Quarterly Report • Nov 14, 2016
Quarterly Report
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Consolidated quarterly report for the third quarter of 2016
Consolidated report for the 3rd quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| in PLN million | in EUR million | ||||
|---|---|---|---|---|---|
| Selected consolidated financial data | Period ended 30 September 2016 |
Period ended 30 September 2015 |
Period ended 30 September 2016 |
Period ended 30 September 2015 |
|
| I. Operating revenues | 131.6 | 115.2 | 30.1 | 26.4 | |
| II. Operating profit/(loss) | 62.6 | 48.4 | 14.3 | 11.1 | |
| III. Profit/(loss) before tax on continued operations | 49.0 | 42.7 | 11.2 | 9.8 | |
| IV. Net profit /(loss) | 44.5 | 67.9 | 10.2 | 15.5 | |
| V. Cash flows from operating activities | 32.0 | 39.4 | 7.3 | 9.0 | |
| VI. Cash flows cash from investing activities | (270.0) | (149.2) | (61.8) | (34.2) | |
| VII. Cash flows from financing activities | 167.3 | 77.8 | 38.3 | 17.8 | |
| VIII. Net increase/(decrease) in cash and cash equivalents |
(70.7) | (32.0) | (16.2) | (7.3) | |
| As at | As at | As at | As at | ||
| IX. Assets | 30 September 2016 | 31 December 2015 | 30 September 2016 | 31 December 2015 | |
| X. Non-current liabilities | 2 651.5 549.2 |
2 514.0 344.6 |
614.9 127.4 |
583.0 79.9 |
|
| XI. Current liabilities | 95.1 | 186.7 | 22.1 | 43.3 | |
| XII. Equity attributable to equity holders of the parent | 1 976.6 | 1 949.8 | 458.4 | 452.2 | |
| XIII. Share capital | 46.7 | 46.7 | 10.8 | 10.8 | |
| XIV. Number of shares (in pcs) | 46,722,747 | 46,722,747 | 46,722,747 | 46,722,747 | |
| XV. Net profit (loss) per share attributable to shareholders of the parent (PLN / EUR) |
0.95 | 1.41 | 0.22 | 0.32 | |
| XVI. Book value per share attributable to shareholders of the parent (PLN / EUR) |
42.30 | 41.73 | 9.81 | 9.68 |
| in PLN million | in EUR million | |||
|---|---|---|---|---|
| Selected separate financial data | Period ended | Period ended | Period ended | Period ended |
| 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 | |
| I. Operating revenues | 21.8 | 19.3 | 5.0 | 4.4 |
| II. Operating profit/(loss) | 34.4 | 57.4 | 7.9 | 13.1 |
| III. Profit (loss) before tax | 43.5 | 65.6 | 10.0 | 15.0 |
| IV. Net profit /(loss) | 42.2 | 64.6 | 9.7 | 14.8 |
| V. Cash flows from operating activities | (0.2) | (0.4) | (0.0) | (0.1) |
| VI. Cash flows cash from investing activities | 18.5 | 183.8 | 4.2 | 42.1 |
| VII. Cash flows from financing activities | (19.8) | (180.3) | (4.5) | (41.3) |
| VIII. Net increase/(decrease) in cash and cash equivalents |
(1.5) | 3.1 | (0.3) | 0.7 |
| As at | As at | As at | As at | |
| 30 September 2016 | 31 December 2015 | 30 September 2016 | 31 December 2015 | |
| IX. Assets | 1 940.3 | 1 916.6 | 450.0 | 444.5 |
| X. Non-current liabilities | 2.7 | 1.6 | 0.6 | 0.4 |
| XI. Current liabilities | 6.8 | 7.3 | 1.6 | 1.7 |
| XII. Equity | 1 930.8 | 1 907.7 | 447.8 | 442.4 |
| XIII. Share capital | 46.7 | 46.7 | 10.8 | 10.8 |
| XIV. Number of shares (in pcs) | 46,722,747 | 46,722,747 | 46,722,747 | 46,722,747 |
| XV. Profit (loss) per ordinary share (PLN/EUR) | 0.90 | 1.39 | 0.21 | 0.32 |
| XVI. Book value per share (PLN/EUR) | 41.32 | 40.83 | 9.58 | 9.47 |
The above financial data for the period ended 30 September 2016 and for the period ended 30 September 2015 was translated into EUR according to the following rules:
individual items of assets, liabilities and equity – at the average exchange rate of the National Bank of Poland as at 30 September 2016: 4.3120 PLN/EUR
individual items of the consolidated statement of comprehensive income and the consolidated statement of cash flows – at the exchange rate representing an arithmetic mean of the average exchange rates of the National Bank of Poland as at the last day of each month of the reporting period from 1 January 2016 to 30 September 2016 – 4.3688 PLN/EUR
| A. | Interim condensed consolidated financial statements 6 | |
|---|---|---|
| Interim condensed consolidated statement of financial position 6 | ||
| Interim condensed consolidated statement of changes in equity 8 | ||
| Interim condensed consolidated statement of cash flows for the 9-month and 3-month periods ended 30 September 2016 9 | ||
| Notes to the interim condensed consolidated financial statements 10 | ||
| 1. | General information 10 | |
| 2. | Basis for preparation of the interim condensed consolidated financial statements 10 | |
| 3. | Changes to International Financial Reporting Standards 10 | |
| 4. | Major accounting policies 11 | |
| 5. | Seasonality of operations 11 | |
| 6. | Segment reporting 11 | |
| 7. | Investment properties 13 | |
| 8. | Property, plant and equipment 14 | |
| 9. | Investments in associates and jointly controlled entities (joint ventures) 14 | |
| 10. Non-current financial assets 15 | ||
| 11. Other non-current assets 15 | ||
| 12. Inventories related to property development 15 | ||
| 13. Structure of receivables 15 | ||
| 14. Cash and cash equivalents and explanations to the interim condensed consolidated statement of cash flows 15 | ||
| 15. Non-current assets classified as held for sale 16 | ||
| 16. Structure of liabilities 17 | ||
| 17. Debt by currency 17 | ||
| 18. Provisions 17 | ||
| 19. Share capital 18 | ||
| 20. Supplementary capital 18 | ||
| 21. Revaluation reserve 18 | ||
| 22. Retained earnings 18 | ||
| 23. Other reserves 18 | ||
| 24. Revenues from operating activities 18 | ||
| 25. Operating expenses 19 | ||
| 26. Costs by type 19 | ||
| 27. Finance income and costs 20 | ||
| 28. Reconciliation of effective tax rate 20 | ||
| 29. Net profit attributable to non-controlling interests 21 | ||
| 30. Earnings per share 21 | ||
| 31. Contingent assets and contingent liabilities 21 | ||
| 32. Transactions with related entities 22 | ||
| 33. Other information 22 | ||
| 34. Post balance sheet date events 23 | ||
| B. | Directors' Report on the operations of the PHN S.A. Group 25 | |
| 1. | General information about the Group 25 | |
| 2. | Group structure 26 | |
| 3. | The Group's property portfolio 27 | |
| 4. | The Group's activities 29 | |
| 4.1.Commercial space lease market 29 | ||
| 4.2.Residential development market 30 | ||
| 4.3.Hotel market 30 | ||
Consolidated report for the 3rd quarter of 2016
| (All amounts are expressed in PLN million unless stated otherwise) | ||
|---|---|---|
| 5. | Markets and structure of customers and suppliers 30 | |
| 6. | Financial situation 30 | |
| 6.1.Main factors affecting the profit earned 31 | ||
| 6.2.Analysis of the consolidated statement of financial position 31 | ||
| 6.3.Analysis of the consolidated statement of comprehensive income 32 | ||
| 6.4.Analysis of the consolidated statement of cash flows 34 | ||
| 7. | EPRA performance measure 34 | |
| 8. | Operating and investing activities 36 | |
| 9. | Information on related entities 37 | |
| 9.1.Material transactions concluded by the Parent Company or its subsidiaries with related entities on a non-arm's length | ||
| basis 37 | ||
| 9.2.Transactions with members of the Management and Supervisory Boards of the Parent Company, their spouses, | ||
| siblings, ascendants, descendants or other relatives 37 | ||
| 10. Information on material proceedings before courts, courts of arbitration or administrative authorities 37 | ||
| 11. Significant risk factors affecting current and future financial results 38 | ||
| 12. Other information 38 | ||
| 12.1. Dividends 38 | ||
| 12.2. Shareholders holding (directly or indirectly through subsidiaries) at least 5% of the total number of votes at the | ||
| General Shareholders' Meeting 38 | ||
| 12.3. Shares of the parent company held by Management Board and Supervisory Board members 39 | ||
| 12.4. Information on credit and other guarantees granted by the Company or its subsidiaries, jointly to one entity or to its | ||
| subsidiary, if the total value of the existing guarantees represents the equivalent of at least 10% of the Company's equity. 39 | ||
| 12.5. The Management Board's position concerning the realization of previously published forecasts of the results for the | ||
| current year 39 | ||
| C. | Quarterly financial information 41 | |
| Interim condensed separate statement of financial position 41 | ||
| Interim condensed statement of changes in separate equity 42 | ||
| Interim condensed separate statement of cash flows 43 | ||
| D. | Management representations 44 |
FOR THE 9-MONTH AND 3-MONTH PERIODS ENDED 30 SEPTEMBER 2016
Interim condensed consolidated statement of financial position as at 30 September 2016
| Note | 30 September 2016 unaudited |
31 December 2015 audited |
|
|---|---|---|---|
| Non-current assets | |||
| Investment properties | 7 | 2,346.2 | 2,015.4 |
| Property, plant and equipment | 8 | 45.1 | 45.8 |
| Intangible assets | 0.1 | 0.1 | |
| Investments in associates and jointly controlled entities | 9 | 26.2 | 26.2 |
| Deferred tax assets | 47.8 | 47.5 | |
| Non-current financial assets | 10 | 2.9 | 2.8 |
| Other non-current assets | 11 | 17.1 | 6.0 |
| Total non-current assets | 2,485.4 | 2,143.8 | |
| Current assets | |||
| Inventories related to property development | 12 | 60.0 | 62.2 |
| Trade receivables and other assets | 13 | 32.3 | 121.4 |
| Income tax receivables | 3.1 | 2.3 | |
| Cash and cash equivalents | 14 | 55.8 | 126.5 |
| Total current assets | 151.2 | 312.4 | |
| Assets classified as held for sale | 15 | 14.9 | 57.8 |
| Total assets | 2,651.5 | 2,514.0 | |
| Current liabilities | |||
| Trade and other payables | 16 | (31.4) | (128.9) |
| Current debt | 17 | (12.7) | (8.1) |
| Prepayments related to property development | (1.7) | (2.2) | |
| Income tax liabilities | (0.3) | (0.2) | |
| Current provisions | 18 | (49.0) | (47.3) |
| Total current liabilities | (95.1) | (186.7) | |
| Non-current liabilities | |||
| Non-current debt | 17 | (500.5) | (304.9) |
| Deferred tax liabilities | (21.9) | (20.4) | |
| Non-current provisions | 18 | (16.4) | (16.4) |
| Other non-current liabilities | (10.4) | (2.9) | |
| Total non-current liabilities | (549.2) | (344.6) | |
| Total liabilities | (644.3) | (531.3) | |
| Net assets | 2,007.2 | 1,982.7 | |
| Equity | |||
| Share capital | 19 | 46.7 | 46.7 |
| Supplementary capital | 20 | 1,841.4 | 1,812.5 |
| Revaluation reserve | 21 | 2.7 | 3.0 |
| Retained earnings | 22 | 85.3 | 87.6 |
| Other reserves | 23 | 0.5 | 0.0 |
| Equity attributable to the equity holders of the parent company | 1,976.6 | 1,949.8 | |
| Non-controlling interests | 30.6 | 32.9 | |
| Total equity | 2,007.2 | 1,982.7 |
Notes to the interim condensed financial statements on pages 10-23 are an integral part of these financial statements
This document is a translation of the consolidated report for the 3rd quarter of 2016 prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version of the report is binding
Consolidated quarterly report for the 3rd quarter of 2016 (All amounts are expressed in PLN million unless stated otherwise)
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 | ||
| Note | unaudited | unaudited | unaudited | unaudited | |
| Operating activities | |||||
| Lease revenue | 24 | 113.6 | 92.9 | 39.6 | 32.5 |
| Cost of property maintenance | 25 | (55.4) | (49.6) | (18.5) | (17.2) |
| Profit/(loss) on lease activities | 58.2 | 43.3 | 21.1 | 15.3 | |
| Revenues from property development | 24 | 12.0 | 18.6 | 1.3 | 7.6 |
| Cost of property development | 25 | (9.8) | (14.4) | (1.4) | (6.2) |
| Profit/ (loss) on property development | 2.2 | 4.2 | (0.1) | 1.4 | |
| Revenue from other activities | 24 | 6.0 | 3.7 | 2.1 | 2.1 |
| Cost of other activities | 25 | (4.9) | (2.8) | (1.7) | (1.5) |
| Profit / (loss) on other activities | 1.1 | 0.9 | 0.4 | 0.6 | |
| Administrative and selling expenses | 26 | (23.1) | (25.3) | (7.9) | (8.5) |
| Change in the fair value of investment properties | 7 | 21.5 | (9.1) | (1.9) | 1.3 |
| Gain (loss) on disposal of investment properties | 7 | 0.4 | 0.2 | 0.1 | 0.1 |
| Other revenues | 24 | 10.0 | 41.9 | 1.7 | 7.9 |
| Other costs | 25 | (7.7) | (7.7) | (4.1) | (1.6) |
| Operating profit/(loss) | 62.6 | 48.4 | 9.3 | 16.5 | |
| Finance income | 27 | 1.9 | 2.3 | 0.9 | 0.6 |
| Finance costs | 27 | (16.1) | (8.5) | (7.1) | (4.7) |
| Net loss on financing activities | (14.2) | (6.2) | (6.2) | (4.1) | |
| Share in profits of associates and jointly | |||||
| controlled entities | 9 | 0.6 | 0.5 | 0.2 | 0.1 |
| Profit before tax from continued operations | 49.0 | 42.7 | 3.3 | 12.5 | |
| Corporate income tax | 28 | (4.4) | 24.9 | 1.3 | 26.2 |
| Net profit from continued operations | 44.6 | 67.6 | 4.6 | 38.7 | |
| Net profit (loss) from discontinued operations | (0.1) | 0.3 | 0.0 | 0.0 | |
| Net profit | 44.5 | 67.9 | 4.6 | 38.7 | |
| Other comprehensive income: | |||||
| Hedging instruments | (0.3) | 0.0 | 0.2 | 0.0 | |
| Other comprehensive income | (0.3) | 0.0 | 0.2 | 0.0 | |
| Total comprehensive income | 44.2 | 67.9 | 4.8 | 38.7 | |
| Net profit attributable to | |||||
| equity holders of the parent company | 44.2 | 65.7 | 4.6 | 37.0 | |
| non-controlling interests | 29 | 0.3 | 2.2 | 0.0 | 1.7 |
