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Lamda Development S.A. Interim / Quarterly Report 2020

Sep 22, 2020

2660_ir_2020-09-22_3bc79504-e230-4655-878a-56100ee09601.pdf

Interim / Quarterly Report

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LAMDA Development S.A.

Semi-annual financial report

For the period from January 1, 2020 – June 30, 2020 (In accordance with Article 5 of Law 3556/2007)

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.

Semi-annual financial report's index

Page
1. Statements of the Board of Directors' Members 2
2. Semi-annual Report of the Board of Directors 3
3. Report on Review of Interim Financial Information 11
4. Condensed Interim Financial Information for the period from January 1, 2020 – June
30, 2020
14
5. Use of Proceeds from the Share Capital Increase for the period from 17.12.2019 to
30.06.2020
49

STATEMENT OF THE BOARD OF DIRECTORS OF

"LAMDA Development S.A." for the condensed consolidated and company financial statements for the six-month period ended June 30, 2020

(according to the article 5 par.2 of the Law 3556/2007)

We state to the best of our knowledge, that the semi-annual condensed Consolidated and Company financial statements for the six month period ended June 30, 2020, which have been prepared in accordance with the international accounting standards in effect, reflect fairly the assets, liabilities, equity and the results of LAMDA Development S.A., as well as of the companies that are included in the consolidation taken as a whole.

Furthermore, we state to the best of our knowledge that the Semi-Annual Report of the Board of Directors reflects fairly the development, the performance and the status of LAMDA Development S.A., as well as of the companies that are included in the consolidation taken as a whole, and includes a description of the main risks and uncertainties they confront.

Maroussi, September 22, 2020

The undersigned

_____ ____ ___
Anastasios K.Giannitsis Odyssefs E.Athanasiou Evgenia G.Paizi
Chairman of the BoD Chief Executive Officer Member of the BoD

SEMI-ANNUAL BOARD OF DIRECTORS' REPORT OF "LAMDA Development S.A." FOR THE CONDENSED CONSOLIDATED AND COMPANY FINANCIAL INFORMATION FOR THE PERIOD FROM JANUARY 1, 2020 - JUNE 30, 2020

Dear Shareholders,

According to the provisions of the laws 3556/2007 and the decisions of the Hellenic Capital Market Commission, we present the semi-annual Board of Directors' report of "LAMDA Development S.A." concerning the Consolidated and Company Financial Statements for the six-month period that ended on June 30, 2020.

FINANCIAL POSITION OF THE GROUP

According to the International Financial Reporting Standards, the main financial results for the Group and the Company for the six-month period that ended 30.06.2020 are the following:

Consolidated results after tax amount to losses €6.505 thousands compared to profits €45.230 thousands in the comparative period of 2019.

The financial figures of the Group have deteriorated due to the impact of the coronavirus pandemic COVID-19 on the revenues from the operation of the Group's shopping centers. During this reporting period, there was also a negative effect on the consolidated losses due to the changes in the losses from fair value adjustment on investment property which had an impact of €11.274 thousands compared to gains of €49.687 thousands in the comparative period of 2019.

Consolidated turnover reached €31.185 thousands compared to €39.511 thousands in the comparative period of 2019. The Net Asset Value that is attributable to the Company's owners reached €1.150.156 thousands at 30.06.2020 compared to €1.155.028 thousands at 31.12.2019.

(amounts in € thousands) 2020 2019 Variation
Net Asset Value (NAV) 1.150.156 1.155.028 -0.4%
(as exported by the internal information of the Group)
Shareholders' Equity 1.052.494 1.057.340 -0.5%
Total Group operating results (EBITDA) before 15.274 27.050 -43.5%
valuations and other adjustments
(as exported by the internal information of the Group)
Fair Value Gains/Losses from investment property -11.274 49.687 -
Profit/losses before tax -7.181 63.202 -
Net profit after tax & non-controlling interests -5.659 37.179 -
Turnover 31.185 39.511 -21.1%

During this reporting period, Group's shopping centers total EBITDA shows a decrease by €12.5m. However, taking into account the positive effect of the non-controlling interests and the income tax, the impact on the Group's Net Asset Value was €7.9m approximately.

"The Mall Athens" showed a decrease in EBITDA by 41% reaching €8.5m. Mediterranean Cosmos" in Pylaia Thessaloniki showed a decrease in EBITDA by 40% reaching €5.4m. Finally, "Golden Hall" showed a decrease by 35% at €5.6m.

The Company monitors the performance of the shopping centers through indicators, out of which the primary according to the international standards, are the customer visits and the tenant (shopkeeper) sales which show the percentage increase between the current and the comparative period. It should be noted that the following indicators do not reflect the reality due to the fact that the shopping centers were closed for about 2 months and therefore the percentage impact of these figures for this period on a six-month basis was significant.

Indicator
2020 vs 2019
The Mall
Athens
Mediterranean
Cosmos
Golden Hall Total
Tenant (shopkeeper) sales -47,6% -42,7% -37,2% -43,2%
Customer visits -52% -44,6% -36,3% -47%

The financial ratios DEBT / TOTAL ASSETS and DEBT / EQUITY reached 41.5% and 38.3% accordingly. It is noted that at 30.06.2020 the Group cash and cash equivalents exceed its debt and therefore the term that is used is Debt instead of Net Debt.

The Group uses certain Alternative Performance Measures (APMs) due to certain special features of the business category.

Definitions (APMs)

    1. Net Asset Value: Group Equity adjusted by the deferred tax liability and asset attributable to the Group's shareholders.
    1. Total Group operating results (EBITDA) before valuations and other adjustments: Group operating results (EBITDA) without taking into account the fair value gains/losses that occur from the valuations of the investment property, the impairment losses of inventory, the profit or loss from acquisition/disposal of participation in investments, result from disposal of inventory – land and other extraordinary valuation gains/losses and costs, as well as other adjustments such as Expenses related to the development in the Hellinikon area
    1. Total Group operating results (EBITDA): Earnings Before Interest, Taxes, Depreciation and Amortization (EBITDA).
    1. Retail EBITDA: Sum of each EBITDA of the shopping centers Golden Hall, Mediterranean Cosmos and The Mall Athens.
    1. EBITDA of the shopping centers (The Mall Athens, Mediterranean Cosmos, Golden Hall): Individual EBITDA of the companies LOV SMSA, PYLAIA SMSA and LAMDA DOMI SMSA, which are involved in the exploitation of the shopping centers The Mall Athens, Mediterranean Cosmos and Golden Hall respectively.
    1. Change in EBITDA of the shopping centers (The Mall Athens, Mediterranean Cosmos, Golden Hall): Percentage change of the current period vs last period.
    1. Net Debt / Total Assets: (Debt minus Cash and cash equivalents minus Financial instruments held at fair value through profit or loss) over (Investment property plus Property, plant and equipment plus Investment in joint ventures and associates plus Inventories).
    1. Net Debt / Equity: (Debt minus Cash and cash equivalents minus Financial instruments held at fair value through profit or loss) over Equity.

SIGNIFICANT EVENTS

DEVELOPMENT OF THE HELLINIKON SITE

As per the provisions of the Share and Purchase Agreement, the commencement of the Hellinikon Site shall commence with the transfer of HELLINIKON S.A. Sale Shares to the Buyer.

The said transfer is under the condition of fulfillment of the Conditions Precedent and more precisely of these that are still pending, the main being the Conditions Precedent under (iv) regarding partition, (v) regarding the transfer of rights in rem, (vii) regarding the concession of an operational license and (ix) regarding the absence of pending litigation against certain administrative acts, as these Conditions Precedent are provided in Clause 2.2 of the Agreement (SPA).

Financing of the development of the Property

The Company as per its relevant announcement, on 27.01.2020 signed with Eurobank Ergasias SA and Piraeus Bank S.A. the agreement on the "Heads of Terms" regarding the syndicated bank loans to be provided to the Company and the/or the group's subsidiaries. The aforementioned loan facilities that will be used for the financing of the first 5 years of the development of the Property.

More specifically, the aforementioned bank loans will be used for:

(a) the financing of the works of the first five years of the Project (Phase Α), which will include mainly the enhancement of the coastal front area, the development of the residential complexes, commercial venues and relevant infrastructure, of up to €546 million (plus an amount of up to €231 million for financing of VAT cost) with a duration up to 10 years; and

(b) the financing for the development of a shopping malls (Mall) on Vouliagmenis Avenue for an amount of up to €237 million plus an additional facility of €53 million for financing of VAT costs with an initial duration of 4 years from first loan draw-down (with the possibility to extend the maturity for an additional 7 years, reaching 11 years from first loan draw-down); and

(c) the financing for the development of a shopping malls (Mall) on Agios Kosmas Marina for an amount of up to €96 million plus an additional facility of €19 million for financing of VAT costs with the same duration as mentioned above for the Vouliagmenis Mall financing.

Furthermore, it is noted that the interest rate of above loan facilities will be variable and the relative spread will be according to market terms. Loan facilities will be under Greek Law, and as customary for facilities of this nature (project finance), securities shall be also provided, including, inter alia, mortgages and pledges on surface rights on parts of the estates of HELLINIKON S.A. to be developed, pledge on the shares of the issuer, pledge on part of the Project receivables and revenues, as well as claims from the Agreement dated 14.11.2014.

Furthermore, the Company signed on 27.01.2020 the "Heads of Terms" for the issuance of two letters of guarantee that among others, refer to the following:

  • For the financing of the first five years (Phase A) of the Project, a letter of guarantee for an amount of €150 million will be issued to secure the due performance of the Company's obligations, namely prospective cost overruns and revenue sources shortfall, as provisioned in the agreement with the banks.
  • Furthermore, a letter of guarantee will be issued in favor of the Hellenic Republic Asset Development Fund, as provisioned in the relevant Sale and Purchase. More specifically, the initial amount of the letter of guarantee is €307 million, and constitutes the present value of all anticipated owed payments to the State, using a technical discount rate. The amount of the letter of guarantee is to be calculated annually, on the Transfer of Shares anniversary date.

FLISVOS MARINA

The Company in the first quarter of 2020 acquired from the company under the name "D- Marinas B.V." of DOGUS Group, the remaining 50% of the shares issued by LAMDA DOGUS INVESTMENTS S.A., which currently held 83.39% of the shares issued by LAMDA Flisvos Holding S.A., a shareholder of the 77.23% of LAMDA Flisvos Marina S.A. and manager of the Flisvos Marina. On completion of the transfer, LAMDA DEVELOPMENT S.A. has become the sole shareholder of LAMDA DOGUS INVESTMENTS S.A., wholly controlling LAMDA Flisvos Marina S.A.

ISSUE OF A COMMON BOND LOAN

On 17.07.2020 the Public Offer for the Issue of a Common Bond Loan and the admission of the bonds to trading in the category of Fixed Income Securities of the Regulated Market of the Athens Exchange in accordance with article 8 para. 1 of Law 3401/2005, as in force, article 17 para. 2 of the Regulation (EU) 2017/1129 and article 3 para. 5 of Decision 8/862/19.12.2019 of the Board of Directors of the Hellenic Capital Markets Commission, was completed and 320,000 common, bearer bonds of the Company with a nominal value of €1,000 each (the "Bonds") have been allocated and as a result funds of €320m have been raised.

At 22.07.2020 the Bonds were listed for trading in the Fixed Income Securities of the Regulated Market of the Athens Exchange in accordance with current legislation.

PROSPECTS

Following the government`s measures to reduce the spreading of coronavirus COVID-19, the Group has suspended the operation of its three shopping centers from 13.03.2020 to 17.05.2020. In addition, according to the Legislative Content Act (A' 68), which was ratified with the article 1 of Law 4683/2020 (A' 83), "The lessee of a professional establishment for which special and extraordinary measures have been taken in the context of preventing or confining the scattering of COVID-19 and has been suspended from trading or temporarily closed down in months March , April , May or is also continued for June, is exempted from the obligation to pay the 40% of the total rent for these months including June 2020 "(hereinafter "the LCA"). By way of derogation from the existing provisions for leases, the Group has decided to provide an additional discount of 30%, thus a total discount of 70%, on the initial contracted rent only for April and May.

In addition, the Group has completely lost the revenues from the car park operation, the advertising income and the turnover rent from 13.03.2020 to 17.05.2020, as in that period the shopping centers were closed.

The Group leases the land of the shopping center Mediterranean Cosmos in Pylaia Thessaloniki and following the relevant provisions of LCA, has received a reduction in the fixed portion of the rent for the period March - June 2020, amounting to €480k.

The outcome of the abovementioned legislative acts along with the Groups decision to provide additional discount of 30% to tenants has been fully depicted in the financial results of the Group for the period from 01.01.2020 to 30.06.2020. The total impact of COVID-19 on Groups financial results and profitability in the second half of the year cannot be assessed with reasonable certainty at this stage since the phenomenon is continuing. Especially for the second half of the year, the government has extended the rent concessions to certain retail sectors, mainly in Food and Beverage and cultural units. The monthly impact of rent concessions to these sectors on Group`s revenue is approximately €250k. After subtracting the tax effect and minority interests, this amount concludes to c. €160k.

The visitors traffic shows variations after the reopening of the malls to the public at range from -16% to -57% depending on the shopping center and the time period. It should be stressed out that visitors traffic indicators are not comparable with those of last year, not only due to the COVID-19 implications but also due to the non-current reopening of all retail sectors in the shopping centers. Furthermore, with respect to The Mall Athens, visitors' traffic was affected by the fact that the access to the premises of the mall is taking place with the use of a Metro. As regards Mediterranean Cosmos, the visitors` traffic to this shopping center was affected by the decline of tourist arrivals in the country which traditionally start in June.

The expected economic slowdown of the Greek economy in 2020, the corresponding increase of unemployment, the shrinkage of disposable income or/and any potential strong decline of visitors traffic

in shopping centres as a result of avoiding overcrowding places, adopting social distancing measures or/and any future prolonged cease of operation of the shopping centres due to a second wave of COVID-19 pandemic may result in revenue decrease or renegotiation of the lease terms with anchor tenants.

The Management of the Company has carried out all the necessary analyses in order to confirm its cash adequacy at Company and Group level. The Group's cash flow is sufficient to ensure that its contingent obligations are met. In addition, according to estimates, it is predicted that the main financial covenants of the Group's loans will continue to be satisfied.

SIGNIFICANT RISKS FOR THE YEAR 2020

Impact of coronavirus COVID-19

The Group carefully monitors the events regarding the spread of coronavirus COVID-19. Until today, precautious measures are taken for the safety of its employees and acts in compliance with obligations as imposed by the official competent authorities.

The spread of the pandemic will have a negative impact on both global and domestic economic activity. It is also expected to hit sectors of the Greek economy related to the Group's activities, such as retail market. The effects on the Group related to the suspension of the operation of the Shopping Centers are described in the above section "PROSPECTS".

Fluctuations in property values

Fluctuations in property values are reflected in the income statement and balance sheet according to their fair value. An increase in yields would have a significant impact on the Group's profitability and assets. However, due to the successful performance of Shopping and Leisure Centers "The Mall Athens", "Golden Hall" in Maroussi and "Mediterranean Cosmos" in Pylaia Thessaloniki, their market value is less likely to be reduced. In this context, we note that despite the existing factors of increased uncertainty, the values reported provide the best estimate for the Company's investment property. The complete impact of the consequences of the economic situation as well as of the spread of coronavirus COVID-19 may affect the value of the Group's investment property in the future.

