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S Immo AG — Interim / Quarterly Report 2022
Aug 29, 2022
758_ir_2022-08-29_a48a1f79-6281-4a9b-ae55-81e8cb853312.pdf
Interim / Quarterly Report
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Q2 2022
S IMMO Interim Report as of 30 June 2022
KEY FIGURES
| 01.01.–30.06.2022 | 01.01.–30.06.2021 | ||
|---|---|---|---|
| Revenues | EUR m | 119.6 | 91.1 |
| EBITDA | EUR m | 48.9 | 39.6 |
| EBIT | EUR m | 64.8 | 166.3 |
| EBT | EUR m | 65.0 | 164.1 |
| Net income for the period | EUR m | 61.9 | 137.3 |
| NOI ratio | in % | 52.3 | 56.2 |
| FFO I | EUR m | 29.3 | 25.6 |
| FFO II | EUR m | 25.0 | 25.0 |
| Earnings per share | EUR | 0.88 | 1.93 |
| Operating cash flow | EUR m | 26.5 | 36.5 |
| Operating cash flow per share | EUR | 0.38 | 0.51 |
| Cash flow from investing activities | EUR m | 285.9 | -93.6 |
| Cash flow from financing activities | EUR m | -100.4 | 124.1 |
| 30 June 2022 | 31 December 2021 | ||
|---|---|---|---|
| Total assets | EUR m | 3,677.9 | 3,688.1 |
| Equity | EUR m | 1,722.1 | 1,666.3 |
| Equity ratio | in % | 46.8 | 45.2 |
| Liabilities | EUR m | 1,955.8 | 2,021.8 |
| Cash and cash equivalents as of 30 June | EUR m | 578.5 | 375.8 |
| Closing price as of 30 June | EUR | 22.75 | 21.75 |
| EPRA NAV per share | EUR | 29.26 | 29.29 |
| EPRA NTA per share | EUR | 29.06 | 29.09 |
| Book value per share | EUR | 24.36 | 23.57 |
| Share price discount on book value per share | in % | -7 | -8 |
| Property assets | EUR m | 2,969.1 | 2,830.8 |
| of which properties under construction and undeveloped land | EUR m | 84.6 | 77.0 |
CONTENTS
- p. 2 — Letter from the management
- p. 4 — S IMMO in the capital market
Interim management report
- p. 10 — Economic report
- p. 15 — Risk management report
- p. 17 — Outlook
Consolidated interim financial statements
- p. 18 — Consolidated statement of financial position as of 30 June 2022
- p. 20 — Consolidated income statement for the six months ended on 30 June 2022
- p. 21 — Consolidated statement of comprehensive income for the six months ended on 30 June 2022
- p. 22 — Consolidated income statement for the three months ended on 30 June 2022
- p. 23 — Consolidated statement of comprehensive income for the three months ended on 30 June 2022
- p. 24 — Consolidated cash flow statement for the six months ended on 30 June 2022
- p. 26 — Changes in consolidated equity
- p. 27 — Notes to the consolidated interim financial statements
- p. 34 — Declaration of the Management Board pursuant to section 125 (1) item (3) Austrian Stock Exchange Act (Börsegesetz)
- p. 35 — Financial calendar 2022
- p. 36 — Contact/Publication details
As usual, the end of the first half of the year is an opportunity to present you with an overview of S IMMO AG's business performance. Over the past few months, the economic situation as a whole has mainly been defined by the war in Ukraine, the ongoing increase in interest rates and rising inflation. These developments have not only affected the international property markets in ways that have been dramatic at times, but the capital market as well. At the same time, there was a gradual recovery in the sectors hit hard by the restrictions in connection with the COVID-19 pandemic.
Against this backdrop, we increased our total revenue from EUR 91.1m in the same period of the previous year to EUR 119.6m. This improvement is thanks to acquisitions of rented properties, a good like-for-like performance and a significant increase in revenue from hotel operations. The result from property valuation, which set a new record in the first half of 2021, was significantly lower in light of the circumstances described above, but still positive overall at EUR 20.8m. Net income for the period thus amounted to EUR 61.9m.
from left to right: Friedrich Wachernig, Herwig Teufelsdorfer, Bruno Ettenauer
Capital market
S IMMO's shares rose slightly compared to the first quarter to EUR 22.75 as of 30 June 2022. The fact that the company's shares largely escaped the widespread distortion on the capital markets was mainly as a result of the anticipatory mandatory offer by CPI Property Group S.A. As such, the shares' year-todate performance was positive at 4.6% as of 30 June 2022.
Takeover bid and Extraordinary General Meeting
As previously mentioned, the last few months have been defined by CPI Property Group S.A.'s takeover bid. After our shareholders voted by a clear majority at the Annual General Meeting on 01 June 2022 to revoke the cap on maximum voting rights, the stage was set for CPI's mandatory bid. The offer documents with an offer price of EUR 23.50 per S IMMO share (cum dividend, this is EUR 22.85 after deducting the dividend of EUR 0.65 per share) were published on 15 July 2022. The first deadline for acceptance was 12 August 2022. In total, 26,983,707 S IMMO shares were registered for sale by this date. CPI therefore directly and indirectly holds a share of 79.20% in S IMMO AG according to its investment notice as of 23 August 2022. The bid's additional acceptance period ends on 18 November 2022. The Management Board and the Supervisory Board have closely examined the offer documents and recommended acceptance of the offer. Their detailed statements and the reasoning behind this recommendation can be found on our website.
Moreover, in connection with its takeover bid, CPI submitted a request on 08 August 2022 to convene an Extraordinary General Meeting. This general meeting will be held virtually on 06 September 2022. Changes to the Supervisory Board are on the agenda. Given the acquisition of control by CPI, the members of the Supervisory Board Ewald Aschauer, Christian Böhm, Hanna Bomba, John Nacos and Manfred Rapf have announced their resignation as members of the Supervisory Board of S IMMO as of the end of the Extraordinary General Meeting. On this basis, CPI proposes that Florian Beckermann be relieved of his duties, that the number of members of the Supervisory Board elected by the Annual General Meeting be reduced from eight to four and that Mr. Martin Němeček and Mr. John Verpeleti be elected to the company's Supervisory Board.
Outlook
An outlook is difficult at this time for various reasons. On the one hand, the macroeconomic landscape is highly volatile. The duration of the war in Ukraine, the shape of international interest rate policy in connection with how inflation continues to develop and further developments regarding COVID-19 and the global supply bottlenecks are difficult to forecast reliably. Equally, since the middle of August S IMMO has had a major shareholder with a controlling interest of around 80%.
Fundamentally, S IMMO's business strategy is currently intended to be maintained, hence we will continue to focus on our core business – buying, letting and managing high-yield properties to sustainably strengthen our cash flow. Based on the takeover documents submitted by CPI, a geographic specialisation appears possible. In view of the ongoing stagnation in prices on the German residential property market, we are also currently considering divestment options. The proceeds could in turn be reinvested in properties with higher yields.
If you have followed our recommendation of accepting CPI's offer, or if you are planning to submit your shares within the additional acceptance period, we would like to take this opportunity to thank you for your trust in us and our shares. If you have chosen to remain an S IMMO shareholder, your concerns will continue to be our top priority!
The Management Board team
Bruno Ettenauer Herwig Teufelsdorfer Friedrich Wachernig
S IMMO IN THE CAPITAL MARKET
International capital market environment
The capital market experienced difficult times in the first half of 2022 due to the war in Ukraine, rising energy and food costs, high inflation rates, the ongoing COVID-19 pandemic and growing fears of a recession. The second half of the year will be impacted significantly by whether this emerging recession spreads just locally or rather globally and by how central banks deal with this challenge.
All European stock markets are facing the same challenge: A war in Europe – even if it is limited to Ukraine – is unsettling the capital markets considerably. The German benchmark index DAX recorded its weakest June since records began and was a total of -21.5% off from its high to date. As of 30 June 2022, the Austrian benchmark index ATX posted a year-to-date performance of -25.4%. The capital markets are not expected to recover significantly from the current difficulties in the coming months, either.
The S IMMO share
The S IMMO share was listed at EUR 22.75 on 30 June 2022, representing a slight increase on the first quarter. The fact that the share largely escaped the widespread upheavals on the capital markets was attributable mainly to the mandatory offer by CPI Property Group S.A. The year-to-date performance of the share was positive at 4.6% as of 30 June 2022.
110 105 100 95 85 90 70 80 75 80 90 100 110 Share price development indexed 01 January 2022 to 30 June 2022 S IMMO share ATX IATX
33rd Annual General Meeting, amendment to the articles of incorporation and mandatory offer by CPI Property Group
01/22 02/22 06/22
03/22 04/22 05/22
The 33rd Annual General Meeting on 01 June 2022 passed a resolution approving a dividend of EUR 0.65 per share. In addition, a majority of 98.44% of the capital present voted to remove the voting rights cap. Immediately after the resolution took effect, the Management Board registered the amendment to the articles of association for entry in the company register so as to allow CPI Property Group S.A. to make a mandatory offer in accordance with section 22 of the Austrian Takeover Act (ÜbG) at the published offer price of EUR 23.50 per share (cum dividend,
Overview of S IMMO share and indices
| S IMMO share | ATX | IATX | DAX | DJIA | S&P 500 | |
|---|---|---|---|---|---|---|
| 31 December 2021 | 21.75 | 3,861.06 | 404.17 | 15,884.86 | 36,228.30 | 4,766.18 |
| 30 June 2022 | 22.75 | 2,879.29 | 351.75 | 12,783.77 | 30,775.43 | 3,785.52 |
| Year-to-date performance | 4.60% | -25.43% | -12.97% | -19.52% | -15.05% | -20.58% |
70
Performance as of 30 June 2022
S IMMO share
| Six months | 4.60% |
|---|---|
| One year | 12.62% |
| Three years, p.a. | 3.62% |
S IMMO share information
| ISIN | AT0000652250/SPI |
|---|---|
| Ticker symbols | Reuters: SIAG.VI/Bloomberg: SPI:AV |
| Market | Vienna Stock Exchange |
| Market segment | Prime Market |
| Index | ATX/IATX/GPR General |
| Market capitalisation (30 June 2022) | EUR 1,647.6m |
| Number of shares (30 June 2022) | 73,608,896 |
| Market makers | Erste Group/Hauck&Aufhäuser/Raiffeisen Centrobank |
S IMMO bonds as of 30 June 2022
| ISIN | Maturity | Coupon | Total nominal value EUR '000 |
|---|---|---|---|
| AT0000A1Z9D9 | 06 February 2024 | 1.750% | 100,000.00 |
| AT0000A1DBM5 | 09 April 2025 | 3.250% | 33,993.50 |
| AT0000A285H4 | 22 May 2026 | 1.875% | 150,000.00 |
| AT0000A2UVR4 (green bond) | 11 January 2027 | 1.250% | 50,000.00 |
| AT0000A1DWK5 | 21 April 2027 | 3.250% | 65,000.00 |
| AT0000A2MKW4 (green bond) | 04 February 2028 | 1.750% | 150,000.00 |
| AT0000A2AEA8 | 15 October 2029 | 2.000% | 100,000.00 |
| AT0000A1Z9C1 | 06 February 2030 | 2.875% | 50,000.00 |
this is EUR 22.85 after deducting the dividend of EUR 0.65 per share).