| Comprehensive income attributable to | |||||
| equity holders of the parent company | 43.9 | 65.7 | 4.8 | 37.0 | |
| non-controlling interests | 29 | 0.3 | 2.2 | 0.0 | 1.7 |
| Basic and diluted net earnings per share | |||||
| attributable to the equity holders of the parent company |
30 | PLN 0.95 | PLN 1.41 | 0.10 PLN | PLN 0.80 |
| Basic and diluted net earnings from continuing | |||||
| operations per share attributable to the equity holders of the parent company |
30 | PLN 0.95 | PLN 1.41 | PLN 0.10 | PLN 0.80 |
Notes to the interim condensed financial statements on pages 10-23 are an integral part of these financial statements
Interim condensed consolidated statement of changes in equity for the 9-month and 3-month periods ended 30 September 2016
| Note | Share capital | Supplementary capital |
Revaluation reserve |
Retained earnings |
Other reserves |
Equity attributable to the equity holders of the parent company |
Non-controlling interests |
Total equity | |
|---|---|---|---|---|---|---|---|---|---|
| As at 1 January 2016 | 46.7 | 1,812.5 | 3.0 | 87.6 | 1,949.8 | 32.9 | 1,982.7 | ||
| Net profit for the period | 44.2 | 44.2 | 0.3 | 44.5 | |||||
| Other comprehensive income – hedging instruments |
(0.3) | (0.3) | (0.3) | ||||||
| Total comprehensive income for the period | (0.3) | 44.2 | 43.9 | 0.3 | 44.3 | ||||
| Payment of dividend | (19.6) | (19.6) | (19.6) | ||||||
| Share issue | 0.5 | 0.5 | 0.5 | ||||||
| Change in the structure of non-controlling interests |
2.0 | 2.0 | (2.6) | (0.6) | |||||
| Transfers between equity items | 22 | 28.9 | (28.9) | 0.0 | 0.0 | ||||
| As at 30 September 2016 | 46.7 | 1,841.4 | 2.7 | 85.3 | 0.5 | 1,976.6 | 30.6 | 2,007.2 | |
| As at 1 January 2015 | 46.5 | 1,746.3 | 3.2 | 151.1 | 1,947.1 | 53.6 | 2,000.7 | ||
| Net profit for the period | 65.7 | 65.7 | 2.2 | 67.9 | |||||
| Total comprehensive income for the period | 0.0 | 65.7 | 65.7 | 2.2 | 67.9 | ||||
| Payment of dividend | (60.7) | (60.7) | (60.7) | ||||||
| Share issue Change in the structure of non-controlling |
0.2 | 4.4 | 0.8 | 5.4 | 5.4 | ||||
| interests | 9.1 | 9.1 | (22.3) | (13.2) | |||||
| Transfers between equity items | 60.1 | (60.1) | 0.0 | 0.0 | |||||
| As at 30 September 2015 | 46.7 | 1,810.8 | 3.2 | 105.1 | 0.8 | 1,966.6 | 33.5 | 2,000.1 |
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
Consolidated quarterly report for the 3rd quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| 9 months ended | 3 months ended | |||||
|---|---|---|---|---|---|---|
| Note | 30 September 2016 | 30 September | 30 September 2016 | 30 September 2015 | ||
| unaudited | 2015 unaudited | unaudited | unaudited | |||
| Cash flows from operating activities | ||||||
| Profit before tax | 48.9 | 43.0 | 3.3 | 12.5 | ||
| Adjustments to cash flows from operating | ||||||
| activities | (16.9) | (3.6) | 69.3 | 18.1 | ||
| Amortization and depreciation | 0.9 | 1.1 | 0.3 | 0.5 | ||
| Settlement of space arrangement costs | 2.8 | 2.1 | 1.0 | 0.7 | ||
| Change in the fair value of investment properties and gain / (loss) on disposal |
(21.9) | 8.9 | 1.8 | (1.4) | ||
| Change in the value of other assets and gain / | ||||||
| (loss) on disposal Share of profits (losses) of jointly controlled entities |
14 | (2.8) (0.6) |
(25.2) (0.5) |
0.0 (0.2) |
(5.2) (0.1) |
|
| Net foreign exchange gains/ (losses) | 0.0 | 0.0 | 0.0 | 0.2 | ||
| Interest income from investing activities | (0.6) | (1.0) | (0.2) | (0.4) | ||
| Financing costs | 8.5 | 2.3 | 2.8 | 2.3 | ||
| Change in working capital | 14 | 0.6 | 12.3 | 67.6 | 22.3 | |
| Income tax paid | (3.8) | (3.6) | (3.8) | (0.8) | ||
| Net cash flows from operating activities | 32.0 | 39.4 | 72.6 | 30.6 | ||
| Cash flows from investing activities | ||||||
| Total inflows | 10.3 | 8.8 | (1.0) | 1.9 | ||
| Sale of investment properties | 9.2 | 7.2 | (1.1) | 0.9 | ||
| Sale of property, plant and equipment and | ||||||
| intangible assets Interest from investing activities |
0.0 0.5 |
0.1 1.0 |
0.0 0.1 |
0.1 0.4 |
||
| Dividends | 0.6 | 0.5 | 0.0 | 0.5 | ||
| Total outflows | (280.3) | (158.0) | (6.2) | (81.7) | ||
| Expenditure and purchase of investment | ||||||
| properties | (279.8) | (106.2) | (6.2) | (32.6) | ||
| Purchase of property, plant and equipment and intangible assets |
(0.5) | 0.0 | (0.0) | 0.0 | ||
| Acquisition of subsidiaries net of cash acquired | 0.0 | (49.1) | 0.0 | (49.1) | ||
| Purchase of shares in jointly controlled entities | 0.0 | (1.0) | 0.0 | 0.0 | ||
| Loans | 0.0 | (1.7) | 0.0 | 0.0 | ||
| Net cash from investing activities | (270.0) | (149.2) | (7.2) | (79.8) | ||
| Cash flows from financing activities | ||||||
| Total inflows | 256.4 | 166.1 | 2.6 | 81.5 | ||
| Bank loans | 256.4 | 166.1 | 2.6 | 81.5 | ||
| Total outflows | (89.1) | (88.3) | (75.9) | (75.7) | ||
| Bank loans | (69.3) | (21.7) | (56.3) | (14.8) | ||
| Repayment of finance lease liabilities | (0.1) | (0.3) | (0.0) | (0.1) | ||
| Finance costs | 0.0 | (0.1) | 0.0 | (0.1) | ||
| Dividends | (19.6) | (60.7) | (19.6) | (60.7) | ||
| Repurchase of shares | (0.1) | (5.5) | 0.0 | 0.0 | ||
| Net cash flows from financing activities | 167.3 | 77.8 | (73.3) | 5.8 | ||
| Total net cash flows | (70.7) | (32.0) | (7.9) | (43.4) | ||
| Change in cash and cash equivalents in the balance sheet |
(70.7) | (32.0) | (7.9) | (43.6) | ||
| Foreign exchange gains / (losses) | 0.0 | 0.0 | 0.0 | (0.2) | ||
| Cash and cash equivalents at the | ||||||
| beginning of the period | 126.5 | 136.4 | 63.7 | 148.0 | ||
| Cash and cash equivalents at the end of the period |
55.8 | 104.4 | 55.8 | 104.4 |
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
This document is a translation of the consolidated report for the 3rd quarter of 2016 prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version of the report is binding
Polski Holding Nieruchomości S.A. ("PHN S.A.", "the Parent Company", "the Company") located in Warsaw at Al. Jana Pawła II 12 is the Parent Company of the Group comprising PHN S.A. and its subsidiaries (together "the Group"). As at the balance sheet date, the State Treasury was the entity controlling PHN S.A.
PHN S.A. with the other members of its Group are one of the largest entities in Poland in the commercial real estate sector in terms of the portfolio value. The Group's portfolio comprises over 140 properties, separated for business purposes, with a value of approx. PLN 2.4 billion PHN S.A.'s activities are concentrated in Warsaw and the largest regional cities, including in Poznań, Tricity, Łódź, and Wrocław.
The Group has many years of experience in the following sectors: office, retail and logistics, both in property management
2. Basis for preparation of the interim condensed consolidated financial statements
These interim condensed consolidated financial statements have been prepared in accordance with the requirements of IAS 34, "Interim Financial Reporting" and the Decree of the Minister of Finance of 19 February 2009 on current and periodical information submitted by issuers of securities and conditions for considering the information required under the legislation of a non-Member State as equivalent (consolidated text: Journal of Laws of 2014, item 133 as amended; Journal of Laws of 2016, item 860) ("the Decree") and present the financial position of the Polski Holding Nieruchomości S.A. Group as at 30 September 2016 and 31 December 2015, the results of its operations and cash flows for the nine-month and three-month periods ended 30 September 2016 and 30 September 2015.
These interim condensed consolidated financial statements have been prepared on the assumption that the Group will and in carrying out investment projects. The Group carries out modern commercial projects on its own and in cooperation with top partners with many years' experience and a well-established market position. PHN S.A.'s projects are characterized by timeless architecture and attention to quality. They meet the most rigorous standards, thanks to which they appeal to the most demanding customers.
Since 13 February 2013 PHN S.A. shares have been listed on the Warsaw Stock Exchange in the continuous quotation system.
As at 30 September 2016, PHN S.A. was the parent company (directly or indirectly) to 50 entities. The structure of the Group is presented in the Directors' Report for the Group (note 2).
continue in operation as a going concern in the foreseeable future. As at the date of approval of these interim condensed consolidated financial statements, there are no circumstances indicating any threats to the Group continuing in operation.
The duration of the operations of the Parent Company and other Group entities is unlimited.
The Polish zloty ("PLN") is the currency of presentation of the Group's financial statements. Unless otherwise stated, all data in the Group's financial statements are presented in PLN million.
The interim condensed consolidated financial statements have been prepared on the historical cost basis, except for investment properties and financial instruments classified as measured at fair value through profit or loss.
Changes in the IFRS standards and interpretations presented in note 3 to the consolidated financial statements as at and for the year ended 31 December 2015, which became effective between 1 January 2016 and the date of approval of these interim condensed consolidated financial statements by the Management Board, did not have a material impact on these interim condensed consolidated financial statements.
The Group intends to adopt changes to IFRS published but not yet binding by the date of publication of these interim condensed consolidated financial statements in accordance with their effective date.
The Management Board is currently analysing the impact of the standards and interpretations which have been published but are not yet effective on the Group's results and financial position.
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
These interim condensed consolidated financial statements have been prepared in accordance with the accounting policies described in the consolidated financial statements of the Polski Holding Nieruchomości S.A. Group as at and for the year ended 31 December 2015.
The Group's activities are not characterized by seasonality. Therefore, the financial results presented by the Group do not fluctuate significantly during the year.
For management reporting purposes, the Group has been divided into the following operating segments:
The activities conducted as part of the operating segments listed above are performed in Poland. Other activities comprise, in Significant judgements made by the Management Board in these interim condensed consolidated financial statements in relation to the application of the Group's accounting policies and the main sources of uncertainty in its estimates were the same as those described in note 5.3 to the consolidated financial statements as at and for the year ended 31 December 2015.
particular, income and costs relating to the hotel business and management services.
The Management Board monitors the Group's results and makes decisions on the allocation of its resources based on an analysis of the operating activities of the segments listed above. The Management Board analyses segment results down to the level of the operating profit or loss. The Group does not allocate to segments any assets, liabilities, revenues or costs of the parent company acting as a financial holding.
Segmental analysis for the 9-month period ended 30 September 2016 and as at 30 September 2016 (unaudited)
| Leases | Property development |
Discontinued operations |
Other activities |
Unallocated | Total | |
|---|---|---|---|---|---|---|
| Sales | 113.6 | 12.0 | 6.0 | 131.6 | ||
| Operating expenses | (55.4) | (9.8) | (4.9) | (70.1) | ||
| Gross profit/(loss) on sales | 58.2 | 2.2 | 1.1 | 61.5 | ||
| Administrative and selling expenses Change in the fair value of investment |
(17.5) | (2.2) | (0.1) | (3.4) | (23.2) | |
| properties Gain on disposal of investment |
21.5 | 21.5 | ||||
| properties | 0.4 | 0.4 | ||||
| Other revenues | 9.8 | 0.2 | 10.0 | |||
| Other costs | (6.5) | (1.2) | (7.7) | |||
| Operating profit/ (loss) | 65.9 | (1.2) | (0.1) | 1.1 | (3.2) | 62.5 |
| Finance income | 1.9 | 1.9 | ||||
| Finance costs Share in profits of associates and |
(16.1) | (16.1) | ||||
| jointly controlled entities | 0.6 | 0.6 | ||||
| Corporate income tax | (4.4) | (4.4) | ||||
| Segment profit /(loss) | 65.9 | (1.2) | (0.1) | 1.1 | (21.2) | 44.5 |
| Segment assets | 2545.0 | 67.9 | 0.1 | 31.2 | 7.3 | 2,651.5 |
| Segment liabilities | 611.2 | 24.6 | 0.6 | 1.5 | 6.4 | 644.3 |
| Capital expenditure | 15.8 | 15.8 | ||||
| Amortization and depreciation | 0.6 | 0.3 | 0.9 |
Other revenues include mainly: in the lease segment – a reassessment of the legal status of properties in the amount of PLN 2.8 million; a reversal of a part of the provision for using a property without a contract of PLN 3.8 million; reimbursement of the fee for perpetual usufruct of land of PLN 0.9 million; a reversal of receivables write-downs of PLN 0.9 million.
