IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Consolidated Financial Statements for the three-month period ended September 30, 2021, presented comparatively
Legal Information
Denomination: IRSA PROPIEDADES COMERCIALES S.A.
Fiscal year N°: 132, beginning July 1, 2021.
Legal address: Carlos Della Paolera 261, 8nd floor, Autonomous City of Buenos Aires, Argentina.
Main business: Real estate investment and development.
Date of registration with the Public Registry of Commerce of the By-laws: August 29, 1889.
Date of registration of last amendment: May 14, 2021.
Expiration of company charter: August 28, 2087.
Registration number with the Supervisory Board of Companies: 801,047.
Capital stock: 541,230,019 common shares.
Subscribed, issued and paid up (in millions of ARS): 54,123.
Direct Majority Shareholder: IRSA Inversiones y Representaciones Sociedad Anónima (IRSA).
Majority Shareholder of the Group: Consultores Assets Management S.A.
Legal Address: Bolívar 108, 1st floor, Autonomous City of Buenos Aires, Argentina.
Main business: Real estate investment.
Direct and indirect ownership interest: 432,570,149 common shares.
Voting stock (direct and indirect equity interest): 79.92%.
Type of shares | CAPITAL STRUCTURE |
Outstanding shares | Shares authorized for public offering | Subscribed, issued and paid-in |
(in millions of ARS) |
Registered, common shares with a nominal value of ARS 100 each, 1 vote per share | 541,230,019 | 541,230,019 | 54,123 |
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Consolidated Statements of Financial Position
as of September 30, 2021 and June 30, 2021
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.21 | 06.30.21 |
ASSETS | | | |
Non-current assets | | | |
Investment properties | 8 | 153,034 | 158,311 |
Property, plant and equipment | 9 | 1,544 | 1,502 |
Trading properties | 10 | 254 | 254 |
Intangible assets | 11 | 1,470 | 1,611 |
Rights of use assets | 12 | 871 | 886 |
Investments in associates and joint ventures | 7 | 4,628 | 4,701 |
Deferred income tax assets | 19 | 507 | 487 |
Income tax credits | | 12 | 13 |
Trade and other receivables | 14 | 1,255 | 1,337 |
Investments in financial assets | 13 | 10 | 11 |
Total non-current assets | | 163,585 | 169,113 |
Current Assets | | | |
Trading properties | 10 | 5 | 5 |
Inventories | | 44 | 46 |
Income tax credits | | 128 | 157 |
Trade and other receivables | 14 | 10,408 | 14,824 |
Investments in financial assets | 13 | 11,600 | 8,857 |
Cash and cash equivalents | 13 | 988 | 867 |
Total current assets | | 23,173 | 24,756 |
TOTAL ASSETS | | 186,758 | 193,869 |
SHAREHOLDERS’ EQUITY | | | |
Total capital and reserves attributable to equity holders of the parent (according to corresponding statement) | | 77,482 | 79,189 |
Non-controlling interest | | 5,972 | 6,064 |
TOTAL SHAREHOLDERS’ EQUITY | | 83,454 | 85,253 |
LIABILITIES | | | |
Non-current liabilities | | | |
Trade and other payables | 16 | 1,591 | 1,443 |
Borrowings | 17 | 36,247 | 38,454 |
Income tax liabilities | | 1,362 | - |
Deferred income tax liabilities | 19 | 50,902 | 53,348 |
Provisions | 18 | 86 | 88 |
Derivative financial instruments | 13 | 4 | 10 |
Leases liabilities | | 830 | 931 |
Total non-current liabilities | | 91,022 | 94,274 |
Current liabilities | | | |
Trade and other payables | 16 | 4,506 | 4,345 |
Income tax liabilities | | 946 | 1,029 |
Payroll and social security liabilities | | 224 | 313 |
Borrowings | 17 | 6,364 | 8,452 |
Derivative financial instruments | 13 | 41 | 53 |
Provisions | 18 | 87 | 92 |
Leases liabilities | | 114 | 58 |
Total current liabilities | | 12,282 | 14,342 |
TOTAL LIABILITIES | | 103,304 | 108,616 |
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES | | 186,758 | 193,869 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Consolidated Statements of Income and Other Comprehensive Income for the three-month periods ended September 30, 2021 and 2020
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.21 | 09.30.20 |
Income from sales, rentals and services | 20 | 2,915 | 1,365 |
Income from expenses and collective promotion fund | 20 | 963 | 619 |
Operating costs | 21 | (1,406) | (999) |
Gross profit | | 2,472 | 985 |
Net (loss)/gain from fair value adjustments of investment properties | 8 | (5,679) | 24,801 |
