss before income tax (374) (358)
Income tax expense
Loss for the period (374) (358)
(Group's interest) 74,66% 68,26%
Loss for the period (279) (244)
Comprehensive income statement
01.01.2019 to 01.01.2018 to
all amounts in € thousands 31.03.2019 31.03.2018
Loss for the period (279) (244)
Currency translation differences - -
Other comprehensive income for the period (279) (244)
Total comprehensive income for the period (279) (244)
Cash flow statement
01.01.2019 to 01.01.2018 to
all amounts in € thousands 31.03.2019 31.03.2018
Cash flows from operating activities (160) (481)
Cash flows to investing activities (887) -
Cash flows to financing activities - 450
Net increase/(decrease) in cash and cash equivalents (1.046) (31)

(c) Investments of the Group and the Company in associates

The Group participates in the following associates' equity:

GROUP 31.03.2019 31.12.2018
Country of Share of interest Carrying Share of interest Carrying
Name incorporation % interest held Cost held amount Cost held amount
ATHENS METROPOLITAN EXPO SA Greece 11,67% 1.167 - 1.167 1.167 - 1.167
S.C. LAMDA MED SRL (Indirect) Ρουμανία 40,00% 1.133 1.232 2.365 1.133 1.195 2.328
TOTAL 2.300 1.232 3.531 2.300 1.195 3.494

The movement of associates is as follows:

GROUP COMPANY
all amounts in € thousands 31.03.2019 31.12.2018 31.03.2019 31.12.2018
Balance at 1 January 3.494 3.915 1.166 1.558
Share in profit/(loss) 37 170 - -
Decrease in share capital - (591) - (392)
Balance at end of period 3.531 3.494 1.166 1.166

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.

Condensed Interim Financial Information 1 January - 31 March 2019

7. Financial instruments by category

GROUP - 31.03.2019 GROUP - 31.03.2019
Financial assets at
amortized cost
Financial instruments
held at fair value
through profit or loss
Liabilities at amortized
cost
all amounts in € thousands all amounts in € thousands
Trade and other receivables 5.345 - Borrowings 447.872
Restricted cash 10.538 - Trade and other payables 4.337
Cash and cash equivalents 69.665 - Interest payable 2.456
Derivative financial instruments - 285 Other financial payables 31.594
Other financial receivables 13.748 595
Total 99.297 880 Total 486.259
COMPANY - 31.03.2019 COMPANY - 31.03.2019
Financial assets at
amortized cost
Liabilities at amortized
cost
all amounts in € thousands all amounts in € thousands
Trade and other receivables 37 Borrowings 96.128
Restricted cash 10.538 Trade and other payables 630
Loans to related parties 7.993 Loans from related parties 54.177
Other financial receivables 7.806 Other financial payables 25.630
Receivables from related parties 405 Liabilities to related parties 2
Total 26.779 Total 176.567
GROUP - 31.12.2018 GROUP - 31.12.2018
Loans and Financial instruments held Liabilities at
Financial assets receivables at fair value through profit
or loss
Financial liabilities amortized cost
all amounts in € thousands all amounts in € thousands
Trade and other receivables 5.166 - Borrowings 446.841
Restricted cash 13.038 - Trade and other payables 8.404
Cash and cash equivalents 67.875 - Interest payable 2.143
Derivative financial instruments - 285 Other financial payables 32.249
Other financial receivables 13.385 595
Total 99.463 881 Total 489.638
COMPANY - 31.12.2018 COMPANY - 31.12.2018
Loans and Liabilities at
Financial assets receivables Financial liabilities amortized cost
all amounts in € thousands all amounts in € thousands
Trade and other receivables 29 Borrowings 96.128
Restricted cash 13.038 Trade and other payables 1.339
Loans to related parties 7.987 Loans from related parties 53.776
Other financial receivables 7.443 Other financial payables 25.442
Receivables from related parties 1.239 Liabilities to related parties 3
Total 29.736 Total 176.688

