AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Unibail-Rodamco-Westfield SE

Quarterly Report Jul 25, 2024

1729_ir_2024-07-25_1d73e740-cae8-48cb-ac71-9847ec81c70c.pdf

Quarterly Report

Open in Viewer

Opens in native device viewer

FINANCIAL REPORT – FIRST HALF 2024

Management Discussion & Analysis:

1. Business review and H1-2024
results
p 3
2. Investments and divestments p
26
3. Development projects as at June 30, 2024 p 28
4. Property portfolio and Net Asset Value as at June 30, 2024 p 32
5. Financial resources p
52
6. EPRA Performance measures p 63
7. EPRA and Adjusted Recurring Earnings
per share
p
71
Other information:
1. Group consolidated data p
73
2. Consolidated income statement by segment and region p 77
3. Glossary p 78
Condensed consolidated interim financial statements as at June 30, 2024 p
81
Statutory auditors' review report on the 2024
half-yearly financial information
p
130
Statement of the person responsible for the condensed consolidated interim financial
statements and the half-year financial report as at June 30, 2024, filed with the
French Financial Authorities (Autorité des Marchés Financiers "AMF")
p 131

MANAGEMENT DISCUSSION & ANALYSIS1 :

1. Business review and H1-2024 results p 3
2. Investments and divestments p 26
3. Development projects as at June 30, 2024 p 28
4. Property portfolio and Net Asset Value as at June 30, 2024 p 32
5. Financial resources p 52
6. EPRA Performance measures p 63
7. EPRA and Adjusted Recurring Earnings per share p 71

1 The Management Discussion & Analysis (MD&A) is based on the Financial statements prepared on a proportionate basis.

1. BUSINESS REVIEW AND H1-2024 RESULTS

I. ACCOUNTING PRINCIPLES AND SCOPE OF CONSOLIDATION

Accounting principles

Unibail-Rodamco-Westfield's ("URW" or "the Group") condensed consolidated financial statements as at June 30, 2024, were prepared in accordance with IAS34 – standard of the International Financial Reporting Standards ("IFRS") as adopted by the European Union applicable to the interim financial information as at that date.

The Group also prepares financial statements in a proportionate format, in which the joint-controlled entities are accounted for on a proportionate basis, instead of being accounted for using the equity method under IFRS. The business review and results are presented based on the financial statements on a proportionate basis, with no impact on the net results.

Certain amounts recorded in the condensed consolidated financial statements reflect estimates and assumptions made by management in regards of complex geopolitical and macro-economic environment and difficulties in assessing their impacts and future prospects. In this context, management has taken into account these uncertainties on the basis of reliable information available at the date of the preparation of the condensed consolidated financial statements, particularly with regards to the fair value of investment properties and financial instruments, the estimation of the provision for doubtful debtors, as well as the testing of goodwill and intangible assets.

Due to inherent uncertainties associated with estimates, the Group reviews those estimates based on regularly updated information. Actual results might eventually differ from estimates made at the date of the preparation of the condensed consolidated financial statements.

96% of URW's property portfolio and intangible assets related to the Shopping Centres, Offices & Others, Convention & Exhibition and Services segments were valued by independent appraisers as at June 30, 2024.

Scope of consolidation

The principal changes in the scope of consolidation since December 31, 2023, are:

  • The disposal of Equinoccio in January 2024; and
  • The acquisition of the remaining 50% stake in CH Ursynów in February 2024.

Operational reporting

URW operates in 12 countries grouped in 9 regions: France, the United States of America ("US"), Poland, Czech Republic, Slovakia ("Central Europe"), the United Kingdom ("UK"), Sweden, Denmark ("Nordics"), Spain, Austria, Germany and The Netherlands. These countries were operationally grouped in 5 main regions, i.e. Southern Europe (France, Spain, Italy), Northern Europe (Sweden, Denmark, The Netherlands), Central and Eastern Europe (Germany, Austria, Poland, Czech Republic, Slovakia), UK and US.

As Southern Europe (France) has substantial activities in all 3 business lines of the Group, this region is itself divided into 3 segments: Shopping Centres, Offices & Others and Convention & Exhibition ("C&E")2 . The other regions operate almost exclusively in the Shopping Centres segment. In the US, the Group also operates an airport terminals commercial management business.

2 C&E includes the Les Boutiques du Palais retail asset.

II. OPERATING PERFORMANCE

Sales and footfall data in the US relate to Flagship assets, which form the core of URW's activities in the region. US Regional assets, representing c. 1% of the Group's GMV, are being streamlined.

Footfall3 and tenant sales4

European footfall

In Europe, H1-2024 footfall was up +2.5% compared to H1-2023, including +2.5% in Continental Europe and +1.9% in the UK.

US footfall

In the US, H1-2024 footfall5 increased by +5.1% compared to H1-2023.

European tenant sales

H1-2024 sales showed strong performance, outperforming footfall evolution. In H1-2024, tenant sales were up +3.9% in Europe, with Continental Europe at +4.1% and the UK at +3.0%.

In Europe, URW tenant sales growth was well above average core inflation of 3.3% in H1-2024 and national sales indices of +2.2%6 over the period, demonstrating that URW centres continue to gain market share.

H1-2024 saw a strong increase in well-being sectors, with Fitness +29.0% and Health & Beauty +12.2%, while Fashion and F&B continued to perform strongly at +4.4% and +4.7% respectively.

US tenant sales

In the US, H1-2024 tenant sales7 increased by +5.1%, compared to an average core inflation of 3.6% and national sales index of +2.3%6 over the period.

This performance was driven by the experiential sectors with +15.2% for Entertainment and +7.4% for F&B, as well as Sport (+12.6%), Fashion (+8.3%) and Health & Beauty (+6.9%). Luxury was up +5.2% and Jewellery up +14.6%.

3 Footfall for all centres in operation, including extensions of existing assets, but excluding deliveries of new brownfield projects and heavy refurbishment, newly acquired assets and assets under heavy refurbishment (Ursynów, Croydon, Les Ateliers Gaîté, Westfield CNIT, Garbera and Centrum Černý Most) or works in the surrounding area (Fisketorvet), excluding Carrousel du Louvre and excluding Zlote Tarasy as this centre is not managed by URW, and excluding, in the US, the centres for which no comparable data of the previous year is available.

4 Tenant sales for all centres (except The Netherlands) in operation, including extensions of existing assets, but excluding deliveries of new brownfield projects and heavy refurbishment, newly acquired assets and assets under heavy refurbishment (Ursynów, Croydon, Les Ateliers Gaîté, Westfield CNIT, Garbera, Centrum Černý Most and Multiplex at Westfield Shopping City Süd) or works in the surrounding area (Fisketorvet), excluding Zlote Tarasy as this centre is not managed by URW, excluding Carrousel du Louvre and excluding Auto category for Europe and Auto and Department Stores for the US.

5 US Flagships only. US Regionals at +3.8%.

6 Based on latest national indices available (year-on-year evolution) as at May 2024: France: INSEE (April); Spain: Instituto Nacional de Estadística; Central Europe: Polish Council of Shopping Centres (Poland), Český Statistický Úřad (Czech Republic); Austria: Eurostat; Germany: Destatis-Genesis (April); Nordics: Statistikdatabasen (Sweden); UK: Office for National Statistics (June); US: U.S. Bureau of Labor Statistics (June).

7 US Flagships only. US Regionals and US CBD asset (Westfield World Trade Center) at +1.2% and +5.1%, respectively.

Group footfall and tenant sales summary

The table below summarises the Group's footfall and tenant sales growth in H1-2024:

Region Footfall (%) Tenant Sales (%)
H1-2024
vs. H1-2023
H1-2024
vs. H1-2023
National
Sales Index8
France +3.6% +3.7% +1.2%
Spain +5.5% +12.6% +2.6%
Central Europe +0.3% +4.5% +4.4%
Austria +0.1% +2.5% +1.0%
Germany -0.1% +0.0% +2.8%
Nordics +2.7% +2.4% +3.2%
The Netherlands +1.5% NA NA
Total Continental Europe +2.5% +4.1% +2.2%
UK +1.9% +3.0% +1.9%
Total Europe +2.5% +3.9% +2.2%
US Flagships +5.1% +5.1% +2.3%
Total Group9 +2.9% +4.2% +2.2%

Bankruptcies

Bankruptcies have decreased in H1-2024 with 123 stores affected compared to 211 stores in H1-2023. Overall, tenant insolvency procedures represented 1.2% of the stores in URW's portfolio in H1-2024 (2.3% in H1-2023) with Austria, Northern Europe and France among the most impacted regions.

64% of bankrupted units saw their tenant still in place or were relet as at end of June, the remainder impacting vacancy.

Rent collection10

As at July 19, 2024, 97% of the Group's invoiced H1-2024 rents and service charges has been collected, with 97% in Europe and 96% in the US.

Since January 2024, the Group also collected additional rents that related to 2023, improving its 2023 collection rate from 97%, as reported for the full year 2023 results, to 98% at June 2024.

8 Based on latest national indices available (year-on-year evolution) as at May 2024: France: INSEE (April); Spain: Instituto Nacional de Estadística; Central Europe: Polish Council of Shopping Centres (Poland), Český Statistický Úřad (Czech Republic); Austria: Eurostat; Germany: Destatis-Genesis (April); Nordics: Statistikdatabasen (Sweden); UK: Office for National Statistics (June); US: U.S. Bureau of Labor Statistics (June).

9 Total Group including Europe and US Flagships. Including US Regionals and CBD asset, total URW sales growth was +4.0% compared to H1-2023.

10 Retail only, assets at 100%. MGR + CAM in the US.

III. BUSINESS REVIEW BY SEGMENT

The Business review by segment presented below has been prepared based on the Group's European perimeter. Section 4 contains the US Business Review. Unless otherwise indicated, all references in Sections 1 to 3 are to URW's European operations and relate to the 6-month period ended June 30, 2024.

1. Europe – Shopping Centres

1.1. Activity

Leasing activity11

In H1-2024, URW signed 761 leases (vs. 74612) on standing assets for €155.4 Mn of MGR (vs. €123.1 Mn12). These 761 leases include 572 leases (75% of leasing activity) with a maturity above 3 years13 (vs. 55312 and 74%12). H1-2024 MGR signed on leases above 3 years amounted to €131.2 Mn, i.e. 84% of MGR signed (vs. €102.9 Mn12 and 84%12). The stabilised high proportion of long-term leases reflects the effectiveness of URW's proactive leasing strategy, the strong appeal for URW assets and the return to a normalised situation.

leases include 572 leases (75% of leasing activity) with a maturity above 3 years13 (vs. 55312 and 74%12). H1-2024 MGR
signed on leases above 3 years amounted to €131.2 Mn, i.e. 84% of MGR signed (vs. €102.9 Mn12 and 84%12). The stabilised
high proportion of long-term leases reflects the effectiveness of URW's proactive leasing strategy, the strong appeal for URW
assets and the return to a normalised situation.
The MGR uplift on renewals and relettings was +2.6% on top of indexed passing rents (+2.8%12 in 2023) in Continental
Europe, driven by a strong reversion in Central Europe and Spain, partially offset by a decrease in Austria and The
Netherlands. It was +5.2% before rents indexation. The MGR uplift on renewals and relettings was +18.2% in the UK and
+4.9% for Europe as a whole on top of indexed passing rents.
Deals longer than 36 months had an MGR uplift of +5.4% on top of indexed passing rents (+4.5%12 in 2023) for Continental
Europe and +7.9% before rents indexation. MGR uplift on deals longer than 36 months was +18.5% for the UK and +7.4%
for Europe as a whole on top of indexed passing rents.
The average rent per sqm on deals signed in Europe increased from €532/sqm/year in 2023 to €557/sqm/year in H1-2024
(i.e. +4.8%), showing the focus on higher value leases.
Lettings / re-lettings / renewals excluding Pipeline
Region nb of leases
signed
sqm MGR
(€ Mn)
MGR uplift MGR uplift on deals above 3
years firm duration
€ Mn % € Mn %
France 115 70,450 39.8 0.4 1.3% 0.5 1.8%
Spain 107 24,214 17.9 1.5 9.5% 1.4 11.3%
Southern Europe 222 94,664 57.7 1.9 4.2% 1.9 4.8%
Central Europe 160 32,829 25.0 3.4 16.8% 3.2 19.5%
Austria 77 16,808 10.5 -
1.5
-12.6% -
0.1
-1.2%
Germany 112 35,124 16.6 -
0.4
-2.7% -
0.1
-1.1%
Central and Eastern Europe 349 84,761 52.2 1.5 3.1% 3.0 8.5%
Nordics 61 29,781 10.8 -
0.1
-1.6% -
0.1
-1.4%
The Netherlands 42 12,637 6.1 -
0.5
-8.1% -
0.2
-6.6%
Northern Europe 103 42,418 17.0 -
0.6
-4.1% -
0.3
-2.9%
Total Continental Europe 674 221,843 126.9 2.7 2.6% 4.6 5.4%
UK(a) 87 57,175 28.5 3.3 18.2% 2.9 18.5%
Total Europe 761 279,019 155.4 6.1 4.9% 7.5 7.4%
Figures may not add up due to rounding.
(a) Excluding Croydon to be redeveloped and restructured.
Leading retailers show confidence in the value of URW's shopping centres, recognising the crucial role of their physical
stores at URW's destination assets within their business model. The trend remains towards prime stores which offer

Leading retailers show confidence in the value of URW's shopping centres, recognising the crucial role of their physical stores at URW's destination assets within their business model. The trend remains towards prime stores which offer comprehensive services, such as click & collect and self-check-out, as they enhance customers shopping experience while improving retailers' financial performance through their "drive-to-store" and omnichannel strategies.

11 Leasing activity includes only deals with maturity >= 12 months, consistent with prior periods. Excluding Croydon to be redeveloped and restructured.

12 Restated for disposed assets.

13 Usual 3 / 6 / 9 leases in France are included in the long-term leases.

Specifically, the average fashion store size in URW's assets has increased by +12% from H1-2019 to H1-2024, with 73%14 now offering click & collect services. Notable upsizings in H1-2024 included Primark in Westfield Stratford City, H&M and Lacoste in Westfield La Part-Dieu, Celio in Westfield Euralille and Pull&Bear in Westfield Donau Zentrum.

URW also signed leases with retailers entering new markets, such as Stradivarius in Westfield Donau Zentrum, Tag Heuer in Westfield Mokotów and Made by Society in Westfield Mokotów.

In H1-2024, the Group continued to sign leases with Digitally Native Vertical Brands, including Glowstation in Westfield Mall of Scandinavia, Nobody's Child in Westfield Stratford City, S'portofino in Westfield Chodov and Emma Sleep in Westfield Glòries, demonstrating the importance of physical presence within retailers' growth strategy.

The rotation rate was 5.3%, in line with URW's objective to rotate at least 10% of tenants or concepts annually.

The Group saw several key store openings in H1-2024 in growing sectors, including:

  • Sport with JD Sports opening its largest store worldwide with 4,200 sqm in Westfield Stratford City and Nike refurbishing its 1,300 sqm store at Westfield Forum des Halles to feature its new concept;
  • Health & Beauty with the opening of Dior Beauty in Westfield Chodov and Aroma-Zone in both Westfield Euralille and Westfield CNIT;
  • Entertainment with the opening of Gravity MAX, London's biggest urban theme park, in Westfield Stratford City, La Tête dans Les Nuages, a leading French leisure concept, in Westfield Les 4 Temps and Flip Out in Westfield Täby Centrum.

As part of its strategy to create mixed-use destinations, the Group secured planning permission to transform the former House of Fraser department store building in Westfield London into "The Village Offices", a new three level 115,000 sq. ft. highquality and sustainable office space that could accommodate up to 2,000 workers. Active discussions are underway with major office tenants and co-working operators attracted by the quality, amenities and connectivity of the space. Westfield London is fast becoming a destination for major brands to base their headquarters, including Net-a-Porter, Venture X and Vue who are already occupying existing office space at the centre.

Retail Media & other income - Europe

Retail Media and other income includes Westfield Rise, the Retail Media and Brand Partnerships division ("Retail Media"), as well as kiosks, seasonal markets, pop-ups and car park activations ("other income").

Total Retail Media & other income activity in Europe amounted to €37.4 Mn on a proportionate basis (€40.0 Mn in net margin at 100%), up +26.3% compared to H1-2023. The €40.0 Mn in net margin includes the contribution from Retail Media (€24.4 Mn) and other income (€15.5 Mn).

Retail Media - Westfield Rise

"Westfield Rise", URW's own in-house retail media agency since 2022, generates growing revenues from Media Advertising and Brand Experience campaigns, supported by data analytics. Westfield Rise gross income15 in Europe was up by +26.1% compared to H1-2023, outperforming the OOH16 Media market, which is projected to grow by +5%17 in 2024. Westfield Rise net margin was up +24.7%.

During H1-2024, Westfield Rise continued strengthening its large-format screens with the launch of 2 new immersive screens: in Westfield Mokotów and the new "Digital Dream" in Westfield Les 4 Temps.

Westfield Rise also agreed on new long-term Media partnerships with Ocean Outdoor in Germany and Goldbach in Austria on significantly improved terms compared to the previous agreement. This partnership will benefit from the deployment of new large-format screens in both countries.

The upcoming Olympic Games boosted the Technology and Sport categories, in particular with the exterior media domination campaign of Samsung at Westfield Les 4 Temps and the Nike activation at Westfield Forum des Halles, the Adidas activations in Westfield Centro and Höfe am Brühl for the Euro football competition and the JD Sports activation in Westfield Parquesur.

Key brands (including Samsung, Coca-Cola, Disney, Toyota, General Motors and L'Oréal) along with retailers from URW malls place an even stronger confidence in the Westfield Rise agency.

14 In terms of Gross Lettable Area ("GLA") as at June 30, 2024.

15 At 100%.

16 Out-Of-Home.

17 Statista Advertising Market Forecast, Western Europe (December 2023).

The audience qualification tool and first proprietary algorithms are now live and running in 6 countries, delivering valuable and insightful data to communication agencies and advertisers.

The average revenue per visit18, a key performance indicator, increased by +20.6% compared to H1-2023, driven by an increase in revenue above the footfall increase.

Westfield Rise is on track to reach its 2024 target of a net margin at 100% of €75 Mn, with 63% of budgeted gross income already secured (31% above last year).

Other income

Other income performance, which mainly includes pop-up stores, was up in H1-2024, with a net margin reaching €15.5 Mn, +7.7% compared to H1-2023.

Marketing & Communication

Westfield is the flagship brand of Unibail-Rodamco-Westfield, which owns, develops, and operates sustainable malls aligned with its purpose to create sustainable places that Reinvent Being Together.

In H1-2024, the Group launched several campaigns to promote the Westfield brand at both global and regional levels, highlighting its motto "More Extra, Less Ordinary".

At the global scale, 38 Westfield-branded shopping centres in Europe and the US hosted, in April and May, the second edition of the Westfield Good Festival. A new, dynamic and engaging communication campaign supported the roll out of this event in all European countries and in the United States. The campaign was displayed through all touchpoints, including out-ofhome (OOH), digital out-of-home (DOOH), video online (VOL), digital, social media and CRM.

Westfield Good Festival has also been an opportunity for the Group to further display the sustainable evolution in the retail sector, offering brands a platform to showcase their efforts towards the environmental transition while inspiring customers to embrace sustainable practices. This event offered visitors a mix of sustainability-themed experiences and activities including workshops, second-hand markets, influencer talks and pop-up stores, delivered in partnership with more than 120 brands, NGOs and local organisations. The Festival also showcased the winner of the People's Choice Award at the 2023 Westfield Grand Prix (in France, the UK, Spain, Germany and Austria).

In France, Westfield is deploying a partnership with the Olympic Committee. This is the opportunity to share the energy of the Paris 2024 Olympic and Paralympic Games at the heart of Westfield lively places. Ahead of time, the Group has been redecorating centres with the Olympic Games visual identity, an initiative that was praised in the Olympic Games activity report in 2023. Given its 170 Mn annual footfall in France, URW has been raising awareness among the French by organising vibrant and inclusive events to promote sport. This mission started two months ago with "The Place to Play" tour, across 8 French Westfield shopping centres over 30 dates. This tour has already attracted 30,000 people and was cited as one of the 10 most outstanding marketing operations for the Olympics by the media "e-marketing.fr".

Overall, these events enabled the Group to continue building brand awareness while driving footfall into its malls.

URW also continued to build its digital presence. Following the mobile app revamping for all URW shopping centres in Europe and the US in November 2023, the Group has been continuously enhancing the digital experience, counting 500,000 new users in H1-2024. These improvements have made customer interactions with the brand and shopping centres more personalised, engaging, and convenient. As at June 30, 2024, the Group's customer database had grown to 15.7 million contacts, including 12.0 million loyalty members or account holders. On social media, the Group's shopping centre accounts across Facebook, Instagram, YouTube and TikTok, in both Europe and the US, reached a total of 10 million followers as at June 30, 2024.

18 Revenue generated by Westfield Rise divided by the footfall of the same period.

1.2. Net Rental Income

1.2. Net Rental Income
Total consolidated Net Rental Income ("NRI") was €744.3 Mn for Continental Europe (+4.0%) and €816.6 Mn for Europe
(+4.3%), as a result of positive like-for-like evolution.
In H1-2024, the NRI was positively impacted by indexation, leasing activity, higher variable income and FX impact, partly
offset by disposals.
Net Rental Income (€Mn)
Region H1-2024 H1-2023 %
France 276.3 277.1 -0.3%
Spain 93.2 84.4 10.5%
Southern Europe 369.5 361.5 2.2%
Central Europe 141.2 134.6 4.8%
Austria 62.3 59.1 5.3%
73.0 65.5 11.5%
Germany 259.2 6.6%
Central and Eastern Europe 276.4
Nordics 57.7 55.7 3.6%
The Netherlands 40.7 39.3 3.4%
Northern Europe 98.4 95.0 3.5%
Total NRI - Continental Europe 744.3 715.8 4.0%
UK 72.3 66.8 8.3%
Total NRI - Europe 816.6 782.5 4.3%
  • +€7.5 Mn due to assets in pipeline or delivered, primarily in France, Spain, Austria, Germany and Denmark;
  • +€1.3 Mn due to positive effect in GBP, partly offset by negative effect in SEK;
  • -€2.8 Mn due to exceptional and other items;
  • -€13.0 Mn due to disposals of assets in France with the disposal of Polygone Riviera in October 2023 and Spain with the disposal of Equinoccio in January 2024;
  • +€41.1 Mn of like-for-like NRI growth in Europe (+5.5%) (+€36.0 Mn in Continental Europe (+5.3%)).
Figures may not add up due to rounding.
The total net change in NRI amounted to +€34.1 Mn in Europe (including +€28.5 Mn in Continental Europe) and breaks
down as follows19:

+€7.5 Mn due to assets in pipeline or delivered, primarily in France, Spain, Austria, Germany and Denmark;

+€1.3 Mn due to positive effect in GBP, partly offset by negative effect in SEK;

-€2.8 Mn due to exceptional and other items;

-€13.0 Mn due to disposals of assets in France with the disposal of Polygone Riviera in October 2023 and Spain with the
disposal of Equinoccio in January 2024;

+€41.1 Mn of like-for-like NRI growth in Europe (+5.5%) (+€36.0 Mn in Continental Europe (+5.3%)).
Region Net Rental Income (€Mn)
Like-for-like
H1-2024 H1-2023 %
France 270.6 261.0 3.7%
Spain 79.8 72.3 10.3%
Southern Europe 350.3 333.2 5.1%
Central Europe 139.3 134.0 4.0%
Austria 61.5 56.7 8.4%
Germany 69.9 64.9 7.8%
Central and Eastern Europe 270.8 255.7 5.9%
Nordics 57.6 55.7 3.4%
The Netherlands 40.1 38.2 4.9%
Northern Europe 97.7 93.9 4.0%
Total NRI Lfl - Continental Europe 718.8 682.8 5.3%
UK 68.0 62.9 8.1%
Total NRI Lfl - Europe 786.8 745.8 5.5%

19 Figures may not add up due to rounding.

Net Rental Income Like-for-like evolution (%)
Region Indexation Renewals,
relettings net
of departures
Sales Based
Rent
Doubtful
debtors
Other Total
France 3.1% 0.6% 0.8% 1.6% -2.4% 3.7%
Spain 2.6% 2.1% 1.3% 1.9% 2.5% 10.3%
Southern Europe 3.0% 0.9% 0.9% 1.6% -1.3% 5.1%
Central Europe 3.3% 1.0% 0.8% -0.4% -0.8% 4.0%
Austria 2.8% -0.8% 0.4% 1.3% 4.8% 8.4%
Germany 2.0% -0.7% 2.3% 3.7% 0.5% 7.8%
Central and Eastern Europe 2.9% 0.2% 1.1% 1.0% 0.8% 5.9%
Nordics 2.6% -1.2% 0.3% -1.2% 2.9% 3.4%
The Netherlands 1.1% 2.0% 2.3% -2.6% 2.1% 4.9%
Northern Europe 2.0% 0.1% 1.1% -1.8% 2.6% 4.0%
Total NRI Lfl - Cont. Europe 2.8% 0.5% 1.0% 0.9% 0.0% 5.3%
UK 0.0% 3.1% -1.2% -0.9% 7.1% 8.1%
2.6% 0.8% 0.8% 0.8% 0.6% 5.5%
Total NRI Lfl - Europe
  • +2.6% of indexation (+6.1% in H1-2023), driven by a +2.8% indexation effect in Continental Europe;
  • +0.8% of "Renewals and relettings net of departures" (+1.1% in H1-2023), as a result of the decrease in vacancy in particular in the UK, Central Europe and Spain, uplift on relettings/renewals and SBR crystallisation mainly in The Netherlands;
  • +0.8% due to higher Sales Based Rents (+1.4% in H1-2023) as a result of strong tenants' sales performances;
  • +0.8% due to the provisions for doubtful debtors (-1.1% in H1-2023), mainly due to better rent collection and lower bankruptcies and reversal of provisions in Germany;
  • +0.6% in "Other" (+4.8% in H1-2023), mainly due to higher variable revenues (in particular Retail Media, Parking income), lower service charges in the UK and Austria, partly offset by settlement of discounts and lease terminations which impacted positively H1-2023 in France.

The improvement in vacancy rate or positive MGR uplifts do not simultaneously translate into incremental like-for-like Net Rental Income due to, in particular, the time lag between the signing date and the effective date of the lease and the potential delay between the lease end of a departing tenant and the effective date of the lease with a new tenant.

Sales Based Rents in Europe amounted to €38.4 Mn in H1-2024 (4.7% of NRI), including €32.6 Mn in Continental Europe (4.4% of NRI) and €5.8 Mn in the UK (8.0% of NRI). This corresponded to a growth of +16.2% compared to H1-2023 and +20.5% on a like-for-like basis on the back of strong sales performances of URW retailers.

1.3. Vacancy and Occupancy Cost Ratio ("OCR")

1.3. Vacancy and Occupancy Cost Ratio ("OCR")
rate20 was 4.0%, compared to 4.2% as at March 31, 2024, and 3.8% as at December 31, 2023. The Estimated Rental Value ("ERV") of vacant space in operation in the portfolio was €76.9 Mn in Europe (€71.2 Mn as at
December 31, 2023) and €58.7 Mn in Continental Europe (€51.7 Mn as at December 31, 2023). Overall, the EPRA vacancy
2023, mainly due to bankruptcies. The EPRA vacancy rate in Continental Europe was 3.5% from 3.6% as at March 31, 2024, and 3.2% as at December 31,
continued to trend downwards below 3%. Vacancy stood at 9.6%, steadily absorbing the impact of the 2018 extension (c. 80,000 sqm) while Westfield Stratford City vacancy
Region June 30, 2024
%
Dec. 31, 2023
€Mn % 3.8%
25.5 4.0%
3.1 1.4% 1.5%
28.6
4.1
3.3%
1.5%
3.2%
1.5%
3.4 3.3% 2.6%
8.6 4.5% 3.6%
16.0 2.8% 2.5%
9.2 7.2% 6.9%
4.9 4.9% 3.5%
France
Spain
Southern Europe
Central Europe
Austria
Germany
Central and Eastern Europe
Nordics
The Netherlands
Northern Europe
14.1 6.2% 5.3%
Total - Continental Europe 58.7 3.5% 3.2%
UK (a) 18.2 6.4% 6.9%

The H1-2024 OCR22 was at 15.4% for Continental Europe, slightly above 15.3% in 2023 and below its 2019 level of 15.5% as a result of strong retailers' sales performance, partially offset by rents indexation and rental uplifts. In the UK23, the OCR was down at 16.8% vs. 19.9% in 2019, thanks to tenants' sales performance and a decrease in business rates and service charges.

The OCR does not fully reflect the increasing role and value of stores for retailers through increased volume of activity and higher EBIT margin generated in store from halo effect, collection (click & collect) or return of products in store supported by retailers.

20 EPRA vacancy rate: ERV of vacant spaces divided by ERV of total surfaces.

21 Excluding Croydon to be redeveloped and restructured.

22 Occupancy Cost Ratio ("OCR"): (rental charges + service charges including marketing costs for tenants, all including VAT) / (tenant sales over last rolling 12 months, including VAT). OCR in The Netherlands mainly relates to Westfield Mall of the Netherlands. Primark sales are estimates. Excluding atypical activities.

23 Excluding Croydon to be redeveloped and restructured. Excluding atypical activities.

H1-2024 2023
16.2% 16.0%
14.7% 14.7%
15.9% 15.8%
16.0% 15.6%
17.3% 17.3%
13.6% 13.4%
15.2% 15.0%
14.4% 14.7%
14.1% 14.2%
14.3% 14.5%
15.4% 15.3%
16.8% 17.4%
15.6% 15.6%
OCR

1.4. Lease Expiry Schedule

Figures may not add up due to rounding.
(a) Excluding Croydon to be redeveloped and restructured. Excluding atypical activities.
1.4. Lease Expiry Schedule
Lease expiry schedule
Europe
(Shopping
Centres)
MGR (€Mn)
at date of next
break option
As a % of
total
MGR (€Mn)
at expiry date
As a % of
total
Expired 38.7 2.5% 38.7 2.5%
2024 112.7 7.4% 76.0 5.0%
2025 282.6 18.5% 150.5 9.9%
2026 281.2 18.4% 150.0 9.8%
2027 234.6 15.4% 176.5 11.6%
2028 168.8 11.1% 161.2 10.6%
2029 143.4 9.4% 142.0 9.3%
2030 100.4 6.6% 111.8 7.3%
2031 41.8 2.7% 95.0 6.2%
28.3 1.9% 86.4 5.7%
2032 22.0 1.4% 114.7 7.5%
2033
2034 18.3 1.2% 85.0 5.6%
Beyond 51.5 3.4% 136.5 9.0%

2. Europe - Offices & Others

2.1. Office property market as at June 30, 202424

Take-up

With 853,300 sqm of office space rented in H1-2024, take-up in the overall Paris region saw an increase of +5% compared to H1-2023 (816,000 sqm) and a -18% decrease compared to 10-year average levels.

Paris represented 54% of the 2024 take-up to date in volume, and the La Défense and Western Crescent sectors together represented 22%, as occupiers select key business districts as strategic locations.

The number of large transactions (˃ 5,000 sqm), 24 deals in H1-2024, was in line with last year level.

Available area & vacancy rate

The immediate supply in the Paris region increased by +10% year-on-year to reach 5.0 Mn sqm. As at June 30, 2024, the level of new or refurbished supply reached 1.5 Mn sqm and accounted for 30% of the total immediate supply (29% end of 2023).

The Paris region vacancy rate increased from 8.6% at the end of 2023 to 9.0% at the end of June 2024, with significant discrepancies between areas (Paris CBD at 2.7%, La Défense at 15.2% and Peri-Défense at 22.6%).

Rental values

In this two-tier market, the evolution of rents varied significantly, depending on centrality, access to public transportation, amenities and ESG-rate of the assets. Rents kept increasing inside Paris but were under pressure in more challenging areas where the increase of immediate and future supply and a lower demand put pressure on rental values for non-prime assets and second-hand buildings.

In H1-2024, the highest rent in Paris CBD was at €1,100/sqm/year and €530/sqm/year in La Défense (for the last available floor in Trinity).

Rent incentives remained stable in Paris CBD compared to FY-2023 (17%) but increased to 37% in La Défense and were overall 22% in the Paris region.

Investment market

The total volume of office transactions in the Paris region for H1-2024 reached €1.0 Bn, down by -64% compared to H1- 2023.

Large transactions volume was limited with 3 transactions above €100 Mn for c. 44% of the total volume. The demand was still largely fueled by domestic players which accounted for 68% of total investments.

Paris remained the main target and represented around 76% of the transactions (47% in H1-2023).

No transaction above €250 Mn occurred. The largest single-asset transactions were:

  • Grand Opéra Halévy Meyerbeer in Paris CBD (c. €215 Mn);
  • 40 George V in Paris CBD (c. €126 Mn);
  • Opéra Gramont in Paris CBD (c. €109 Mn); and
  • Boulogne In-Situ in the Southern Rim (c. €99 Mn).

24 Sources: Immostat; BNP Paribas Real Estate and CBRE.

2.2. Activity

Net Rental Income (€Mn)
2.2. Activity
Consolidated NRI amounted to €48.7 Mn, a +24.3% increase compared to H1-2023.
Region
H1-2024 H1-2023 %
France 40.6 31.9 27.4%
Other countries 8.1 7.3 11.0%
Total NRI 48.7 39.1 24.3%
  • +€0.1 Mn due to currency effects of GBP;
  • +€0.1 Mn due to the impact of disposals;
  • -€0.2 Mn due to assets in pipeline, mainly in the UK (Stratford) and in France (Les Villages);
  • The like-for-like NRI growth was +€9.6 Mn (+27.3%), mainly due to leasing activity in Trinity.
Net Rental Income (€Mn)
Region
Figures may not add up due to rounding.
The increase of +€9.6 Mn breaks down as follows:

+€0.1 Mn due to currency effects of GBP;

+€0.1 Mn due to the impact of disposals;

-€0.2 Mn due to assets in pipeline, mainly in the UK (Stratford) and in France (Les Villages);

The like-for-like NRI growth was +€9.6 Mn (+27.3%), mainly due to leasing activity in Trinity.
Region
Net Rental Income (€Mn)
Like-for-like
H1-2024 H1-2023 %
France 36.4 27.5 32.3%
Other countries 8.4 7.7 9.1%
Total NRI Lfl 44.8 35.2 27.3%

3,990 weighted square metres (wsqm) were leased in H1-2024 in standing assets, including 2,078 wsqm in France, 716 wsqm in Germany and 666 wsqm in the Nordics.

Trinity (Paris La Défense) is now fully let with one lease signed in H1-2024 for 1,718 wsqm. The average rent of Trinity stands at €562/sqm/year with lease incentives below the market average.

In relation to projects, 10,648 wsqm were signed in H1-2024 including Mazars and Wayes in Westfield Hamburg, increasing the pre-letting of the office part to 62% of GLA25 .

The ERV of vacant office space in operation amounted to €4.9 Mn, representing an EPRA vacancy rate of 6.2% (11.1% as at December 31, 2023), of which €3.3 Mn or 4.8% (10.3% as at December 31, 2023) related to France, decreasing mainly due to Trinity leasing progress and Village 5 (Paris La Défense) under restructuring.

25 Excluding Tower C, not launched.

2.3. Lease Expiry Schedule

2.3. Lease Expiry Schedule
Lease expiry schedule
Europe
(Offices &
Others) MGR (€Mn)
at date of next
As a % of MGR (€Mn) As a % of
break option total at expiry date total
Expired 1.5 1.4% 1.5 1.4%
2024 4.0 3.8% 3.3 3.1%
2025 18.1 17.2% 17.6 16.8%
2026 3.6 3.4% 3.6 3.4%
2027 2.2 2.1% 2.3 2.2%
2028 3.1 2.9% 1.5 1.4%
2029 7.2 6.8% 4.2 4.0%
2030 11.4 10.8% 8.4 8.0%
2031 13.7 13.0% 14.9 14.2%
2032 11.0 10.5% 14.2 13.5%
2033 21.1 20.1% 24.3 23.2%
2034 0.2 0.2% 0.3 0.3%
Beyond 8.0 7.6% 9.0 8.5%
Total 105.1 100% 105.1 100%
Figures may not add up due to rounding.

3. Convention & Exhibition

In H1-2024, C&E benefitted from the business recovery, the seasonality effect with a number of biennial shows taking place this year as well as the Intermat triennial show. The Paris Olympics and Paralympics (the "Olympics") will also support the activity in 2024 as various events and broadcasted facilities are and will be hosted in several Viparis' venues.

86 exhibitions and 39 congresses were held in Viparis' venues through June 30, compared to 91 exhibitions and 41 congresses in H1-2023 and 86 exhibitions and 33 congresses held in H1-2022.

In the Congress segment, Palais des Congrès de Paris welcomed the 25th IMCAS Annual World Congress, the largest scientific aesthetics congress worldwide with more than 18,000 attendees, and more than 350 exhibitors. In addition, Palais des Congrès de Paris hosted Euro PCR, the world-leading course in interventional cardiovascular medicine with more than 12,000 attendees. Paris Porte de Versailles welcomed EAU Congress, Europe's biggest urological events with more than 10,000 attendees.

The first semester activity was characterised by the following major events held:

Annual shows:

  • 60th edition of International Agricultural Show (603,000 visitors);
  • La Foire de Paris (400,000 visitors);
  • Maison&Objet (2,500 exhibitors).

Biennial shows:

Eurosatory (2,000 exhibitors).

Triennial shows:

Intermat (127,000 visitors and 1,000 exhibitors).

Viparis' recurring Net Operating Income ("NOI") amounted to €108.9 Mn, compared to €71.1 Mn in H1-2023, and €94.5 Mn in H1-2022, which was positively impacted by €25 Mn indemnities from the French State. H1-2024 NOI included a €14.9 Mn contribution from the Olympics. Excluding the impact of indemnities, triennial shows and the Olympics, H1-2024 Viparis NOI was up +25.4% compared to H1-2023 and +41.5% compared to H1-2022.

As at June 30, 2024, signed and pre-booked events in Viparis' venues for 2024 amounted to c. 97% of its expected 2024 rental income.

4. US Business Review

Leasing activity26

As the US portfolio continues to strengthen, vacancy reduces and more leasing tension exists in its assets, there is a lower quantum of deals to be done, meaning the focus is on improving the quality of the deals and merchandising.

In this context, 295 leases were signed in H1-2024 on standing assets (down -24%), representing 891,307 sq. ft. and \$67.2 Mn of MGR. 189 long-term deals were signed, representing 64% of H1-2024 deals (65% in H1-2023). The average rents per sq. ft. of leases signed in H1-2024 increased by +6.7% compared to 2023 and by +12.0% for the long-term deals, illustrating the Group's focus on quality deals.

The overall uplift on relettings and renewals was +14.7% for the US Shopping Centres (+24.1%) and +18.5% for Flagships27 . Deals longer than 36 months had an MGR uplift of +31.9%, including +39.3% for the US Flagships. The strong uplift signed on long-term deals allowed the Group to increase the revenues secured through MGR and reduce the portion of SBR attached to the short-term leases previously in place.

In total, the Shopping Centres SBR decreased from \$24.3 Mn in H1-2023 (8.7% of NRI) to \$8.5 Mn in H1-2024 (3.5% of NRI) despite a +4.9% increase in Flagships tenant sales. This results from crystallisation of SBR into MGR, 2022 SBR settlement impacting positively 2023 and sales performance in certain sectors.

The tenant mix continued to evolve in line with market trends with the opening of exciting retailers such as Planet Playskool and Pinstripes at Westfield Garden State Plaza, the brand new expanded 40,000 sq. ft. Zara at Westfield Old Orchard, Armour Vert at Westfield UTC, Aritzia at Westfield Galleria at Roseville and Mango at Westfield Montgomery.

The Luxury sector has also seen strong progress with a number of important openings such as Cartier and Bottega Veneta at Westfield Topanga and Saint Laurent Paris at Westfield Galleria at Roseville.

Retail Media & other income

Retail Media & other income revenue in H1-2024 increased by +1.2% on a like-for-like basis and amounted to \$25.4 Mn, a decrease of -\$2.7 Mn (-9.7%) compared to H1-2023, as a result of disposals.

Media & Experiential continues to perform strongly and has succeeded in creating new opportunities for clients to showcase their brands on URW media network and activation spaces. In H1-2024, Media & Experiential partnered with AMC on a pilot immersive experience for a movie release that was custom and exclusive to Westfield Century City. Media & Experiential also partnered with Chanel to bring an immersive experiential moment alongside an impactful digital advertising experience to URW centres.