Other costs include mainly: in the lease segment – receivables write-downs of PLN 3.6 million; claims paid in respect of benefits derived from properties of PLN 1.7 million; costs relating to a change in the VAT deducting structure of PLN 0.8 million. In the property development segment a provision for guarantee repairs and claims was recognized of PLN 1.1 million.
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
Consolidated quarterly report for the 3rd quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| Property | Discontinued | Other | ||||
|---|---|---|---|---|---|---|
| Leases | development | operations | activities | Unallocated | Total | |
| Sales | 92.9 | 18.6 | 3.7 | 115.2 | ||
| Operating expenses | (49.6) | (14.4) | (2.8) | (66.8) | ||
| Gross profit/(loss) on sales | 43.3 | 4.2 | 0.9 | 48.4 | ||
| Administrative and selling expenses | (19.8) | (2.2) | (0.1) | (3.3) | (25.4) | |
| Change in the fair value of investment properties |
(9.1) | (9.1) | ||||
| Gain on disposal of investment properties |
0.2 | 0.2 | ||||
| Other revenues | 41.7 | 0.2 | 0.4 | 42.3 | ||
| Other costs | (7.6) | (0.1) | (7.7) | |||
| Operating profit/ (loss) | 48.7 | 2.2 | 0.3 | 0.9 | (3.4) | 48.7 |
| Finance income | 2.3 | 2.3 | ||||
| Finance costs | (8.5) | (8.5) | ||||
| Share in profits of associates and jointly controlled entities |
0.5 | 0.5 | ||||
| Corporate income tax | 24.9 | 24.9 | ||||
| Segment profit /(loss) | 48.7 | 2.2 | 0.3 | 0.9 | 15.8 | 67.9 |
| Segment assets | 2394.4 | 76.2 | 0.1 | 30.7 | 12.6 | 2,514.0 |
| Segment liabilities | 497.6 | 25.2 | 0.6 | 1.3 | 6.6 | 531.3 |
| Capital expenditure | 104.0 | 104.0 | ||||
| Amortization and depreciation | 0.9 | 0.2 | 1.1 |
Other revenues include mainly: in the lease segment – a reassessment of the legal status of properties of PLN 25.1 million; refundable civil law transactions tax on contributions in kind made in previous years to a partnership limited by shares of PLN 8.0 million; reversal of a part of a provision for using a property without a contract of PLN 3.5 million; reversal of receivables write-downs of PLN 4.2 million.
Other costs include mainly: in the lease segment – receivables write-downs of PLN 6.7 million; costs relating to a change in the VAT deducting structure of PLN 0.3 million; severance pay for dismissed employees of PLN 0.2 million.
Segmental analysis of revenues, costs, profits, losses and expenditure for the 3-month period ended 30 September 2016 (unaudited)
| Property | Discontinued | Other | ||||
|---|---|---|---|---|---|---|
| Leases | development | operations | activities | Unallocated | Total | |
| Sales | 39.6 | 1.3 | 2.1 | 43.0 | ||
| Operating expenses | (18.5) | (1.4) | (1.7) | (21.6) | ||
| Gross profit/(loss) on sales | 21.1 | (0.1) | 0.4 | 21.4 | ||
| Administrative and selling expenses | (5.9) | (0.6) | (1.4) | (7.9) | ||
| Change in the fair value of investment properties |
(1.9) | (1.9) | ||||
| Gain on disposal of investment properties |
0.1 | 0.1 | ||||
| Other revenues | 1.7 | 1.7 | ||||
| Other costs | (2.9) | (1.2) | (4.1) | |||
| Operating profit/ (loss) | 12.2 | (1.9) | 0.4 | (1.4) | 9.3 | |
| Finance income | 0.9 | 0.9 | ||||
| Finance costs | (7.1) | (7.1) | ||||
| Share in profits of associates and jointly controlled entities |
0.2 | 0.2 | ||||
| Corporate income tax | 1.3 | 1.3 | ||||
| Segment profit /(loss) | 12.2 | (1.9) | 0.4 | (6.1) | 4.6 | |
| Capital expenditure | 6.5 | 6.5 | ||||
| Amortization and depreciation | 0.2 | 0.1 | 0.3 |
Other revenues include mainly: in the lease segment – release of part of the provision for using a property without a contract of PLN 1.2 million; a reversal of receivables write-downs of PLN 0.2 million.
Other costs include mainly: in the lease segment – receivables write-downs of PLN 1.1 million, and claims paid in respect of benefits derived from properties of PLN 1.7 million. In the property development segment a provision was recognized for guarantee repairs and claims of PLN 1.1 million.
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
Segmental analysis of revenues, costs, profits, losses and expenditure for the 3-month period ended 30 September 2015 (unaudited)
| Property | Discontinued | Other | ||||
|---|---|---|---|---|---|---|
| Leases | development | operations | activities | Unallocated | Total | |
| Sales | 32.5 | 7.6 | 2.1 | 42.2 | ||
| Operating expenses | (17.2) | (6.2) | (1.5) | (24.9) | ||
| Gross profit/(loss) on sales | 15.3 | 1.4 | 0.6 | 17.3 | ||
| Administrative and selling expenses | (6.7) | (0.9) | - | (0.9) | (8.5) | |
| Change in the fair value of investment properties |
1.3 | 1.3 | ||||
| Gain/(loss) on disposal of investment properties |
0.1 | 0.1 | ||||
| Other revenues | 7.9 | 7.9 | ||||
| Other costs | (1.6) | (1.6) | ||||
| Operating profit/ (loss) | 16.3 | 0.5 | 0.6 | (0.9) | 16.5 | |
| Finance income | 0.6 | 0.6 | ||||
| Finance costs | (4.7) | (4.7) | ||||
| Share in profits of associates and jointly controlled entities |
0.1 | 0.1 | ||||
| Corporate income tax | 26.2 | 26.2 | ||||
| Segment profit /(loss) | 16.3 | 0.5 | 0.6 | 21.3 | 38.7 | |
| Capital expenditure | 22.2 | 22.2 | ||||
| Amortization and depreciation | 0.3 | 0.2 | 0.5 | |||
Other revenues include mainly: in the lease segment – a reassessment of the legal status of properties of PLN 5.1 million; reversal of a part of a provision for using a property without a contract of PLN 1.1 million; reversal of receivables write-downs of PLN 1.5 million.
Other costs include mainly: in the lease segment – receivables write-downs of PLN 1.3 million.
| 9 months ended | ||||
|---|---|---|---|---|
| Movements in investment properties | 30 September 2016 unaudited |
30 September 2015 unaudited |
||
| As at 1 January | 2,015.4 | 1,924.1 | ||
| Purchase of investment properties | 258.0 | 196.3 | ||
| Expenditure on investment properties | 15.8 | 104.0 | ||
| Settlement of space arrangement costs | (2.8) | (2.1) | ||
| Change in the fair value of investment properties | 26.4 | (7.0) | ||
| Value of investment properties sold | (1.3) | (0.4) | ||
| Reclassification to property, plant and equipment | 0.0 | (26.0) | ||
| Reclassification to inventories | 0.0 | (46.5) | ||
| Reclassification from assets with unclear legal status | 2.8 | 25.1 | ||
| Reclassification from/to non-current assets classified as held for sale | 31.9 | (46.0) | ||
| As at the end of the period | 2,346.2 | 2,121.5 | ||
The following amounts were recognized in the statement of comprehensive income:
| 9 months ended | ||||
|---|---|---|---|---|
| Investment properties – effect on the financial result | 30 September 2016 | 30 September 2015 | ||
| unaudited | unaudited | |||
| Rental income from investment properties | 113.6 | 92.9 | ||
| Direct operating expenses incurred on rent-generating investment properties | (55.4) | (49.6) | ||
| Change in the fair value of investment properties | 26.4 | (7.0) | ||
| Gain/(loss) on disposal of investment properties | 0.4 | 0.2 | ||
| Revenues from sale of properties classified as investment properties or assets held for | ||||
| sale | 12.7 | 12.6 | ||
| Cost of properties sold (classified as investment properties or assets held for sale | (12.3) | (12.4) | ||
| Gain/(loss) on investment properties | 85.0 | 36.5 |
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
In the nine-month period ended 30 September 2016, the Group acquired a property at Al. Grunwaldzka 409 in Gdańsk (Alchemia II; for details see Note 33).
Changes in the classification of the legal status of properties
In the nine-month period ended 30 September 2016, the Group received a decision of the Mazowiecki Voivode confirming the acquisition of the right to perpetual usufruct of the property at ul. Reja 6 in Warsaw. Consequently, the Group recognized that property in assets. The effect of the reclassification (change in legal status) was recognized in the consolidated statement of comprehensive income under Other revenues (PLN 2.8 million).
Expenditure on investment properties comprise:
ended 30 September 2016: PLN 2.5 million; nine-month period ended 30 September 2015: PLN 2.8 million;
modernization and arrangement of properties amounting to: nine-month period ended 30 September 2016: PLN 8.7 million; nine-month period ended 30 September 2015: PLN 17.2 million.
In the nine-month period ended 30 September 2016, the Group sold the properties at ul. Filtrowa 47 in Warsaw, Prądzyńskiego 21 in Warsaw, Jana Paska 21 in Warsaw, parts of the properties in Łężyca, Parzniew, at ul. Podchorążych 69 in Warsaw and in Wincentów and Czerwonak.
The Group hedges against the risk of changes in the fair value of properties that generate lease revenues denominated in EUR, in the part resulting from foreign exchange risk, up to the amount of external financing (loan) for a given property denominated in the same currency in which the revenues are generated. As part of hedge accounting, the Group establishes a relationship (fair value hedge) between a property (the hedged item) and the loan financing that property (the hedging item). The effects of changes in the fair value of the property and in the value of the loans (recognized at amortized cost) are offset and recognized in the consolidated statement of comprehensive income under "Change in the fair value of investment properties".
| 9 months ended | |||
|---|---|---|---|
| 30 September 2016 | 30 September 2015 | ||
| unaudited | unaudited | ||
| As at 1 January | 45.8 | 22.5 | |
| Purchase | 0.2 | 0.3 | |
| Amortization and depreciation | (0.9) | (1.1) | |
| Reclassification from investment properties | 0.0 | 26.0 | |
| As at the end of the period | 45.1 | 47.7 |
The value of properties included in property, plant and equipment as at 30 September 2016 amounted to PLN 44.2 million, and as 31 December 2015 – PLN 44.8 million.
9. Investments in associates and jointly controlled entities (joint ventures)
The Group holds 50% of the shares in each of the following four jointly controlled entities:
The Group accounts for the interests held using the equity method.
Wrocław Industrial Park Sp. z o.o.
| 9 months ended | ||
|---|---|---|
| 30 September 2016 | 30 September 2015 | |
| unaudited | unaudited | |
| As at 1 January | 26.2 | 18.6 |
| Purchase | 0.0 | 1.0 |
| Share in profits | 0.6 | 0.5 |
| Payment of dividend | (0.6) | (0.5) |
| As at the end of the period | 26.2 | 19.6 |
Jointly controlled entities are not listed on an active market. Their selected financial data as at and for the nine-month period ended 30 September 2016 and as at 30 September 2016 is as follows:
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements This document is a translation of the consolidated report for the 3rd quarter of 2016 prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version of the report is binding
Consolidated quarterly report for the 3rd quarter of 2016 (All amounts are expressed in PLN million unless stated otherwise)
| Assets | Equity | Liabilities | Revenues | Profit | The Group's share in | |
|---|---|---|---|---|---|---|
| Wrocław Industrial Park |
39.5 | 38.6 | 0.9 | 1.6 | 1.2 | profit 0.7 |
| Apartamenty Molo Rybackie | 14.6 | 14.5 | 0.1 | 0.5 | (0.2) | (0.1) |
| Parzniew Logistics Center Infrastructure | 3.4 | (0.3) | 3.7 | 0.0 | (0.2) | (0.1) |
| Parzniew Logistics Center 1 | 2.1 | (0.1) | 2.2 | 0.0 | (0.0) | (0.0) |
| Total | 59.6 | 52.7 | 6.9 | 2.1 | 0.8 | 0.5 |
Non-current financial assets of the Group as at 30 September 2016 include loans granted to jointly controlled entities in the amount of PLN 2.9 million (31 December 2015: PLN 2.8 million).