General and administrative expenses | 21 | (449) | (707) |
Selling expenses | 21 | (263) | (614) |
Other operating results, net | 22 | 51 | 15 |
(Loss)/ profit from operations | | (3,868) | 24,480 |
Share of (loss)/ profit of associates and joint ventures | 7 | (102) | 904 |
(Loss)/ profit from operations before financing and taxation | | (3,970) | 25,384 |
Finance income | 23 | 87 | 644 |
Finance cost | 23 | (1,481) | (1,720) |
Other financial results | 23 | 2,004 | 1,988 |
Inflation adjustment | 23 | 515 | 414 |
Financial results, net | | 1,125 | 1,326 |
(Loss)/ profit before income tax | | (2,845) | 26,710 |
Income tax expense | 19 | 1,044 | (6,435) |
(Loss)/ profit for the period | | (1,801) | 20,275 |
| | |
Other comprehensive income/ (loss) for the period: (i) | | | |
Items that can be reclassified subsequently to profit or loss: | | | |
Currency translation adjustment in associates | 7 | 2 | (18) |
Other comprehensive income/ (loss) for the period | | 2 | (18) |
Total comprehensive (loss)/ income for the period | | (1,799) | 20,257 |
| | |
Total comprehensive (loss)/ income attributable to: | | | |
Equity holders of the parent | | (1,709) | 18,828 |
Non-controlling interest | | (92) | 1,447 |
| | |
Attributable to: | | | |
Equity holders of the parent | | 2 | (18) |
| | |
(Loss)/ profit per share attributable to equity holders of the parent for the period: (ii) | | | |
Basic | | (3.16) | 34.80 |
Diluted | | (3.16) | 34.80 |
(i) The components of other comprehensive income have no impact on income tax.
(ii) (Loss)/ Profit per share have been calculated using 541,230,019 shares. Instead 126,014,050 shares were used for this calculation, the basic and diluted result per share would be ARS (13.56) and ARS 149.43 corresponding to September 30, 2021 and September 30, 2020, respectively. See Note 17 to the annual consolidated financial statements as of June 30, 2021.
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Consolidated Statement of Changes in Shareholders’ Equity
for the three-month period ended September 30, 2021
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| | Inflation adjustment of share capital | | | | | | Total shareholders' equity |
Balance as of June 30, 2021 | 54,123 | 34,716 | 1,622 | 11,032 | (22,304) | 79,189 | 6,064 | 85,253 |
Loss for the period | - | - | - | - | (1,709) | (1,709) | (92) | (1,801) |
Other comprehensive income for the period | - | - | - | 2 | - | 2 | - | 2 |
Balance as of September 30, 2021 | 54,123 | 34,716 | 1,622 | 11,034 | (24,013) | 77,482 | 5,972 | 83,454 |
| | | Currency translation adjustment | | Changes in non-controlling interest | |
Balance as of June 30, 2021 | 10,727 | 110 | (62) | 618 | (361) | 11,032 |
Other comprehensive income for the period | - | - | 2 | - | - | 2 |
Balance as of September 30, 2021 | 10,727 | 110 | (60) | 618 | (361) | 11,034 |
(1) See Note 17 to the Annual Consolidated Financial Statements as of June 30, 2021.
There are no cumulative unpaid dividends on preferred shares.
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Consolidated Statement of Changes in Shareholders’ Equity
for the three-month period ended September 30, 2020
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| | Inflation adjustment of share capital | | | Special reserve CNV 609/12 (1) | | | | | Total shareholders' equity |
Balance as of June 30, 2020 | 126 | 5,646 | 15,857 | 220 | 15,153 | 52,284 | 28,050 | 117,336 | 6,712 | 124,048 |
Profit for the period | - | - | - | - | - | - | 18,828 | 18,828 | 1,447 | 20,275 |
Other comprehensive loss for the period | - | - | - | - | - | (18) | - | (18) | - | (18) |
Changes in non-controlling interest | - | - | - | - | - | (63) | - | (63) | (18) | (81) |
Balance as of September 30, 2020 | 126 | 5,646 | 15,857 | 220 | 15,153 | 52,203 | 46,878 | 136,083 | 8,141 | 144,224 |
| Reserve for future dividends | | Currency translation adjustment | | Changes in non-controlling interest | |
Balance as of June 30, 2020 | 51,921 | 247 | (35) | 448 | (297) | 52,284 |
Other comprehensive loss for the period | - | - | (18) | - | - | (18) |
Changes in non-controlling interest | - | - | - | - | (63) | (63) |
Balance as of September 30, 2020 | 51,921 | 247 | (53) | 448 | (360) | 52,203 |
(1)
See Note 17 to the Annual Consolidated Financial Statements as of June 30, 2021.