On 27 June 2022, S IMMO AG was informed that the company register court had enacted the amendment to the articles of association to remove the voting rights cap in the company register. The amendment to the articles of incorporation appeared in the electronic company register on 28 June 2022 and has been effective since that date. CPI Property Group S.A. thus acquired a controlling interest in S IMMO AG within the meaning of section 22 ÜbG on 28 June 2022. The offer document for the mandatory offer in accordance with section 22 of the Austrian Takeover Act was published on 15 July 2022. The Management Board and Supervisory Board of S IMMO AG published their statements on the offer document on the company's website.
By the end of the acceptance period on 12 August 2022, 26,983,707 S IMMO shares had been tendered for sale. The payment due to each S IMMO shareholder was paid by 23 August 2022 at the latest.
On 23 August 2022, CPI Property Group S.A. announced that it holds 79.20% of S IMMO AG directly and indirectly through IMMOFINANZ AG. The additional acceptance period of the takeover
S IMMO equity story: www.simmoag.at/annualresults2021
offer for S IMMO shareholders who have not yet accepted the offer lasts until 18 November 2022.
Share data
| 30 June 2022 | 30 June 2021 | ||
|---|---|---|---|
| Earnings per share (EPS) | EUR | 0.88 | 1.93 |
| FFO I per share | EUR | 0.42 | 0.36 |
| FFO II per share | EUR | 0.35 | 0.35 |
| 30 June 2022 | 31 December 2021 |
||
|---|---|---|---|
| Closing price | EUR | 22.75 | 21.75 |
| Average daily turnover for the last 100 days | shares1 | 149,818 | 125,834 |
| Dividend per share | EUR | 0.65 2 | 0.50 3 |
| EPRA NAV per share | EUR | 29.26 | 29.29 |
| Share price discount on EPRA NAV per share | in % | -22 | -26 |
| EPRA NTA per share | EUR | 29.06 | 29.09 |
| Book value per share | EUR | 24.36 | 23.57 |
| Share price discount on book value per share | in % | -7 | -8 |
Double counting
2 The dividend for the financial year 2021, which was paid out on 13 June 2022.
3 The dividend for the financial year 2020, which was paid out on 28 October 2021.
Extraordinary General Meeting and changes to the Supervisory Board
On 10 August 2022, S IMMO AG announced that it had received a request from CPI Property Group S.A. to convene an Extraordinary General Meeting with the aim of changing the Supervisory Board. The Extraordinary General Meeting will be held virtually on 06 September 2022.
Against the backdrop of CPI Property Group S.A.'s controlling interest in S IMMO and the mandatory offer, Supervisory Board members Ewald Aschauer, Christian Böhm, Hanna Bomba, John Nacos and Manfred Rapf have announced their resignation as Supervisory Board members of S IMMO as of the end of the Extraordinary General Meeting. CPI Property Group S.A. itself proposes the dismissal of Florian Beckermann, the reduction of the number of Supervisory Board members from eight to four and the election of Mr. Martin Němeček and Mr. John Verpeleti to the company's Supervisory Board.
Extraordinary right of termination for green bonds and for two further bonds
The controlling interest of CPI Property Group S.A. constituted a change of control within the meaning of § 10 para. 4 of the terms and conditions of the two green bonds (1.75% bond 2021–2028 with ISIN AT0000A2MKW4 and 1.25% bond 2022–2027 with ISIN AT0000A2UVR4), which triggered an extraordinary termination right of the bondholders. Accordingly, bondholders had the right to terminate their bonds by 04 August 2022.
Holders of the corporate bond 1.25% S IMMO green bond 2022–2027 (ISIN AT0000A2UVR4) called a total nominal amount of approximately EUR 24.9m and holders of the corporate bond 1.75% S IMMO green bond 2021–2028 (ISIN AT0000A2MKW4) called a nominal amount of approximately EUR 79.6m. Repayment was made on 11 August 2022 from the cash and cash equivalents of S IMMO AG.
After the expiry of the acceptance period of the takeover offer, CPI Property Group S.A. held 79.20% in S IMMO AG. Consequently, extraordinary termination rights were also triggered for two further bonds. Accordingly, holders of the 3.25% bond 2015–2027 with ISIN AT0000A1DWK and the 3.25% bond 2015– 2025 with ISIN AT0000A1DBM5 have the right to terminate until 29 September 2022.
Calculation of FFO I
| EUR '000 | 30 June 2022 | 30 June 2021 |
|---|---|---|
| Net income | 61,857 | 137,308 |
| Non-cash taxes | -25 | 24,331 |
| Adjusted net income for the period | 61,832 | 161,639 |
| Non-cash revaluation result | -20,770 | -131,477 |
| Non-cash depreciation and amortisation | 4,826 | 4,733 |
| Income from property disposals | 0 | 0 |
| Other non-cash/non-recurring effects | 2,516 | -2,526 |
| Non-cash valuation of financial instruments | -21,220 | -5,713 |
| Non-cash FX result | 2,152 | -1,038 |
| FFO I (without results from disposals) | 29,336 | 25,618 |
| FFO I per share in EUR | 0.42 | 0.36 |
| FFO II | 25,031 | 25,045 |
EPRA key figures
| 30 June 2022 | 31 December 2021 |
|---|---|
| 29.29 | |
| -22 | -26 |
| 31.57 | 31.60 |
| 29.06 | 29.09 |
| 26.27 | 24.70 |
| 4.5 | 4.2 |
| 34.4 | – |
| 29.26 |
| EUR '000 | 30 June 2022 | 31 December 2021 |
|---|---|---|
| Fair value investment properties | 2,776,340 | 2,642,929 |
| Annualised cash rental income (gross) |
148,104 | 135,994 |
| Non-recoverable property operating expenses |
-23,130 | -24,935 |
| Annualised cash rental income (net) | 124,974 | 111,059 |
| EPRA net initial yield in % | 4.5 | 4.2 |
| in EUR '000 | 30 June 2022 | 30 June 2021 | ||
|---|---|---|---|---|
| EPRA earnings and EPRA earnings per share (EPRA EPS) |
||||
| Earnings for the period according to IFRS income |
61,771 | 136,746 | ||
| Results from property valuations | -20,770 | -131,477 | ||
| Income from property disposals (including transaction costs) |
0 | 0 | ||
| Tax on income from disposals | 0 | 0 | ||
| Changes in fair value of financial instruments |
-21,220 | -5,713 | ||
| Deferred taxes in respect of EPRA adjustments |
2,114 | 23,592 | ||
| EPRA adjustments for companies measured according to the equity method |
-112 | -1,834 | ||
| Minority interests in respect of the above |
0 | 0 | ||
| EPRA earnings | 21,783 | 21,315 | ||
| EPRA EPS in EUR | 0.31 | 0.30 |
EPRA NAV, EPRA NNNAV, EPRA NRV, EPRA NTA, EPRA NDV
30 June 2022
| in EUR '000 | EPRA NAV | EPRA NNNAV | EPRA NRV | EPRA NTA | EPRA NDV |
|---|---|---|---|---|---|
| Equity attributable to shareholders | 1,717,993 | 1,717,993 | 1,717,993 | 1,717,993 | 1,717,993 |
| Per share in EUR | 24.36 | 24.36 | 24.36 | 24.36 | 24.36 |
| Intangible assets | 0 | 0 | 0 | -322 | 0 |
| Revaluation of other non-current investments | 138,235 | 138,235 | 138,235 | 138,235 | 115,865 |
| Fair value of derivative financial instruments | -36,395 | 0 | -36,395 | -36,395 | 0 |
| Deferred taxes on derivative financial instruments | 5,901 | 0 | 5,901 | 5,901 | 0 |
| Other deferred taxes | 237,867 | 0 | 237,867 | 224,125 | 0 |
| Fair value of liabilities | 0 | 24,377 | 0 | 0 | 24,377 |
| Deferred taxes on adjustments of liabilities | 0 | -5,855 | 0 | 0 | -5,855 |
| Ancillary acquisition costs | 0 | 0 | 163,058 | 0 | 0 |
| Calculated EPRA key figure | 2,063,601 | 1,874,750 | 2,226,659 | 2,049,538 | 1,852,380 |
| Calculated EPRA key figure per share in EUR | 29.26 | 26.58 | 31.57 | 29.06 | 26.27 |
EPRA NAV, EPRA NNNAV, EPRA NRV, EPRA NTA, EPRA NDV
31 December 2021
| in EUR '000 | EPRA NAV | EPRA NNNAV | EPRA NRV | EPRA NTA | EPRA NDV |
|---|---|---|---|---|---|
| Equity attributable to shareholders | 1,662,222 | 1,662,222 | 1,662,222 | 1,662,222 | 1,662,222 |
| Per share in EUR | 23.57 | 23.57 | 23.57 | 23.57 | 23.57 |
| Intangible assets | 0 | 0 | 0 | -358 | 0 |
| Revaluation of other non-current investments | 129,030 | 129,030 | 129,030 | 129,030 | 107,034 |
| Fair value of derivative financial instruments | 22,294 | 0 | 22,294 | 22,294 | 0 |
| Deferred taxes on derivative financial instruments | -4,995 | 0 | -4,995 | -4,995 | 0 |
| Other deferred taxes | 257,445 | 0 | 257,445 | 243,557 | 0 |
| Fair value of liabilities | 0 | -36,086 | 0 | 0 | -36,086 |
| Deferred taxes on adjustments of liabilities | 0 | 9,022 | 0 | 0 | 9,022 |
| Ancillary acquisition costs | 0 | 0 | 162,243 | 0 | 0 |
| Calculated EPRA key figure | 2,065,996 | 1,764,187 | 2,228,239 | 2,051,749 | 1,742,191 |
| Calculated EPRA key figure per share in EUR | 29.29 | 25.02 | 31.60 | 29.09 | 24.70 |
EPRA LTV
| EUR '000 | S IMMO excluding companies measured as per the equity method |
Adjustment of proportional consideration of equity method companies |
Total |
|---|---|---|---|
| Loan liabilities | 943,650 | 16,913 | 960,563 |
| Issued bonds | 698,994 | 0 | 698,994 |
| Other net payables | 4,288 | 195 | 4,483 |
| excluding | |||
| Cash and cash equivalents | -578,461 | -1,174 | -579,635 |
| Net debt | 1,068,471 | 15,934 | 1,084,404 |
| Investment properties | 2,853,484 | 43,115 | 2,896,599 |
| Owner-operated properties | 246,396 | 0 | 246,396 |
| Properties held for sale | 7,500 | 0 | 7,500 |
| Other net receivables | 0 | 0 | 0 |
| Financial assets | 0 | 0 | 0 |
| Total property value | 3,107,380 | 43,115 | 3,150,494 |
| LTV (net debt/property investments) in % | 34.4 | 37.0 | 34.4 |
Investor relations activities
In the first half of the year, personal meetings with existing and potential investors were limited due to the ongoing COVID-19 pandemic. There was nonetheless intensive contact with various institutional investors, as there was a very high level of interest in further developments with regard to S IMMO AG. At the same time, the rising interest rates, inflation and fears of recession led to generally restrained buying interest among equity investors.