Credit risk

The credit risk management is monitored at Group level. The credit risk derives from tenants, bonds and mutual funds, as well as cash and cash equivalents.

With regard to the Group's income, they come mainly from tenants with good reputation whereas certain terms of sales and collections are applied.

Income will be significantly affected in case the tenants are unable to fulfil their contractual obligations due to either restriction in their financial activities or instability of the local banking system.

However, the Group at 30.06.2020 has a well-diversified tenant mix consisting mainly of profitable companies with good reputation. The customers' financial condition is monitored on a recurring basis. The Company's management does not expect significant losses from impaired receivables except for those that have been provided for.

Foreign exchange risk

The Group operates mainly in Greece and the Balkans and is therefore exposed to foreign exchange risk arising from various currencies. The majority of the Group's transactions are carried out in Euro. Foreign exchange risk arises from future commercial transactions as well as the assets, liabilities and net asset value of investments operating in foreign countries.

The Group's standard practice is not to pre-purchase foreign exchange, not to enter into forward foreign exchange contracts with external counterparties and not to enter into currency hedging transactions.

The Group has participations in subsidiaries that operate abroad which equity is exposed to foreign exchange risk at the conversion of their financial statements for consolidation purposes. In relation to the operations outside Greece, the most significant operations take place in Serbia where the foreign exchange rate historically does not show considerable changes. Also, the Group's operations outside Greece do not include material commercial transactions and therefore there is not a significant foreign exchange risk.

Interest rate risk

The Group's interest rate risk derives mainly from bank loans with floating interest rates based on Euribor. The risk is partially hedged with cash held at floating rates.

The Group analyses its interest rate exposure and manages the interest rate risk through refinancing, renewal of existing loans, alternative financing and hedging.

Inflation risk

The Group is exposed to fluctuations in demand and offer of real estate in the domestic market which are affected by the macroeconomic developments in the country and the developments in the domestic real estate market. Any extraordinary negative changes of the above may have a correspondingly negative impact on business activity, operating cash flows, fair value of the Group's investment property, in the equity.

Decrease in the demand or increased offer or shrinking of the domestic real estate market could adversely affect the Group's business and financial situation, as well as negatively affect the Group's investment property occupancy, the base consideration that is set in the contract, the level of demand and ultimately the fair value of these properties. Also, the demand of spaces in the Group's investment property may decrease due to the difficult economic condition or due to increased competition. The above may result to lower occupancy rates, renegotiation of the terms of lease contracts, higher costs required for the lease contracts, lower revenue from base remuneration, as well as of lease contracts with possible lower duration.

The Group enters into long term operating lease arrangements for a minimum of 6 years that are adjusted annually according to the Consumer Price Index plus margin up to 2%.

Liquidity risk

At 30.06.2020 the short-term loans refer mainly to the syndicate bond loan of the Company (amount of €89.1m) as well as the subsidiary Lamda Prime Properties SMSA (amount of €4.9m). It is noted however, that on July 24, 2020, the Company repaid the total outstanding principal amounting to €81.1m and all the corresponding interest. In respect of the bond loan of Lamda Prime Properties SMSA (which owns the building Cecil at Kefalari), it is extended until 30.09.2020 following a request for an extension in the context of completion and signing the necessary financing documents is examined positively by the bond lender. Management estimates that the loan will be successfully refinanced. A reference is made in note 10 of the consolidated financial statements for the six-month period ended on 30 June 2020.

External factors

The Company has investments in Greece, Romania, Serbia and Montenegro. The Group can be affected by external factors such as political instability, economic uncertainty and changes in local tax regimes.

The financial risk factors are disclosed in note 3 of the annual consolidated and company financial statements of 2019.

PENDING LITIGATION

1. THE MALL ATHENS

With regard to the legal issues relating to the particular investment, the following should be noted:

1.1 Α petition for annulment had been filed before the Council of State, relating to the area where the Maroussi Media Village (or "Olympiako Chorio Typou") and the Shopping Center "The Mall Athens" were built, whose legal owner is the Company's subsidiary "LAMDA OLYMPIA VILLAGE S.M.S.A." (hereinafter, "L.O.V."). Said petition directly contested the validity of Law 3207/2003, which was in lieu of the building permit for all the buildings constructed on this particular area. The Council of State, by means of the decision No. 376/2014 of its Plenary Session, identified irregularities of a procedural nature in the issuance of the licenses required for the project, as incorporated in Law 3207/2003. Given the nature of said irregularities, LOV proceeded to initiate the procedure required further to the issuance of the said decision. In this context, a presidential decree was issued on 24.02.2020 (GG D' 91), approving the Special Spatial Plan, the Strategic Environmental Study and the Detailed Street Plan for the wider area (the former Maroussi Media Village). 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.

1.2 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. Filing of an appeal on points of law is pending 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.

2. GOLDEN HALL

1.1 Public (already private) law entity under the trade name "Hellenic Olympic Committee" ("HOC") has filed a lawsuit against the Public Real Estate Property Company S.A. ("ETAD"). By means of the said lawsuit, the HOC claims to be entitled to, and therefore to be granted, the use, management and exploitation of a plot of land of its ownership in which the International Broadcasting Centre ("IBC") is built. The HOC also claims ETAD to be declared as liable for an overall amount of 90,784,500 Euros, which is alleged to have been the lease price paid by the company under the trade name "LAMDA DOMI S.M.S.A." ("LAMDA DOMI") to ETAD (and its predecessor "HELLENIC OLYMPIC REAL ESTATE S.A") for the period 30.04.2019-30.06.2019. The said lawsuit is based on the alleged by the HOC contravention of Article 35 of Law 3342/2005 to Article 17 of the Constitution and more specifically on the allegation that the delegation of use, management and exploitation deprives the HOC from its right to use the plot and benefit therefrom as its rightful owner. Pursuant to an impleader by ETAD, LAMDA DOMI filed a "supporting intervention" in favor of ETAD, but no hearing has been scheduled so far. According to the views of the Company's legal counsels, there is reasonable ground for the Court to dismiss the HOC's lawsuit.

RELATED-PARTY TRANSACTIONS

The related-party transactions according to IAS 24 of the Company and the Group are disclosed in the note 16 of the consolidated financial statements for the six-month period ended on 30 June 2020. It is

noted that the transactions with the related parties are intra-group transactions and there are not significant transactions with related parties outside Group.

Maroussi, September 22, 2020

The Board of Directors

_____ ____ ___
Anastasios K.Giannitsis Odyssefs E.Athanasiou Evgenia G.Paizi
Chairman of the BoD Chief Executive Officer Member of the BoD

Independent Auditor's Report

Translation from the original text in Greek

Report on Review of Interim Financial Information

To the Board of Directors of "LAMDA Development S.A."

Introduction

We have reviewed the accompanying condensed company and consolidated statement of financial position of "LAMDA Development S.A." (the "Company"), as of 30 June 2020 and the related condensed company and consolidated statements of profit or loss, comprehensive income, changes in equity and cash flow statements for the six-month period then ended, and the selected explanatory notes that comprise the interim condensed financial information and which form an integral part of the six-month financial report as required by L.3556/2007.

Management is responsible for the preparation and presentation of this condensed interim financial information in accordance with International Financial Reporting Standards as they have been adopted by the European Union and applied to interim financial reporting (International Accounting Standard "IAS 34"). Our responsibility is to express a conclusion on this interim condensed financial information based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing, as they have been transposed into Greek Law and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed interim financial information is not prepared, in all material respects, in accordance with IAS 34.

Report on other legal and regulatory requirements

Our review has not revealed any material inconsistency or misstatement in the statements of the members of the Board of Directors and the information of the six-month Board of Directors Report, as defined in articles 5 and 5a of Law 3556/2007, in relation to the accompanying condensed interim financial information.

Athens, 22 September 2020

The Certified Auditor Accountant

PricewaterhouseCoopers Auditing Company S.A. 268 Kifissias Avenue Halandri 15232 Athens, Greece Despina Marinou

SOEL Reg No 113 SOEL Reg No 17681

Condensed Interim Consolidated and Company Financial Information for the period from January 1, 2020 - June 30, 2020

Notes to the condensed consolidated and company interim financial statements 21
1. General information 21
2. Basis of preparation and summary of significant accounting policies 21
3. Financial risk management and fair value estimation 25
4. Segment information 25
5. Investment property 27
6. Property, plant and equipment 29
7. Investments in subsidiaries, joint ventures and associates 30
8. Cash and cash equivalents 35
9. Financial instruments by category 36
10. Borrowings 37
11. Derivative financial instruments 38
12. Leases 39
13. Cash generated from operations 41
14. Commitments 41
15. Contingent liabilities and contingent assets 41
16. Related party transactions 43
17. Earnings per share 44
18. Income tax expense 45
19. Number of employees 46
20. Development of the Hellinikon site 46
21. Significant variations in comparatives 48
22. Events after the financial position date 48
Statement of financial position (Company and Consolidated)
For the period from January 1, 2020 - June 30, 2020
GROUP COMPANY
all amounts in € thousands Note 30.06.2020 31.12.2019 30.06.2020 31.12.2019
ASSETS
Non-current assets
Investment property
5 1.030.532 1.039.312 1.840 1.840
Right-of-use assets 12 100.417 195 763 841
Property, plant and equipment 6 36.798 4.946 2.500 1.940
Intangible assets 7 29.098
-
-
-
-
331.946
-
312.971
Investments in subsidiaries
Investments in joint ventures and associates
7 34.659 39.881 3.737 7.759
Deferred tax assets 7.774 7.260 7.604 7.113
Receivables 29.512
1.268.791
29.702
1.121.296
10.243
358.634
10.131
342.596
Current assets
Inventories 9.558 9.605 - -
Trade and other receivables 34.638
3.580
32.702
4.281
53.932
3.043
18.875
2.974
Current tax assets
Cash and cash equivalents
8 630.932 702.776 584.511 651.664
678.707 749.364 641.486 673.512
Total assets 1.947.498 1.870.660 1.000.120 1.016.108
EQUITY AND LIABILITIES
Equity attributable to equity holders of the parent
Share capital and share premium 1.025.077 1.023.856 1.025.077 1.023.856
Other reserves 8.333 6.891 2.852 2.852
Retained earnings/(Accumulated losses) 19.085
1.052.494
26.593
1.057.340
(176.712)
851.217
(202.147)
824.561
Non-controlling interests 7 98.148 85.746 - -
Total equity 1.150.643 1.143.086 851.217 824.561
LIABILITIES
Non-current liabilities
Borrowings 10 348.284 336.424 - -
Lease liability
Deferred tax liabilities
12 175.772
122.518
78.239
121.705
246
-
802
-
Derivative financial instruments 11 2.088 776 - -
Employee benefit obligations 1.877 1.684 976 976
Other non-current liabilities 4.329
654.869
2.057
540.885
10.768
11.990
10.949
12.726
Current liabilities
Borrowings 10 92.519 102.673 81.128 89.128
Lease liability 12 1.936 436 529 62
Trade and other payables 46.293
1.239
83.533
45
55.257
-
89.631
-
Current tax liabilities 141.986 186.689 136.913 178.820
Total liabilities 796.855 727.574 148.903 191.547
Total equity and liabilities 1.947.498 1.870.660 1.000.120 1.016.108

Statement of financial position (Company and Consolidated)

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 September 22, 2020.

Income Statement (Company and Consolidated)

Financial information
For the period from January 1, 2020 - June 30, 2020
Income Statement (Company and Consolidated)
GROUP COMPANY
Note 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019
all amounts in € thousands
Revenue 31.185 39.511 680 685
Dividends 203 135 35.769 2.363
Net gain/(loss) from fair value adjustment on investment property 5 (11.274) 49.687 - -
Loss from inventory impairment (42) - - -
Other direct property operating expenses (4.458) (4.721) - -
Expenses related to the development of the Hellinikon site (2.722) - (2.722) -
Employee benefits expense (6.122) (4.629) (3.287) (2.740)
Depreciation of property, plant and equipment 6,12 (2.477) (428) (575) (492)
Other operating income / (expenses) - net (2.536) (1.979) (2.142) (1.899)
Operating profit/(loss) 1.756 77.576 27.722 (2.082)
Finance income 508 23 1.090 561
Finance costs (14.929) (13.129) (3.868) (4.287)
Share of net profit of investments accounted for using the equity
method
7 5.484 (1.267) - -
Profit/(loss) before income tax (7.181) 63.202 24.945 (5.808)
Income tax expense 676 (17.972) 490 984
Profit/(loss) for the period (6.505) 45.230 25.435 (4.824)
Profit/(loss) attributable to:
Equity holders of the parent (5.659) 37.179 25.435 (4.824)
(846) 8.051 - -
Non-controlling interests (6.505) 45.230 25.435 (4.824)
Earnings/(losses) per share attributable to the equity holders
of the Parent during the period (expressed in € per share)
17

Income Statement (Company and Consolidated)

Income Statement (Company and Consolidated) For the period from January 1, 2020 - June 30, 2020
GROUP COMPANY
all amounts in € thousands 01.04.2020 to 30.06.2020 01.04.2019 to 30.06.2019 01.04.2020 to 30.06.2020 01.04.2019 to 30.06.2019
Revenue 11.671 19.296 340 338
Dividends 203 135 35.769 2.363
Net gain/(loss) from fair value adjustment on investment property 5 1.542 49.687 - -
Loss from inventory impairment (42) - - -
Other direct property operating expenses (2.289) (2.677) - -
Expenses related to the development of the Hellinikon site (1.551) - (1.551) -
Employee benefits expense (3.529)
(1.744)
(2.455)
(217)
(1.764)
(329)
(1.344)
(250)
Depreciation of property, plant and equipment 6,12 (479) (825) (934) (1.073)
Other operating income / (expenses) - net
Operating profit/(loss)
3.783 62.942 31.531 35
250 12 515 282
Finance income (8.033) (6.571) (1.914) (2.069)
Finance costs
Share of net profit of investments accounted for using the equity
7 (1.877) (498) - -
method 55.886 30.132 (1.752)
Profit/(loss) before income tax (5.878)
(1.013)
(15.040) (460) 306
Income tax expense (6.891) 40.846 29.672 (1.445)
Profit/(loss) for the period
Profit/(loss) attributable to:
Equity holders of the parent (6.827) 34.328 29.672 (1.445)
Non-controlling interests (63)
(6.891)
6.517
40.846
-
29.672
-
(1.445)
Earnings/(losses) per share attributable to the equity holders (0,04) 0,44 0,17 (0,02)

Statement of comprehensive income (Company and Consolidated)

Financial information
For the period from January 1, 2020 - June 30, 2020
Statement of comprehensive income (Company and Consolidated)
GROUP COMPANY
all amounts in € thousands
Profit/(loss) for the period 01.01.2020 to 30.06.2020
(6.505)
01.01.2019 to 30.06.2019
45.230
01.01.2020 to 30.06.2020
25.435
01.01.2019 to 30.06.2019
(4.824)
Cash flow hedges, after tax (581) (761) - -
Items that may be subsequently reclassified to profit or loss (581) (761) - -
Total comprehensive income for the period (7.086) 44.470 25.435 (4.824)
Profit/(loss) attributable to:
Equity holders of the parent (6.056) 36.660 25.435 (4.824)
Non-controlling interests (1.030)
(7.086)
7.810
44.470
-
25.435
-
(4.824)