There are no cumulative unpaid dividends on preferred shares.
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Consolidated Statements of Cash Flows
for the three-month periods ended September 30, 2021 and 2020
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.21 | 09.30.20 |
Operating activities: | | | |
Cash generated from/ (used in) operations | 15 | 1,620 | (5,867) |
Income tax paid | | (6) | (5) |
Net cash generated from/ (used in) operating activities | | 1,614 | (5,872) |
| | |
Investing activities: | | | |
Capital contributions in associates and joint ventures | | (27) | (14) |
Changes in non-controlling interest in subsidiaries | | - | (81) |
Acquisition of investment properties | | (370) | (1,075) |
Proceeds from sales of investment properties | | 85 | 14,639 |
Acquisition of property, plant and equipment | | (82) | (8) |
Advance payments | | (9) | (17) |
Acquisition of intangible assets | | (3) | (6) |
Acquisitions of investments in financial assets | | (819) | (8,480) |
Proceeds from investments in financial assets | | 614 | 9,054 |
Loans granted to related parties | | - | (337) |
Loans payment received from related parties | | 1,971 | - |
Collection of financial assets interests and dividends | | 189 | 239 |
Net cash generated from investing activities | | 1,549 | 13,914 |
| | |
Financing activities: | | | |
Repurchase of non-convertible notes | | - | (101) |
Sales of non-convertible notes in portfolio | | - | 768 |
Borrowings obtained | | - | 1,525 |
Payment of borrowings | | (271) | (1,994) |
Payment of finance leases | | - | (15,477) |
Payment of leases liabilities | | (6) | (8) |
Payment of derivative financial instruments | | (15) | (326) |
Proceeds from derivative financial instruments | | - | 14 |
Payment of interest | | (1,945) | (2,436) |
Short-term loans, net | | (512) | 6,364 |
Net cash used in financing activities | | (2,749) | (11,671) |
| | |
Net increase/ (decrease) in cash and cash equivalents | | 414 | (3,629) |
Cash and cash equivalents at beginning of the period | 13 | 867 | 7,595 |
Foreign exchange gain on cash and fair value result for cash equivalents | | 44 | 50 |
Inflation adjustment | | (337) | (11) |
Cash and cash equivalents at end of the period | 13 | 988 | 4,005 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
IRSA Propiedades Comerciales S.A.
Notes to the Unaudited Condensed Interim Consolidated Financial Statements
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
1.
Group’s business and general information
IRSA PROPIEDADES COMERCIALES S.A. (“IRSA Propiedades Comerciales” or the “Company”, and together with its subsidiaries, the “Group”) is an Argentine real estate company mainly engaged in holding, leasing, managing, developing, operating and acquiring shopping malls and office buildings and holds a predominant position within the Argentine market. IRSA Propiedades Comerciales was incorporated in 1889 under the name Sociedad Anonima Mercado de Abasto Proveedores (SAMAP) and until 1984 operated the main fresh product market in the Autonomous City of Buenos Aires. SAMAP’s core asset was the historical building of Mercado de Abasto, which served as site of the market from 1889 until 1984, when a sizable part of its operations was interrupted.
Since the Company was acquired by IRSA Inversiones y Representaciones Sociedad Anónima (hereinafter, IRSA) in 1994, it has grown through a series of acquisitions and development projects that resulted in a corporate reorganization pursuant to which the company was renamed Alto Palermo S.A. which was subsequently changed to our current denomination.