EPRA key figures
The definition of net asset value (NAV) was changed by the European Public Real Estate Association (EPRA) with effect from the 2020 financial year. Therefore, S IMMO publishes further indicators such as EPRA Net Reinstatement Value (EPRA NRV), EPRA Net Tangible Assets (EPRA NTA) and EPRA Net Disposal Value (EPRA NDV). The adjustment of deferred taxes in EPRA NTA is based on a classification of the property portfolio into core and non-core assets and results in a lower addition of deferred taxes compared with EPRA NRV and EPRA NAV. For reasons of better comparability, S IMMO also publishes the key figures EPRA NAV and EPRA NNNAV in this interim report. A detailed description of the ratios is available on the EPRA website (www.epra.com).
INTERIM MANAGEMENT REPORT
Economic report
Economic overview
The growth of the global economy, which was previously in the midst of a recovery, is now being hampered by a number of factors. These include the war in Ukraine, the continuing COVID-19 pandemic, rising inflation, sustained supply chain problems and the tightening of monetary policy by central banks. The future depends to a large degree on the development of the Ukraine conflict, and especially on its impacts on the European gas supply. A further increase in gas prices could push inflation even higher and slow growth. A new COVID-19 wave in autumn can also not be ruled out and would lead to fresh economic problems.
According to projections of the Organisation for Economic Co-operation and Development (OECD), global GDP growth will slow drastically to around 3% this year and to 2.8% in 2023. The International Monetary Fund (IMF) is expecting growth to slow to 3.2% in 2022. According to the IMF, global inflation will likely reach 6.6% this year in the developed economies and 9.5% in the emerging and developing markets.
The European Commission estimates that the EU economy will grow by 2.7% in 2022 and 1.5% in 2023. The euro area economy is set to expand by 2.6% in 2022 and 1.4% in 2023. The IMF predicts that the euro area will turn in economic growth of 2.6% for 2022 and 1.2% for 2023. According to the European Commission's estimates, inflation will rise to 7.6% in the EU and 8.3% in the euro area, reaching its peak in the third quarter of 2022. For the coming year, the organisation expects a decrease to around 4%.
Austria's economic recovery is also losing momentum according to the Austrian Institute of Economic Research (WIFO). WIFO is projecting real GDP growth of 4.3% for 2022 and 1.6% for 2023.
The economic projections for the EU Member States in the CEE region were revised downwards in the last six months. The current projections of the European Commission foresee an average annual growth rate of 3% in 2022.
Real estate market overview
The continuing COVID-19 pandemic combined with uncertain economic conditions in Europe and the war in Ukraine had a significant impact on the real estate market – especially on the hotel and retail segments. It is likely that the real estate market will not recover completely from the current challenges until 2024.
Austria
Developments on Vienna's office market were again positive in the first half of the year. In total, rental take-up came to around 76,000 m² in the first half of 2022, an increase of about 15% over the previous year and a strong signal in difficult economic times. Compared with other markets, the HY vacancy rate of 3.9% was low. The low vacancy rate and low completion rate limited the supply of office space further and caused prime rents to come in at EUR 26.00/m²/month in the second quarter. ESG-compliant properties are becoming more and more important, and this trend will continue according to a forecast from CBRE. A further increase in yields is also projected for the second half of the year.
| Overview of the real estate market | 1 |
|---|---|
| ------------------------------------ | --- |
| Prime rents (EUR/m²/month) |
Prime gross yields Total leasing activity (%) (m²) |
Vacancy rate (%) |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| HY 2022 | HY 2021 | HY 2022 | HY 2021 | HY 2022 | HY 2021 | HY 2022 | HY 2021 | HY 2022 | HY 2021 | HY 2022 | HY 2021 | |
| Office | Office | Retail | Retail | Office | Office | Retail | Retail | Office | Office | Office | Office | |
| Berlin | 42.50 | 38.50 | 250.00 | 250.00 | 2.65 | 2.55 | 3.25 | 3.35 | 330,000 | 337,000 | 3.3 | 3.2 |
| Bratislava | 17.00 | 17.00 | 65.002 | 65.002 | 5.10 | 5.30 | 6.002 | 6.002 | 55,000 | 66,000 | 11.9 | 12.2 |
| Bucharest | 19.00 | 18.75 | 45.00 | 45.00 | 6.75 | 7.00 | 8.00 | 8.00 | 92,000 | 57,000 | 13.9 | 12.2 |
| Budapest | 24.00 | 26.00 | 110.00 | 110.00 | 5.25 | 5.25 | 5.50 | 5.50 | 121,000 | 98,000 | 9.9 | 9.8 |
| Vienna | 26.00 | 26.00 | 330.00 | 320.00 | 3.20 | 3.25 | 3.30 | 3.45 | 76,000 | 66,000 | 3.9 | 4.5 |
| Zagreb | 15.50 | 15.50 | 70.00 | 70.00 | 7.75 | 8.00 | 6.75 | 6.75 | 9,0003 | 8,0003 | 3.5 | 4.5 |
Source:
CBRE Research
Data for shopping centres. Data for remainder of the locations is for high street retail.
Estimated figure
The rising inflation is hitting retailers in Austria hard because it is causing further changes in consumer behaviour. In addition, rising energy prices have further increased fixed costs for retailers, which will likely result in financial losses. In general, it is expected that the second half of the year will bring even higher energy costs and the more rapid expansion of virtual shopping opportunities.
The hotel market is recovering steadily from the COVID-19 pandemic and enjoyed a strong first half-year in 2022. Government aid helped to head off bankruptcies. In total, just under 5m overnight stays were recorded in Vienna through to the end of June.
Germany
Berlin is still the most rapidly growing city in Germany. This is also reflected in the very low vacancy rate of less than 1% in the housing market. The population growth is exceeding the offer of new and existing real estate, so average rents continue to rise. Property developers are beginning to focus more and more on the commuter belt around Berlin. The average rent for existing space in Berlin is EUR 12.85/m²/month (2021: EUR 12.75/m²/ month). The average rent in new buildings is EUR 22.25/m²/ month. According to Guthmann, the second half of the year will bring sustained very high demand for flats, which will cause rents to rise further. However, the transaction volume for Germany in the second quarter was EUR 12.3 billion, which is approximately half of the volume in the first quarter. This is mainly due to an unsettled and uncertain market environment.
Berlin also remains the most attractive office property market in Germany and was stable in the first half of the year. The state government of Berlin accounted for the greatest space demand at around 23%. Space turnover came to 330,000 m², an increase of around 8% in an annual comparison. The vacancy rate was 3.3%, virtually unchanged over the previous year. Prime rents rose to around EUR 42.50/m²/month (2021: EUR 40.00/ m²/month). However, average rents are still low compared with other German cities at EUR 28.20/m²/month. Low vacancy rates and high inflation will drive prime rents up even higher.
CEE
In Budapest, 30,750 m² of new office space was completed in total in the second quarter of 2022. Thus, the Hungarian capital remains one of the strongest markets in CEE. The vacancy rate rose slightly to 9.9%. Total take-up in the second quarter was roughly 121,000 m², an increase of 10.2% over the previous year. Demand for office space continues to rise. The Property Forum expects a positive trend in the second half of 2022, with further office space coming onto the market.
Sources: Austrian Institute for Economic Research (WIFO), Oesterreichische Nationalbank (OeNB), Budapest Research Forum, B2B Wien, CBRE, Colliers, Cushman & Wakefield, Deloitte, European Commission, Guthmann Market Report, International Monetary Fund (IMF), JLL, Organisation for Economic Co-operation and Development (OECD), Property Forum Europe, https://ec.europa.eu, https://www.ecb.europa.eu/, http://www.imf.org, https://www.oecd.org/, https://www.oenb.at/en/, https://www.wifo.ac.at/en
Total take-up in Zagreb came to 9,000 m² in the first half of the year, a slight increase over the prior-year period. Prime rents stayed at a solid level of EUR 15.50/m²/month. Demand for new office space remained stable, but also reflected the difficult economic situation in Europe. The vacancy rate was 3.5% (2021: 4.5%).
Total take-up of office space in Bucharest was 92,000 m² in the first half of the year. This is a substantial increase in an annual comparison (2021: 57,000 m²). The vacancy rate came to 13.9% in the second quarter, and is thus 2 percentage points higher than in the previous year. Bucharest has high prime rents compared with other CEE capitals, at EUR 19.00/m²/month.
The stock of modern shopping centres and big box retail centres in Romania was 2.3 million m² at the end of the second quarter of 2022. Of this, around 730,000 m² are located in Bucharest. Some 34,000 m² will be completed in the second half of 2022. Prime rents were the same as in the previous year in the second quarter, at EUR 45.00/m²/month, and prime yields remained stable at 8.0%.