Statement of changes in equity (Consolidated)

Financial information
For the period from January 1, 2020 - June 30, 2020
Statement of changes in equity (Consolidated)
Attributable to equity holders of the parent
all amounts in € thousands Share capital Other reserves Retained earnings / Non-controlling interests Total equity
GROUP (Accumulated Total
1 January 2019 376.663 6.900 (28.447) 355.117 79.500 434.616
Total Income:
Profit for the period -
-
37.179 37.179 8.051 45.230
Other comprehensive income for the period:
Cash flow hedges, after tax
- (520) - (520) (241) (761)
Actuarial gains/(losses), after tax - 3 (3) - - -
Total comprehensive income for the period - (517) 37.177 36.660 7.810 44.470
Transactions with the shareholders:
Reserves
- 678 (678) - - -
Dividends to non-controlling interests -
-
- - (3.052) (3.052)
- 678 (678) - (3.052) (3.052)
30 June 2019 376.663 7.061 8.052 391.776 84.259 476.035
1 January 2020 1.023.856 6.891 26.593 1.057.340 85.746 1.143.086
Total Income:
Loss for the period
-
-
(5.659) (5.659) (846) (6.505)
Other comprehensive income for the period:
Cash flow hedges, after tax
- (397) - (397) (184) (581)
Total comprehensive income for the period - (397) (5.659) (6.056) (1.030) (7.086)
Transactions with the shareholders:
Reserves
Costs directly attributable to issuing new shares
-
1.221
1.847
-
(1.847)
-
-
1.221
-
-
-
1.221
Dividends to non-controlling interests - -
-
(8)
-
-
-
(8)
(329)
13.762
(329)
13.753
1.221 1.839 (1.847) 1.213 13.433 14.645
Acquisition in interest held in participation 1.025.077 8.333 19.085

Statement of changes in equity (Company)

Financial information
For the period from January 1, 2020 - June 30, 2020
Statement of changes in equity (Company)
all amounts in € thousands Share capital Other reserves Retained
earnings /
(Accumulated
Total equity
COMPANY
1 January 2019 376.663 3.012 (187.233) 192.442
Total Income:
Loss for the period
- - (4.824) (4.824)
Total comprehensive income for the period - - (4.824) (4.824)
30 June 2019 376.663 3.012 (192.057) 187.618
1 January 2020 1.023.856 2.852 (202.147) 824.561
Total Income:
Profit for the period
- - 25.435 25.435
Other comprehensive income for the period:
Total comprehensive income for the period
Transactions with the shareholders:
- - 25.435 25.435
Costs directly attributable to issuing new shares
30 June 2020
1.221
1.025.077
-
2.852
-
(176.712)
1.221
851.217

Cash Flow Statement (Company and Consolidated)

Financial information
For the period from January 1, 2020 - June 30, 2020
Cash Flow Statement (Company and Consolidated)
GROUP COMPANY
all amounts in € thousands Note 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019
Cash flows from operating activities
Cash generated from / (used in) operations 13
(20.956)
25.139 (24.918) (4.826)
Interest paid and interest related finance cost
Interest expense on lease liabilities
12 (12.607)
(3.508)
(10.219)
(1.721)
(3.380)
(18)
(3.260)
(28)
Income taxes paid - - - -
Net cash inflow (outflow) from operating activities (37.072) 13.200 (28.297) (8.086)
Cash flows from investing activities
Purchase of property, plant and equipment and investment property
Proceeds from sale of ppe and investment property
5,6
6
(3.681)
-
(7.228)
25
(655)
-
(1.030)
-
Dividends/pre-dividends received - - - 2.228
Interest received 548 22 450 -
Payments of consideration for the aqcuisition of interest held in participation (13.169) - (13.169) -
Cash and cash equivalents at the acquisition
(Increase)/decrease in the share capital of participations
7 5.551
(1.960)
-
(2.800)
-
(2.560)
-
(2.076)
Restricted cash - - - 2.500
Net cash inflow (outflow) from investing activities (12.711) (9.981) (15.933) 1.622
Cash flows from financing activities
Costs directly attributable to issuing new shares (4.244) - (4.244) -
Dividends paid at non-controlling interests
Loans received/repayment of loans from related parties
16 -
(10.000)
(1.294)
-
-
(10.187)
-
(169)
Borrowings received 10 165.100 78.890 - -
Repayment of borrowings 10 (168.853) (78.285) (8.000) (1.000)
Repayment of lease liabilities
Borrowings transaction costs
12
10
(2.065)
(1.999)
(163)
(802)
(492)
-
(398)
-
Restricted cash - 2.500 - -
Net cash inflow (outflow) from financing activities (22.061) 846 (22.922) (1.567)
Net increase (decrease) in cash and cash equivalents (71.844) 4.066 (67.153) (8.031)
Cash and cash equivalents at the beginning of the period 702.776 67.875 651.664 12.245
630.932 71.941 584.511 4.214

Notes to the condensed consolidated and company interim financial statements

1. General information

These condensed financial statements include the company financial statements of the company LAMDA Development S.A. (the "Company") and the condensed consolidated financial statements of the Company and its subsidiaries (together "the Group") for the six-month period ended June 30, 2020. The names of the subsidiaries are presented in note 7 of these financial statements. The annual financial statements of the Group's subsidiaries have been uploaded at www.lamdadev.com. The Company's shares are listed on the Athens Stock Exchange.

The main activities of the Company comprise investment, development, leasing and maintenance of innovative real estate projects, in Greece as much as in countries of S.E. Europe (Serbia, Romania and Montenegro) through its subsidiaries. The Group's most significant investments are: three shopping and leisure centers (The Mall Athens and Golden Hall in Athens and Mediterranean Cosmos in Thessaloniki), office complex in Greece and Romania and Flisvos Marina in Faliro. Following the transfer to the purchaser of the sold shares of HELLINIKON S.A., the Company will undertake the integrated metropolitan regeneration of Hellinikon Airport area.

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. ("parent" of the Company), which is domiciled in Luxembourg, is the main shareholder of the Company as at 30.06.2020 with interest held at 50.62% of the share capital and therefore the Group's financial statements are included in its consolidated financial statements. As at the date of releasing this condensed interim financial information the company Consolidated Lamda Holdings S.A. holds 42.20%.

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 September 22, 2020.

2. Basis of preparation and summary of significant accounting policies

2.1. Basis of preparation

These condensed interim 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 condensed interim consolidated and company financial statements should be read in conjunction with the annual financial statements for the year ended 31 December 2019 which are available on the website address www.lamdadev.com.

The accounting principles that have been used in the preparation and presentation of these condensed interim financial statements are in accordance with those used for the preparation of the Company and Group annual financial statements as of December 31, 2019.

The condensed interim 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 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's decision to apply the going concern principle is based on the assumptions that are related to the possible impact of the spread of coronavirus COVID-19.

The impact due to the coronavirus pandemic COVID-19

Following the government`s measures to reduce the spreading of coronavirus COVID-19, the Group has suspended the operation of its three shopping centers from 13.03.2020 to 17.05.2020. In addition, according to the Legislative Content Act (A' 68), which was ratified with the article 1 of Law 4683/2020 (A' 83), "The lessee of a professional establishment for which special and extraordinary measures have been taken in the context of preventing or confining the scattering of COVID-19 and has been suspended from trading or temporarily closed down in months March , April , May or is also continued for June, is exempted from the obligation to pay the 40% of the total rent for these months including June 2020 "(hereinafter "the LCA"). By way of derogation from the existing provisions for leases, the Group has decided to provide an additional discount of 30%, thus a total discount of 70%, on the initial contracted rent only for April and May.

In addition, the Group has completely lost the revenues from the car park operation, the advertising income and the turnover rent from 13.03.2020 to 17.05.2020, as in that period the shopping centers were closed.

The Group leases the land of the shopping center Mediterranean Cosmos in Pylaia Thessaloniki and following the relevant provisions of LCA, has received a reduction in the fixed portion of the rent for the period March - June 2020, amounting to €480k.

The outcome of the abovementioned legislative acts along with the Groups decision to provide additional discount of 30% to tenants has been fully depicted in the financial results of the Group for the period from 01.01.2020 to 30.06.2020. The total impact of COVID-19 on Groups financial results and profitability in the second half of the year cannot be assessed with reasonable certainty at this stage since the phenomenon is continuing. Especially for the second half of the year, the government has extended the rent concessions to certain retail sectors, mainly in Food and Beverage and cultural units. The monthly impact of rent concessions to these sectors on Group`s revenue is approximately €250k. After subtracting the tax effect and minority interests, this amount concludes to c. €160k.

The visitors traffic shows variations after the reopening of the malls to the public at range from -16% to -57% depending on the shopping center and the time period. It should be stressed out that visitors traffic indicators are not comparable with those of last year, not only due to the COVID-19 implications but also due to the non-current reopening of all retail sectors in the shopping centers. Furthermore, with respect to The Mall Athens, visitors' traffic was affected by the fact that the access to the premises of the mall is taking place with the use of a Metro. As regards Mediterranean Cosmos, the visitors` traffic to this shopping center was affected by the decline of tourist arrivals in the country which traditionally start in June.

The expected economic slowdown of the Greek economy in 2020, the corresponding increase of unemployment, the shrinkage of disposable income or/and any potential strong decline of visitors traffic in shopping centres as a result of avoiding overcrowding places, adopting social distancing measures or/and any future prolonged cease of operation of the shopping centres due to a second wave of COVID-19 pandemic may result in revenue decrease or renegotiation of the lease terms with anchor tenants.

The Management of the Company has carried out all the necessary analyses in order to confirm its cash adequacy at Company and Group level. The Group's cash flow is sufficient to ensure that its contingent obligations are met. In addition, according to estimates, it is predicted that the main financial covenants of the Group's loans will continue to be satisfied.

The factors above have been taken into account by Management when preparing the financial statements for the three-month period ended June 30, 2020. 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. However, Management is not able to accurately predict the likely developments in the Greek economy and its impact on the Group activities. More specifically, the economic impact on the global economy and overall business activities in relation to the coronavirus pandemic COVID-19 and the consequent emergency mitigation measures that have affected global economic activity cannot be assessed with reasonable certainty at this stage due to the inability to reliably predict the extent and duration of the pandemic. Management will continue to monitor and closely assess the situation.

In note 3 "Financial risk management" of the financial statements for the period ended December 31, 2019, 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.

This consolidated and Company condensed interim financial information 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 information 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 information 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 information are disclosed in note 4 of the annual financial statements as of December 31, 2019.

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 January 2020. 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 3 (Amendments) 'Definition of a business'

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 adoption of the amendments had no significant impact on this condensed interim financial information.

IAS 1 and IAS 8 (Amendments) 'Definition of material'

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 IFRSs. The adoption of the amendments had no significant impact on this condensed interim financial information.

IFRS 9, IAS 39 and IFRS 7 (Amendments) 'Interest rate benchmark reform'

The amendments modify some specific hedge accounting requirements to provide relief from potential effects of the uncertainty caused by the IBOR reform. In addition, the amendments require companies to provide additional information to investors about their hedging relationships which are directly affected by these uncertainties. The adoption of the amendments had no significant impact on this condensed interim financial information.

Standards and Interpretations effective for subsequent periods

IFRS 16 (Amendment) 'Covid-19-Related Rent Concessions' (effective for annual periods beginning on or after 1 June 2020)

The amendment provides lessees (but not lessors) with relief in the form of an optional exemption from assessing whether a rent concession related to COVID-19 is a lease modification. Lessees can elect to account for rent concessions in the same way as they would for changes which are not considered lease modifications. The amendment has not yet been endorsed by the EU.

IAS 16 (Amendment) 'Property, Plant and Equipment – Proceeds before Intended Use' (effective for annual periods beginning on or after 1 January 2022)

The amendment prohibits an entity from deducting from the cost of an item of PP&E any proceeds received from selling items produced while the entity is preparing the asset for its intended use. It also requires entities to separately disclose the amounts of proceeds and costs relating to such items produced that are not an output of the entity's ordinary activities. The amendment has not yet been endorsed by the EU.

IAS 37 (Amendment) 'Onerous Contracts – Cost of Fulfilling a Contract' (effective for annual periods beginning on or after 1 January 2022)

The amendment clarifies that 'costs to fulfil a contract' comprise the incremental costs of fulfilling that contract and an allocation of other costs that relate directly to fulfilling contracts. The amendment also clarifies that, before a separate provision for an onerous contract is established, an entity recognises any impairment loss that has occurred on assets used in fulfilling the contract, rather than on assets dedicated to that contract. The amendment has not yet been endorsed by the EU.

IFRS 3 (Amendment) 'Reference to the Conceptual Framework' (effective for annual periods beginning on or after 1 January 2022)

The amendment updated the standard to refer to the 2018 Conceptual Framework for Financial Reporting, in order to determine what constitutes an asset or a liability in a business combination. In addition, an exception was added for some types of liabilities and contingent liabilities acquired in a business combination. Finally, it is clarified that the acquirer should not recognise contingent assets, as defined in IAS 37, at the acquisition date. The amendment has not yet been endorsed by the EU.

IAS 1 (Amendment) 'Classification of liabilities as current or non-current' (effective for annual periods beginning on or after 1 January 2023)

The amendment clarifies that liabilities are classified as either current or non-current depending on the rights that exist at the end of the reporting period. Classification is unaffected by the expectations of the entity or events after the reporting date. The amendment also clarifies what IAS 1 means when it refers to the 'settlement' of a liability. The amendment has not yet been endorsed by the EU.

Annual Improvements to IFRS Standards 2018–2020 (effective for annual periods beginning on or after 1 January 2022)

The amendments set out below include changes to four IFRSs. The amendments have not yet been endorsed by the EU.

IFRS 9 'Financial instruments'

The amendment addresses which fees should be included in the 10% test for derecognition of financial liabilities. Costs or fees could be paid to either third parties or the lender. Under the amendment, costs or fees paid to third parties will not be included in the 10% test.

IFRS 16 'Leases'

The amendment removed the illustration of payments from the lessor relating to leasehold improvements in Illustrative Example 13 of the standard in order to remove any potential confusion about the treatment of lease incentives.

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. Financial risk management and fair value estimation

A) Financial risk management

The Group's activities expose it to a variety of financial risks such as market risk (including currency risk, interest rate risk and price risk), credit risk and liquidity risk.

The condensed interim financial information does not include all financial risk management information and disclosures required in the annual financial statements as at 31 December 2019 and so they should be read in conjunction with them. There have been no changes in the risk management policies since December 31, 2019.

B) 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) and the derivative financial instruments (note 11).

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.