As of the end of these Unaudited Condensed Interim Consolidated Financial Statements (hereinafter, Financial Statements), the Group operates 335,641 square meters (sqm) in 14 shopping malls, 113,451 sqm in 7 premium offices and an extensive land reserve for future commercial developments; operates and holds a majority interest (with the exception of La Ribera Shopping Center, of which it has a 50% ownership interest) in a portfolio of 14 shopping malls in Argentina, six of which are located in the Autonomous City of Buenos Aires (Abasto Shopping, Alcorta Shopping, Alto Palermo, Patio Bullrich, Dot Baires Shopping and Distrito Arcos), two in Buenos Aires province (Alto Avellaneda and Soleil Premium Outlet) and the rest are situated in different provinces (Alto Noa in the City of Salta, Alto Rosario in the City of Rosario, Mendoza Plaza in the City of Mendoza, Córdoba Shopping Villa Cabrera in the City of Córdoba, Alto Comahue in the City of Neuquén and La Ribera Shopping in the City of Santa Fe). The Group also owns the historic building where the Patio Olmos Shopping Mall is located, operated by a third party.
The Company’s shares are traded on the Buenos Aires Stock Exchange (MERVAL: IRCP) and in United States of America on the NASDAQ (NASDAQ: IRCP).
IRSA Propiedades Comerciales and its subsidiaries are hereinafter referred to jointly as "the Group". Our main shareholder and parent Company is IRSA and Consultores Assets Management S.A. is our ultimate parent Company.
These Financial Statements have been approved by the Board of Directors to be issued on November 4, 2021.
2.
Summary of significant accounting policies
2.1.
Basis of preparation
These Financial Statements have been prepared in accordance with IAS 34 “Interim Financial Reporting” and therefore must be read together with the Group's Annual Consolidated Financial Statements as of June 30, 2021 prepared in accordance with IFRS. Likewise, these Financial Statements include additional information required by Law No. 19,550 and / or CNV regulations. This information is included in the notes to these Financial Statements, as allowed by IFRS.
These Financial Statements for the interim of three-month periods ended September 30, 2021 and 2020 have not been audited. Management considers that they include all the necessary adjustments to fairly present the results of each period. Intermediate period results do not necessarily reflect the proportion of the Group's results for the entire fiscal years.
IRSA Propiedades Comerciales S.A.
IAS 29 "Financial Reporting in Hyperinflationary Economies" requires that the Financial Statements of an entity whose functional currency is one of a hyperinflationary economy be expressed in terms of the current unit of measurement at the closing date of the reporting period, regardless of whether they are based on the historical cost method or the current cost method. To do so, in general terms, the inflation produced from the date of acquisition or from the revaluation date, as applicable, must be calculated for non-monetary items. This requirement also includes the comparative information of the Financial Statements.
In order to conclude on whether an economy is categorized as a hyperinflationary, in the terms of IAS 29, the standard details a series of factors to be considered, including the existence of an accumulated inflation rate in three years that approaches to or exceeds 100%. Accumulated inflation in Argentina in three years has been over 100%. For this reason, in accordance with IAS 29, the Argentine economy must be considered as a hyperinflationary economy starting July 1, 2018.
In relation to the inflation index to be used and according to FACPCE Resolution No. 539/18, the inflation index is determinated based on the Wholesale Price Index (IPIM) until 2016, considering the average variation of Consumer Price indices (CPI) of the Autonomous City of Buenos Aires for the months of November and December 2015, because during those two months there were no national IPIM measurements. Then, from January 2017, the National Consumer Price Index (National CPI) will be considered. The table below shows the evolution of this index during the three months period ended September 30, 2021, according to official statistics by Argentine Institute of Statistics and Census (INDEC) and following the guidelines described in Resolution 539/18:
As a consequence of the aforementioned, these Financial Statements as of September 30, 2021 were restated in accordance with IAS 29.
2.2.
Significant accounting policies
The accounting policies adopted for these Financial Statements are consistent with those used in the preparation of information under IFRS as described in Note 2 to the Annual Consolidated Financial Statements as of June 30, 2021.
2.3.
Comparability of information
The amounts as of June 30, 2021 and September 30, 2020, which are disclosed for comparative purposes, arise from the Financial Statements at said dates restated in accordance with IAS 29. Certain figures have been reclassified for comparison purposes in these Financial Statements.
See Note 27 for information on the context in which the Group operates.
The preparation of Financial Statements at a certain date requires the Group’s Management to make estimations and evaluations affecting the amount of assets and liabilities recorded and contingent assets and liabilities disclosed at such date, as well as income and expenses recorded during the period. Actual results might differ from the estimates and evaluations made at the date of preparation of these Financial Statements. In the preparation of these Financial Statements, the significant judgments made by Management in applying the Group’s accounting policies and the main sources of uncertainty were the same applied by the Group in the preparation of the Annual Consolidated Financial Statements of the information are described in Note 3 as of June 30, 2021, except for what is mentioned in Note 27 to these Financial Statements.