URW also launched creative campaigns and activations with Expedia, American Express, ELF Cosmetics, Afeela, BMW, Lexus, Hawaiian Airlines, Dior, Cartier and NBC's Love Island.

Airports

Airport activity showed continuous improvement throughout the first half of the year with enplanements in H1-2024 being +7% higher than the same period in the prior year and +3% above the same period in 2019. International traffic strongly recovered at +11% compared to last year and Domestic traffic grew by +4%. Compared to the same period in 2019, International traffic was +4% and Domestic traffic was +2%.

Retail sales in URW-operated airport terminals for H1-2024 surpassed 2023 levels by +10% and pre-pandemic 2019 levels by +12%.

The construction within the JFK Terminal 8 has started and will be phased with substantial completion by Q2-2025. The project is already 80% pre-let.

URW has also launched the competitive bid process for the Duty Free, Food Hall and Travel Essentials spaces for the JFK New Terminal 1, targeted to open in June 2026.

26 H1-2023 leasing activity restated for disposals.

27 Excluding CBD centre.

Net Rental Income and Vacancy

Total NRI amounted to \$269.4 Mn, a -\$31.2 Mn change (-10.4%) compared to H1-2023, split between28:

  • -\$36.4 Mn related to shopping centres impacted by disposals partly offset by an increase in Flagships NRI;
  • +\$6.4 Mn related to airports;
  • -\$1.2 Mn related to offices.

US shopping centre NRI has been impacted by 2023 disposals and foreclosure for -\$30.1 Mn (Westfield North County, Westfield Brandon, Westfield Mission Valley, Westfield Valencia Town Center and San Francisco Centre).

US like-for-like shopping centre NRI29 increased by +\$8.0 Mn i.e. +4.2% mainly driven by net leasing revenue30 of +7.4%, increase in parking and commercial partnerships income and recovered property taxes31, partly offset by lower SBR with MGR crystallisation and higher insurance premium.

Westfield World Trade Center saw a significant NRI decrease due to higher vacancy and rent reduction.

Airports NRI benefitted from the continued growth of airline traffic in H1-2024 and retailers' sales which are now exceeding 2019 levels.

Converted into euros, the -\$31.2 Mn (-10.4%) NRI decrease in the US represented -€29.3 Mn (-10.5%) with an average euro/USD FX overall stable between H1-2024 and H1-2023.

As at June 30, 2024, the EPRA vacancy was 8.6% (\$91.8 Mn), up by +10 bps from December 31, 2023. The vacancy increased by +10 bps to 7.4% in the Flagships but was down by -20 bps compared to Q1-2024. Vacancy decreased by -40 bps to 9.7% in the Regionals, while the vacancy of Westfield World Trade Center increased by +210 bps to 23.5%.

Occupancy on a GLA32 basis was 93.0% as at June 30, 2024.

The OCR33 on a rolling 12-month basis was stable at 11.9% compared to December 31, 2023, reflecting a combination of rental uplifts and strong sales performance. OCR for Flagships stood at 12.8% as at June 30, 2024 (12.9% as at December 31, 2023).

28 Figures may not add up due to rounding.

29 Excluding airports, Regionals and CBD asset.

30 Net MGR and CAM.

31 Based on Capex spent.

32 GLA occupancy taking into account all areas, consistent with financial vacancy.

33 Based on all stores operating for more than 12 months (excluding department stores and atypical activities). Excluding Westfield World Trade Center.

Lease Expiry Schedule

Lease Expiry Schedule
US Lease expiry schedule
(Shopping
Centres +
Offices &
Others)
MGR (€Mn)
at date of next
break option
As a % of
total
MGR (€Mn)
at expiry date
As a % of
total
Expired 0.2 0.0% 0.2 0.0%
2024 10.8 2.2% 10.8 2.2%
2025 66.6 13.6% 66.6 13.6%
2026 62.5 12.8% 62.5 12.8%
2027 73.4 15.0% 73.4 15.0%
2028 65.0 13.3% 65.0 13.3%
2029 46.7 9.5% 46.7 9.5%
2030 25.6 5.2% 25.6 5.2%
2031 30.7 6.3% 30.7 6.3%
2032 31.0 6.3% 31.0 6.3%
2033 30.2 6.2% 30.2 6.2%
2034 25.2 5.1% 25.2 5.1%
Beyond 21.5 4.4% 21.5 4.4%
Total 489.3 100% 489.3 100%

IV. SUSTAINABILITY

Following the comprehensive evolution of the Better Places roadmap announced in October 2023, the Group continued to progress towards its environmental performance objectives including its ambitious SBTi-approved net-zero targets, as well as the transition to a more sustainable retail, and community impact.

Environmental Transition

  • o As part of its plan to install 50 MWp of onsite renewable energy production capacity in Europe by 2030, the installation of a photovoltaic plant at Westfield Mall of Scandinavia in Sweden was completed during H1-2024 with a capacity of 610 kWp;
  • o URW acts as a catalyst for accelerating low-carbon mobility, with more than 1,200 EV chargers installed in Europe;
  • o H1-2024 saw the inauguration of 2 new metro / train stations serving URW assets in the Paris region: Westfield CNIT and Westfield Rosny 2;
  • o As part of URW approach to reduce the environmental footprint of its development projects, the CNIT extension project (delivered in H1-2024) is expected to avoid more than 4,300 tCO2e over its lifecycle compared to a traditional project34 .

Sustainable Experience

  • o Better Places Certification: URW is on track to deliver on its commitment to certify 100% of its European retail portfolio by 2027, starting with 10 assets as planned by the end of the year;
  • o Following the communication of the first results on the Sustainable Retail Index (SRI) covering 2,500 stores and 800 brands rated during the roll-out in the Fashion sector35, URW in cooperation with Good On You is rolling out the methodology on the Health & Beauty retail sector;
  • o In 2024, URW launched the second edition of its annual Westfield Good Festival in all Westfield shopping centres in Europe and in the US, with more than 100 partner brands in Europe. The NGO WWF also joined in Austria, France, Poland and Sweden.

Thriving Communities

  • o The Group also released the first Impact Study for a European retail REIT on January 15, 2024. This study measures the positive footprint URW's shopping centres have at a European, country and asset level based on 4 pillars: economic, environmental, social and the common good. This structure is being leveraged by the Palladio Foundation setting the ground for the measure of the rest of the industry;
  • o Over the first 6 months of 2024, URW already organised over 30 events across retail assets dedicated to provide employment and training opportunities through its URW for Jobs & Skills programme;
  • o In spring 2024, the Group organised its annual Community Days activities in all regions. More than 1,200 URW employees volunteered, participating in activities focused on improving environmental ecosystems to further enabling local employment, supporting vulnerable populations, and providing access to educational and cultural activities.

The Group's ambitious sustainability agenda and performance were broadly recognised by equity and debt investors as a value creation driver for its stakeholders. Since the beginning of 2024, the Group's sustainability achievements are reflected in the following ratings and awards:

  • Corporate Knights: URW is included in the 2024 Global 100 ranking as one of the 100 most sustainable corporations in the world;
  • URW is part of the Europe's Climate Leaders 2024 (Financial Times)36, and has been named by Time Magazine in the 100 World's Most Sustainable Companies 2024 list;
  • Equileap: URW is included in the global Top 100 most gender-balanced companies and top 10 in France37 in 2024.

For more information, please visit: www.urw.com/2023-sustainability-investor-event as well as the updated Better Places Scorecard with 2023 performance38 .

34 Source: ENEOR study, 2022.

35 Fashion sector: Fashion Apparel, Sport Apparel, Jewellery, Bags & Footwear & Accessories.

36 A list of 600 European companies that have achieved the greatest reduction in their greenhouse gas (GHG) emissions intensity and made further climate-related commitments.

37 Source: Equileap, 2024, published in Les Echos.

38https://cdn.urw.com/-/media/Corporate~o~Sites/Unibail-Rodamco-Corporate/Files/Homepage/CSR/CSR-

Documents/Policies/20231010-Better-Places-Roadmap-Scorecard_onlyEN.pdf?revision=295984c0-e10d-43fb-aa50-f31cb65ee10f

V. H1-2024 RESULTS

Gross Rental Income

V. H1-2024
RESULTS
The results of the Group presented below are based on the Consolidated income statement in a proportionate format, in which
the joint-controlled entities are accounted for on a proportionate basis instead of being accounted for using the equity method
under IFRS. The Group has structured its internal operational and financial reporting according to this proportionate format.
Unless otherwise indicated, all references below relate to the 6-month period ended June 30, 2024, and the comparisons relate
to the same period in 2023.
Gross Rental Income
The Gross Rental Income ("GRI") amounted to €1,470.8 Mn (€1,452.9 Mn), an increase of +1.2%. This increase resulted
mainly from a positive leasing contribution, the impact of indexation, higher commercial partnerships and parking income
and a positive FX impact, as well as the early impact of the Olympics, partly offset by the 2023 disposals and lower SBR in
the US.
Region Gross Rental Income (€Mn)
H1-2024 H1-2023 %
France 319.2 313.1 1.9%
Spain 102.1 95.4 7.0%
Southern Europe 421.3 408.6 3.1%
Central Europe 136.6 127.5 7.1%
Austria 77.6 77.1 0.7%
Germany 81.2 75.0 8.3%
Central and Eastern Europe 295.4 279.5 5.7%
Nordics 63.6 60.5 5.0%
The Netherlands 50.4 48.4 4.2%
Northern Europe 114.0 108.9 4.6%
Subtotal Continental Europe-Shopping Centres 830.6 797.0 4.2%
United Kingdom 101.4 113.4 -10.6%
Subtotal Europe-Shopping Centres 932.0 910.4 2.4%
Offices & Others 53.8 43.5 23.7%
C&E 121.8 99.5 22.4%
Subtotal Europe 1,107.5 1,053.3 5.1%
United States - Shopping Centres 360.0 395.8 -9.0%
United States - Offices & Others 3.3 3.7 -11.9%
Subtotal US 363.3 399.5 -9.1%
Total URW 1,470.8 1,452.9 1.2%

Net Rental Income

Net Rental Income
Total NRI amounted to €1,189.7 Mn (€1,152.1 Mn), an increase of +3.3%. This higher increase compared to the GRI is
mainly due to savings in service charges, mainly CAM in the US and lower doubtful debtors.
Net Rental Income (€Mn)
Region
H1-2024 H1-2023 %
France 276.3 277.1 -0.3%
Spain 93.2 84.4 10.5%
Southern Europe 369.5 361.5 2.2%
Central Europe 141.2 134.6 4.8%
Austria 62.3 59.1 5.3%
Germany 73.0 65.5 11.5%
Central and Eastern Europe 276.4 259.2 6.6%
Nordics 57.7 55.7 3.6%
The Netherlands 40.7 39.3 3.4%
Northern Europe 98.4 95.0 3.5%
Subtotal Continental Europe-Shopping Centres 744.3 715.8 4.0%
United Kingdom 72.3 66.8 8.3%
Subtotal Europe-Shopping Centres 816.6 782.5 4.3%
Offices & Others 48.7 39.1 24.3%
C&E 75.5 52.3 44.4%
Subtotal Europe 940.7 874.0 7.6%
United States - Shopping Centres 248.0 276.1 -10.2%
United States - Offices & Others 0.9 2.1 -54.6%
Subtotal US 248.9 278.1 -10.5%
Total URW 1,189.7 1,152.1 3.3%

Net property services and other activities income from Property Management services in France, the US, the UK, Spain and Germany was +€47.7 Mn (+€38.2 Mn), including +€34.0 Mn of on-site property services in Viparis (+€18.8 Mn) and +€13.6 Mn of Property Management services related to shopping centres (+€19.4 Mn). The increase of +€9.5 Mn is mainly due to the early impact from the Olympics on the on-site property services in Viparis, partly offset by a decrease on Property Management services in Germany and in the US as a result of disposals.

Contribution of companies accounted for using the equity method39 amounted to +€48.3 Mn (+€34.7 Mn), of which +€4.8 Mn related to the non-recurring activities, mainly due to positive valuation movements (mainly in Poland) and the impact of the mark-to-market of derivatives on the financing of JVs. The recurring Contribution of companies accounted for using the equity method was +€43.5 Mn (+€44.1 Mn), a slight decrease due to less interests received on cash placement in Central Europe.

39 Contribution of companies accounted for using the equity method represents URW's share of the Net recurring result for the period of entities accounted for using the equity method which are not joint-controlled (and therefore not retreated on a proportionate basis) and interest received on loans granted to these entities. This corresponds to 5 shopping centres, Triangle and Hôtel Salomon de Rothschild in France, Zlote Tarasy in Central Europe and Gropius Passagen in Germany.

General expenses40 amounted to -€95.5 Mn, an increase compared to H1-2023 (-€93.3 Mn) due to a negative FX impact and an increase of non-cash benefits, partly offset by general and administrative costs savings including staff reduction. Excluding FX impact and non-cash benefits, general expenses were down -3.0%. As a percentage of NRI from shopping centres and offices, general expenses stood at 8.6% and 7.3% excluding non-cash benefits (7.6% in H1-2023).

The Group will keep optimising its expenses in line with its cost disciplined approach, with a number of initiatives launched in H1-2024 and as it pursues its deleveraging effort.

These full year savings are expected to offset the estimated full year increase in financial expenses generated by the Total Investment Cost increase of the Westfield Hamburg-Überseequartier project.

Development expenses stood at -€3.1 Mn in H1-2024 (-€1.7 Mn).

EBITDA (corresponding to the recurring Net Operating result before depreciation and impairment of assets in the Net result by segment) increased from €1,157.1 Mn in H1-2023 to €1,195.4 Mn in H1-2024 (i.e. +3.3%) due to higher NRI in Europe, partly offset by the disposals in the US. For Europe, EBITDA increased from €901.5 Mn to €967.0 Mn (+7.3%).

Excluding the impact of FX, disposals, pipeline, DD&C and the Olympics on a like-for-like basis, EBITDA increased by +5.8% in H1-2024 vs. H1-2023 and by +4.9% vs. H1-2019.

Acquisition and other costs amounted to a non-recurring amount of -€4.7 Mn (-€2.5 Mn).

Depreciation and impairment of tangible and intangible assets amounted to -€2.5 Mn (-€16.3 Mn), including -€19.1 Mn (-€22.5 Mn) for the recurring activities and +€16.6 Mn (+€6.3 Mn) for the non-recurring activities related to reversal of impairment on property services in the US and the UK.

Results on disposal of investment properties were -€4.7 Mn (-€31.5 Mn), reflecting mainly the impact of the disposals of Equinoccio and adjustments of disposals from previous years in other regions.

Valuation movements on assets41 amounted to -€940.4 Mn (-€1,340.5 Mn).

Main decreases came from Germany (-€609.3 Mn) and the US shopping centres (-€438.5 Mn).

For more information, please refer to the section "Property portfolio and Net Asset Value".

Impairment of goodwill amounted to -€34.1 Mn (-€122.0 Mn), mainly related to the goodwill justified by the fee business in Germany.

Financing result

Net financing costs (recurring) totalled -€249.3 Mn (after deduction of capitalised financial expenses of €36.2 Mn (€33.7 Mn) allocated to projects under construction) (-€248.2 Mn). This increase of €1.1 Mn is due to slightly higher cost of debt on a lower average net debt amount.

URW's average cost of debt for the period was 1.9% (1.8% in H1-2023). URW's financing policy is described in the section "Financial resources".

Non-recurring financial result amounted to +€161.7 Mn (+€65.0 Mn), mainly due to the mark-to-market of derivatives and revaluation of debt issued in foreign currencies.

Income tax expenses are due to the Group's activities in countries where specific tax regimes for property companies42 do not exist or are not used by the Group.

Total income tax expenses for H1-2024 amounted to -€16.8 Mn (-€41.6 Mn). Income tax allocated to the recurring net result amounted to -€46.3 Mn (-€27.9 Mn), mainly due to H1 operating performance, in particular in the C&E activity. Nonrecurring income tax amounted to +€29.5 Mn (-€13.8 Mn), mainly due to the reversal of tax provisions.

40 Administrative expenses, excluding development expenses and depreciation and amortisation presented separately. Corporate expenses in P&L correspond to General expenses and Development expenses.

41 Excluding +€16.6 Mn of reversal on property services accounted in the Depreciation and impairment of tangible and intangible assets.

42 For example, in France: SIIC (Société d'Investissements Immobiliers Cotée); and in the US: REITs.

External non-controlling interests amounted to -€38.5 Mn (+€49.9 Mn) comprising recurring and non-recurring external non-controlling interests. The recurring external non-controlling interests amounted to -€118.0 Mn (-€103.9 Mn), mainly due to the C&E activity performance. The non-recurring non-controlling interests amounted to +€79.5 Mn (+€153.8 Mn), due primarily to negative valuation movements.

Net result for the period attributable to the holders of the Stapled Shares was a profit of +€71.7 Mn (-€537.8 Mn). This figure breaks down as follows:

+€763.7 Mn of recurring net result (+€756.9 Mn);

-€691.9 Mn of non-recurring net result43 (-€1,294.6 Mn) mainly due to negative valuation movements.

The Adjusted Recurring Earnings44 taking into account the coupon of hybrid for -€49.1 Mn (-€23.9 Mn) reflect a profit of €714.6 Mn (€733.0 Mn). The hybrid coupon increased in H2-2023 following the Exchange Offer on the Perp-NC23 hybrid completed in July 2023 and the reset of the remaining Perp-NC23 coupon in October 2023.

The average number of shares outstanding was 139,126,507 (138,889,152). The increase is mainly due to the issuance of performance shares in 2023 and H1-2024. The number of shares outstanding as at June 30, 2024, was 139,364,104.

EPRA Recurring Earnings per Share (REPS) came to €5.49 (€5.45), an increase of +0.7%.

Adjusted Recurring Earnings per Share (AREPS)44 came to €5.14 (€5.28), a decrease of -2.7%.

The main drivers for recurring earnings evolution were the strong operational performance in retail, offices, and C&E which benefitted from the seasonality effect and the early impact of the Olympics, partly offset by 2023 disposals.

VI. CONSOLIDATED STATEMENT OF CASH FLOW

The consolidated statement of cash flow was prepared only in IFRS, not on a proportionate basis.

Unless otherwise indicated, all references below relate to the period ended June 30, 2024, and the comparisons relate to the same period in 2023.

Cash flow from operating activities

The total cash flow from operating activities slightly decreased to +€918.4 Mn (+€923.0 Mn) reflecting an improvement in EBITDA and in working capital requirement (-€147.9 Mn in H1-2024 vs. -€160.5 Mn in H1-2023) and a decrease of "dividend income" and "result from companies accounted for using the equity method or non-consolidated" (+€118.2 Mn in H1-2024 vs. +€198.7 Mn in H1-2023, which benefitted from the impact of Westfield North County disposal).

Cash flow from investment activities

The total cash flow from investment activities was -€693.7 Mn (-€232.5 Mn) reflecting a decrease in Disposal of investment properties (+€33.6 Mn in H1-2024 vs. +€294.0 Mn in H1-2023) and an increase of Capital expenditures (-€673.2 Mn in H1- 2024 vs. -€438.2 Mn in H1-2023).

Cash flow from financing activities

The net cash outflow from financing activities amounted to -€1,122.3 Mn (-€183.9 Mn) reflecting the distribution payment in H1-2024 (-€347.9 Mn), a decrease in New borrowings and financial liabilities (+€236.7 Mn in H1-2024 vs. +€723.1 Mn in H1-2023), and an increase in Repayment of borrowings and financial liabilities (-€890.0 Mn in H1-2024 vs. -€522.1 Mn in H1-2023).

43 Includes valuation movements, disposals, mark-to-market and termination costs of financial instruments, including bond tender premiums, impairment of goodwill or reversal of negative goodwill and other non-recurring items.

44 Under IFRS, the Hybrid Securities are accounted for as shareholders' equity. The AREPS are calculated based on the Recurring net result for the period attributable to the holders of the Stapled Shares minus the coupon on the Hybrid Securities (from June 1, 2018).

VII. POST-CLOSING EVENTS

On July 1, 2024, URW acquired the remaining 50% interest in Westfield Montgomery from its JV partner, Nuveen Asset Management, through an off-market transaction pursuant to existing contractual agreement. With this transaction, URW has now full ownership of the asset, which increases the Group's optionality for this 105,000 sqm A-rated Flagship destination in Maryland (US). On July 22, 2024, the Group secured a 2-year extension of the current \$350 Mn CMBS backed by Westfield Montgomery at an attractive fixed rate of 3.766%.

On July 11, 2024, URW's partner in Aupark (Bratislava) exercised its call option for the acquisition of the remaining 13% stake, which is expected to complete before end of September 2024. URW will continue the asset and property management.

On July 11, 2024, URW extended the exclusivity period for the sale of Westfield Oakridge. The Group had received a nonrefundable deposit of \$30 Mn.

On July 19, 2024, URW signed additional sustainability-linked credit facilities for a total amount of €550 Mn and an average maturity of 4.4 years. Concurrently, the Group repaid €500 Mn short-term loans put in place since the COVID period with a remaining maturity of 2.6 years.

Westfield Hamburg-Überseequartier Project Update

Following the TIC increase on the Westfield Hamburg-Überseequartier Project, the Group has taken the following actions and mitigating measures:

  • Launch of comprehensive, independent investigation, undertaken by Accuracy (forensic specialists) and White & Case (legal counsel), and under the supervision of the Supervisory Board and the Management Board;
  • Reinforcement of contract management team;
  • Changes to the executive leadership of the project and its oversight.

In order to mitigate the impact of the overrun on the Group's LTV, URW will re-prioritise and rephase some of its asset plans to reduce its Capex spending over the next 18 months in a way that protects long-term value creation of these assets. This is expected to offset around half of the overruns.

The Group is working towards a retail opening of Westfield Hamburg-Überseequartier on October 17, 2024, followed by a phased opening of the hotels and office buildings.

VIII. OUTLOOK

The Group confirms its full year AREPS guidance to be in a range of €9.65 - €9.80, in view of H1-2024 positive operating performance.

H2 AREPS includes the impact of further disposals progress expected in the year as well as the delayed opening and increased Total Investment Cost on Westfield Hamburg-Überseequartier.

The guidance the Group provided in February on shareholder distributions is unchanged.

2. INVESTMENTS AND DIVESTMENTS

In the period to June 30, 2024, URW invested €705.7 Mn45 (Group share) in capital expenditure in assets and on construction, extension and refurbishment projects, compared to €469.8 Mn in H1-2023.

1. Total capital expenditures

2.
INVESTMENTS AND DIVESTMENTS
In the period to June 30, 2024, URW invested €705.7 Mn45 (Group share) in capital expenditure in assets and on
construction, extension and refurbishment projects, compared to €469.8 Mn in H1-2023.
1. Total capital expenditures
The total investments break down as follows:
Proportionate
in € Mn H1-2024 H1-2023 2023
100% Group share 100% Group share 100% Group share
Shopping Centres 544.4 523.1 356.4 326.9 984.3 913.3
Offices & Others 168.5 168.5 130.1 130.1 327.0 327.0
Convention & Exhibition 27.6 14.0 25.1 12.8 57.0 28.9
Total Capital Expenditure 740.4 705.7 511.6 469.8 1,368.2 1,269.1

2. Shopping Centres

  • Acquisitions amounted to €1.7 Mn, mainly in Spain;
  • €340.3 Mn was invested in construction, extension and refurbishment projects, including mainly: Westfield Hamburg-Überseequartier, Westfield Milano47, Fisketorvet, CNIT Eole and Centrum Černý Most redevelopments and extensions (see "Development projects");
  • €97.1 Mn was invested in enhancement and improvement projects on standing assets, including mainly Westfield Old Orchard, Westfield London, Croydon and Westfield Topanga;
  • €32.4 Mn of Capex related to leasing on standing assets was granted to the tenants as Fitting Out Contribution, mainly driven by the US, relating to 2021 to 2024 leasing activity;
  • Replacement Capex amounted to €23.8 Mn;
  • Financial interest, eviction costs, external letting fees and other costs were capitalised for €19.8 Mn, €1.2 Mn, €3.8 Mn and €3.2 Mn, respectively.

3. Offices & Others

URW invested €168.5 Mn in its Offices & Others portfolio:

  • €145.5 Mn was invested in construction and refurbishment projects, mainly in Germany (Westfield Hamburg offices and hotels), France (Lightwell) and the UK (Coppermaker Square) (see also section "Development projects");
  • €5.9 Mn was invested in enhancement and improvement projects on standing assets, mainly in France;
  • Replacement Capex amounted to €1.5 Mn;
  • Financial interest and other costs capitalised amounted to €15.5 Mn.

4. Convention & Exhibition

URW invested €14.0 Mn in its Convention & Exhibition portfolio:

  • €7.2 Mn was invested in construction works at Porte de Versailles;
  • €4.1 Mn was invested in enhancement and improvement projects on standing assets, mainly in Porte de Versailles and Les Boutiques du Palais;
  • Replacement Capex amounted to €2.5 Mn;
  • Financial interest and other costs capitalised amounted to €0.3 Mn.

This table includes change in Investment properties as reported in the balance sheet and does not include acquisition of shares. Including the acquisition of share investment, principally the acquisition of the remaining 50% stake in CH Ursynów, URW investment in H1-2024 Group share would be €748.6 Mn.

45 On a proportionate basis, Group share. Does not include the capital expenditure in assets accounted for using the equity method (Crossroad assets, Triangle and Hôtel Salomon de Rothschild in France, Zlote Tarasy in Central Europe and Gropius Passagen in Germany).

46 Amount capitalised in asset value.

47 Commitment to build roads.

5. Disposals

The real estate investment market continues to face challenges amid volatile conditions. Persistent inflation, uncertainty around interest rate cuts in particular in the US, and geopolitical concerns are key factors influencing the markets across all segments (core, core-plus and value-add). 2024 is particularly impacted by a series of crucial elections, including in the US, UK, France, and the European Parliament. These events have added layers of complexity and uncertainty, slowing transaction executions.

Despite this, in the year-to-date, URW successfully completed or secured €0.3 Bn of transactions48, aligned with last unaffected book values. This includes:

  • The disposal of Equinoccio in Spain to Atitlan for a Total Acquisition Cost of €34 Mn, closed on January 30, 2024;
  • The Sale and Purchase Agreement signed on Westfield Annapolis, a Regional asset in the US for a NDP of c. \$160 Mn (at 100%, URW share 55%), signed on July 7, 2024. The Group had received a non-refundable deposit of \$10 Mn;
  • The exercise of the call option by URW's partner on Aupark (Bratislava) for the acquisition of the remaining 13% stake on July 11, 2024; and
  • Sales agreements on several non-core assets and land plots in France for c. €70 Mn.

This represents €0.5 Bn of net debt reduction48 when combined with previously secured deals not yet completed.

In addition, the Group remains actively engaged in discussions with potential buyers for €1.0 Bn in assets. The Group remains committed to further deleveraging through disposals in Europe, in line with its long-standing capital recycling policy, and the radical reduction of financial exposure in the US.

48 Contribution to the proportionate net debt reduction.

As at June 30, 2024, URW's share of the Total Investment Cost ("TIC"49 and "URW TIC"50) of its development project pipeline amounted to €2.9 Bn51, corresponding to a total of 0.5 million sqm of Gross Lettable Area ("GLA"52) to be re-developed or added to the Group's standing assets.

1. Pipeline variations since December 31, 2023

The development pipeline TIC has increased from €2.5 Bn to €2.9 Bn as at June 30, 2024, as a result of (i) TIC increase of the mixed-use project in Hamburg due to claims, further cost increases and delayed opening (expected in H2-2024), (ii) 2 additional projects added to the Pipeline, and (iii) partially offset by delivery of 3 projects in H1-2024.

1.1. Projects delivered in H1-2024

Since December 31, 2023, the Group has delivered 3 projects representing a URW TIC of €0.2 Bn, comprised of:

  • CNIT Eole, a redevelopment of the shopping centre to the new gateway of Paris La Défense with restructuring over 29,377 sqm including 45 new shops, and a new Convention and Exhibition centre;
  • Old Orchard Lord & Taylor unit, a 11,619 sqm restructuring of a former department store box into 4 large units and 2 small units to host tenants as Zara, Pottery Barn, Arhaus and Puttshack; and
  • Fisketorvet Dining Experience, a 5,894 sqm refurbishment of the dining area (including 1,582 additional sqm) of the Fisketorvet Mall in Copenhagen, by creating a destination with attractive and renewed dining offer.

The average letting53 of these deliveries stood at 94% as at June 30, 2024.

In addition, 125 apartments of Coppermaker Square, a residential project in Stratford (East London), were delivered in H1- 2024, bringing the total number of apartments delivered to date to 1,032 out of a total of 1,225 apartments. The remaining C blocks (16% of the project) is expected to be delivered in H1-2025.

49 100% TIC is expressed in value at completion. It equals the sum of: (i) all capital expenditures from the start of the project to the completion date and includes: land costs, construction costs, study costs, design costs, technical fees, tenant fitting-out costs paid for by the Group, letting fees and related costs, eviction costs and vacancy costs for renovations or redevelopments of standing assets; and (ii) opening marketing expenses. It excludes: (i) step rents and rent-free periods; (ii) capitalised financial interests; (iii) overhead costs; (iv) early or lost Net Rental Income; and (v) IFRS adjustments.

50 URW TIC: 100% TIC multiplied by URW's percentage stake in the project, adjusted by specific own costs and income, if any.

51 This includes the Group's share of projects fully consolidated and projects accounted for using the equity method, excluding remaining Capex on delivered projects, Viparis Capex commitments and commitments on the roads for the Westfield Milano project.

52 GLA equals Gross Lettable Area of projects at 100%.

53 GLA signed, all agreed to be signed and financials agreed.

1.2. Project changes – Westfield Hamburg

Following the disruption due to an isolated water leak identified in a technical area in the basement, technical measures were implemented to reinforce the water tightening of the premises and to ensure that future potential water leaks do not create major technical damages. The opening date for the Westfield Hamburg (retail) project was therefore postponed from H1- 2024 and is now set for October 17, 2024.

The updated TIC of the Westfield Hamburg project was estimated at €2.16 Bn as at June 30, 2024, up from €1.64 Bn.

This increase in overall project cost is split into €160 Mn directly attributable to the delayed opening and water leak, and €360 Mn of cost overruns mostly due to change orders, quantity gaps and provisions for claims.

1.3. New projects and status update

  • UTC Luxury precinct in California; including 6 luxury operators and 2 restaurants (and part of the 'Committed projects');
  • Garden State Plaza Mixed-Use in New Jersey; a 55,338 sqm mixed-use scheme encompassing retail, dining and entertainment offer for future residents in partnership with co-developer Mill Creek Residential (included in the 'Controlled projects').

2. Pipeline projects as at June 30, 2024

2.1 Summary of pipeline projects

36% as at December 31, 2023). The hotels are fully let to Ibis Styles and Novotel (expected to open in October and November
2024), as well as Pullman that will open in 2025.
The Westfield Hamburg retail project is now 93% pre-let, an improvement compared to 86%54 at year-end 2023. The office
buildings to be mainly delivered in H2-2024 are 62%55 pre-let to Mazars, Wayes, Shell and ADLER Smart Solutions (vs.
1.3. New projects and status update
The URW TIC has seen a +€0.1 Bn increase since the end of 2023, largely due to 2 US projects being added to the Pipeline:

UTC Luxury precinct in California; including 6 luxury operators and 2 restaurants (and part of the 'Committed projects');

Garden State Plaza Mixed-Use in New Jersey; a 55,338 sqm mixed-use scheme encompassing retail, dining and
entertainment offer for future residents in partnership with co-developer Mill Creek Residential (included in the
'Controlled projects').
In addition to the above, the new retail, dining and leisure project of Centrum Černý Most extension has now shifted from
the 'Controlled' to the 'Committed' pipeline following the launch of the works.
2.
Pipeline projects as at June 30, 2024
2.1
Summary of pipeline projects
Development Projects (a) Business Country Type URW Ownership 100% Net GLA (sqm) 100% TIC (€Mn) URW TIC (€Mn) URW Cost to Date (€Mn) Yield on Cost (b) Delivery Date (c) Project Valuation
WESTFIELD HAMBURG - RETAIL Shopping Centres Germany Greenfield / Brownfield 100% 94,618 1,370 H2-2024 Fair value
WESTFIELD HAMBURG - OTHERS Offices & Others Germany Greenfield / Brownfield 100% 77,657 790 H2-2024 Fair value
LIGHTWELL Offices & Others France Redevelopment / Extension 100% 31,744 150 H2-2024 Fair value
COPPERMAKER SQUARE Offices & Others UK Greenfield / Brownfield 25% 87,440 840 H1-2025 Fair value
TRIANGLE Offices & Others France Greenfield / Brownfield 30% 91,179 700 H1-2026 At cost
CENTRUM CERNY MOST EXTENSION Shopping Centres Czech Rep. Extension / Renovation 100% 9,130
27,009
70
160
H1-2026 Fair value
Others 2,840 2,030 4.1%
Total Committed projects
GSP MIXED-USE
Offices & Others US Greenfield / Brownfield 25% 55,338 280 H2-2027 At cost
Total Controlled projects 70 0

(b) URW share of the expected stabilised Net Rental Income divided by the URW TIC increased by rent incentives (step rents and rent-free periods), and for redevelopment projects only, the Gross Market Value of the standing assets at the launch of the project.

(c) In the case of staged phases in a project, the date corresponds to the delivery date of the main phase.

54 GLA signed, all agreed to be signed and financials agreed.

55 Excluding Tower C expected to be delivered in 2026.

2.2. Detailed overview

URW Development pipeline by grouping

71% of the total Committed pipeline URW TIC was already spent as at June 30, 2024, representing an amount of €2,030 Mn, of which €1,110 Mn was on the retail pipeline and €920 Mn on Offices and Others. Of the €810 Mn still to be invested for Committed projects, €290 Mn has already been contracted.

Controlled pipeline URW TIC amounts to €70 Mn and relates to the Garden State Plaza Mixed-Use scheme in New Jersey.

URW Cost to Date per country (€2,030 Mn)

(a) Based on main use of the project. (b) Based on the split of GLA per project.

The Group has an increasing focus on mixed-use projects (notably including residential, offices & hotels) such as

Coppermaker Square next to Westfield Stratford City and Westfield Hamburg. Westfield Hamburg encompasses retail, offices, hotels and residential, and now accounts for 76% of URW Committed projects TIC.

3. Deliveries expected in H2-2024

H2-2024 will include 2 main key deliveries:

  • Westfield Hamburg-Überseequartier, a mixed-use project in Hamburg's seaside with retail, offices, hotels and a cruise ship terminal with an opening date now planned on October 17, 2024 for the retail scope and a total of 150,400 sqm delivered mainly in 202457. These deliveries57 are currently 88% pre-let compared to 80% last year; and
  • Lightwell, a 31,744 sqm restructuring of the Michelet Galilée building in La Défense, currently 80% pre-let to Arkema.

The average pre-letting58 of these future deliveries57 in 2024 stands at 87% (93% for the retail components only) as at June 30, 2024.

At the end of December 2024, the total URW TIC, reflecting €2.3 Bn deliveries57 during the second half of the year, is expected to reduce to €0.6 Bn, based on current portfolio of projects59 .

56 Figures may not add up due to rounding.

57 In the case of staged phases in a project, the date corresponds to the delivery date of the main phase.

58 GLA signed, all agreed to be signed and financials agreed.

59 Assuming no additions to the URW Development Pipeline until that date.

URW's NRV amounted to €142.50 per share as at June 30, 2024, a decrease of -€4.20 per share (-2.9%) compared to the NRV as at December 31, 2023 (€146.70 per share).

The NRV includes €3.80 per share of goodwill not justified by the fee businesses or tax optimisations, which is mainly related to the Westfield acquisition. Net of this goodwill, the NRV would be €138.70 per share.

URW's NDV amounted to €119.20 per share as at June 30, 2024, a decrease of -€2.70 per share (-2.2%) compared to the NDV as at December 31, 2023 (€121.90 per share). URW's NDV includes the mark to market of debt and financial instruments but does not include any goodwill.

1. Property portfolio

Unless otherwise indicated, the data presented in the property portfolio are on a proportionate60 basis as at June 30, 2024, and comparisons are with values as at December 31, 2023.

The total GMV of URW's portfolio61 amounted to €49.8 Bn (€49.6 Bn), an increase of +0.4%. On a like-for-like basis, the GMV net of investment decreased by -0.7% (or -€0.3 Bn).

Investment market retail and office

Total real estate investment volumes62 in Continental Europe provisionally represent around half their 10-year H1 average, with €52.4 Bn invested in H1-2024. This is -22% lower than the €67.3 Bn invested in H2-2023 and the €66.8 Bn invested in H1-2023. In the UK, €24.9 Bn was invested62 in H1-2024, +11% higher than the €22.4 Bn invested in H2-2023 and +0.4% higher than the €24.8 Bn invested in H1-2023.

Retail investment62 accounted for 16% of investment in H1-2024 across Continental Europe, in line with its share in H1- 2023 and just below the 10-year average of 18%. In terms of volumes, Retail investment62 in Continental Europe stood at €8.2 Bn in H1-2024 (down -25% vs. H1-2023). Shopping centres accounted for 29% (€2.4 Bn), up from 27% in H1-2023.

Retail investment volumes62 in the UK were €3.7 Bn in H1-2024 (down -22% vs. H1-2023), including shopping centres transactions (€0.7 Bn) down -30% compared to H1-2023 and accounting for 18% of this amount (20% in H1-2023).

US retail investment volumes saw a -17% decrease on a May 2024 year-to-date basis compared to the same period in 2023, with total transactions reported by Real Capital Analytics of \$25.0 Bn.

Total office investment volumes62 in Continental Europe were €12.4 Bn in H1-2024, a drop of -31% from €18.0 Bn invested in H1-2023. In the Paris region, office investment62 reached €1.3 Bn in H1-2024, down -78% compared to H1-2023. For comparison, investment62 for all sectors was down -67% in the same period.

60 The sum of the GMV for the assets fully consolidated, the ownership at share of the GMV of assets jointly controlled accounted for using the equity method and the equity values for assets not controlled by URW.

61 Including the Group's services business, the airport activities, the Westfield trademark, transfer taxes and transaction costs. Does not include the goodwill not justified by the fee business nor the impact of the application of IFRS 16.

62 Source: Cushman & Wakefield, estimates as at July 3, 2024.

1.1. URW's portfolio

1.1. URW's portfolio
Asset portfolio valuation June 30, 2024 Like-for-like change net of
investment - H1-2024 (b)
Dec. 31, 2023
(including transfer taxes) (a) € Mn % € Mn %
€ Mn %
Shopping Centres 43,011 86% -
201
-0.5% 42,775 86%
Offices & Others 3,121 6% -
39
-2.1% 3,155 6%
Convention & Exhibition 2,611 5% 4 0.2% 2,572 5%
Services 1,034 2% -
56
-5.2% 1,072 2%
Total URW 49,777 100% -
291
-0.7% 49,574 100%
Figures may not add up due to rounding.
(a) On a proportionate basis, including transfer taxes and transaction costs (see §1.6 for IFRS and Group share figures).
The portfolio valuation includes:
- The appraised or at cost value of the entire property portfolio, whether fully consolidated or under joint control (for URW's share);
- The fair value of the Westfield trademark. The Westfield trademark is a corporate intangible asset that is split by region only for analytical purposes;
- The equity value of URW's investments in assets not controlled by URW (Zlote Tarasy, Gropius Passagen, Foncière Crossroads, Food Society, Triangle
and Hôtel Salomon de Rothschild). The equity value of URW's share investments in assets not controlled by URW amounted to €1,282 Mn (€1,239 Mn).
The valuations consider the negative cash flows related to rents paid on concessions or leaseholds, which are accounted for as financial debt in the
consolidated statement of financial position.
The portfolio neither includes €0.7 Bn of goodwill not justified by the fee business, nor financial assets such as the cash and cash equivalents on the Group's
consolidated statement of financial position as at June 30, 2024.
(b) Excluding the currency effect, investment properties under construction, assets not controlled by URW, assets at bid value and changes in scope
(including acquisitions, disposals and deliveries of new projects) through June 30, 2024. Changes in scope consist mainly of the:
- Disposal of Equinoccio in Spain;
- Disposal of two units of Stadshart Amstelveen Residential in The Netherlands;
URW Valuation as at Dec. 31, 2023 (€ Mn) 49,574
Like-for-like revaluation
Revaluation of non like-for-like assets
-
291
-
665
(a)
Revaluation of shares 43
(b)
Capex / Acquisitions / Transfers 794
Disposals - 37
(c)
Constant Currency Effect 359 (d)
- Acquisition of the remaining 50% stake in the shares on CH Ursynów in Poland;
- Delivery of Westfield CNIT Eole in France;
- Delivery of Fisketorvet Dining Extension in Denmark; and
- Centrum Černý Most Extension in Czech Republic which started in H1-2024.
The like-for-like change in the portfolio valuation is calculated excluding the changes described here above.
URW Valuation as at June 30, 2024 (€ Mn)
49,777

(d) Currency impact of +€359 Mn, including +€317 Mn in the US, +€93 Mn in the UK, partly offset by -€51 Mn in Nordics, before offsets from foreign currency debt and hedging programmes.