The hotels in the CEE region were hit hard by the pandemic over the past few years. The war in Ukraine is also hampering the market and travel. Especially countries that are close to the war zone are being affected. However, further increases in vaccination coverage are leading to a resurgence in investment activity, demonstrating the very high growth potential of the CEE region. It is likely that the hotel market will not recover completely from these challenges until 2024. Capital cities are still very popular travel destinations.
Business development and performance
Property portfolio
As of 30 June 2022, S IMMO's property portfolio consisted of 377 properties (31 December 2021: 375) with a book value of EUR 2,969.1m (31 December 2021: EUR 2,830.8m) and a total area (total lettable space including potential projects) of around 1.5 million m² (31 December 2021: 1.4 million m²). Most of the properties are located in capital cities within the European Union.
The occupancy rate in the reporting period was 93.8% (31 December 2021: 94.0%). The overall rental yield was 5.3% (31 December 2021: 5.0%). The calculation of the occupancy rate and of the rental yield includes all investment properties in the narrower sense (excluding investment properties with development potential and owner-operated hotels).
Based on book value, properties in Austria accounted for 16.6% (31 December 2021: 17.3%) of the portfolio, while properties in Germany accounted for 46.4% (31 December 2021: 48.2%). Properties in CEE accounted for 37.0% of the portfolio (31 December 2021: 34.5%).
Based on main type of use not including plots of land as of 30 June 2022, the portfolio consisted of 47.8% office buildings
1 Not including Vienna Marriott Hotel and Budapest Marriott Hotel and not including the reclassification of parts of revenues from operating costs
1 Not including Vienna Marriott Hotel and Budapest Marriott Hotel and not including the reclassification of parts of revenues from operating costs
(31 December 2021: 45.4%), 13.8% retail properties (31 December 2021: 14.6%), 31.5% residential properties (31 December 2021: 32.7%) and 6.9% hotels (31 December 2021: 7.3%).
Increase in revenues and gross profit
In the first half of the year, total revenue increased from EUR 91.1m in the same period of the previous year to EUR 119.6m. This improvement is thanks to acquisitions of rented properties, a good like-for-like performance and a significant increase in revenue from hotel operations. While rental income rose from EUR 63.9m to EUR 73.0m, revenue from hotel operations was far less affected by the COVID-19 pandemic in the first half of 2022 than in 2021 and climbed from EUR 10.2m to EUR 23.7m. However, this improvement was also offset by higher expenses from hotel operations of EUR 18.5m (HY 2021: EUR 8.0m), with the result that the gross profit from hotel operations increased from EUR 2.2m in the first half of 2021 to EUR 5.2m overall.
Property operating expenses were significantly higher year-onyear at around EUR 38.5m (HY 2021: EUR 31.9m), due in part to acquisitions and energy cost-driven increases in the operating costs of the existing portfolio. However, as a result of the growth in revenue (including revenue from operating costs), the gross profit rose by more than 19% to EUR 63.4m (HY 2021: EUR 53.2m).
Reduced EBIT despite EBITDA increase due to lower property values
Administrative expenses amounted to EUR 14.5m for the first half of 2022 (HY 2021: EUR 13.6m), partially as a result of costs in connection with a digital transformation drive and higher staff costs. EBITDA rose by more than 23% to EUR 48.9m (HY 2021: EUR 39.6m) thanks to the highly positive development in gross profit.
The result from property valuation was significantly lower than in the first half of 2021, but still positive overall at EUR 20.8m (HY 2021: EUR 131.5m). Despite the positive operating performance, EBIT declined from EUR 166.3m to EUR 64.8m owing to lower property values.
Net income for the period and earnings per share
The financial result improved to EUR 0.1m (HY 2021: EUR -2.2m) thanks to positive, mostly non-cash remeasurement effects, though the first half of 2021 was affected by dividend income from the shares in CA Immobilien Anlagen AG, which in the meantime were sold, of EUR 6.3m (HY 2022: EUR 0m). Tax expenses essentially reflect the increase in deferred taxes in connection with the remeasurement of properties and derivatives. Net income for the period amounted to EUR 61.9m in total (HY 2021: EUR 137.3m). Earnings per share decreased to EUR 0.88 (HY 2021: EUR 1.93).
Consolidated statement of financial position
S IMMO Group's total assets declined to EUR 3,677.9m as of 30 June 2022 (31 December 2021: EUR 3,688.1m), despite positive valuation effects, partly due to the dividend payment made in the second quarter. Cash and cash equivalents increased significantly as against the end of the previous year to EUR 578.5m as of 30 June 2022 (31 December 2021: EUR 375.8m).
One major event in the first half of the year was the sale of the shares in IMMOFINANZ AG and thus the dissolution of the cross-holding between the two companies. Following the disposal of the shares in CA Immobilien Anlagen AG in the previous year, all shares in listed peer companies have therefore been sold.
Due to the abolition of the maximum voting rights previously stipulated in the articles of association of S IMMO AG, CPI Property Group S.A. held a controlling interest in S IMMO AG as of 30 June 2022 within the meaning of section 22 of the Austrian Takeover Act (ÜbG), meaning that a right of termination existed for the two green bonds as of the reporting date due to this change of control event. The relevant bond liabilities of around EUR 199m were therefore reported under current bond liabilities at the end of the second quarter. By the end of the cancellation period, bondholders of the 1.25% S IMMO green bond 2022– 2027 (ISIN AT0000A2UVR4) had cancelled a total nominal amount of EUR 24.9m and bondholders of the 1.75% S IMMO green bond 2021–2028 (ISIN AT0000A2MKW4) had cancelled a nominal amount of EUR 79.6m. These were repaid from S IMMO AG's cash funds on 11 August 2022.
After the expiry of the acceptance period of the takeover offer in August 2022, the shareholding of CPI Property Group S.A. in S IMMO reached a level of 79.20%. This triggered extraordinary termination rights for two further bonds. Accordingly, holders of the 3.25% bond 2015–2027 with ISIN AT0000A1DWK and the 3.25% bond 2015–2025 with ISIN AT0000A1DBM5 have the right to exercise their termination right in writing until 29 September 2022. The affected total nominal value of the two bonds amounts to approximately EUR 99m.
Equity not including non-controlling interests rose to EUR 1,718.0m in the first half of 2022 (31 December 2021: EUR 1,662.2m). The book value per share amounted to EUR 24.36 as of 30 June 2022 (31 December 2021: EUR 23.57). The equity ratio increased again to 46.8% at the end of the second quarter (31 December 2021: 45.2%).
Financing – Improvement in the LTV ratio
A key indicator for assessing the financing structure is the loanto-value ratio (LTV ratio). The EPRA LTV calculated for the first time for the financial year 2022 is as follows:
EPRA LTV
| EUR '000 | S IMMO excluding companies measured as per the equity method |
Adjustment of proportional consideration of equity method companies |
Total |
|---|---|---|---|
| Loan liabilities | 943,650 | 16,913 | 960,563 |
| Issued bonds | 698,994 | 0 | 698,994 |
| Other net payables | 4,288 | 195 | 4,483 |
| excluding | |||
| Cash and cash equivalents | -578,461 | -1,174 | -579,635 |
| Net debt | 1,068,471 | 15,934 | 1,084,404 |
| Investment properties | 2,853,484 | 43,115 | 2,896,599 |
| Owner-operated properties | 246,396 | 0 | 246,396 |
| Properties held for sale | 7,500 | 0 | 7,500 |
| Other net receivables | 0 | 0 | 0 |
| Financial assets | 0 | 0 | 0 |
| Total property value | 3,107,380 | 43,115 | 3,150,494 |
| LTV (net debt/property investments) in % | 34.4 | 37.0 | 34.4 |
The EPRA NTA as of 30 June 2022 (and thus after payment of the dividend in the second quarter) was EUR 29.06. It was thus at the same level as at the end of 2021 (31 December 2021: EUR 29.09).
Risk management report
As an international real estate group, S IMMO Group faces a host of risks and opportunities that could impact operating activities and decision-making processes as well as strategic management. By identifying, analysing, managing and monitoring risks and opportunities, the Group strives to detect negative developments and potential risk factors in good time and actively minimise them as far as possible. Nevertheless, the occurrence of risks cannot be ruled out.
Potential risks for the current financial year and the risk management of S IMMO AG are set out in detail in the 2021 Annual Report (starting on page 88). The probability of occurrence of the described risks depends on a number of factors, including economic development in the respective markets.
The global economy is currently negatively impacted by several events. The COVID-19 pandemic is still curbing the economic recovery. Due to the new Omicron mutation BA.5, there is a summer wave that is leading to worker absences.
Since February of this year, the supply bottlenecks caused by COVID-19 have also been exacerbated by the war in Ukraine. Rising energy prices, high inflation and further negative effects on procurement and supply processes are to be emphasised here.
The energy crisis and the war in Ukraine are putting the euro under strain. For the first time in around two decades, the euro was worth exactly one dollar again in mid-July. The rising interest rates in the US (the US Federal Reserve raised its key interest rate again to a range of 2.25% to 2.5% at the end of July) are also impacting the euro and thus the European economy. The European Central Bank (ECB) also reacted to the persistently high inflation rate and raised its key interest rate from 0% to 0.5% at the end of July. However, a decrease in prices and the cost of living is not expected in the foreseeable future. High energy prices and the war in Ukraine are the main factors driving inflation.
The European Commission anticipates economic growth in the EU of 2.7% in 2022 and 1.5% next year. There are similar forecasts for the euro area. According to the European Commission's estimates, inflation will rise to 7.6% in the EU and 8.3% in the euro area, reaching its peak in the third quarter of 2022. For the coming year, the organisation expects a decrease to around 4%.
The above risk factors (especially the COVID-19 pandemic, the war in Ukraine, the energy crisis, supply bottlenecks and rising inflation) may have an impact on almost all risk categories for S IMMO Group. For example, the inflation rate affects rental income: on the one hand, higher rents may increase rental income, but on the other hand there may also be rent defaults. Price increases may also lead to construction cost overruns for development projects. Meanwhile, supply bottlenecks may also increase property development risks.
A rise in interest rates could lead to an increase in S IMMO Group's financing costs, as the majority of the financing agreements are based on variable interest rates. However, S IMMO uses derivatives to hedge its variable-rate loans. The stress tests performed at the end of the year, which include the existing bonds (for details, please see section 5.2.1. of the 2021 Annual Report), show that interest rate increases have only a small effect on the Group's financing costs.