8. Borrowings

GROUP COMPANY
all amounts in € thousands 31.03.2019 31.12.2018 31.03.2019 31.12.2018
Non-current
Bond borrowings 308.181 305.835 - -
Total non-current 308.181 305.835 - -
Current
Bond borrowings 132.511 133.826 96.128 96.128
Overdraft account 7.180 7.180 - -
Total current 139.691 141.006 96.128 96.128
Total borrowings 447.872 446.841 96.128 96.128
12 months ended 31 December 2018 (amounts in € thousands ) GROUP COMPANY
Balance at 1 January 2018 441.887 123.137
Bond borrowings 120.228 25.000
Overdraft account 7.180 -
Borrowings transaction costs - amortization 2.157 767
Borrowings transaction costs (1.265) -
Borrowings repayments (123.345) (52.776)
Balance at 31 December 2018 446.841 96.128
3 months ended 31 March 2019 (amounts in € thousands ) GROUP COMPANY
Balance at 1 January 2019 446.841 96.128
Bond borrowings 3.238 -
Borrowings transaction costs - amortization 299 -
Borrowings transaction costs (22) -
Borrowings repayments (2.485) -
Balance at 31 March 2019 447.872 96.128

The movements in borrowings are as follows:

Borrowings are secured by mortgages on the Group's land and buildings (note 4), and in some cases by additional pledges of parent company's shares as well as and/or by assignment of subsidiaries' receivables (note 6) and insurance compensations. Regarding the Syndicated Bond Loan of the Company, pledges over certain assets and shares of Group companies incur.

Amortization of borrowings transaction costs of €2.0 are included in the total borrowings as at March 31, 2019, out of which €1.0m is applied to current borrowings whereas the rest €1.0m is applied to noncurrent borrowings.

The maturity of non-current borrowings is as follows:

GROUP COMPANY
all amounts in € thousands 31.03.2019 31.12.2018 31.03.2019 31.12.2018
Between 1 and 2 years 213.926 216.733 - -
Between 2 and 5 years 7.407 10.763 - -
Over 5 years 86.847 78.338 - -
308.181 305.835 - -

The carrying amount of the loans with floating rate approaches their fair value as it is presented in the statement of financial position.

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).

At 31.03.2019, the average base effective interest rate of the Group is -0.03% and the average bank spread is 4.00%. Therefore, the Group total effective borrowing rate stands at 3.97% at 31.03.2019.

The Company's secured syndicated bond loan of current balance €96.1m granted by Alpha Bank, Bank of Piraeus and Eurobank Ergasias has to satisfy the following 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 and the ratio of total net debt to investment portfolio must be ≤ 75%.

At Group level, at 31.03.2019 the Company's subsidiary LAMDA DOMI SA's secured syndicated bond loan of current balance €66.8m, granted by the following banking institutions: Eurobank Ergasias, Alpha Bank, Bank of Piraeus and HSBC France has the following covenants: Loan to value <60% and Debt Service Ratio >120%. Also, the secured bond loan of the Company's subsidiary PYLAIA SA granted by Eurobank Ergasias, of current balance €64.8m has the following covenants: Loan to value <80% and Debt Service Ratio >120%. Whereas, LAMDA OLYMPIA VILLAGE SA's secured bond loan of current

1 January - 31 March 2019

balance €178.6m, granted by HSBC, Eurobank Ergasias and Apollo Global Management fund's participation has the following covenants: Loan to value <65% and Debt Service Cover ratio >110%.At March 31, 2019, all above mentioned ratios are satisfied at Group and Company level.

At 31.03.2019 the short-term borrowings include the following liabilities:

  • The Company's bond loan, amount of approximately €96.1m granted by Alpha Bank, Bank of Piraeus and Eurobank Ergasias.
  • The loan of the subsidiary LAMDA Prime Properties SA, amount of approximately €5.3m granted by Alpha Bank.
  • Tranches for the bond loan of the subsidiary PYLAIA SA, amount of €23,2m.

At 19.04.2019, the Management has completed the refinancing of PYLAIA SA's bond loan which has a seven-year tenor and the purpose is the repayment of a) the existing loan and b) of the overdraft account. Additionally, the Management is undergoing negotiations with the counterparties in relation to the refinancing of the rest of the above mentioned short-term loans, a procedure that has not been completed until the date of these financial statements' release.