A) Group's operating segments

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
Real estate
GREECE
BALKANS Administrative and Management
Services
Eliminations among
segments
Total
Shopping centers Other investment
property
Other investment
property
25.820 5.862 4 88 (589) 31.185
(11.256) 80 (140) - - (11.316)
(360) - - 1.552 (4.458)
- (2.722) - - - (2.722)
(478) (670) (113) (6.434) (963) (8.659)
- 7.893 (2.207) - - 5.687
8.436 10.083 (2.456) (6.346) - 9.717
(5.651) administration segment without being allocated to the profit generating segments.
The segment results for the six-month period ended 30 June 2020 were as follows:
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
For the period from January 1, 2020 - June 30, 2020
The segment results for the three-month period ended 30 June 2020 were as follows:
Real estate
all amounts in € thousands GREECE BALKANS Administrative and Management
Services
Eliminations among
segments
Total
Shopping centers Other investment
property
Other investment
property
Revenue from third parties 8.167 4.040 1 (243) (294) 11.671
Net gains/(losses) from fair value adjustment on investment 1.561 80 (140) - - 1.500
property and inventories
Other direct property operating expenses
(2.738) (209) - - 657 (2.289)
Expenses related to the development in the Hellinikon area - (1.551) - - - (1.551)
Other (333) (253) (26) (3.034) (363) (4.009)
Share of profit / (loss) from joint ventures and associates and
income from dividends
- 131 (1.805) - - (1.674)
EBITDΑ 6.657 2.238 (1.969) (3.277) - 3.650
The segment results for the six-month period ended 30 June 2019 were as follows:
all amounts in € thousands
Real estate
GREECE
BALKANS Administrative and Management
Services
Eliminations among
segments
Total
Shopping centers Other investment
property
Other investment
property
38.525 1.261 4 303 (582) 39.511
Revenue from third parties
Net gains/(losses) from fair value adjustment on investment 580 - - - 49.687
property and inventories
Other direct property operating expenses
49.107
(6.275)
(421) - - 1.975 (4.721)
Other (45) (168) (144) (4.857) (1.394) (6.608)
Share of profit / (loss) from joint ventures and associates and
income from dividends
- (524) (608) - - (1.132)

The segment results for the six-month period ended 30 June 2019 were as follows:

Other investment Other investment
Shopping centers property property
Revenue from third parties 8.167 4.040 1 (243) (294) 11.671
Net gains/(losses) from fair value adjustment on investment
The segment results for the six-month period ended 30 June 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
Other investment
property
Revenue from third parties 38.525 1.261 4 303 (582) 39.511
580 - - - 49.687
Net gains/(losses) from fair value adjustment on investment
property and inventories
49.107
Other direct property operating expenses (6.275) (421) - - 1.975 (4.721)
Other (45) (168) (144) (4.857) (1.394) (6.608)
Share of profit / (loss) from joint ventures and associates and
income from dividends
- (524) (608) - - (1.132)
EBITDΑ 81.311 728 (748) (4.554) - 76.737
The segment results for the three-month period ended 30 June 2019 were as follows:
all amounts in € thousands
Real estate
GREECE
BALKANS
Shopping centers Other investment
property
Other investment
property
Administrative and Management
Services
Eliminations among
segments
Total
Revenue from third parties 18.930 578 2 15 (230) 19.296
Net gains/(losses) from fair value adjustment on investment
property and inventories
49.107 580 - - - 49.687
Other direct property operating expenses (3.359) (273) - - 954 (2.677)
Other 80 (67) (63) (2.506) (725) (3.281)
Share of profit / (loss) from joint ventures and associates and
income from dividends
- (134) (229) - - (363)

The segment results for the three-month period ended 30 June 2019 were as follows:

Shopping centers Other investment
property
Other investment
property
Revenue from third parties 38.525 1.261 4 303 (582) 39.511
Net gains/(losses) from fair value adjustment on investment
Share of profit / (loss) from joint ventures and associates and
income from dividends
Real estate
all amounts in € thousands GREECE BALKANS Administrative and Management Eliminations among
Shopping centers Other investment
property
Other investment
property
Services segments Total
Revenue from third parties 18.930 578 2 15 (230) 19.296
Net gains/(losses) from fair value adjustment on investment
property and inventories
49.107 580 - - - 49.687
Other direct property operating expenses (3.359) (273) - - 954 (2.677)
Other 80 (67) (63) (2.506) (725) (3.281)
Share of profit / (loss) from joint ventures and associates and
income from dividends
- (134) (229) - - (363)

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

Financial information
For the period from January 1, 2020 - June 30, 2020
Real estate
all amounts in € thousands GREECE BALKANS Administrative Total
Shopping centers Other investment
property
Other investment
property
and Management Services
30 June 2020
Assets per segment
1.040.126 73.733 36.767 796.872 1.947.498
Expenditure of non-current assets 2.592 405 - 685 3.681
Liabilities per segment 573.283 165.683 199 57.689 796.855
Real estate
all amounts in € thousands GREECE BALKANS Total
Shopping centers Other investment
property
Other investment
property
Administrative
and Management Services
31 Δεκεμβρίου 2019
Assets per segment
1.057.046 82.665 37.032 693.916 1.870.660
Expenditure of non-current assets 20.004 12 - 1.478 21.494
Liabilities per segment 551.504 47.959 204 127.907 727.574
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 30.06.2020 30.06.2019
EBITDA 9.717 76.737
Depreciation (2.477) (428)
Finance income 508 23
Finance costs (14.929) (13.129)
Profit/(loss) before income tax (7.182) 63.202
Income tax expense 676 (17.972)
Profit/(loss) for the period (6.505) 45.230
B) Geographical segments
The reconciliation of the segments' EBITDA to total profit after tax for the Group is as follows:
all amounts in € thousands
The segment information for the six-month period ended 30 June 2020 was as follows:
30 June 2020
all amounts in € thousands Total revenue Non-current assets
Greece 31.181 1.235.583
Balkans 4 33.208
31.185 1.268.791
The segment information for the six-month period ended 30 June 2019 was as follows:
30 June 2019
all amounts in € thousands Total revenue Non-current assets
Greece
Balkans
39.507
4
1.032.149
29.237

B) Geographical segments

COMPANY
GROUP
39.511 1.061.386
Greece
Balkans
39.507
4
30 June 2019
all amounts in € thousands
Total revenue Non-current assets
The segment information for the six-month period ended 30 June 2019 was as follows:
30 June 2020
The segment information for the six-month period ended 30 June 2020 was as follows:
30 June 2019

5. Investment property

The segment information for the six-month period ended 30 June 2020 was as follows:
30 June 2020
The segment information for the six-month period ended 30 June 2019 was as follows:
30 June 2019
5.
Investment property
GROUP COMPANY
all amounts in € thousands Note 30.06.2020 31.12.2019 30.06.2020 31.12.2019
Balance at 1 January 1.039.312 852.115 1.840 1.840
Right-of-use assets 12 152 78.615 - -
Net gain/(loss) from fair value adjustment on (11.274) 71.494 - -
investment property
Subsequent expenditure on investment property
6 2.342 21.535 - -
Additional property cost
Balance at the end of period
-
1.030.532
15.553
1.039.312
-
1.840
-
1.840

The investment property includes property operating lease that amounts to €1m and is related to the shopping center Mediterranean Cosmos. The right-of-use of this property amounts to €78.1m at 30.06.2020 (note 12).

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 or more often given that the market conditions or the terms of any existing lease and other contracts show differ significantly from those in the previous reporting period. The valuations are prepared 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, the designation of an exit value 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. 30.06.2020 31.12.2019 30.06.2020 31.12.2019

At 30.06.2020, revised valuations on the investment property were carried out due to the lost income in the shopping centers as impact from the spread of COVID-19 up to 30.06.2020. The other primary assumptions of the valuations remained basically the same as those of 31.12.2019 as described below.

More precisely, at 30.06.2020, 93% 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 is held under a lease that expires in 2103. As far as the office buildings are concerned, they are owned by the Group.
  • In short, the discount rates and exit yields according to the latest valuations at June 30, 2020 are as follows:
investment property, the designation of an exit value 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
At 30.06.2020, revised valuations on the investment property were carried out due to the lost income in
the shopping centers as impact from the spread of COVID-19 up to 30.06.2020. The other primary
assumptions of the valuations remained basically the same as those of 31.12.2019 as described below.
More precisely, at 30.06.2020, 93% 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
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 is held under a lease that
expires in 2103. As far as the office buildings are concerned, they are owned by the Group.
In short, the discount rates and exit yields according to the latest valuations at June 30, 2020 are
30.06.2020 Discount rate
31.12.2019
30.06.2020 Exit yields
31.12.2019
Malls
The Mall Athens
Med.Cosmos
Golden Hall
8,25%
9,25%
9,00%
8,25%
9,25%
9,00%
6,75%
8,50%
7,50%
6,75%
8,50%
7,50%
Office buildings
Ilida, Maroussi
Cecil, Kefalari
8,50%
8,50%
8,50%
8,50%
7,00%
7,50%
7,00%
7,50%
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

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 1.50%.

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 four basic scenarios in relation to the impact on the valuations of the following investment properties of an increase or a decrease in the yields by +/-25 basis points (+/- 0,25%) per Shopping Mall and office building, as well as an increase or a decrease in exit yields by +/- 25 basis points (+/-0,25%)

Financial information

Financial information
For the period from January 1, 2020 - June 30, 2020
(all amounts in € millions) Discount rate Discount rate Exit yields Exit yields
+0,25% -0,25% +0,25% -0,25%
The Mall Athens
Med.Cosmos
-7,4
-2,9
7,5
3,0
-8,0
-1,9
8,6
2,0
Golden Hall -4,1 4,2 -3,9 4,2
Malls -14,4 14,7 -13,8 14,8
Ilida, Maroussi -0,5 0,6
Cecil, Kefalari
Office buildings
-0,2
-0,7
0,2
0,8

For the period from January 1, 2020 - June 30, 2020

The above-mentioned valuations of the investment property have taken into account the improved current economic conditions in Greece in relation to previous years as described in note 2.1 and therefore, based on the current conditions, the values reported provide the best estimate for the Group's investment property. The changes in the fair value of the investment property and mainly of the shopping centers vary compared to the respective period of 2019 as they depict the impact from the spread of COVID-19. According to the independent qualified valuers, given the uncertainty deriving from the evolution of COVID-19 pandemic and the potential future impact on the real estate market in our country and internationally and in lack of sufficient comparable figures, there are conditions of "substantial valuation uncertainty" as defined by the International Valuation Standards. Therefore, the value of the properties is under a period of a high level of attention.

6. Property, plant and equipment

Property, plant and equipment
Furniture,
Lease hold land and buildings
Vehicles and machinery
fittings and
Assets under construction
equipment
Software
Total
836
6.379
8.550
2.978
2.742
21.484
-
12
150
12
7.054
7.228
Disposals / Write-offs
(269)
-
(43)
(9)
-
(321)
Transfer to income statement
-
-
-
-
(8.248)
(8.248)
30 June 2019
567
6.391
8.657
2.981
1.548
20.143
562
6.427
9.607
3.006
1.515
21.117
373
16
562
2
386
1.339
35.624
10.746
462
-
-
46.831
36.559
17.189
10.630
3.008
1.901
69.287
Accumulated depreciation
1 January 2019
(501)
(5.362)
(6.963)
(2.782)
-
(15.608)
(16)
(173)
(146)
(31)
-
(365)
143
-
41
9
-
194
(374)
(5.535)
(7.068)
(2.803)
-
(15.779)
(383)
(5.708)
(7.245)
(2.835)
-
(16.172)
(328)
(280)
(220)
(33)
-
(860)
(11.300)
(3.790)
(367)
-
-
(15.457)
(12.011)
(9.778)
(7.832)
(2.868)
-
(32.489)
193
856
1.589
178
1.548
4.364
24.548
7.411
2.798
141
1.901
36.798
on the current conditions, the values reported provide the best estimate for the Group's investment
property. The changes in the fair value of the investment property and mainly of the shopping centers
vary compared to the respective period of 2019 as they depict the impact from the spread of COVID-19.
According to the independent qualified valuers, given the uncertainty deriving from the evolution of
COVID-19 pandemic and the potential future impact on the real estate market in our country and
internationally and in lack of sufficient comparable figures, there are conditions of "substantial valuation
uncertainty" as defined by the International Valuation Standards. Therefore, the value of the properties
is under a period of a high level of attention.
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. In this context, the Management
carefully monitors the events regarding the spread of coronavirus, as the short-term impact on the
Group's investment property that are directly connected to the Group's net asset value, remain currently
unknown.
Over the total investment property of the Group there are real estate liens and pre-notices.
6.
all amounts in € thousands
GROUP - Cost
1 January 2019
Additions
1 January 2020
Additions
Acquisition of interest held in participation (note 7)
30 June 2020
Depreciation charge
Disposals / Write-offs
30 June 2019
1 January 2020
Depreciation charge
Acquisition of interest held in participation (note 7)
30 June 2020
Closing net book amount at 30 June 2019
Closing net book amount at 30 June 2020
all amounts in € thousands
COMPANY - Cost
1 January 2019
Additions
For the period from January 1, 2020 - June 30, 2020
Financial information
Furniture,
Lease hold land Vehicles and machinery fittings and
equipment
Software Assets under construction Total
367 190 1.507 2.774 - 4.838
-
-
-
-
32
-
11
-
987
-
1.030
-
30 June 2019 367 190 1.539 2.786 987 5.868
1 January 2020
Additions
367
3
195
-
1.648
310
2.807
1
1.272
341
6.289
655
30 June 2020 370 195 1.958 2.808 1.613 6.944
Accumulated depreciation
1 January 2019
Depreciation charge
(264)
(6)
(102)
(8)
(1.182)
(37)
(2.642)
(26)
-
-
(4.190)
(77)
30 June 2019 -
(269)
-
(110)
-
(1.219)
-
(2.668)
-
-
-
(4.266)
1 January 2020 (275) (118) (1.261) (2.695) - (4.349)
Depreciation charge
30 June 2020
(6)
(281)
(9)
(127)
(52)
(1.313)
(28)
(2.723)
-
-
(95)
(4.444)
Closing net book amount at 30 June 2019
97 80 320 118 987 1.602
Closing net book amount at 30 June 2020 89 68 646 85 1.613 2.500