Appraisers

In March 2021, as part of the rotation recommended by RICS, URW signed new appraisal mandates with 2 international and qualified appraisal firms, Cushman & Wakefield and Jones Lang LaSalle, to value its Shopping Centre and Offices & Others portfolio. In Continental Europe, URW rotated the assets appraised by these 2 firms: in H1-2021, the appraisers were rotated for Central Europe, Spain, Nordics, France Offices & Others and The Netherlands and in H2-2021, URW rotated appraisers for France Shopping Centres, Germany and Austria. In H1-2024, URW rotated the appraisers in the US (Cushman & Wakefield and Kroll) on half of the US assets and URW will rotate appraisers on the remaining half of US assets in H2-2024 in line with RICS' recommendations. % of total % of total

In March 2021, as part of the rotation recommended by RICS, URW signed new appraisal mandates with 2 international and
qualified appraisal firms, Cushman & Wakefield and Jones Lang LaSalle, to value its Shopping Centre and Offices & Others
portfolio. In Continental Europe, URW rotated the assets appraised by these 2 firms: in H1-2021, the appraisers were rotated
for Central Europe, Spain, Nordics, France Offices & Others and The Netherlands and in H2-2021, URW rotated appraisers
for France Shopping Centres, Germany and Austria. In H1-2024, URW rotated the appraisers in the US (Cushman &
Wakefield and Kroll) on half of the US assets and URW will rotate appraisers on the remaining half of US assets in H2-2024
in line with RICS' recommendations.
URW has allocated properties across independent appraisers by region for comparison and benchmarking purposes. The
valuation process has a centralised approach, intended to ensure that capital market views on the Group's portfolio are taken
into account. Assets are appraised twice a year (in June and December), except for services companies and the Westfield
trademark which will be externally appraised in H2-2024.
Appraiser Regions appraised as at June 30, 2024 %
of total
portfolio
June 30, 2024
%
of total
portfolio
Dec. 31, 2023
Cushman & Wakefield France / Germany / Austria / Nordics / Spain / UK(a) / US 48% 49%
Jones Lang LaSalle France / Germany / Central Europe / The Netherlands 34% 34%
Kroll US 7% 6%
PwC(b) France 5% 8%
Other appraisers Central Europe / US 2% 2%
At cost, under sale agreement or internal 4% 1%

(b) PwC assesses the Convention & Exhibition venues only. The Services companies were internally assessed. The Westfield trademark was internally assessed for value loss indicators. In absence of such indicators, the Westfield trademark value assessed by PWC in H2-2023 corrected from currency effect, was retained in H1-2024.

Fees paid to appraisers are determined prior to the valuation process and are independent from the value of properties appraised. A detailed report, dated and signed, is produced for each appraised property. None of the appraisers have received fees from URW representing more than 10% of their turnover.

Integration of ESG in URW's valuations

Environmental, Social & Governance (ESG) factors are impacting investment approaches in real estate markets. Driving forces include legislation change, availability of finance, and increasing societal awareness of ESG factors such as climate risk.

A significant amount of information has been made available to the appraisers in relation to several ESG KPIs on an assetby-asset basis63 in connection with a new AFREXIM ESG scorecard built by main valuation firms, international shopping centres' landlords and French institutions representing a diverse scope of retail market participants. Amongst others, these KPIs are the Energy Use Intensity on common areas, BREEAM certificate label part I and II, climate risk studies outcomes, renewable energy on-site production or presence of EV chargers. Appraisers have reviewed and considered the information provided in their valuation process. Capex to be spent in the next 5 years for the Energy Action Plan defined by the Group were integrated in the valuation model.

The information relating to the Group's ESG roadmap provided during the Investors Day in October 2023 was updated so that appraisers could integrate it in their H1-2024 valuations.

63 For European shopping centres.

Valuation methodology

Appraisal methods used by appraisers are compliant with international standards and guidelines as defined by RICS, IVSC ("International Valuation Standards Council") and FEI ("Fédération des Entreprises Immobilières").

Valuation scope

96% of URW's portfolio was appraised by independent appraisers as at June 30, 2024.

Investment Properties Under Construction ("IPUC") for which a value could be reliably determined are required to be accounted for at fair value and were assessed by external appraisers.

IPUC are taken at fair value once management considers that a substantial part of the project's uncertainty has been eliminated, such that a reliable fair value can be established.

Lightwell was valued at fair value for the first time as at December 31, 2021. Westfield Hamburg was assessed at fair value for the first time as at June 30, 2023. Centrum Černý Most Extension was carried at fair value for the first time as at June 30, 2024.

  • At cost, subject to impairment test, for IPUC for which a reliable value could not yet be established. These include assets under development (see Section "Development projects as at June 30, 2024" for more details);
  • Internal valuations were performed by URW as at June 30, 2024, for Services companies and a few minor office assets in the US. The Westfield trademark valuation as at December 31, 2023, was adjusted for currency effect in H1-2024; and
  • At bid value for assets for which the Group has received a purchase offer.
Since and as a result of the acquisition accounting for the Westfield transaction, the main projects in the US, the UK and Italy
were carried at fair value as at June 30, 2024.
Refer to the table in the Section "Development projects as at June 30, 2024" for the valuation method used for each
development project in the Group's pipeline.
The remaining assets of the portfolio (4%) were valued as follows:

At cost, subject to impairment test, for IPUC for which a reliable value could not yet be established. These include assets
under development (see Section "Development projects as at June 30, 2024" for more details);

Internal valuations were performed by URW as at June 30, 2024, for Services companies and a few minor office assets
in the US. The Westfield trademark valuation as at December 31, 2023, was adjusted for currency effect in H1-2024;
and

At bid value for assets for which the Group has received a purchase offer.
The total value of the IPUC amounted to €2.3 Bn, of which €1.8 Bn valued at fair value and €0.5 Bn valued at cost (32% of
the value at cost was tested with an external valuation as at June 30, 2024).
Unless otherwise indicated, valuation changes and references to asset values include transfer taxes and transaction costs.
Valuation including transfer
taxes in € Mn
Appraiser Sector June 30, 2024 Dec. 31, 2023
Cushman & Wakefield Shopping Centres/Offices & Others 18,007 18,081
Jones Lang Lasalle Shopping Centres/Offices & Others 16,879 16,607
PwC C&E 2,538 2,766
Other appraisers Shopping Centres 3,231 3,113
Internal valuation Shopping Centres/Services 266 -
Impact of the assets valued by two appraisers Shopping Centres 2,408 - 2,301 -
Assets valued at cost and/or not appraised Shopping Centres/Offices & Others 517 469
Total Europe
Cushman & Wakefield
Shopping Centres/Offices & Others 39,031
5,757
38,735
6,150
Kroll Shopping Centres 3,306 3,014
PwC Shopping Centres - 158
Other appraisers Shopping Centres 253 243
Internal valuation Shopping Centres/Offices & Others 214 35
Assets valued at cost and/or not appraised Shopping Centres/Offices & Others 181 166
9,712 9,767
Total US
Services
Total URW
1,034
49,777
1,072
49,574

1.2. Shopping Centre portfolio

Evolution of URW's Shopping Centre portfolio valuation

1.2. Shopping Centre portfolio
The value of URW's Shopping Centre portfolio is the total value of each individual asset as determined by the Group's
appraisers, except as noted above.
The Westfield trademark is split by the regions in which the Group operates Westfield-branded shopping centres and is
included within the Flagships category valuation. The airport activity and CBD asset64 are included within Flagships in the
US.
Evolution of URW's Shopping Centre portfolio valuation
The value of URW's Shopping Centre portfolio amounted to €43,011 Mn (€42,775 Mn).
URW Valuation as at Dec. 31, 2023 (€ Mn) 42,775
Like-for-like revaluation - 201
Revaluation of non like-for-like assets - 480
Revaluation of shares 34
Capex / Acquisitions / Transfers 592
Disposals - 36
Constant Currency Effect 326
URW Valuation as at June 30, 2024 (€ Mn) 43,011
Figures may not add up due to rounding.
Based on an asset value excluding estimated transfer taxes and transaction costs, the Shopping Centre division's NIY stood
at 5.4%, including 5.4% in Continental Europe, 6.2% in the UK and 5.2% in the US.
The Potential Yield including the leasing of vacant space at ERV was 5.8%, including 5.6% in Continental Europe, 7.0% in
the UK and 5.8% in the US. When compared to the NIY, this metric incorporates the filling in of the currently high level of
vacancy in the UK and in the US, at 6.4% and 8.6% respectively.
Shopping Centre portfolio by
region
Valuation excluding
estimated transfer taxes
Valuation excluding
estimated transfer taxes
Figures may not add up due to rounding.
The Potential Yield including the leasing of vacant space at ERV was 5.8%, including 5.6% in Continental Europe, 7.0% in
the UK and 5.8% in the US. When compared to the NIY, this metric incorporates the filling in of the currently high level of
vacancy in the UK and in the US, at 6.4% and 8.6% respectively.
June 30, 2024 Dec. 31, 2023
Shopping Centre portfolio by
region
Valuation including transfer
taxes
Net Initial Yield Potential Yield Valuation including transfer
taxes
Net Initial Yield Potential Yield
€ Mn € Mn € Mn € Mn
France 12,556 12,093 4.9% 5.2% 12,521 12,060 4.9% 5.1%
Spain 3,622 3,540 5.8% 6.0% 3,583 3,502 5.8% 6.0%
Southern Europe 16,178 15,633 5.1% 5.4% 16,104 15,561 5.1% 5.3%
Central Europe 5,265 5,217 6.1% 6.2% 4,954 4,910 6.3% 6.5%
Austria 2,143 2,133 5.3% 5.6% 2,147 2,137 5.3% 5.6%
Germany 3,015 2,841 5.8% 6.2% 3,196 3,012 5.9% 6.2%
Central and Eastern Europe 10,423 10,190 5.8% 6.1% 10,298 10,059 6.0% 6.2%
Nordics 2,545 2,494 4.9% 5.4% 2,564 2,512 5.1% 5.5%
The Netherlands 1,638 1,481 5.6% 6.1% 1,623 1,468 5.6% 6.0%
Northern Europe 4,183 3,975 5.2% 5.7% 4,187 3,980 5.3% 5.7%
Subtotal Continental Europe 30,784 29,799 5.4% 5.6% 30,589 29,600 5.4% 5.7%
UK 2,589 2,454 6.2% 7.0% 2,489 2,359 6.2% 7.0%
Subtotal Europe 33,373 32,252 5.4% 5.8% 33,078 31,958 5.4% 5.8%
US
Total URW
9,639
43,011
9,448
41,700
5.2%
5.4%
5.8%
5.8%
9,697
42,775
9,516
41,475
4.9%
5.3%
5.5%
5.7%

64 Westfield World Trade Center.

June 30, 2024
Dec. 31, 2023
Valuation excluding
Valuation excluding
Valuation including transfer
Valuation including transfer
US Shopping Centre portfolio by
category
estimated transfer taxes
estimated transfer taxes
Net Initial Yield
Potential Yield
Net Initial Yield
Potential Yield
taxes
taxes
€ Mn
€ Mn
€ Mn
€ Mn
9,131
8,940
4.9%
5.4%
9,185
9,004
4.6%
5.2%
o/w Flagships US excl. CBD asset
8,212
8,053
5.0%
5.5%
8,199
8,052
4.8%
5.3%
508
508
9.8%
11.3%
512
512
9.4%
11.2%
9,639
9,448
5.2%
5.8%
9,697
9,516
4.9%
5.5%
(a) The airport activities and the Westfield trademark for the US are included in the valuation of the US Flagships for a total amount of €417 Mn as at June
The following table shows the breakdown for the US Shopping Centre portfolio:
Flagships US incl. CBD asset (a)
Regionals US
Total US
Figures may not add up due to rounding.
30, 2024, and for a total amount of €401 Mn as at December 31, 2023. However, these activities are not part of the NIY computation.
For Flagships, excluding CBD asset, the Net Initial Yield stands at 5.0% as at June 30, 2024, vs. 4.8% as at December 31,
Figures may not add up due to rounding.
(a) The airport activities and the Westfield trademark for the US are included in the valuation of the US Flagships for a total amount of €417 Mn as at June
30, 2024, and for a total amount of €401 Mn as at December 31, 2023. However, these activities are not part of the NIY computation.
For Flagships, excluding CBD asset, the Net Initial Yield stands at 5.0% as at June 30, 2024, vs. 4.8% as at December 31,
2023, and the Potential Yield stands at 5.5% as at June 30, 2024, vs. 5.3% as at December 31, 2023.
The valuation including transfer taxes of the US Shopping Centre portfolio expressed in EUR decreased by -0.6% over the
semester and by -3.7% in USD, from \$10,715 Mn to \$10,318 Mn.
The following table shows the bridge of the US Shopping Centre portfolio in USD from December 31, 2023, to June 30,
2024, with the split by category:
Total US Flagships US incl.
CBD asset (a)
Flagships US excl.
CBD asset (a)
Regionals US
URW Valuation as at Dec. 31, 2023 (\$ Mn) 10,715 10,149 9,060 566
Like-for-like revaluation - 462
-
439 - 330
-
23
Revaluation of non like-for-like assets - 5
-
3 - 3
-
2
Revaluation of shares - - - -
Capex / Acquisitions / Transfers 70 68 64 2
Disposals / Foreclosure - - - -
URW Valuation as at June 30, 2024 (\$ Mn) 10,318 9,775 8,791 544
Figures may not add up due to rounding.
(a) The airport activities and the Westfield trademark for the US are included in the valuation of the US Flagships for a total amount of \$446 Mn as at June
30, 2024, and for a total amount of \$443 Mn as at December 31, 2023.
Sensitivity
The table below shows the sensitivity on URW's Shopping Centre portfolio value for assets fully consolidated or under joint
control, excluding assets under development, the Westfield trademark and the airport activities.
The percentages below are indicative of evolutions in case of various evolutions of NIY, DR, ECR and appraisers' ERV.
Sensitivity
Impact in
€ Mn
Impact in % Sensitivity Impact in
€ Mn
Impact in %
+25 bps in NIY - 1,787 -4.5% -25 bps in NIY 1,962
4.9%
+25 bps in DR - 662 -1.7% -25 bps in DR 677
1.7%
+10 bps in ECR - 470 -1.2% -10 bps in ECR 488
1.2%

Sensitivity

Sensitivity Impact in
Figures may not add up due to rounding.
(a) The airport activities and the Westfield trademark for the US are included in the valuation of the US Flagships for a total amount of \$446 Mn as at June
30, 2024, and for a total amount of \$443 Mn as at December 31, 2023.
Sensitivity
The table below shows the sensitivity on URW's Shopping Centre portfolio value for assets fully consolidated or under joint
control, excluding assets under development, the Westfield trademark and the airport activities.
The percentages below are indicative of evolutions in case of various evolutions of NIY, DR, ECR and appraisers' ERV.
Sensitivity
Impact in Impact in %
+25 bps in NIY -
1,787
-4.5% -25 bps in NIY € Mn
1,962
4.9%
+25 bps in DR -
662
-1.7% -25 bps in DR 677 1.7%
+10 bps in ECR -
470
-1.2% -10 bps in ECR 488 1.2%

Like-for-like analysis

Like-for-like analysis
On a like-for-like basis, the value of URW's Shopping Centre portfolio, after accounting for works, capitalised financial
expenses and eviction costs, decreased by -€201 Mn, i.e. -0.5% and -23% since 2018. This decrease in H1-2024 compared
to H2-2023 was the result of a yield impact of -1.3% and a rent impact of +0.7%.
The like-for-like change was positive in Continental Europe at +0.7% compared to 2023 (-16% since 2018) and in the UK at
+1.4% compared to 2023, in line with H2-2023 revaluation (-44% since 2018), and negative in the US at -4.7% compared to
2023 (-34% since 2018).
Shopping Centres - Like-for-like (LfL) change
H1-2024 LfL change in LfL change in LfL change - LfL change -
€ Mn % Rent impact Yield impact
France 19 - -0.2% 1.1% -1.2%
Spain 65 1.9% 3.6% -1.7%
Southern Europe 46 0.3% 1.7% -1.3%
Central Europe 202 5.8% 5.2% 0.6%
Austria 11 - -0.5% 0.5% -1.0%
Germany 51 - -2.0% -1.0% -1.0%
Central and Eastern Europe 140 1.7% 2.0% -0.3%
Nordics 0 - 0.0% 0.7% -0.8%
The Netherlands 8 0.5% 1.1% -0.6%
Northern Europe 8 0.2% 0.9% -0.7%
Subtotal Continental Europe 194 0.7% 1.7% -0.9%
UK 32 1.4% 1.3% 0.1%
Subtotal Europe 226 0.8% 1.6% -0.9%
US 427 - -4.7% -2.1% -2.6%
Total URW
Figures may not add up due to rounding.
201 - -0.5% 0.7% -1.3%
The 49 Flagship shopping centres represent 93% of URW's retail exposure (excluding assets under development, the airport
activities and the Westfield trademark).
Shopping Centres - Like- for-like (LfL) change by category
LfL change in LfL change in LfL change - LfL change -
H1-2024 € Mn % Rent impact Yield impact
Flagships Continental Europe 270 1.1% 1.9% -0.9%
Flagships UK 32 1.4% 1.3% 0.1%
Subtotal European Flagships 302 1.1% 1.9% -0.8%
Flagships US incl. CBD assets 406 - -4.6% -2.1% -2.5%
Subtotal Flagships 104 - -0.3% 0.9% -1.2%
€ Mn LfL change in
%
LfL change -
Rent impact
LfL change -
Yield impact
270 1.1% 1.9% -0.9%
32 1.4% 1.3% 0.1%
1.9% -0.8%
302 1.1%
406 - -4.6% -2.1% -2.5%
104 - -0.3% 0.9% -1.2%
76 - -3.7% -1.7% -2.0%
21 - -5.6% -0.8% -4.8%
97 - -4.0% -1.6% -2.4%
201 - -0.5% 0.7% -1.3%
Figures may not add up due to rounding.
Figures may not add up due to rounding.
LfL change in
activities and the Westfield trademark). The 49 Flagship shopping centres represent 93% of URW's retail exposure (excluding assets under development, the airport
Shopping Centres - Like- for-like (LfL) change by category

Non like-for-like analysis

The value of URW's non like-for-like Shopping Centre portfolio (including projects, the Airport business and the Westfield trademark) decreased by -€480 Mn, after accounting for works, capitalised financial expenses and eviction costs. This was mainly due to Westfield Hamburg increased TIC (see Section "Development projects as at June 30, 2024" for more details).

1.3. Offices & Others portfolio

Evolution of URW's Offices & Others portfolio valuation

1.3. Offices & Others portfolio
Evolution of URW's Offices & Others portfolio valuation
The Offices & Others portfolio includes the offices, the hotels (except the hotels at Porte de Versailles) and the residential
projects.
The total value of URW's Offices & Others portfolio amounted to €3,121 Mn (€3,155 Mn).
URW Valuation as at Dec. 31, 2023 (€ Mn)
Like-for-like revaluation
- 3,155
39
Revaluation of non like-for-like assets - 187
Revaluation of shares 9
Capex / Acquisitions / Transfers 169
Disposals - 1
Constant Currency Effect 15
URW Valuation as at June 30, 2024 (€ Mn) 3,121
Figures may not add up due to rounding.
The split by region of the total Offices & Others portfolio was as follows:
Valuation of Offices & Others June 30, 2024 Dec. 31, 2023
portfolio
(including transfer taxes)
€ Mn % € Mn %
France 1,846 59% 1,853 59%
Other countries 682 22% 703 22%
Subtotal Continental Europe 2,528 81% 2,556 81%
UK 520 17% 529 17%
Figures may not add up due to rounding.
Valuation of Offices & Others
portfolio
(including transfer taxes)
June 30, 2024 Dec. 31, 2023
France 1,846 59% 1,853 59%
Other countries
Subtotal Continental Europe
2,528 682
22%
81%
703
2,556
22%
81%
UK 520
17%
529 17%
Subtotal Europe 3,048 98% 3,085 98%
US 73
2%
69 2%
Total URW 3,121 100% 3,155 100%
Figures may not add up due to rounding.
For occupied offices and based on an asset value excluding estimated transfer taxes and transaction costs, the Offices &
Others division's NIY increased by +60 bps from 5.9% to 6.5%.
June 30, 2024 Dec. 31, 2023
Valuation of occupied office space Valuation
including
transfer taxes
Valuation
excluding
estimated
transfer taxes
Net Initial Yield Valuation
including
transfer taxes
Valuation
excluding
estimated
transfer taxes
Net Initial Yield
€ Mn € Mn € Mn € Mn
Valuation of Offices & Others
portfolio
(including transfer taxes)
Figures may not add up due to rounding.
For occupied offices and based on an asset value excluding estimated transfer taxes and transaction costs, the Offices &
Others division's NIY increased by +60 bps from 5.9% to 6.5%.
Valuation of occupied office space Valuation
including
June 30, 2024
Valuation
excluding
Valuation
including
Dec. 31, 2023
Valuation
excluding
transfer taxes estimated
transfer taxes
Net Initial Yield transfer taxes estimated
transfer taxes
Net Initial Yield
€ Mn € Mn € Mn € Mn
France 1,483 1,445 6.3% 1,464 1,427 5.8%
Other countries 201 194 6.3% 197 190 6.4%
Subtotal Continental Europe 1,683 1,639 6.3% 1,661 1,618 5.9%
UK 202 191 n.m. 67 64 n.m.
Subtotal Europe 1,885 1,830 6.3% 1,729 1,682 5.9%
US 28 27 19.4% 28 27 11.5%

Sensitivity

Sensitivity
fully consolidated or under joint control, excluding assets under development. The table below shows the sensitivity on URW's Offices & Others portfolio value (occupied and vacant spaces) for assets
The percentages below are indicative of evolutions in case of various evolutions of NIY.
Sensitivity Impact in
€ Mn
Impact in % Sensitivity Impact in
€ Mn
Impact in %

Like-for-like analysis

Sensitivity Impact in
The value of URW's Offices & Others portfolio, after accounting for the impact of works and capitalised financial expenses,
decreased by -€39 Mn (-2.1%) on a like-for-like basis, due to a yield impact of -2.2% and a stable rent impact.
Offices & Others - Like-for-like (LfL) change
H1-2024 LfL change
in € Mn
LfL change
in %
LfL change -
Rent impact
LfL change -
Yield
impact
-42 -2.8% -0.7% -2.1%
7 2.9% 4.0% -1.0%
-35 -2.0% -0.1% -2.0%
-3 -4.0% 4.8% -8.8%
France
Other countries
Subtotal Continental Europe
UK
Subtotal Europe
-38 -2.1% 0.1% -2.2%
US -1 -2.3% -2.3% 0.0%

1.4. Convention & Exhibition portfolio

Valuation methodology

The valuation methodology adopted by PwC for the venues is mainly based on a discounted cash flow model applied to the total net income projected over the life of the concession or leasehold (net of the amounts paid for the concession or leasehold) if it exists, or otherwise over a 10-year period, with an estimate of the asset value at the end of the given time period, based either on the residual contractual value for concessions or on capitalised cash flows over the last year, including the remaining capital expenditures to be spent on Porte de Versailles (€167 Mn). URW Valuation as at Dec. 31, 2023 (€ Mn) 2,572 (a)

Evolution of the Convention & Exhibition valuation

Valuation methodology
total net income projected over the life of the concession or leasehold (net of the amounts paid for the concession or leasehold)
if it exists, or otherwise over a 10-year period, with an estimate of the asset value at the end of the given time period, based
either on the residual contractual value for concessions or on capitalised cash flows over the last year, including the remaining
capital expenditures to be spent on Porte de Versailles (€167 Mn).
Evolution of the Convention & Exhibition valuation
The value of URW's Convention & Exhibition venues, including transfer taxes and transaction costs, amounted to €2,611 Mn
(€2,572 Mn).
URW Valuation as at Dec. 31, 2023 (€ Mn) 2,572 (a)
Like-for-like revaluation 4
Revaluation of non like-for-like assets 2
Revaluation of shares
-
Capex / Acquisitions / Transfers / Disposals
1
33

1.5. Services

Figures may not add up due to rounding.
(a) Excluding the Convention & Exhibition space in Carrousel du Louvre and CNIT, 100%-owned by URW, the valuation for Viparis (including Palais des
Sports, Les Boutiques du Palais and the hotels at Porte de Versailles) was €2,481 Mn as at December 31, 2023, and €2,519 Mn as at June 30, 2024.
valuation parameters, including WACC, in line with December 2023 ones. On a like-for-like basis, net of investments, the value of Convention & Exhibition venues increased by +€4 Mn (+0.2%) with
1.5. Services
The Services portfolio is composed of URW's French, German, UK and US property services companies.
in the portfolio at their market value for the calculation of URW's NAV. In URW's Consolidated statement of financial URW's Services portfolio is appraised annually by PwC as at each year-end to include all significant fee business activities
and US Property Management. position, intangible assets are not revalued but recognised at cost less amortisation charges and/or impairment losses booked.
The value of the Services portfolio decreased by -€56 Mn (-5.2%) on a like-for-like basis, mainly impacted by revenues
assumptions for German Fee Business and UK DD&C. It was partly offset by increases of French services companies, UK
URW Valuation as at Dec. 31, 2023 (€ Mn) 1,072
Like-for-like revaluation -
56
Constant Currency Effect
URW Valuation as at June 30, 2024 (€ Mn)
18
1,034

1.6. Proportionate, IFRS and Group share figures for the property portfolio

1.6. Proportionate, IFRS and Group share figures for the property portfolio
The figures presented previously in the property portfolio are on a proportionate basis.
The following tables also provide the IFRS GMV and the Group share level (in GMV) for URW's assets:
URW Asset portfolio valuation - Proportionate IFRS Group share
June 30, 2024 € Mn % € Mn % € Mn %
Shopping Centres 43,011 86% 41,505 87% 36,803 88%
Offices & Others 3,121 6% 2,828 6% 2,803 7%
Convention & Exhibition
Services
2,611
1,034
5%
2%
2,612
1,034
5%
2%
1,352
995
3%
2%
Total URW 49,777 100% 47,979 100% 41,953 100%
URW Asset portfolio valuation -
Dec. 31, 2023 € Mn % € Mn % € Mn %
Shopping Centres 42,775 86% 41,269 86% 36,539 88%
Offices & Others
Convention & Exhibition
3,155
2,572
6%
5%
2,881
2,574
6%
5%
2,855
1,333
7%
3%
Services 1,072 2% 1,072 2% 1,015 2%
Total URW 49,574 100% 47,796 100% 41,742 100%
URW Like-for-like change - net of
Investments - H1-2024 € Mn % € Mn % € Mn %
Shopping Centres 201 - -0.5% 67 0.2% 96 0.4%
Offices & Others 39 - -2.1% 39 - -2.1% 38 - -2.1%
Convention & Exhibition
Services
4
56 -
0.2%
-5.2%
4
56 -
0.2%
-5.2%
2
39 -
0.2%
-3.8%
Total URW 291 - -0.7% 23 - -0.1% 21 0.1%
URW Like-for-like change - net of
Investments - H1-2024 - Split Rent impact % Yield impact % Rent impact % Yield impact % Rent impact % Yield impact %
rent/yield impact
Shopping Centres
0.7% -1.3% 1.2% -1.0% 1.3% -1.0%
Offices & Others 0.0% -2.2% 0.8% -2.9% 0.1% -2.3%
URW Net Initial Yield June 30, 2024 Dec. 31, 2023 June 30, 2024 Dec. 31, 2023 June 30, 2024 Dec. 31, 2023
Shopping Centres (a) 5.4% 5.3% 5.3% 5.3% 5.3% 5.3%
Offices & Others - occupied space (b) 6.5% 5.9% 6.4% 5.9% 6.4% 5.9%
Figures may not add up due to rounding.
(a) Shopping centres under development and shopping centres not controlled by URW are not included in the calculation. Shopping centres held by
companies accounted for using the equity method are not included in the calculation of IFRS and Group share but are included in the proportionate for the
ones under joint control.
(b) Offices under development and offices not controlled by URW are not included in the calculation. Offices held by companies accounted for using the
equity method are not included in the calculation of IFRS and Group share but are included in the proportionate for those in joint control.
Bridge between Proportionate and IFRS as at June 30, 2024 Asset portfolio
€Mn valuation (including
transfer taxes)
Total URW on a proportionate basis 49,777
(-) Assets joint-controlled on a proportionate basis - 7,593
5,795
(+) Share investments in assets joint-controlled
Total URW under IFRS
47,979
Bridge between Proportionate and IFRS as at June 30, 2024
€Mn
Asset portfolio
valuation (including
transfer taxes)

1.7. Additional Valuation parameters - IFRS 13

Shopping Centres

1.7. Additional Valuation parameters - IFRS 13
URW complies with the IFRS 13 fair value measurement and the position paper65 on IFRS 13 established by EPRA.
Considering the limited public data available, the complexity of real estate asset valuations, as well as the fact that appraisers
use the non-public rent rolls of the Group's assets in their valuations, URW believes it is appropriate to classify its assets
under Level 3. In addition, unobservable inputs, including appraisers' assumptions on growth rates, DR and ECR, are used
by appraisers to determine the fair value of URW's assets.
valuation of the Group's assets. In addition to the disclosures provided above, the following tables provide quantitative data in order to assess the fair
Shopping Centres
All shopping centres are valued using the discounted cash flow and / or yield methodologies using compound annual growth
rates as determined by the appraisers.
Shopping Centres -
June 30, 2024
Net Initial
Yield
Rent in €
per sqm (a)
Discount Rate
(b)
Exit
Capitalisation
Rate
(c)
CAGR of NRI
(d)
Max 7.4% 999 10.1% 29.1% 20.7%
France Min 4.1% 166 6.7% 4.8% 3.6%
Weighted average 4.9% 641 6.9% 5.0% 5.1%
Max 7.2% 621 9.9% 6.8% 3.9%
Spain Min 5.1% 329 7.9% 5.4% 2.3%
Weighted average 5.8% 441 8.4% 5.8% 3.2%
Max 8.9% 738 9.9% 9.6% 3.0%
Central Europe Min 5.8% 152 7.4% 5.6% 1.6%
Weighted average 6.1% 472 7.9% 5.9% 2.1%
Max 5.3% 444 7.1% 5.1% 3.3%
Austria Min 5.3% 337 7.1% 5.1% 2.8%
Weighted average 5.3% 387 7.1% 5.1% 3.0%
Max 8.6% 521 10.0% 7.9% 4.0%
Germany Min 4.9% 165 6.6% 5.0% 1.7%
Weighted average 5.8% 302 7.3% 5.5% 3.3%
Max 6.1% 460 7.9% 6.0% 5.7%
Nordics Min 4.3% 284 6.9% 5.0% 3.3%
Weighted average 4.9% 383 7.1% 5.2% 3.9%
Max 8.1% 412 8.3% 7.2% 3.8%
The Netherlands Min 5.1% 271 6.5% 5.0% 1.6%
Weighted average 5.6% 372 6.8% 5.4% 3.4%
Max 6.7% 674 10.5% 9.8% 4.2%
UK Min 0.8% 43 7.7% 6.6% 2.2%
Weighted average 6.2% 330 8.0% 6.9% 2.6%
Max 12.8% 1,643 14.5% 12.5% 11.7%
US Min 3.9% 364 6.8% 5.0% 1.9%
Weighted average 5.2% 797 7.5% 5.7% 4.9%

(d) CAGR of NRI determined by the appraiser (duration of the DCF model used either 6 or 10 years).

65 EPRA Position Paper on IFRS 13 - Fair value measurement and illustrative disclosures, February 2013.

(d) CAGR of NRI determined by the appraiser (10 years).

The Exit Capitalisation Rate66 used by appraisers in June 2024 valuations increased by c. +10 bps on average compared to the ones in December 2023 valuations, including:

  • In Continental Europe stable at 5.3%;
  • In the UK stable at 6.9%; and
  • In the US from 5.5% to 5.7% (from 5.3% to 5.4% for the US Flagships and from 9.2% to 9.6% for the US Regionals).

The Discount Rate66 used by appraisers in June 2024 valuations remained stable on average compared to the ones in December 2023 valuations, including:

  • In Continental Europe stable at 7.3%;
  • In the UK stable at 8.0%; and
  • In the US from 7.4% to 7.5% (from 7.2% to 7.3% for the US Flagships and from 10.9% to 11.2% for the US Regionals).

This increase in ECR and stable DR were partly compensated by higher cash flow with a 10-year NRI CAGR of 3.9% from H1-2024 (vs. 3.9% for valuations as at December 31, 2023) as a result of the strong operating performance seen in H1-2024. It includes a CAGR of indexation of 2.2% in Continental Europe.

CAGR of NRI
determined by the
appraisers in the
DCF
CAGR of NRI - Starting from Dec. 31,
2023
Shopping Centres Valuations as at
June 30, 2024
Valuations as at
June 30, 2024
Valuations as at
Dec. 31, 2023
France 5.1% 5.1% 5.2%
Spain 3.2% 3.6% 3.3%
Central Europe 2.1% 2.3% 2.0%
Austria 3.0% 3.4% 3.7%
Germany 3.3% 3.1% 3.3%
Nordics 3.9% 3.5% 3.6%
The Netherlands 3.4% 3.0% 2.9%
UK 2.6% 3.1% 2.6%
US Flagships incl. CBD 5.1% 4.9% 5.0%
US Regionals 2.8% 3.0% 2.9%
Average URW 3.9% 3.9% 3.9%

As a consequence, the NRI of the exit year used by appraisers in June 2024 valuations increased in Continental Europe (+2.2%) and in the UK (+1.3%) and slightly decreased in the US (-0.9%, including -0.6% for Flagships excluding CBD asset) compared to those reflected in December 2023 valuations.

66 Restated from H1-2024 disposals.

2. EPRA Net Asset Value metrics calculation

The EPRA measures67 are calculated by adjusting the equity attributable to the holders of the Stapled Shares, as shown in the Consolidated statement of financial position (under IFRS), for the items as described below. These apply differently to each metric.

2.1. Equity attributable to the holders of the Stapled Shares

As at June 30, 2024, the Equity attributable to the holders of the Stapled Shares (which excludes both the Hybrid securities and the External non-controlling interests) came to €15,239 Mn.

The Equity attributable to the holders of the Stapled Shares incorporated the net recurring profit in the period of €764 Mn and the net negative impact in the period of -€692 Mn as a result of negative valuation movements.

2.2. Fully diluted number of shares

Dilution from securities giving access to share capital as at June 30, 2024, was computed for those instruments which were "in the money" and having fulfilled the performance conditions.

In accordance with IFRS, financial instruments were recorded on URW's statement of financial position at their fair value with the impact of the change in fair value included in the income statement and thus in the equity attributable to the holders of the Stapled Shares.

The exercise of "in the money" stock options and performance shares with the performance conditions fulfilled as at June 30, 2024, as well as the retention shares would have led to a rise in the number of shares by +4,118,212. The dilution of the exercise of "in the money" stock options generates an increase of +€157 Mn on the equity attributable to the holders of the Stapled Shares.

As at June 30, 2024, the fully diluted number of shares taken into account for the EPRA measures calculations was 143,482,316.

2.3. Revaluation to fair value of investment properties, development properties held for investment and other noncurrent investments

No adjustment was made for the purpose of the EPRA NRV, EPRA NTA and EPRA NDV calculation.

2.4. Deferred tax in relation to fair value movements in investment property

In the Group's IFRS consolidated accounts, deferred tax on property assets was calculated in accordance with accounting standards as at June 30, 2024.

As a result, and consistent with the EPRA methodology, for the purpose of the EPRA NRV calculation, deferred taxes (€1,896 Mn) were added back for the calculation of EPRA NRV, and for the calculation of the EPRA NTA. For the EPRA NTA calculation, -€948 Mn of effective deferred taxes were then deducted. The EPRA NDV was not adjusted.

2.5. Fair value of financial instruments

The fair value adjustment of financial instruments recorded in the IFRS consolidated statement of financial position was added back by URW for the EPRA NRV and EPRA NTA calculation for a total amount of €449 Mn (excluding exchange rate hedging) and remained at the IFRS value for the EPRA NDV.

Fair value movements of foreign currency hedging instruments (fair value hedges or net investment hedges) recorded in the balance sheet and associated with foreign exchange retranslation remains in all 3 NAV metrics (NRV, NTA and NDV) to offset the movement in the underlying investment being hedged.

67 Refer to the EPRA website for more detail: EPRA BPR Guidelines 241019.

2.6. Goodwill as a result of deferred taxes

Goodwill booked on the balance sheet as a result of deferred taxes of -€175 Mn as at June 30, 2024, was excluded from the EPRA NRV, EPRA NTA and EPRA NDV.

2.7. Other Goodwill as per the IFRS Balance Sheet

Goodwill booked on the balance sheet (which is mainly related to the Westfield acquisition) of -€636 Mn was deducted from the EPRA NTA and EPRA NDV (net of the Goodwill resulting from deferred taxes already deducted).

2.8. Intangibles as per the IFRS Balance Sheet

Intangible assets of -€807 Mn have been deducted from the EPRA NTA.

2.9. Fair value of fixed interest rate debt

The value of the fixed rate debt on the balance sheet of the Group is equal to the nominal value of the UR debt and the fair value of the Westfield debt at the accounting combination date (May 31, 2018). Taking fixed rate debt at its fair value would have a positive impact of +€2,525 Mn as at June 30, 2024. This impact was taken into account in the EPRA NDV calculation.

2.10. Revaluation of intangibles to fair value

When the fair value of an intangible asset can reliably be determined and is not already included within goodwill or otherwise recorded on the balance sheet, it is added to the EPRA NRV. The basis of valuation is disclosed. URW uses an external valuer at least annually to determine the valuation of such intangible assets and discloses the name of the firms undertaking the valuations. Care is taken that no double counting takes place with the Goodwill on the balance sheet.

The appraisal of property services companies in France, the US, the UK and Germany, the airport activities (excluding LAX and Chicago), the Westfield trademark and of the operations ("fonds de commerce") of Viparis Porte de Versailles, Paris Nord Villepinte, Palais des Congrès de Paris and Palais des Congrès d'Issy-les-Moulineaux, meet the criteria of this adjustment and have been so valued. This gave rise to an unrealised capital gain of +€1,079 Mn, which was added only for the purpose of the EPRA NRV calculation.

2.11. Real estate transfer tax

As at June 30, 2024, the transfer taxes and costs deducted from asset values in the statement of financial position (in accordance with IFRS) amounted to €1,804 Mn. This amount is taken into account in the EPRA NDV. For the purpose of the EPRA NRV calculation, this amount was added back.

For the purpose of the EPRA NTA calculation, the Group used the optimised net property value. Transfer taxes and transaction costs are estimated after taking into account the likely disposal scenario: sale of the asset or of the company that owns it. As at June 30, 2024, these estimated transfer taxes and other transaction costs compared to transfer taxes and costs already deducted from asset values on the statement of financial position (in accordance with IFRS) came to a positive net adjustment of +€469 Mn.

2.12. URW's EPRA NRV

URW's EPRA NRV stood at €20,449 Mn or €142.50 per share (fully diluted) as at June 30, 2024. The EPRA NRV per share decreased by -€4.20 (or -2.9%) compared to December 31, 2023.

The decrease of -€4.20 compared to December 31, 2023 was the sum of: (i) -€3.37 per share of changes in Equity attributable to the holders of the Stapled Shares including mainly the Recurring Net Result, the Revaluation of Investment Properties, the Mark-to-market of debt and financial instruments, the Impairment of goodwill and the distribution (-€2.50); and (ii) -€0.83 per share of changes due to NAV adjustments, including mainly the impacts of fair value of financial instruments adjustment, of real estate transfer taxes, of intangible assets and of deferred taxes on Balance sheet.

2.13. URW's EPRA NTA

URW's EPRA NTA stood at €15,645 Mn or €109.00 per share (fully diluted) as at June 30, 2024. The EPRA NTA per share decreased by -€3.30 (or -2.9%) compared to December 31, 2023.

The decrease of -€3.30 compared to December 31, 2023 was the sum of: (i) -€3.37 per share of changes in Equity attributable to the holders of the Stapled Shares including mainly the Recurring Net Result, the Revaluation of Investment Properties, the Mark-to-market of debt and financial instruments, the Impairment of goodwill and the distribution (-€2.50); and (ii) +€0.07 per share of changes due to NAV adjustments, including mainly the impacts of fair value of financial instruments adjustment, of impairment or changes in goodwill as per the IFRS balance sheet, intangible assets and of deferred taxes.