3.
Seasonal effects on operations
The operations of the Group’s shopping malls are subject to seasonal effects, which affect the level of sales recorded by tenants. During summertime (January and February), the tenants of shopping mall experience the lowest sales levels in comparison with the winter holidays (July) and during the period of Christmas’ Seasons (December) when they tend to record peaks of sales. Apparel stores generally change their collections during Spring and Autumn, which impacts positively on shopping mall sales. Sale discounts at the end of each season also impact the business. Consequently, a higher level of revenues is generally expected in shopping mall operations during the second half of the year.
IRSA Propiedades Comerciales S.A.
4.
Acquisitions and disposals
Significant acquisitions and disposals for the three-month period ended September 30, 2021 are detailed below. Significant acquisitions and disposals for the fiscal year ended June 30, 2021, are detailed in Note 4 to the Annual Consolidated Financial Statements.
Sale of real estate parcels in Hudson
On August 2, 2021, a bill was signed for the sale of several parcels of the property called Casonas located in Hudson, Berazategui district.
The price of the transaction was USD 0.6 million.
5.
Financial risk management and fair value estimates
These Financial Statements do not include all the information and disclosures on financial risk management; therefore, they should be read along with Note 5 to the Consolidated Financial Statements as of June 30, 2021. There have been no changes in risk management or risk management policies applied by the Group since year-end.
Since June 30, 2021 as of the date of this Financial Statements, there have been no significant changes in business or economic circumstances affecting the fair value of the Group's assets or liabilities of the Group except for that the indicated in Note 27. Furthermore, there have been no transfers between the different hierarchies used to assess the fair value of the Group’s financial instruments.
The following is a summary analysis of the Group's business segments, corresponding to the periods ended September 30, 2021 and 2020. Additionally, a reconciliation between results of operations corresponding to segment information and the results of operations as per the Statements of Income and Other Comprehensive Income and total assets by segment and total assets according to the statement of financial position. The information by segments has been prepared and classified according to the businesses in which the Group carries out its activities, which are described in Note 6 of the Annual Consolidated Financial Statements as of June 30, 2021.
IRSA Propiedades Comerciales S.A.
| 09.30.21 |
| Shopping Malls | | | | | Adjustment for expenses and collective promotion funds | Adjustment for share in (profit) / loss of joint ventures | | Total as per Statements of Income and Other Comprehensive Income/Statements of Financial Position |
Revenues | 2,225 | 705 | - | 9 | 2,939 | 963 | (24) | - | 3,878 |
Operating costs | (274) | (47) | (17) | (85) | (423) | (998) | 15 | - | (1,406) |
Gross profit/ (loss) | 1,951 | 658 | (17) | (76) | 2,516 | (35) | (9) | - | 2,472 |
Net (loss)/ gain from fair value adjustments in investment properties | (3,698) | (1,586) | (517) | 8 | (5,793) | - | 114 | - | (5,679) |
General and administrative expenses | (312) | (76) | (30) | (32) | (450) | - | 1 | - | (449) |
Selling expenses | (208) | (46) | (6) | (2) | (262) | - | (1) | - | (263) |
Other operating results, net | 26 | 9 | (2) | - | 33 | 17 | 1 | - | 51 |
Loss from operations | (2,241) | (1,041) | (572) | (102) | (3,956) | (18) | 106 | - | (3,868) |
Share of loss of associates and joint ventures | - | - | - | (31) | (31) | - | (71) | - | (102) |
Loss before financing and taxation | (2,241) | (1,041) | (572) | (133) | (3,987) | (18) | 35 | - | (3,970) |
Investment properties | 56,144 | 79,211 | 22,531 | 165 | 158,051 | - | (5,017) | - | 153,034 |