7. Investments in subsidiaries, joint ventures and associates

Depreciation charge
(6)
-
(8)
-
(37)
-
(26)
-
-
-
(77)
-
30 June 2019 (269) (110) (1.219) (2.668) - (4.266)
1 January 2020
Depreciation charge
(275) (118) (1.261) (2.695) - (4.349)
(6) (9) (52) (28) - (95)
30 June 2020 (281) (127) (1.313) (2.723) - (4.444)
Closing net book amount at 30 June 2019
7.
Investments in subsidiaries, joint ventures and associates
The Group's structure on June 30, 2020 is as follows:
Country of
incorporation
% interest held Country of
incorporation
% interest held
Company Company
LAMDA DEVELOPMENT S.A. - Parent Greece
Subsidiaries
PYLAIA S.M.S.A. Greece Indirect 68,3% Property Development DOO Serbia 100,0%
LAMDA DOMI S.Μ.S.A. Greece Indirect 68,3% LAMDA Development Montenegro DOO Montenegro 100,0%
LAMDA MALLS A.E. Greece 68,3% LAMDA Development Romania SRL Romania 100,0%
L.O.V. S.M.S.A. Greece 100,0% Robies Proprietati Imobiliare SRL Romania Indirect 90,0%
LAMDA Estate Development S.M.S.A. Greece 100,0% LAMDA Development Sofia EOOD Bulgaria 100,0%
LAMDA Prime Properties S.M.S.A. Greece 100,0% TIHI EOOD Bulgaria Indirect 100,0%
LAMDA ILIDA OFFICE S.M.S.Α. Greece 100,0% LOV Luxembourg SARL Luxembourg Indirect 100,0%
Malls Management Services S.M.S.A. Greece 100,0% Hellinikon Global I SA Luxembourg 100,0%
MC Property Management S.M.S.A. Greece 100,0% LAMDA Development (Netherlands) BV Netherlands 100,0%
KRONOS PARKING S.M.S.A. Greece Indirect 100,0% Robies Services Ltd Cyprus 90,0%
LAMDA ERGA ANAPTYXIS S.M.S.A. Greece 100,0% Joint ventures
LAMDA LEISURE Α.Ε. Greece 100,0% LAMDA AKINITA S.A. Greece 50,0%
GEAKAT S.A. Greece 100,0% Singidunum-Buildings DOO Serbia Indirect 78,6%
LAMDA Real Estate Management S.A. Greece 100,0%
LAMDA MARINAS INVESTMENTS S.M.S.A. Greece 100,0% ATHENS METROPOLITAN EXPO S.A. Greece 11,7%
LAMDA Flisvos Marina S.A. Greece Indirect 64,4% METROPOLITAN EVENTS Greece Indirect 11,7%
LAMDA Flisvos Holding Α.Ε. Greece Indirect 83,4% SC LAMDA MED SRL Romania Indirect 40,0%
Notes on the above-mentioned participations: Associates
  • 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

(a) Investments of the Company in subsidiaries Financial information
For the period from January 1, 2020 - June 30, 2020
The Company's investment in subsidiaries is as follows:
all amounts in € thousands Country of 30.06.2020 31.12.2019
Name incorporation % interest held Cost Impairment Carrying amount Cost Impairment Carrying amount
L.O.V. S.M.S.A.
LAMDA MALLS A.E.
Greece
Greece
100%
68,3%
159.368
51.496
-
-
159.368
51.496
159.368
51.496
-
-
159.368
51.496
LAMDA Estate Development S.M.S.A. Greece 100% 45.461 27.599 17.861 45.461 27.599 17.861
LAMDA Prime Properties S.M.S.A. Greece 100% 9.272 - 9.272 9.272 - 9.272
LAMDA ILIDA OFFICE S.M.S.Α. Greece 100% 1.000 - 1.000 650 - 650
GEAKAT SA Greece 100% 15.023 10.030 4.993 15.023 10.030 4.993
LAMDA ERGA ANAPTYXIS S.M.S.A. Greece 100% 9.070 390 8.680 9.070 390 8.680
LAMDA Real Estate Management S.A. Greece 100% 1.210 1.210 - 1.210 1.210 -
LAMDA LEISURE A.E. Greece 100% 1.050 - 1.050 1.050 - 1.050
MC Property Management S.M.S.A. Greece 100% 745 - 745 745 - 745
Malls Management Services S.M.S.A. Greece 100% 1.224 - 1.224 1.224 - 1.224
LAMDA MARINAS INVESTMENTS S.M.S.A.
LAMDA DEVELOPMENT SOFIA E.O.O.D.
Greece
Bulgaria
100%
100%
16.415
363
-
363
16.415
-
-
363
-
363
-
-
PROPERTY DEVELOPMENT D.O.O. Serbia 100% 11.685 11.685 - 11.685 11.685 -
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% 86.688 27.200 59.488 84.528 27.200 57.328
LAMDA DEVELOPMENT MONTENEGRO D.O.O. Montenegro 100% 800 800 - 800 800 -
LOV LUXEMBOURG SARL (έμμεσα) Luxembourg 100% 318 - 318 268 - 268
HELLINIKON GLOBAL I S.A. Luxembourg 100% 36 - 36 36 - 36
Investment in subsidiaries 413.786 81.840 331.946 394.811 81.840 312.971
The movement in investment in subsidiaries is as follows:
Investments in subsidiaries
all amounts in € thousands COMPANY
30.06.2020
31.12.2019
Balance at 1 January 312.971 308.307
Increase/(decrease) in share capital 2.560 5.329
Provision for impairment - (665)
Acquisition of interest held in participation 12.393 -
Change in the consolidation method 4.022 -
Balance at the end of period 331.946 312.971
Increase/Decrease in share capital
Investments in subsidiaries
Increase/(decrease) in share capital 2.560 5.329
Provision for impairment - (665)
Acquisition of interest held in participation 12.393 -
Change in the consolidation method 4.022 -

Increase/Decrease in share capital

The Company proceeded to a share capital increase in its subsidiaries as follows: €2,16m in the company Lamda Development (Netherlands) BV, €0,35m in LAMDA ILIDA OFFICE SA by €2.5m and €0,05m in LOV Luxembourg SARL.

Acquisition held in participation – Business combination

Acquisitions of businesses within the scope of IFRS 3 are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition-date fair values of the assets transferred by the Group, liabilities incurred by the Group to the former owners of the acquiree and the equity interests issued by the Group in exchange for control of the acquiree. Acquisition-related costs are generally recognised in the income statement as incurred.

Goodwill is measured as the excess of (a) the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree, and the fair value of the acquirer's previously held equity interest in the acquiree (if any) over (b) the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquiree and the fair value of the acquirer's previously held interest in the acquiree (if any), the excess is recognised immediately in the income statement.

If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during the measurement period, or additional assets or liabilities are recognized, to reflect new information obtained about facts and circumstances that existed at the acquisition date that, if known, would have affected the amounts recognized at that date.

The Company at 23.01.2020 agreed to acquire from the company under the name "D- Marinas B.V." of DOGUS Group, the remaining 50% of the shares issued by LAMDA DOGUS INVESTMENTS S.A., which currently held 83.39% of the shares issued by LAMDA Flisvos Holding S.A., a shareholder of the 77.23% of LAMDA Flisvos Marina S.A. and manager of the Flisvos Marina. The purchase price of the aforementioned shares amounts to €12.393th and was funded through the use of proceeds deriving from the share capital increase of 2019, according to the decision of the Annual General Assembly of 24.06.2020 in relation to the partial redirection of funds raised by the share capital increase of 2019.

On completion of the transfer, LAMDA DEVELOPMENT S.A. has become the sole shareholder of LAMDA MARINAS INVESTMENTS S.M.S.A., wholly controlling LAMDA Flisvos Marina S.A. Therefore, LAMDA Flisvos Marina S.A. which is the manager of Flisvos Marina is fully consolidated in the Company's financial statements. As a result, the transaction is a business acquisition and has been recognized as business combinations under IFRS 3 Business Combinations in the Company's financial statements for the six-month period ended June 30, 2020.

The acquisition was accounted for using the business combination method. Therefore, the total transferred assets as well as the total liabilities of LAMDA MARINAS INVESTMENTS S.M.S.A. were valued at fair value. As of the date of approval of the financial statements, the fair values of assets and liabilities at the date of acquisition have not been finalized and are expected to be completed within the year 2020.

The following table summarizes the provisional fair values of assets and liabilities of the sub-group
LAMDA MARINAS INVESTMENTS SMSA at the date of acquisition:
101.549
39.980
5.551
1.423
148.502
(13.752)
20.496
GROUP
101.549
6.480
22.156
130.185
18.317
(12.668)
valued at fair value. As of the date of approval of the financial statements, the fair values of assets and
liabilities at the date of acquisition have not been finalized and are expected to be completed within the
The following table summarizes the provisional fair values of assets and liabilities of the sub-group

The consideration for the acquisition of 50% of the company LAMDA MARINAS INVESTMENTS S.M.S.A. amounts to €12.4m. The consideration was higher than the fair value of the acquired assets by €20.5m (goodwill). The value of the above-mentioned goodwill is subject to annual impairment test which will be performed on 31.12.2020.

Non-controlling interests

The Group's non-controlling interests amount to €98.1m at 30.06.2020 (31.12.2019: €85.7m) out of which €84.6m (31.12.2019: €85.9m) comes from the subsidiary LAMDA MALLS SA. Non-controlling interests represent 31.7% on the LAMDA MALLS SA sub-group's equity, which subsidiaries by 100% are LAMDA DOMI SMSA and PYLAIA SMSA. The Group's non-controlling interests of €13.8m at 30.06.2020 (31.12.2019: €0) come form the sub-group LAMDA MARINAS INVESTMENTS S.M.S.A. and represent 35.6% of the equity. 30.06.2020 31.12.2019

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

Statement of financial position GROUP
all amounts in € thousands
Investment property 514.024 519.436
Other non-current assets 10.904 11.198
Receivables 6.645 7.588
Cash and cash equivalents 34.698 36.432
566.270 574.654
Deferred income tax liabilities 51.178 52.864
Long-term borrowings 154.061 155.995
Long-term lease liability 77.996 78.145
Other non-current liabilities 3.612 1.668
Short-term borrowings 1.139 919
Short-term lease liability 128 342
Trade and other payables 11.375 13.635
299.489 303.567
Total equity 266.781 271.087
Income statement GROUP
01.01.2020 to 01.01.2019 to
all amounts in € thousands 30.06.2020 30.06.2019
Revenue 14.936 21.665
Net gains from fair value adjustment on investment property (7.906) 22.057
Other operating income / (expenses) - net (5.560) (5.200)
Finance costs - net
Profit/(loss) before income tax
(4.561)
(3.092)
(3.673)
34.850
Income tax expense 405 (9.432)
Profit/(loss) for the period (2.687) 25.418
Comprehensive income statement GROUP
01.01.2020 to 01.01.2019 to
all amounts in € thousands 30.06.2020 30.06.2019
Profit/(loss) for the period (2.687) 25.418
Other (582) (761)
Other comprehensive income for the period (3.269) 24.657
Total comprehensive income for the period (3.269) 24.657
Cash flow statement GROUP
01.01.2020 to 01.01.2019 to
all amounts in € thousands 30.06.2020 30.06.2019
Cash flows from operating activities 2.814 11.919
Cash flows to investing activities (2.645) (5.674)
Cash flows to financing activities (1.903) 1.927
Net increase/(decrease) in cash and cash equivalents (1.734) 8.172

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

Financial information
For the period from January 1, 2020 - June 30, 2020
(b) Investments of the Company and the Group in joint ventures
The Company's investment in joint ventures is as follows:
COMPANY 30.06.2020 31.12.2019
Name Country of incorporation % interest held Cost Impairment Carrying amount Cost Impairment Carrying amount
LAMDA AKINITA S.A. Greece 50,00% 4.454 1.883 2.571 4.454 1.883 2.571
LAMDA MARINAS INVESTMENTS S.M.S.A.
Investment in joint-ventures
Greece 50,00% -
4.454
-
1.883
-
2.571
4.022
8.476
-
1.883
4.022
6.593
The Group's investment in joint ventures is as follows:
Investments in joint ventures
Financial information
For the period from January 1, 2020 - June 30, 2020
(b) Investments of the Company and the Group in joint ventures
The Company's investment in joint ventures is as follows:
Investment in joint-ventures 4.454 1.883 2.571 8.476 1.883 6.593
The Group's investment in joint ventures is as follows:
Investments in joint ventures
GROUP
30.06.2020 31.12.2019
Name Country of incorporation % interest held Cost Share of interest held Carrying amount Cost Share of interest held Carrying amount
LAMDA AKINITA S.A. Greece 50,00% 4.454 (1.891) 2.564 4.454 (1.886) 2.568
LAMDA MARINAS INVESTMENTS S.M.S.A. Greece 50,00% -
-
- 4.022 951 4.973
SINGIDUNUM-BUILDINGS DOO Serbia 78,57% 50.805 (21.969) 28.836 48.645 (19.750) 28.895
TOTAL 55.259 (23.860) 31.400 57.122 (20.686) 36.436
The movement of the Company and the Group in investment in joint ventures is as follows:
all amounts in € thousands 30.06.2020 31.12.2019 30.06.2020 31.12.2019
Balance at 1 January 36.436 27.035 6.593 6.593
Increase/(decrease) in share capital 2.160 7.550 - -
Share in profit/(loss)
interest in participation
Investment adjustment due to the acquisition of the (2.223)
7.695
(1.511) - -
-
-
-
The Company's investment in joint ventures is as follows:
Investment in joint-ventures 4.454 1.883 2.571 8.476 1.883 6.593
30.06.2020 31.12.2019
Country of incorporation % interest held Cost Share of interest held Carrying amount Cost Share of interest held Carrying amount
GROUP COMPANY
all amounts in € thousands 30.06.2020 31.12.2019 30.06.2020 31.12.2019
Balance at 1 January 36.436 27.035 6.593 6.593
Increase/(decrease) in share capital 2.160 7.550 - -
Share in profit/(loss) (2.223) (1.511) - -
Investment adjustment due to the acquisition of the
interest in participation
Acquisition of the interest in participation/Change in
7.695 - - -
consolidation method (12.668) - (4.022) -
Additions/liquidations - (55) - -
Reversal of provision for impairment - 3.419 - -
Result from liquidation of participations - (1) - -
Balance at the end of period 31.400 36.436 2.571 6.593
The Group accounted 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
The Group increased its participation in the joint-venture Singidunum Buildings DOO from 77.53%
at 31.12.2019 to 78.57% at 30.06.2020, 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:
30.06.2020 31.12.2019
Statement of financial position
all amounts in € thousands
Inventories 76.929 76.453
Receivables 154 320
Cash and cash equivalents 318 546
77.401 77.318

Notes on the above-mentioned joint ventures:

  • The Group accounted 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 77.53% at 31.12.2019 to 78.57% at 30.06.2020, 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:
Acquisition of the interest in participation/Change in
consolidation method
(12.668)
- (4.022) -
Additions/liquidations
-
(55) - -
Reversal of provision for impairment
-
3.419 -
Result from liquidation of participations
-
(1) -
The Group accounted 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
The Group increased its participation in the joint-venture Singidunum Buildings DOO from 77.53%
at 31.12.2019 to 78.57% at 30.06.2020, 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 30.06.2020 31.12.2019
all amounts in € thousands
Inventories 76.929 76.453
Receivables 154 320
Cash and cash equivalents 318 546
77.401 77.318
Long-term borrowings - -
Short-term borrowings 40.020 40.020
Trade and other payables 204 27
40.224 40.047
Total equity 37.177 37.271
(Group's interest) 78,57% 77,53%
Total equity 29.211 28.897
Financial information
For the period from January 1, 2020 - June 30, 2020
Income statement
all amounts in € thousands
Revenue
01.01.2020 to 30.06.2020
-
01.01.2019 to 30.06.2019
-
Net gains/(loss) from fair value adjustment on inventory
Other operating income / (expenses) - net
Finance costs - net
-
(1.692)
(555)
-
(113)
(607)
Loss before income tax
Income tax expense
Loss for the period
(2.248)
(2.248)
(720)
(720)
(Group's interest)
Loss for the period
78,57%
(1.766)
74,85%
(539)
Comprehensive income statement
all amounts in € thousands
Loss for the period
01.01.2020 to 30.06.2020
(1.766)
01.01.2019 to 30.06.2019
(539)
Currency translation differences
Other comprehensive income for the period
Total comprehensive income for the period
-
(1.766)
(1.766)
-
(539)
(539)
Cash flow statement
all amounts in € thousands
Cash flows from operating activities (1.905) (530)
Cash flows to investing activities
Cash flows to financing activities
Net increase/(decrease) in cash and cash equivalents
(c) Investments of the Group and the Company in associates
01.01.2020 to 30.06.2020
(482)
2.160
(227)
01.01.2019 to 30.06.2019
(988)
300
(1.218)
GROUP The Group participates in the following associates' equity: 30.06.2020 31.12.2019
Name
S.C. LAMDA MED SRL (Indirect)
TOTAL
Country of incorporation
% interest held
Cost
ATHENS METROPOLITAN EXPO SA
Greece
11,67%
Romania
40,00%
Share of interest held
1.167
-
933
1.158
2.100
1.158
Carrying amount
Cost
1.167
1.167
2.091
1.133
3.258
2.300
Share of interest held
Carrying amount
-
1.167
1.144
2.277
1.144
3.444
The movement of associates is as follows:
all amounts in € thousands
30.06.2020
GROUP
31.12.2019
COMPANY
30.06.2020
31.12.2019
Balance at 1 January
Share in profit/(loss)
216
Decrease in share capital
(200)
Dividend contribution
3.258
Balance at the end of period
3.444
3.494
221
-
(203)
(271)
3.444
1.167
-
-
-
1.167
1.167
-
-
-
1.167
Cash and cash equivalents

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

GROUP 30.06.2020 31.12.2019
Country of Share of interest Carrving Share of interest Carrying
Name incorporation % interest held $\mathsf{Cost}$ held amount Cost held amount
ATHENS METROPOLITAN EXPO SA Greece 1.67% 1.167 ۰ 1.167 1.167 1.167
S.C. LAMDA MED SRL (Indirect) Romania 40.00% 933 1.158 2.091 1.133 . . 144 2.277
TOTAL 2.100 1.158 3.258 2.300 1.144 3.444
(c) Investments of the Group and the Company in associates
The Group participates in the following associates' equity:
GROUP COMPANY
all amounts in € thousands 30.06.2020 31.12.2019 30.06.2020 31.12.2019
Cash at bank 60.578 402.264 14.443 351.613
Cash in hand 354 512 68 50
Short-term deposits 570.000 300.000 570.000 300.000

8. Cash and cash equivalents

The movement of associates is as follows:
8.
Cash and cash equivalents
GROUP COMPANY
all amounts in € thousands 30.06.2020 31.12.2019 30.06.2020 31.12.2019
Cash at bank 60.578 402.264 14.443 351.613
Cash in hand 354 512 68 50
Short-term deposits 570.000 300.000 570.000 300.000
Total 630.932 702.776 584.511 651.664

Regarding the deposits and cash of the Group and the Company, they are rated in Moody's. The credit limit in relation to cash and cash equivalents is presented as follows:

Financial information

For the period from January 1, 2020 - June 30, 2020

9. Financial instruments by category

Financial information
For the period from January 1, 2020 - June 30, 2020
GROUP COMPANY
Moody's Rating
Caa1
30.06.2020
383.465
31.12.2019
692.254
30.06.2020 344.236 31.12.2019
651.510
Caa2
Aa3
241.875
4.959
2
9.636
240.107
100
101 2
N/A 279
630.578
372
702.264
-
584.443
651.613 -
9.
Financial instruments by category
GROUP - 30.06.2020 Financial assets at GROUP - 30.06.2020 Financial liabilities at Interest rate swaps -
all amounts in € thousands amortized cost all amounts in € thousands amortized cost cash flow hedges (IRS)
Trade and other receivables 10.184 Borrowings 440.803 -
Cash and cash equivalents
Receivables from related parties
630.932
20
Derivative financial instruments
Trade and other payables
-
6.041
2.088
-
Loans to related parties 3.139 Liabilities to related parties 500 -
Dividends receivables
Other financial receivables
203
15.349
Interest payable
Other financial payables
935
17.522
-
-
Total 659.827 Total 465.801 2.088
COMPANY - 30.06.2020 COMPANY - 30.06.2020
Financial assets at Financial liabilities at
all amounts in € thousands amortized cost all amounts in € thousands
Trade and other receivables 65 Borrowings 81.128
Loans to related parties 10.681 Trade and other payables 1.836
Receivables from related parties 587 Loans from related parties 56.129
Dividends receivables
Other financial receivables
35.769
9.579
Liabilities to related parties
Other financial payables
2.276
2.355
Financial assets at
amortized cost
Financial liabilities at
amortized cost
Trade and other receivables 65 Borrowings 81.128
Receivables from related parties 587 Loans from related parties 56.129
Dividends receivables 35.769 Liabilities to related parties 2.276
Other financial receivables 9.579 Other financial payables 2.355
Total 56.680 Total 143.724
GROUP - 31.12.2019 GROUP - 31.12.2019
Financial assets at
Financial liabilities at
amortized cost
amortized cost
65
Borrowings
81.128
Receivables from related parties
587
Loans from related parties
56.129
Dividends receivables
35.769
Liabilities to related parties
2.276
Other financial receivables
9.579
Other financial payables
2.355
Total
56.680
143.724
GROUP - 31.12.2019
Financial instruments
Financial assets at amortized cost
Financial liabilities at
Interest rate swaps -
held at fair value
amortized cost
cash flow hedges (IRS)
through profit or loss
all amounts in € thousands
Borrowings
439.098
-
Trade and other payables
12.122
-
5.507
-
Interest payable
2.817
-
Cash and cash equivalents
702.776
-
Derivative financial instruments
-
776
Receivables from related parties
87
-
Loans from related parties
10.123
-
2.970
-
Liabilities to related parties
803
-
13.477
-
Other financial payables
44.515
-
724.817
-
Total
509.477
776
COMPANY - 31.12.2019
Financial assets at amortized cost
Financial liabilities at
amortized cost
all amounts in € thousands
49
Borrowings
89.128
10.713
Trade and other payables
4.759
329
Loans from related parties
65.449
6.178
Liabilities to related parties
2.156
17.270
Other financial payables
21.619
Total
183.111
Trade and other receivables
Total
GROUP - 31.12.2019
all amounts in € thousands
Trade and other receivables
Loans to related parties
Other financial receivables
Total
COMPANY - 31.12.2019
all amounts in € thousands
Trade and other receivables
Loans to related parties
Receivables from related parties
Other financial receivables
Total
Receivables from related parties 329 Loans from related parties 65.449
Other financial receivables 6.178 Liabilities to related parties 2.156
- 36 -

10. Borrowings

Financial information
For the period from January 1, 2020 - June 30, 2020
10.
Borrowings
all amounts in € thousands 30.06.2020 GROUP
31.12.2019
30.06.2020 COMPANY
31.12.2019
Non-current
Bond borrowings 348.284 336.424 - -
Total non-current 348.284 336.424 - -
Current 92.519 102.673 81.128 89.128
Bond borrowings
Total current
92.519 102.673 81.128 89.128
Total borrowings 440.803 439.098 81.128 89.128
Non-current
Current
The movements in borrowings are as follows:
(amounts in € thousands
)
12 months ended 31 December 2019
GROUP COMPANY
Balance at 1 January 2019 446.841 96.128
Bond borrowings 97.270 -
Recognition of interest at fair value 722 -
Borrowings transaction costs - amortization 1.137 -
Borrowings transaction costs (824) -
Borrowings repayments (106.049) (7.000)
Balance at 31 December 2019 439.098 89.128
(amounts in € thousands
6 months ended 30 June 2020
)
GROUP COMPANY
Balance at 1 January 2020 439.098 89.128
Bond borrowings 165.100 -
Acquisition of interest held in participation 6.480 -
Recognition of interest at fair value 359 -
Borrowings transaction costs - amortization 618 -
Borrowings transaction costs (1.999) -
Borrowings repayments (168.853) (8.000)
440.803 81.128

The subsidiary "LAMDA OLYMPIA VILLAGE SMSA" ("LOV") signed on June 23rd, 2020 with National Bank of Greece SA (NBG) the Bond Programme and Subscription Agreement for the issuance of a bond loan of an amount of up to €220m ("Bond Loan") with a duration of 7 years comprising of three (3) distinct series. Two out of three series, amounting to €165.1m, have been disbursed on June 30th, 2020 utilized for the repayment of the outstanding balance – on the disbursed date – (a) of the Bond Loan dated 30.05.2007 (€154.1) and (b) the outstanding balance of the intercompany loan dated 27.04.2020 (€11.0m) between LOV and the Company. At July 31st, 2020 the third series has been partially disbursed, amounting to €44.9m.

Amortization of borrowings transaction costs of €3.4 are included in the total borrowings as at June 30, 2020, out of which €0.4m is applied to current borrowings whereas the rest €3.0m is applied to noncurrent borrowings.

Financial information
For the period from January 1, 2020 - June 30, 2020
The maturity of non-current borrowings is as follows:
all amounts in € thousands 30.06.2020 31.12.2019 30.06.2020 31.12.2019
Between 1 and 2 years 9.004 154.734 - -
Between 2 and 5 years 36.388 18.670 - -
Over 5 years 302.892 163.019 - -
348.284 336.424 - -
statement of financial position.
The carrying amount of the loans with floating rate approaches their fair value as it is presented in the

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 30.06.2020, the average base effective interest rate of the Group is 0.05% and the average bank spread is 3.18%. Therefore, the Group total effective borrowing rate stands at 3.23% at 30.06.2020.

The Company's secured syndicated bond loan of current balance €81.1m 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 2.5 and the ratio of total net debt to investment portfolio must be ≤ 75%.

At Group level, at 30.06.2020 the Company's subsidiary LAMDA DOMI SMSA's secured syndicated bond loan of current balance €84.6m, 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 SMSA granted by Eurobank Ergasias, of current balance €72m has the following covenants: Loan to value <60% and Debt Service Ratio >120%. Whereas, LAMDA OLYMPIA VILLAGE SA's secured bond loan of current balance €165.1m, granted by National Bank of Greece SA (NBG) has the following covenants: Loan to value <65% and Debt Service Cover ratio >115%. At June 30, 2020, all above mentioned ratios are satisfied at Group and Company level.

At 30.06.2020 the short-term borrowings include mainly the following liabilities:

  • The bond loan of the Company with a current outstanding balance of €81.1m with Alpha Bank, Piraeus Bank and Eurobank maturing on 31.12.2020. It is noted however, that on July 24, 2020, the Company repaid the total outstanding principal amounting to €81.1m and all the corresponding interest, as this obligation was directly linked to the issuance of the Corporate Bond with a public offering and listing to trading in the Organized Market category on the Athens Stock Exchange (Section 4.1.2 Reasons for Issuing the CBL and Use of Funds of the Prospectus). all amounts in € thousands Assets Liabilities Assets Liabilities Assets Liabilities Assets Liabilities - 2.088 - 776 - - - - Total - 2.088 - 776 - - - - GROUP COMPANY 30.06.2020 31.12.2019 30.06.2020 31.12.2019
  • The bond loan of Lamda Prime Properties SMSA (amount of €4.9m) granted by Alpha Bank is extended until 30.09.2020 following a request for an extension in the context of completion and signing the necessary financing documents is examined positively by the bond lender. The procedures regarding the loan of LAMDA Prime Properties SMSA (which owns the building Cecil at Kefalari) are currently at an advanced stage of contractual processing and Management estimates that the loan will be successfully refinanced within the third quarter of 2020.

11. Derivative financial instruments

Interest rate swaps - cash flow hedges
(IRS)
Non-current 2.088 $\overline{\phantom{a}}$ 776
Current
Total $\sim$ 2.088 $\sim$ 776 $\sim$ -

The nominal value of interest rate swaps that are hedged (IRS) as at 30.06.2020 is €44.57m series A' and €18.5m series B', for the Company's subsidiary LAMDA DOMI SMSA, and their maturity date is in November 2025 and for the Company's subsidiary PYLAIA SMSA is €54m and their maturity date is in May 2026. The interest rate swaps have been measured at fair value stated by the counterpart bank. As at 30.06.2020 the long-term borrowings floating rates are secured with interest risk derivatives (IRS) ranged according to 3-month Euribor plus 3.07% for the subsidiary LAMDA DOMI SMSA and 3-month Euribor plus 3% for the subsidiary PYLAIA SMSA. Non-current - 2.088 - 776 - - - - Current - - - - - - - - Total - 2.088 - 776 - - - -

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.

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.

12. Leases

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 as well as the lease of the exploitation rights of Flisvos marina until 2042 from the Public Property Company SA (former Greek Touristic Property SA). The remaining rental contracts 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 4 years.

building space from a subsidiary company of the Group for a period not exceeding the 4 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.
The recognized right-of-use assets for the Group and the Company for the the six-month period ended
30 June 2020 relate to the following types of assets:
Group
Land plot
Motor vehicles
Marina facilities & berths
Total
All amounts in € thousands
Opening balance at 1 January 2020
78.478
195
-
78.673
Recognition of right-of-use due to changes in participation share (note
7)
-
68
101.481
101.549
Remeasurement
152
-
-
152
Additions
-
313
-
313
Fair value loss
(514)
-
-
(514)
Depreciation
-
(73)
(1.543)
(1.616)
Modifications
-
(24)
-
(24)
Closing balance at 30 June 2020
78.116
480
99.937
178.533
The right-of-use assets for the amount of €78.1m corresponds to the shopping center "Mediterranean
Cosmos" operating lease and according to IFRS 16 "Leases" is recognized in the "Investment Property"
(note 5).
Company
All amounts in € thousands
Office space
Motor vehicles
Total
Opening balance at 1 January 2019
737
104
841
Depreciation
(438)
(43)
(480)
Additions
115
291
406
Modifications
(3)
-
(3)
Closing balance at 30 June 2020
411
352
763
- 39 -
All amounts in € thousands Office space Motor vehicles Total
Opening balance at 1 January 2019 737 104 841
Depreciation (438) (43) (480)
Additions 115 291 406
Modifications (3) - (3)
Financial information
For the period from January 1, 2020 - June 30, 2020
The recognized lease liabilities for the Group and the Company are as follows:
Group
All amounts in € thousands Land plot Motor vehicles Marina facilities & berths Total
Lease liability recognised as at 1 January 2020
Recognition of right-of-use due to changes in participation share (note
78.478 198 - 78.676
7) - 68 101.481 101.549
Remeasurement 152 - -
152
Additions
Accrued interest expense
-
1.723
313
6
-
1.780
313
3.508
Lease payments (1.757) (86) (3.730) (5.573)
Gain from lease liability derecognition (480) - (414) (894)
Modifications - (24) -
(24)
Lease liability recognized as at 30 June 2020 78.116 475 99.117 177.707
Analysis of payables :
Current lease liabilities
Non-current lease liabilities
1.936
175.772
Total 177.707
Company
All amounts in € thousands Office space Motor vehicles Total
Lease liability recognised as at 1 January 2020 759 105 864
Additions 115 291 406
Accrued interest expense 14 4 18
Lease payments (458) (51) (510)
Modifications (3) - (3)
Lease liability recognized as at 30 June 2020 426 349 775

Company

All amounts in € thousands Land plot Motor vehicles Marina facilities & berths Total
Lease liability recognised as at 1 January 2020 78.478 198 - 78.676
Recognition of right-of-use due to changes in participation share (note
7)
- 68 101.481 101.549
Remeasurement 152 - -
152
Additions - 313 - 313
Accrued interest expense 1.723 6 1.780 3.508
Lease payments
Gain from lease liability derecognition
(1.757)
(480)
(86)
-
(3.730)
(414)
(5.573)
(894)
Modifications - (24) -
(24)
Company
All amounts in € thousands Office space Motor vehicles Total
Lease liability recognised as at 1 January 2020 759 105 864
Additions 115 291 406
Accrued interest expense 14 4 18
Lease payments (458) (51) (510)
Modifications (3) - (3)
Lease liability recognized as at 30 June 2020 426 349 775
Analysis of payables :
Current lease liabilities 529
Non-current lease liabilities 246
Total 775
The lease liabilities are payable as follows:
All amounts in € thousands
Group Company
1.936 529
Up to 1 year 2.343 73
Between 1 and 2 years
Between 3 and 5 years 8.306 173
Over 5 years
Total
165.123
177.707
-
775
All amounts in € thousands
Group Company

The accrued interest expense on lease liabilities for the six-month period ended 30 June 2020 are €3.508k for the Group (30.06.2019: €1.721k) and €18k for the Company (30.06.2019: €28k).