2.14. URW's EPRA NDV

URW's EPRA NDV stood at €17,110 Mn or €119.20 per share (fully diluted) as at June 30, 2024. The EPRA NDV per share decreased by -€2.70 (or -2.2%) compared to December 31, 2023.

The decrease of -€2.70 compared to December 31, 2023 was the sum of: (i) -€3.37 per share of changes in Equity attributable to the holders of the Stapled Shares including mainly the Recurring Net Result, the Revaluation of Investment Properties, the Mark-to-market of debt and financial instruments the Impairment of goodwill and the distribution (-€2.50); and (ii) +€0.67 per share of changes due to NAV adjustments corresponding to the impact of fair value adjustment of fixed interest rate debt.

See details in table "Evolution of EPRA NRV, EPRA NTA and EPRA NDV - per share (fully diluted)".

3. EPRA Net Asset Value metrics table

3.
EPRA Net Asset Value metrics table
June 30, 2024
EPRA NRV EPRA NTA EPRA NDV
Equity attributable to the holders of the Stapled Shares (IFRS) 15,239 15,239 15,239
Include / Exclude*:
i) Hybrid instruments / Effect of exercise of stock options 157 157 157
Diluted NAV 15,397 15,397 15,397
Include*:
ii.a) Revaluation of IP (if IAS 40 cost option is used) 0 0 0
ii.b) Revaluation of IPUC(1) (if IAS 40 cost option is used) 0
0
0
0
0
0
ii.c) Revaluation of other non-current investments(2)
iii) Revaluation of tenant leases held as finance leases(3)
0 0 0
iv) Revaluation of trading properties(4) 0 0 0
Diluted NAV at Fair Value 15,397 15,397 15,397
Exclude*:
v) Deferred tax in relation to fair value gains of IP(5) detailled below:
v.a) Reversal of deferred taxes on Balance sheet 1,896 1,896 -
v.b) Effective deferred taxes on capital gains -
-
948 -
vi) Fair value of financial instruments
vii) Goodwill as a result of deferred tax
449
-
175
-
449
175
-
-
175
viii.a) Goodwill as per the IFRS balance sheet (net of vii)) -
-
636
-
636
viii.b) Intangibles as per the IFRS balance sheet -
-
807 -
Include*:
ix) Fair value of fixed interest rate debt - - 2,525
x) Revaluation of intangibles to fair value 1,079 - -
xi) Real estate transfer tax(6) 1,804 469 -
20,449 15,645 17,110
NAV 143,482,316 143,482,316 143,482,316
Fully diluted number of shares €142.50 €109.00 €119.20
NAV per share

(5) Deferred tax adjustment for NTA calculated in line with the EPRA guidelines.

(6) Real estate transfer taxes were adjusted in accordance with the EPRA guidelines.

* "Include" indicates that an asset (whether on or off balance sheet) should be added to the shareholders' equity, whereas a liability should be deducted. * "Exclude" indicates that an asset (part of the balance sheet) is reversed, whereas a liability (part of the balance sheet) is added back.

EPRA NRV Dec. 31, 2023
EPRA NTA
EPRA NDV
Equity attributable to the holders of the Stapled Shares (IFRS) 15,386 15,386 15,386
Include / Exclude*:
i) Hybrid instruments / Effect of exercise of stock options
26 26 26
Diluted NAV 15,412 15,412 15,412
Include*:
ii.a) Revaluation of IP (if IAS 40 cost option is used)
ii.b) Revaluation of IPUC(1) (if IAS 40 cost option is used)
0
0
0
0
0
0
ii.c) Revaluation of other non-current investments(2) 0 0 0
iii) Revaluation of tenant leases held as finance leases(3) 0 0 0
iv) Revaluation of trading properties(4) 0 0 0
Diluted NAV at Fair Value 15,412 15,412 15,412
Exclude*:
v) Deferred tax in relation to fair value gains of IP(5) detailled below:
v.a) Reversal of deferred taxes on Balance sheet 1,851 1,851 -
v.b) Effective deferred taxes on capital gains
vi) Fair value of financial instruments
-
-
614
925
614
-
-
vii) Goodwill as a result of deferred tax -
175
-
175
-
175
viii.a) Goodwill as per the IFRS balance sheet (net of vii)) -
-
670
-
670
viii.b) Intangibles as per the IFRS balance sheet -
-
783 -
Include*:
- - 2,549
ix) Fair value of fixed interest rate debt 1,097 -
450
-
-
x) Revaluation of intangibles to fair value
xi) Real estate transfer tax(6) 1,795 17,116
NAV 20,594 15,773
Fully diluted number of shares
NAV per share
140,408,752
€146.70
140,408,752
€112.30
140,408,752
€121.90

(5) Deferred tax adjustment for NTA calculated in line with the EPRA guidelines.

(6) Real estate transfer taxes were adjusted in accordance with the EPRA guidelines.

* "Include" indicates that an asset (whether on or off balance sheet) should be added to the shareholders' equity, whereas a liability should be deducted.

* "Exclude" indicates that an asset (part of the balance sheet) is reversed, whereas a liability (part of the balance sheet) is added back.

EPRA NRV
June 30, 2024 Dec. 31, 2023 June 30, 2023
Equity attributable to the holders of the Stapled Shares (IFRS) 15,239 15,386 16,419
Include / Exclude*:
i) Hybrid instruments / Effect of exercise of stock options
157 26 -
Diluted NAV 15,397 15,412 16,419
Include*:
ii.a) Revaluation of IP (if IAS 40 cost option is used) 0
0
0
0
0
0
ii.b) Revaluation of IPUC(1) (if IAS 40 cost option is used)
ii.c) Revaluation of other non-current investments(2)
0 0 0
iii) Revaluation of tenant leases held as finance leases(3) 0 0 0
iv) Revaluation of trading properties(4) 0 0 0
Diluted NAV at Fair Value 15,397 15,412 16,419
Exclude*:
v) Deferred tax in relation to fair value gains of IP(5) detailled below:
v.a) Reversal of deferred taxes on Balance sheet 1,896 1,851 1,785
v.b) Effective deferred taxes on capital gains - - -
vi) Fair value of financial instruments 449 614 309
vii) Goodwill as a result of deferred tax -
175
-
175
-
177
viii.a) Goodwill as per the IFRS balance sheet (net of vii))
viii.b) Intangibles as per the IFRS balance sheet
-
-
-
-
-
-
Include*:
ix) Fair value of fixed interest rate debt - - -
x) Revaluation of intangibles to fair value
xi) Real estate transfer tax(6)
1,079
1,804
1,097
1,795
912
1,850
EPRA NRV 20,449 20,594 21,098
Fully diluted number of shares 143,482,316 140,408,752 139,985,638
EPRA NRV per share €142.50 €146.70 €150.70
% of change over six months -2.9% -2.7% -3.2%
-5.4% -5.8% -7.8%
% of change over one year

(5) Deferred tax adjustment for NTA calculated in line with the EPRA guidelines.

(6) Real estate transfer taxes were adjusted in accordance with the EPRA guidelines.

* "Include" indicates that an asset (whether on or off balance sheet) should be added to the shareholders' equity, whereas a liability should be deducted. * "Exclude" indicates that an asset (part of the balance sheet) is reversed, whereas a liability (part of the balance sheet) is added back.

Evolution of EPRA NRV, EPRA NTA and EPRA NDV - per share (fully diluted) EPRA NRV EPRA NTA EPRA NDV
As at Dec. 31, 2023, per share €146.70 €112.30 €121.90
Recurring Net Result 5.49 5.49 5.49
Revaluation of Investment Properties *
-
6.10 -
6.10
-
6.10
Shopping Centres
-
4.30
Offices & Others
-
1.80
Convention & Exhibition
0.01
Depreciation or impairment of intangibles
0.12 0.12 0.12
Impairment of goodwill
-
Capital gain on disposals
-
0.12
0.04
-
0.12
-
0.04
-
0.12
-
0.04
Subtotal revaluations, impairments and capital gain on disposals
-
6.14 -
6.14
-
6.14
Mark-to-market of debt and financial instruments
Taxes on non-recurring result
1.12
0.22
1.12
0.22
1.12
0.22
Other non-recurring result
-
0.03 -
0.03
-
0.03
Subtotal non-recurring financial expenses, taxes and other 1.32 1.32 1.32
Distribution
-
2.50 -
2.50
-
2.50
Other changes in Equity attributable to the holders of the Stapled Shares
-
1.54 -
1.54
-
1.54
Total changes in Equity attributable to the holders of the Stapled Shares
-
3.37 -
3.37
-
3.37
Impact of potential issuance of Stock Options and number of shares 0.91 0.91 0.91
Revaluation of Investment Properties (operating assets) - - -
Impact of deferred taxes on Balance sheet and effective deferred taxes 0.32 0.16 -
Impact of fair value of financial instruments adjustment
-
1.15 -
1.15
-
Impact of impairment or changes in goodwill as per the IFRS balance sheet - 0.24 0.24
Impact of real estate transfer tax 0.07 0.14 -
Impact from intangible assets
-
0.13 -
0.17
-
Impact of fair value adjustment of fixed interest rate debt - - -
0.17
Impact of change in the number of fully diluted Stapled Shares
-
0.84 -
0.06
-
0.31
0.83 0.07 0.67
Total changes due to NAV adjustments
-
As at June 30, 2024, per share (fully diluted) €142.50 €109.00 €119.20

5. FINANCIAL RESOURCES68

H1-2024 saw Eurozone inflation stabilising and leading the ECB to deliver a first rate cut in June. However, remaining uncertainty on inflation evolution led to lower expectations of additional rate cuts for the rest of the year in particular for the FED. French election in June generated further market volatility.

During the period, URW raised €2.1 Bn of fully consolidated medium- to long-term funds in the mortgage and bank markets (including credit facilities renewals). In July, the Group raised an additional €550 Mn of undrawn credit facilities with an average maturity of 4.4 years while repaying €500 Mn of short-term loans with a remaining maturity of 2.6 years.

As at June 30, 2024, the Group's liquidity position stood at €12.7 Bn (€12.8 Bn on a proportionate basis) including €4.6 Bn of cash on hand (€4.8 Bn on a proportionate basis) and €8.0 Bn of credit facilities. This position decreased from €13.6 Bn as at end of 2023, mainly due to €646 Mn of debt repayments in the first half.

As at June 30, 2024:

  • The Interest Coverage Ratio ("ICR") was 4.6x (4.2x);
  • The Funds From Operations (FFO) to Net Financial Debt Ratio ("FFO/NFD") was 8.5% (7.8%);
  • The Loan-to-Value ("LTV") ratio69 was 42.5%70 (41.8%);
  • The Net debt/EBITDA ratio71 was 9.3x (9.3x).

The average cost of debt for the period was 1.9% (1.8%), representing the blended average cost of 1.4% for Euro denominated debt and 4.1% for USD and GBP denominated debt.

68 As the Group's financial covenants are calculated in accordance with IFRS, unless otherwise indicated, the financial information in this section is presented in accordance with IFRS. The Group also provides such information on a proportionate basis (see comparative table in section 4). For definitions, refer to the Glossary.

Unless otherwise indicated, comparisons to ratios, debt outstanding, average cost of debt, the amount of undrawn credit lines and cash on hand relate to December 31, 2023.

69 Net financial debt (or "net debt") as shown on the Group's balance sheet, after the impact of derivative instruments on debt raised in foreign currencies / total assets, including transfer taxes (44.2% excluding transfer taxes).

70Excluding €720 Mn of goodwill not justified by fee business as per the Group's European bank debt leverage covenants (€773 Mn on a proportionate basis).

71 On last 12-month basis.

1. Debt structure as at June 30, 202472

The Group's net debt73 both on an IFRS basis (€20,379 Mn) and on a proportionate basis74 (€21,800 Mn) increased over H1- 2024, primarily as a result of:

  • capital expenditure spent over the period;
  • €348 Mn cash distribution in May; and
  • foreign exchange evolution on the debt raised in USD and GBP (impact of €106 Mn and €135 Mn on an IFRS and proportionate basis respectively)75;

partly offset by:

  • retained cash flow over the period; and
  • the completion of disposals.

The medium- to long-term corporate debt issued by the various URW entities is cross-guaranteed. No loans are subject to prepayment clauses linked to the Group's credit ratings76 .

URW secured additional disposals year-to-date as described in the Section "Investments and divestments".

In addition, on July 2, 2024, URW acquired the remaining 50% interest in Westfield Montgomery (US) from its JV partner, for a total cost of \$186 Mn, including \$175 Mn of the JV partner's share in the existing CMBS debt.

https://www.urw.com/en/investors/financing-activity/bond-issues

72 Hybrid securities are accounted for as equity. The hybrid securities are deeply subordinated perpetual instruments with a coupon deferral option and are required to be classified as equity under IFRS. Details on the outstanding hybrid securities are available at:

73 After impact of derivative instruments on debt raised in foreign currencies. Excluding financial leases accounted as debt under IFRS 16 and partners' current account.

74 The sum of: (i) IFRS debt, and (ii) the Group's share of debt at joint ventures in joint control accounted for using the equity method under IFRS, most of which is secured by assets held in joint ventures.

75 Based on following exchange rates as at June 30, 2024: EUR/USD 1.0705 and EUR/GBP 0.84638 vs. exchange rates as at December 31, 2023: EUR/USD 1.105 and EUR/GBP 0.86905.

76 Barring exceptional circumstances (change of control).

1.1. Gross debt breakdown as at June 30, 202477

- Breakdown by financing sources

  • Breakdown by currency

77 Figures may not add up due to rounding.

1.2. Funds Raised

Bank debt and credit facility:

In H1-2024, the Group signed a €1.95 Bn sustainability-linked credit facility with a 5-year maturity.

In July, URW signed additional sustainability-linked credit facilities for a total amount of €550 Mn and an average maturity of 4.4 years. Concurrently, the Group repaid €500 Mn short-term loans put in place since the COVID period with a remaining maturity of 2.6 years.

Furthermore, the Group extended, in July, by one year the maturity of €250 Mn existing European credit facilities (including €100 Mn under sustainability-linked format).

Mortgage debt:

During the first half, the Group refinanced €150 Mn maturing mortgage debt on Pasing Arcaden (Germany) at a spread of Mid swap +110 bps and a 5-year maturity. This non-recourse mortgage debt remains fully consolidated in the Group's accounts78 .

In addition, the Group signed in July a 2-year extension of \$350 Mn existing CMBS on Westfield Montgomery (US) at a fixed rate of 3.766%. This non-recourse mortgage debt will be fully consolidated in URW's accounts following the acquisition of the remaining 50% stake from its JV partner in early July.

Short- to medium-term paper:

URW did not issue any short-term paper, due to the Group's high liquidity position in H1-2024.

1.3. Debt maturity as at June 30, 2024

The average maturity of the Group's debt, considering the undrawn credit lines79 and cash on hand stood at 7.4 years and at 5.9 years without taking into account the undrawn credit lines and cash on hand.

The following chart illustrates the split by maturity date of URW's net financial debt as at June 30, 2024.

Debt maturity profile as at June 30, 2024

78 As Pasing Arcaden is consolidated at 100% in URW's IFRS accounts.

79 Subject to covenants.

1.4. Liquidity needs

Overall, URW's debt repayment needs80 for the next 12 months are fully covered by the cash on hand as shown in the table below:

Debt repayment needs over next 12 months80 IFRS Proportionate
Bonds €3,065 Mn €3,065 Mn
Bank loans, Mortgage & overdraft €16 Mn €131 Mn
Total €3,082 Mn €3,196 Mn
Cash on hand €4,620 Mn €4,778 Mn

Figures may not add up due to rounding.

In addition, as at June 30, 2024:

  • The total amount of undrawn credit lines81 was €8,039 Mn (€8,060 Mn).
  • The average residual maturity of these undrawn credit lines stands at 3.6 years.
  • The credit facilities maturing over the next 12 months amount to €0.2 Bn. URW is considering opportunities to extend or renew part of the maturing lines.

The Group's liquidity (including cash on hand and undrawn credit facilities) covers its debt maturities for more than the next 36 months.

1.5. Average cost of debt

The average cost of debt as at June 30, 2024, was 1.9% (1.8%), representing the blended average cost of 1.4% for EUR denominated debt and 4.1% for USD and GBP denominated debt.

The Group's cost of debt slightly increased over H1-2024 due to a higher marginal cost of funding from debt raised in 2023, partly compensated by increasing remuneration on a higher average cash position in H1-2024 and hedges in place.

2. Ratings

URW has a solicited rating from both Standard & Poor's (S&P) and Moody's.

  • In the context of the reinstatement of its distribution, both rating agencies confirmed in February 2024 that this distribution would have no impact on the Group's rating.
  • On May 28, 2024, S&P published a Full Analysis confirming the "BBB+" long-term rating of the Group with "stable" outlook.

3. Market risk management

Market risks can generate losses resulting from fluctuations in interest rates, exchange rates, raw material prices and share prices. URW's risk mainly relates to (i) interest rate fluctuations on the debt it has taken out to finance its investments and maintain the cash position it requires and (ii) exchange rate fluctuations due to the Group's activities in countries outside the Eurozone, in particular in the US and the UK.

80 Excluding Westfield Montgomery asset backed debt that was extended for 2 years in July 2024.

81 Subject to covenants.

3.1. Interest rate risk management

Over H1-2024, the Group continued to adjust its hedging position in view of market conditions, its current disposal and investment plans, its existing hedging programme and debt82 as well as the debt the Group expects to raise in the coming years.

The Group's net interest rate position83 is fully hedged for 2024, 2025 and 2026.

Annual projection of average hedging amounts and fixed rate debt up to 2028 (€ Bn – as at June 30, 2024)

(*) Including a total of €1,845 Mn hybrid instruments.

Measuring interest rate exposure

Over H1-2024, short-term interest rates across currencies moved by: -198 bps for 3M Euribor, -5 bps for 3M SOFR and -79 bps for 3M Sonia.

Based on the Group's budgeted net debt in H2-2024, if interest rates84 (Euribor, SOFR, Sonia) were to increase/decrease, the Group's recurring result in H2-2024 would be impacted by:

Euros USD GBP Total eq. EUR
-50 bps interest rate -€8.0 Mn +\$2.4 Mn £0.0 Mn -€5.8 Mn
-25 bps interest rate -€4.0 Mn +\$1.2 Mn £0.0 Mn -€2.9 Mn
+25 bps interest rate +€4.0 Mn -\$1.2 Mn £0.0 Mn +€2.9 Mn
+50 bps interest rate +€8.0 Mn -\$2.4 Mn £0.0 Mn +€5.8 Mn

As shown in the table above, the impact of a rate increase on the recurring financial expenses would be positive as the hedging instruments in place in 2024 are expected to be above budgeted debt.

82 On a proportionate basis.

83 The hedging instruments are used to hedge (i) the variable rate debt and (ii) the fixed rate debt immediately converted into variable rate debt, through the Group's macro hedging.

84 The impact on exchange rates due to this theoretical increase/decrease in interest rates is not taken into account. The theoretical impact of an increase/decrease in interest rates is calculated relative to the applicable rates as at June 30, 2024: 3M Euribor (3.7110%), 3M SOFR (5.3219%) and 3M Sonia (5.1269%).

3.2. Foreign exchange risk management

The Group is active in countries outside the Eurozone. When converted into euros, the income and value of the Group's investments may be impacted by fluctuations in exchange rates against the euro. The Group's policy objective is to apply a broadly consistent85 LTV by currency, allowing it to match part of the foreign currency asset value and income with debt and financial expenses in the same currency, thus reducing the exchange rate effects on the Group's balance sheet and earnings. Foreign exchange risk can be hedged by either matching investments in a specific currency with debt in the same currency or using derivatives to achieve the same risk management goal.

IFRS - In millions* Euros86 USD GBP Total eq. EUR
Assets87 35,735 9,857 2,570 47,979
Net Financial Debt 16,860 3,012 597 20,379
IFRS LTV 47.2% 30.6% 23.2% 42.5%
Proportionate - In millions* Euros86 USD GBP Total eq. EUR
Assets88 36,309 10,643 2,984 49,777
Net Financial Debt 17,280 3,649 940 21,800
Proportionate LTV89 47.6% 34.3% 31.5% 43.8%

*In local currencies; figures may not add up due to rounding.

The Group's FX main exposures are in USD, GBP and SEK. A change of 10% of EUR/USD, EUR/GBP or EUR/SEK (i.e. a +10% increase of EUR against the USD, GBP or SEK in H2-2024) would have an impact on shareholders' equity and on the recurring net result as follows:

Impact on
in € Mn Shareholder's Equity Recurring Net Result
+10% in EUR/USD -326 -9.5
+10% in EUR/GBP -132 -7.0
+10% in EUR/SEK -167 -3.4

The impact on the recurring net result would be partly offset by the FX hedging that the Group has put in place against EUR/USD, EUR/GBP, EUR/SEK fluctuations.

85 On a proportionate basis.

86 Including SEK.

87Including transfer taxes and excluding €720 Mn of goodwill not justified by fee business.

88 Including transfer taxes and excluding €773 Mn of goodwill not justified by fee business.

89 45.7% excluding transfer taxes.

4. Financial structure

Financial ratios – IFRS H1-2024 2023
Net debt €20,379 Mn €19,967 Mn
GMV €47,979 Mn €47,796 Mn
LTV 42.5% 41.8%
ICR 4.6x 4.2x
Net debt/EBITDA90 9.3x 9.3x
FFO/Net debt 8.5% 7.8%
Financial ratios - Proportionate H1-2024 2023
Net debt €21,800 Mn €21,378 Mn
GMV €49,777 Mn €49,574 Mn
LTV 43.8% 43.1%
ICR 4.2x 3.9x
Net debt/EBITDA90 9.7x 9.7x
FFO/Net debt 7.9% 7.3%

The LTV ratio91 increased as a result of higher net debt (mainly due to distribution payment and Capex) partly compensated by +0.4% GMV increase. This includes an impact of +50 bps from the €0.5 Bn cost overruns associated to the Westfield Hamburg project.

Including the hybrid, the LTV would be respectively 46.3% and 47.5% on an IFRS and proportionate basis.

As a reminder, the Group discloses its LTV ratio (i) on an IFRS basis in accordance with its European financial covenants requirements and (ii) on a proportionate basis as followed by some credit rating agencies.

In compliance with the EPRA92 Best Practices Recommendations guidelines93, the Group also calculated the EPRA LTV, which stood at 54.7% as at June 30, 2024, as a result of the inclusion of hybrid and minority interests' treatment. (see Section "EPRA Performance measures" for more details).

ICR improved in H1-2024 from 4.2x to 4.6x (4.2x on a proportionate basis), supported by:

  • increasing like-for-like EBITDA; and
  • slightly higher cost of debt over H1-2024.

The H1-2024 Net debt/EBITDA of 9.3x, takes into account the operating performance of the Group in H1-2024, offset by the net debt increase during the period. It would be 10.2x including the hybrids.

The Net Debt/EBITDA proforma for the completion of capital expenditures on projects to be delivered in H2-2024 and the annualised EBITDA of these projects is expected to remain stable.

90 On a last 12-month basis.

91 Excluding €720 Mn of goodwill not justified by fee businesses as per the Group's European leverage covenants (€773 Mn on a proportionate basis).

92 EPRA: European Public Real Estate Association.

93 See www.epra.com

Financial covenants - summary

Corporate debt and credit facilities:

The Group's corporate debt covenants levels and corresponding current ratios are set at:

June 30, 2024 Europe Credit facility
covenants level
Rule 144A and Reg S
Bonds covenants level
LTV94 42.5% < 60% < 65%
ICR 4.6x > 2x > 1.5x
FFO/NFD 8.5% > 4% na.
Secured debt ratio 4.2% na. < 45%
Unencumbered leverage ratio 1.9x na. > 1.25x

These covenants are tested twice a year based on the Group's IFRS financial statements. As at June 30, 2024:

  • 100% of the Group's credit facilities and loans allow an LTV of up to 60% for the Group or the borrowing entity, as the case may be.
  • 100% of the Group's credit facilities and loans require an ICR > 2x for the Group or the borrowing entity, as the case may be.
  • 100% of the Group's credit facilities and loans include an FFO/NFD covenant. These require an FFO/NFD above 4% for the Group or the borrowing entity, as the case may be.

Secured debt non-recourse:

The non-recourse mortgage debt raised by certain entities of the Group includes financial covenants:

Covenant level range % of non-recourse mortgage
incl. this feature in such covenant
Debt Yield covenants 5%-7.5% 25%
Debt to Rent 8.9x 2%
ICR covenants 1.3x – 3.15x 28%
LTV covenants 55% - 75% 53%
  • Any breach under these covenants would not lead to a cross-default on the Group's borrowings;
  • In any case, defaults under these loans are not expected to have a material adverse effect on the Group's finances.

Short-term debt:

There are no financial covenants (such as loan-to-value or interest coverage ratios) in the Neu MTN, the Neu CP and the ECP programmes of URW.

94 Ratio calculated based on European bank debt covenant.

5. LTV reconciliation with the Balance Sheet (B/S)

a) Under IFRS:

5. LTV reconciliation with the Balance Sheet (B/S)
a)
Under IFRS:
(€Mn) June 30, 2024
IFRS
Dec. 31, 2023
IFRS
June 30, 2023
IFRS
Amounts accounted for in B/S 46,495.7 46,290.8 47,625.3
Investment properties at fair value 36,890.5 36,912.8 37,698.6
Investment properties at cost 406.3 405.4 418.3
Shares and investments in companies accounted for using the equity method 6,833.5 6,980.3 7,387.8
Other tangible assets
Goodwill
105.0
811.1
113.0
845.2
124.4
957.2
Intangible assets 853.5 829.6 839.4
Properties or shares held for sale 595.8 204.5 199.7
Adjustments 1,483.5 1,504.7 1,340.4
Transfer taxes 1,843.3 1,819.6 1,864.8
Goodwill not justified by fee business (1) -720.5 -725.9 -837.9
Revaluation intangible and operating assets 1,179.9 1,200.8 1,175.3
IFRS adjustments, including
Financial leases
-819.2
-1,022.0
-789.8
-977.0
-861.8
-990.7
Other 202.8 187.2 128.9
Total assets, including Transfer Taxes (=A) 47,979.2 47,795.5 48,965.7
Total assets, excluding Transfer Taxes (=B) 46,135.9 45,975.9 47,100.9
Amounts accounted for in B/S
Net share settled bonds convertible into new and/or existing shares (ORNANE) 0.0 0.0 0.0
Non-current bonds and borrowings 23,044.0 25,082.6 24,510.3
Current borrowings and amounts due to credit institutions 3,371.3 1,835.5 1,143.6
Liabilities directly associated with properties or shares classified as held for sale (2)
Total financial liabilities
0.0
26,415.3
0.0
26,918.1
108.6
25,762.5
Adjustments
Mark-to-market of debt -1.7 -0.8 3.0
Current accounts with non-controlling interests
Impact of derivative instruments on debt raised in foreign currency
-1,372.3
-35.7
-1,354.9
-24.6
-1,393.8
-57.9
Accrued interest / issue fees -6.7 -68.9 18.1
Total financial liabilities (nominal value) 24,998.9 25,468.8 24,332.0
Cash & cash equivalents -4,620.2 -5,502.3 -3,828.8
Net financial debt (=C) 20,378.7 19,966.5 20,503.3
LTV ratio including Transfer Taxes (=C/A) 42.5% 41.8% 41.9%
LTV ratio excluding Transfer Taxes (=C/B) 44.2% 43.4% 43.5%

b) On a proportionate basis:

b)
On a proportionate basis:
June 30, 2024
Dec. 31, 2023
June 30, 2023
(€Mn)
Proportionate
Proportionate
Proportionate
Amounts accounted for in B/S
48,055.2
47,838.7
Investment properties at fair value
43,852.5
44,056.0
45,196.2
Investment properties at cost
453.2
454.9
Shares and investments in companies accounted for using the equity method
1,281.9
1,239.3
Other tangible assets
107.8
115.8
Goodwill
859.1
893.3
1,018.2
Intangible assets
853.5
829.5
Properties or shares held for sale
647.2
249.9
Adjustments
1,721.5
1,734.9
Transfer taxes
2,088.2
2,052.1
Goodwill not justified by fee business (1)
-773.4
-778.8
-898.9
Revaluation intangible and operating assets
1,177.1
1,198.1
1,172.4
IFRS adjustments, including
-770.4
-736.4
Financial leases
-1,024.1
-979.2
Other
253.7
242.8
Total assets, including Transfer Taxes (=A)
49,776.7
49,573.5
Total assets, excluding Transfer Taxes (=B)
47,688.5
47,521.5
Amounts accounted for in B/S
Net share settled bonds convertible into new and/or existing shares (ORNANE)
0.0
0.0
Non current bonds and borrowings
24,313.2
26,440.2
25,831.5
Current borrowings and amounts due to credit institutions
3,649.2
1,992.9
1,380.0
Liabilities directly associated with properties or shares classified as held for sale (2)
31.9
30.6
Total financial liabilities
27,994.3
28,463.7
Adjustments
Mark-to-market of debt
-1.3
0.2
Current accounts with non-controlling interests
-1,372.3
-1,354.9
-1,393.7
Impact of derivative instruments on debt raised in foreign currency
-35.7
-24.6
Accrued interest / issue fees
-7.3
-70.0
Total financial liabilities (nominal value)
26,577.8
27,014.4
Cash & cash equivalents
-4,777.7
-5,636.5
Net financial debt (=C)
21,800.1
21,378.0
49,443.2
460.6
1,294.9
127.3
839.4
506.6
1,585.9
2,112.9
-800.4
-992.9
192.5
51,029.1
48,916.2
0.0
456.9
27,668.4
10.1
-57.9
14.1
26,241.1
-4,008.0
22,233.3
LTV ratio including Transfer Taxes (=C/A) 43.8% 43.1% 43.6%
LTV ratio excluding Transfer Taxes (=C/B)
45.7%
45.0%
45.5%

6. EPRA PERFORMANCE MEASURES

1. EPRA earnings

a) Synthesis

6.
EPRA
PERFORMANCE MEASURES
H1-2024, H1-2023 and 2023 below.
In compliance with the EPRA95 Best Practices Recommendations96, URW summarises the Key Performance measures of
1. EPRA earnings
of recurring earnings.
a)
Synthesis
EPRA earnings are defined as "recurring earnings from core operational activities" and are equal to the Group's definition
H1-2024
H1-2023
2023
EPRA Earnings € Mn
763.7
756.9
1,408.9
EPRA Earnings / share € / share
5.49
5.45
10.14

b) Bridge between Earnings per IFRS Statement of income and EPRA Recurring Earnings

H1-2024, H1-2023 and 2023 below. In compliance with the EPRA95 Best Practices Recommendations96, URW summarises the Key Performance measures of
1. EPRA earnings
EPRA earnings are defined as "recurring earnings from core operational activities" and are equal to the Group's definition
of recurring earnings.
a)
Synthesis
b)
Bridge between Earnings per IFRS Statement of income and EPRA Recurring Earnings
Recurring Earnings per share H1-2024 H1-2023 2023
Net Result of the period attributable to the holders of the Stapled Shares (€Mn) 71.7 (537.8) (1,629.1)
Adjustments to calculate EPRA Recurring Earnings, exclude:
(i) Changes in value of investment properties, development properties held for investment and
other interests
(656.8) (996.4) (2,246.0)
(ii) Profits or losses on disposal of investment properties, development properties held for (5.2) (28.7) (10.3)
investment and other interests
(iii) Profits or losses on sales of trading properties including impairment charges in respect of - - -
trading properties
(iv) Tax on profits or losses on disposals - - -
(v) Impairment of goodwill
(vi) Changes in fair value of financial instruments and associated close-out costs
(34.1)
162.9
(122.0)
69.0
(234.0)
(369.2)
(vii) Acquisition and other costs on share deals and non-controlling joint venture interests (4.7) (2.5) (8.9)
(viii) Deferred tax in respect of EPRA adjustments 35.5 (15.4) 70.3
(ix) Adjustments (i) to (viii) above in respect of joint ventures (unless already included under (269.0) (352.4) (566.2)
proportional consolidation)
(x) External non-controlling interests in respect of the above
79.5 153.8 326.3
EPRA Recurring Earnings 763.7 756.9 1,408.9
Average number of shares 139,126,507 138,889,152 138,965,717
EPRA Recurring Earnings per Share (REPS) €5.49 €5.45 €10.14
EPRA Recurring Earnings per Share growth 0.7% 6.3% 5.0%

95 EPRA: European Public Real Estate Association.

96 Best Practices Recommendations. See www.epra.com

2. EPRA NRV, NTA and NDV:

a) Synthesis

2. EPRA NRV, NTA and NDV:
For a more detailed description of the EPRA NRV, NTA and NDV new metrics, please see the "Property portfolio and Net
Asset Value" section, included in this report.
a)
Synthesis
June 30, 2024 Dec. 31, 2023 Change June
30, 2024 vs.
June 30, 2023 Change June
30, 2024 vs.
June 30, 2023
Dec. 31, 2023
EPRA NRV € / share 142.50 146.70 -2.9% 150.70 -5.4%
EPRA NTA € / share 109.00 112.30 -2.9% 116.40 -6.4%
EPRA NDV € / share 119.20 121.90 -2.2% 141.60 -15.8%
b) Detailed calculation as at June 30, 2024
June 30, 2024

b) Detailed calculation as at June 30, 2024

2. EPRA NRV, NTA and NDV:
For a more detailed description of the EPRA NRV, NTA and NDV new metrics, please see the "Property portfolio and Net
Asset Value" section, included in this report.
a)
Synthesis
Change June
30, 2024 vs.
June 30, 2023 Change June
30, 2024 vs.
Dec. 31, 2023 June 30, 2023
b)
Detailed calculation as at June 30, 2024
June 30, 2024
EPRA NRV EPRA NTA EPRA NDV
Equity attributable to the holders of the Stapled Shares (IFRS) 15,239 15,239 15,239
Include / Exclude*:
i) Hybrid instruments / Effect of exercise of stock options 157 157 157
Diluted NAV 15,397 15,397 15,397
Include*:
ii.a) Revaluation of IP (if IAS 40 cost option is used) 0 0 0
ii.b) Revaluation of IPUC(1) (if IAS 40 cost option is used) 0 0 0
ii.c) Revaluation of other non-current investments(2) 0 0 0
iii) Revaluation of tenant leases held as finance leases(3) 0 0 0
iv) Revaluation of trading properties(4) 0 0 0
Diluted NAV at Fair Value 15,397 15,397 15,397
Exclude*:
v) Deferred tax in relation to fair value gains of IP(5) detailled below:
v.a) Reversal of deferred taxes on Balance sheet
v.b) Effective deferred taxes on capital gains
1,896
-
1,896
-
948
-
-
vi) Fair value of financial instruments 449 449 -
vii) Goodwill as a result of deferred tax - 175 -
175
-
175
viii.a) Goodwill as per the IFRS balance sheet (net of vii)) - -
636
-
636
viii.b) Intangibles as per the IFRS balance sheet - -
807
-
Include*:
ix) Fair value of fixed interest rate debt - - 2,525
x) Revaluation of intangibles to fair value 1,079 - -
xi) Real estate transfer tax(6) 1,804 469 -
NAV 20,449 15,645 17,110
Fully diluted number of shares 143,482,316 143,482,316 143,482,316
NAV per share €142.50 €109.00 €119.20

(5) Deferred tax adjustment for NTA calculated in line with the EPRA guidelines.

(6) Real estate transfer taxes were adjusted in accordance with the EPRA guidelines.

* "Include" indicates that an asset (whether on or off balance sheet) should be added to the shareholders' equity, whereas a liability should be deducted.

* "Exclude" indicates that an asset (part of the balance sheet) is reversed, whereas a liability (part of the balance sheet) is added back.

c)
Detailed calculation as at December 31, 2023
Dec. 31, 2023
EPRA NRV EPRA NTA EPRA NDV
Equity attributable to the holders of the Stapled Shares (IFRS) 15,386 15,386 15,386
Include / Exclude*:
i) Hybrid instruments 26 26 26
Diluted NAV 15,412 15,412 15,412
Include*:
ii.a) Revaluation of IP (if IAS 40 cost option is used) 0 0 0
ii.b) Revaluation of IPUC(1) (if IAS 40 cost option is used) 0 0 0
ii.c) Revaluation of other non-current investments(2) 0 0 0
iii) Revaluation of tenant leases held as finance leases(3) 0 0 0
iv) Revaluation of trading properties(4) 0 0 0
Diluted NAV at Fair Value 15,412 15,412 15,412
Exclude*:
v) Deferred tax in relation to fair value gains of IP(5) detailled below:
v.a) Reversal of deferred taxes on Balance sheet 1,851 1,851 -
v.b) Effective deferred taxes on capital gains - -
925
-
vi) Fair value of financial instruments 614 614 -
vii) Goodwill as a result of deferred tax
viii.a) Goodwill as per the IFRS balance sheet (net of vii))
-
175
-
-
175
-
670
-
175
-
670
viii.b) Intangibles as per the IFRS balance sheet - -
783
-
Include*:
ix) Fair value of fixed interest rate debt
x) Revaluation of intangibles to fair value
-
1,097
-
-
2,549
-
xi) Real estate transfer tax(6) 1,795 450 -
NAV 20,594 15,773 17,116
Fully diluted number of shares 140,408,752 140,408,752 140,408,752
NAV per share €146.70 €112.30 €121.90
Figures may not add up due to rounding.
(1) Difference between development property held on the balance sheet at cost and the fair value of that development property.
(2) Revaluation of intangibles are presented under adjustment (x). Revaluation of Intangibles to fair value is not under this line item.

c) Detailed calculation as at December 31, 2023

(5) Deferred tax adjustment for NTA calculated in line with the EPRA guidelines.

(6) Real estate transfer taxes were adjusted in accordance with the EPRA guidelines.

* "Include" indicates that an asset (whether on or off balance sheet) should be added to the shareholders' equity, whereas a liability should be deducted.

* "Exclude" indicates that an asset (part of the balance sheet) is reversed, whereas a liability (part of the balance sheet) is added back.

3. EPRA Net Initial Yields

a) Synthesis

3. EPRA Net Initial Yields
The following table provides the Group yields according to the EPRA Net Initial Yield definitions per segment for URW's
Net Initial Yields (on a proportionate basis):
a)
Synthesis
June 30, 2024 Dec. 31, 2023
Shopping Offices & Shopping Offices &
Unibail-Rodamco-Westfield yields Centres (3)
5.4%
Others (3)
6.5%
Centres (3)
5.3%
Others (3)
5.9%
Effect of vacant units -0.4% -0.6%
Effect of EPRA adjustments on NRI 0.1% 0.0% 0.1% 0.0%
Effect of estimated transfer taxes and transaction costs -0.2% -0.2% -0.2% -0.2%
EPRA topped-up yields (1) 5.3% 5.9% 5.2% 5.2%
Effect of lease incentives -0.2% -0.8% -0.2% -1.0%
EPRA Net Initial Yields (2) 5.0% 5.0% 5.0% 4.2%
Figures may not add up due to rounding.
Notes:
1) EPRA topped-up yield: EPRA Net Initial Yield adjusted in respect of the expiration of rent-free periods (or other unexpired lease
incentives such as discounted rent periods and step rents).
2) EPRA Net Initial Yield: annualised rental income based on the cash rents passing at the balance sheet date, less non-recoverable property
operating expenses, divided by the Gross Market Value of the portfolio.
3) Assets under development or not controlled by URW, the Westfield trademark and the airport activities are not included in the
calculation.
b)
Detailed calculation
June 30, 2024 Dec. 31, 2023
Shopping
Centres (1)
Offices &
Others (1)
Shopping
Centres (1)
Offices &
Others (1)
EPRA topped-up NRI (A) € Mn 2,110 108 2,073 98
Valuation including transfer taxes (B) € Mn 40,089 1,847 39,703 1,877
EPRA topped-up yields (A/B) % 5.3% 5.9%

Notes:

b) Detailed calculation

Figures may not add up due to rounding.
Notes:
1) EPRA topped-up yield: EPRA Net Initial Yield adjusted in respect of the expiration of rent-free periods (or other unexpired lease
incentives such as discounted rent periods and step rents).
2) EPRA Net Initial Yield: annualised rental income based on the cash rents passing at the balance sheet date, less non-recoverable property
operating expenses, divided by the Gross Market Value of the portfolio.
3) Assets under development or not controlled by URW, the Westfield trademark and the airport activities are not included in the
calculation.
b)
Detailed calculation
June 30, 2024 Dec. 31, 2023
Shopping Offices & Shopping Offices &
EPRA topped-up NRI (A) € Mn Centres (1)
2,110
Others (1)
108
Centres (1)
2,073
Others (1)
98
Valuation including transfer taxes (B) € Mn 40,089 1,847 39,703 1,877
EPRA topped-up yields (A/B) % 5.3% 5.9% 5.2% 5.2%
EPRA NRI (C) € Mn 2,018 93 1,982 78
Valuation including transfer taxes (B) € Mn 40,089 1,847 39,703 1,877

Note:

4. EPRA LTV

a) Detailed calculation as at June 30, 2024

Proportionate Consolidation
As at June 30, 2024
EPRA LTV Metric in €Mn
Group IFRS
as reported
Share of JV Share of
material
associates(1)
Non-controlling
Interest(2)
Combined
Include:
Bonds 21,900 0 0
0
21,900
Hybrids 1,845 0 0
0
1,845
Borrowings from financial institutions 3,099 1,579 509 -512 4,674
Commercial paper 0 0 0
0
0
Net payables -3 27 0
0
23
Gross debt 26,840 1,605 509 -512 28,442
Exclude:
Cash and cash equivalent 4,620 158 163 -187 4,754
Net debt (=A) 22,220 1,448 346 -326 23,688
Include:
Investment properties at fair value 36,890 6,962 1,765 -5,625 39,992
Properties under development 406 47 0
-77
377
Shares and investments in companies accounted for using the equity method 6,834 -5,560 -1,259 0 14
Properties held for sale/Inventories 629 89 0
0
718
Intangibles 2,090 0 0
-268
1,822
Goodwill 91 0 0
0
91
Financial assets 147 0 0
170
317
Total property Value (=B) 47,086 1,539 505 -5,799 43,330
LTV ratio (=A/B) 47.2% 54.7%
Transfer taxes (=C) 1,843 245 71 -355 1,804
LTV ratio including Transfer Taxes (=A/(B+C)) 45.4% 52.5%

Figures may not add up due to rounding.