The current macroeconomic situation could also negatively impact property valuations and lead to a decline in the market values of properties.
Another wave of COVID-19 in the autumn or winter and the measures adopted by the local governments in the markets where S IMMO operates could once again have negative effects on retail or hotel revenues.
An unstable macroeconomic situation generally also affects capital markets. The capital markets are not expected to recover from the current difficulties in the second half of the year.
The further development of the risk factors in terms of their duration and extent is difficult to estimate, which makes shortand medium-term planning a challenge. This is further aggravated by the fact that the uncertainties lie outside the company's sphere of influence.
In connection with the takeover of S IMMO AG by CPI Property Group S.A., the following effects on employees and taxes could arise. In principle, CPI Property Group S.A. does not intend to make any material changes to the general working conditions and senior management team of S IMMO AG, according to its offer document. Nevertheless, synergies are to be achieved by merging and assigning functions within the group of companies. Therefore, it cannot be excluded that there could be an outsourcing of key management functions which could lead to a detrimental change in working conditions. Furthermore, it cannot be ruled out that any restructuring will lower the motivation of S IMMO employees or even lead to the departure of employees in key positions. This could have a negative impact on S IMMO AG's operating performance.
As far as tax risk is concerned, the acquisition of additional shares by CPI Property Group S.A. could have tax consequences in terms of real estate transfer tax. Facts which, in the event of a shareholding threshold being exceeded, simulate a merger of shares under a single shareholder would, in principle, lead to a tax liability for CPI Property Group S.A., if applicable. For Germany, however, the facts of share transfers as of 01 July 2021 must also be taken into account, in which real estate transfer tax can be triggered at the level of the respective real estate company if there is a direct or indirect change of ownership of 90% or more of the shares in a real estate company within a period of ten years.
S IMMO is monitoring all risk categories very carefully with regard to the mentioned risk factors and countering all risks with a responsible risk policy. However, the occurrence of risks cannot be completely ruled out. Provisions are made for potential risks.
Outlook
The 33rd Annual General Meeting on 01 June 2022 voted by a majority of 98.44% of the capital present to remove the voting rights cap of 15% stipulated in S IMMO's articles of association. The amendment to the articles of association was registered on 28 June 2022. As a result, CPI Property Group S.A. has now acquired a controlling interest in S IMMO AG within the meaning of section 22 of the Austrian Takeover Act and was thus required to report a mandatory offer to the Austrian Takeover Commission.
On 15 July 2022, CPI Property Group S.A. published the documents on the takeover offer. These specified that until 12 August 2022 the S IMMO shareholders had the option to accept the offer of EUR 23.50 per S IMMO share (cum dividend, this is EUR 22.85 after deducting the dividend of EUR 0.65 per share). By the end of the acceptance period, 26,983,707 S IMMO shares were tendered for sale. Payment was made by 23 August 2022 at the latest. The statutory additional acceptance period for the takeover offer runs until 18 November 2022 (for details, please see page 4 onwards).
In the offer document, the following intentions were announced with regard to S IMMO's future business strategy: The headquarters of S IMMO AG are to remain in Vienna. CPI Property Group S.A. plans to reflect its controlling influence over S IMMO in the staffing of Supervisory Board positions and the composition of the Supervisory Board, too. In this context, S IMMO AG reported on 10 August 2022 that it had received a request from CPI Property Group S.A. to convene an Extraordinary General Meeting with the agenda item "Changes on the Supervisory Board". In view of the controlling interest held by CPI Property Group S.A. and the mandatory offer, the Supervisory Board members Ewald Aschauer, Christian Böhm, Hanna Bomba, John Nacos and Manfred Rapf have announced that they will resign as Supervisory Board members of S IMMO as of the end of the Extraordinary General Meeting. On this basis, CPI Property Group S.A. proposes that Florian Beckermann be relieved of his duties, that the number of members of the Supervisory Board elected by the General Meeting be reduced from eight to four and that Mr. Martin Němeček and Mr. John Verpeleti be elected to the company's Supervisory Board. The Extraordinary General Meeting will be held virtually on 06 September 2022.
It is currently open whether S IMMO and IMMOFINANZ will remain separate companies after completion of the offer. Although this would be the preferred path according to CPI Property Group S.A.'s offer document, a future merger cannot be ruled out. S IMMO may also specialise geographically or by segment. CPI Property Group S.A. has stated its intention to support the current and future growth trajectory, has no intention of increasing the debt ratio and is also available as a financing partner for S IMMO.
S IMMO will thus continue to pursue its existing strategy and focus on its core business, i.e. purchasing, letting and managing high-yield properties to sustainably strengthen its cash flow. In line with the proven business strategy, the management waits for favourable market phases so that it can leverage potential when the time is right. S IMMO has the necessary liquidity buffer for this despite the tight economic situation. At the same time, the management is observing growing price stagnation on the German residential property market and is also assessing disinvestment opportunities in this context. The proceeds could in turn be reinvested in properties with higher yields.
CONSOLIDATED INTERIM FINANCIAL STATEMENTS
Consolidated statement of financial position
as of 30 June 2022
| Assets in EUR '000 | Notes | 30 June 2022 | 31 December 2021 |
|---|---|---|---|
| Non-current assets | |||
| Investment properties | |||
| Rented properties | 3.1.1. | 2,768,840 | 2,642,929 |
| Properties under development and undeveloped land | 3.1.1. | 84,644 | 77,034 |
| 2,853,484 | 2,719,963 | ||
| Owner-operated properties | 3.1.2. | 108,161 | 110,834 |
| Other plant and equipment | 5,124 | 5,536 | |
| Intangible assets | 322 | 358 | |
| Interests in companies measured at equity | 26,923 | 27,367 | |
| Group interests | 4,351 | 5,346 | |
| Other financial assets | 3.1.3. | 36,736 | 398,001 |
| Deferred tax assets | 2,367 | 561 | |
| 3,037,468 | 3,267,966 | ||
| Current assets | |||
| Inventories | 246 | 262 | |
| Trade receivables | 7,209 | 6,904 | |
| Other financial assets | 23,900 | 14,238 | |
| Other assets | 23,108 | 22,928 | |
| Cash and cash equivalents | 3.1.4. | 578,461 | 375,823 |
| 632,924 | 420,155 | ||
| Assets held for sale | 3.1.5. | 7,500 | 0 |
| 640,424 | 420,155 | ||
| 3,677,892 | 3,688,121 |
| Equity and liabilities in EUR '000 |
Notes | 30 June 2022 | 31 December 2021 |
|---|---|---|---|
| Shareholders' equity | 3.1.6. | ||
| Share capital | 256,249 | 256,249 | |
| Capital reserves | 160,612 | 160,612 | |
| Other reserves | 1,301,132 | 1,245,361 | |
| 1,717,993 | 1,662,222 | ||
| Non-controlling interests | 4,114 | 4,081 | |
| 1,722,107 | 1,666,303 |
Non-current liabilities
| Issued bonds | 3.1.7. | 497,752 | 646,819 |
|---|---|---|---|
| Other financial liabilities | 3.1.8. | 882,165 | 920,201 |
| Provisions for employee benefits | 1,171 | 1,264 | |
| Other liabilities | 1,250 | 348 | |
| Deferred tax liabilities | 246,135 | 253,011 | |
| 1,628,473 | 1,821,643 |
Current liabilities
| Issued bonds | 3.1.7. | 199,043 | 0 |
|---|---|---|---|
| Financial liabilities | 3.1.8. | 75,126 | 138,581 |
| Income tax liabilities | 3,564 | 6,070 | |
| Trade payables | 5,512 | 5,673 | |
| Other liabilities | 44,067 | 49,851 | |
| 327,312 | 200,175 |
3,677,892 3,688,121
Consolidated income statement
for the six months ended on 30 June 2022
| in EUR '000 | Notes | 01–06/2022 | 01–06/2021 |
|---|---|---|---|
| Revenues | |||
| Rental income | 3.2.1. | 73,041 | 63,859 |
| Revenues from operating costs | 22,837 | 17,060 | |
| Revenues from hotel operations | 3.2.1. | 23,675 | 10,156 |
| 119,553 | 91,075 | ||
| Other operating income | 853 | 1,968 | |
| Property operating expenses | 3.2.2. | -38,530 | -31,895 |
| Hotel operating expenses | 3.2.2. | -18,493 | -7,962 |
| Gross profit | 63,383 | 53,186 | |
| Income from property disposals | 40 | 6 | |
| Book value of property disposals | -40 | -6 | |
| Result from property disposals | 0 | 0 | |
| Management expenses | -14,489 | -13,582 | |
| Earnings before interest, tax, depreciation and amortisation (EBITDA) | 48,894 | 39,604 | |
| Depreciation and amortisation | -4,826 | -4,733 | |
| Results from property valuation | 3.2.3. | 20,770 | 131,477 |
| Operating income (EBIT) | 64,838 | 166,348 | |
| Financing costs | 3.2.4. | -22,474 | -14,662 |
| Financing income1 | 3.2.4. | 22,002 | 10,241 |
| Results from companies measured at equity | 3.2.4. | 595 | 2,199 |
| Financial result | 123 | -2,222 | |
| Earnings before tax (EBT) | 64,961 | 164,126 | |
| Taxes on income | 3.2.5. | -3,104 | -26,818 |
| Consolidated net result for the period | 61,857 | 137,308 | |
| of which attributable to shareholders in the parent company | 61,771 | 136,746 | |
| of which attributable to non-controlling interests | 86 | 562 | |
| Earnings per share | |||
| undiluted = diluted | 0.88 | 1.93 |
1 Of which dividend income from shareholdings in listed real estate companies: HY 2022: EUR 0 (HY 2021: EUR 6.3m)
Consolidated statement of comprehensive income
for the six months ended on 30 June 2022