The Group impact deriving from the implementation of the amendment of IFRS 16 "Covid-19-Related Rent Concessions" corresponds to €894k that is recognized in the income statement.

13. Cash generated from operations

Financial information
For the period from January 1, 2020 - June 30, 2020
13.
Cash generated from operations
GROUP COMPANY
all amounts in € thousands Note 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019
Profit/(loss) for the period (6.505) 45.230 25.435 (4.824)
Adjustments for:
Tax (676) 17.972 (490) (984)
Depreciation of property, plant and equipment 6,12 2.477 428 575 492
Share of profit from associates 7 (5.484) 1.267 - -
Dividends income (203) (135) (35.769) (2.363)
Provision for impairment of receivables from subsidiaries
Provision for impairment of investments in subsidiaries, joint
- - 743 561
ventures and associates 8 - - - 100
Impairment of receivables 445 (3) (75) (12)
Loss from sale/valuation of financial instruments/derivatives -
1
- -
Loss from sale of ppe
Interest income
-
(508)
128
(23)
-
(1.090)
-
(561)
Interest expense 14.929 13.129 3.868 4.287
Provision for inventory impairment 42 - - -
Net gains/(losses) from fair value adjustment on investment
property 5 11.274 (49.687) - -
Other non cash income / (expense) - - - (8)
15.792 28.308 (6.804) (3.312)
Changes in working capital:
(Increase)/decrease in inventories 5 (1) - -
(Increase)/decrease in receivables (1.694) 1.124 (519) (671)
(35.059) (4.291) (17.595) (844)
(Decrease)/increase in payables
(36.748) (3.169) (18.114) (1.515)

14. Commitments

Capital commitments

15. Contingent liabilities and contingent assets

Cash flows from operating activities (20.956) 25.139 (24.918) (4.826)
14.
Commitments
Capital commitments
At 30.06.2020 there is capital expenditure of €2.1m that has been contracted for but not yet incurred
regarding the investment property and specifically the expansion of the western part of Golden Hall, a
remaining amount of €0.3m regarding the Company's software upgrade of SAP which is expected to be
completed in 2020, as well as an amount of €5.5m that corresponds to the development of the Hellinikon
site and have not yet incurred.
The Group has no contractual liability for investment property repair and maintenance services.
15.
Contingent liabilities and contingent assets
The Group and the Company have contingencies in respect of letter of guarantees for good performance
and other matters arising in the ordinary course of business, for which no significant additional burdens
are expected to arise as follows:
GROUP COMPANY
Liabilities (all amounts in € thousands)
Letters of guarantee relating to obligations
Total
31.03.2020
38.873
38.873
31.12.2019
33.537
33.537
31.03.2020
30.004
30.004
31.12.2019
30.004
30.004
Assets (all amounts in € thousands)
Letters of guarantee relating to receivables (tenants)
Total
42.039
42.039
41.489
41.489
-
-
-
-
In addition to the issues mentioned above there are also the following particular issues, which are not
required under IAS 37 to formulate provisions as in accordance with the relevant opinions of the Group

companies' legal advisors and the estimates of the Group's Management, are not considered likely that outflow of resources will be required to settle the matter:

L.O.V. S.M.S.A. "THE MALL ATHENS"

  • A petition for annulment had been filed and was 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. The said petition 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. Given the nature of said irregularities, LOV proceeded to initiate the procedure required further to the issuance of the said decision. In this context, a presidential decree was issued on 24.02.2020 (GG D' 91), approving the Special Spatial Plan, the Strategic Environmental Study and the Detailed Street Plan for the wider area (the former Maroussi Media Village). 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.

LAMDA DOMI S.M.S.A. «GOLDEN HALL»

  • With respect to LAMDA DOMI S.A., a public (already private) law entity under the trade name "Hellenic Olympic Committee" ("HOC") has filed a lawsuit against the Public Real Estate Property Company S.A. ("ETAD"). By means of the said lawsuit, the HOC claims to be entitled to, and therefore to be granted, the use, management and exploitation of a plot of land of its ownership in which the International Broadcasting Centre ("IBC") is built. The HOC also claims ETAD to be declared as liable for an overall amount of 90,784,500 Euros, which is alleged to have been the lease price paid by the company under the trade name "LAMDA DOMI S.M.S.A." ("LAMDA DOMI") to ETAD (and its predecessor "HELLENIC OLYMPIC REAL ESTATE S.A") for the period 30.04.2019-30.06.2019. The said lawsuit is based on the alleged by the HOC contravention of Article 35 of Law 3342/2005 to Article 17 of the Constitution and more specifically on the allegation that the delegation of use, management and exploitation deprives the HOC from its right to use the plot and benefit therefrom as its rightful owner. Pursuant to an impleader by ETAD, LAMDA DOMI filed a "supporting intervention" in favor of ETAD, but no hearing has been scheduled so far. According to the views of the Company's legal counsels, there is reasonable ground for the Court to dismiss the HOC's lawsuit.

Other issues

  • 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 30.06.2020 no such provisions have been formed for the Group's and Company's unaudited, by the tax authorities, years. For details regarding the unaudited tax years for the rest of the Group companies, please see note 18.

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

16. Related party transactions

Financial information
For the period from January 1, 2020 - June 30, 2020
16.
Related party transactions
The following transactions were carried out with related parties:
GROUP COMPANY
all amounts in € thousands
i) Sales of goods and services
01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019
- subsidiaries - - 637 595
- joint ventures
- associates
16
-
64
-
16
-
30
34
16 64 653 659
ii) Purchases of goods and services
- subsidiaries
- companies which controlling interests belong to Latsis family
-
964
-
1.422
644
-
477
-
964 1.422 644 477
iii) Dividend income
- subsidiaries - - 35.566 2.228
- associates 203
203
135
135
203
35.769
135
2.363
iv) Benefits to management
Members of BoD:
- BoD fees and other short-term employment benefits 376 423 376 423
Management:
- Salaries and other short-term employment benefits 1.034
1.410
762
1.185
892
1.268
626
1.048
The benefits and salaries of the management and the members of the BoD follow the updated key
management remuneration policy of the Group according to which the management members are
defined.
v) Income from interest
- subsidiaries
- - 603 548
- - 603 548
vi) Cost of interest
- parent company 41 - - -
- subsidiaries -
41
-
-
1.135
1.135
1.143
1.143
vii) Period-end balances from sales-purchases of goods/servises GROUP COMPANY
all amounts in € thousands 30.06.2020 31.12.2019 30.06.2020 31.12.2019
Receivables from related parties:
- subsidiaries
- - 567 243
- joint ventures 20 87 20 16
- associates - - - 71
20 87 587 329
v) Income from interest
vi) Cost of interest

vii) Period-end balances from sales-purchases of goods/servises - subsidiaries - - 567 243 - joint ventures 20 87 20 16 - associates - - - 71 20 87 587 329 GROUP COMPANY Dividend receivables from related parties: - subsidiaries - - 35.566 - - associates 203 - 203 - 203 - 35.769 - Payables to related parties: - subsidiaries - - 2.276 2.156 - companies which controlling interests belong to Latsis family 500 803 - - 500 803 2.276 2.156

Financial information
For the period from January 1, 2020 - June 30, 2020
Receivables and payables from/to related parties are satisfied and their carrying amounts approach their
fair value.
GROUP COMPANY
30.06.2020 31.12.2019 30.06.2020 31.12.2019
viii) Loans to associates:
Balance at 1 January - - 8.014 7.987
Loans granted during the period - - (11.000) -
Interest repayments - - (53) -
Loan repayments - - 11.000 -
Loan and interest impairment - - (738) (1.077)
Interest charged - - 603 1.104
Balance at the end of period - - 7.825 8.014
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
x) Loans from associates: 30.06.2020 31.12.2019 30.06.2020 31.12.2019
10.123 - 65.449 53.776
Balance at 1 January - 10.000
Loans received during the period - 10.000
Loan repayments (10.000) - (10.187) (338)
Interest paid (164) - (309) (360)
Interest charged
Balance at the end of period
41
(0)
123
10.123
1.176
56.129
2.371
65.449
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.
Loan repayments (10.000) - (10.187) (338)
At Company level, the loans from associates refer to loans of initial capital €47.1m that the parent
company has granted to the companies LAMDA Prime Properties SMSA, LOV Luxembourg SARL and
LAMDA Ilida Office SA. In 2020, the Company repaid an amount of €10m which was received in 2019
as a bond loan agreement, without securities, by its shareholder Consolidated Lamda Holdings SA
aiming to cover general business needs in the scope of the Company's activities.
xi) Loans to personnel and management: 30.06.2020 31.12.2019 30.06.2020 31.12.2019
2.970 - 2.699 -
Loans received during the period - 3.995 - 3.645
Fair value adjustment/Loan impairment 73 (1.025) 74 (946)
Changes during the period 8 - - -
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.
Loan repayments (10.000) - (10.187) (338)
At Company level, the loans from associates refer to loans of initial capital €47.1m that the parent
company has granted to the companies LAMDA Prime Properties SMSA, LOV Luxembourg SARL and
LAMDA Ilida Office SA. In 2020, the Company repaid an amount of €10m which was received in 2019
as a bond loan agreement, without securities, by its shareholder Consolidated Lamda Holdings SA
aiming to cover general business needs in the scope of the Company's activities.
GROUP COMPANY
xi) Loans to personnel and management: 30.06.2020 31.12.2019 30.06.2020 31.12.2019
2.970 - 2.699 -
Loans received during the period - 3.995 - 3.645
Fair value adjustment/Loan impairment 73 (1.025) 74 (946)
Changes during the period 8 - - -
Recognition of finance income 88 - 82 -
Υπόλοιπο λήξης 3.139 2.970 2.855 2.699
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.
17.
Earnings per share
Basic
Basic earnings per share are calculated by dividing profit attributable to ordinary equity holders of the
parent entity, by the weighted average number of ordinary shares outstanding during the period
GROUP COMPANY
all amounts in € thousands 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019
Profit/(loss) attributable to equity holders of the Company (5.659) 37.179 25.435 (4.824)
Weighted average number of ordinary shares in issue 176.737 77.856 176.737 77.856
Basic earnings/(losses) per share (in € per share) (0,03) 0,48 0,14 (0,06)
- 44 -

17. Earnings per share

Basic

all amounts in € thousands 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019 01.01.2020 to 30.06.2020 01.01.2019 to 30.06.2019

At 30.06.2020 there is no employee share option scheme in force, therefore no diluted earnings/losses have been formed.

18. Income tax expense

According to the article 22 of the law 4646/2019 passed at 12.12.2019, the corporate income tax rate of legal entities in Greece is set for 2019 at 24% from 28% and for 2020 and forth at 24%.

The effective tax rate at Group and Company level based on their results of 2020 and 2019, is mainly affected by the non-recognition of deferred tax asset over the tax losses of the period.

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%.

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:

According to the article 22 of the law 4646/2019 passed at 12.12.2019, the corporate income tax rate of
legal entities in Greece is set for 2019 at 24% from 28% and for 2020 and forth at 24%.
The effective tax rate at Group and Company level based on their results of 2020 and 2019, is mainly
affected by the non-recognition of deferred tax asset over the tax losses of the period.
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%.
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 tax
Fiscal years
unaudited by the tax
authorities authorities
Company Company
LAMDA DEVELOPMENT S.A. 2013-2019 LAMDA AKINITA S.A. 2013-2019
LAMDA MALLS A.E. 2017-2019 LAMDA ERGA ANAPTYXIS S.M.S.A. 2013-2019
L.O.V. S.M.S.A. 2013-2019 LAMDA Flisvos Holding Α.Ε. 2013-2019
PYLAIA S.M.S.A. 2013-2019 ATHENS METROPOLITAN EXPO S.A. 2013-2019
LAMDA DOMI S.Μ.S.A. 2013-2019 METROPOLITAN EVENTS 2013-2019
LAMDA Prime Properties S.M.S.A. 2013-2019 Property Development DOO 2010-2019
LAMDA ILIDA OFFICE S.M.S.Α.
LAMDA Flisvos Marina S.A.
2018-2019
2013-2019
LAMDA Development Romania SRL
SC LAMDA MED SRL
2014-2019
2014-2019
LAMDA MARINAS INVESTMENTS S.M.S.A. 2015-2019 LAMDA Development Montenegro DOO 2007-2019
Malls Management Services S.M.S.A. 2013-2019 LAMDA Development (Netherlands) BV 2008-2019
MC Property Management S.M.S.A. 2013-2019 Robies Services Ltd 2007-2019
LAMDA Estate Development S.M.S.A. 2013-2019 Robies Proprietati Imobiliare SRL 2014-2019
LAMDA LEISURE Α.Ε. 2013-2019 Singidunum-Buildings DOO 2007-2019
KRONOS PARKING S.M.S.A. 2013-2019 LOV Luxembourg SARL 2013-2019
LAMDA Real Estate Management S.A. 2013-2019 LAMDA Development Sofia EOOD 2006-2019

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 2013-2018 was completed by audit firm 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 completed by PriceWaterhouseCoopers SA., and the relevant tax certificates are issued whereas the tax audit for 2019 is in progress.

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 2013 has been suspended until 31.12.2019, 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. Therefore, 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 30.06.2020 no such provisions have been formed for the Group's and Company's unaudited, by the tax authorities, years.

19. Number of employees

Number of employees at the end of the period following the acquisition of control in the company LAMDA Flisvos Marina S.A.: Group 358, Company 136 (six-month period ended 30 June 2019: Group 208, Company 69) from which there are no seasonal (six-month period ended 30 June 2019: Group 0, Company 0).