(1) Corresponds to the share of Crossroads, Zlote Tarasy and Triangle project.

(2) Corresponds to the minority stake into the fully consolidated entities.

b) Detailed calculation as at December 31, 2023

Proportionate Consolidation
As at Dec. 31, 2023
EPRA LTV Metric in €Mn
Group IFRS
as reported
Share of JV Share of
material
associates(1)
Non-controlling
Interest(2)
Combined
Include:
Bonds 22,403 0 0 0 22,403
Hybrids 1,845 0 0 0 1,845
Borrowings from financial institutions 3,066 1,545 500 -512 4,600
Commercial paper 0 0 0
0
0
Net payables 163 39 0
0
202
Gross debt 27,476 1,585 500 -512 29,049
Exclude:
Cash and cash equivalent 5,502 134 132 -191 5,577
Net debt (=A) 21,974 1,451 369 -321 23,472
Include:
Investment properties at fair value 36,913 7,143 1,748 -5,644 40,160
Properties under development 405 49 0
-88
367
Shares and investments in companies accounted for using the equity method 6,980 -5,741 -1,214 0 25
Properties held for sale/Inventories 240 74 0 0 313
Intangibles 2,086 0 0 -283 1,803
Goodwill 119 0 0 0 119
Financial assets 151 0 0 174 326
Total property Value (=B) 46,895 1,526 533 -5,841 43,113
LTV ratio (=A/B) 46.9% 54.4%
Transfer taxes (=C) 1,820 232 71 -328 1,795
LTV ratio including Transfer Taxes (=A/(B+C)) 45.1% 52.3%

Figures may not add up due to rounding.

(1) Corresponds to the share of Crossroads, Zlote Tarasy and Triangle project.

(2) Corresponds to the minority stake into the fully consolidated entities.

5. EPRA Vacancy rate

a) Synthesis

5. EPRA Vacancy rate
The EPRA vacancy rate is defined as the ERV of vacant spaces divided by the ERV of total space (let plus vacant).
a)
Synthesis
EPRA Vacancy Rate - Total URW June 30, 2024 Dec. 31, 2023 June 30, 2023
Estimated Rental Value of vacant space (A) 174.0 168.1 216.8
Estimated Rental Value of the whole portfolio (B) 3,023.0 2,945.1 3,076.3
EPRA Vacancy rate (A/B) 5.8% 5.7% 7.0%
b)
Detail per region
EPRA Vacancy Rate - per region June 30, 2024 Dec. 31, 2023 June 30, 2023

b) Detail per region

5. EPRA Vacancy rate
The EPRA vacancy rate is defined as the ERV of vacant spaces divided by the ERV of total space (let plus vacant).
a)
Synthesis
EPRA Vacancy Rate - Total URW
Estimated Rental Value of vacant space (A)
Estimated Rental Value of the whole portfolio (B)
3,023.0 2,945.1 3,076.3
EPRA Vacancy rate (A/B) 5.8% 5.7% 7.0%
b)
Detail per region
EPRA Vacancy Rate - per region June 30, 2024 Dec. 31, 2023 June 30, 2023
France 4.0% 3.8% 3.8%
Spain 1.4% 1.5% 2.1%
Southern Europe 3.3% 3.2% 3.3%
Central Europe 1.5% 1.5% 2.7%
Austria 3.3% 2.6% 2.6%
Germany 4.5% 3.6% 4.6%
Central and Eastern Europe 2.8% 2.5% 3.4%
Nordics 7.2% 6.9% 6.8%
The Netherlands 4.9% 3.5% 3.5%
Northern Europe 6.2% 5.3% 5.3%
Shopping Centres Subtotal Shopping Centres - Continental Europe 3.5% 3.2% 3.6%
United Kingdom 6.4% 6.9% 8.5%
Subtotal Shopping Centres - Europe 4.0% 3.8% 4.3%
US Flagships 7.4% 7.3% 7.9%
US Regionals 9.7% 10.1% 12.0%
US CBD 23.5% 21.4% 23.4%
Subtotal Shopping Centres - US 8.6% 8.5% 9.9%
Total Shopping Centres 5.5% 5.4% 6.3%
France 4.8% 10.3% 13.7%
Other Countries 15.4% 17.2% 24.0%
Others Subtotal Offices & Others - Continental Europe 6.2% 11.1% 15.0%
Offices & US 44.0% 38.5% 60.4%
Total Offices & Others 12.8% 15.7% 26.9%
Total URW 5.8% 5.7% 7.0%

6. EPRA Cost ratios

6. EPRA Cost ratios
Proportionate
EPRA
references
H1-2024 H1-2023 2023
Include:
(i-1) Administrative expenses -106.4 -106.7 -231.3
(i-2) Development expenses -3.1 -1.7 -4.7
(i-3) Operating expenses -183.4 -194.1 -438.0
(ii) Net service charge costs/fees -34.5 -39.2 -83.0
(iii) Management fees less actual/estimated profit element 0.0 0.0 0.0
(iv) Other operating income/recharges intended to cover overhead expenses 0.0 0.0 0.0
(v) Share of Joint Ventures expenses -7.2 -4.6 -12.3
Exclude (if part of the above):
(vi) Investment Property Depreciation 0.0 0.0 0.0
(vii)
(viii)
Ground rents costs
Service charge costs recovered through rents but not separately invoiced
0.0
110.7
0.0
129.0
0.0
253.2
EPRA Costs (including direct vacancy costs) (A) -223.9 -217.3 -516.2
(ix) Direct vacancy costs -34.5 -39.2 -83.0
EPRA Costs (excluding direct vacancy costs) (B) -189.4 -178.1 -433.2
(x) Gross Rental Income (GRI) less ground rents 1,332.1 1,333.3 2,635.7
(xi) Less: service fee and service charge costs component of GRI (if relevant) -110.7 -129.0 -253.2
(xii) Add Share of Joint Ventures (Gross Rental Income less ground rents) 58.5 54.3 109.8
Gross Rental Income (C) 1,279.9 1,258.6 2,492.3
EPRA Cost Ratio (including direct vacancy costs) (A/C) 17.5% 17.3% 20.7%
EPRA Cost Ratio (excluding direct vacancy costs) (B/C) 14.8% 14.1% 17.4%
Figures may not add up due to rounding.

7. Capital Expenditure

7. Capital Expenditure
in € Mn Proportionate
H1-2024 H1-2023 2023
100%
21.5
759.2
467.9
100% Group share 100% Group share Group share
Acquisitions (1) 3.2 1.7 0.8 0.9 15.7
Development (2) 503.9 493.0 298.6 285.6 727.6
Like-for-like portfolio (3) 186.5 167.2 164.0 139.5 414.9
Other (4) 46.8 43.8 48.2 43.9 119.7 111.0
Total Capital Expenditure 740.4 705.7 511.6 469.8 1,368.2 1,269.1
Conversion from accruals to cash basis -
49.0
-
53.8
-
55.1
-
48.8
-
106.4 -
691.4 651.9 456.5 421.0 1,261.9
Total Capital Expenditure on cash basis
Figures may not add up due to rounding.
97.4
1,171.8

2) In H1-2024, includes mainly the capital expenditures related to investments in Fisketorvet, CNIT Eole, Centrum Černý Most and Lightwell redevelopments and extensions projects as well as to the Coppermaker Square, Westfield Hamburg and Westfield Milano new development projects.

3) In H1-2024, includes mainly the capital expenditures related to Westfield Old Orchard, Westfield London, Croydon and Westfield Topanga. Capital expenditure on the like-for-like portfolio includes capital expenditure spent on extension and works on standing assets or refurbishments recently delivered. In H1-2024, URW spent €27.8 Mn on replacement Capex, Group share.

4) In H1-2024, includes eviction costs and tenant incentives, external letting fees, capitalised interest relating to projects and other capitalised expenses of €1.2 Mn, €5.7 Mn, €33.2 Mn and €3.8 Mn, respectively (amounts in Group share).

7. EPRA AND ADJUSTED RECURRING EARNINGS PER SHARE
Recurring Earnings per share H1-2024 H1-2023 2023
Net Result of the period attributable to the holders of the Stapled Shares (€Mn) 71.7 (537.8) (1,629.1)
Adjustments to calculate EPRA Recurring Earnings, exclude:
(i) Changes in value of investment properties, development properties held for investment and other interests (656.8) (996.4) (2,246.0)
(ii) Profits or losses on disposal of investment properties, development properties held for investment and other interests (5.2) (28.7) (10.3)
(iii) Profits or losses on sales of trading properties including impairment charges in respect of trading properties - - -
(iv) Tax on profits or losses on disposals - - -
(v) Impairment of goodwill (34.1) (122.0) (234.0)
(vi) Changes in fair value of financial instruments and associated close-out costs 162.9 69.0 (369.2)
(vii) Acquisition and other costs on share deals and non-controlling joint venture interests (4.7) (2.5) (8.9)
(15.4) 70.3
(viii) Deferred tax in respect of EPRA adjustments 35.5
(ix) Adjustments (i) to (viii) above in respect of joint ventures (unless already included under proportional consolidation) (269.0) (352.4) (566.2)
(x) External non-controlling interests in respect of the above 79.5 153.8 326.3
EPRA Recurring Earnings 763.7 756.9 1,408.9
Coupon on the Hybrid Securities (49.1) (23.9) (72.4)
Adjusted Recurring Earnings 714.6 733.0 1,336.6
Average number of shares 139,126,507 138,889,152 138,965,717
EPRA Recurring Earnings per Share (REPS)
EPRA Recurring Earnings per Share growth
€5.49
0.7%
€5.45
6.3%
€10.14
5.0%
Adjusted Recurring Earnings per Share (AREPS) €5.14 €5.28 €9.62

OTHER INFORMATION:

1. Group consolidated data p 73
2. Consolidated income statement by segment and region p 77
3. Glossary p 78

Leasing activity97 - Shopping Centres

GROUP CONSOLIDATED DATA
1.
Leasing activity97 - Shopping Centres
Lettings / re-lettings / renewals excluding Pipeline
Region nb of leases sqm MGR MGR uplift MGR uplift on deals above 3
years firm duration
signed(a) (€ Mn) € Mn % € Mn %
Continental Europe 674 221,843 126.9 2.7 2.6% 4.6 5.4%
UK 87 57,175 28.5 3.3 18.2% 2.9 18.5%
Total Europe 761 279,019 155.4 6.1 4.9% 7.5 7.4%
US 295 82,805 62.1 6.2 14.7% 7.1 31.9%
Total URW 1,056 361,824 217.5 12.3 7.4% 14.6 11.9%
Figures may not add up due to rounding.
Lettings / re-lettings / renewals excluding Pipeline
Region Number of deals above 3 years firm Number of deals below or equal 3
duration years firm duration
H1-2024 H1-2023 H1-2024 H1-2023
Continental Europe 504 506 170 170
68 47 19 23
UK 553 189 193
Total Europe 572 134
US 189 253 106
Total URW 761 806 295 327
Figures may not add up due to rounding.
Lettings / re-lettings / renewals excluding Pipeline
Region Number of deals above 3 years firm
duration
Number of deals below or equal 3
years firm duration
Continental Europe 504 506 170 170
UK 68 47 19 23
Total Europe 572 553 189 193
US 189 253 106 134
Total URW 761 806 295 327
Lettings / re-lettings / renewals excluding Pipeline
Region MGR Signed on deals above 3 years
firm duration
MGR Signed on deals below or equal
3 years firm duration
(€ Mn) (€ Mn)
H1-2024 H1-2023 H1-2024 H1-2023
Continental Europe 106.0 83.1 20.8 17.4
UK 25.2 19.8 3.3 2.7
Total Europe 131.2 102.9 24.2 20.2
US 41.6 66.2 20.6 25.1
Total URW 172.8 169.1 44.7 45.3
Figures may not add up due to rounding.
Lettings / re-lettings / renewals excluding Pipeline
Region Number of deals above 3 years firm
duration
Number of deals below or equal 3
years firm duration
Region MGR Signed on deals above 3 years
firm duration
(€ Mn)
MGR Signed on deals below or equal
3 years firm duration
(€ Mn)
Continental Europe 106.0 83.1 20.8 17.4
UK 25.2 19.8 3.3 2.7
Total Europe 131.2 102.9 24.2 20.2
20.6 25.1
US 41.6 66.2
Total URW 172.8 169.1 44.7 45.3

97 2023 figures are restated for disposed assets.

Net Rental Income ("NRI") by segment

Net Rental Income ("NRI") by segment
Net Rental Income (€Mn)
Segment H1-2024 H1-2023 Change (%) Like-for like
change (%)
Shopping Centres 1,064.6 1,058.6 0.6% 5.3%(a)
Offices & Others 49.6 41.2 20.4% 23.3%
Convention & Exhibition 75.5 52.3 44.4% 11.3%
Total URW 1,189.7 1,152.1 3.3% 5.6%(b)
Figures may not add up due to rounding.
(a) Excluding Airports, US Regionals and CBD asset.
(b) Including Airports.
Net Rental Income ("NRI") - Shopping Centres
Net Rental Income (€Mn)
Region H1-2024 H1-2023 %
NRI - Continental Europe 744.3 715.8
4.0%
NRI UK 72.3 66.8
8.3%
Total NRI - Europe 816.6 782.5
4.3%

Net Rental Income ("NRI") - Shopping Centres

Segment change (%)
Figures may not add up due to rounding.
(a) Excluding Airports, US Regionals and CBD asset.
(b) Including Airports.
Net Rental Income ("NRI") - Shopping Centres
Region Net Rental Income (€Mn)
H1-2024 H1-2023 %
NRI - Continental Europe 744.3 715.8 4.0%
NRI UK 72.3 66.8 8.3%
Total NRI - Europe 816.6 782.5 4.3%
NRI US including Airports 248.0 276.1 -10.2%
Total NRI - URW including Airports 1,064.6 1,058.6 0.6%
Figures may not add up due to rounding.
Region Net Rental Income (€Mn)
Like-for-like
H1-2024 H1-2023 %
Lfl NRI - Continental Europe 718.8 682.8 5.3%
Lfl NRI UK 68.0 62.9 8.1%
Total Lfl NRI - Europe 786.8 745.8 5.5%
Lfl NRI US Flagships 185.2 177.7 4.2%
Net Rental Income (€Mn)
Region
Figures may not add up due to rounding.
Region Net Rental Income (€Mn)
Like-for-like
H1-2024 H1-2023 %
Lfl NRI - Continental Europe 718.8 682.8 5.3%
Lfl NRI UK 68.0 62.9 8.1%
Total Lfl NRI - Europe 786.8 745.8 5.5%
Lfl NRI US Flagships 185.2 177.7 4.2%
Total Lfl NRI - URW excluding Airports 972.0 923.5 5.3%
Figures may not add up due to rounding.
Net Rental Income Like-for-like evolution (%)
Region Net Rental Income (€Mn)
Like-for-like
Figures may not add up due to rounding.
Net Rental Income Like-for-like evolution (%)
Region Indexation Renewals,
relettings net
of departures
Sales Based
Rent
Doubtful
debtors
Other Total
Lfl NRI - Continental Europe 2.8% 0.5% 1.0% 0.9% 0.0% 5.3%
Lfl NRI UK 0.0% 3.1% -1.2% -0.9% 7.1% 8.1%
Total Lfl NRI - Europe 2.6% 0.8% 0.8% 0.8% 0.6% 5.5%
Lfl NRI US Flagships 0.0% 7.4% -5.9% 1.1% 1.6% 4.2%

Sales Based Rents

Sales Based Rents
Region Sales Based Rents (€Mn)
H1-2024 H1-2023 %
Continental Europe 32.6 27.8 17.5%
UK 5.8 5.3 9.6%
Total - Europe 38.4 33.0 16.2%
US excluding Airports 7.9 22.5 -64.9%
URW excluding Airports 46.3 55.5 -16.6%
Figures may not add up due to rounding.
Retail Media & other income
Region Retail Media & other income (€Mn)
H1-2024 H1-2023 %
Continental Europe 31.6 24.7 27.8%
UK 5.8 4.9 19.0%
Total Europe 37.4 29.6 26.3%
US 23.5 26.0 -9.8%
9.4%
Total URW 60.9 55.6

Retail Media & other income

Sales Based Rents (€Mn)
Region
Figures may not add up due to rounding.
Retail Media & other income
Retail Media & other income (€Mn)
Region H1-2024 H1-2023 %
Continental Europe 31.6 24.7 27.8%
UK 5.8 4.9 19.0%
Total Europe 37.4 29.6 26.3%
US 23.5 26.0 -9.8%
Total URW 60.9 55.6 9.4%
Figures may not add up due to rounding.

Net Rental Income ("NRI") – Offices & Others

Retail Media & other income (€Mn)
Region
Figures may not add up due to rounding.
Net Rental Income ("NRI") – Offices & Others
Net Rental Income (€Mn)
Region H1-2024 H1-2023 Change (%) Like-for like
change (%)
France 40.6 31.9 27.4% 32.3%
Other countries 8.1 7.3 11.0% 9.1%
Total NRI - Europe 48.7 39.1 24.3% 27.3%
0.9 2.1 -54.6% -50.2%
US
Total NRI - URW
Figures may not add up due to rounding.
Vacancy - Shopping Centres
49.6 41.2 20.4% 23.3%
Vacancy
Region June 30, 2024 %
€Mn % Dec. 31, 2023
Continental Europe 58.7 3.5% 3.2%
UK 18.2 6.4% 6.9%
Total Europe 76.9 4.0% 3.8%
US 84.8 8.6% 8.5%

Vacancy - Shopping Centres

Region change (%)
Figures may not add up due to rounding.
Vacancy
€Mn % Dec. 31, 2023
Continental Europe 58.7 3.5% 3.2%
UK 18.2 6.4% 6.9%
Total Europe 76.9 4.0% 3.8%
US 84.8 8.6% 8.5%
Total URW 161.7 5.5% 5.4%
Figures may not add up due to rounding.

Lease expiry schedule

Lease expiry schedule
Total URW Lease expiry schedule
(Shopping
Centres + MGR (€Mn) As a % of MGR (€Mn) As a % of
Offices &
Others)
at date of next total at expiry date total
break option
Expired 40.5 1.9% 40.5 1.9%
2024 127.5 6.0% 90.0 4.2%
2025 367.3 17.3% 234.8 11.1%
2026 347.3 16.4% 216.1 10.2%
2027 310.2 14.6% 252.2 11.9%
2028 236.8 11.2% 227.7 10.7%
2029 197.3 9.3% 193.0 9.1%
2030 137.4 6.5% 145.8 6.9%
2031 86.2 4.1% 140.5 6.6%
2032 70.4 3.3% 131.6 6.2%
2033 73.3 3.5% 169.2 8.0%
2034 43.7 2.1% 110.5 5.2%
81.0 3.8% 167.0 7.9%
Beyond 100% 2,118.7 100%

2. CONSOLIDATED INCOME STATEMENT BY SEGMENT AND REGION

CONSOLIDATED INCOME STATEMENT BY SEGMENT AND REGION
Net result by segment on a proportionate basis H1-2024 H1-2023 2023
(€Mn) Recurring activities Non-recurring activities (1) Result Recurring activities Non-recurring activities (1) Result Recurring activities Non-recurring activities (1) Result
SOUTHERN EUROPE Gross rental income
Operating expenses and net service charges
Net rental income
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
Valuation movements on assets
421.3
(51.8)
369.5
19.5
-
-
-
-
-
0.7
(2.2)
(39.3)
421.3
(51.8)
369.5
20.2
(2.2)
(39.3)
408.6
(47.1)
361.5
18.9
-
-
-
-
-
(13.3)
(0.3)
(426.9)
408.6
(47.1)
361.5
5.6
(0.3)
(426.9)
807.3
(112.8)
694.6
36.8
-
-
-
-
-
(42.8)
(38.1)
(839.8)
807.3
(112.8)
694.6
(6.0)
(38.1)
(839.8)
Impairment of goodwill
Result from operations Shopping Centres Southern Europe
Gross rental income
-
389.0
360.0
-
(40.8)
-
-
348.2
360.0
-
380.4
395.8
(84.8)
(525.3)
-
(84.8)
(144.9)
395.8
-
731.4
782.3
(183.8)
(1,104.6)
-
(183.8)
(373.2)
782.3
UNITED STATES Operating expenses and net service charges
Net rental income
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
Valuation movements on assets
Impairment of goodwill
(112.0)
248.0
-
-
-
-
-
-
-
(0.8)
(438.5)
-
(112.0)
248.0
-
(0.8)
(438.5)
-
(119.7)
276.1
-
-
-
-
-
-
-
(24.3)
(432.1)
-
(119.7)
276.1
-
(24.3)
(432.1)
-
(247.0)
535.3
-
-
-
-
-
-
(25.4)
9.9
(689.4)
-
(247.0)
535.3
(25.4)
9.9
(689.4)
-
SHOPPING CENTRES EASTERN EUROPE
CENTRAL AND
Result from operations Shopping Centres United States
Gross rental income
Operating expenses and net service charges
Net rental income
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
Valuation movements on assets
Impairment of goodwill
Result from operations Shopping Centres Central and Eastern Europe
248.0
295.4
(18.9)
276.4
24.7
-
-
-
301.1
(439.3)
-
-
-
3.8
(1.5)
(212.4)
(34.1)
(244.2)
(191.3)
295.4
(18.9)
276.4
28.4
(1.5)
(212.4)
(34.1)
56.9
276.1
279.5
(20.3)
259.2
25.1
-
-
-
284.4
(456.4)
-
-
-
4.3
(0.5)
(44.5)
(37.2)
(78.0)
(180.3)
279.5
(20.3)
259.2
29.4
(0.5)
(44.5)
(37.2)
206.4
535.3
541.2
(54.3)
486.8
49.5
-
-
-
536.4
(704.9)
-
-
-
(19.3)
0.8
(352.7)
(58.3)
(429.5)
(169.6)
541.2
(54.3)
486.8
30.2
0.8
(352.7)
(58.3)
106.9
NORTHERN
EUROPE
Gross rental income
Operating expenses and net service charges
Net rental income
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
Valuation movements on assets
Impairment of goodwill
Result from operations Shopping Centres Northern Europe
114.0
(15.6)
98.4
-
-
-
-
98.4
-
-
-
-
0.0
6.8
-
6.9
114.0
(15.6)
98.4
-
0.0
6.8
-
105.2
108.9
(13.9)
95.0
-
-
-
-
95.0
-
-
-
-
0.0
(123.9)
-
(123.9)
108.9
(13.9)
95.0
-
0.0
(123.9)
-
(28.9)
210.2
(30.5)
179.7
-
-
-
-
179.7
-
-
-
-
1.4
(238.1)
-
(236.6)
210.2
(30.5)
179.7
-
1.4
(238.1)
-
(56.9)
UNITED KINGDOM Gross rental income
Operating expenses and net service charges
Net rental income
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
Valuation movements on assets
Impairment of goodwill
Result from operations Shopping Centres United Kingdom
101.4
(29.1)
72.3
(0.0)
-
-
-
72.3
-
-
-
-
-
0.8
-
0.8
101.4
(29.1)
72.3
(0.0)
-
0.8
-
73.1
113.4
(46.7)
66.8
-
-
-
-
66.8
-
-
-
-
-
(30.1)
-
(30.1)
113.4
(46.7)
66.8
-
-
(30.1)
-
36.6
233.1
(98.7)
134.4
-
-
-
-
134.4
-
-
-
-
-
(24.4)
-
(24.4)
233.1
(98.7)
134.4
-
-
(24.4)
-
110.0
TOTAL RESULT FROM OPERATIONS SHOPPING CENTRES
Gross rental income
1,108.7
40.3
(716.6)
-
392.1
40.3
1,102.6
34.0
(1,213.7)
-
(111.1)
34.0
2,117.2
70.3
(2,500.0)
-
(382.8)
70.3
FRANCE Operating expenses and net service charges
Net rental income
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
Valuation movements on assets
Impairment of goodwill
0.3
40.6
(0.0)
-
-
-
-
-
0.7
0.4
(53.4)
-
0.3
40.6
0.7
0.4
(53.4)
-
(2.1)
31.9
0.1
-
-
-
-
-
(0.3)
(6.0)
(173.6)
-
(2.1)
31.9
(0.3)
(6.0)
(173.6)
-
(4.5)
65.8
(0.1)
-
-
-
-
-
(2.9)
(5.4)
(334.0)
-
(4.5)
65.8
(3.0)
(5.4)
(334.0)
-
OFFICES & OTHERS COUNTRIES
OTHER
Result from operations Offices & Others France
Gross rental income
Operating expenses and net service charges
Net rental income
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
40.6
16.7
(7.7)
9.0
-
-
(52.3)
-
-
-
-
(0.7)
(11.7)
16.7
(7.7)
9.0
-
(0.7)
32.0
13.1
(3.8)
9.3
0.0
-
(179.9)
-
-
-
-
(0.5)
(147.9)
13.1
(3.8)
9.3
0.0
(0.5)
65.7
27.5
(9.4)
18.1
-
-
(342.3)
-
-
-
-
0.1
(276.6)
27.5
(9.4)
18.1
-
0.1
Valuation movements on assets
Impairment of goodwill
- (206.5)
-
-
(206.5)
-
-
-
(63.0)
-
(63.0)
-
-
-
(86.8)
-
(86.8)
-
Result from operations Offices & Others Other countries
TOTAL RESULT FROM OPERATIONS OFFICES & OTHERS
Gross rental income
9.0
49.6
121.8
(207.3)
(259.6)
-
(198.3)
(210.0)
121.8
9.3
41.3
99.5
(63.5)
(243.4)
-
(54.2)
(202.1)
99.5
18.1
83.8
201.1
(86.7)
(429.0)
-
(68.7)
(345.2)
201.1
CONVENTION &
EXHIBITION
FRANCE Operating expenses and net service charges
Net rental income
On-site property services net income
Contribution of companies accounted for using the equity method
Valuation movements, depreciation, capital gains
Impairment of goodwill
(46.3)
75.5
34.0
(0.6)
-
-
-
-
(0.4)
2.1
-
-
(46.3)
75.5
34.0
(1.0)
2.1
-
(47.2)
52.3
18.8
-
-
-
-
-
-
-
(46.3)
-
(47.2)
52.3
18.8
-
(46.3)
-
(105.7)
95.4
37.2
(0.9)
-
-
-
-
(0.4)
(99.3)
-
-
(105.7)
95.4
37.2
(1.2)
(99.3)
-
TOTAL RESULT FROM OPERATIONS C&E
Net property development and project management income
108.9
13.0
1.8
-
110.7
13.0
71.1
17.7
(46.3)
-
24.8
17.7
131.7
30.9
(99.6)
-
32.1
30.9
Other property services net income
Impairment of goodwill related to the property services
General expenses
Development expenses
Acquisition and other costs
13.6
-
(95.5)
(3.1)
-
-
-
-
-
(4.7)
13.6
-
(95.5)
(3.1)
(4.7)
19.4
-
(93.3)
(1.7)
-
-
-
-
-
(2.5)
19.4
-
(93.3)
(1.7)
(2.5)
39.9
-
(199.4)
(4.7)
-
-
-
-
-
(8.9)
39.9
-
(199.4)
(4.7)
(8.9)
NET OPERATING RESULT BEFORE DEPRECIATION AND IMPAIRMENT OF ASSETS 1,195.4 (979.2) 216.2 1,157.1 (1,506.0) (348.8) 2,199.3 (3,037.5) (838.2)
Depreciation and impairment of tangible and intangible assets (19.1) 16.6 (2.5) (22.5) 6.3 (16.3) (51.5) (18.6) (70.1)
NET OPERATING RESULT
Result from non consolidated companies
Financing result
1,176.3
0.9
(249.3)
(962.6)
-
161.7
213.7
0.9
(87.6)
1,134.5
2.2
(248.2)
(1,499.7)
-
65.0
(365.2)
2.2
(183.1)
2,147.8
2.9
(484.5)
(3,056.1)
-
(381.9)
(908.3)
2.9
(866.4)
RESULT BEFORE TAX
Income tax expenses
NET RESULT FOR THE PERIOD
928.0
(46.3)
881.7
(800.9)
29.5
(771.4)
127.0
(16.8)
110.2
888.6
(27.9)
860.7
(1,434.7)
(13.8)
(1,448.4)
(546.1)
(41.6)
(587.7)
1,666.3
(80.6)
1,585.7
(3,438.0)
73.6
(3,364.4)
(1,771.7)
(7.0)
(1,778.7)
External non-controlling interests
NET RESULT FOR THE PERIOD ATTRIBUTABLE TO THE HOLDERS OF THE
(118.0)
763.7
79.5
(691.9)
(38.5)
71.7
(103.9)
756.9
153.8
(1,294.6)
49.9
(537.8)
(176.8)
1,408.9
326.3
(3,038.0)
149.6
(1,629.1)

3. GLOSSARY

Average cost of debt: recurring financial expenses (excluding the ones on financial leases and the ones related to partners' current accounts) + capitalised financial expenses (excluding non-recurring financial expenses such as mark-to-market and termination costs of financial instruments including bonds repurchased, currency impact) / average net debt over the period.

Average revenue per visit: revenue generated by Westfield Rise divided by the footfall of the same period.

Buyer's Net Initial Yield: annualised contracted rent (including indexation) and other incomes for the next 12 months, net of operating expenses, divided by the TAC.

CAM: Common Area Maintenance.

Committed projects: projects for which URW owns the land or building rights and has obtained all necessary administrative authorisations and permits, approvals of JV partners (if applicable), approvals of URW's internal governing bodies to start superstructure construction works and on which such works have started.

Controlled projects: projects in an advanced stage of studies, for which URW controls the land or building rights, and all required administrative authorisations have been filed or are expected to be filed shortly. There can be no assurance these will become "Committed" projects, as this will be subject to having obtained all required administrative approvals, as well as those of JV partners (if applicable), and of URW's internal governing bodies to start superstructure works.

Debt Yield: ratio of the net operating income to the outstanding loan amount, net of certain cash as defined in the relevant mortgage loan documentation.

Discount Rate (DR): the Discount Rate is the rate used in a Discounted Cash Flow model to calculate the present value of future cash flows (positive or negative) that is to say converting such future cash-flows in today's monetary value.

EBITDA: Recurring Net Operating result before depreciation and impairment of assets.

EPRA Net Reinstatement Value ("NRV"): assumes that entities never sell assets and aims to represent the value required to rebuild the entity.

EPRA Net Tangible Assets ("NTA"): assumes that entities buy and sell assets, thereby crystallising certain levels of unavoidable deferred tax.

EPRA Net Disposal Value ("NDV"): represents the shareholder's value under a disposal scenario, where deferred tax, financial instruments and other certain adjustments are calculated to the full extent of their liability, net of any resulting tax.

EPRA NIY: annualised rental income based on the cash rents passing at the balance sheet date, less non-recoverable property operating expenses, divided by the Gross Market Value of the portfolio. For a reconciliation of URW's NIY with the EPRA Net Initial Yield definitions, refer to the EPRA Performance Measures.

EPRA topped-up yield: EPRA Net Initial Yield adjusted in respect of the expiration of rent-free periods (or other unexpired lease incentives such as discounted rent periods and step rents).

EPRA vacancy rate: Estimated Rental Value (ERV) of vacant spaces divided by ERV of total space (let + vacant).

Exit Cap Rate (ECR): the rate used to estimate the resale value of a property at the end of the holding period. The expected Net Rental Income (NRI) per year is divided by the ECR (expressed as a percentage) to get the terminal value.

Flagships: assets of a certain size and / or with footfall in excess of 10 million per year, substantial growth potential for the Group based on their appeal to both retailers and visitors, iconic architecture or design and a strong footprint in their area.

Financial statements under IFRS: the Group's consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS) as applicable in the European Union as at closing date.

Financial statements on a proportionate basis: they are prepared based on the financial statements under IFRS, except for the joint-controlled entities, which are consolidated on a proportionate basis, instead of being accounted for using the equity method (as applicable under IFRS). Unibail-Rodamco-Westfield believes that these financial statements on a proportionate basis give to stakeholders a better understanding of the underlying operations of URW and the joint-controlled entities, as they represent a significant part of the Group's operations in the US and the UK.

Foreclosure: the action of a lender seeking to take the collateral on a loan when loan payments are not made, leading to a transfer of the asset and the extinction of the corresponding mortgage debt.

Funds From Operations (FFO): on an annualised basis, the recurring EBITDA minus (i) recurring net financial expenses and (ii) tax on recurring operating result.

Group Share: the part that is attributable to the Group after deduction of the parts attributable to the minority interests.

Interest Cover Ratio (ICR): Recurring EBITDA / Recurring Net Financial Expenses (including capitalised interest). Recurring EBITDA is calculated as total recurring operating results and other income minus general expenses, excluding depreciation and amortisation.

Like-for-like Net Rental Income (Lfl NRI): Net Rental Income excluding acquisitions, divestments, transfers to and from pipeline (extensions, brownfields or redevelopment of an asset when operations are stopped to enable works), all other changes resulting in any change to the square metres and currency exchange rate differences in the periods analysed.

Loan-to-Value (LTV): net financial debt, excluding current accounts with non-controlling interests / total assets (whether under IFRS or on a proportionate basis), including or excluding transfer taxes and excluding goodwill not justified by fee business.

Minimum Guaranteed Rent uplift (MGR uplift): difference between new MGR and indexed old MGR. Indicator calculated on renewals and relettings only.

Net Disposal Price (NDP): Total Acquisition Cost incurred by the acquirer minus all transfer taxes and transaction costs.

Net Initial Yield (NIY): annualised contracted rent (including indexation) and other incomes for the next 12 months, net of operating expenses, divided by the asset value net of estimated transfer taxes and transaction costs. Shopping centres under development or not controlled by URW, the Westfield trademark and the airport activities are not included in the calculation of NIY.

Net Initial Yield on occupied space: annualised contracted rent (including latest indexation) and other incomes for the next 12 months, net of operating expenses, divided by the value of occupied space net of estimated transfer taxes and transaction costs. Assets under development are not included in this calculation.

Non-recurring activities: non-recurring activities include valuation movements, disposals, mark-to-market and termination costs of financial instruments, bond tender premiums, impairment of goodwill or recognition of negative goodwill, amortisation of fair value of assets and liabilities recorded for the purpose of purchase price allocation, as well as costs directly incurred during a business combination and other non-recurring items.

Occupancy Cost Ratio (OCR): (rental charges + service charges including marketing costs for tenants, all including VAT) / (tenants' sales, including VAT). Primark sales are estimates.

ORNANE (Obligations Convertibles ou Échangeables en Actions Nouvelles ou Existantes): net share settled bonds convertible into new and/or existing shares.

Potential Yield: annualised contracted rent (including indexation) and other incomes for the next 12 months, net of operating expenses + the ERV of vacant space, divided by the asset value net of estimated transfer taxes and transaction costs. Shopping centres under development or not controlled by URW, the Westfield trademark and the airport activities are not included in the calculation of Potential Yield.

Replacement capital expenditure (Replacement Capex): Replacement Capex relates to works either on equipment or the structure of a standing asset. The primary purpose of Replacement Capex is to ensure that the asset is in good working order and / or to make minor improvements. These investments can be triggered by obsolescence, maintaining technical performance at market levels or compliance with regulatory requirements. These amounts do not include Replacement Capex spent as part of the TIC of extension and / or renovation projects on which the Group's standard Return On Investment (ROI) is expected.

Rotation rate: (number of re-lettings and number of assignments and renewals with new concepts) / number of stores. Short term leases are excluded.

SBR: Sales Based Rent.

Secured debt ratio: Secured debt / Total assets.

SIIC: Société d'Investissement Immobilier Cotée (in France).

Tenant sales: performance in URW's shopping centres (excluding The Netherlands) in operation, including extensions of existing assets, but excluding deliveries of new brownfield projects, acquisition of new assets and assets under heavy refurbishment.

Total Acquisition Cost (TAC): the total amount a buyer shall pay to acquire an asset or a company. TAC equals the price agreed between the seller and the buyer plus all transfer taxes and transaction costs.

Total Investment Cost (TIC): Total Investment Cost equals the sum of: (i) all capital expenditures from the start of the project to the completion date and includes: land costs, construction costs, study costs, design costs, technical fees, tenant fitting-out costs paid for by the Group, letting fees and related costs, eviction costs and vacancy costs for renovations or redevelopments of standing assets; and (ii) opening marketing expenses. It excludes: (i) step rents and rent-free periods; (ii) capitalised financial interests; (iii) overhead costs; (iv) early or lost Net Rental Income; and (v) IFRS adjustments.

Unencumbered leverage ratio: Unencumbered assets / Unsecured debt.

Valuation of occupied office space: valuation based on the appraiser's allocation of value between occupied and vacant spaces.

Viparis' recurring Net Operating Income ("NOI"): "Net rental income" and "On-site property services operating result" + "Recurring contribution of affiliates" of Viparis venues.

Yield impact: measured as the difference between last year's GMV and recalculated GMV based on last year cash flows with Exit Cap Rate and Discount Rate used to assess the current GMV.

Yield on cost: URW share of the expected stabilised Net Rental Income divided by the URW Total Investment Cost increased by rent incentives (step rents and rent-free periods), and for redevelopment project only, the Gross Market Value of the standing asset at the launch of the project.

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT JUNE 30, 2024

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT JUNE 30, 2024..82

I. CONDENSED CONSOLIDATED INTERIM

FINANCIAL STATEMENTS...................................82

Condensed consolidated interim statement of
comprehensive income 83
Condensed consolidated interim statement of financial
position 84
Condensed consolidated interim statement of cash flows 85
Condensed consolidated interim statement of changes in
equity 86

II. NOTES TO THE CONDENSED

CONSOLIDATED INTERIM FINANCIAL
STATEMENTS87
NOTE 1. SIGNIFICANT EVENTS OF THE FIRST
HALF OF 2024 87
1.1. Disposals in the first half of 2024 87
1.2. Westfield Hamburg-Überseequartier opening date 87
NOTE 2. ACCOUNTING POLICIES 87
2.1. IFRS basis adopted 88
2.2. Estimates and assumptions 88
2.3. Impact of climate change matters on the condensed
consolidated interim financial statements 89
NOTE 3. SCOPE OF CONSOLIDATION 89
3.1. Acquisitions of subsidiaries, net of cash acquired
(Condensed consolidated interim statement of cash
flows) 89
3.2. Result on disposal of investment properties and loss
of control 89
3.3. External non-controlling interests 90
NOTE 4. NET RECURRING RESULT AND SEGMENT
REPORTING 91
4.1.
Condensed consolidated
interim statement of
comprehensive income on a proportionate basis 91
4.2.
Condensed consolidated
interim statement of
financial position on a proportionate basis 92
4.3. Net result by segment on a proportionate basis 93
4.4. Other information by segment 96
NOTE 5. INVESTMENT PROPERTIES, TANGIBLE
AND INTANGIBLE ASSETS, GOODWILL 97
5.1. Investment properties 97
5.2. Tangible assets 102
5.3. Intangible assets 103
5.4. Goodwill 104
5.5. Valuation movements on assets 106
5.6. Amounts paid for works and acquisition/disposal of
property assets (Condensed consolidated statement of
cash flows) 106

NOTE 6. SHARES AND INVESTMENTS IN COMPANIES ACCOUNTED FOR USING THE EQUITY METHOD....................................................... 106

6.1. Shares and investments in companies accounted for
using the equity method106
6.2. Valuation assumptions and sensitivity 108
6.3. Transactions with related-parties (joint-ventures
and associates)109
NOTE 7. FINANCING AND FINANCIAL
INSTRUMENTS110
7.1. Financing result110
7.2. Financial liabilities 111
7.3. Risk management policy116
7.4. Market risk116
7.5. Fair value hierarchy of financial assets and liabilities
119
NOTE 8. TAXES119
8.1. Income tax expenses119
8.2. Deferred taxes 120
NOTE 9. PROVISIONS121
NOTE 10. OTHER CURRENT LIABILITIES 121
NOTE 11. EMPLOYEE BENEFITS 122
NOTE 12. SHARE CAPITAL AND DIVIDENDS 125
12.1. Number of shares 125
12.2. Dividends125
NOTE 13. OFF-BALANCE SHEET COMMITMENTS
AND CONTINGENT LIABILITIES126
13.1. Commitments given126
13.2. Commitments received128
13.3. Contingent liabilities128
NOTE 14. SUBSEQUENT EVENTS129

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS AS AT JUNE 30, 2024

I. CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

On July 22, 2024, the Management Board approved the condensed consolidated interim financial statements of Unibail-Rodamco-Westfield SE for the half-year ended June 30, 2024, and the Supervisory Board authorised their publication on July 25, 2024.