  • In relation to the Company's syndicated bond loan, the bond holders have approved an extension until 30.06.2019, following a respective request. The extension was regarded as necessary due to the complicity of the specific syndicate bond loan and will allow a more efficient negotiation for the rest of the programme's terms.
  • The discussions regarding the loan of LAMDA Prime Properties S.A. (which owns the building Cecil at Kefalari) are at an advanced stage and the Management expects that the loan will be refinanced successfully, following a respective request for an extension, until 30.06.2019.

9. Income tax expense

The corporate income tax rate in Greece, on the basis of Article 23 of Law 4579/2018, will gradually decrease by 1% per annum as follows:

  • 28% for the year 2019
  • 27% for the year 2020
  • 26% for the year 2021
  • 25% for the year 2022 onwards

In addition, the tax rate for the subsidiaries registered in foreign countries differs from country to country as follows: Serbia 15%, Romania 16%, Montenegro 9% and Netherlands 25.5%.

Intragroup dividends distributed from January 1, 2014 onwards 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.

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:

Company
LAMDA Development SA
Fiscal years
unaudited by the tax
authorities
2013-2018
Company Fiscal years
unaudited by the tax
authorities
LAMDA Olympia Village SA 2013-2018 LAMDA ILIDA OFFICE SA 10 Ιούλιος 1905
PYLAIA SA 2013-2018 ATHENS METROPOLITAN EXPO SA 2013-2018
LAMDA Domi SA 2013-2018 METROPOLITAN EVENTS 2013-2018
LAMDA Flisvos Marina SA 2013-2018 Property Development DOO 2010-2018
LAMDA Prime Properties SA 2013-2018 Property Investments DOO 2008-2018
LAMDA Estate Development SA 2013-2018 LAMDA Development Romania SRL 2014-2018
LAMDA Real Estate Management SA 2013-2018 SC LAMDA MED SRL 2014-2018
KRONOS PARKING SA 2013-2018 LAMDA Development Montenegro DOO 2007-2018
LAMDA Erga Anaptyxis SA 2013-2018 LAMDA Development (Netherlands) BV 2008-2018
LAMDA Flisvos Holding SA 2013-2018 Robies Services Ltd 2007-2018
LAMDA Leisure SA 2013-2018 Robies Proprietati Imobiliare SRL 2014-2018
GEAKAT SA 2013-2018 Singidunum-Buildings DOO 2007-2018
MALLS MANAGEMENT SERVICES SA 2013-2018 GLS OOD 2006-2018
MC Property Management SA 2013-2018 LOV Luxembourg SARL 2013-2018
LAMDA Akinhta SA 2013-2018 TIHI EOOD 2008-2018
LAMDA Dogus Marina Investments SA 2015-2018 LAMDA Development Sofia EOOD 2006-2018

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 societes anonymes and limited liability companies whose annual financial statements are audited compulsorily, were required to obtain an 'Annual Tax Certificate', which is issued 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 Company, the tax audit for the fiscal year 2013-2017 was completed by PriceWaterhouseCoopers SA and the relevant tax certificates have been issued. For fiscal years ended after 31 December 2012 and remain unaudited by the tax authorities, Management assumes that there will not be a significant effect on the financial statements. For the fiscal year 2018 tax audit is currently carried out by PriceWaterhouseCoopers SA., and the relevant tax certificate is expected to be issued after the publication of the financial statements for the first semester of 2019.

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) the right of the State to impose the tax for the fiscal years up to 2012 has been suspended until 31.12.2018, subject to special or exceptional provisions which may provide for a longer limitation period and under the conditions that they define. Moreover, according to standard case-law of the Council of State and Administrative Courts, in the absence of a limitation provision in the Stamp duty code, the State's claim for the imposition of stamp duty is subject to the twenty-year limitation period subjected to the Article 249 of the Civil Code.