Property, plant and equipment | 307 | 1,240 | - | - | 1,547 | - | (3) | - | 1,544 |
Trading properties | - | - | 259 | - | 259 | - | - | - | 259 |
Goodwill | 17 | 51 | - | 149 | 217 | - | (68) | - | 149 |
Right to receive units (barters) | - | - | 1,143 | - | 1,143 | - | - | - | 1,143 |
Inventories | 45 | - | - | - | 45 | - | (1) | - | 44 |
Investments in associates and joint ventures | - | - | - | 1,179 | 1,179 | - | 3,449 | - | 4,628 |
Other assets | - | - | - | - | - | - | - | 25,957 | 25,957 |
Total assets | 56,513 | 80,502 | 23,933 | 1,493 | 162,441 | - | (1,640) | 25,957 | 186,758 |
| 09.30.20 |
| Shopping Malls | | | | | Adjustment for expenses and collective promotion funds | Adjustment for share in (profit) / loss of joint ventures | | Total as per Statements of Income and Other Comprehensive Income/Statements of Financial Position |
Revenues | 560 | 811 | 3 | 3 | 1,377 | 619 | (12) | - | 1,984 |
Operating costs | (204) | (67) | (11) | (37) | (319) | (698) | 18 | - | (999) |
Gross profit/ (loss) | 356 | 744 | (8) | (34) | 1,058 | (79) | 6 | - | 985 |
Net gain from fair value adjustments in investment properties | 1,796 | 19,209 | 5,045 | 27 | 26,077 | - | (1,276) | - | 24,801 |
General and administrative expenses | (500) | (130) | (52) | (27) | (709) | - | 2 | - | (707) |
Selling expenses | (111) | (50) | (453) | (2) | (616) | - | 2 | - | (614) |
Other operating results, net | (28) | - | (3) | - | (31) | 46 | - | - | 15 |
Profit/ (loss) from operations | 1,513 | 19,773 | 4,529 | (36) | 25,779 | (33) | (1,266) | - | 24,480 |
Share of (loss)/ profit of associates and joint ventures | - | - | - | (36) | (36) | - | 940 | - | 904 |
Profit/ (loss) before financing and taxation | 1,513 | 19,773 | 4,529 | (72) | 25,743 | (33) | (326) | - | 25,384 |
Investment properties | 82,524 | 106,065 | 21,616 | 151 | 210,356 | - | (6,270) | - | 204,086 |
Property, plant and equipment | 351 | 209 | - | - | 560 | - | (3) | - | 557 |
Trading properties | - | - | 310 | - | 310 | - | - | - | 310 |
Goodwill | 17 | 47 | - | - | 64 | - | (64) | - | - |
Right to receive units (barters) | - | - | 1,142 | - | 1,142 | - | - | - | 1,142 |
Inventories | 63 | - | - | - | 63 | - | (2) | - | 61 |
Investments in associates and joint ventures | - | - | - | 3,661 | 3,661 | - | 4,832 | - | 8,493 |
Other assets | - | - | - | - | - | - | - | 39,127 | 39,127 |
Total assets | 82,955 | 106,321 | 23,068 | 3,812 | 216,156 | - | (1,507) | 39,127 | 253,776 |
IRSA Propiedades Comerciales S.A.
7.
Investments in associates and joint ventures
The table below lists information about the Group’s investments in associates and joint ventures:
| % of ownership interest held by non-controlling interests | Value of Group’s interest in equity | Group’s interest in comprehensive income |
| 09.30.21 | 06.30.21 | 09.30.21 | 06.30.21 | 09.30.21 | 06.30.21 |
Joint Ventures | | | | | | |
Quality Invest S.A. | 50.00% | 50.00% | 3,154 | 3,198 | (72) | 949 |
Nuevo Puerto Santa Fe S.A. | 50.00% | 50.00% | 295 | 294 | 1 | (9) |
La Rural S.A. (2) | 50.00% | 50.00% | 178 | 185 | (6) | 24 |
Associates | | | | | | - |
| 27.82% | 27.82% | 1,001 | 1,024 | (23) | (78) |
Total interests in associates and joint ventures | | | 4,628 | 4,701 | (100) | 886 |
The table below lists information of the latest Financial Statements issued by associates and joint ventures:
|
|
| | Last Financial Information issued |
Name of the entity | Place of business / Country of incorporation | Main activity | | Share capital (nominal value) | (Loss)/ income for the period | |
Joint Ventures | | | | | | |
Quality Invest S.A. (2) | Argentina | Real estate | 406,316,259 | 406 | (144) | 6,206 |
Nuevo Puerto Santa Fe S.A. (1)(2) | Argentina | Real estate | 138,750 | 28 | 2 | 555 |
La Rural S.A. (2) | Argentina | Event organization and others | 714,498 | 1 | (2) | 101 |
Associates | | | | | | |
TGLT S.A. (3)(4) | Argentina | Real estate | 257,320,997 | 925 | (82) | 4,635 |
(1) Nominal value per share ARS 100.
(2) Correspond to (loss)/ profit for the three-month period ended at September 30, 2021 and 2020, respectively.