The interim financial statements are presented in millions of euros, rounded to the nearest hundred thousand and, as a result, slight differences between rounded figures may exist.

Condensed consolidated interim statement of comprehensive income

Condensed consolidated statement of comprehensive income
(€Mn)
Notes H1-2024 H1-2023 2023
Gross rental income 4.1/4.3.1 1,213.5 1,178.4 2,322.1
Ground rents paid (17.2) (20.7) (37.7)
Service charge income 213.9 211.7 364.8
Service charge expenses (242.7) (238.0) (424.1)
Property operating expenses
Operating expenses and net service charges
(172.7)
(218.7)
(190.5)
(237.4)
(431.8)
(528.7)
Net rental income 994.8 941.0 1,793.4
Property development and project management revenue 25.1 66.0 90.0
Property development and project management costs (12.1) (48.3) (59.0)
Net property development and project management income 4.1 13.0 17.7 30.9
Property services and other activities revenues 161.2 134.7 284.1
Property services and other activities expenses (119.8) (105.6) (226.1)
Net property services and other activities income 4.3.2 41.4 29.2 58.0
Share of the result of companies accounted for using the equity method (89.0) (146.9) (169.6)
Income on financial assets 25.8 22.7 48.8
Contribution of companies accounted for using the equity method 6.1 (63.2) (124.2) (120.8)
Corporate expenses (96.0) (92.7) (199.3)
Depreciation of other tangible and intangible assets (10.9) (13.4) (31.9)
Administrative expenses (106.9) (106.2) (231.2)
Acquisition and other costs 4.3.3 (4.7) (2.5) (8.9)
31.1 281.7 356.5
Proceeds from disposal of investment properties
Carrying value of investment properties sold
(36.3) (310.4) (366.8)
3.2
Result on disposal of investment properties and loss of control (1) (5.2) (28.7) (10.3)
Valuation gains on assets 433.2 287.0 239.4
Valuation losses on assets (1,090.0) (1,283.4) (2,485.4)
Valuation movements on assets 5.5 (656.8) (996.4) (2,246.0)
Impairment of goodwill 5.4 (34.1) (122.0) (234.0)
NET OPERATING RESULT 178.4 (392.2) (968.9)
Result from non-consolidated companies 1.0 2.2 3.0
Financial income 323.5 218.7 558.5
Financial expenses (546.5) (443.7) (994.6)
Net financing costs 7.1.1 (223.0) (224.9) (436.1)
Fair value adjustments of derivatives, debt and currency effect 7.1.2 163.0 68.9 (370.0)
Debt discounting 7.1.2 (0.1) 0.1 0.8
RESULT BEFORE TAX 119.3 (545.9) (1,771.2)
Income tax expenses 8.1 (9.1) (41.8) (7.4)
NET RESULT FOR THE PERIOD 110.2 (587.7) (1,778.7)
Net result for the period attributable to:
- The holders of the Stapled Shares 71.7 (537.8) (1,629.1)
- External non-controlling interests 3.3 38.5 (49.9) (149.6)
NET RESULT FOR THE PERIOD 110.2 (587.7) (1,778.7)
Net result for the period attributable to the holders of the Stapled Shares analysed by amount attributable to:
- Unibail-Rodamco-Westfield SE members 266.8 (315.6) (1,265.6)
- Unibail-Rodamco-Westfield N.V. members (195.1) (222.2) (363.5)
NET RESULT FOR THE PERIOD ATTRIBUTABLE TO THE HOLDERS OF THE STAPLED SHARES 71.7 (537.8) (1,629.1)
12.1 139,126,507 138,889,152 138,965,717
Average number of shares (undiluted) 71.7
Net result for the period (Holders of the Stapled Shares)
Net result for the period per share (Holders of the Stapled Shares) (€)
0.52 (537.8)
(3.87)
(1,629.1)
(11.72)
Net result for the period restated (Holders of the Stapled Shares) 71.7 (537.8) (1,629.1)
Average number of shares (diluted) 12.1 141,009,362 139,834,285 139,886,062
Diluted net result per share (Holders of the Stapled Shares) (€) (2) 0.51 (3.87) (11.72)
NET RESULT FOR THE PERIOD 110.2 (587.7) (1,778.7)
Foreign currency differences on translation of financial statements of subsidiaries and net investments in these subsidiaries 133.5 (214.1) (161.8)
Other comprehensive income that may be subsequently recycled to profit or loss 133.5 (214.1) (161.8)
Employee benefits (0.0) - (0.1)
Fair Value of Financial assets
Other comprehensive income not subsequently recyclable to profit or loss
(4.6)
(4.6)
(0.5)
(0.5)
1.1
1.0
OTHER COMPREHENSIVE INCOME (3) 128.9 (214.6) (160.7)
NET COMPREHENSIVE INCOME 239.1 (802.3) (1,939.4)
- External non-controlling interests 38.8 (49.9) (149.6)
NET COMPREHENSIVE INCOME (HOLDERS OF THE STAPLED SHARES) 200.3 (752.4) (1,789.8)

(1) The result on disposal of investment properties and loss of control includes both the result on disposal of assets and the result on disposal of shares.

(2) In case of a negative net result for the period, the diluted net result per share is equal to the net result for the period per share. (3) The amount is net of tax impact.

Condensed consolidated interim statement of financial position

Condensed consolidated Statement of financial position
(€Mn)
Notes June 30, 2024 Dec. 31, 2023
NON-CURRENT ASSETS 46,675.2 46,621.4
Investment properties 5.1 37,296.7 37,318.2
Investment properties at fair value 36,890.5 36,912.8
Investment properties at cost 406.3 405.4
Shares and investments in companies accounted for using the equity method 6.1 6,833.5 6,980.3
Other tangible assets 5.2 105.0 113.0
Goodwill 5.4 811.1 845.2
Intangible assets 5.3 853.5 829.6
Investments in financial assets 246.1 260.0
Deferred tax assets 8.2 25.3 24.4
Derivatives at fair value 7.5 503.9 250.7
CURRENT ASSETS 6,571.9 6,956.7
Properties or shares held for sale 5.1/6.1 595.8 204.5
Inventories 32.7 35.3
Trade receivables from activity 7.3.3 621.8 506.5
Tax receivables 176.7 196.6
Other receivables 524.7 511.5
Cash and cash equivalents 7.2.7 4,620.2 5,502.3
TOTAL ASSETS 53,247.1 53,578.1
Equity attributable to the holders of the Stapled Shares 15,239.1 15,385.7
Share capital 696.8 695.2
Additional paid-in capital 13,150.0 13,491.1
Consolidated reserves 1,211.7 2,852.8
Hedging and foreign currency translation reserves 108.9 (24.3)
Consolidated result 71.7 (1,629.1)
- Equity attributable to Unibail-Rodamco-Westfield SE members 16,097.1 16,066.6
- Equity attributable to Unibail-Rodamco-Westfield N.V. members (858.0) (680.9)
1,821.1 1,821.1
Hybrid securities 3,524.3 3,560.5
External non-controlling interests
TOTAL SHAREHOLDERS' EQUITY
20,584.5 20,767.3
NON-CURRENT LIABILITIES 27,306.5 28,973.7
23.0 28.0
Non-current commitment to external non-controlling interests 7.2.7
Non-current bonds and borrowings
Non-current lease liabilities
7.2.2 23,044.0
954.5
25,082.6
921.0
Derivatives at fair value 7.5 1,101.3 796.3
Deferred tax liabilities 8.2 1,820.1 1,781.9
Non-current provisions 9 61.9 64.3
Guarantee deposits 249.7 242.1
Amounts due on investments 20.2 24.6
Other non-current liabilities 31.8 32.9
CURRENT LIABILITIES 5,356.1 3,837.1
Liabilities directly associated with properties or shares classified as held for sale -
Current commitment to external non-controlling interests 2.5 -
4.8
Amounts due to suppliers and other creditors 1,122.9 1,156.0
Amounts due to suppliers 229.7 245.0
Amounts due on investments 536.9 474.0
Sundry creditors 356.3 437.0
Other current liabilities 10 742.7 738.3
Current borrowings and amounts due to credit institutions 7.2.7 3,371.3 1,835.5
Current lease liabilities 7.2.2 67.5 56.0
Current provisions 9 49.2 46.5
TOTAL LIABILITIES AND EQUITY 53,247.1 53,578.1

Condensed consolidated interim statement of cash flows

Condensed consolidated statement of cash flows
(€Mn)
Notes H1-2024 H1-2023 2023
OPERATING ACTIVITIES
Net result 110.2 (587.7) (1,778.7)
Depreciation & provisions (1) 10.8 7.4 49.3
Impairment of goodwill 34.1 122.0 234.0
Changes in value of property assets 5.5 656.8 996.4 2,246.0
Changes in value of financial instruments (162.9) (69.0) 369.2
Charges and income relating to stock options and similar items 14.0 9.2 18.9
Net capital gains/losses on disposal of investment properties (2) 5.2 28.7 10.3
Share of the result of companies accounted for using the equity method 6.1 89.0 146.9 169.6
Income on financial assets 6.1 (25.8) (22.7) (48.8)
Dividend income from non-consolidated companies (0.8) (2.2) (2.9)
Net financing costs 7.1.1 223.0 224.9 436.1
Income tax charge (income) 9.1 41.8 7.4
Cash flow before net financing costs and tax 962.7 895.7 1,710.4
Income on financial assets 25.8 22.7 48.8
Dividend income and result from companies accounted for using the equity method or non-consolidated (3) 118.2 198.7 414.3
Income tax paid (40.4) (33.6) (73.4)
Change in working capital requirement (147.9) (160.5) (43.6)
TOTAL CASH FLOW FROM OPERATING ACTIVITIES 918.4 923.0 2,056.5
INVESTMENT ACTIVITIES
Property activities (695.2) (229.9) (785.5)
Acquisition of subsidiaries, net of cash acquired 3.1 (35.3) (72.9) (72.6)
Amounts paid for works and acquisition of property assets 5.6 (673.2) (438.2) (1,181.0)
Repayment of property financing 24.8 44.3 64.5
Increase of property financing (43.4) (55.1) (118.8)
Disposal of shares 3.2 (1.7) (2.0) 223.6
Disposal of investment properties 3.2 33.6 294.0 298.8
Financial activities 1.5 (2.6) (5.9)
Acquisition of financial assets (4.1) (3.6) (9.4)
Repayment of financial assets 5.6 1.0 3.5
TOTAL CASH FLOW FROM INVESTMENT ACTIVITIES (693.7) (232.5) (791.4)
FINANCING ACTIVITIES
Capital increase of parent company 8.4 5.1 5.1
Change in capital from companies with non-controlling shareholders 5.0 7.0 27.2
Hybrid securities - - (174.7)
Distribution paid to parent company shareholders 12.3 (347.9) - -
Dividends paid to non-controlling shareholders of consolidated companies (80.0) (71.1) (83.0)
Coupon on the Hybrid Securities (21.6) (21.6) (58.7)
New borrowings and financial liabilities 7.2.2 236.7 723.1 2,409.3
Repayment of borrowings and financial liabilities 7.2.2 (890.0) (522.1) (769.2)
Financial income 7.1.1 383.6 213.3 528.1
Financial expenses 7.1.1
7.2.5
(607.3)
190.8
(532.4)
14.8
(989.2)
Other financing activities
TOTAL CASH FLOW FROM FINANCING ACTIVITIES
(1,122.3) (183.9) (29.5)
865.4
506.6
Change in cash and cash equivalents during the period (897.6) 2,130.5
Net cash and cash equivalents at the beginning of the year
Effect of exchange rate fluctuations on cash held
5,496.1
17.8
3,321.2
(13.2)
3,321.2
44.4
Net cash and cash equivalents at period-end 7.2.7 4,616.3 3,814.6 5,496.1

(1) Includes straightlining of key money and lease incentives.

(2) Includes capital gains/losses on property sales, disposals of short-term investment and disposals of operating assets.

(3) In H1-2023 and 2023, includes respectively €29 Mn and €80.5 Mn of distributions made by US companies accounted for using the equity method, following the disposal of their assets.

Condensed consolidated interim statement of changes in equity
Condensed consolidated statement of changes in equity
(€Mn)
Share capital Additional
paid-in
capital
Consolidated
reserves
Hedging &
foreign
currency
translation
reserves (1)
Consolidated
net result
Equity
attributable
to the
holders of
the Stapled
Shares
Hybrid
Securities (2)
External non
controlling
interests
Total
Shareholders'
equity
Equity as at Dec. 31, 2022 693.8 13,487.3 2,692.0 137.4 178.2 17,188.7 1,988.5 3,771.1 22,948.2
Profit or loss of the period - -
-
- (537.8) (537.8) - (49.9) (587.7)
Other comprehensive income - - (0.5) (214.1) - (214.6) - - (214.6)
Net comprehensive income - - (0.5) (214.1) (537.8) (752.4) - (49.9) (802.3)
Earnings appropriation - - 178.2 - (178.2) - - -
-
Dividends related to 2022 - -
-
-
-
- - (71.1) (71.1)
Stock options, Performance shares and Company Savings Plan 1.4 3.8 - -
-
5.2 - - 5.2
Share-based payment - - 9.2 -
-
9.2 - - 9.2
Hybrid Securities - -
-
-
-
- (155.2) - (155.2)
Coupon on the Hybrid Securities - - (38.4) -
-
(38.4) - - (38.4)
Transactions with non-controlling interests - - 1.5 -
-
1.5 - 4.0 5.5
Changes in scope of consolidation and other movements - - 5.4 -
-
5.4 - 0.3 5.7
Equity as at June 30, 2023 695.2 13,491.1 2,847.4 (76.7) (537.8) 16,419.3 1,833.3 3,654.4 21,907.0
Profit or loss of the period - -
-
- (1,091.3) (1,091.3) - (99.7) (1,191.0)
Other comprehensive income - - 1.5 52.4 - 53.9 - - 53.9
Net comprehensive income - - 1.5 52.4 (1,091.3) (1,037.4) - (99.7) (1,137.1)
Earnings appropriation - -
-
-
-
- - -
-
Dividends related to 2022 - -
-
-
-
- - (12.0) (12.0)
Stock options, Performance shares and Company Savings Plan - -
-
-
-
- - - -
Share-based payment - - 9.7 -
-
9.7 - - 9.7
Purchase of treasury shares - -
-
-
-
- - - -
Hybrid Securities - - (7.3) -
-
(7.3) (12.2) - (19.5)
Coupon on the Hybrid Securities - - (20.3) -
-
(20.3) - - (20.3)
Transactions with non-controlling interests - - 1.1 -
-
1.1 - 16.4 17.5
Changes in scope of consolidation and other movements - - 20.7 -
-
20.7 - 1.4 22.1
Equity as at December 31, 2023 695.2 13,491.1 2,852.8 (24.3) (1,629.1) 15,385.7 1,821.1 3,560.5 20,767.3
Profit or loss of the period - -
-
- 71.7 71.7 - 38.5 110.2
Other comprehensive income - - (4.6) 133.2 - 128.6 - 0.3 128.9
Net comprehensive income - - (4.6) 133.2 71.7 200.3 - 38.8 239.1
Earnings appropriation - - (1,629.1) - 1,629.1 - - -
-
Dividends related to 2023 - (347.9) - -
-
(347.9) - (64.7) (412.6)
Stock options, Performance shares and Company Savings Plan 1.6 6.8 - -
-
8.4 - - 8.4
Share-based payment - - 14.0 -
-
14.0 - - 14.0
Purchase of treasury shares - -
-
-
-
- - - -
Hybrid Securities - - (21.6) -
-
(21.6) - - (21.6)
Coupon on the Hybrid Securities - -
-
-
-
- - - -
Transactions with non-controlling interests - - 1.0 -
-
1.0 - (10.2) (9.2)
Changes in scope of consolidation and other movements - - (0.8) -
-
(0.8) - (0.1) (0.9)
Equity as at June 30, 2024 696.8 13,150.0 1,211.7 108.9 71.7 15,239.1 1,821.1 3,524.3 20,584.5

(1) The foreign currency translation reserve is used to record exchange differences arising from the translation of the financial statements of foreign subsidiaries. The hedging reserve is used to record the effect of hedging net investments in foreign operations.

II. NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

NOTE 1. SIGNIFICANT EVENTS OF THE FIRST HALF OF 2024

The activity of the Group is not significantly affected by seasonality.

1.1. Disposals in the first half of 2024

Disposal of Equinoccio in Spain

On January 30, 2024, URW closed the disposal of Equinoccio in Spain to Atitlan for a disposal price of €34 Mn, represented a discount to book value of -3.1%.

The disposal result amounted to -€1.7 Mn and was recorded in the condensed consolidated statement of comprehensive income.

1.2. Westfield Hamburg-Überseequartier opening date

Following the disruption due to an isolated water leak identified in a technical area in the basement, technical measures were implemented to reinforce the water tightening of the premises and to ensure that future potential water leaks do not create major technical damages. The opening date for Westfield Hamburg (retail) project was therefore postponed from H1-2024 and is now set for October 17, 2024.

The updated TIC of the Westfield Hamburg project was estimated at €2.16 Bn as at June 30, 2024, up from €1.64 Bn.

This increase in overall project cost is split into €160 Mn directly attributable to the delayed opening and water ingress, and €360 Mn of cost overruns mostly due to change orders, quantity gaps and provisions for claims. This increase of costs has been taken in consideration in the determination of the fair value of the investment property under construction as at June 30, 2024.

NOTE 2. ACCOUNTING POLICIES

The condensed consolidated interim financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting". As these are condensed consolidated interim financial statements, they do not include all of the information required by IFRS and must be read in conjunction with the Group's annual consolidated financial statements for the year ended December 31, 2023.

The accounting principles applied for the preparation of these half-yearly condensed consolidated financial statements are in accordance with IFRS and interpretations as adopted by the European Union as at June 30, 2024. These can be consulted on the website http://ec.europa.eu/finance/company-reporting/ifrsfinancialstatements/index\_en.htm.

2.1. IFRS basis adopted

The accounting principles and methods used are the same as those applied for the preparation of the annual consolidated financial statements as at December 31, 2023, except for the application of the new mandatory standards and interpretations described below.

Standards, amendments and interpretations effective as of January 1, 2024

  • Amendments to IAS 1: Presentation of Financial Statements:
    • o Classification of Liabilities as Current or Non-current;
    • o Classification of Liabilities as Current or Non-current Deferral of Effective Date; and
    • o Non-current Liabilities with Covenants.
  • Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback; and
  • Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier Finance Arrangements.

These standards, amendments and interpretations do not have a significant impact on the Group's accounts as at June 30, 2024.

Standards, amendments and interpretations not mandatorily applicable as of January 1, 2024

The following text has been adopted by the EU as at June 30, 2024, but not applied in advance by the Group:

  • None.

The following texts were published by the International Accounting Standards Board ("IASB") but have not yet been adopted by the EU:

  • Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability;
  • Amendments to the Classification and Measurement of Financial Instruments (Amendments to IFRS 9 and IFRS 7);
  • IFRS 18 Presentation and Disclosure in Financial Statements; and
  • IFRS 19 Subsidiaries without Public Accountability: Disclosures.

The measurement of the potential impacts of these texts on the consolidated accounts of URW is ongoing; no significant impacts are expected.

2.2. Estimates and assumptions

Certain amounts recorded in the condensed consolidated financial statements reflect estimates and assumptions made by management in regards of complex geopolitical and macro-economic environment and difficulties in assessing their impacts and future prospects. In this context, management has taken into account these uncertainties on the basis of reliable information available at the date of the preparation of the condensed consolidated financial statements, particularly with regards to the fair value of investment properties and financial instruments, the estimation of the provision for doubtful debtors, as well as the testing of goodwill and intangible assets.

Due to inherent uncertainties associated with estimates, the Group reviews those estimates based on regularly updated information. Actual results might eventually differ from estimates made at the date of the preparation of the condensed consolidated financial statements.

The most significant judgements and estimates are set out in the following notes to the consolidated financial statements as at December 31, 2023: for the valuation of investment properties, in note 5.1 "Investment properties"; for the intangible assets and goodwill, in notes 5.3 "Intangible assets" and 5.4 "Goodwill"; for provision for doubtful debtors, in note 7.5.3 "Credit risk"; and for fair value of financial instruments, in note 7.4 "Hedging instruments". Actual future results or outcomes may differ from these estimates. The property portfolio related to the Shopping Centres, Offices & Others, and C&E segments is valued by independent appraisers. Appraisers make their independent assessments of current and forward-looking cash flow profiles and usually reflect risk either in the cash flow forecasts (e.g. future rental levels, growth, investment requirements, void periods

and incentives), in the applied required returns or discount rates, or in the yield applied to capitalize the exit rent to determine an exit value.

2.3. Impact of climate change matters on the condensed consolidated interim financial statements

The potential impacts of climate change and risks have been analysed in the context of the preparation of the condensed interim consolidated financial statements. The assumptions underlying the preparation of the condensed interim consolidated financial statements are consistent with the announced commitments and the information presented in the Management Board's interim report.

URW has taken climate risks into consideration in the key accounting estimates presented in the Financial Statements and specifically ESG factors have been integrated in the valuation of the Investment Property portfolio.

A significant amount of information has been made available to the appraisers in relation to several ESG KPIs on an asset-by-asset basis1 in connection with a new AFREXIM ESG scorecard built by main valuation firms, international shopping centres' landlords and French institutions representing a diverse scope of retail market participants. Amongst others, these KPIs are the Energy Use Intensity on common areas, BREEAM certificate label part I and II, climate risk studies outcomes, renewable energy on-site production or presence of EV chargers. Appraisers have reviewed and considered the information provided in their valuation process. Capex to be spent in the next 5 years for the Energy Action Plan defined by the Group were integrated in the valuation model.

The information relating to the Group's ESG roadmap provided during the Investors Day in October 2023 was updated so that appraisers could integrate it in their H1-2024 valuations.

Finally, URW has assessed the existence of impairment indicators for non-financial assets taking into account any impairment indicators relating to climate change or commitments made in this respect and, if there were any, these non-financial assets were subject to an impairment test.

NOTE 3. SCOPE OF CONSOLIDATION

3.1. Acquisitions of subsidiaries, net of cash acquired (Condensed consolidated interim statement of cash flows)

(€Mn) H1-2024 H1-2023 2023
Acquisition price of shares (24.5) (50.1) (50.1)
Cash and current accounts (10.8) (22.8) (22.6)
Acquisition of subsidiaries net of cash acquired (1)
(35.3)
(72.9) (72.6)

(1) Corresponds mainly to the acquisition of the remaining 50% stake in CH Ursynow in February 2024.

3.2. Result on disposal of investment properties and loss of control

The result on disposal of investment properties includes both the result on disposal of assets and the result on disposal of shares.

1 For European shopping centres.

(€Mn) H1-2024 H1-2023 2023
Net capital gains/losses on disposal of assets (3.1) (27.9) 36.4
Proceeds from disposal of assets 32.8 281.0 347.1
Carrying values of disposed assets (35.9) (308.9) (310.7)
Net capital gains/losses on disposal of shares (2.1) (0.8) (46.7)
Proceeds from disposal of shares (1.7) 0.7 9.4
Carrying values of disposed shares (0.4) (1.5) (56.0)
Net capital gains/losses on disposal of investment properties and loss
of control
(5.2) (28.7) (10.3)

Disposal of shares/consolidated subsidiaries, investment properties in the condensed consolidated statement of cash flows

(€Mn) H1-2024 H1-2023 2023
Net price of shares sold (1.7) (2.0) 7.1
Cash and current accounts - - 216.5
Disposal of shares/consolidated subsidiaries (1) (1.7) (2.0) 223.6
Disposal of investment properties (2) 33.6 294.0 298.8

(1) In H1-2024 and H1-2023, corresponds mainly to the rental guarantees cash impact.

In 2023, refers mainly to the disposal of Polygone Riviera.

(2) In H1-2024, H1-2023 and 2023, the difference between the proceeds from disposal of investment properties in the condensed consolidated statement of comprehensive income and the disposal of investment properties in the condensed consolidated statement of cash flows corresponds to some non-cash items mainly in the USA.

3.3. External non-controlling interests

For H1-2024, this item comprised mainly non-controlling interests in the following entities:

  • Convention & Exhibition entities (€31.7 Mn);
  • Several shopping centres in France (€36.8 Mn, mainly Westfield Les 4 Temps, Westfield Parly 2, Westfield Forum des Halles and Westfield Carré Sénart);
  • Several shopping centres in Germany, Spain and Austria (-€25.2 Mn); and
  • Others -€4.8 Mn.

NOTE 4. NET RECURRING RESULT AND SEGMENT REPORTING

4.1. Condensed consolidated interim statement of comprehensive income on a proportionate basis

Condensed consolidated income statement
(€Mn)
H1-2024
IFRS
Proportionate Total
H1-2024
Proportionate
H1-2023
IFRS
Proportionate Total
H1-2023
Proportionate
2023
IFRS
Proportionate Total
2023
Proportionate
Gross rental income 1,213.5 257.2 1,470.8 1,178.4 274.5 1,452.9 2,322.1 550.8 2,872.9
Ground rents paid (17.2) (1.1) (18.3) (20.7) (0.5) (21.1) (37.7) (0.8) (38.5)
Service charge income 213.9 33.1 247.0 211.7 30.1 241.8 364.8 63.2 428.0
Service charge expenses (242.7) (39.1) (281.8) (238.0) (43.0) (281.0) (424.1) (85.4) (509.5)
Property operating expenses (172.7) (55.3) (228.1) (190.5) (49.9) (240.4) (431.8) (111.1) (542.8)
Operating expenses and net service charges (218.7) (62.4) (281.1) (237.4) (63.3) (300.7) (528.7) (134.1) (662.9)
Net rental income 994.8 194.8 1,189.7 941.0 211.2 1,152.1 1,793.4 416.7 2,210.1
Property development and project management revenue 25.1 (0.1) 25.0 66.0 - 66.0 90.0 0.1 90.1
Property development and project management costs (12.1) 0.1 (11.9) (48.3) - (48.3) (59.0) (0.1) (59.2)
Net property development and project management income 13.0 0.0 13.0 17.7 - 17.7 30.9 (0.0) 30.9
Property services and other activities revenues 161.2 (0.1) 161.1 134.7 (0.0) 134.7 284.1 0.8 284.9
Property services and other activities expenses (119.8) (1.8) (121.6) (105.6) (0.0) (105.6) (226.1) (1.2) (227.3)
Net property services and other activities income 41.4 (1.9) 39.5 29.2 (0.1) 29.1 58.0 (0.4) 57.6
Share of the result of companies accounted for using the equity method (89.0) 119.6 30.6 (146.9) 167.4 20.5 (169.6) 132.6 (37.0)
Income on financial assets 25.8 (8.1) 17.7 22.7 (8.5) 14.2 48.8 (17.3) 31.5
Contribution of companies accounted for using the equity method (63.2) 111.5 48.3 (124.2) 158.9 34.7 (120.8) 115.4 (5.4)
Corporate expenses (96.0) (2.5) (98.5) (92.7) (2.2) (95.0) (199.3) (4.9) (204.2)
Depreciation of other tangible and intangible assets (10.9) - (10.9) (13.4) - (13.4) (31.9) - (31.9)
Administrative expenses (106.9) (2.5) (109.4) (106.2) (2.2) (108.4) (231.2) (4.9) (236.1)
Acquisition and other costs (4.7) (0.0) (4.7) (2.5) (0.0) (2.5) (8.9) (0.0) (8.9)
Proceeds from disposal of investment properties 31.1 0.5 31.6 281.7 27.9 309.6 356.5 231.2 587.7
Carrying value of investment properties sold (36.3) (0.0) (36.3) (310.4) (30.7) (341.2) (366.8) (242.2) (609.0)
Result on disposal of investment properties and loss of control (1) (5.2) 0.5 (4.7) (28.7) (2.8) (31.5) (10.3) (11.0) (21.2)
Valuation gains on assets 433.2 40.4 473.7 287.0 58.8 345.8 239.4 89.9 329.3
Valuation losses on assets (1,090.0) (307.5) (1,397.5) (1,283.4) (396.7) (1,680.1) (2,485.4) (537.0) (3,022.4)
Valuation movements on assets (656.8) (267.0) (923.8) (996.4) (337.9) (1,334.3) (2,246.0) (447.1) (2,693.1)
Impairment of goodwill (34.1) - (34.1) (122.0) - (122.0) (234.0) (8.0) (242.1)
NET OPERATING RESULT 178.4 35.3 213.7 (392.2) 27.0 (365.2) (968.9) 60.6 (908.3)
Result from non-consolidated companies 1.0 (0.1) 0.9 2.2 0.0 2.2 3.0 (0.0) 2.9
Financial income 323.5 3.1 326.6 218.7 3.4 222.2 558.5 11.8 570.3
Financial expenses (546.5) (29.4) (575.9) (443.7) (26.6) (470.3) (994.6) (60.2) (1,054.8)
Net financing costs (223.0) (26.3) (249.3) (224.9) (23.2) (248.2) (436.1) (48.4) (484.5)
Fair value adjustments of derivatives, debt and currency effect 163.0 (1.2) 161.7 68.9 (4.0) 64.9 (370.0) (12.6) (382.6)
Debt discounting (0.1) - (0.1) 0.1 - 0.1 0.8 - 0.8
RESULT BEFORE TAX 119.3 7.7 127.0 (545.9) (0.2) (546.1) (1,771.2) (0.5) (1,771.7)
Income tax expenses (9.1) (7.7) (16.8) (41.8) 0.2 (41.6) (7.4) 0.5 (7.0)
NET RESULT FOR THE PERIOD 110.2 0.0 110.2 (587.7) 0.0 (587.7) (1,778.7) (0.0) (1,778.7)
Net result for the period attributable to:
- The holders of the Stapled Shares 71.7 - 71.7 (537.8) - (537.8) (1,629.1) - (1,629.1)
- External non-controlling interests 38.5 - 38.5 (49.9) - (49.9) (149.6) - (149.6)
NET RESULT FOR THE PERIOD 110.2 - 110.2 (587.7) - (587.7) (1,778.7) - (1,778.7)

(1) The result on disposal of investment properties and loss of control includes both the result on disposal of assets and the result on disposal of shares.

4.2. Condensed consolidated interim statement of financial position on a proportionate basis

Condensed consolidated statement of financial position (€Mn) June 30, 2024
IFRS
Proportionate June 30, 2024
Proportionate
Dec. 31, 2023
IFRS
Proportionate Dec. 31, 2023
Proportionate
NON-CURRENT ASSETS 46,675.2 1,514.7 48,189.9 46,621.4 1,510.2 48,131.6
Investment properties 37,296.7 7,008.9 44,305.7 37,318.2 7,192.7 44,510.9
Investment properties at fair value 36,890.5 6,962.0 43,852.5 36,912.8 7,143.2 44,056.0
Investment properties at cost 406.3 46.9 453.2 405.4 49.5 454.9
Shares and investments in companies accounted for using the equity method 6,833.5 (5,551.6) 1,281.9 6,980.3 (5,741.0) 1,239.3
Other tangible assets 105.0 2.8 107.8 113.0 2.8 115.8
Goodwill 811.1 48.0 859.1 845.2 48.1 893.3
Intangible assets 853.5 - 853.5 829.6 (0.1) 829.5
Investments in financial assets 246.1 4.3 250.4 260.0 5.2 265.2
Deferred tax assets 25.3 0.2 25.5 24.4 - 24.4
Derivatives at fair value 503.9 2.1 506.0 250.7 2.5 253.2
CURRENT ASSETS 6,571.9 347.3 6,919.2 6,956.7 328.5 7,285.2
Properties or shares held for sale 595.8 51.4 647.2 204.5 45.3 249.9
Inventories 32.7 38.0 70.7 35.3 28.3 63.6
Trade receivables from activity 621.8 103.4 725.2 506.5 118.5 625.0
Tax receivables 176.7 4.1 180.8 196.6 8.5 205.1
Other receivables 524.7 (7.1) 517.6 511.5 (6.3) 505.2
Cash and cash equivalents 4,620.2 157.5 4,777.7 5,502.3 134.2 5,636.5
TOTAL ASSETS 53,247.1 1,862.0 55,109.1 53,578.1 1,838.7 55,416.8
Equity attributable to the holders of the Stapled Shares 15,239.1 - 15,239.1 15,385.7 - 15,385.7
Share capital 696.8 - 696.8 695.2 - 695.2
Additional paid-in capital 13,150.0 - 13,150.0 13,491.1 - 13,491.1
Consolidated reserves 1,211.7 - 1,211.7 2,852.8 - 2,852.8
Hedging and foreign currency translation reserves 108.9 - 108.9 (24.3) - (24.3)
Consolidated result 71.7 - 71.7 (1,629.1) - (1,629.1)
- Equity attributable to Unibail-Rodamco-Westfield SE members 16,097.1 - 16,097.1 16,066.6 - 16,066.6
- Equity attributable to Unibail-Rodamco-Westfield N.V. members (858.0) - (858.0) (680.9) - (680.9)
Hybrid securities 1,821.1 - 1,821.1 1,821.1 - 1,821.1
External non-controlling interests 3,524.3 - 3,524.3 3,560.5 - 3,560.5
TOTAL SHAREHOLDERS' EQUITY 20,584.5 - 20,584.5 20,767.3 - 20,767.3
NON-CURRENT LIABILITIES 27,306.5 1,386.0 28,692.5 28,973.7 1,466.9 30,440.6
Non-current commitment to external non-controlling interests 23.0 1.0 24.0 28.0 0.9 28.9
Non-current bonds and borrowings 23,044.0 1,269.2 24,313.2 25,082.6 1,357.6 26,440.2
Non-current lease liabilities 954.5 2.1 956.6 921.0 2.1 923.1
Derivatives at fair value 1,101.3 - 1,101.3 796.3 - 796.3
Deferred tax liabilities 1,820.1 87.4 1,907.5 1,781.9 82.6 1,864.5
Non-current provisions 61.9 2.7 64.6 64.3 2.7 67.0
Guarantee deposits 249.7 22.2 271.9 242.1 19.5 261.6
Amounts due on investments 20.2 0.1 20.3 24.6 0.2 24.8
Other non-current liabilities 31.8 1.3 33.1 32.9 1.3 34.2
CURRENT LIABILITIES 5,356.1 476.0 5,832.1 3,837.1 371.8 4,208.9
Liabilities directly associated with properties or shares classified as held for sale - 51.5 51.5 - 45.3 45.3
Current commitment to external non-controlling interests 2.5 0.5 3.0 4.8 (0.1) 4.7
Amounts due to suppliers and other creditors 1,122.9 122.8 1,245.7 1,156.0 151.4 1,307.4
Amounts due to suppliers 229.7 50.8 280.5 245.0 52.3 297.3
Amounts due on investments 536.9 34.4 571.3 474.0 33.4 507.4
Sundry creditors 356.3 37.6 393.9 437.0 65.7 502.7
Other current liabilities 742.7 23.2 765.9 738.3 17.7 756.0
Net share settled bonds convertible into new and/or existing shares (ORNANE) - - - - -
Current borrowings and amounts due to credit institutions 3,371.3 277.9 3,649.2 1,835.5 157.4 1,992.9
Current lease liabilities 67.5 - 67.5 56.0 0.1 56.1
Current provisions 49.2 0.1 49.3 46.5 - 46.5
TOTAL LIABILITIES AND EQUITY 53,247.1 1,862.0 55,109.1 53,578.1 1,838.7 55,416.8
H1-2024 H1-2023 2023
Net result by segment on a proportionate basis
(€Mn)
Recurring
activities
Non-recurring Result Recurring
activities
Non-recurring Result Recurring
activities
Non-recurring Result
activities (1) activities (1) activities (1)
Gross rental income 319.2 - 319.2 313.1 - 313.1 614.6 - 614.6
Operating expenses and net service charges (42.9) - (42.9) (36.0) - (36.0) (89.1) - (89.1)
Net rental income 276.3 - 276.3 277.1 - 277.1 525.5 - 525.5
FRANCE Contribution of companies accounted for using the equity method 19.5 0.7 20.2 18.9 (13.3) 5.6 36.8 (42.8) (6.0)
Gains/losses on sales of properties
Valuation movements on assets
- (0.5)
(95.0)
(0.5)
(95.0)
- (0.3)
(338.7)
(0.3)
(338.7)
- (41.8)
(695.7)
(41.8)
(695.7)
Impairment of goodwill -
-
- - -
-
(84.8) (84.8) -
-
(183.8) (183.8)
Result from operations Shopping Centres France 295.8 (94.8) 200.9 296.0 (437.0) (141.0) 562.3 (964.1) (401.8)
Gross rental income 102.1 - 102.1 95.4 - 95.4 192.7 - 192.7
Operating expenses and net service charges
Net rental income
(8.9)
93.2
- (8.9)
93.2
(11.0)
84.4
- (11.0)
84.4
(23.7)
169.0
- (23.7)
169.0
Contribution of companies accounted for using the equity method - -
-
- - -
-
- - -
-
-
SPAIN Gains/losses on sales of properties - (1.7) (1.7) - (0.0) (0.0) - 3.7 3.7
Valuation movements on assets - 55.7 55.7 - (88.2) (88.2) - (144.1) (144.1)
Impairment of goodwill
Result from operations Shopping Centres Spain
-
93.2
-
54.0
-
147.3
-
84.4
-
(88.3)
-
(3.9)
-
169.0
-
(140.5)
-
28.6
Gross rental income 360.0 - 360.0 395.8 - 395.8 782.3 - 782.3
UNITED STATES Operating expenses and net service charges (112.0) - (112.0) (119.7) - (119.7) (247.0) - (247.0)
Net rental income 248.0 - 248.0 276.1 - 276.1 535.3 - 535.3
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
- -
(0.8)
-
(0.8)
- -
(24.3)
-
(24.3)
- (25.4)
9.9
(25.4)
9.9
Valuation movements on assets -
-
(438.5) (438.5) -
-
(432.1) (432.1) -
-
(689.4) (689.4)
Impairment of goodwill - - - - - - - - -
Result from operations Shopping Centres United States 248.0 (439.3) (191.3) 276.1 (456.4) (180.3) 535.3 (704.9) (169.6)
Gross rental income
Operating expenses and net service charges
136.6
4.6
- 136.6
4.6
127.5
7.2
- 127.5
7.2
246.6
2.1
- 246.6
2.1
Net rental income 141.2 -
-
141.2 134.6 -
-
134.6 248.8 -
-
248.8
Contribution of companies accounted for using the equity method 23.2 4.6 27.8 23.8 9.8 33.6 46.9 (8.0) 38.9
CENTRAL
EUROPE
Gains/losses on sales of properties - (1.3) (1.3) - 1.0 1.0 - 2.2 2.2
Valuation movements on assets - 240.6 240.6 - 104.2 104.2 - 81.9 81.9
Impairment of goodwill
Result from operations Shopping Centres Central Europe
-
164.3
-
243.9
-
408.2
-
158.4
-
114.9
-
273.4
-
295.7
-
76.2
-
371.9
Gross rental income 77.6 - 77.6 77.1 - 77.1 147.8 - 147.8
SHOPPING CENTRES Operating expenses and net service charges (15.3) - (15.3) (17.9) - (17.9) (36.0) - (36.0)
AUSTRIA Net rental income 62.3 - 62.3 59.1 - 59.1 111.8 - 111.8
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
-
Valuation movements on assets - (21.6) (21.6) - (75.5) (75.5) - (149.5) (149.5)
Impairment of goodwill - - - - - - - - -
Result from operations Shopping Centres Austria
Gross rental income
62.3
81.2
(21.6) 40.7
81.2
59.1
75.0
(75.5) (16.3)
75.0
111.8
146.7
(149.5) (37.8)
146.7
Operating expenses and net service charges (8.2) -
-
(8.2) (9.5) -
-
(9.5) (20.4) -
-
(20.4)
GERMANY Net rental income 73.0 - 73.0 65.5 - 65.5 126.3 - 126.3
Contribution of companies accounted for using the equity method 1.5 (0.9) 0.6 1.4 (5.5) (4.2) 2.7 (11.3) (8.7)
Gains/losses on sales of properties
Valuation movements on assets
- (0.2)
(431.3)
(0.2)
(431.3)
- (1.5)
(73.2)
(1.5)
(73.2)
- (1.5)
(285.1)
(1.5)
(285.1)
Impairment of goodwill -
-
(34.1) (34.1) -
-
(37.2) (37.2) -
-
(58.3) (58.3)
Result from operations Shopping Centres Germany 74.4 (466.4) (392.0) 66.8 (117.5) (50.6) 128.9 (356.1) (227.2)
Gross rental income 63.6 - 63.6 60.5 - 60.5 117.9 - 117.9
Operating expenses and net service charges
Net rental income
(5.9)
57.7
-
-
(5.9)
57.7
(4.8)
55.7
-
-
(4.8)
55.7
(15.7)
102.2
-
-
(15.7)
102.2
NORDICS Contribution of companies accounted for using the equity method - - - - - - - - -
Gains/losses on sales of properties - 0.1 0.1 - (0.1) (0.1) - 1.3 1.3
Valuation movements on assets - 0.0 0.0 - (84.4) (84.4) - (156.9) (156.9)
Impairment of goodwill
Result from operations Shopping Centres Nordics
-
57.7
-
0.1
-
57.8
-
55.7
-
(84.5)
-
(28.9)
-
102.2
-
(155.6)
-
(53.4)
Gross rental income 50.4 - 50.4 48.4 - 48.4 92.3 - 92.3
Operating expenses and net service charges (9.8) - (9.8) (9.0) - (9.0) (14.8) - (14.8)
Net rental income 40.7 - 40.7 39.3 - 39.3 77.5 - 77.5
NETHERLANDS
THE
Contribution of companies accounted for using the equity method
Gains/losses on sales of properties
-
-
-
(0.0)
-
(0.0)
-
-
-
0.1
-
0.1
-
-
-
0.1
-
0.1
Valuation movements on assets - 6.8 6.8 - (39.5) (39.5) - (81.2) (81.2)
Impairment of goodwill - - - - - - - - -
Result from operations Shopping Centres The Netherlands
Gross rental income
40.7
101.4
6.8 47.4
101.4
39.3
113.4
(39.4) (0.0)
113.4
77.5
233.1
(81.1) (3.5)
233.1
UNITED KINGDOM Operating expenses and net service charges (29.1) -
-
(29.1) (46.7) -
-
(46.7) (98.7) -
-
(98.7)
Net rental income 72.3 - 72.3 66.8 - 66.8 134.4 - 134.4
Contribution of companies accounted for using the equity method (0.0) - (0.0) - - - - - -
Gains/losses on sales of properties
Valuation movements on assets
-
-
-
0.8
-
0.8
-
-
-
(30.1)
-
(30.1)
-
-
-
(24.4)
-
(24.4)
Impairment of goodwill - - - - - - - - -
Result from operations Shopping Centres United Kingdom 72.3 0.8 73.1 66.8 (30.1) 36.6 134.4 (24.4) 110.0
TOTAL RESULT FROM OPERATIONS SHOPPING CENTRES 1,108.7 (716.6) 392.1 1,102.6 (1,213.7) (111.1) 2,117.2 (2,500.0) (382.8)

4.3. Net result by segment on a proportionate basis

(1) Non-recurring activities include valuation movements, disposals, mark-to-market and termination costs of financial instruments, bond tender premiums, impairment of goodwill or recognition of negative goodwill, amortisation of fair value of assets and liabilities recorded for the purpose of purchase price allocation, as well as restructuring costs, costs directly incurred during a business combination, and other nonrecurring items.