Other non-current assets include mainly deferred income (grace period granted to tenants with regard to payment of rent).
| Structure of inventories | 30 September 2016 | 31 December 2015 |
|---|---|---|
| unaudited | audited | |
| Land | 49.6 | 50.1 |
| Work in progress | 8.0 | 0.8 |
| Finished goods | 2.4 | 11.3 |
| Total inventories related to property development | 60.0 | 62.2 |
| 9 months ended | |||
|---|---|---|---|
| Changes in inventories during the financial year | 30 September 2016 | 30 September 2015 | |
| unaudited | unaudited | ||
| As at 1 January | 62.2 | 35.8 | |
| Expenditure on construction | 7.2 | 0.2 | |
| Disposal of premises | (9.4) | (14.6) | |
| Transfer from investment properties | 0.0 | 46.5 | |
| As at the end of the period | 60.0 | 67.9 |
The item "land" includes all land associated with residential property development.
| Structure of receivables | 30 September 2016 unaudited |
31 December 2015 audited |
||||
|---|---|---|---|---|---|---|
| Total | Financial | Non-financial | Total | Financial | Non-financial | |
| Trade receivables and other assets | 32.3 | 16.5 | 15.8 | 121.4 | 12.4 | 109.0 |
| Trade receivables | 16.5 | 16.5 | 0.0 | 9.0 | 9.0 | 0.0 |
| Receivables from the State Budget VAT on purchase of properties within the |
8.7 | 0.0 | 8.7 | 100.6 | 0.0 | 100.6 |
| Group | 6.3 | 0.0 | 6.3 | 97.6 | 0.0 | 97.6 |
| Other receivables from the State Budget | 2.4 | 0.0 | 2.4 | 3.0 | 0.0 | 3.0 |
| Prepayments | 7.1 | 0.0 | 7.1 | 8.4 | 0.0 | 8.4 |
| Other receivables | 0.0 | 0.0 | 0.0 | 3.4 | 3.4 | 0.0 |
| Income tax receivables | 3.1 | 0.0 | 3.1 | 2.3 | 0.0 | 2.3 |
| Total receivables and other assets | 35.4 | 16.5 | 18.9 | 123.7 | 12.4 | 111.3 |
| Analysis of cash and cash equivalents | 30 September 2016 | 31 December 2015 |
|---|---|---|
| unaudited | audited | |
| Cash in hand and at bank | 2.8 | 25.1 |
| Current bank deposits | 0.0 | 0.1 |
| As at the end of the period | 2.8 | 25.2 |
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
This document is a translation of the consolidated report for the 3rd quarter of 2016 prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version of the report is binding
Consolidated quarterly report for the 3rd quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| Change in the value of other assets and gain/(loss) | 9 months ended | 3 months ended | |||
|---|---|---|---|---|---|
| on disposal | 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 | |
| unaudited | unaudited | unaudited | unaudited | ||
| Reclassification from assets with an unclear legal status | 2.8 | 25.1 | 0.0 | 5.1 | |
| Gain/(loss) on sale of other non-current assets | 0.0 | 0.1 | 0.0 | 0.1 | |
| Total | 2.8 | 25.2 | 0.0 | 5.2 |
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| Changes in working capital in the statement of cash flows |
30 September 2016 unaudited |
30 September 2015 unaudited |
30 September 2016 unaudited |
30 September 2015 unaudited |
|
| Change in inventories | 2.2 | 14.4 | (5.0) | 5.8 | |
| Change in receivables | 89.1 | 65.4 | 66.4 | (1.9) | |
| Change in other assets | (11.0) | (2.1) | (2.5) | (2.0) | |
| Change in liabilities | (81.4) | (69.6) | 5.6 | 17.5 | |
| Change in provisions | 1.7 | 4.2 | 3.1 | 2.9 | |
| Total | 0.6 | 12.3 | 67.6 | 22.3 |
Reasons behind the differences between balance sheet changes in certain items and the changes resulting from the statement of cash flows
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| Receivables | 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 | |
| unaudited | unaudited | unaudited | unaudited | ||
| Change in receivables in the statement of financial | |||||
| position | 89.1 | 65.8 | 66.4 | (3.3) | |
| Purchase of receivables | 0.0 | 2.0 | 0.0 | 2.0 | |
| Change in investment receivables | 0.0 | (2.4) | 0.0 | (0.6) | |
| Change in receivables in the statement of cash flows | 89.1 | 65.4 | 66.4 | (1.9) |
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| Liabilities | 30 September 2016 unaudited |
30 September 2015 unaudited |
30 September 2016 unaudited |
30 September 2015 unaudited |
|
| Change in liabilities in the statement of financial position | (90.4) | (71.1) | (16.4) | (47.4) | |
| Purchase of liabilities | 0.0 | (6.3) | 0.0 | (6.3) | |
| Change in investment liabilities | 9.0 | 7.8 | 2.4 | 10.5 | |
| Change in liabilities relating to the payment of dividend | 0.0 | 0.0 | 19.6 | 60.7 | |
| Change in liabilities in the statement of cash flows | (81.4) | (69.6) | 5.6 | 17.5 |
| 9 months ended | ||
|---|---|---|
| 30 September 2016 unaudited |
30 September 2015 unaudited |
|
| As at 1 January | 57.8 | 12.0 |
| Reclassification from/to investment properties | (31.9) | 46.0 |
| Disposal | (11.0) | (12.0) |
| As at the end of the period | 14.9 | 46.0 |
Transfer of non-current assets classified as held for sale to investment properties was performed in the 9 months ended 30 September 2016 due to the withdrawal from preliminary property
sale agreements and the decision to maintain selected properties in the Group's portfolio.
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
| Structure of liabilities | 30 September 2016 unaudited | 31 December 2015 audited | |||||
|---|---|---|---|---|---|---|---|
| Total | Financial | Non-financial | Total | Financial | Non-financial | ||
| Current liabilities | |||||||
| Debt | 12.7 | 12.7 | 0.0 | 8.1 | 8.1 | 0.0 | |
| Bank loans | 12.6 | 12.6 | 0.0 | 7.6 | 7.6 | 0.0 | |
| Car fleet leases | 0.1 | 0.1 | 0.0 | 0.5 | 0.5 | 0.0 | |
| Trade and other payables | 31.4 | 28.2 | 3.2 | 128.9 | 37.4 | 91.5 | |
| Trade payables | 10.6 | 10.6 | 0.0 | 10.8 | 10.8 | 0.0 | |
| Capital expenditure commitments | 0.4 | 0.4 | 0.0 | 6.5 | 6.5 | 0.0 | |
| Tenants' deposits | 10.6 | 10.6 | 0.0 | 9.8 | 9.8 | 0.0 | |
| Payables to the State Budget | 3.2 | 0.0 | 3.2 | 88.7 | 0.0 | 88.7 | |
| VAT on disposal of properties within | |||||||
| the Group | 0.0 | 0.0 | 0.0 | 84.8 | 0.0 | 84.8 | |
| Other payables to the State Budget | 3.2 | 0.0 | 3.2 | 3.9 | 0.0 | 3.9 | |
| Prepayments for purchase of properties | 0.0 | 0.0 | 0.0 | 2.8 | 0.0 | 2.8 | |
| Deposits of construction work subcontractors | 3.1 | 3.1 | 0.0 | 3.1 | 3.1 | 0.0 | |
| Valuation of derivative financial instruments | 0.4 | 0.4 | 0.0 | 0.6 | 0.6 | 0.0 | |
| Other current liabilities | 3.1 | 3.1 | 0.0 | 6.6 | 6.6 | 0.0 | |
| Income tax liabilities | 0.3 | 0.0 | 0.3 | 0.2 | 0.0 | 0.2 | |
| Prepayments related to property development | 1.7 | 0.0 | 1.7 | 2.2 | 0.0 | 2.2 | |
| Total current liabilities | 46.1 | 40.9 | 5.2 | 139.4 | 45.5 | 93.9 | |
| Non-current liabilities | |||||||
| Debt | 500.5 | 500.5 | 0.0 | 304.9 | 304.9 | 0.0 | |
| Bank loans | 500.4 | 500.4 | 0.0 | 304.8 | 304.8 | 0.0 | |
| Car fleet leases | 0.1 | 0.1 | 0.0 | 0.1 | 0.1 | 0.0 | |
| Other | 10.4 | 10.4 | 0.0 | 2.9 | 2.9 | 0.0 | |
| Tenants' deposits | 3.6 | 3.6 | 0.0 | 0.8 | 0.8 | 0.0 | |
| Deposits of construction work subcontractors | 0.5 | 0.5 | 0.0 | 0.1 | 0.1 | 0.0 | |
| Valuation of derivative financial instruments | 6.3 | 6.3 | 0.0 | 2.0 | 2.0 | 0.0 | |
| Total non-current liabilities | 510.9 | 510.9 | 0.0 | 307.8 | 307.8 | 0.0 | |
| Total liabilities | 557.0 | 551.8 | 5.2 | 447.2 | 353.3 | 93.9 |
| Debt by currency | 30 September 2016 | 31 December 2015 |
|---|---|---|
| unaudited | audited | |
| Bank loans | 513.0 | 312.4 |
| EUR | 425.1 | 230.3 |
| PLN | 87.9 | 82.1 |
| Car fleet leases | 0.2 | 0.6 |
| PLN | 0.2 | 0.6 |
| Total debt | 513.2 | 313.0 |
The Group's loans bear interest at variable rates. These are WIBOR and EURIBOR rates plus a margin, depending on the currency of financing.
In order to mitigate the risk of changes in interest rates, the Group enters into interest rate swap (IRS) contracts with banks which effectively replace variable interest rates with fixed interest rates.
| 30 September 2016 unaudited | 31 December 2015 audited | ||||||
|---|---|---|---|---|---|---|---|
| Provision | Non | Non | |||||
| Total | current | Current | Total | Current | Current | ||
| Claims in respect of benefits derived from leased properties | |||||||
| and non-contractual use of properties | 31.7 | 15.5 | 16.2 | 31.1 | 15.5 | 15.6 | |
| Guarantee repairs and compensations in property | |||||||
| development | 20.6 | 0.0 | 20.6 | 21.3 | 0.0 | 21.3 | |
| Severance payments | 0.5 | 0.0 | 0.5 | 0.5 | 0.0 | 0.5 | |
| Employee benefits | 0.9 | 0.9 | 0.0 | 0.9 | 0.9 | 0.0 | |
| Other | 11.7 | 0.0 | 11.7 | 9.9 | 0.0 | 9.9 | |
| Total | 65.4 | 16.4 | 49.0 | 63.7 | 16.4 | 47.3 |
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
Consolidated quarterly report for the 3rd quarter of 2016 (All amounts are expressed in PLN million unless stated otherwise)
| 30 September 2016 unaudited |
31 December 2015 audited |
|
|---|---|---|
| Number of shares as at 1 January | 46,722,747 | 46,482,044 |
| Share issue | 0 | 240,703 |
| Number of shares at the end of the period (fully paid) | 46,722,747 | 46,722,747 |
All shares issued are ordinary shares. The par value of each share is PLN 1. All shares give equal rights to the assets of the Parent Company.
The supplementary capital consists of:
Share premium of PLN 1,751.9 million;
The revaluation reserve consists of:
The excess of the net book value over the fair value of investment properties as at the date of their reclassification from property, plant and equipment to investment properties of PLN 3.2 million;
Retained earnings of PLN 87.6 million as at 31 December 2015 decreased to PLN 85.3 million as at 30 September 2016 due to:
earmarking PLN 19.6 million for the payment of dividend to shareholders and PLN 28.9 million for transfer to supplementary capital;
The commitment to issue own shares in exchange for the acquired shares in subsidiaries, which were not issued by PHN
A decrease in the amount of capital resulting from hedge accounting of PLN 0.5 million.
the net profit generated by the Group in the 9 months ended 30 September 2016 of PLN 44.2 million;
S.A. as at the balance sheet date, was recognized in other reserves in the amount of PLN 0.5 million.