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. At 31.03.2019 no such provisions have been formed for the Group's and Company's unaudited, by the tax authorities, years.

all amounts in € thousands Note 01.01.2019 to 31.03.2019 01.01.2018 to 31.03.2018 01.01.2019 to 31.03.2019 01.01.2018 to 31.03.2018 Profit/(loss) for the period 4.385 3.564 (3.379) (3.597) Adjustments for: Tax 2.932 3.136 (678) (759) Depreciation 5 211 192 242 35 Impairment of receivables 10 - - - Share of profit from associates 6 769 198 - - Provision for impairment of receivables from subsidiaries - - 279 (81) Loss from sale/valuation of financial instruments/derivatives - 67 - 57 Interest income (11) (7) (279) (277) Interest expense 6.559 6.672 2.219 2.956 14.854 13.822 (1.596) (1.667) Changes in working capital: (Increase)/Decrease in receivables 903 668 191 (2.072) (Decrease)/Increase in payables (6.335) (3.269) (1.374) 4.046 (5.433) (2.601) (1.183) 1.974 Cash flows from operating activities 9.422 11.221 (2.779) 307 GROUP COMPANY

10. Cash generated from operations

11. Commitments

Capital commitments

At March 31, 2019 there is capital expenditure of €7.4m that has been contracted for but not yet incurred at the balance sheet date.

The Group has no contractual liability for investment property repair and maintenance services.

12. 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:

GROUP COMPANY
Liabilities (all amounts in € thousands) 31.03.2019 31.12.2018 31.03.2019 31.12.2018
Letters of guarantee relating to obligations 34.343 40.182 30.004 30.004
Total 34.343 40.182 30.004 30.004
Assets (all amounts in € thousands)
Letters of guarantee relating to receivables (from tenants) 41.265 40.687 - -
Total 41.265 40.687 - -

In addition to the issues mentioned above there are also the following particular issues:

  • The Group provides for unaudited tax years, 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. At 31.03.2019, no such provisions have been formed at Company and Group level. For details regarding the unaudited tax years for the rest of the Group companies, please see note 9.

  • 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, thirty one (31), amounting to €9.6m, have been irrevocably accepted either by the Council of State (six of them) or by the Administrative Court of Appeals, as 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

1 January - 31 March 2019

law (for the remaining seventeen); the remaining nine (9) recourses have been irrevocably rejected in favor of the Hellenic Republic, since due to the amount of the litigation either an appeal (one case) or an appeal on points of law (six cases) could not be filed or because the filed appeal on points of law was rejected (two cases).

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 remained as a claim against the Hellenic Republic). Until 31.03.2019 the total amount of €6.5m has been returned to the Company on the basis of the appeals which 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 in part 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 initially postponed the issue of a final decision and obliged the parties to adduce evidence for the determination of the market value of the property; after resuming hearing of the case, the Administrative Court of Appeals finally rejected the recourse, determined the taxable value of the property and obliged the competent Tax Authority to re-calculate the transfer tax due upon the new taxable value. Following this decision, LOV had to pay transfer tax of approximately €16,3m. An appeal on points of law has been filed and is estimated by the legal counsels of the Company to have high chances of success. In specific, grounds of appeal challenging re-calculation of transfer tax upon the market value of the property, to the extent it exceeds the objective value, are expected to succeed with very high probability.

  • 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 took place on 24.04.2018 (again, further to successive postponements). The third and fourth petitions for annulment seek the annulment of a series of preapprovals 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 grounds that the matter falls outside of the Court's jurisdiction (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).

1 January - 31 March 2019

  • 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. Further to the hearing of the case case 07.02.2019, Court of Appeals issued its decision No 2776/2019, whereby the appeal filed by PYLEA S.A. was accepted and the Court ordered the carrying out of an expert opinion. The case will be heard once the experts submit their opinion. Moreover, on 28.12.2010 the "PYLEA SA" filed lawsuits No 13132, 13134 and 13129/2010 before the Athens Multi-Member 1st 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 was set for 21.02.2018 and then again cancelled.

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. The case was finally heard on 10.10.2018 and the respective decision is expected to be issued. 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. Given the outcome of the hearing before the Supreme Court, it is likely that a new hearing will be set for said action as well. 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".

Additionally, there are various legal cases of the Group's companies, which are not expected to create material additional liabilities.