H1-2024 H1-2023 2023
Net result by segment on a proportionate basis
(€Mn)
Recurring
activities
Non-recurring
activities (1)
Result Recurring
activities
Non-recurring
activities (1)
Result Recurring
activities
Non-recurring
activities (1)
Result
Gross rental income 40.3 - 40.3 34.0 - 34.0 70.3 - 70.3
Operating expenses and net service charges 0.3 - 0.3 (2.1) - (2.1) (4.5) - (4.5)
Net rental income 40.6 - 40.6 31.9 - 31.9 65.8 - 65.8
FRANCE Contribution of companies accounted for using the equity method (0.0) 0.7 0.7 0.1 (0.3) (0.3) (0.1) (2.9) (3.0)
Gains/losses on sales of properties - 0.4 0.4 - (6.0) (6.0) - (5.4) (5.4)
Valuation movements on assets - (53.4) (53.4) - (173.6) (173.6) - (334.0) (334.0)
Impairment of goodwill -
-
- -
-
- -
-
-
OFFICES & OTHERS Result from operations Offices & Others France 40.6 (52.3) (11.7) 32.0 (179.9) (147.9) 65.7 (342.3) (276.6)
Gross rental income 16.7 - 16.7 13.1 - 13.1 27.5 - 27.5
Operating expenses and net service charges (7.7) - (7.7) (3.8) - (3.8) (9.4) - (9.4)
Net rental income 9.0 - 9.0 9.3 - 9.3 18.1 - 18.1
COUNTRIES
OTHER
Contribution of companies accounted for using the equity method -
-
- 0.0 - 0.0 -
-
-
Gains/losses on sales of properties - (0.7) (0.7) - (0.5) (0.5) - 0.1 0.1
Valuation movements on assets - (206.5) (206.5) - (63.0) (63.0) - (86.8) (86.8)
Impairment of goodwill -
-
- -
-
- -
-
-
Result from operations Offices & Others Other countries 9.0 (207.3) (198.3) 9.3 (63.5) (54.2) 18.1 (86.7) (68.7)
TOTAL RESULT FROM OPERATIONS OFFICES & OTHERS 49.6 (259.6) (210.0) 41.3 (243.4) (202.1) 83.8 (429.0) (345.2)
Gross rental income 121.8 - 121.8 99.5 - 99.5 201.1 - 201.1
Operating expenses and net service charges (46.3) - (46.3) (47.2) - (47.2) (105.7) - (105.7)
Net rental income 75.5
34.0
- 75.5
34.0
52.3
18.8
- 52.3
18.8
95.4
37.2
- 95.4
37.2
FRANCE On-site property services net income - - -
EXHIBITION Contribution of companies accounted for using the equity method
Valuation movements, depreciation, capital gains
(0.6) (0.4)
2.1
(1.0)
2.1
-
-
(46.3)
-
(46.3)
(0.9) (0.4)
(99.3)
(1.2)
(99.3)
CONVENTION & Impairment of goodwill - - -
TOTAL RESULT FROM OPERATIONS C&E 108.9 -
-
1.8
-
110.7
71.1 -
-
(46.3)
-
24.8
131.7 -
-
(99.6)
-
32.1
Net property development and project management income 13.0 - 13.0 17.7 - 17.7 30.9 - 30.9
Other property services net income 13.6 - 13.6 19.4 - 19.4 39.9 - 39.9
Impairment of goodwill related to the property services -
-
- -
-
- -
-
-
General expenses (95.5) - (95.5) (93.3) - (93.3) (199.4) - (199.4)
Development expenses (3.1) - (3.1) (1.7) - (1.7) (4.7) - (4.7)
Acquisition and other costs - (4.7) (4.7) - (2.5) (2.5) - (8.9) (8.9)
NET OPERATING RESULT BEFORE DEPRECIATION AND IMPAIRMENT OF ASSETS 1,195.4 (979.2) 216.2 1,157.1 (1,506.0) (348.8) 2,199.3 (3,037.5) (838.2)
Depreciation and impairment of tangible and intangible assets (19.1) 16.6 (2.5) (22.5) 6.3 (16.3) (51.5) (18.6) (70.1)
NET OPERATING RESULT 1,176.3 (962.6) 213.7 1,134.5 (1,499.7) (365.2) 2,147.8 (3,056.1) (908.3)
Result from non consolidated companies
0.9 - 0.9 2.2 - 2.2 2.9 - 2.9
Financing result (249.3) 161.7 (87.6) (248.2) 65.0 (183.1) (484.5) (381.9) (866.4)
RESULT BEFORE TAX 928.0 (800.9) 127.0 888.6 (1,434.7) (546.1) 1,666.3 (3,438.0) (1,771.7)
Income tax expenses (46.3) 29.5 (16.8) (27.9) (13.8) (41.6) (80.6) 73.6 (7.0)
NET RESULT FOR THE PERIOD 881.7 (771.4) 110.2 860.7 (1,448.4) (587.7) 1,585.7 (3,364.4) (1,778.7)
External non-controlling interests (118.0) 79.5 (38.5) (103.9) 153.8 49.9 (176.8) 326.3 149.6
NET RESULT FOR THE PERIOD ATTRIBUTABLE TO THE HOLDERS OF THE STAPLED
SHARES
763.7 (691.9) 71.7 756.9 (1,294.6) (537.8) 1,408.9 (3,038.0) (1,629.1)

(1) Non-recurring activities include valuation movements, disposals, mark-to-market and termination costs of financial instruments, bond tender premiums, impairment of goodwill or recognition of negative goodwill, amortisation of fair value of assets and liabilities recorded for the purpose of purchase price allocation, as well as restructuring costs, costs directly incurred during a business combination, and other nonrecurring items.

4.3.1. Gross rental income

Gross rental income by segment on a proportionate basis

€Mn excluding taxes H1-2024 H1-2023 2023
Shopping Centres 1,292.0 1,306.2 2,574.1
France 319.2 313.1 614.6
Spain 102.1 95.4 192.7
United States 360.0 395.8 782.3
Central Europe 136.6 127.5 246.6
Austria 77.6 77.1 147.8
Germany 81.2 75.0 146.7
Nordics 63.6 60.5 117.9
The Netherlands 50.4 48.4 92.3
United Kingdom 101.4 113.4 233.1
Offices & Others 57.0 47.1 97.7
France 40.3 34.0 70.3
Other countries 16.7 13.1 27.5
Convention & Exhibition 121.8 99.5 201.1
Total 1,470.8 1,452.9 2,872.9

Gross rental income by segment on IFRS basis

€Mn excluding taxes H1-2024 H1-2023 2023
Shopping Centres 1,042.2 1,035.9 2,033.3
France 312.6 307.5 603.2
Spain 101.8 95.2 192.2
United States 190.8 214.5 419.3
Central Europe 129.0 118.4 229.3
Austria 77.6 77.1 147.8
Germany 55.0 50.0 97.5
Nordics 63.6 60.5 117.9
The Netherlands 50.4 48.4 92.3
United Kingdom 61.4 64.3 133.7
Offices & Others 50.8 44.2 90.2
France 39.2 32.9 68.1
Other countries 11.6 11.3 22.1
Convention & Exhibition 120.6 98.3 198.6
Total 1,213.5 1,178.4 2,322.1

4.3.2. Net property services and other activities income

The Net property services and other activities income consists of on-site property service and other property services net operating result.

€Mn H1-2024 H1-2023 2023
Net property services and other activities income 39.5 29.1 57.5
On-site property services net income - Convention & Exhibition 34.0 18.8 37.2
Depreciation of tangible and intangible assets - Convention & Exhibition (6.5) (6.9) (14.0)
Other property services net income 13.6 19.4 39.9
Depreciation of tangible and intangible assets – other property services (1.7) (2.2) (5.6)

4.3.3. Acquisition and other costs

As at June 30, 2024, they include restructuring costs.

4.4. Other information by segment

4.4.1. Reconciliation between the Results by segment and the income statement of the period on a proportionate basis

For H1-2024

(€Mn) Net rental
income
Net property
development
and project
management
income, net
property
services and
other
activities
income
Contribution
of
companies
accounted
for using the
equity
method
Administra
tive
expenses
Result on
disposal of
investment
properties
and shares
Valuation
movements
on assets
Acquisition
and other
costs
Impairment
of goodwill
Total net
operating
result
H1-2024
France 276.3 - 20.2 - (0.5) (95.0) - - 200.9
Spain 93.2 - - - (1.7) 55.7 - - 147.3
United States 248.0 - - - (0.8) (438.5) - - (191.3)
Central Europe 141.2 - 27.8 - (1.3) 240.6 - - 408.2
Shopping
Centres
Austria 62.3 - - - - (21.6) - - 40.7
Germany 73.0 - 0.6 - (0.2) (431.3) - (34.1) (392.0)
Nordics 57.7 - - - 0.1 0.0 - - 57.8
The Netherlands 40.7 - - - (0.0) 6.8 - - 47.4
United Kingdom 72.3 - (0.0) - - 0.8 - - 73.1
Total Shopping Centres 1,064.6 - 48.6 - (4.4) (682.6) - (34.1) 392.1
France 40.6 - 0.7 - 0.4 (53.4) - - (11.7)
Offices &
Others
Others 9.0 - - - (0.7) (206.5) - - (198.3)
Total Offices & Others 49.6 - 0.7 - (0.3) (259.9) - - (210.0)
C. & E. (1) France 75.5 34.0 (1.0) - - 2.1 - - 110.7
Not allocated - 18.5 - (109.4) - 16.5 (4.7) - (79.1)
Total 1,189.7 52.5 48.3 (109.4)(2) (4.7) (923.8) (4.7) (34.1) 213.7

(1) Convention & Exhibition segment.

(2) Includes development expenses of -€3.1 Mn.

For H1-2023

(€Mn) Net rental
income
Net property
development
and project
management
income, net
property
services and
other
activities
income
Contribution
of
companies
accounted
for using the
equity
method
Administra
tive
expenses
Result on
disposal of
investment
properties
and shares
Valuation
movements
on assets
Acquisition
and other
costs
Impairment
of goodwill
Total net
operating
result
H1-2023
France 277.1 - 5.6 - (0.3) (338.7) - (84.8) (141.0)
Spain 84.4 - - - (0.0) (88.2) - - (3.9)
United States 276.1 - - - (24.3) (432.1) - - (180.3)
Central Europe 134.6 - 33.6 - 1.0 104.2 - - 273.4
Shopping
Centres
Austria 59.1 - - - - (75.5) - - (16.3)
Germany 65.5 - (4.2) - (1.5) (73.2) - (37.2) (50.6)
Nordics 55.7 - - - (0.1) (84.4) - - (28.9)
The Netherlands 39.3 - - - 0.1 (39.5) - - (0.0)
United Kingdom 66.8 - - - - (30.1) - - 36.6
Total Shopping Centres 1,058.6 - 35.0 - (25.1) (1,057.6) - (122.0) (111.1)
Offices & France 31.9 - (0.3) - (6.0) (173.6) - - (147.9)
Others Others 9.3 - 0.0 - (0.5) (63.0) - - (54.2)
Total Offices & Others 41.2 - (0.3) - (6.5) (236.6) - - (202.1)
C. & E. (1) France 52.3 18.8 - - - (46.3) - - 24.8
Not allocated - 27.9 - (108.4) - 6.3 (2.5) - (76.7)
Total 1,152.1 46.7 34.7 (108.4)(2) (31.5) (1,334.3) (2.5) (122.0) (365.2)

(1) Convention & Exhibition segment.

(2) Includes development expenses of -€1.7 Mn.

The information by segment relating to the investment properties is presented in Note 5.1.

NOTE 5. INVESTMENT PROPERTIES, TANGIBLE AND INTANGIBLE ASSETS, GOODWILL

5.1. Investment properties

5.1.1. Investment properties at fair value: IFRS basis

(€Mn) June 30, 2024 Dec. 31, 2023
Shopping Centres 32,024.1 32,015.9
France 10,805.6 10,841.3
Spain 3,105.2 3,329.9
United States 4,676.0 4,577.8
Central Europe 4,221.1 3,888.9
Austria 2,042.3 2,056.5
Germany 1,986.0 2,169.7
Nordics 2,408.8 2,427.5
The Netherlands 1,465.5 1,453.2
United Kingdom 1,313.6 1,271.2
Offices & Others 2,344.1 2,404.2
France 1,497.7 1,511.9
Other countries 846.4 892.3
Convention & Exhibition 2,522.3 2,492.7
Total 36,890.5 36,912.8

The increase is explained in the table below:

(€Mn) Shopping
Centres
Offices &
Others
Convention &
Exhibition
Total
investment
properties
Properties held
for sale
Total
Dec. 31, 2023 32,015.9 2,404.2 2,492.7 36,912.8 33.9 36,946.7
Acquisitions 3.2 - - 3.2 - 3.2
Entry into scope of
consolidation (1)
82.3 - - 82.3 - 82.3
Capitalised expenses (2) 490.9 158.0 27.4 676.3 0.7 677.0
Disposals/exits from the
scope of consolidation
- (1.2) - (1.2) (34.6) (35.8)
Reclassification and transfer
of category (3)
(320.8) 39.6 (0.1) (281.2) 342.2 61.0
Discounting impact 0.0 - - 0.0 - 0.0
Valuation movements (382.0) (261.4) 2.3 (641.1) - (641.1)
Currency translation 134.6 4.7 - 139.3 - 139.3
June 30, 2024 32,024.1 2,344.1 2,522.3 36,890.5 342.2 37,232.7

(1) Relates to the change of consolidation method of CH Ursynow and the entry of the fully consolidated company.

(2) Capitalised expenses mainly relate to:

-shopping centre and offices parts of Westfield Hamburg in Germany (see note 1.2. Westfield Hamburg-Überseequartier opening date); -shopping centres in France and US; and

-Convention & Exhibition sites such as the Parc des Expositions in Porte de Versailles.

(3) Includes mainly the revaluation of the financial lease of LAX Airport (€52.9 Mn).

Valuation assumptions and sensitivity of the fully consolidated assets

Considering the limited public data available, the complexity of real estate asset valuations, as well as the fact that appraisers use in their valuations the non-public rent rolls of the Group's assets, URW believes it is appropriate to classify its assets under Level 3 as per IFRS 13. In addition, unobservable inputs, including appraisers' assumption on growth rates and exit capitalisation rates, are used by appraisers to determine the fair value of URW's assets.

In H1-2024, 96% of URW's portfolio was appraised by qualified independent external appraisers.

The net outstanding balances of deferred lease incentives and key money amortised over the expected term of the lease, which corrected the appraisal value, represented -€201.6 Mn.

The following tables provide a number of quantitative elements used by the appraisers to assess the fair valuation of the Group's assets.

Shopping Centres

All shopping centres are valued using the discounted cash flow ("DCF") and/or yield methodologies.

The table below only includes fully consolidated assets.

Shopping Centres -
June 30, 2024
Net Initial
Yield
Rent in €
per sqm (a)
Discount
Rate
(b)
Exit
Capitalisation
Rate
(c)
CAGR of
NRI
(d)
Max 7.4% 999 10.1% 29.1% 20.7%
France Min 4.1% 166 6.7% 4.8% 3.6%
Weighted average 4.9% 638 6.9% 5.0% 5.2%
Max 7.2% 621 9.9% 6.8% 3.9%
Spain Min 5.1% 329 7.9% 5.4% 2.3%
Weighted average 5.8% 441 8.4% 5.8% 3.2%
Max 8.9% 738 9.9% 9.6% 2.8%
Central Europe Min 5.8% 152 7.4% 5.6% 1.6%
Weighted average 6.1% 478 7.9% 5.9% 2.1%
Max 5.3% 444 7.1% 5.1% 3.3%
Austria Min 5.3% 337 7.1% 5.1% 2.8%
Weighted average 5.3% 387 7.1% 5.1% 3.0%
Max 8.6% 521 10.0% 7.9% 4.0%
Germany Min 4.9% 201 6.6% 5.0% 1.7%
Weighted average 5.9% 329 7.4% 5.6% 3.2%
Max 6.1% 460 7.9% 6.0% 5.7%
Nordics Min 4.3% 284 6.9% 5.0% 3.3%
Weighted average 4.9% 383 7.1% 5.2% 3.9%
Max 8.1% 412 8.3% 7.2% 3.8%
The Netherlands Min 5.1% 271 6.5% 5.0% 1.6%
Weighted average 5.6% 372 6.8% 5.4% 3.4%
Max 5.9% 1,643 8.0% 6.5% 11.7%
US Min 3.9% 459 6.8% 5.0% 3.4%
Weighted average 4.7% 913 7.2% 5.4% 5.5%

Net Initial Yield ("NIY"), Discount Rate ("DR") and Exit Capitalisation Rate ("ECR") weighted by Gross Market Value ("GMV"). Vacant assets, assets considered at bid value, and assets under restructuring are not included in Min. and Max. calculation. Assets under development or not controlled by URW, the Westfield trademark and the airport activities are not included in this table neither the UK asset.

(a) Average annual rent (minimum guaranteed rent ("MGR") + sales-based rent ("SBR")) per asset per sqm.

(b) Rate used to calculate the net present value of future cash flows.

(c) Rate used to capitalise the exit rent to determine the exit value of an asset.

(d) Compound annual growth rate ("CAGR") of Net Rental Income ("NRI") determined by the appraiser (duration of the DCF model used either 6 or 10 years).

The tables below show the sensitivity on URW's Shopping Centres portfolio value for assets fully consolidated, excluding assets under development and the airport activities.

The percentages below are indicative of evolutions in case of various evolutions of NIY, DR, ECR and appraisers' Estimated Rental Value ("ERV").

Sensitivity Impact in
€ Mn
Impact in %
+25 bps in NIY (1,489) (4.5)%
+25 bps in DR (529) (1.6)%
+10 bps in ECR (393) (1.2)%
-5% in appraisers' ERV (1,178) (3.6)%
Sensitivity Impact in
€ Mn
Impact in %
-25 bps in NIY +1,637 +5.0%
-25 bps in DR +540 +1.6%
-10 bps in ECR +408 +1.2%
+5% in appraisers' ERV +1,021 +3.1%

Offices & Others

Appraisers value the Group's Offices & Others using the DCF and yield methodologies.

The table below shows the sensitivity on URW's Offices & Others portfolio value for assets fully consolidated, excluding assets under development.

The percentages below are indicative of evolutions in case of various evolutions of NIY.

Sensitivity Impact in
€ Mn
Impact in %
+25 bps in NIY (71) (4.0)%
-25 bps in NIY +77 +4.3%

Convention & Exhibition

The table shows below the sensitivity of the C&E portfolio related to the weighted average cost of capital ("WACC").

Sensitivity Impact in
€ Mn
Impact in %
+25 bps in « WACC » (77) (3.7)%
-25 bps in « WACC » +82 +4.0%
(€Mn) June 30, 2024 Dec. 31, 2023
Shopping Centres 306.6 307.2
France 120.0 138.7
Spain 110.9 110.4
United States 11.5 2.7
Central Europe 53.9 44.3
Austria - -
Germany - 1.8
Nordics 9.8 9.3
The Netherlands 0.5 -
United Kingdom - -
Offices & Others 99.7 98.3
France 21.7 24.0
Other countries 78.0 74.3
Convention & Exhibition - -
Total 406.3 405.4

5.1.2. Investment properties under construction at cost - IFRS basis

Assets still carried at cost were subject to impairment tests as at June 30, 2024. A total impairment was booked for a net amount of -€32.3 Mn. It mainly corresponds to an asset in Paris region.

(€Mn) Gross value Impairment Total investment
properties at cost
Properties held
for sale
Total
Dec. 31, 2023 818.7 (413.3) 405.4 9.4 414.8
Acquisitions 0.4 - 0.4 - 0.4
Entry into the scope of
consolidation
10.8 (1.3) 9.5 - 9.5
Capitalised expenses 25.7 - 25.7 - 25.7
Disposals / exits from the
scope of consolidation
(0.4) - (0.4) - (0.4)
Reclassification and transfer of
category
(4.9) 0.6 (4.3) 0.8 (3.5)
Impairment / reversal (1) - (32.3) (32.3) - (32.3)
Currency translation 2.5 (0.4) 2.1 - 2.1
June 30, 2024 852.9 (446.7) 406.3 10.2 416.4

(1) Impairment mainly relates to an asset in Paris region.

5.2. Tangible assets

Net value
(€Mn)
Furniture and
equipment
Right-of-use
assets
Total
tangible
assets
Dec. 31, 2023 70.7 42.4 113.0
Acquisitions and capitalised expenses 7.4 0.1 7.5
Reclassification and transfer of category - (1.9) (1.9)
Depreciation (10.0) (5.0) (15.0)
Impairment / reversal (1) 0.4 - 0.4
Currency translation 0.7 0.3 1.0
June 30, 2024 69.1 35.8 105.0

(1) Impairment/reversal on Viparis assets according to the external appraisals.

5.3. Intangible assets

Net value (€Mn) PM/DD&C Trademark Rights and
exhibitions
Other
intangible
assets
Total
Dec. 31, 2023 236.5 423.2 133.1 36.9 829.6
Acquisitions - - - 5.4 5.4
Amortisation (0.9) - (1.0) (4.1) (6.0)
Impairment / reversal (1) 17.1 - - - 17.1
Currency translation 7.0 - - 0.5 7.5
June 30, 2024 259.7 (2) (2)
423.2
132.1 38.8 853.5

(1) The amount of reversal of impairment relates to the Property Management business (PM) in the US and the UK.

(2) Amounts related to Westfield's intangibles acquisition: PM, Design Development & Construction (DD&C), Airport and trademark amount to €682.9Mn.

As at June 30, 2024, the net intangible assets correspond to:

  • The Westfield trademark;
  • The Property Management (PM) business in the US and the UK;
  • Rights and exhibitions mainly Viparis entities; and
  • Other intangible assets.

In accordance with IAS36 Impairment of Assets, these assets are valued at least annually by qualified independent external appraisers using the Discounted Cash Flow methodology or whenever there is an indication of impairment.

Trademark

As at June 30, 2024, management performed an assessment to determine whether there was an indication that the Westfield trademark assets may have been impaired and whether there is any indication that the impairment loss (€2.6 Mn) recognized in 2023 may no longer exist or may have decreased. The Group considered it was unnecessary therefore to perform further valuation procedures to estimate the recoverable amount of the trademark assets as at June 30, 2024. The recoverable value of the Westfield trademark therefore remained unchanged as at June 30, 2024, compared to December 31, 2023, amounting to €423 Mn.

PM

As at June 30, 2024, impairment tests have been performed internally by updating the valuations of independent external appraisers for PM business in the US and the UK leading to a reversal of impairment of +€17.1Mn.

One of the main assumptions used to value the PM is the DR, which stands between 9.8% and 10.5%. The table below shows the sensitivity of the Property Management assets value and the impact in the result as determined at June 30, 2024:

Sensitivity Impact in
the value
(€ Mn)
(Additional)/
Reversal of
impairment
(€ Mn)
-25bps in DR +8.4 +4.9
+25bps in DR (7.9) (4.6)
-10bps LTGR (2.3) (1.2)
+10bps LTGR +2.3 +1.2

Rights and exhibitions

As at June 30, 2024, impairment tests were performed on the intangible assets relating to the Viparis entities based on the valuations of independent external appraisers and no impairment was recognised.

The table below shows the sensitivity of the Rights and exhibitions portfolio related to the weighted average cost of capital ("WACC") and the impact in the result as determined at June 30, 2024:

Sensitivity Impact in
the value
(€ Mn)
Impact in %
of the
portfolio
value
(Additional)/
Reversal of
impairment
(€ Mn)
-25bps in "WACC" +28.3 +6.2% +11.2
+25bps in "WACC" (26.3) (5.7)% (9.0)

5.4. Goodwill

Goodwill is carried at cost less any accumulated impairment losses. In compliance with IAS 36, the Group performs impairment testing, at least once a year or whenever there is an indication that an asset may be impaired at each reporting date.

As at June 30, 2024, the goodwill breaks down as follows:

Synergies,
workforce and
ability to
generate
Net value Optimised value development
(€ Mn) of deferred taxes Fee business projects Total
Dec. 31, 2023 175.5 119.3 550.5 845.2
Disposal - - - -
Impairment - (28.6) (5.5) (34.1)
Currency translation - - - -
June 30, 2024 175.5 90.7 545.0 811.1

The allocation of the goodwill per geographical segment breaks down as follows:

(€Mn) June 30, 2024
France Retail 547.2
Central Europe 87.3
Austria 72.9
Germany 93.5
Other 10.3
Total URW 811.1

Goodwill relating to optimised value of deferred taxes

Goodwill may arise on acquiring an asset via a share deal, where the Group inherits the fiscal basis of the asset. It is measured by the difference between the deferred taxes accounted for in the balance sheet according to IAS 12, and an estimate of the effective taxes to be paid in case of a share deal. Therefore, in this case the impairment test consists in a comparison between the accounting value of the goodwill and the potential tax optimisation existing at the date of reporting.

As at June 30, 2024, no impairment was recognised.

Goodwill relating to fee business

This goodwill relates to the fee business in Germany and in France.

Impairment tests are performed annually or when an impairment indicator is identified and are based on valuations performed by independent external appraisers, using the DCF method.

As at June 30, 2024, impairment tests were performed based on the valuations of independent external appraisers, and an impairment of -€28.6 Mn was recognised.

Goodwill relating to the ability to generate development projects

Part of this goodwill is related to the acquisition of URW Germany business in 2012.

An impairment test was performed as at June 30, 2024 on this goodwill and based on an independent external appraisal.

As at June 30, 2024, an impairment of -€5.5 Mn was recognised and this goodwill is fully depreciated.

Goodwill relating to synergies and workforce

Goodwill relating to the Westfield Corporation acquisition has been allocated per geographical segment as it is the lowest level within the Group at which goodwill is monitored.

As at June 30, 2024, the only remaining value of the goodwill resulting from the Westfield acquisition is the one that was allocated to France Retail, the other geographical segments having been totally depreciated.

In accordance with IAS 36 Impairment of assets, the Group performs impairment testing of its goodwill at least once a year or whenever there is an indication that an asset may be impaired at each reporting date.

As of June 30, 2024 the Group performed an assessment to determine whether there was any indicator that the Westfield goodwill may have been impaired. Based upon the analysis performed, it was determined that no impairment indicators exist. It was therefore unnecessary to perform further valuation procedure to estimate the recoverable amount of the goodwill as at June 30, 2024.

The recoverable value of this goodwill remained unchanged as of June 30, 2024 compared to December 31, 2023, amounting to €545.0 Mn.

5.5. Valuation movements on assets

This item reflects changes in market valuation of investment properties, impairment and reversal on tangible and intangible assets and amortisation of fair value of assets recorded for the purpose of purchase price allocation.

(€Mn) H1-2024 H1-2023 2023
Investment properties at fair value (641.1) (928.8) (2,111.3)
Shopping Centres (382.0) (688.7) (1,626.2)
Offices & Others (261.4) (194.0) (375.9)
Convention & Exhibition 2.3 (46.1) (109.2)
Investment properties at cost (32.3) (73.9) (116.1)
Tangible and intangible assets 16.6 6.3 (18.6)
Total (656.8) (996.4) (2,246.0)

5.6. Amounts paid for works and acquisition/disposal of property assets (Condensed consolidated statement of cash flows)

In the first half of 2024, the amount paid for works and acquisition of property assets was €673.2 Mn. This comprises acquisitions, transaction capitalised costs, works and capitalised expenses and is adjusted for the variations on amounts due on investments in the period.

NOTE 6. SHARES AND INVESTMENTS IN COMPANIES ACCOUNTED FOR USING THE EQUITY METHOD

6.1. Shares and investments in companies accounted for using the equity method

(€ Mn) June 30, 2024 Dec. 31, 2023
Shares in companies accounted for using the equity method 6,337.0 6,260.5
Loans granted to companies accounted for using the equity method 740.0 881.0
Total shares and investments in companies accounted for using the equity method (1) 7,077.0 7,141.5
Of which shares and investments in companies whose properties are under promise or
mandate of sale
243.5 161.2
Total shares and investments in companies under equity method (excluding under
promise or mandate of sale) (1)
6,833.5 6,980.3

(1) Mainly relates to Shopping Centres companies.

Share of the result of companies accounted for using the equity method and income on financial assets

The contribution of affiliates breaks down as follows:

H1-2024 H1-2023
(€ Mn) Recurring
activities
Non
recurring
activities (1)
Result Recurring
activities
Non
recurring
activities (1)
Result
Share of income from companies accounted for
using the equity method
180.0 (269.0) (89.0) 205.5 (352.4) (146.9)
Interests on loans granted to companies
accounted for using the equity method
25.8 - 25.8 22.7 - 22.7

(1) Correspond mainly to the fair value adjustment and related deferred tax on the underlying investment properties.

Statements of financial position of joint ventures

Main items of the statements of financial position and income statement of joint ventures are presented in aggregate in the tables below. These items are stated in Group share including restatements for consolidation purposes.

(€Mn) June 30, 2024 Dec. 31, 2023
Investment properties 7,008.9 7,192.7
Other non-current assets 9.4 10.4
Current assets 295.9 283.2
Assets held for sale 295.6 206.5
Total assets 7,609.8 7,692.8
Restated shareholders' equity 5,501.8 5,435.1
Deferred tax liabilities 87.4 82.6
Shareholders loans 245.3 419.0
External borrowings (1) 1,549.2 1,517.2
Other non-current liabilities 27.3 24.6
Liabilities held for sale 51.5 45.3
Current liabilities 147.3 169.0
Total liabilities and equity 7,609.8 7,692.8

(1) Includes current and non-current borrowings.

(€ Mn) H1-2024 H1-2023
NRI 194.8 211.2
Change in fair value of investment properties (267.0) (337.9)
Financial result (26.3) (23.2)
Net result (119.6) (167.4)

Statements of financial position of associates

Main items of the statements of financial position and income statement of associates are presented in aggregate in the tables below. These items are stated in Group share including restatements for consolidation purposes.

(€Mn) June 30, 2024 Dec. 31, 2023
Investment properties 1,819.3 1,801.8
Other non-current assets 52.5 50.7
Current assets 198.3 154.8
Total assets 2,070.2 2,007.3
Restated shareholders' equity 787.2 777.3
Deferred tax liabilities 121.0 120.0
Shareholders loans 494.7 462.0
External borrowings 562.7 535.1
Other non-current liabilities 60.4 64.5
Current liabilities 44.0 48.5
Total liabilities and equity 2,070.2 2,007.3
(€ Mn) H1-2024 H1-2023
NRI 53.0 51.1
Net financing cost (20.8) (16.4)
Change in fair value of investment properties 2.2 (0.7)
Fair value adjustments of derivatives and debt 2.3 (3.9)
Net result 30.7 20.5

6.2. Valuation assumptions and sensitivity

The following tables provide a number of quantitative data in order to assess the fair valuation of the Group's assets accounted for using the equity method.

Shopping centres

All shopping centres are valued using the discounted cash flow and / or yield methodologies.

Shopping Centres -
June 30, 2024
Net Initial
Yield
Rent in €
per sqm (a)
Discount
Rate
(b)
Exit
Capitalisation
Rate
(c)
CAGR of
NRI
(d)
Europe Max 8.2% 1,037 9.4% 7.3% 5.3%
Min 5.0% 165 7.0% 5.0% 1.6%
Weighted average 6.2% 423 7.5% 6.0% 2.6%
US Max 12.8% 1,299 14.5% 12.5% 7.4%
Min 4.4% 364 7.0% 5.0% 1.9%
Weighted average 5.5% 722 7.8% 5.9% 4.4%

NYI, DR and ECR weighted by GMV. Vacant assets, assets considered at bid value and assets under restructuring are not included in Min and Max calculation. Assets under development or not controlled by URW are not included in this table. The UK assets are included in the table. (a) Average annual rent (MGR + SBR) per asset per sqm.

(b) Rate used to calculate the net present value of future cash flows.

(c) Rate used to capitalise the exit rent to determine the exit value of an asset.

(d) Compounded Annual Growth Rate of Net Rental Income determined by the appraiser (duration of the DCF model used either 6 or 10 years)

The table below shows the sensitivity on URW's Shopping Centre portfolio value for assets accounted for using the equity method, excluding assets under development.

The percentages below are indicative of evolutions in case of various evolutions of NIY, DR, ECR and appraisers' ERV.

Sensitivity Impact in
€ Mn
Impact in %
+25 bps in NIY (298) -4.1%
+25 bps in DR (133) -1.8%
+10 bps in ECR (77) -1.1%
-5% in appraisers' ERV (229) -3.2%
Sensitivity Impact in
€ Mn
Impact in %
-25 bps in NIY +324 +4.5%
-25 bps in DR +136 +1.9%
-10 bps in ECR +80 +1.1%
+5% in appraisers' ERV +284 +3.9%

6.3. Transactions with related-parties (joint-ventures and associates)

To the Group's knowledge, there are neither shareholders' pacts nor persons or groups of persons exercising or who could exercise control over the Group.

The main related party transactions refer to transactions with companies accounted for using the equity method.

(€Mn) June 30, 2024 Dec. 31, 2023
Shopping Centres and Convention & Exhibition companies
Loans (1) 773.3 920.8
Recognised interest 25.8 48.8
Current account in debit 4.2 4.2
Current account in credit (3.8) (6.1)
Asset management fees invoiced and other fees 53.4 106.0

(1) Corresponds to 100% of the financing in the shopping centres investment. The decrease in June 30, 2024 compared to December 31, 2023 is explained by the capitalisation of loans to Cherry Park entities.

All of these transactions are based on market prices.

7.1. Financing result

7.1.1. Net financing costs

H1-2024 H1-2023 2023
51.5 33.7 86.5
60.5 42.8 99.8
211.5 142.1 372.3
323.5 218.7 558.5
- -
(237.6) (474.5)
(54.3) (156.8)
(28.1) (60.7)
(5.8) (12.9)
(24.1) (55.7)
(18.4) (44.6)
(105.1) (260.8)
(582.6) (473.5) (1,066.0)
36.1 30.0 71.4
(546.5) (443.7) (994.6)
(223.0) (224.9) (436.1)
-
(243.1)
(115.2)
(30.2)
(3.7)
(30.1)
(26.4)
(133.8)

(1) Includes interest income on economic hedging financial investments.

Financial income and expenses from the condensed consolidated statement of cash flows correspond to cash amounts of financial interest paid and received during the period. They do not include any non-cash items such as accrued interest and amortisation of issuance costs.

7.1.2. Fair value adjustment of derivatives, debts and currency effect

(€Mn) H1-2024 H1-2023 2023
Currency impact 25.1 51.5 41.4
Mark-to-market, cost of purchase and disposals of derivatives 138.9 42.3 (310.3)
Other financial assets and liabilities (1.0) (24.9) (101.1)
Debt discounting (0.1) 0.1 0.8
Total non-recurring financial result 162.9 69.0 (369.2)

7.2. Financial liabilities

7.2.1. Main financing transactions in the first half of 2024

Bank debt and credit facility:

In H1-2024, the Group signed a €1.95 Bn sustainability-linked credit facility with a 5-year maturity.

Mortgage debt:

During the first half, the Group refinanced €150 Mn maturing mortgage debt on Pasing Arcaden (Germany) at a spread of Mid swap +110 bps and a 5-year maturity. This non-recourse mortgage debt remains fully consolidated in the Group's accounts1 .

Short to medium term paper:

URW did not issue any short-term paper, due to the Group's high liquidity position in H1-2024.