| in EUR '000 | 01–06/2022 | 01–06/2021 |
|---|---|---|
| Consolidated net result for the period | 61,857 | 137,308 |
| Change in value of cash flow hedges | 40,482 | 5,034 |
| Income taxes on cash flow hedges | -6,566 | -1,053 |
| Reclassification of derivative valuation effects | 129 | 174 |
| Income taxes on reclassification of derivative valuation effects | -29 | -43 |
| Reserve for foreign exchange rate differences | 2,216 | -1,134 |
| Other comprehensive income for the period (realised through profit or loss) | 36,230 | 2,978 |
| Valuation of financial assets FVOCI | 4,713 | 57,084 |
| Income taxes from measurement of financial assets FVOCI | -1,102 | -14,271 |
| Other comprehensive income for the period (not realised through profit or loss) | 3,611 | 42,813 |
| Other comprehensive income for the period | 39,841 | 45,791 |
| of which attributable to shareholders in parent company | 39,841 | 45,791 |
| of which attributable to non-controlling interests | 0 | 0 |
| Total comprehensive result for the period | 101,698 | 183,099 |
| of which attributable to shareholders in parent company | 101,613 | 182,537 |
| of which attributable to non-controlling interests | 86 | 562 |
Consolidated income statement
for the three months ended on 30 June 2022
| in EUR '000 | Notes | 04–06/2022 | 04–06/2021 |
|---|---|---|---|
| Revenues | |||
| Rental income | 3.2.1. | 37,244 | 31,867 |
| Revenues from operating costs | 10,852 | 7,930 | |
| Revenues from hotel operations | 3.2.1. | 14,453 | 8,262 |
| 62,549 | 48,059 | ||
| Other operating income | 393 | 314 | |
| Property operating expenses | 3.2.2. | -18,873 | -13,640 |
| Hotel operating expenses | 3.2.2. | -10,522 | -4,769 |
| Gross profit | 33,547 | 29,964 | |
| Income from property disposals | 0 | 6 | |
| Book value of property disposals | 0 | -6 | |
| Result from property disposals | 0 | 0 | |
| Management expenses | -8,168 | -8,452 | |
| Earnings before interest, tax, depreciation and amortisation (EBITDA) | 25,379 | 21,512 | |
| Depreciation and amortisation | -2,436 | -2,383 | |
| Results from property valuation | 3.2.3. | 21,502 | 128,997 |
| Operating income (EBIT) | 44,445 | 148,126 | |
| Financing costs | 3.2.4. | -12,080 | -7,604 |
| Financing income1 | 3.2.4. | 10,160 | 8,718 |
| Results from companies measured at equity | 3.2.4. | 347 | 2,051 |
| Financial result | -1,573 | 3,165 | |
| Earnings before tax (EBT) | 42,872 | 151,291 | |
| Taxes on income | 3.2.5. | -5,102 | -23,877 |
| Consolidated net result for the period | 37,770 | 127,414 | |
| of which attributable to shareholders in the parent company | 37,732 | 126,872 | |
| of which attributable to non-controlling interests | 38 | 542 | |
| Earnings per share | |||
| undiluted = diluted | 0.54 | 1.79 |
1 Of which dividend income from shareholdings in listed real estate companies: Q2 2022: EUR 0 (Q2 2021: EUR 6.3m)
Consolidated statement of comprehensive income
for the three months ended on 30 June 2022
| in EUR '000 | 04–06/2022 | 04–06/2021 |
|---|---|---|
| Consolidated net result for the period | 37,770 | 127,414 |
| Change in value of cash flow hedges | 17,811 | 1,185 |
| Income taxes on cash flow hedges | -2,809 | -210 |
| Reclassification of derivative valuation effects | 53 | 87 |
| Income taxes on reclassification of derivative valuation effects | -13 | -22 |
| Reserve for foreign exchange rate differences | 2,148 | -1,084 |
| Other comprehensive income for the period (realised through profit or loss) | 17,190 | -45 |
| Valuation of financial assets FVOCI | -995 | 19,708 |
| Income taxes from measurement of financial assets FVOCI | 325 | -4,927 |
| Other comprehensive income for the period (not realised through profit or loss) | -670 | 14,781 |
| Other comprehensive income for the period | 16,520 | 14,736 |
| of which attributable to shareholders in parent company | 16,520 | 14,736 |
| of which attributable to non-controlling interests | 0 | 0 |
| Total comprehensive result for the period | 54,290 | 142,150 |
| of which attributable to shareholders in parent company | 54,252 | 141,608 |
| of which attributable to non-controlling interests | 38 | 542 |
Consolidated cash flow statement
for the six months ended on 30 June 2022
| in EUR '000 | 01–06/2022 | 01–06/2021 |
|---|---|---|
| Earnings before taxes (EBT) | 64,961 | 164,126 |
| Results from property valuation | -20,770 | -131,477 |
| Depreciation and amortisation | 4,826 | 4,733 |
| Results on property sales | 0 | 0 |
| Taxes on income paid | -22,434 | -3,060 |
| Financial result | -123 | 2,222 |
| Operating cash flow | 26,460 | 36,544 |
| Changes in net current assets | ||
| Receivables and other assets | -2,305 | -4,060 |
| Provisions, other financial and non-financial liabilities | 809 | -250 |
| Current liabilities | -7,826 | 513 |
| Cash flow from operating activities | 17,137 | 32,747 |
| Cash flow from investing activities | ||
| Investments in property portfolio (rented properties, developing projects, undeveloped land, owner-operated properties) |
-6,635 | -14,259 |
| Investments in intangible assets | -29 | -212 |
| Investments in other fixed assets | -456 | -296 |
| Disposal of equity instruments of other companies | 452,829 | 0 |
| Acquisition of equity instruments of other companies | -49,318 | 0 |
| Investments in financial assets | -510 | -38 |
| Disposals of financial assets | 0 | 16 |
| Investments in companies measured at equity | 0 | 0 |
| Divestments in companies measured at equity | 612 | 0 |
| Net cash flow from initial consolidations | -112,106 | -84,345 |
| Other changes in companies measured at equity | 690 | -150 |
| Disposals of properties | 0 | 6 |
| Dividends from companies measured at equity | 427 | 305 |
| Dividends received from listed companies | 0 | 4,597 |
| Income from equity investments | 356 | 343 |
| Interest received | 79 | 420 |
| Cash flow from investing activities | 285,939 | -93,613 |
| in EUR '000 | 01–06/2022 | 01–06/2021 |
|---|---|---|
| Consolidated cash flow statement continued | ||
| Cash flow from financing activities | ||
| Issue of shares | 0 | 0 |
| Buyback of treasury shares | 0 | -8,049 |
| Bond issues | 49,741 | 149,143 |
| Bond redemptions | 0 | -28,549 |
| Distribution of minority shares | -53 | -232 |
| Increases in financing | 82,570 | 84,560 |
| Decreases in financing | -161,802 | -50,738 |
| Dividend payment | -45,841 | 0 |
| Interest paid | -25,053 | -21,989 |
| Cash flow from financing activities | -100,438 | 124,146 |
| Cash and cash equivalents 01 January | 375,823 | 64,503 |
| Net change in cash and cash equivalents | 202,638 | 63,280 |
| Cash and cash equivalents 30 June1 | 578,461 | 127,783 |
1 The effects of currency translation differences on the cash and cash equivalents were immaterial and are therefore not shown separately.
Changes in consolidated equity
| in EUR '000 | Share capital |
Capital reserves |
Foreign currency translation reserve |
Hedge accounting reserve |
Equity instruments reserve |
Other reserves |
Subtotal S IMMO share holders |
Non controlling interests |
Total |
|---|---|---|---|---|---|---|---|---|---|
| As of 01 January 2022 | 256,249 | 160,612 | -10,913 | -9,247 | 18,238 | 1,247,284 | 1,662,222 | 4,081 | 1,666,303 |
| Consolidated net result for the period |
0 | 0 | 0 | 0 | 0 | 61,771 | 61,771 | 86 | 61,857 |
| Other comprehensive income | 0 | 0 | 2,216 | 34,015 | 3,611 | 0 | 39,841 | 0 | 39,841 |
| Distribution with respect to non-controlling interests |
0 | 0 | 0 | 0 | 0 | 0 | 0 | -53 | -53 |
| Other changes | 0 | 0 | 0 | 0 | -18,912 | 18,912 | 0 | 0 | 0 |
| Distribution | 0 | 0 | 0 | 0 | 0 | -45,841 | -45,841 | 0 | -45,841 |
| As of 30 June 2022 | 256,249 | 160,612 | -8,698 | 24,768 | 2,937 | 1,282,125 | 1,717,993 | 4,114 | 1,722,107 |
| As of 01 January 2021 | 259,397 | 173,855 | -11,337 | -18,802 | -2,140 | 979,577 | 1,380,551 | 3,277 | 1,383,828 |
| Consolidated net result for the period |
0 | 0 | 0 | 0 | 0 | 136,746 | 136,746 | 562 | 137,308 |
| Other comprehensive income | 0 | 0 | -1,134 | 4,112 | 42,813 | 0 | 45,791 | 0 | 45,791 |
| Issue of shares | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Buyback of treasury shares | -1,666 | -6,383 | 0 | 0 | 0 | 0 | -8,049 | 0 | -8,049 |
| Distribution with respect to non-controlling interests |
0 | 0 | 0 | 0 | 0 | 0 | 0 | -232 | -232 |
| As of 30 June 2021 | 257,731 | 167,472 | -12,471 | -14,690 | 40,673 | 1,116,323 | 1,555,039 | 3,607 | 1,558,646 |
Notes to the consolidated interim financial statements
(condensed)
1. The Group
S IMMO Group (S IMMO AG and its subsidiaries) is an international real estate group. The parent company of the S IMMO Group, S IMMO AG, is headquartered at Friedrichstraße 10, 1010 Vienna, Austria. The company has been listed on the Vienna Stock Exchange since 1987 and since 2007 in the Prime Market segment. S IMMO AG was included in the Austrian ATX benchmark index for the first time on 18 September 2017. As of the reporting date, it has subsidiaries in Austria, Germany and CEE (Czechia, Slovakia, Hungary, Croatia, Romania and Bulgaria). As of 30 June 2022, S IMMO Group owned properties in all the above countries. S IMMO Group engages in long-term real estate investments in the form of the buying and selling of properties, project development, letting and asset management, revitalisation and refurbishment of buildings and the operation of hotels.
2. Accounting and valuation policies
2.1. Accounting policies
The consolidated interim financial statements for the six months ended on 30 June 2022 have been prepared in accordance with IAS 34 and do not contain all the information required to be disclosed in a full set of IFRS consolidated financial statements. The interim financial statements should therefore be read in conjunction with the IFRS consolidated financial statements for the year ended on 31 December 2021.
In preparing the consolidated interim financial statements for the six months ended on 30 June 2022, the accounting and valuation policies applied in the consolidated financial statements for the year ended on 31 December 2021 have been applied continuously.