13. Related party transactions

The following transactions were carried out with related parties:

GROUP COMPANY
all amounts in € thousands 01.01.2019 to
31.03.2019
01.01.2018 to
31.03.2018
01.01.2019 to
31.03.2019
01.01.2018 to
31.03.2018
i) Sales of goods and services
- subsidiaries - - 302 787
- joint ventures 32 32 15 15
- associates - - 17 17
32 32 334 819

1 January - 31 March 2019

ii) Purchases of goods and services
- subsidiaries - - 238 236
- companies which controlling interests belong to Latsis family 741 - - -
741 - 238 236
iii) Benefits to management
- salaries and other short-term employment benefits 145 145 145 145
145 145 145 145
iv) Income from interest
- subsidiaries - 2 273 275
- 2 273 275
v) Cost of interest
- subsidiaries - 355 567 513
- 355 567 513
vi) Period-end balances from sales-purchases of goods/servises GROUP COMPANY
all amounts in € thousands 31.03.2019 31.12.2018 31.03.2019 31.12.2018
Receivables from related parties:
- subsidiaries - - 346 1.190
- joint ventures 59 49 18 18
- associates - - 41 31
59 49 405 1.239
Payables to related parties:
- subsidiaries - - 2 3
- companies which controlling interests belong to Latsis family 575 317 - -
575 317 2 3

Receivables and payables from/to related parties are satisfied and their carrying amounts approach their fair value.

- 657 7.987 8.342
- - - 618
- (588) - -
- (72) - -
- - - (168)
- - (266) (1.914)
- 2 273 1.109
- - 7.993 7.987

At Company level, the loans to associates refer to loans of initial capital €56m, less impairment €48m, 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.

GROUP COMPANY
viii) Loans from associates: 31.03.2019 31.12.2018 31.03.2019 31.12.2018
Balance at the beginning of the period - - 53.776 40.808
Loans received during the period - - - 11.660
Loan repayments - - (85) (700)
Borrowings transaction costs - amortization - - - 5
Interest paid - - (82) (135)
Interest charged - - 567 2.139
Balance at the end of the period - - 54.177 53.776

At Company level, the loans from associates refer to loans of initial capital €47.5m that the parent company has granted to the companies LAMDA Prime Properties SA, LOV Luxembourg SARL and LAMDA Ilida Office SA.

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.

14. 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

BASIC

GROUP COMPANY
all amounts in € thousands 01.01.2019 to
31.03.2019
01.01.2018 to
31.03.2018
01.01.2019 to
31.03.2019
01.01.2018 to
31.03.2018
Profit/(loss) attributable to equity holders of the Company 2.851 2.167 (3.379) (3.597)
Weighted average number of ordinary shares in issue 77.856 77.856 77.856 77.856
Basic earnings/(losses) per share (in € per share) 0,04 0,03 (0,04) (0,05)

At 31.03.2019 there is no employee share option scheme in force, therefore no diluted earnings/losses have been formed.

15. Changes in accounting policies

(a) Adjustments recognized on adoption of IFRS 16

This note describes the effect of IFRS 16 "Leases" on the Group and Company financial statements. The Group and the Company has decided to adopt IFRS 16 from 1 January 2019 but has not restated comparatives for the 2018 reporting period, as permitted under the specific transitional provisions in the standard. The reclassifications and the adjustments arising from the new leasing rules are therefore recognized in the opening statement of financial position balance sheet on 1 January 2019. On adoption of IFRS 16, the Group and the Company recognized lease liabilities in relation to leases which had previously been classified as 'operating leases' under the principles of IAS 17 "Leases". These liabilities were measured at the present value of the remaining lease payments, discounted using the lessee's incremental borrowing rate as of 1 January 2019. The weighted average lessee's incremental borrowing rate applied to the lease liabilities on 1 January 2019 was 4.53% for the Group and 4% for the Company.

In applying IFRS 16 for the first time, the Group and the Company have elected to use the permitted practical expedient in the standard that allows operating leases with a remaining lease term of less than 12 months as at 1 January 2019 to be classified as short-term leases.

The Group and the Company have also elected not to reassess whether a contract is, or contains a lease at the date of initial application. Instead, for contracts entered into before the transition date the Group and the Company relied on their assessment made applying IAS 17 and IFRIC 4-Determining whether an Arrangement contains a Lease.

As at 1 January 2019, the Group and the Company had not entered into a contract classified as finance lease.