20. Development of the Hellinikon site

On 14.11.2014 the share sale and purchase agreement was signed between a) the HRADF (as the Seller), b) HELLINIKON GLOBAL I S.A., the wholly owned (100%) subsidiary of the Company (as the Purchaser) and c) the Company (as the Guarantor of the Purchaser), which will be co-signed by the Greek State (as the third party) for the acquisition of 100% of shares of HELLINIKON S.A. On July 19, 2016 it was signed by the same parties and will be signed by the Greek State (as a third party) Amending Agreement, which forms an integral part of the original Agreement of 14.11.2014 and integral thereto. On September 26, 2016, by Law 4422/2016 (Government Gazette A' 181/27.09.2016), the Agreement was ratified, namely the aforementioned contracts (initial and amending), by the Hellenic Parliament.

As per the provisions of the Share and Purchase Agreement, the commencement of the Hellinikon Site shall commence with the transfer of HELLINIKON S.A. Sale Shares to the Buyer.

The said transfer is under the condition of fulfillment of the Conditions Precedent and more precisely of these that are still pending, the main being the Conditions Precedent under (iv) regarding partition, (v) regarding the transfer of rights in rem, (vii) regarding the concession of an operational license and (ix) regarding the absence of pending litigation against certain administrative acts, as these Conditions Precedent are provided in Clause 2.2 of the Agreement (SPA).

It is noted that regarding the distribution and transfer of the rights in rem, the Company announced on 13.02.2020 that the relevant diagram was agreed with the Greek State. Subsequently, the legislative provision regulating the procedure to be followed regarding the partition agreement and the establishment of surface rights between the Greek State and the HRADF was voted (L.4706/2020, A' 136/17.07.2020, nr.83) and the relevant actions are being scheduled.

In respect of the issuance of a casino license, on 20.01.2020 it was announced by the EEEP that during evaluation stage of the File "Participation Documents" the bid of the bidder SHRE / SHRI, LLC was rejected and the bid of the bidder INSPIRE ATHENS (Association of Persons) was accepted. SHRE / SHRI, LLC has appealed against this decision to the competent bodies and courts and the decision of the Council of State on the relevant application for annulment. At 18.09.2020 the Plenary Session of the Council of State rejected the above-mentioned appeal for annulment ruling that SHRE / SHRILLC was correctly excluded from the initial stage of the tender, in accordance with the legislation on conducting public tenders.

Within 2020 there was another development with regard to the preparation of the Hellinikon investment. Following the issuance of Law 4663/2020 (Α' 30/12.02.2020) (article 67 - "Provisions on the existing buildings and structures in the Metropolitan Area of Hellinikon – Aghios Kosmas) and the required

therefrom Ministerial Decisions, the demolition works of the existing buildings in Hellinikon have begun; these are implemented gradually and may be completed after the transfer of Hellinikon S.A. shares.

The total price for the acquisition of the shares as stated in the agreement amounts to €915m. At the date of the transfer, an amount of €300m will be paid, whereas the remaining amount will be paid at a depth of 10 years from the date of transfer in the manner specified in the agreement. The Management estimates that the acquisition of HELLINIKON S.A. will not fall into IFRS 3 business combinations - acquisition and will be accounted for according to par.2 (b) of IFRS 3. In case of the acquisition of a group of assets that does not constitute a business, the entity measures the individual identifiable assets acquired and liabilities at cost, which is allocated at the individual identifiable assets acquired and liabilities based on their relative fair value at the date of acquisition. Also, this kind of transactions do not end up to a goodwill.

Financing of the development of the Property

The Company as per its relevant announcement, on 27.01.2020 signed with Eurobank Ergasias SA and Piraeus Bank S.A. the agreement on the "Heads of Terms" regarding the syndicated bank loans to be provided to the Company and the/or the group's subsidiaries. The aforementioned loan facilities that will be used for the financing of the first 5 years of the development of the Property.

More specifically, the aforementioned bank loans will be used for:

(a) the financing of the works of the first five years of the Project (Phase Α), which will include mainly the enhancement of the coastal front area, the development of the residential complexes, commercial venues and relevant infrastructure, of up to €546 million (plus an amount of up to €231 million for financing of VAT cost) with a duration up to 10 years; and

(b) the financing for the development of a shopping malls (Mall) on Vouligamenis Avenue for an amount of up to €237 million plus an additional facility of €53 million for financing of VAT costs with an initial duration of 4 years from first loan draw-down (with the possibility to extend the maturity for an additional 7 years, reaching 11 years from first loan draw-down); and

(c) the financing for the development of a shopping malls (Mall) on Agios Kosmas Marina for an amount of up to €96 million plus an additional facility of €19 million for financing of VAT costs with the same duration as mentioned above for the Vouliagmenis Mall financing.

Furthermore, it is noted that the interest rate of above loan facilities will be variable and the relative spread will be according to market terms. Loan facilities will be under Greek Law, and as customary for facilities of this nature (project finance), securities shall be also provided, including, inter alia, mortgages and pledges on surface rights on parts of the estates of HELLINIKON S.A. to be developed, pledge on the shares of the issuer, pledge on part of the Project receivables and revenues, as well as claims from the Agreement dated 14.11.2014.

Furthermore, the Company signed on 27.01.2020 the "Heads of Terms" for the issuance of two letters of guarantee that among others, refer to the following:

  • For the financing of the first five years (Phase A) of the Project, a letter of guarantee for an amount of €150 million will be issued to secure the due performance of the Company's obligations, namely prospective cost overruns and revenue sources shortfall, as provisioned in the agreement with the banks.
  • Furthermore, a letter of guarantee will be issued in favor of the Hellenic Republic Asset Development Fund, as provisioned in the relevant Sale and Purchase. More specifically, the initial amount of the letter of guarantee is €307 million, and constitutes the present value of all anticipated owed payments to the State, using a technical discount rate. The amount of the letter of guarantee is to be calculated annually, on the Transfer of Shares anniversary date.

Until the date of the announcement for the results as at 30.06.2020, the transfer of the shares of HELLINIKON SA has not taken place.

21. Significant variations in comparatives

Regarding the significant variations in other elements of the statement of financial position, the following are mentioned:

At Company and Group level, with respect to the "Trade and other payables", the variation is mainly due to: a) decrease of €13.0m due to the refund of the advance that the Company had received from the fund "GLOBAL INVESTMENT GROUP" regarding the development of the Hellinikon site, b) decrease of €10m after repayment of a bond loan received by the Company from the shareholder Consolidated Lamda Holdings SA in order to meet general business needs in the context of its activities (note Error! Reference source not found.), c) in addition at 03.06.2020 all the procedures provided under the Memorandum of Understanding, whereby the National Bank of Greece S.A. ("NBG") had expressed its intention to contribute and lawfully participate in the issuance process of a Presidential Decree (P.D.), for the approval of the City Building Plan for the area where "The Mall Athens" is situated, have been successfully completed. To this end, in application of the relevant provisions of the P.D. which has already been issued (G.G. 91D/29.02.2020), L.O.V. S.M.S.A. paid the amount of €11m, which corresponds to the fair value of the properties (situated in the aforementioned area) and the total claim held by NBG from the sale price owed to it by the subsidiary of the Municipality of Amaroussion (ATHMONO SA). A significant effect on the change of this element as well as in other elements of the financial position is the integration of liabilities and other elements of the sub-group LAMDA MARINAS INVESTMENTS S.M.S.A.'s financial position (note 7).

22. Events after the financial position date

There are no other events after the balance sheet date considered to be material to the financial position of the Company apart from the following:

Issue of a Common Bond Loan

On 17.07.2020 the Public Offer for the Issue of a Common Bond Loan and the admission of the bonds to trading in the category of Fixed Income Securities of the Regulated Market of the Athens Exchange in accordance with article 8 para. 1 of Law 3401/2005, as in force, article 17 para. 2 of the Regulation (EU) 2017/1129 and article 3 para. 5 of Decision 8/862/19.12.2019 of the Board of Directors of the Hellenic Capital Markets Commission, was completed and 320,000 common, bearer bonds of the Company with a nominal value of €1,000 each (the "Bonds") have been allocated and as a result funds of €320m have been raised.

At 22.07.2020 the Bonds were listed for trading in the Fixed Income Securities of the Regulated Market of the Athens Exchange in accordance with current legislation.

Also, in accordance with the Athens Exchange Regulation, Law 3556/2007 and Regulation 596/2014/EU, each as applicable, that pursuant to the TR1 notification of the Company's shareholder "Consolidated Lamda Holdings S.A." (CLH) dated 28 July 2020 that the Company received, the total shareholding interest of CLH in the Company's share capital and voting rights fell from 50.62% to 42.20% following consecutive transactions that took place on 24 and 27 July 2020.

In addition, the bond loan of the Company with a current outstanding balance of €81.1m with Alpha Bank, Piraeus Bank and Eurobank maturing on 31.12.2020. It is noted however, that on July 24, 2020, the Company repaid the total outstanding principal amounting to €81.1m and all the corresponding interest, as this obligation was directly linked to the issuance of the Corporate Bond with a public offering and listing to trading in the Organized Market category on the Athens Stock Exchange (Section 4.1.2 Reasons for Issuing the CBL and Use of Funds of the Prospectus).

Use of proceeds from the Share Capital Increase for the period from 17.12.2019 to 30.06.2020

Pursuant to the provisions of paragraph 4.1.2 , the part A' of the decision No25/17.07.2008 of the Athens Stock Exchange BoD and the decision No8/754/14.04.2016 of the Capital Market Commission BoD, it is disclosed that from the share capital increase of the Company by payment in cash and with preemptive rights to the existing shareholders of the Company, acquiring new shares at a ratio of 1,216918965991410 new shares for every one (1) existing share, based on the decision of the Extraordinary General Meeting of shareholders of the Company that took place at 10.10.2019 as was further specified by the resolution of the Company's Board of Directors adopted on 21.11.2019, fund up to €650.000.098,00 were raised, minus the issuance expenses of €10.000.000. From the share capital increase, 97.014.940 new common registered shares of subscription price €6,70 each and nominal value €0,30 each, which following the approval of the Listings and Market Operation Committee – Athex Stock Exchange at 19.12.2019, were listed for trading on the Main Market of the Athens Stock Exchange on 23.12.2019. The Board of Directors held a meeting on 17.12.2019 and certified the payment of the total amount of the share capital increase. Until 30.06.2020 the raised capital, was allocated according to the use as described in the Prospectus which was approved by the BoD of the Capital Market Committee at 25.11.2019, as was amended by the resolution of the Company's Board of Directors adopted on 28.05.2020 in conjunction with the decision of the Annual General Meeting of shareholders of the Company that took place at 24.06.2020, as following:

on 23.12.2019. The Board of Directors held a meeting on 17.12.2019 and certified the payment of the
total amount of the share capital increase. Until 30.06.2020 the raised capital, was allocated according to
the use as described in the Prospectus which was approved by the BoD of the Capital Market Committee
at 25.11.2019, as was amended by the resolution of the Company's Board of Directors adopted on
28.05.2020 in conjunction with the decision of the Annual General Meeting of shareholders of the
Company that took place at 24.06.2020, as following:
TIME SCHEDULE FOR THE USE OF PROCEEDS FROM THE SHARE CAPITAL INCREASE
Allocation of the Capital Proceeds based on the
objective of the Informative Bulletin (section 4.1.2
"Reasons for Issuing the CBL and Use of
Capital")
ALLOCATION OF
RAISED CAPITAL AS
PROVIDED FOR IN THE
INFORMATIVE BULLETIN
all amounts in € thousands
ALLOCATION OF RAISED
CAPITAL AS PROVIDED FOR IN THE
INFORMATIVE BULLETIN as
was amended by the resolution
of the Company's Board of
Directors adopted on
28.05.2020 (announcement
29.05.2020) in conjunction with
the decision of the Annual
General Meeting of
shareholders of the Company
that took place at 24.06.2020
(announcement 26.06.2020)
ALLOCATED CAPITAL
USE FROM 17.12.2019
UNTIL 31.12.2019
ALLOCATED CAPITAL
USE FROM 01.01.2020
UNTIL 30.06.2020
TOTAL ALLOCATED
CAPITAL USE UNTIL
30.06.2020
UNALLOCATE
D CAPITAL AT 30.06.2020
Note
Α. Participation in share capital increase of
HELLINIKON GLOBAL I S.A. in order to be used by it
to pay as Purchaser of the first two installments of the
price as described in the Share Purchase Agreement
under the terms and conditions of the Contract and
the above Amending Contract, ie an amount of €300m
will be used to pay the first installment on the Date of
Transfer and amount of €167m will be used to pay the
second installment on the second anniversary of the
Transfer Date, provided that by then construction
permits have been issued for all buildings -
landmarks.
467.000 467.000 - - - 467.000
Β. Development of two malls in the Property through
participation in share capital increase of a company
which will be established for this purpose, within 3
years from the completion of the Increase
133.000 120.607 - - - 120.607
C. Acquisition of participation in the company LAMDA
MARINAS INVESTMENTS S.M.S.A (which was
previously named LAMDA DOGUS INVESTMENTS
S.A.) aiming to increase the participation held and the
control of the company LAMDA Flisvos Marina S.A.
- 12.393 - 12.393 12.393 - 2
D. Coverage of working capital needs, within 3 years
from the completion of the Share Capital Increase, as
well as for the coverage of the bond loan issued by a
subsidiary in order to cover the undertaken
obligations of the latter.
40.000 40.000 3.070 30.667 33.736 6.264 1 ,3 ,4
Issuance expenses 10.000 10.000 - 8.779 8.779 1.221 5
Total 650.000 650.000 3.070 51.839 54.908 595.092

Notes:

    1. Out of the amount of €40.000k which will be used within 3 years from the completion of the share capital increase for the coverage of working capital needs, the amounts that have been allocated are:
  • a. For the period from 17.12.2019 up to 31.12.2019, the amount of €3.070k
  • b. For the period from 01.01.2020 up to 30.06.2020, the amount of €30.667k
    1. For the period from 01.01.2020 up to 30.06.2020, the Company paid the amount of €12.393k for the acquisition of participation in the company LAMDA MARINAS INVESTMENTS S.M.S.A (which was previously named LAMDA DOGUS INVESTMENTS S.A.) aiming to increase the participation held and the control of the company LAMDA Flisvos Marina S.A.
    1. For the period from 01.01.2020 up to 30.06.2020, the amount of €11.000k was temporarily allocated through a bond loan to the subsidiary company LOV SMSA, in order to cover the undertaken obligations of the latter. The subsidiary LOV SMSA returned the above-mentioned amount to the Company at 30.06.2020.
    1. For the period from 01.01.2020 up to 30.06.2020, the amount of €8.000k was temporarily allocated for the partial repayment of the capital of the Company's bond loan and amount of €2.581k for the repayment of interest. This temporary use of proceeds is due to the delay in the incoming funds resulting from the reduction in the share capital of the subsidiary LOV SMSA and has already been settled as the funds were received from the Company within July 2020.
    1. The distribution of the unallocated amount from the issuance expenses will be decided at a later stage from the competent bodies of the Company.
    1. The remaining unutilized proceeds of the amount of €584.511 were placed either in term deposits or in sight deposits in accordance with the provisions of the information provided by the Informative Bulletin at 30.06.2020.