| 9 months ended | 3 months ended | |||
|---|---|---|---|---|
| Revenues from operating activities | 30 September 2016 unaudited |
30 September 2015 unaudited |
30 September 2016 unaudited |
30 September 2015 unaudited |
| Lease revenue | 113.6 | 92.9 | 39.6 | 32.5 |
| Revenues from property development | 12.0 | 18.6 | 1.3 | 7.6 |
| Revenues from other activities | 6.0 | 3.7 | 2.1 | 2.1 |
| Hotel business | 5.9 | 3.6 | 2.0 | 2.0 |
| Management services | 0.1 | 0.1 | 0.1 | 0.1 |
| Total revenues from operating activities | 131.6 | 115.2 | 43.0 | 42.2 |
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements This document is a translation of the consolidated report for the 3rd quarter of 2016 prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version of the report is binding
Consolidated quarterly report for the 3rd quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| 9 months ended | 3 months ended | |||
|---|---|---|---|---|
| Other revenues | 30 September 2016 unaudited |
30 September 2015 unaudited |
30 September 2016 unaudited |
30 September 2015 unaudited |
| Proceeds from sale of non-financial non current assets |
0.0 | 0.1 | 0.0 | 0.1 |
| Reclassification from assets with unclear legal status |
2.8 | 25.1 | 0.0 | 5.1 |
| Compensations | 0.1 | 0.1 | 0.0 | 0.1 |
| Revaluation of receivables Reversal of provision for using properties without a contract |
0.9 3.8 |
4.2 3.5 |
0.2 1.2 |
1.5 1.1 |
| Reversal of other provisions | 0.4 | 0.4 | 0.0 | 0.0 |
| Refund of tax on civil law transactions | 0.0 | 8.0 | 0.0 | 0.0 |
| Refund of the fee for perpetual usufruct of | 0.9 | 0.0 | 0.0 | 0.0 |
| land Other |
1.1 | 0.5 | 0.3 | 0.0 |
| Total other revenues | 10.0 | 41.9 | 1.7 | 7.9 |
| 9 months ended | 3 months ended | |||
|---|---|---|---|---|
| Operating expenses | 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 |
| unaudited | unaudited | unaudited | unaudited | |
| Cost of property maintenance | 55.4 | 49.6 | 18.5 | 17.2 |
| Cost of property development | 9.8 | 14.4 | 1.4 | 6.2 |
| Costs of other activities | 4.9 | 2.8 | 1.7 | 1.5 |
| Hotel business | 4.9 | 2.8 | 1.7 | 1.5 |
| Total operating expenses | 70.1 | 66.8 | 21.6 | 24.9 |
| 9 months ended | 3 months ended | |||
|---|---|---|---|---|
| Other costs | 30 September 2016 unaudited |
30 September 2015 unaudited |
30 September 2016 unaudited |
30 September 2015 unaudited |
| Revaluation of receivables Guarantee repairs and claims in property development activities |
3.6 1.1 |
6.7 0.0 |
1.1 1.1 |
1.3 0.0 |
| Change in the structure of VAT deductions Claims in respect of benefits from |
0.8 | 0.3 | 0.0 | 0.0 |
| properties | 1.7 | 0.0 | 1.7 | 0.0 |
| Compensations and penalties | 0.0 | 0.2 | 0.0 | 0.1 |
| Severance payments | 0.0 | 0.2 | 0.0 | 0.0 |
| Other | 0.5 | 0.3 | 0.2 | 0.2 |
| Total other costs | 7.7 | 7.7 | 4.1 | 1.6 |
| The Group, excluding property | 9 months ended | 3 months ended | |||
|---|---|---|---|---|---|
| development | 30 September 2016 unaudited |
30 September 2015 unaudited |
30 September 2016 unaudited |
30 September 2015 unaudited |
|
| Amortization and depreciation | 0.9 | 1.1 | 0.3 | 0.5 | |
| Materials and energy used | 10.3 | 9.7 | 2.9 | 2.4 | |
| External services | 37.0 | 33.5 | 13.5 | 13.0 | |
| Taxes and fees Wages and salaries, and other employee benefits |
19.5 13.0 |
17.4 13.4 |
6.4 4.1 |
6.0 4.2 |
|
| Other costs by type | 0.5 | 0.4 | 0.3 | 0.2 | |
| Total operating expenses | 81.2 | 75.5 | 27.5 | 26.3 | |
| Administrative expenses | (16.4) | (17.1) | (6.2) | (5.1) | |
| Selling costs Cost of preparation and execution of |
(0.9) | (1.8) | (0.2) | (0.4) | |
| commercial development projects | (2.9) | (3.6) | (0.9) | (2.0) | |
| One - off costs (Group restructuring) | (0.7) | (0.6) | 0.0 | (0.1) | |
| Cost of sales | 60.3 | 52.4 | 20.2 | 18.7 |
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
Consolidated quarterly report for the 3rd quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| Property development | 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 | |
| unaudited | unaudited | unaudited | unaudited | ||
| Materials and energy used | 0.0 | 0.1 | 0.0 | 0.0 | |
| External services | 1.9 | 1.3 | 0.7 | 0.7 | |
| Taxes and fees | 0.1 | 0.1 | 0.0 | 0.0 | |
| Wages and salaries, and other employee | |||||
| benefits | 0.6 | 0.5 | 0.3 | 0.2 | |
| Cost of goods for resale and materials sold | 0.5 | 0.5 | 0.1 | 0.2 | |
| Change in inventory of finished goods | 8.9 | 14.1 | 0.9 | 6.0 | |
| Total operating expenses | 12.0 | 16.6 | 2.0 | 7.1 | |
| Administrative expenses | (1.7) | (0.8) | (0.5) | (0.4) | |
| Selling costs | (0.3) | (0.5) | (0.1) | (0.2) | |
| Cost of maintaining inventories and | |||||
| property development infrastructure | (0.2) | (0.9) | 0.0 | (0.3) | |
| Cost of sales | 9.8 | 14.4 | 1.4 | 6.2 |
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| Finance income | 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 | |
| unaudited | unaudited | unaudited | unaudited | ||
| Interest income | 0.8 | 2.0 | 0.2 | 0.5 | |
| Current bank deposits | 0.5 | 1.0 | 0.1 | 0.4 | |
| Other interest | 0.3 | 1.0 | 0.1 | 0.1 | |
| Valuation of financial instruments | 1.1 | 0.0 | 0.9 | 0.0 | |
| Foreign exchange gains / (losses) | 0.0 | 0.3 | (0.2) | 0.1 | |
| Other finance income | 0.0 | 0.0 | 0.0 | 0.0 | |
| Total finance income | 1.9 | 2.3 | 0.9 | 0.6 |
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| Finance costs | 30 September 2016 | 30 September | 30 September 2016 | 30 September 2015 | |
| unaudited | 2015 unaudited | unaudited | unaudited | ||
| Financing costs | 8.5 | 2.3 | 2.8 | 2.3 | |
| Loans and advances | 8.5 | 2.2 | 2.8 | 2.2 | |
| Finance leases | 0.0 | 0.1 | 0.0 | 0.1 | |
| Interest on overdue liabilities | 0.7 | 6.0 | 0.7 | 2.2 | |
| Valuation of financial instruments | 5.3 | 0.0 | 3.2 | 0.0 | |
| Foreign exchange gains / (losses) | 0.7 | 0.0 | 0.1 | 0.0 | |
| Other finance costs | 0.9 | 0.2 | 0.3 | 0.2 | |
| Total finance costs | 16.1 | 8.5 | 7.1 | 4.7 | |
| Net finance income/expense | (14.2) | (6.2) | (6.2) | (4.1) |
| 9 months ended | 3 months ended | |||
|---|---|---|---|---|
| 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 | |
| unaudited | unaudited | unaudited | unaudited | |
| Current tax | (3.1) | (2.5) | 1.2 | (0.1) |
| Deferred tax | (1.3) | 27.4 | 0.1 | 26.3 |
| Corporate income tax | (4.4) | (24.9) | 1.3 | 26.2 |
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
Consolidated quarterly report for the 3rd quarter of 2016
(All amounts are expressed in PLN million unless stated otherwise)
| 9 months ended | 3 months ended | |||
|---|---|---|---|---|
| 30 September 2016 unaudited |
30 September 2015 unaudited |
30 September 2016 unaudited |
30 September 2015 unaudited |
|
| Profit before tax | 49.0 | 42.7 | 3.3 | 0.0 |
| Tax calculated at the rate applicable in | ||||
| Poland (19%) | (9.3) | (8.1) | (0.6) | (2.4) |
| Share of profits of jointly controlled entities | 0.1 | 0.1 | 0.0 | 0.0 |
| Non-taxable income | 0.0 | 1.1 | 0.0 | 0.1 |
| Non-deductible costs (permanent | ||||
| differences) | (0.5) | (0.1) | (0.4) | 0.0 |
| Utilization of previously unrecognized tax | ||||
| losses | 0.3 | 0.0 | 0.1 | 0.0 |
| Net profit /(loss) of partnerships | 0.0 | 4.1 | 0.0 | 0.8 |
| Impairment of deferred tax assets | (4.8) | 0.0 | (4.8) | 0.0 |
| Tax losses resulting from contribution of | ||||
| bonds within the Group | 10.6 | 0.0 | 7.8 | 0.0 |
| Excess of nominal value of shares | ||||
| subscribed over the tax value of | ||||
| contributions made | (0.8) | 0.0 | (0.8) | 0.0 |
| Contribution in kind and sale of a property | ||||
| to a subsidiary | 0.0 | 27.7 | 0.0 | 27.7 |
| Other | 0.0 | 0.1 | 0.0 | 0.0 |
| Corporate income tax | (4.4) | 24.9 | 1.3 | 26.2 |
In the nine months ended 30 September 2016, shares were repurchased from holders of non-controlling interests in Warszawski Holding Nieruchomości S.A. and Dalmor S.A. The profit attributable to non-controlling interests was determined
based on the assumption that they participate in the entire net profit for the nine-month period ended 30 September 2016 and 30 September 2015.
Basic and diluted earnings (loss) per
| Basic and diluted net earnings per | 9 months ended | 3 months ended | ||
|---|---|---|---|---|
| share attributable to the equity | 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 |
| holders of the parent company | unaudited | unaudited | unaudited | unaudited |
| Profit attributable to equity holders of | ||||
| the Company (in PLN million) | 44.2 | 65.7 | 4.6 | 37.0 |
| Weighted average number of ordinary | ||||
| shares (in millions) | 46.7 | 46.6 | 46.7 | 46.6 |
| Basic and diluted earnings (loss) per | ||||
| share (in PLN) | PLN 0.95 | PLN 1.41 | PLN 0.10 | PLN 0.80 |
| Basic and diluted net earnings from | 9 months ended | 3 months ended | ||
| continued operations per share | 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 |
| attributable to the equity holders of | unaudited | unaudited | unaudited | unaudited |
| the parent company | ||||
| Profit from continued operations | ||||
| attributable to equity holders of the | ||||
| Company (in PLN million) | 44.3 | 65.4 | 4.6 | 37.0 |
| Weighted average number of ordinary |
shares (in millions) 46.7 46.6 46.7 46.6
share (in PLN) PLN 0.95 PLN 1.41 PLN 0.10 PLN 0.80
Note 8 to the consolidated financial statements for the year 2015 includes a disclosure of properties with an unclear legal status held by the Group. In the case of the favourable outcome of the legal disputes relating to these properties, they will be recognized as assets.
Some of the buildings leased by the Group for office purposes are recorded in the public registers as buildings designated for residential purposes. Changes in the manner of use of these buildings were not notified to the relevant authorities nor were all the required administrative decisions obtained. Consequently, penalties may be imposed on the Group companies. As at the
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
Consolidated quarterly report for the 3rd quarter of 2016 (All amounts are expressed in PLN million unless stated otherwise)
balance sheet date, the risk of such penalties being imposed on the Group is low and the potential amount of such penalties cannot be reliably estimated. Therefore, the Group did not recognize provisions for the potential penalties.
a) Capital expenditure commitments
Transactions with the State Treasury and the State Treasury companies
The State Treasury of the Republic of Poland is the entity exercising control over the Group. As a result, transactions between the Group companies and the State Treasury or the related entities of the State Treasury must be disclosed in accordance with the principles set out in IAS 24, Related Party Disclosures.
The Group did not enter into individually significant transactions with the State Treasury related entities. In the ordinary course of its operations, the Group earned lease revenue from entities controlled by the State Treasury.
There are no material capital expenditure commitments.
b) Operating lease
There are no material contingent liabilities under operating lease contracts.
Consequently, the Group is exempt from the requirement to disclose information on transactions and open balances with the State Treasury-related entities under IAS 24 para. 18.
Under Polish law, the Group entities are liable to income tax in Poland. Consequently, they pay the income tax to the State Treasury which is a related entity. The laws and regulations applicable to the Group companies in this respect are identical to those applicable to non-related entities.
| 9 months ended | 3 months ended | |||
|---|---|---|---|---|
| Revenue from sales of goods for resale and services |
30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 |
| unaudited | unaudited | unaudited | unaudited | |
| Revenue from the State Treasury | 8.8 | 7.1 | 2.9 | 1.5 |
Remuneration of key management members
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| 30 September 2016 unaudited |
30 September 2015 unaudited |
30 September 2016 unaudited |
30 September 2015 unaudited |
||
| Remuneration of members of the Management Board of the Parent Company |
2.6 | 1.7 | 0.6 | 0.5 | |
| Remuneration of members of the Management Boards of the subsidiaries |
0.3 | 0.9 | 0.0 | 0.3 | |
| Remuneration of members of the Supervisory Board of the Parent Company |
0.2 | 0.2 | 0.0 | 0.1 | |
| Remuneration of members of the Supervisory Boards of the subsidiaries |
0.2 | 0.3 | 0.1 | 0.1 | |
| Total | 3.3 | 3.1 | 0.7 | 1.0 |
Transactions with associates and jointly controlled entities (joint ventures)
There were no significant transactions with associates and jointly controlled entities in the nine-month periods ended 30 September 2016 and 30 September 2015.
On 25 March 2016, PHN SPV 33 Sp. z o.o. ING Bank Śląski S.A. concluded a loan agreement for the purchase of properties. The agreement is for an investment loan of EUR 43.7 million and a loan in PLN for financing VAT on the purchase price in the amount equivalent to EUR 12.0 million.
The loan bears interest based on EURIBOR for three-month deposits (in the part relating to the purchase and denominated in
EUR) and based on WIBOR for one-month deposits (in the part relating to the VAT tranche), plus a margin.
In order to secure repayment of amounts due under the loan agreement for the purchase of real property and in order to execute the said agreement properly, the subsidiaries of PHN S.A. ("the Company") established in particular the following security for the bank:
Notes to the interim condensed financial statements on pages 10–23 are an integral part of these financial statements
On 14 October 2016 a Group company concluded an agreement with mLocum S.A. with its registered office in Łódź. The agreement was for the purchase of shares in Apartamenty Molo Rybackie Sp. z o.o. with its registered office in Gdynia, a company engaged in the project Molo Rybackie (Yacht Park) at ul. Arkadiusza Rybickiego in Gdynia. The subject matter of the agreement is the sale, by mLocum S.A., and the purchase, by a Group company, of 2,000 shares in the share capital of Apartamenty Molo Rybackie Sp. z o.o. for a total net price of PLN 1.0 million. After concluding the transaction, the Group company holds 100% interest in the share capital of Apartamenty Molo Rybackie Sp. z o.o.
On 16 October 2016, the Group concluded an agreement for a short-term working capital facility of up to PLN 50.0 million to contracts (in particular, concerning the purchased property);
finance the ongoing operations of the group companies. The loan agreement was concluded until 30 September 2017. On 19 October 2016, the Group concluded an agreement for a shortterm working capital facility of up to PLN 110.0 million for the temporary financing of VAT liabilities of one of the companies in connection with transactions related to changing the Group's structure. The loan agreement was concluded until 30 June 2017. By the date of these financial statements, the said credit facilities had not been launched.
No other material events which should have been disclosed in these interim condensed consolidated financial statements occurred between the balance sheet date and the date of approval of these interim condensed consolidated financial statements.
These interim condensed consolidated financial statements were approved by the Management Board of the Parent Company on 14 November 2016.
Piotr Staroń Member of the Management Board in charge of Finance
Zbigniew Kulewicz Vice-President of the Management Board in charge of Property Asset Management
Maciej Jankiewicz President of the Management Board
Grzegorz Grotek Person responsible for preparing the consolidated financial statements
Polski Holding Nieruchomości S.A. ("PHN S.A.", "the Group") is one of the largest entities in Poland in the commercial real estate sector in terms of portfolio value. The Group's portfolio comprises more than 140 properties, separated for business purposes, with a value of approx. PLN 2.5 billion. PHN S.A.'s activities are concentrated in Warsaw and the largest regional cities, including Poznań, Tricity, Łódź, and Wrocław. The Company has many years' experience in the following sectors: office, retail and logistics, both in property management and in carrying out investment projects.
Since 13 February 2013, PHN S.A. has been listed on the Warsaw Stock Exchange. The Company carries out modern commercial projects on its own and in cooperation with top partners with many years' experience and a well-established market position. The projects of PHN S.A. are characterized by timeless architecture and attention to quality. They meet the most rigorous standards, thanks to which they appeal to the most demanding customers. Polski Holding Nieruchomości S.A. was established in 2011 as a result of the consolidation of companies owned by the State Treasury, operating in the real estate sector in Poland or holding significant properties in their portfolios. The companies which form part of the Group have made a substantial contribution to the history of post-war architecture in Warsaw. The properties which belong to PHN S.A. are associated with the history of the capital, e.g. the historic neo-Renaissance Kossakowski Palace at ul. Nowy Świat 19 or Intraco, the very first tower block in Warsaw, erected in 1975 at ul. Stawki 2.