The change in accounting policies affected the following items in the consolidated and individual statements of financial position on 1 January 2019:

Group:

  • Right-of-use assets increase by €78.883k
  • Lease liabilities increase by €78.883k

Company:

  • Right-of-use assets increase by €1.636k
  • Lease liabilities increase by €1.636k

The change in accounting policies had no impact on Group and Company retained earnings on 1 January 2019.

The amount of recognized right-of-use assets equals to the amount of the relating lease liabilities as of 1 January 2019. The recognized right-of-use assets for the Group and the Company relate to the following types of assets:

Group

All amounts in € thousands 31 March 2019 1 January 2019
Land plot 78.551 78.615
Motor vehicles 237 268
Total right-of-use assets 78.788 78.883
Company
All amounts in € thousands 31 March 2019 1 January 2019
Office space 1.289 1.474
Motor vehicles 143 162

The Group and the Company recognised depreciation of €30k and €204k respectively, in the statement of profit and loss for the period starting from 01.01.2019 to 31.03.2019.

Total right-of-use assets 1.432 1.636

The recognized lease liabilities for the Group and the Company that relate to operating leases at 1 January 2019 and 31 March 2019 are as follows:

Group
All amounts in € thousands Land plot Motor vehicles Total
Lease liability recognised as at 1 January 2019 78.615 268 78.883
Accrued interest expense 854 2 856
Lease payments (918) (42) (961)
Lease liability recognised as at 31 March 2019 78.551 228 78.778
Analysis of payables :
Current lease liabilities 425
Non-current lease liabilities 78.353
Total 78.778
Company
All amounts in € thousands Office space Motor vehicles Total
Lease liability recognised as at 1 January 2019 1.474 162 1.636
Accrued interest expense 1
4
1 1
5
Lease payments (190) (27) (217)
Lease liability recognised as at 31 March 2019 1.297 136 1.433
Analysis of payables :
Current lease liabilities 801
Non-current lease liabilities 632
Total 1.433

The recognition of right-of-use assets from operating leases and the relative Group lease liabilities affected the business segment of real estate in Greece and relate to the operating segments of Shopping Centers and Management services.

The Group leases fixed assets through operating leases which mainly consist of land plots, offices and motor vehicles. The most valuable lease contract of the Group is the concession agreement until 2065 for the land plot on which the Mediterranean Cosmos shopping center was developed and operates and is leased out by Ecumenical Patriarchate, the Landlord of the plot area. The remaining rental contracts

1 January - 31 March 2019

are made for a period between 2 and 5 years and may have extension options. The Company leases motor vehicles from leasing companies and office building space from a subsidiary company of the Group for a period not exceeding the four years.

The lease terms are negotiated on an individual basis and contain a wide range of different terms and conditions. The lease agreements do not impose any covenants, but leased assets may not be used as security for borrowing purposes.

Until the 2018 financial year, payments made under operating leases were charged to profit and loss on a straight-line basis over the period of the lease. From 1 January 2019, leases are recognized as a rightof-use asset and a corresponding liability at the date at which the leased asset is available for use by the Group and the Company. Each lease payment is allocated between the liability and finance cost. The finance cost is charged to profit and loss over the lease period so as to produce a constant periodic rate of interest on the remaining balance of the liability for each period. The right-of-use asset is depreciated over the shorter of the right-of-use`s useful life and the lease term on a straight-line basis.

(b) Group accounting policy for leases

Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:

  • Fixed payments , less any lease incentives receivable
  • Variable lease payment that are based on an index or a rate
  • Amounts expected to be payable by the lessee under residual value guarantee
  • The exercise price of a purchase option if the lessee is reasonably certain to exercise that option
  • Payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.

The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee`s incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions.

Right-of-use assets are measured at cost comprising the following:

  • The amount of initial measurement of lease liability
  • Any lease payments made at or before the commencement date less any lease incentives received
  • Any initial direct costs
  • Restoration costs

Payments associated with short-term leases and leases of low-value assets are recognized on a straightline basis as an expense in profit and loss. Short-term leases are leases with a lease term of 12 months or less. Low-value assets comprise IT-equipment and small items of office furniture.

16. Events after the balance sheet date

There are no other events after the balance sheet date considered to be material to the financial position of the Company.