(3) Includes ARS 2 included in other comprehensive income. For the purposes of the valuation of the investment in the Group, the financial information prepared by TGLT S.A. has been considered.
(4) For transfer of shares, see Note 4 to the Annual Consolidated Financial Statements as of June 30, 2021.
Changes in the Group’s investments in associates and joint ventures for the period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| 09.30.21 | 06.30.21 |
Beginning of the period / year | 4,701 | 7,611 |
Loss sharing, net | (100) | (2,214) |
Currency translation adjustment in associates | 2 | (27) |
Impairment of associates and joint ventures (i) | (2) | (684) |
Reclassification to financial instruments (ii) | - | (17) |
Irrevocable contributions (Note 24) | 27 | 32 |
End of the period / year | 4,628 | 4,701 |
(i) Corresponds to the investment in TGLT S.A. See Note 7 to the annual consolidated financial statements as of June 30, 2021.
(ii) Corresponds to the reclassification to the Avenida Inc. investment due to decrease of the share ownership below 5%.
IRSA Propiedades Comerciales S.A.
Changes in the Group’s investment properties for the three-month period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| | Office and Other rental properties | Undeveloped parcels of land | Properties under development | | 09.30.21 | 06.30.21 |
Fair value at beginning of the period / year | 55,532 | 75,863 | 23,130 | 3,629 | 157 | 158,311 | 192,854 |
Additions (iv) | 222 | 2 | 3 | 260 | - | 487 | 1,072 |
Disposals (iii) | - | - | (85) | - | - | (85) | (19,750) |
Transfers (v) | - | - | - | - | - | - | (634) |
Capitalized lease costs | 3 | 2 | - | - | - | 5 | 23 |
Amortization of capitalized lease costs (i) | (2) | (3) | - | - | - | (5) | (14) |
Net (loss) / gain from fair value adjustment on investment properties (ii) | (3,652) | (1,492) | (517) | (26) | 8 | (5,679) | (15,240) |
Fair value at end of the period / year | 52,103 | 74,372 | 22,531 | 3,863 | 165 | 153,034 | 158,311 |
(i) As of September 30, 2021 the depreciation charge was included in “Costs” in the amount of ARS (5) in the Statement of Income and Other Comprehensive Income (Note 21).
(ii) For the three-month period ended September 30, 2021, the net loss from fair value adjustment on investment properties was ARS 5,679 million. The net impact of the values in Argentine pesos of our properties was mainly a consequence of the change in macroeconomic conditions:
a)
Net gain of ARS 1,498 million as a result of the conversion to Argentine pesos of the value of the shopping malls in dollars based on the exchange rate at the end of the period.
b)
an increase of 30 basis points in the discount rate, mainly caused by a rise in the country risk component of the WACC discount rate used to discount the cash flow, which generated a decrease in the value of the shopping centers of ARS 1,232.
c)
In addition, for the impact of the inflation adjustment the Group reclassified by shopping malls ARS 4,717 million to Inflation adjustment.
d)
The value of our office buildings and other rental properties measured in real terms decrease by 2.4% during the three-month period as of September 30, 2021, due to a devaluation of the Argentine peso exceeding the inflation rate of the period.
(iii) See Note 4. As of June 30, 2021 includes the disposals of Torre Boston and Bouchard buildings.
(iv) As of June 30, 2021, includes addition for the acquisition of the building "200 Della Paolera" according to the degree of progress of the construction work. See Note 4 to the Annual Consolidated Financial Statements as of June 30, 2021.
(v) As of June 30, 2021, it includes the registration by transfer of the 24th floor of the Intercontinental Building from Property, plant and equipment and the cancellation by transfer of 77% of the area of the 8th floor of "200 Della Paolera" to Property, plant and equipment.
The following amounts have been recognized in the Statements of Income and Other Comprehensive Income:
| 09.30.21 | 09.30.20 |
Revenues from rental and services (Note 20) | 2,915 | 1,362 |
Expenses and collective promotion fund (Note 20) | 963 | 619 |
Rental and services costs (Note 21) | (1,385) | (988) |
Net unrealized gain from fair value adjustment on investment properties | (5,611) | 24,516 |
Net realized gain from fair value adjustment on investment properties (i)(ii) | 18 | 8,163 |
(i) As of September 30, 2021, includes ARS 18 from the sale of Casona Hudson. As of September 30, 2020 includes ARS 2,732 for the sale of Torre Boston and ARS 5,431 for the sale of Bouchard 710.