Taking into account the recognition of new opportunities and potential market risks caused by changes taking place on the real estate market, the activities of Polski Holding Nieruchomości S.A. are as follows:
About the Polski Holding Nieruchomości S.A. Group
| POLSKI HOLDING NIERUCHOMOŚCI S.A. | ||||
|---|---|---|---|---|
| What? | Where? | |||
| Offices – major part of the real estate portfolio Logistics – only with international portfolios Retail – "made to measure" for selected tenants Apartments – Group locations and risk diversification How? |
Warsaw Upper Silesian urban area Tricity Łódź Wrocław Poznań How do we compete? |
|||
| Attractive locations Effective asset management "Lift the whale and cut off its tail" Quality of customer relationships Investment portfolio optimization Asset turnover New development projects |
Property development Opportunistic M&A transactions (sector-related) Property management for external partners Special projects |
Other information to the consolidated quarterly report
(All amounts are expressed in PLN million unless otherwise stated)
(3) JV with Segro B.V. (50%) (4) JV with mLocum S.A. (50%) (5) JV with Parzniew Partners B.V. (50%)
Other information to the consolidated quarterly report (All amounts are expressed in PLN million unless otherwise stated)
During the nine months of 2016, the Group acquired the company Cuatro Sp. z o.o., which subsequently changed its name to PHN 7 Sp. z o.o.
All subsidiaries belonging to the Group are consolidated using the acquisition accounting method, and shares in jointly controlled entities are disclosed in the consolidated financial statements under the equity method.
Fair value. As at 30 September 2016, the Group's property portfolio comprised 141 properties separated for business purposes with a value of approximately PLN 2.5 billion, which were disclosed in the financial statements as assets. The portfolio comprised 14 properties with a fair value of PLN 158.2 million with an unclear legal status (but with a positive outlook) and two properties which were used for joint ventures with a third party.
The Group also had 18 properties with an unclear legal status with insufficient potential for a positive outcome for these properties to be disclosed in the financial statements as assets. Had they been free from legal defects, the fair value of those properties would have amounted to PLN 112.3 million.
Structure of the property portfolio from the perspective of planned activities
| Properties remaining in the portfolio | properties with a fair value of PLN 1,282.2 million – Thirty-five recognized in the financial statements under investment properties at a fair value of PLN 1,263.5 million; under fixed assets (for the Group's own use) at a fair value of PLN 29.2 million |
|---|---|
| Properties earmarked for optimization | Thirty properties with a fair value of PLN 271.0 million – recognized in the financial statements under investment properties at a fair value of PLN 258.0 million; under fixed assets (for the Group's own use) of PLN 4.0 million; and in inventories of PLN 3.0 million |
| Commercial projects | Twenty properties with a fair value of PLN 641.9 million, on which the Group is planning to carry out or is carrying out commercial projects (including JVs), recognized in the financial statements under investment properties with a fair value of PLN 624.0 million; under assets held for sale at a fair value of PLN 0.4 million; and indirectly as a component of interest in a joint venture |
| Residential projects | Thirty-two properties with a fair value of PLN 191.3 million, which are used or are planned to be used for the purposes of residential construction projects (including JVs), including: four properties with completed projects with a fair value of PLN 2.8 million, including two with single unsold apartments, all disclosed in the financial statements under inventories in the amount of PLN 2.3 million twenty-seven properties designated for potential projects with a fair value of PLN 187.1 million, disclosed in the financial statements under investment properties with a fair value of PLN 123.3 million; under fixed assets with a fair value of PLN 11.1 million; indirectly as a component of interest in a joint venture; and under inventories with a fair value of PLN 54.6 million; this group consists of six independent projects, one of them comprising twenty-two buildings (treated for business properties as separate properties) |
This document is a translation of the Other information to the report prepared in Polish. In the case of any doubts as regards its interpretation, the Polish version is binding.
Other information to the consolidated quarterly report (All amounts are expressed in PLN million unless otherwise stated)
| one property comprising road plots with a fair value of PLN 1.4 million, disclosed in the financial statements under inventories in the amount of PLN 0.1 million |
|
|---|---|
| Properties held for sale | twenty-four properties with a fair value of PLN 103.2 million, recognized in the financial statements as investment properties with a fair value of PLN 88.7 million, as assets classified as held for sale with a fair value of PLN 14.4 million |
As at 30 September 2016, the Group's property portfolio comprised GLA of 326.2 thousand m2 .
The vacancy ratio amounted to 25.3% (calculated as the share of unleased space in GLA less space designated for the Group's own use and permanently non-leasable space, i.e. the space that is not leased by the Group for technical or legal reasons).
The gross leasable area of the properties remaining in the portfolio amounted to 165.0 thousand m2 , and the vacancy ratio amounted to 18.9%.
In the period from 1 January to 30 September 2016, the Group generated NOI of PLN 58.8 million, including: the portfolio properties segment: PLN 48.8 million; properties earmarked for optimization: PLN 4.4 million; the commercial projects segment:
On 30 March 2016, the Group purchased a property located in Gdańsk at ul. Grunwaldzka. Moreover, the Group obtained the right to perpetual usufruct of the property located at ul. Reja 6 in Warsaw.
During the nine months of 2016, the Group sold the properties located in Warsaw at ul. Filtrowa, Prądzyńskiego, Jana Paska
The Group is one of the largest (with regard to the market value of its property portfolio) entities owning and managing commercial and residential real properties in Poland. In order to maximize the profit, the Group is continuing the restructuring of its property portfolio, including:
Lease services offered by the Group comprise:
Office space. Office buildings of A, B and C class, residential properties, villas used for office purposes and diplomatic outposts represent the office space portfolio. Customers of the office space segment include various enterprises, both Polish and with foreign capital.
Retail space. The retail areas offered by the Group comprise mainly small areas in commercial complexes and in the PLN 3.7 million; the segment of properties held for sale: PLN 1.4 million; the residential projects segment: PLN 0.5 million. The Group classifies ninety-three properties with a fair value of PLN 1,951.5 million as properties generating lease revenues.
21 and parts of five properties (a parking place in the underground parking lot in Warsaw at ul. Podchorążych and plots in Łężyca, Czerwonak, Parzniew (road plots) and Wincentów). As at 30 September 2016, the Group signed two preliminary sale agreements, including one relating to a part of a property.
gradual sale of assets not related to the Group's target business profile, such as residential and less profitable commercial properties, as well as some land properties.
For management purposes, the Group divides its business activities into the following operating segments for reporting purposes based on products manufactured and services provided:
Shopping Centre at ul. Bartycka 26 in Warsaw. The Group's offer is addressed mainly to small- and medium-size entrepreneurs.
Logistics space. The biggest logistics area offered by the Group is located in Port Rybacki, Gdynia. The offer is mainly addressed to marine carriers. Other locations comprise mediumsized areas which are usually used by office and retail tenants as additional space necessary for their business activities.
Residential and other space. The residential portfolio comprises villas (mainly used as diplomatic outposts), apartments and residential buildings. Additionally, the Group owns buildings used as schools and pre-school facilities.
The Group's operations also include the construction and sale of residential properties. The Group is currently selling apartments at a housing estate located on the outskirts of Warsaw and preparing residential projects on the properties mainly at 4.3. Hotel market
The Group conducts hotel activities in three properties: Hotel Zgoda, Hotel Wilanów and Lipowy Przylądek Hotel. The hotel
5. Markets and structure of customers and suppliers
Poland is the main market on which the Group operates. The Group has the strongest market position in Warsaw. The Group also operates in Poznań, Tricity, Wrocław, and Łódź. The Group provides services to a wide range of institutional customers, companies, state institutions and individuals in the segment of lease and rental of properties.
Although new lease agreements are usually signed for limited periods, about 40% of GLA is still leased for an unlimited period.
Structure of customers and suppliers
During the nine months of 2016, the Group mainly cooperated with the suppliers of the following services:
During the nine months ended 30 September 2016, the real estate market was characterized by a high level of competition, growing pressure on rent decreases and a flexible price policy. In this period, the increase in the supply of new office space on the Warsaw office space market exceeded the increase in the supply over the whole of 2015.
ul. Prymasa Tysiąclecia, Lewandów, Instalatorów in Warsaw and Yacht Park in Gdynia. At the same time, it analyses potential residential construction projects in other locations.
and catering services are provided to both legal and natural persons.
The structure of the Group's tenants is highly diversified; therefore, the Group is not exposed to any significant risk associated with a single tenant or a group of tenants. As at 30 September 2016, the representatives of the business services sector constituted the largest group of tenants.
The tenants' structure by lease term is presented on the following two graphs:
Due to the large base of suppliers, the Group is not dependent on a single supplier.
EBITDA (operating profit or loss adjusted for the change in the fair value of properties, gain/loss on their disposal, depreciation and amortization, and the effect of changes in the legal status of properties) amounted to PLN 11.4 million in the third quarter of 2016 and was PLN 5.3 million (31.7%) lower than in the preceding quarter.
Other information to the consolidated quarterly report (All amounts are expressed in PLN million unless otherwise stated)
Adjusted EBITDA (EBITDA adjusted for one-off expenses (the costs of the Group's restructuring), the provision for guarantee repairs and damages payable in connection with property development, and the change in the provision for claims relating
The following major factors affected the financial and operating results of the Group in the nine-month period ended 30 September 2016 and will affect the results in the next quarter:
Investment properties constituted the main component of noncurrent assets. In the nine-month period ended 30 September 2016, their value increased by PLN 330.8 million due to:
In the nine-month period ended 30 September 2016, the value of property, plant and equipment decreased by PLN 0.7 million due to depreciation charges of PLN 0.9 million and acquisition of property, plant and equipment of PLN 0.2 million.
Other assets increased in the nine-month period ended 30 September 2016 by 9.1 million, mainly due to the recognition of deferred income (lease holiday of the tenants).
Current assets decreased by PLN 161.2 million in the ninemonth period ended 30 September 2016 mainly as a result of:
to previous years) amounted to PLN 13.4 million and was PLN 2.6 million (16.3%) lower than in the second quarter of 2016.
As at 30 September 2016, the Group employed 132 people.
The amount of equity attributable to the equity holders of the parent company in the nine-month period ended 30 September 2016 increased by PLN 26.8 million due to:
The amount of non-current liabilities increased by PLN 204.6 million in the nine-month period ended 30 September 2016 due to:
an increase in debt resulting from bank loans (PLN 195.6 million);
Other information to the consolidated quarterly report (All amounts are expressed in PLN million unless otherwise stated)
The level of current liabilities decreased by PLN 91.6 million primarily due to:
In the third quarter of 2016, the Group generated a net profit of PLN 4.6 million, which represented a decrease of PLN 27.0 million compared with the second quarter of 2016 mainly due to the net effect of:
a higher level of administrative and selling expenses adjusted for one-off expenses as a result of intensified marketing and advertising actions.
a decrease in capital expenditure commitments (PLN 6.1 million);
| EBITDA on continued operations | 3Q 2016 | 2Q 2016 | 3Q 2015 |
|---|---|---|---|
| Sales | 43.0 | 48.0 | 42.2 |
| Operating expenses | (21.6) | (24.6) | (24.9) |
| Gross profit /(loss) on sales | 21.4 | 23.4 | 17.3 |
| Administrative and selling expenses | (7.9) | (8.0) | (8.5) |
| including one-off costs (Group restructuring) | 0.0 | 0.6 | 0.1 |
| Administrative and selling expenses, excluding one-off costs (Group restructuring) | (7.9) | (7.4) | (8.4) |
| Net profit/loss on sales | 13.5 | 15.4 | 8.8 |
| Change in the fair value of investment properties and gain/loss on disposal | (1.8) | 20.9 | 1.4 |
| Other revenues | 1.7 | 5.6 | 7.9 |
| Other costs | (4.1) | (1.8) | (1.6) |
| Operating profit/ (loss) | 9.3 | 40.1 | 16.5 |
| Change in the fair value of investment properties and gain/loss on disposal | 1.8 | (20.9) | (1.4) |
| Amortization and depreciation | 0.3 | 0.3 | 0.5 |
| Change in the legal status of properties | 0.0 | (2.8) | (5.1) |
| EBITDA | 11.4 | 16.7 | 10.5 |
| Provision for guarantee repairs and damages in property development | 1.5 | 0.0 | 0.4 |
| One-off costs (Group restructuring) | 0.0 | 0.6 | 0.1 |
| Change in the provision for claims relating to previous years | 0.5 | (1.3) | (1.1) |
| Adjusted EBITDA | 13.4 | 16.0 | 9.9 |
Other information to the consolidated quarterly report
(All amounts are expressed in PLN million unless otherwise stated)
| Profit/loss on lease | 3Q 2016 | 2Q 2016 | 3Q 2015 |
|---|---|---|---|
| Sales | 39.6 | 40.4 | 32.5 |
| Operating expenses | (18.5) | (18.7) | (17.2) |
| Gross profit /(loss) on sales | 21.1 | 21.7 | 15.3 |
| Administrative and selling expenses | (5.9) | (6.4) | (6.7) |
| including one-off costs (Group restructuring) | 0.0 | 0.6 | 0.1 |
| Administrative and selling expenses, excluding one-off costs (Group restructuring) | (5.9) | (5.8) | (6.6) |
| Net profit/loss on sales | 15.2 | 15.3 | 8.6 |
| Change in the fair value of investment properties and gain/loss on disposal | (1.8) | 20.9 | 1.4 |
| Other revenues | 1.7 | 5.4 | 7.9 |
| Other costs | (2.9) | (1.8) | (1.6) |
| Operating profit/ (loss) | 12.2 | 39.8 | 16.3 |
| Change in the fair value of investment properties and gain/loss on disposal | 1.8 | (20.9) | (1.4) |
| Amortization and depreciation | 0.2 | 0.2 | 0.3 |
| Change in the legal status of properties | 0.0 | (2.8) | (5.1) |
| EBITDA | 14.2 | 16.3 | 10.1 |
| One - off costs (Group restructuring) | 0.0 | 0.6 | 0.1 |
| Change in the provision for claims relating to previous years | 0.5 | (1.3) | (1.1) |
| Adjusted EBITDA | 14.7 | 15.6 | 9.1 |
In the third quarter of 2016, the Group's revenue in the lease segment dropped by PLN 0.8 million (2.0%) compared with the same period, whereas the costs of property maintenance dropped by PLN 0.2 million (1.1%). In the same period, administrative and selling expenses dropped by PLN 0.5 million as a result of one-off expenses incurred in the previous quarter (PLN 0.6 million). As a result, net sales in the lease segment dropped by PLN 0.1 million q/q and PLN 6.6 million y/y. EBITDA in the lease segment amounted to PLN 14.2 million and was PLN 2.1 million lower q/q and PLN 4.1 million lower y/y. Adjusted EBITDA amounted to PLN 14.7 million and was PLN 0.9 million higher q/q and PLN 5.6 million higher y/y. The increases compared with the third quarter of 2015 resulted mainly from acquiring Alchemia II a property generating lease income at the end of the first quarter 2016.
| Profit/loss on property development | 3Q 2016 | 2Q 2016 | 3Q 2015 |
|---|---|---|---|
| Sales | 1.3 | 5.3 | 7.6 |
| Operating expenses | (1.4) | (4.2) | (6.2) |
| Gross profit /(loss) on sales | (0.1) | 1.1 | 1.4 |
| Administrative and selling expenses | (0.6) | (0.7) | (0.9) |
| Net profit/loss on sales | (0.7) | 0.4 | 0.5 |
| Other costs | (1.2) | 0.0 | 0.0 |
| Operating profit/ (loss) | (1.9) | 0.4 | 0.5 |
| EBITDA | (1.9) | 0.4 | 0.5 |
| Provision for guarantee repairs and damages in property development | 1.5 | 0.0 | 0.4 |
| Adjusted EBITDA | (0.4) | 0.4 | 0.9 |
The gross profit from sales in the property development segment in the third quarter of 2016 amounted to PLN -0.1 and was PLN 1.2 million lower q/q and PLN 1.5 million lower y/y. Lower revenues are a result of lower sales of units due to the sales offer being nearly exhausted. In the third quarter of 2016, the Group's operating expenses comprised an increase in the provision for guarantee repairs and damages of PLN 0.4 million. EBITDA in the third quarter of 2016 amounted to PLN -1.9 million. It was PLN 2.3 million lower q/q and PLN 2.4 million lower y/y, mainly as a result of lower gross profit on sales and recoding an increase in the provision for guarantee repairs and damages of PLN 1.1 million in other costs.