The financial statements for the six months ended on 30 June 2022 have neither been comprehensively audited nor reviewed by independent auditors.
The accounting policies of all companies included in the consolidation are based on the uniform accounting regulations of S IMMO Group. The financial year for all companies is the year ending on 31 December.
In the second quarter of 2022, EXPO BUSINESS PARK S.R.L., Romania was acquired by way of a share deal. A business combination within the meaning of IFRS 3 did not exist for the newly consolidated company, as there was no business operation as defined by IFRS 3.
The consolidated interim financial statements are presented rounded to the nearest 1,000 euros (EUR '000 or kEUR). The totals of rounded amounts and the percentages may be affected by rounding differences caused by the use of computer software.
2.2. Reporting currency and currency translation
The Group's reporting currency is the euro. The functional currency is determined as per the criteria of IAS 21 and has been identified as being the euro for the majority of S IMMO Group's companies.
3. Selected notes to the consolidated interim financial statements
3.1. Statement of financial position
3.1.1. Investment properties
| EUR '000 | Rental properties | Properties under development and undeveloped land |
|---|---|---|
| As of 01 January 2021 | 2,316,747 | 38,175 |
| Additions | 192,704 | 8,951 |
| Disposals | -53 | 0 |
| Reclassification | -28,315 | 28,315 |
| Other changes | 0 | 0 |
| Changes in fair value (realised through profit or loss) |
182,717 | 1,593 |
| Reclassifications as properties held for sale |
-20,871 | 0 |
| As of 31 December 2021 | 2,642,929 | 77,034 |
| of which pledged as security |
2,567,475 | 18,006 |
| Additions | 118,305 | 1,988 |
| Disposals | -2 | -40 |
| Reclassification | 0 | 0 |
| Other changes | 0 | 0 |
| Changes in fair value (realised through profit or loss) |
15,108 | 5,662 |
| Reclassifications as properties held for sale |
-7,500 | 0 |
| As of 30 June 2022 | 2,768,840 | 84,644 |
| of which pledged as security |
2,479,256 | 0 |
No change in the fair value of the property held for sale was recognised through profit or loss (HY 2021 kEUR -23).
This consisted of:
Rental properties
| EUR '000 | 30 June 2022 | 31 December 2021 |
|---|---|---|
| Austria | 437,590 | 441,080 |
| Germany | 1,311,684 | 1,306,222 |
| CEE | 1,019,566 | 895,627 |
| 2,768,840 | 2,642,929 |
Properties under development and undeveloped land
| EUR '000 | 30 June 2022 | 31 December 2021 |
|---|---|---|
| Austria | 0 | 0 |
| Germany | 66,914 | 59,394 |
| CEE | 17,730 | 17,640 |
| 84,644 | 77,034 |
The measurement methods for the first half of 2022 correspond to level 3 of the IFRS 13.86 fair value hierarchy. The valuation result for the investment properties in the first half-year of 2022 are mainly based on valuations from external experts and apply to all segments.
3.1.2. Owner-operated properties
The segment owner-operated properties includes rental of rooms as well as catering activities. These hotels are operated under management agreements for the most part, and consequently the risks associated with occupancy rates are borne by S IMMO Group. Hotels of this kind are outside the scope of IAS 40 (investment property) and are therefore to be treated as non-current property, plant and equipment under IAS 16.
3.1.3. Other financial assets
All shares in IMMOFINANZ AG held as of 31 December 2021 (17,543,937 shares) were included in the takeover bid of CPI Property Group S.A. in March 2022 at a price of EUR 23.00. The resulting cash inflow amounted to kEUR 403,511. In addition, 2,144,280 shares in IMMOFINANZ AG were acquired at EUR 23.00 through the partial offer for IMMOFINANZ AG shares made in December 2021 and were also included in the takeover offer of CPI Property Group S.A. at the same price.
3.1.4. Cash and cash equivalents
| EUR '000 | 30 June 2022 |
31 December 2021 |
|---|---|---|
| Bank balances | 578,303 | 375,684 |
| Cash in hand | 158 | 139 |
| 578,461 | 375,823 |
3.1.5. Assets held for sale and liabilities in connection with assets held for sale
Real estate assets are "held for sale" if the intention is to sell the property soon. This intention currently exists for a property in Austria.
3.1.6. Equity
In connection with the sale of the shares in IMMOFINANZ AG, the amounts historically recognised for the shares in IMMOFINANZ AG were reclassified from the reserve for equity instruments (kEUR 18,912) to other reserves. This reclassification had no effect on the total amount of equity.
3.1.7. Issued bonds
The following table shows the key data for the corporate bonds issued:
| ISIN | Total nominal value EUR '000 |
Coupon | Effective interest rate |
Maturity |
|---|---|---|---|---|
| AT0000A1Z9D9 | 100,000.0 | 1.75% | 1.90% | 06 February 2024 |
| AT0000A1DBM5 | 33,993.5 | 3.25% | 3.36% | 09 April 2025 |
| AT0000A285H4 | 150,000.0 | 1.875% | 1.96% | 22 May 2026 |
| AT0000A2UVR4 (green bond) | 50,000.0 | 1.250% | 1.37% | 11 January 2027 |
| AT0000A1DWK5 | 65,000.0 | 3.25% | 3.31% | 21 April 2027 |
| AT0000A2MKW4 (green bond) | 150,000.0 | 1.75% | 1.84% | 04 February 2028 |
| AT0000A2AEA8 | 100,000.0 | 2.00% | 2.01% | 15 October 2029 |
| AT0000A1Z9C1 | 50,000.0 | 2.875% | 2.93% | 06 February 2030 |
All of the bonds are listed in the Corporates Prime segment of the Vienna Stock Exchange. The bond with the ISIN AT0000A2UVR4 was issued in the first quarter of 2022.
Due to the cancellation of the maximum voting rights previously enshrined in the Articles of Association of S IMMO AG, CPI Property Group S.A. held a controlling interest in S IMMO AG as of 30 June 2022 within the meaning of section 22 of the Austrian Takeover Act (ÜbG), meaning that a right to call the two green bonds existed on this date due to this change of control event. The corresponding bond liabilities were therefore reported under current bond liabilities as of 30 June 2022.
3.1.8. Other financial liabilities
Other current and non-current financial liabilities amounted to kEUR 957,291 (31 December 2021: kEUR 1,058,782) and include primarily mortgage loans, derivatives and lease liabilities.
As in the previous year, there were no covenant breaches in the first half of 2022.
3.1.9. Derivatives
The S IMMO Group currently uses swaps and caps to manage the interest rate risk in connection with property financing at variable interest rates.
The interest rate derivatives were disclosed under other noncurrent financial assets (30 June 2022: kEUR 36,736; 31 December 2021: kEUR 2,553) and non-current financial liabilities (30 June 2022: kEUR 279; 31 December 2021: kEUR 24,807) or current financial liabilities (30 June 2022: kEUR 62; 31 December 2021: kEUR 40). The fair value measurement of derivatives is based on the assessments of external experts. The valuation corresponds to a level 2 valuation according to IFRS 13. CVAs/ DVAs were included in the derivative valuation by analogous application of the methods as of 31 December 2021.
In the first half of 2022, measurement changes of kEUR 40,610 (HY 2021: kEUR 5,208) not including deferred taxes and deferred taxes for derivatives of kEUR -6,596 (HY 2021: kEUR -1,096) were recognised in other comprehensive income. A total of kEUR 34,015 (HY 2021: kEUR 4,112) was therefore recognised in other comprehensive income.
30 June 2022
31 December 2021
EUR '000 Nominal
| EUR '000 | Nominal | Positive fair value |
Negative fair value |
|---|---|---|---|
| Swaps | 1,012,939 | 36,148 | -341 |
| Caps | 140,000 | 588 | 0 |
| Total | 1,152,939 | 36,736 | -341 |
The expenses of hotel operations are made up largely of expenses for food, beverages, catering supplies, hotel rooms, licences and management fees, maintenance, operating costs, commissions, personnel expenses and advertising. In general, both income and expenses of hotel operations are subject to seasonal fluctuations. Overall, the gross profit from hotel operations improved to kEUR 5,182 (HY 2021: kEUR 2,194).
3.2.3. Results from property valuation
The valuation result by region breaks down as follows:
| EUR '000 | 01–06/2022 | 01–06/2021 |
|---|---|---|
| Austria | 3,792 | 28,856 |
| Germany | 11,944 | 94,519 |
| CEE | 5,034 | 8,102 |
| 20,770 | 131,477 |
3.2. Consolidated income statement
Positive fair value
Negative fair value
3.2.1. Rental income and revenues from operating costs and from hotel operations
Swaps 756,998 2,367 -24,847 Caps 165,000 186 0 Total 921,998 2,553 -24,847
Rental income broken down by the type of use of single renting space is shown below:
| EUR '000 | 01–06/2022 | 01–06/2021 | |
|---|---|---|---|
| Commercial excl. hotels | 52,973 | 45,767 | |
| Hotel | 1,875 | 897 | |
| Residential property | 18,193 | 17,195 | |
| Rental income according to the consolidated income statement |
73,041 | 63,859 |
Rental income increased significantly compared to the previous year, which was primarily due to additions to the portfolio of rental properties and a good like-for-like performance.
Revenues from hotel operations more than doubled from kEUR 10,156 in the first half of 2021 to kEUR 23,675. This is due, among other things, to the fact that the effects of the COVID-19 pandemic were significantly lower than in the previous year.
3.2.2. Operating costs and expenses from properties and hotel operations
Property operating expenses are almost exclusively expenses related to investment properties. They consist mainly of operating costs, valuation allowances for rents receivable, maintenance expenses and commissions.
3.2.4. Financial result
The net financial result consisted of the following:
| EUR '000 | 01–06/2022 | 01–06/2021 |
|---|---|---|
| Financing expenses | -22,474 | -14,662 |
| Financing income | 22,002 | 10,241 |
| Results from companies measured at equity |
595 | 2,199 |
| 123 | -2,222 |
The financial result for the first half of 2022 was characterised by significantly improved valuation effects of financial instruments recognised in profit or loss compared to the previous year.
Due to the disposal of the shares in CA Immobilien Anlagen AG in the financial year 2021, no dividend income from listed companies was recognised in contrast to the first half of 2021 (HY 2022: kEUR 0; HY 2021: kEUR 6,341).