1 As Pasing Arcaden is consolidated at 100% in URW's IFRS accounts.

Outstanding duration to maturity (€Mn) Current Non-current Total
Less than 1
year
1 year to 5
years
More than
5 years
June 30, 2024 Dec. 31, 2023
Bonds and EMTNs 3,119.6 8,575.8 10,270.5 21,965.8 22,517.4
Principal debt (1) 3,092.3 8,576.4 10,267.1 21,935.9 22,427.2
Accrued interest 158.7 - - 158.7 231.1
Issuance costs (64.8) - - (64.8) (70.3)
Bond redemption premium (65.6) - - (65.6) (71.5)
Mark-to-market of debt (1.0) (0.7) 3.3 1.7 0.8
Bank borrowings 251.7 2,825.5 - 3,077.2 3,045.7
Principal debt 269.4 2,825.5 - 3,094.9 3,059.9
Accrued interest 16.6 - - 16.6 16.1
Borrowings issue fees (38.2) - - (38.2) (36.6)
Accrued interest on bank overdrafts - - - - 0.2
Bank overdrafts & current accounts to balance out
cash flow
3.9 - - 3.9 6.2
Mark-to-market of debt - - - - -
Other financial liabilities - 87.1 1,285.2 1,372.3 1,354.9
Interbank market instruments and negotiable
instruments
- - - - -
Accrued interest on interbank market instruments
and negotiable instruments
- - - - -
Current accounts with non-controlling interests (2) - 87.1 1,285.2 1,372.3 1,354.9
Lease liabilities (3) 67.5 245.9 708.6 1,022.0 977.0
Total financial debt 3,438.8 11,734.3 12,264.3 27,437.3 27,895.1
Including liabilities directly associated with
Properties or Shares classified as held for sale
- - - - -
Total financial debt net of liabilities directly
associated with Properties or Shares classified
as held for sale
3,438.8 11,734.3 12,264.3 27,437.3 27,895.1

7.2.2. Financial debt breakdown and outstanding duration to maturity

(1) Includes currency impacts on debt raised in foreign currency for an amount of +€35.7 Mn as at June 30, 2024 (+€24.6 Mn as at Dec. 31, 2023). The amount shown in the Financial Resources note (€21,900 Mn) corresponds to the amount of bonds after impact of derivatives instruments on debt raised in foreign currencies.

(2) They are considered as non-current as they are financing the related assets.

(3) The increase vs. Dec. 31, 2023 is mainly coming from Los Angeles airport. Indeed, during H2-2021, URW has entered into a new amendment with the Airport Authorities of Los Angeles which provide for rent reliefs related to the minimum annual guaranteed rent. Based on the terms of the amendment, URW applied the rent relief as a lease modification accounting according to IFRS 16 to remeasure the lease liability and the right-of-use. As a result, the lease liability and the right-of-use are remeasured every year.

The variation of financial debt by flows breaks down as follows:

(€ Mn) Cash flows (1) Variation
Non-cash flows
Dec. 31,
2023
(2)
Increase
Decrease of accrued
interests (3)
Variation
of scope
Currency
translation
Fair value
impact
Others (4) June 30,
2024
Bonds and EMTNs 22,517.4 (0.8) (643.7) (73.9) - 153.6 0.8 12.4 21,965.8
Bank borrowings 3,045.7 140.0 (150.0) 0.4 0.3 37.5 - 3.3 3,077.2
Other financial liabilities 1,354.9 63.1 (64.8) - 19.1 - - - 1,372.3
Lease liabilities 977.0 8.0 (30.6) - - 10.9 - 56.7 1,022.0
Total 27,895.1 210.3 (889.1) (73.5) 19.4 202.0 0.8 72.4 27,437.3

(1) The cash flows differ from those in the Condensed consolidated statement of cash flows mainly due to the variation of guarantee deposits received.

(2) Net of bonds and EMTNs issuance costs and issuance fees.

(3) The variation of accrued interest is included in lines Financial income / Financial expenses of the Condensed consolidated statement of cash flows.

(4) The variation of Others includes straightlining of premiums and fees on EMTNs and bank borrowings and change in recognition of lease liabilities in application of IFRS 16.

7.2.3. Characteristics of bonds and EMTNs issued on the first half of 2024

There are no new bonds and EMTNs issued in H1-2024.

7.2.4. Covenants

As at June 30, 2024, the LTV1 ratio amounted to 42.5% (41.8% as at December 31, 2023).

The Interest Coverage Ratio2 ("ICR") for the period stood at 4.6x 3 (4.2x as at December 31, 2023).

The Group's corporate debt covenants levels and corresponding current ratios are set at:

June 30, 2024 Europe Credit facility
covenants level
Rule 144A and Reg S
Bonds
covenants level
LTV 42.5% < 60% < 65%
ICR 4.6x > 2x > 1.5x
FFO/NFD4 8.5% > 4% na.
Secured debt ratio5 4.2% na. < 45%
Unencumbered leverage ratio6 1.9x na. > 1.25x

These covenants are tested twice a year based on the Group's IFRS financial statements.

5 Secured debt/total assets.

1 Loan-to-Value ("LTV") = Net financial debt / Total assets excluding €720 Mn of goodwill not justified by fee business as per the Group's European leverage covenants, including transfer taxes.

2 ICR: Recurring EBITDA / Recurring Net Financial Expenses (including capitalised interest). Recurring EBITDA is calculated as total recurring operating results and other income minus general expenses, excluding depreciation and amortisation.

3 Proportionate ICR of 4.2x.

4 Funds From Operations("FFO"): on an annualised basis, the recurring EBITDA minus (i) net recurring financial expenses and (ii) tax on recurring operating result.

6 Unencumbered assets/unsecured debt.

As at June 30, 2024:

  • 100% of the Group's credit facilities and loans allow a LTV of up to 60% for the Group or the borrowing entity, as the case may be;
  • 100% of the Group's credit facilities and loans require an ICR > 2x for the Group or the borrowing entity, as the case may be; and
  • 100% of the Group's credit facilities and loans include an FFO/NFD covenant. These require an FFO/NFD above 4% for the Group or the borrowing entity, as the case may be.

Secured debt non-recourse:

Covenant level range % of non-recourse mortgage
incl. this feature in such covenant
Debt Yield covenants1 5%-7.5% 25%
Debt to Rent 8.9x 2%
ICR covenants 1.3x - 3.15x 28%
LTV covenants 55% -75% 53%
  • Any breach under these covenants would not lead to a cross-default on the Group's borrowings;
  • In any case, defaults under these loans are not expected to have a material adverse effect on the Group's finances.

Short term debt:

There are no financial covenants (such as loan-to-value or interest coverage ratios) in the Neu MTN, the Neu CP and the ECP programmes of URW.

7.2.5. Other financing activities

In the condensed consolidated statement of cash flows, "Other financing activities" comprise mainly costs paid and premiums received on derivatives purchase and disposals.

7.2.6. Debt market value

The market value of URW's fixed-rate and index-linked debt is presented in the table below.

June 30, 2024 Dec. 31, 2023
(€Mn) Carrying value Market value Carrying value Market value
Fixed-rate and index-linked debt
Fixed-rate & index-linked borrowings, interbank
instruments and negotiable market instruments 22,188.9 19,736.4 22,819.6 20,440.0

Financial debt is valued at market value based on market rates and on spread issuers at each closing date.

1 Debt Yield: ratio of the net operating income to the outstanding loan amount, net of certain cash as defined in the relevant mortgage loan documentation.

7.2.7. Net financial debt

Net financial debt is determined as below:

Net financial debt

(€ Mn) June 30, 2024 Dec. 31, 2023
Amounts accounted for in balance sheet
Non-current bonds and borrowings 23,044.0 25,082.6
Current borrowings and amounts due to credit institutions 3,371.3 1,835.5
Liabilities directly associated with properties or shares classified as held for sale - -
Total financial liabilities 26,415.3 26,918.1
Adjustments
Mark-to-market of debt (1.7) (0.8)
Current accounts with non-controlling interests (1,372.3) (1,354.9)
Impact of derivatives instruments on debt raised in foreign currency (35.7) (24.6)
Accrued interests/issuance fees (6.7) (68.9)
Total financial liabilities (nominal value) (1)
24,998.9
25,468.8 (1)
Cash and cash equivalents (4,620.2) (5,502.3)
Net financial debt 20,378.7 19,966.5

(1) Bank overdrafts and current accounts to balance out cash flow are included in the total financial liabilities, for €3.9 Mn as at June 30, 2024 and for €6.2 Mn as at December 31, 2023.

Net cash at period-end

(€Mn) June 30, 2024 Dec. 31, 2023
Marketable Securities 1.0 2.3
Short term deposit (1) 2,563.7 2,192.0
Cash 2,055.5 3,308.0
Total Asset 4,620.2 5,502.3
Bank overdrafts and current accounts to balance out cash flow (3.9) (6.2)
Total Liabilities (3.9) (6.2)
Net cash at period-end 4,616.3 (2) 5,496.1(2)

(1) Short-term deposits are denominated in euro and USD.

(2) The high level of cash as at June 30, 2024, aims to cover URW's debt repayment needs corresponding to the bonds and bank loans outstanding as at June 30, 2024, and maturing within 1 year (see note 7.3.1 "Liquidity risk").

7.3. Risk management policy

7.3.1. Liquidity risk

The average maturity of the Group's debt as at June 30, 2024, considering the undrawn credit lines1 and cash on hand, stood at 7.4 years and at 5.9 years without taking into account the undrawn credit lines and cash on hand.

URW's debt maturing over the next 12 months amounts to €3,082 Mn2 (including €3,065 Mn of bonds).

In any event, the next 12 months debt repayment needs are fully covered by €12,659 Mn of cash on hand and undrawn credit lines including €4,620 Mn of cash on hand.

The credit facilities maturing over the next 12 months amount to €0.2 Bn. URW is considering opportunities to extend or renew part of the maturing lines.

URW's long-term refinancing policy consists of diversifying the Group's expiry schedules and financial resources. Accordingly (on IFRS basis), bonds & EMTN issues represented 87% of financial nominal debt at June 30, 2024, and bank loans, mortgages and overdrafts 13%.

7.3.2. Counterparty risk

Due to its use of derivatives to minimise its interest and exchange rate risk, the Group is exposed to potential counterparty defaults. The counterparty risk is the risk of replacing the derivative transactions at current market rates in the case of default. To limit counterparty risk, URW relies solely on major international banks for its hedging operations.

In case of derivative termination, netting can apply as a result of existing agreements between the Group and the banks. The related amounts of derivative instruments would be €50.7 Mn for assets and €743.3 Mn for liabilities.

7.3.3. Credit risk

The credit risk is set out in note 7.5.3 of the Consolidated financial statements as at December 31, 2023.

As at June 30, 2024, the gross amount of receivables amounted to €865.4 Mn (€1,005.1 Mn on a proportionate basis) and the provision for doubtful debtors to -€243.6 Mn (-€279.9 Mn on a proportionate basis) compared with €751.5 Mn and -€245.0 Mn, respectively, at the end of December 2023.

7.4. Market risk

The market risk is set out in note 7.6 of the consolidated financial statements as at December 31, 2023.

7.4.1. Interest rate risk management

Average cost of debt

The average cost of debt corresponds to the ratio between "recurring financial expenses (excluding the ones on financial leases and partners' current accounts) + capitalised financial expenses (excluding non-recurring financial expenses such as mark-to-market and termination costs of financial instruments including bonds repurchased, currency impact)" and "average net debt over the period".

1 Subject to covenants.

2 Excluding the debts for which an option to extend the maturity exists.

The average cost of debt as at June 30, 2024, is 1.9% (1.8% as at December 31, 2023), representing the blended average cost of 1.4% for EUR denominated debt and 4.1% for USD and GBP denominated debt.

The Group's cost of debt slightly increased over H1-2024 due to a higher marginal cost of funding from debt raised in 2023, partly compensated by higher remuneration on a higher average cash position in H1-2024 and hedges in place.

Measuring interest rate risk

The Group does not have a micro-hedging strategy, except when both currency exchange risk and interest rate risk are hedged, which enables it not to correlate its liquidity risk and interest rate risk management. Consequently, the maturities of the debts and hedging instruments can be dissociated and the outstanding derivatives instruments can hedge a part of the fixed rate debt maturing in the following years.

The interest cost of outstanding debt was fully hedged as at June 30, 2024, through both:

  • Debt kept at a fixed rate; and
  • Hedging in place as part of URW's macro hedging policy.

Measuring interest rate exposure

Over H1-2024, short-term interest rates across currencies moved by: -198 bps for 3M Euribor, -5 bps for 3M SOFR and -79 bps for 3M Sonia.

Based on the Group's budgeted net debt in H2-2024 on a proportionate basis, if interest rates1 (Euribor, SOFR, Sonia) were to increase/decrease, the Group's recurring result in H2-2024 would be impacted by:

Euros (€Mn) USD (\$Mn) GBP (£Mn) Total eq. EUR
-50 bps interest rate (8.0) 2.4 - (5.8)
-25 bps interest rate (4.0) 1.2 - (2.9)
+25 bps interest rate 4.0 (1.2) - 2.9
+50 bps interest rate 8.0 (2.4) - 5.8

As shown in the table above, the impact of a rate increase on the recurring financial expenses would be positive as the hedging instruments in place in 2024 are expected to be above budgeted debt.

7.4.2. Management of exchange risks

Measure of exposure to foreign exchange risks as at June 30, 2024 (€Mn)

The Group is active in countries outside the Eurozone. When converted into euros, the income and value of the Group's investments may be impacted by fluctuations in exchange rates against the euro. The Group's policy objective is to apply a broadly consistent2 LTV by currency allowing it to match part of the foreign currency asset value and income with debt and financial expenses in the same currency, thus reducing the exchange rate effects on the Group's balance sheet and earnings. Foreign exchange risk can be hedged by either matching investments in a specific currency with debt in the same currency or using derivatives to achieve the same risk management goal.

1 The impact on exchange rates due to this theoretical increase/decrease in interest rates is not taken into account. The theoretical impact of an increase/decrease in interest rates is calculated relative to the applicable rates as at June 30, 2024: 3M Euribor (3.7110%), 3M SOFR (5.3219%) and 3M Sonia (5.1269%).

2 On a proportionate basis.

Exposure sensitivity to currency exchange rate

Currency Assets Liabilities Net Exposure Hedging
instruments
Exposure net of
hedges
USD 9,204 (5,615) 3,589 - 3,589
GBP 2,691 (1,236) 1,455 - 1,455
SEK 2,043 (254) 1,788 - 1,788
Others 583 (550) 33 351 384
Total 14,521 (7,655) 6,865 351 7,216

Measure of the exposure to other risks as at June 30, 2024 (€Mn)

Exposure sensitivity to currency exchange rate

Before hedging, the Group's FX main exposures are in USD, GBP and SEK. A change of 10% of EUR/USD, EUR/GBP or EUR/SEK (i.e. a +10% increase of EUR against the USD, GBP or SEK in H2-2024) would have an impact on shareholders' equity and on the recurring net result as follows:

June 30, 2024 Dec. 31, 2023
(€Mn) Net recurring
result Gain/(Loss)
Equity
Gain/(Loss)
Net recurring
result Gain/(Loss)
Equity
Gain/(Loss)
Impact of an increase of +10%
in the EUR/USD exchange
(9.5) (326.2) (22.1) (335.8)
Impact of an increase of +10%
in the EUR/GBP exchange
(7.0) (132.3) (13.5) (129.2)
Impact of an increase of +10%
in the EUR/SEK exchange
(3.4) (162.6) (8.2) (161.0)

The impact on the recurring net result would be offset by the FX hedging that the Group has put in place against EUR/USD, EUR/GBP, EUR/SEK fluctuations.

7.5. Fair value hierarchy of financial assets and liabilities

The table below presents the fair value breakdown among the three hierarchical levels defined by IFRS 13.

(€Mn) Fair value measurement at June 30, 2024
Total Level 1 Level 2 Level 3
Assets
Fair value through profit or loss
Investment in financial assets 110.8 - - 110.8
Derivatives 503.9 - 503.9 -
Marketable Securities 1.0 1.0 - -
Fair value through equity
Financial assets 15.3 - - 15.3
Total 631.0 1.0 503.9 126.1
Liabilities
Fair value through profit or loss
Commitment to non-controlling interest 25.5 - - 25.5
Derivatives 1,101.3 - 1,101.3 -
Other non-current liabilities 0.9 - - 0.9
Total 1,127.7 - 1,101.3 26.4

NOTE 8. TAXES

8.1. Income tax expenses

(€Mn) H1-2024 H1-2023 2023
Recurring deferred and current tax on:
- Allocation / reversal of provision concerning tax issues - (0.7) (3.9)
- Other recurring results (44.5) (25.8) (73.8)
Total recurring tax (44.5) (26.5) (77.7)
Non-recurring deferred and current tax on:
- Change in fair value of investment properties and impairment
of intangible assets
(31.3) (16.5) 6.6
- Other non-recurring results 66.8(1) 1.1 63.7
Total non-recurring tax 35.5 (15.4) 70.3
Total tax (9.1) (41.8) (7.4)
Total tax paid (40.4) (33.6) (73.4)
(1)
Mainly due to the reversal of tax provisions.
(€Mn) H1-2024 H1-2023 2023
Current tax 26.7 (30.9) (43.0)
Deferred tax (35.8) (10.9) 35.6
Total tax (9.1) (41.8) (7.4)

8.2. Deferred taxes

H1-2024 change

(€Mn) Dec. 31,
2023
Net
variation
Reclassifi
cation
Currency
transla
tion
Change in
scope of
consoli
dation
June 30,
2024
Deferred tax liabilities (1,951.6) (33.1) (1.0) 0.8 - (1,985.0)
Deferred tax on investment properties (1,624.3) (19.6) (1.0) 3.1 - (1,641.9)
Deferred tax on intangible assets (182.4) (3.9) - 0.4 - (185.9)
Deferred tax on leases (144.9) (9.6) - (2.7) - (157.2)
Other deferred tax 169.7 (0.9) (2.9) 0.5 (1.5) 165.0
Tax loss carry-forward (1) 36.9 0.8 (2.1) 0.2 - 35.8
Other (1) (16.3) (10.8) (0.8) (2.4) (1.5) (31.6)
Deferred tax on leases 149.0 9.1 - 2.7 - 160.8
Total deferred tax liabilities (1,781.9) (34.1) (3.9) 1.3 (1.5) (1,820.1)
Deferred tax assets
Tax loss carry-forward (1) 16.7 (1.7) 2.1 (0.2) - 16.9
Other deferred tax assets (1) 7.7 - 0.8 (0.1) - 8.4
Total deferred tax assets 24.4 (1.7) 2.9 (0.3) - 25.3

(1) Deferred tax assets and liabilities within a same tax group are offset.

Deferred tax liabilities on properties refer to:

  • 1) Those countries where there is no REIT regime (like the SIIC regime in France), providing a tax exemption on recurring income and capital gains on property sales with an obligation to distribute part of their net result, or
  • 2) To countries where such tax efficient status does exist, but where the structure of URW in its current form and under current legislation would lead to tax amounts to be paid in case of capital gains on property sales.

International Tax Reform – Pillar Two Model Rules

Pillar 2 is a set of rules entered into force on January 1, 2024, designed to ensure large multinational enterprises pay a minimum level of tax (15%) on the income arising in each jurisdiction where they operate. The new legislation provides for a general exemption for REITs subject to certain technicalities. Whereas some legislation clarifications are still expected, the Group reasonably expects the minimum global tax not to have a significant impact on both its REIT and non-REIT activities.

NOTE 9. PROVISIONS

The determination of the amount of provisions for liabilities and charges requires the use of estimates, assumptions and judgment made by management based on information available or situations prevalent at the date of preparation of the accounts, information and situation which may vary from the subsequent actual events, as well as on the basis of estimated conditions at a given date.

H1-2024 change

(€ Mn) Dec. 31,
2023
Allocations Reversals
used
Reversals
not used
Foreign
currency
translation
impact
Other
movements
June 30,
2024
Non-current provisions 64.3 0.7 (0.7) - 0.4 (2.8) 61.9
Non-current provisions excluding employee
benefits
52.3 0.7 (0.6) - 0.4 (2.3) 50.5
Employee benefits 11.9 - - - - (0.5) 11.5
Current provisions 46.5 6.5 (0.7) (3.5) (0.1) 0.5 49.2
Total 110.8 7.2 (1.4) (3.5) 0.3 (2.3) 111.1

NOTE 10. OTHER CURRENT LIABILITIES

Other current liabilities breakdown as follows:

(€Mn) June 30, 2024 Dec. 31, 2023
Tax and social liabilities 441.7 505.2
Other liabilities 301.0 233.1
Total other current liabilities 742.7 738.3

NOTE 11. EMPLOYEE BENEFITS

Company Savings Plan

Subscription to the Company Savings Plan is offered to employees in France who have been with the Group for more than three months. The subscription period is opened once per year, after the share capital increase reserved to employees has been authorised by the Management Board, which also sets the subscription price. The subscription price is equal to the average of the opening share prices on the Eurolist of Euronext Paris over the 20 trading days preceding the decision of the Management Board, less a 30% discount. The Group also makes a topup contribution applied exclusively to voluntary contributions (including profit-sharing), made by employees to the Group URW Fund (fund fully vested in stapled shares as from June 2018). These voluntary contributions are limited to a maximum of one quarter of the annual salary with a cap of €100,000 (for shares acquired at the discount).

The total cost of subscriptions to the Company Savings Plan (employer contribution and difference between the subscription price and the share price on the date of the capital increase) amounted to €4.1 Mn in the first half of 2024 compared to €1.5 Mn in 2023.

Stock option plans

There are currently seven plans for stock options granted to Directors and employees of the Group. The plans granted as from 2019 have a duration of eight years1 and may be exercised at any time, in one or more installments, as from the third anniversary of the date of their allocation2 .

For plans in 2024:

URW Group grant a performance stock options plans with performance conditions (internal for 55% and external for 45%). The external condition compares URW's TSR (Total Shareholder Return) with the TSR of a composite index defined by the group.

The table below shows the two external conditions:

Criteria 1 Criteria 2
Performance Condition Vesting in % Performance Condition Vesting in %
A URW's TSR underperforms 0% URW's TSR < 20% 0%
B* URW's TSR = Index's TSR 30% URW's TSR = 20% 30%
C* URW's TSR – Index's TSR > 3% 100% URW's TSR > 30% 100%

* linear interpolation between B and C

The other criteria of this plan are identical to those of the 2023 plan.

The performance-related stock-options allocated in March 2024 were valued:

  • at €12.71 (internal performance condition);
  • at €10.95 (Criteria 1 external performance condition on TSR); and
  • at €11.25 (Criteria 2 external performance condition on TSR).

This valuation is based on an initial exercise price of €69.33, the share price at the date of allocation of €68.34, a vesting period of three years, an estimated duration of 3.7 years, a market volatility of 33.42%, a dividend assumption, a risk-free interest rate of 2.66% and a volatility of the reference composite index of 19.57% with a correlation reference composite index/URW of 75.96%.

Stock options are accounted for in accordance with IFRS 2. The expense recorded on the income statement in relation to stock options came to €1.6 Mn in the first half of 2024 and €1.1 Mn in the first half of 2023.

1 The duration was seven years for the plans granted before 2019.

2 The exercise was possible only as from the fourth anniversary of the grant date for the plans granted before 2019.

The table below shows allocated stock options not exercised at the period-end:

Plan Exercise period (1) Adjusted
subscription
price (€) (2)
Adjusted
number of
options
granted (2)(3)
Number of
options
cancelled
Number of
options
exercised
Potential
additional
number of
shares (3)
2018
plan
(n°9)
2018 from 06/03/2022
to 05/03/2025
184.55 649,255 314,430 - 334,825
2019
(n°10)
plan
2019 from 20/03/2022
to 19/03/2026
140.33 771,054 320,692 - 450,362
2020
(n°11)
plan
2020 from 22/03/2023
to 21/03/2027
89.34 912,196 656,324 - 255,872
2021
(n°12)
plan
2021 from 19/05/2024
to 18/05/2029
67.38 978,947 552,441 47,707 378,799
2022
(n°13)
plan
2022 from 09/03/2025
to 08/03/2030
64.73 1,254,132 233,974 - 1,020,158
2023
(n°14)
plan
2023 from 13/03/2026
to 13/03/2031
57.26 844,450 26,925 - 817,525
2024
(n°15)
plan
2024 from 07/03/2027
to 08/03/2032
67.31 508,601 - - 508,601
Total 5,918,635 2,104,786 47,707 3,766,142

(1) Under assumption that the performance and presence conditions are satisfied. If the first day of the exercise period is a non-business day, the retained date will be the next business day. If the end of the exercise period is a non-business day, the retained date will be the first preceding business day.

(2) Adjustments reflect distribution paid from retained earnings. In May 2024, the Group made a distribution out of premium and thus both subscription price and number of options granted were adjusted (Note 12.2 Dividends).

(3) All the options are subject to presence and performance conditions.

Performance share plans

All the shares are subject to both external and internal performance conditions. The performance conditions are the same as for the Stock-Options described above.

The awards allocated in May 2024 were valued:

  • at €58.34 (internal performance condition);
  • at €34.62 (Criteria 1 external performance condition on TSR); and
  • at €31.89 (Criteria 2 external performance condition on TSR).

This valuation is based on the share price at the date of allocation of €68.34, a vesting period of three years, a market volatility of 35.56%, a volatility of the reference composite index of 19.76% with a correlation reference composite index/URW of 78.93%, a dividend assumption, and a risk-free interest rate of 2.72%.

Performance shares are accounted for in accordance with IFRS 2. The expense recorded on the income statement in relation to performance shares came to €8.8 Mn in the first half of 2024 and €7.1 Mn in the first half of 2023.

The table below shows allocated performance shares not yet delivered at the period-end:

Starting date of
the vesting
period (1)
Adjusted
number of
performance
shares allocated
(2)
Number of
performance
shares
cancelled
Number of
performance
shares acquired
Potential
additional
number of
shares (3)
March 2022 833,434 141,448 1,736 690,250
March 2023 473,333 12,162 - 461,171
March 2024 408,663 - - 408,663
Total 1,715,430 153,610 1,736 1,560,084

(1) A minimum vesting period of 3 years without any requirement to hold the shares.

(2) The Adjustments reflect distribution paid from retained earnings. In May 2024, the Group made a distribution out of premium and thus the number of options granted were adjusted. (Note 12.2 Dividends)

(3) The acquisition of the shares is subject to presence and performance conditions.

Retention Share Plan

In 2024, the Group implemented a Retention share plan for the employees. As of March 7, 2024, in this plan, 99,938 shares without performance conditions are granted, delivered subject only to presence condition after 3 years from the delivery date.

Retention share plan is accounted for in accordance with IFRS 2. The expense recorded on the income statement in relation to retention share plan came to €0.4 Mn in the first half of 2024 and €0.5 Mn in the first half of 2023.

Starting date of
the vesting
period (1)
Ajusted number
of retention
shares allocated
(2)
Number of
retention
shares
cancelled
Number of
retention
shares acquired
Potential
additional
number of
shares (3)
March 2023 134,326 8,262 418 125,646
March 2024 99,938 - - 99,938
Total 234,264 8,262 418 225,584

(1) A minimum vesting period of 3 years without any requirement to hold the shares.

(2) The Adjustments reflect distribution paid from retained earnings. In May 2024, the Group made a distribution out of premium and thus the number of retention shares granted were adjusted. (Note 12.2 Dividends)

(3) The acquisition of the shares is subject to presence conditions.

NOTE 12. SHARE CAPITAL AND DIVIDENDS

12.1. Number of shares

Change in share capital

Total number
of shares
As at Dec. 31, 2023 139,041,391
Capital increase reserved for employees under Company Savings Plan 108,496
Shares granted 214,217
As at June 30, 2024 139,364,104

Average number of shares diluted and undiluted

H1-2024 H1-2023 2023
Average number of shares (undiluted) 139,126,507 138,889,152 138,965,717
Dilutive impact
Potential shares via stock options (1) 255,600 - -
Attributed Performance Shares and Retention
Shares (unvested) (1)
1,627,255 945,133 920,345
Average number of shares (diluted) 141,009,362 139,834,285 139,886,062

(1) Correspond only to shares or stock options and attributed performance shares which are in the money and for which the performance conditions are fulfilled.

12.2. Dividends

On April 30, 2024 Unibail-Rodamco-Westfield SE's Annual General Meeting of shareholders resolved a cash distribution of €2.50 per stapled share, which was paid on May 16, 2024. The cash distribution amounted to €347.9 Mn, and was made out of premium.

NOTE 13. OFF-BALANCE SHEET COMMITMENTS AND CONTINGENT LIABILITIES

All significant commitments are shown below. The Group does not have any complex commitments. The amounts are disclosed under IFRS.

13.1. Commitments given

Commitments given (€Mn) Description Maturities June 30, 2024 Dec. 31, 2023
1) Commitments related to the scope of the consolidated Group 13.4 56.5
Commitments for
acquisitions/disposals
- Purchase undertakings and earn-out (1) 2027 to 2040 8.8 51.4
Commitments given as part of
specific transactions
- Warranties and bank letters of credit given in the course of
the ordinary business
2024+ 4.6 5.1
2) Commitments related to Group financing 2,482.6 2,475.2
Financial guarantees given - Mortgages and first lien lenders (2) 2024+ 2,157.3 2,122.3
- Guarantees relating to entities under the equity method or
not consolidated (3)
2024+ 325.3 352.9
3) Commitments related to Group operational activities 1,417.1
Commitments related to development
activities
- Properties under construction: residual commitments for
works contracts and forward purchase agreements (4)
2024+ 849.0 950.1
- Residual commitments for other works contracts - - -
- Commitments subject to conditions precedent 2024 to 2028 199.8 192.8
Commitments related to operating
contracts
- Commitments for construction works (5) 2024 to 2064 184.1 192.7
- Rental of premises and equipment 2024+ 12.7 12.5
- Other 2024+ 142.6 69.0
Total commitments given 3,884.1 3,948.9

(1) The decrease relates the put option on CH Ursynow exercised by the partner driving to the purchase of the external shares by the Group. (2) The outstanding balances at the reporting date of the debts and drawn credit lines which are secured by mortgages. The gross amount of mortgages was €2,172.5 Mn as at June 30, 2024 (€2,137.5 Mn as at December 31, 2023).

  • (3) Corresponds mainly to guarantees provided by the Group in the US relating to associates under equity method or entities under foreclosure, for a portion of the principal amount of the loans greater than the Group's stake.
  • (4) Comprises financial guarantees given to the City of Paris regarding the Triangle Tower project.
  • (5) Under the 50-year lease contract to operate Porte de Versailles (Paris), an amount of €497.0 Mn for renovation works and €227.2 Mn for maintenance works have to be spent (i.e. €724.2 Mn, representing an initial commitment of €362.1 Mn (Group share), of which €557.0 Mn has already been invested).

Commitments relating to Group financing

  • The Group's overall hybrid portfolio amounts to €1,845 Mn as at June 30, 2024. Hybrid securities are deeply subordinated perpetual instruments with a coupon deferral option. The coupon is to be paid when a mandatory payment event occurs, such as the approval of a dividend payment, though the Group can suspend payments while making the minimum required REIT distributions.
  • In 2000, Westfield America Limited Partnership, Urban Shopping Centres, L.P. and Westfield Growth, L.P. have guaranteed loans entered into by joint ventures for a portion of the principal amount of the loans greater than their stake in the joint ventures.

The Group as one of the General Partners of Head Acquisition, L.P. (the general partner of Urban Shopping Centers, L.P.) has committed to maintain and allocate to Urban's minority limited partners a certain amount of qualified non-recourse mortgage debt.

As a result of such debt maintenance obligations, which are subject to indemnification, certain subsidiaries of the Group may be required to incur non-recourse financing on some of the assets that are held by Urban Shopping Centers, L.P., irrespective of the Group's liquidity needs or alternative sources of funding.

Other unquantifiable commitments given related to the scope of the consolidated Group

  • For a number of recent acquisitions of properties in France, Unibail-Rodamco-Westfield SE has committed to the French tax authorities to retain these interests for at least five years, in accordance with the SIIC tax regime.
  • For a number of disposals, the Group granted usual representations and warranties to the purchasers.
  • The agreements in connection with joint investments with partners may include usual clauses like (i) a lock-up period during which the shareholders have to retain their interest in shared subsidiaries or (ii) arrangements pursuant to which the parties can organise the exit of the shareholders (e.g.: right of first offer, tag-along right in case the partner sells its shares to a third party).

Other commitments given related to Group operational activities

  • The Group's 50% subsidiary SCI Propexpo has committed that the Espace Champerret venue in Paris, France, will continue to be used as an exhibition hall until 2066.
  • In a number of countries in which the Group operates, specific tax regimes for real estate companies exist. For many companies of the Group, eligible for such regimes, the Group has opted to use such regimes. Although the details of those regimes are not exactly the same for all countries, one of the standard elements is a requirement to distribute all/nearly all of the recurring income, a large part of the capital gains and all dividends received from other companies that have opted for the application of such specific regime. URW SE's total carry forward SIIC distribution obligation stands at €2,001 Mn as at June 30, 2024: it will be
    • delayed until URW SE has sufficient statutory results to meet this obligation. These statutory results would not prevent URW SE from deciding to make distributions out of its premium (see note 12.2. Dividends).
  • In 2014, the City of Brussels selected Unibail-Rodamco-Westfield as the co-developer, with its partners BESIX and CFE, of the NEO project. BESIX has the possibility to increase its interest in the Mall of Europe from 12.5% to 20% before the construction of the project.

CFE has an option to sell its shares in the Mall of Europe to Unibail-Rodamco-Westfield from December 31 following the opening of the shopping centre and during a period of one year. If the put is not exercised, the Group has an option to buy CFE's shares in the Mall of Europe.

BESIX has an option to sell its shares in the Mall of Europe to Unibail-Rodamco-Westfield from the end of the second full year after the opening of the shopping centre and lasting 38 months from such date.

Unibail-Rodamco-Westfield SE together with the parent companies of BESIX and CFE provided guarantees to the City of Brussels with respect of all payment obligations of the joint ventures which will develop the project.

Several counter guarantees were provided between Unibail-Rodamco-Westfield SE, BESIX and CFE, to ensure that each joint venture shall not bear any financial consequence beyond its program and that the ultimate shareholder shall not bear more than its share in each joint venture.

  • In the context of the master concession developer agreement at John F. Kennedy International Airport – Terminal One, URW SE guarantees to JFK NTO L.L.C., performance of all obligations of its subsidiary, URW Airports JFK T1, L.L.C., including but not limited to the prompt payment of the concession rents when due and all other amounts due and payable under the concession agreement. The concession rents are fully variable and based on passenger enplanements, and the first payments will start with the opening of the terminal to the public expected in phases between 2026-2030.

Under the Master Retail Development, Management and Leasing Agreement relating to JFK Terminal 8, URW SE guarantees to American Airlines, Inc., the performance of all the terms and conditions of the agreement executed by its subsidiary JFK T8 Innovation Partners, LLC.

13.2. Commitments received

Commitments received (€Mn) Description Maturities June 30, 2024 Dec. 31, 2023
1) Commitments related to the scope of the consolidated Group 7.0
Commitments for
acquisitions/disposals
- Sales undertakings - - 7.0
2) Commitments related to Group financing 8,059.9
Financial guarantees received - Undrawn credit lines (1) 2024 to 2029 8,038.5 8,059.9
3) Commitments related to Group operational activities 869.6
Other contractual commitments
received related to operations
- Bank guarantees on works and others 2024+ 7.7 18.5
- Other (2) 2025 to 2028 290.4 316.6
Assets received as security,
mortgage or pledge, as well as
guarantees received
- Guarantees received relating to Hoguet regulation (France) 2024 to 2030 104.4 104.5
- Guarantees received from tenants 2024+ 351.2 326.5
- Guarantees received from contractors on works 2024+ 113.4 103.5
Total commitments received 8,905.6 8,936.4

(1) These agreements contain financial covenants based on the Group's IFRS financial statements. Certain credit lines are also subject to an early prepayment clause (in full or in part) in the event of a change in ownership or a series of disposals reducing portfolio assets below a given threshold. No amount is secured by mortgages as at June 30, 2024.

(2) Mainly comprises counter-guarantees received from JV's partners in the Triangle Tower project.

13.3. Contingent liabilities

The company Rodamco Projekt AB (a Swedish autonomous legal entity) is involved in an arbitration procedure with PEAB regarding claims on the development of Westfield Mall of Scandinavia. The arbitration decision was issued on June 30, 2023 and was not in line with the Group's expectations. The tribunal, by majority decision, accepted a number of PEAB's claims and rejected Rodamco Projekt AB's claims in very large parts. A total of SEK1.5 Bn, including interests and legal costs, was granted to PEAB, while Rodamco Project AB was granted in its turn a very limited amount of SEK0.089 Bn on its disturbance claims. One of the arbitrators dissented with the majority and delivered an extensive opinion to support his view. Based on the two separate arbitral awards which were issued on matters of principle in the case, Rodamco Projekt AB considers that the judgment issued is contrary to these previous separate awards and contains substantial procedural errors in almost every aspect. While arbitration award is not subject to appeal, it can be cancelled in whole or in part at the request of one of the parties. On August 7, 2023, Rodamco Projekt AB filed a suit against PEAB before the Svea Court of Appeal with a request that the Final Award be set aside and requested the Court of Appeal to stay the enforcement of the Final Award. The stay of enforcement was ordered by the Court of Appeal on August 10, 2023, challenged by PEAB on December 5, 2023 and confirmed by the Court of appeal on December 21, 2023.

In March 2024, Rodamco Projekt AB responded to PEAB's statement of defense together with a preliminary presentation of evidence and PEAB has been ordered to submit its Rejoinder. The Court has scheduled a preparatory hearing in the case for October 16 and 19, 2024. A main hearing is expected to be held during 2025. Based on the risk analysis performed by the Group and its legal advisors and reinforced by independent experts'

opinions, no provision relating to this litigation was booked. In parallel, the Group has reserved an amount to cover the proceeding costs.

The Group is subject to a tax audit in France which resulted in a notification of reassessments. The vast majority of reassessments under proposal are denied by the Group and no provision was recorded in the consolidated accounts based on the risk analysis performed by the Group and its tax advisors.

NOTE 14. SUBSEQUENT EVENTS

On July 1, 2024, URW acquired the remaining 50% interest in Westfield Montgomery from its JV partner, Nuveen Asset Management, through an off-market transaction pursuant to existing contractual agreement. With this transaction, URW has now full ownership of the asset, which increases the Group's optionality for this 105,000 sqm A-rated Flagship destination in Maryland (US). On July 22, 2024, the Group secured a 2-year extension of the current \$350 Mn CMBS backed by Westfield Montgomery at an attractive fixed rate of 3.766%.

On July 11, 2024, URW's partner in Aupark (Bratislava) exercised its call option for the acquisition of the remaining 13% stake, which is expected to complete before end of September 2024. URW will continue the asset and property management.

On July 11, 2024, URW extended the exclusivity period for the sale of Westfield Oakridge. The Group had received a non-refundable deposit of \$30 Mn.

On July 19, 2024, URW signed additional sustainability-linked credit facilities for a total amount of €550 Mn and an average maturity of 4.4 years. Concurrently, the Group repaid €500 Mn short-term loans put in place since the COVID period with a remaining maturity of 2.6 years.

STATUTORY AUDITORS' REVIEW REPORT ON THE HALF-YEARLY FINANCIAL INFORMATION

For the period from January 1 to June 30, 2024

To the Shareholders,

In compliance with the assignment entrusted to us by the Annual General Meeting and in accordance with the requirements of article L. 451-1-2-III of the French Monetary and Financial Code ("code monétaire et financier"), we hereby report to you on:

  • the review of the accompanying condensed half-yearly consolidated financial statements of UNIBAIL-RODAMCO-WESTFIELD SE, for the period from January 1 to June 30, 2024,
  • the verification of the information presented in the half-yearly management report.

These condensed half-yearly consolidated financial statements are the responsibility of the Management Board. Our role is to express a conclusion on these financial statements based on our review.

Conclusion on the financial statements

We conducted our review in accordance with professional standards applicable in France. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with professional standards applicable in France and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed half-yearly consolidated financial statements are not prepared, in all material respects, in accordance with IAS 34 - standard of the IFRSs as adopted by the European Union applicable to interim financial information.

Specific verification

We have also verified the information presented in the half-yearly management report on the condensed halfyearly consolidated financial statements subject to our review.

We have no matters to report as to its fair presentation and consistency with the condensed half-yearly consolidated financial statements.

Paris-La Défense and Courbevoie, July 24, 2024

The statutory auditors

Deloitte & Associés KPMG S.A.

Emmanuel GADRET Sylvain DURAFOUR Régis CHEMOUNY

Statement of the person responsible for the condensed consolidated interim financial statements and the half-year financial report as at June 30, 2024, filed with the French Financial Authorities (Autorité des Marchés Financiers "AMF")

We confirm, to the best of our knowledge, that the condensed consolidated interim financial statements for the first six months of the year have been prepared in accordance with the applicable accounting standards and give an accurate and fair view of the assets, liabilities, financial situation and profit or loss of the Company and of the entities taken as a whole included in the scope of consolidation, and that the interim management report presents a fair view of the significant events during the first six months of the year and their impact on the financial statements, including the principal transactions between related parties as well as a description of the main risks and the principal uncertainties to which it is exposed for the remaining six months of the year.

Paris, July 24, 2024

Jean-Marie Tritant Fabrice Mouchel Chairman of the Management Board Member of the Management Board Chief Executive Officer Chief Financial Officer

Talk to a Data Expert

Have a question? We'll get back to you promptly.