In the third quarter of 2016, final sales contracts were concluded for 4 units (Q2 2016: 16 units, Q3 2015: 25 units).
As at 30 September 2016, the Group had seven completed units in its offer. Contracts had been signed for all these units.
Other information to the consolidated quarterly report (All amounts are expressed in PLN million unless otherwise stated)
Profit/loss on other business activities 3Q 2016 2Q 2016 3Q 2015 Sales 2.1 2.3 2.1 Operating expenses (1.7) (1.7) (1.5) Gross profit /(loss) on sales 0.4 0.6 0.6 Net profit/loss on sales 0.4 0.6 0.6 Operating profit/ (loss) 0.4 0.6 0.6 Amortization and depreciation 0.1 0.1 0.2 EBITDA 0.5 0.7 0.8 Adjusted EBITDA 0.5 0.7 0.8
Other business activities comprise revenues and costs from
hotel business and management services provided to jointly
controlled entities.
| Unallocated items of the consolidated statement of comprehensive income | 3Q 2016 | 2Q 2016 | 3Q 2015 |
|---|---|---|---|
| Administrative and selling expenses | (1.4) | (0.9) | (0.9) |
| Net profit/loss on sales | (1.4) | (0.9) | (0.9) |
| Other revenue | 0.0 | 0.2 | 0.0 |
| Operating profit/ (loss) | (1.4) | (0.7) | (0.9) |
| EBITDA | (1.4) | (0.7) | (0.9) |
| Adjusted EBITDA | (1.4) | (0.7) | (0.9) |
Except for the described results of operating segments, the Group's operating profit/loss for the analysed period was affected by administrative expenses of the parent company, which acted as a holding company. From the business perspective, such costs are not allocated to operating segments.
In the second quarter of 2016, the Group generated positive net cash flows from operating activities in the amount of PLN 72.6 million, resulting from the following events:
Negative net cash flows from investing activities recognized in the third quarter of 2016 of PLN 7.2 million comprised:
According to EPRA, the ratio represents information, relevant from the point of view of the shareholders, about operating
In the third quarter of 2016, the Group generated negative cash flows from financing activities of PLN 73.3 million, resulting from
activity generated by the properties portfolio held by the Company.
Other information to the consolidated quarterly report
(All amounts are expressed in PLN million unless otherwise stated)
| 30 September 2016 Net profit (loss) of the lease segment* 54.9 Adjustments (20.0) |
30 September 2015 69.1 (14.8) |
|---|---|
| Change in the fair value of investment properties and gain/loss on disposal (21.9) |
6.8 |
| Change in the legal status of properties (2.8) |
(25.1) |
| Deferred tax associated with the above adjustments 4.7 |
3.5 |
| Net profit/(loss) of the lease segment according to EPRA 34.9 |
54.3 |
| Adjustments (8.2) |
(33.8) |
| One-off costs (Group restructuring) (0.7) |
0.4 |
| Severance payments 0.0 |
0.2 |
| Change in provisions for claims relating to previous years (2.1) |
(3.5) |
| Interest on free cash (0.5) |
(1.0) |
| Valuation of financial instruments 5.3 |
0.0 |
| Refund of tax on civil law transactions 0.0 |
(8.0) |
| Interest on tax on civil law transactions paid 0.0 |
(0.9) |
| Default interest on overdue VAT 0.0 |
6.0 |
| Current and deferred tax associated with the above adjustments (0.4) |
0.7 |
| Fiscal effect of in-kind contribution to a subsidiary 0.0 |
(27.7) |
| Tax losses resulting from contribution of bonds within the Group (10.6) |
0.0 |
| Excess of nominal value of shares subscribed over the tax value of contributions made 0.8 |
0.0 |
| Adjusted net profit/(loss) of the lease segment according to EPRA 26.7 |
20.5 |
* Profit/loss on operating activities of the lease segment in 9M 2016: PLN 65.9 mln, 9M 2015: PLN 48.7 PLN after taking into account profit/(loss) of the lease segment from financing activities 9M 2016: PLN -13.6 mln, 9M 2015: PLN -6.2 mln, income tax in 9M 2016: PLN 2.0 mln, 9M 2015: PLN 26,1 mln and share in profits of associated and jointly-controlled entities in 9M 2016: PLN 0.6 mln, 9M 2015: PLN 0.5 mln.
at the balance sheet date (in annual terms) to the market value
EPRA NIY
EPRA NIY (net initial yield) is calculated as the ratio of lease revenues less non-recoverable operating costs of properties as
of property.
| 2016* | 2015 | |
|---|---|---|
| Investment properties as per the statement of financial position* | 2 346.2 | 2 015.4 |
| Land and commercial development projects in progress | (424.9) | (395.9) |
| Investment properties generating lease revenues | 1 921.3 | 1 619.5 |
| Lease earnings as per the statement of comprehensive income | 79.3 | 60.1 |
| Adjustments | (8.8) | (5.9) |
| Earnings generated by land and commercial development projects in progress | 0.4 | (0.2) |
| Earnings generated by properties with unclear legal status | 0.4 | (0.1) |
| Earnings generated by properties classified as held for sale, properties sold, properties reclassified to inventories and PP&E |
(0.8) | (2.9) |
| Rent free periods exclusion | (12.6) | (5.5) |
| Fit-out exclusion | 3.8 | 2.8 |
| EPRA earnings from lease activities | 70.5 | 54.2 |
| Estimated transaction costs (1%) | 19.2 | 16.2 |
| EPRA NIY | 3.6% | 3.4% |
* Income statement items annualized: profit for 9 months of 2016 and 3rd quarter of 2016
EPRA NAV (net asset value) presents the fair value of net assets in a long-term perspective. EPRA NNNAV adjusts ERPA NAV for those items of assets and liabilities which in ERPA NAV are not measured at the fair value.
| 30 September 2016 | 31 December 2015 | |
|---|---|---|
| Net assets attributable to equity holders of the parent company | 1 976.6 | 1 949.8 |
| Long-term deferred income tax provision | 21.9 | 20.4 |
| EPRA NAV | 1 998.5 | 1 970.2 |
| Difference between the book value and the fair value of net assets | 6.4 | 6.9 |
| EPRA NNNAV | 2 004.9 | 1 977.1 |
Other information to the consolidated quarterly report (All amounts are expressed in PLN million unless otherwise stated)
* EPRA (European Public Real Estate Association, www.epra.com) represents the common position of the majority of European companies quoted on financial markets that specialize in property management, and in particular supports the development of those companies that have commercial properties in their portfolio. EPRA created a committee,
The Group conducts commercial development projects in order to obtain high class assets which will provide a stable source of
As at the end of the third quarter of 2016, approx. 73% of the Domaniewska Office Hub building was leased. The building's commercialization is currently coming to completion and negotiations with potential tenants have reached an advanced stage.
The Group is carrying out a warehouse development project in cooperation with a JV partner – the American company Hillwood, which is a leader of the international market of logistics properties. The target GLA of the logistics park in Parzniew near Pruszków is approx. 95,000 m2 (to be built in a few stages). The construction permit covers GLA of approx. 56,000 m2 . Steps have been taken to continue obtaining permits for the construction of the next stages of the project. Moreover, talks with potential tenants are under way.
As part of the project, it is planned to arrange friendly space with low density of development and access to a range of services. A well-arranged office space is also planned. In July 2015, a contract for design work was signed with the "ATELIER 7" studio. In accordance with the residential project concept, the Group plans to build 466 modern apartments with a usable area of 25,244 m2 , mostly facing two sides of the building, with balconies and gardens, and 1,962 m2 of service space. An application was filed for a construction permit for the first stage of the residential part of the project. Demolition work on the site has been completed. The process of selection of the General Contractor for the first stage of the residential part of the project is in progress. Sales of apartments are planned to be commenced in the first quarter of 2017. The project also assumes construction of an office building according to the preliminary concept for GLA of 14,900 m 2 .
In place of the present developed property at ul. Świętokrzyska 36, on land of an area of approx. 0.6 ha, the Group plans to build a modern high-rise A class office building with total GLA of approx. 40,000 m2 . Since a station of the Warsaw Underground is located nearby, a direct connection between the facility and the station can be designed. An application for the construction permit was filed in the third quarter of 2015 and final permission for demolition of the existing building was obtained. The Group plans to obtain a construction permit in the first quarter of 2017.
consisting of CFOs, main investors and advisors of associated companies, which analyses reporting issues affecting the property market and takes actions to provide uniform reporting standards in cooperation with IASB and FASB. Below, the Group presented selected ratios developed by EPRA.
revenues in the long-term perspective. The Group also carries out development projects for sale in the residential sector.
As part of the Wrocław Industrial Park project (JV with SEGRO), a modern warehouse and logistics facility is being built on a part of the investment land located at Bierutowska street. Facilities with a planned usable area of approx. 40,000 m2 are under construction on a plot of 10.6 ha. To date, the first stage of approx. 19,500 m² has been completed. For this stage, lease agreements for approx. 16,700 m² have been signed. Infrastructure is being prepared for subsequent stages of the investment project.
The Group is in the course of executing the first residential stage – Yacht Park in the Molo Rybackie area in Gdynia. The project consisting of erecting six residential buildings with approx. 9,500 m2 of residential usable area. Preparatory works have been carried out comprising knocking down the existing structures. In the first half of 2016, the Group applied for a permit to develop the first stage of Molo Rybackie. Work has been continued on the optimum development concept for the subsequent residential and office stage of the project and for the yacht marina adjacent to the Yacht Park project.
The competition for the architectural and planning concept for the office complex and surrounding green areas is pending. The competition has been organized with the participation of the Association of Polish Architects.
An A class office facility with GLA of approx. 10,000 m2 is planned to be built in place of the existing parking lot in front of the Intraco office building. At present, works aimed at updating the architectural concept and commencing the next stage are in progress.
The project is planned to be commenced in the second quarter of 2018, and the lease is planned to commence in the second quarter of 2020.
On a plot of approx. 1.29 ha at Al. Wilanowska 372 the Group plans to build two commercial facilities with combined GLA of approx. 23,000 m². The Group signed a franchising agreement with Global Hospitality Licensing ("Marriott International"). The hotel part of the project will combine two brands of the international Marriott International hotel brand – the designer concept MOXY and the apartment brand (RESIDENCE INN). At present, the architectural design of the facilities is under preparation and infrastructure is being built. Capex for the first stage of the project – the hotel part (13,000 m2 ) amounts to approx. PLN 106.7 million. The project is planned to be commenced in the first quarter of 2018, and the hotel opening is expected in the first quarter of 2020.
Other information to the consolidated quarterly report
(All amounts are expressed in PLN million unless otherwise stated)
| 9. Projects under preparation |
10. Projects under preparation |
|---|---|
| Lewandów Retail Hub (Warsaw) | Lewandów (housing estate) (Warsaw) |
| The Group plans to build office and retail facilities with total GLA of approx. 25,000 m2 on a part of the plots with a total area of approx. 25.4 ha. At the same time, the Group is negotiating the possible use of the remaining part of the property with retail chains. |
On the property "residential Lewandów" in the Białołęka district of Warsaw (with an area of approx. 39,600 m2 ) the Group plans to build a housing estate consisting of apartment buildings with a total usable area of approx. 29,550 m² (approx. 511 apartments) in three stages. Documentation has been prepared to the application for the first stage construction permit, comprising construction of 174 apartments with a total usable area of 9,716 m². Preparations for infrastructural projects that must be completed to enable the execution of construction projects on the property are pending. Commencement of sales is planned for the third quarter of 2017. |
| 11. Projects under preparation | 12. Projects under preparation |
| Instalatorów 7C (Warsaw) | Warehouse project |
| The initial utility connection conditions were obtained. A contract for preparing design documentation was signed with the 22 Architekci studio. Planning permission was obtained for apartment buildings with a usable area of approx. 4,000 m2 |
Works on the preparation of seven properties with warehouse potential and a total area of approx. 250 ha held in the Group's portfolio are under way. |
| 13. Planned projects | 14. Planned projects |
| Retkinia Commercial Project (Łódź) | Bartycka Commercial Project (Warsaw) |
| In accordance with the Optimum Land Development Study, which was prepared for the whole plot, residential facilities with a total GLA of approx. 280,000 m2 and commercial facilities with a total area of approx. 45,000 m2 will be built. In the meantime, pre development work is being carried out (including the installation of cabling for the overhead high voltage power line) in order to increase the project's efficiency through optimum utilization of the property area. |
On the property with an area of 7.6 ha, the Group plans to build a residential and commercial complex with an estimated area of approx. 60,000 m². The Optimum Land Development Study has been prepared for the property. At the same time, talks with potential tenants concerning the commercialization of the retail part of the Bartycka project are under way. |
9.1. Material transactions concluded by the Parent Company or its subsidiaries with related entities on a non-arm's length basis
In the 9 months of 2016 and in 2015, the Group did not conclude any material transactions with related entities on a non-arms' length basis.