3.2.5. Taxes on income
| EUR '000 | 01–06/2022 | 01–06/2021 |
|---|---|---|
| Current tax expense | -19,438 | -2,190 |
| Deferred tax income/expense | 16,334 | -24,628 |
| -3,104 | -26,818 |
4. Operating segments
Segment reporting for S IMMO Group is based on geographical regions. The assessment and analysis of the regional structure follows the strategic direction, which differentiates between Austria, Germany and CEE. The regions are as follows:
Austria: This operating segment includes all of the Group's Austrian subsidiaries, apart from those with properties in Germany.
Germany: This operating segment includes the German subsidiaries and also subsidiaries in Austria (under Austrian company law) holding properties in Germany.
CEE: The CEE segment includes the subsidiaries in Slovakia, Czechia, Hungary, Bulgaria, Croatia and Romania.
In preparing and presenting the segment information, the same accounting and valuation policies are applied as for the consolidated financial statements.
Each division operates independently of every other division. The chief operating decision maker for the divisions is the CEO.
| Austria | Germany | CEE | Total | |||||
|---|---|---|---|---|---|---|---|---|
| in EUR '000 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | 2022 | 2021 |
| Rental income | 9,841 | 9,402 | 29,399 | 28,297 | 33,801 | 26,160 | 73,041 | 63,859 |
| Revenues from operating costs | 2,089 | 2,003 | 7,007 | 6,109 | 13,741 | 8,948 | 22,837 | 17,060 |
| Revenues from hotel operations | 11,045 | 6,331 | 0 | 0 | 12,630 | 3,825 | 23,675 | 10,156 |
| Total revenues | 22,975 | 17,736 | 36,406 | 34,406 | 60,172 | 38,933 | 119,553 | 91,075 |
| Other operating income | 359 | 190 | 287 | 460 | 207 | 1,318 | 853 | 1,968 |
| Property operating expenses | -3,893 | -3,622 | -16,929 | -15,886 | -17,708 | -12,387 | -38,530 | -31,895 |
| Hotel operating expenses | -10,066 | -4,318 | 0 | 0 | -8,427 | -3,644 | -18,493 | -7,962 |
| Gross profit | 9,375 | 9,986 | 19,764 | 18,980 | 34,244 | 24,220 | 63,383 | 53,186 |
| Gains on property disposals | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Management expenses | -9,591 | -9,229 | -3,404 | -3,167 | -1,495 | -1,186 | -14,489 | -13,582 |
| EBITDA | -215 | 757 | 16,360 | 15,813 | 32,748 | 23,035 | 48,894 | 39,604 |
| Depreciation and amortisation | -2,473 | -2,454 | -89 | -94 | -2,264 | -2,186 | -4,826 | -4,733 |
| Results from property valuation | 3,792 | 28,856 | 11,944 | 94,519 | 5,034 | 8,102 | 20,770 | 131,477 |
| EBIT | 1,105 | 27,159 | 28,214 | 110,238 | 35,519 | 28,950 | 64,838 | 166,348 |
| 30 June 2022 |
31 December 2021 |
30 June 2022 |
31 December 2021 |
30 June 2022 |
31 December 2021 |
30 June 2022 |
31 December 2021 |
|
|---|---|---|---|---|---|---|---|---|
| Non-current assets | 512,532 | 906,738 | 1,395,264 | 1,368,025 | 1,129,672 | 993,204 | 3,037,468 | 3,267,966 |
| Non-current liabilities | 728,377 | 870,856 | 434,592 | 507,563 | 465,505 | 443,224 | 1,628,473 | 1,821,643 |
5. Other obligations and contingent liabilities
In the S IMMO Group there were a number of open legal disputes as of 30 June 2022. However, in the management's opinion, neither the individual amounts involved nor the total are material.
6. Related party disclosures
S IMMO Group's related parties are as follows:
- S IMMO Group's managing bodies
- CPI Property Group S.A. Group
- Radovan Vítek
- IMMOFINANZ AG
- Associated companies and joint venture companies of the Group
In the first half of 2022, there were no related party transactions with S IMMO AG's shareholders.
S IMMO Group's managing bodies are as follows:
S IMMO AG Management Board:
- Bruno Ettenauer, MRICS (CEO)
- Herwig Teufelsdorfer, MRICS
- Friedrich Wachernig, MBA
S IMMO AG Supervisory Board:
- Karin Rest, EMBA (chairwoman)
- Manfred Rapf (first deputy chairman since 10 June 2022, second deputy chairman until 10 June 2022)
- Florian Beckermann, LL.M. (second deputy chairman since 10 June 2022)
- Ewald Aschauer
- Hanna Bomba
- Christian Böhm
- John Nacos
- Ulrich Steffen Richter (since 01 June 2022)
- Andreas Feuerstein, employee representative
- Holger Schmidtmayr, MRICS, employee representative
- Elisabeth Wagerer, employee representative
- Christian Hager (first deputy chairman until 01 June 2022, left the Supervisory Board as of 01 June 2022)
As of 30 June 2022, there were no receivables or payables due to related parties of the S IMMO Group except the associated companies.
There were also no other transactions with associated companies or joint ventures that are recognised according to the equity method.
There were no related-party transactions according to IAS 24 with subsidiaries not consolidated.
7. Significant events after the balance sheet date
Due to the cancellation of the maximum voting rights previously enshrined in the Articles of Association of S IMMO AG, CPI Property Group S.A. held a controlling interest in S IMMO AG as of 30 June 2022 within the meaning of section 22 of the Austrian Takeover Act (ÜbG), meaning that a right to call the two green bonds existed on this date due to this change of control event. At the end of the cancellation period in August 2022, holders of the corporate bond 1.25% S IMMO green bond 2022–2027 (ISIN AT0000A2UVR4) called a total nominal amount of approximately EUR 24.9m and holders of the corporate bond 1.75% S IMMO green bond 2021–2028 (ISIN AT0000A2MKW4) called a nominal amount of EUR 79.6m. Repayment was made on 11 August 2022 from the cash and cash equivalents of S IMMO AG.
After the expiry of the acceptance period of the takeover offer of CPI Property Group S.A. in August 2022, CPI Property Group S.A. held 79.20% in S IMMO. Consequently, extraordinary termination rights were also triggered for two further bonds. Accordingly, holders of the 3.25% bond 2015–2027 with ISIN AT0000A1DWK and the 3.25% bond 2015–2025 with ISIN AT0000A1DBM5 have the right to exercise their termination rights in writing until 29 September 2022.
The Management Board of S IMMO AG has received a request from CPI Property Group S.A. pursuant to section 105 para 3 of the Austrian Stock Corporation Act to convene an Extraordinary General Meeting of S IMMO AG with the agenda item "Changes to the Supervisory Board".
Against the background of CPI Property Group S.A.'s acquisition of a controlling interest of approximately 44.41% of the total outstanding voting rights and the consequent mandatory offer to the Company's shareholders published on 15 July 2022, the Supervisory Board members Ewald Aschauer, Christian Böhm, Hanna Bomba, John Nacos and Manfred Rapf announced their resignation as Supervisory Board members of S IMMO as of the end of the Extraordinary General Meeting. On this basis, CPI Property Group S.A. proposes the dismissal of Florian Beckermann, the reduction of the number of members of the Supervisory Board elected by the General Meeting from eight to four members, and the election of Mr. Martin Němeček and Mr. John Verpeleti to the Company's Supervisory Board.
In February 2022, the war broke out in Ukraine. S IMMO does not own any properties in Ukraine or Russia and is therefore only indirectly affected by the crisis, but the further impact on S IMMO Group's business activities cannot yet be estimated.
Also, at the time of writing these interim financial statements, the effects of the COVID-19 pandemic and the related uncertainties in the markets in which S IMMO operates continue.
Vienna, 29 August 2022
Management Board:
Bruno Ettenauer, MRICS m.p.
Herwig Teufelsdorfer, MRICS m.p.
Friedrich Wachernig, MBA m.p.
DECLARATION OF THE MANAGEMENT BOARD
pursuant to section 125 (1) item (3) Austrian Stock Exchange Act (Börsegesetz)
Statement of all legal representatives
"We confirm to the best of our knowledge that the condensed interim financial statements give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group as required by the applicable accounting standards and that the Group Management Report gives a true and fair view of important events that have occurred during the first six months of the financial year and their impact on the condensed interim financial statements, of the principal risks and uncertainties for the remaining six months of the financial year, and of the major related party transactions to be disclosed."
Vienna, 29 August 2022
The Management Board
Bruno Ettenauer, MRICS Herwig Teufelsdorfer, MRICS Friedrich Wachernig, MBA
FINANCIAL CALENDAR 2022
29 August 2022 Results for the first half-year of 2022 06 September 2022 Extraordinary General Meeting 28 November 2022 Results for the first three quarters of 2022
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CONTACT
PUBLICATION DETAILS
S IMMO AG
Friedrichstraße 10 1010 Vienna Austria Email: [email protected] Phone: +43 1 22795-1112 Fax: +43 1 22795-91112 www.simmoag.at/en
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Photography
Management Board Andreas Jakwerth Cover Vlad Patru (upper left, right); Andreas Jakwerth (lower left)
Investor Relations
Email: [email protected] Phone: +43 1 22795-1125 Fax: +43 1 22795-91125 investors.simmoag.at
Corporate Communications
Email: [email protected] Phone: +43 1 22795-1120 Fax: +43 1 22795-91120 press.simmoag.at
This Interim Report has been prepared and proofread with the greatest possible care and the information in it has been checked. Nevertheless, the possibility of rounding errors, errors in transmission or typesetting errors cannot be excluded. Apparent arithmetical errors may be the result of rounding errors caused by software.
This Interim Report contains information and forecasts relating to the future development of S IMMO AG and its subsidiaries. These forecasts are estimates based on the information available to us at the time the Interim Report was prepared. Should the assumptions on which the forecasts are based prove to be unfounded, or should events of the kind described in the risk report of the annual report occur, then the actual outcomes may differ from those currently expected. This Interim Report neither contains nor implies a recommendation either to buy or to sell shares or other financial instruments of S IMMO AG. Past events are not a reliable indicator of future developments.
This Interim Report has been prepared in German, and only the German version is authentic. The Interim Report in other languages is a translation of the German Interim Report.
Phone: +43 1 22795-1125 Fax: +43 1 22795-91125
Email: [email protected] www.simmoag.at/en