9.2. Transactions with members of the Management and Supervisory Boards of the Parent Company, their spouses, siblings, ascendants, descendants or other relatives
In the nine months of 2016 and in 2015, no advances, loans, guarantees or warranties were granted to members of the Management Boards and Supervisory Boards of Group companies and their relatives and no other agreements were concluded with such persons on the basis of which they would be obliged to render services to Polski Holding Nieruchomości S.A. and its related entities.
As at 30 September 2016 and 31 December 2015, no loans were granted by Group companies to the Management Board and Supervisory Board members or their relatives.
In the nine months of 2016, the Group did not enter into any significant transactions with the Management Board and Supervisory Board members or their relatives.
As at 30 September 2016 and as at the date of preparation of this report, there were no pending proceedings against Group companies before a court, a court of arbitration or a public administration authority, whose individual or cumulative value would be equal to or higher than 10% of the parent company's equity.
In the course of its business activities, the Polski Holding Nieruchomości Group conducts ongoing risk monitoring and assessment and takes actions aimed at mitigating the effect of risk on the Group's financial position. The main risks to which the Polski Holding Nieruchomości Group is exposed as part of its business activities include:
market risk: foreign exchange risk and interest rate risk;
By resolution no. 7 of 22 June 2016, the Annual General Shareholders' Meeting of Polski Holding Nieruchomości S.A. earmarked the amount of PLN 19,623,553.74 million for payment of dividend to the shareholders (i.e. PLN 0.42 per share). 46,722,747 shares of the Company participated in the dividend. In the said resolution, the Annual General Shareholders' Meeting of the Company set the dividend record date on 17 August 2016 and the dividend payment date on 31 August 2016.
12.2. Shareholders holding (directly or indirectly through subsidiaries) at least 5% of the total number of votes at the General Shareholders' Meeting
Shareholding structure of PHN S.A. as at 14 November 2016 and 31 August 2016
| 14 November 2016 | ||||
|---|---|---|---|---|
| Number of shares | % share in capital | Number of votes | % share at GSM | |
| State Treasury | 32,655,6171) | 69.89% | 32,655,6171) | 69.89% |
| AVIVA OFE AVIVA BZ WBK | 4,647,0001) | 9.95% | 4,647,0001) | 9.95% |
| Nationale-Nederlanden OFE | 2,800,0001) | 5.99% | 2,800,0001) | 5.99% |
| Other | 6,620,130 | 14.17% | 6,620,130 | 14.17% |
| TOTAL | 46,722,747 | 100.00% | 46,722,747 | 100.00% |
1) According to the data from the Annual General Meeting convened for 22 June 2016
| 31 August 2016 | ||||
|---|---|---|---|---|
| Number of shares | % share in capital | Number of votes | % share at GSM | |
| State Treasury | 32,655,6171) | 69.89% | 32,655,6171) | 69.89% |
| AVIVA OFE AVIVA BZ WBK | 4,647,0001) | 9.95% | 4,647,0001) | 9.95% |
| Nationale-Nederlanden OFE | 2,800,0001) | 5.99% | 2,800,0001) | 5.99% |
| Other | 6,620,130 | 14.17% | 6,620,130 | 14.17% |
| TOTAL | 46,722,747 | 100.00% | 46,722,747 | 100.00% |
1) According to the data from the Annual General Meeting convened for 22 June 2016
In the presented period, the structure of the shareholders holding directly or indirectly through subsidiaries 5% of the general number of votes at the General Meeting of Polski Holding Nieruchomości S.A. did not change.
These and other risks, including in particular industry-related risks to which the Group is exposed are discussed in detail in the Consolidated financial statements for 2015 (Note 5) and in the Directors' Report of the Group for 2015 (Note 9).
liquidity risk and credit risk.
Other information to the consolidated quarterly report
(All amounts are expressed in PLN million unless otherwise stated)
12.3. Shares of the parent company held by Management Board and Supervisory Board members
According to the confirmations received, Management and Supervisory Board members did not hold any shares of the parent company or the subsidiaries as at 8 November 2016. In the period from 23 August 2016 to 8 November 2016, the number of shares of Polski Holding Nieruchomości S.A and its subsidiaries held by members of the Management and Supervisory Board did not change.
12.4. Information on credit and other guarantees granted by the Company or its subsidiaries, jointly to one entity or to its subsidiary, if the total value of the existing guarantees represents the equivalent of at least 10% of the Company's equity.
In order to secure repayment of the liabilities resulting from the loan agreement signed in connection with the purchase of the property at Al. Grunwaldzka 409 in Gdańsk (Alchemia II) and in order to ensure proper performance of the said agreement, the Group entities established security for the bank ING Bank Śląski S.A., which is described in note 33 to the interim condensed consolidated financial statements for the nine months ended 30 September 2016.
12.5. The Management Board's position concerning the realization of previously published forecasts of the results for the current year
The Group did not publish any forecasts of its results.
FOR THE 9-MONTH AND 3-MONTH PERIOD ENDED 30 SEPTEMBER 2016
as at 30 September 2016
| 30 September 2016 | 31 December 2015 | |
|---|---|---|
| ASSETS | ||
| Non-current assets | ||
| Property, plant and equipment | 0.8 | 1.0 |
| Intangible assets | 0.1 | 0.1 |
| Deferred tax assets | 0.4 | 0.6 |
| Shares in subsidiaries | 1,702.9 | 1,661.2 |
| Other non-current financial assets | 228.3 | 242.3 |
| Total non-current assets | 1,932.5 | 1,905.2 |
| Current assets | ||
| Trade receiveables and other assets | 5.7 | 7.8 |
| Cash and cash equivalents | 2.1 | 3.6 |
| Total current assets | 7.8 | 11.4 |
| Total assets | 1,940.3 | 1,916.6 |
| Current liabilities | ||
| Trade and other payables | (6.2) | (6.3) |
| Current debt | (0.1) | (0.5) |
| Current provisions | (0.5) | (0.5) |
| Total current liabilities | (6.8) | (7.3) |
| Non-current liabilities | ||
| Non-current debt | (0.1) | (0.1) |
| Deferred tax liabilities | (2.3) | (1.2) |
| Non-current provisions | (0.3) | (0.3) |
| Total non-current liabilities | (2.7) | (1.6) |
| Total liabilities | (9.5) | (8.9) |
| Net assets | 1,930.8 | 1,907.7 |
| Equity | ||
| Share capital | 46.7 | 46.7 |
| Share premium | 1,751.9 | 1,751.9 |
| Other supplementary capital | 89.5 | 60.6 |
| Retained earnings | 42.2 | 48.5 |
| Other reserves | 0.5 | 0.0 |
| Total equity | 1,930.8 | 1,907.7 |
for the 9-month and 3-month periods ended 30 September 2016
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 | ||
| Income from core operating activities | 21.8 | 19.3 | 7.3 | 7.1 | |
| Cost of core operating activities | (20.9) | (17.3) | (7.4) | (7.1) | |
| Change in the value of shares in subsidiaries |
36.7 | 57.1 | 5.2 | 33.0 | |
| Redemption of shares in subsidiaries | 0.0 | 1.5 | 0.0 | 1.5 | |
| Net profit / (loss) from core operating activities |
37.6 | 60.6 | 5.1 | 34.5 | |
| Lease revenue | 0.0 | 0.2 | 0.0 | 0.1 | |
| Cost of property maintenance | 0.0 | 0.0 | 0.0 | 0.0 | |
| Lease result | 0.0 | 0.2 | 0.0 | 0.1 | |
| Administrative and selling expenses | (3.4) | (3.3) | (1.4) | (0.9) | |
| Other revenues | 0.2 | 0.0 | (0.0) | 0.0 | |
| Other costs | (0.0) | (0.1) | (0.0) | 0.0 | |
| Operating profit/ (loss) | 34.4 | 57.4 | 3.7 | 33.7 | |
| Finance income | 9.1 | 8.5 | 3.1 | 2.3 | |
| Finance costs | (0.0) | (0.3) | (0.0) | 0.0 | |
| Net profit on financing activities | 9.1 | 8.2 | 3.1 | 2.3 | |
| Profit before tax | 43.5 | 65.6 | 6.8 | 36.0 | |
| Corporate income tax | (1.3) | (1.0) | (0.3) | (0.1) | |
| Net profit Other comprehensive income |
42.2 | 64.6 | 6.5 | 35.9 | |
| Total comprehensive income | 42.2 | 64.6 | 6.5 | 35.9 | |
| basic and diluted net earnings (loss) per share |
PLN 0.90 | PLN 1.39 | PLN 0.14 | PLN 0.77 |
Interim condensed statement of changes in separate equity for the 9-month period ended 30 September 2016
| Share capital |
Share premium | Other supplementary capital |
Retained earnings |
Other reserves |
Total | |
|---|---|---|---|---|---|---|
| As at 1 January 2016 | 46.7 | 1,751.9 | 60.6 | 48.5 | 1,907.7 | |
| Net profit for the period Total comprehensive income for the |
42.2 | 42.2 | ||||
| period Payment of dividend Share issue |
42.2 (19.6) |
0.5 | 42.2 (19.6) 0.5 |
|||
| Transfers between equity items | 28.9 | (28.9) | 0.0 | |||
| As at 30 September 2016 | 46.7 | 1,751.9 | 89.5 | 42.2 | 0.5 | 1,930.8 |
| As at 1 January 2015 | 46.5 | 1,746.3 | 0.5 | 120.8 | 1,914.1 | |
| Net profit for the period Total comprehensive income for the period |
64.6 64.6 |
64.6 64.6 |
||||
| Payment of dividend | (60.7) | (60.7) | ||||
| Share issue Transfers between equity items |
0.2 | 4.4 | 60.1 | (60.1) | 0.8 | 5.4 0.0 |
| As at 30 September 2015 | 46.7 | 1,750.7 | 60.6 | 64.6 | 0.8 | 1,923.4 |
| 9 months ended | 3 months ended | ||||
|---|---|---|---|---|---|
| 30 September 2016 | 30 September 2015 | 30 September 2016 | 30 September 2015 | ||
| Cash flows from operating activities | |||||
| Profit before tax | 43.5 | 65.6 | 6.8 | 36.0 | |
| Adjustments to cash flows from operating | |||||
| activities | (43.7) | (66.0) | (5.0) | (37.1) | |
| Amortization and depreciation | 0.2 | 0.2 | 0.0 | 0.1 | |
| Change in the value of shares in subsidiaries | (36.7) | (57.1) | (5.2) | (33.0) | |
| Redemption of shares in subsidiaries | 0.0 | (1.5) | 0.0 | (1.5) | |
| Net foreign exchange gains/ (losses) | 0.0 | 0.0 | 0.0 | 0.2 | |
| Interest income from investing activities | (9.1) | (8.3) | (3.1) | (2.3) | |
| Financing costs | 0.0 | 0.3 | 0.0 | 0.0 | |
| Change in working capital | 1.9 | 0.4 | 3.3 | (0.6) | |
| Net cash flows from operating activities | (0.2) | (0.4) | 1.8 | (1.1) | |
| Cash flows from investing activities | |||||
| Total inflows | 58.2 | 260.9 | 19.6 | 64.0 | |
| Sale of property, plant and equipment and | |||||
| intangible assets Redemption of shares in subsidiaries |
0.1 0.2 |
0.0 127.4 |
0.0 0.0 |
0.0 0.0 |
|
| Financial instruments | 57.9 | 133.5 | 19.6 | 64.0 | |
| Total outflows Purchase of property, plant and equipment |
(39.7) | (77.1) | (0.5) | (58.2) | |
| and intangible assets | (0.4) | (0.4) | 0.0 | 0.0 | |
| Financial instruments | (29.6) | 0.0 | 0.0 | 0.0 | |
| Loans | (5.2) | (4.0) | (0.5) | 0.0 | |
| Purchase of shares in subsidiaries | (4.5) | (72.7) | (0.0) | (58.2) | |
| Net cash from investing activities | 18.5 | 183.8 | 19.1 | 5.8 | |
| Cash flows from financing activities | |||||
| Total inflows | 0.0 | 0.0 | 0.0 | 0.0 | |
| Total outflows | (19.8) | (180.3) | (19.6) | (60.8) | |
| Loans | 0.0 | (119.4) | 0.0 | 0.0 | |
| Repayment of finance lease liabilities | (0.2) | (0.2) | 0.0 | (0.1) | |
| Dividends | (19.6) | (60.7) | (19.6) | (60.7) | |
| Net cash flows from financing activities | (19.8) | (180.3) | (19.6) | (60.8) | |
| Total net cash flows | (1.5) | 3.1 | 1.3 | (56.1) | |
| Change in cash and cash equivalents in the | |||||
| balance sheet including: | (1.5) | 3.1 | 1.3 | (56.3) | |
| Foreign exchange gains / (losses) | 0.0 | 0.0 | 0.0 | (0.2) | |
| Cash and cash equivalents at the beginning of the period |
3.6 | 0.2 | 0.8 | 59.6 | |
| Cash and cash equivalents at the end of the | |||||
| period | 2.1 | 3.3 | 2.1 | 3.3 |
Concerning the fairness of the preparation of the interim condensed consolidated financial statements
The Management Board of Polski Holding Nieruchomości S.A. hereby represents that, to the best of its knowledge, these interim condensed consolidated financial statement and comparative data have been prepared in accordance with the accounting policies applicable to the Group and the Company and that they give a true, fair and clear view of the Group's financial position and results of operations.
This quarterly report was approved by the Management Board of the Parent Company on 14 November 2016.
Piotr Staroń Member of the Management Board in charge of Finance
Zbigniew Kulewicz Vice-President of the Management Board in charge of Property Asset Management
Maciej Jankiewicz President of the Management Board
00-124 Warszawa, al. Jana Pawła II 12 tel. +48 22 850 91 00, fax. +48 22 850 91 01
NIP 525-250-49-78, KRS 0000383595, REGON 142900541
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