(ii) As of September 30, 2021 correspond ARS (68) to the result for changes in the fair value realized for the year and ARS 86 to the result for changes in the fair value realized in previous years from the sale of Casona Hudson. As of September 30, 2020, ARS 285 corresponds to the result for changes in the fair value realized for the year (ARS 797 for the sale of Torre Boston and ARS (512) for the sale of Bouchard 710) and ARS 7,878 for the result for changes in the fair value realized in previous years (ARS 1,935 for the sale of Torre Boston and ARS 5,943 for the sale of Bouchard 710).
Valuation techniques are described in Note 9 to the Annual Consolidated Financial Statements as of June 30, 2021. There were no changes to the valuation techniques. The Group has reassessed the assumptions at the end of the period, incorporating the effect of the changes in macroeconomics conditions.
9.
Property, plant and equipment
Changes in the Group’s property, plant and equipment for the three-month period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| Other buildings and facilities | | | | | 09.30.21 | 06.30.21 |
Costs | 1,626 | 510 | 2,494 | 32 | 1 | 4,663 | 3,584 |
Accumulated depreciation | (465) | (350) | (2,314) | (32) | - | (3,161) | (3,005) |
Net book amount at beginning of the period / year | 1,161 | 160 | 180 | - | 1 | 1,502 | 579 |
Additions | 8 | 54 | 20 | - | - | 82 | 192 |
Disposals | - | - | - | - | - | - | (8) |
Transfers | - | - | - | - | - | - | 895 |
Depreciation charges (i) | (13) | (7) | (20) | - | - | (40) | (156) |
Net book amount at end of the period / year | 1,156 | 207 | 180 | - | 1 | 1,544 | 1,502 |
Costs | 1,634 | 564 | 2,514 | 32 | 1 | 4,745 | 4,663 |
Accumulated depreciation | (478) | (357) | (2,334) | (32) | - | (3,201) | (3,161) |
Net book amount at end of the period / year | 1,156 | 207 | 180 | - | 1 | 1,544 | 1,502 |
(i) On September 30, 2021 depreciation charges were included in “Costs” in the amount of ARS 24, and in “General and administrative expenses” in the amount of ARS 16 in the Statement of Income and Other Comprehensive Income (Note 21).
IRSA Propiedades Comerciales S.A.
Changes in in the Group’s trading properties for the three-month period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| | | 09.30.21 | 06.30.21 |
Net book amount at beginning of the period / year | 13 | 246 | 259 | 310 |
Additions | - | - | - | 8 |
Disposals (i) | - | - | - | (59) |
Net book amount at end of the period / year | 13 | 246 | 259 | 259 |
Non - current | | | 254 | 254 |
Current | | | 5 | 5 |
Total | | | 259 | 259 |
| | | | |
(i) As of June 30, 2021 corresponds to the sale of two Astor Berutti apartments.
Changes in the Group’s intangible assets for the three-month period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| | | Right to receive units (Barters) (ii) | | 09.30.21 | 06.30.21 |
Costs | 149 | 764 | 1,151 | 543 | 2,607 | 2,557 |
Accumulated amortization | - | (567) | (8) | (421) | (996) | (887) |
Net book amount at beginning of the period / year | 149 | 197 | 1,143 | 122 | 1,611 | 1,670 |
Additions | - | 3 | - | - | 3 | 50 |
Disposals | - | - | - | (122) | (122) | - |
Amortization charge (i) | - | (22) | - | - | (22) | (109) |
Net book amount at end of the period / year | 149 | 178 | 1,143 | - | 1,470 | 1,611 |
Costs | 149 | 767 | 1,151 | 421 | 2,488 | 2,607 |
Accumulated amortization | - | (589) | (8) | (421) | (1,018) | (996) |
Net book amount at end of the period / year | 149 | 178 | 1,143 | - | 1,470 | 1,611 |
(i) On September 30, 2021 amortization charges were included in “Costs” in the amount of ARS 6, and in “General and administrative expenses” in the amount of ARS 16 in the Statement of Income and Other Comprehensive Income (Note 21).
(ii) Corresponds to in kind receivables representing the right to receive residential apartments in the future under barter transactions.
The composition of the Group's rights of use assets as of September 30, 2021 and June 30, 2021 is as follows:
| 09.30.21 | 06.30.21 |
Convention center | 218 | 222 |
Stadium DirecTV Arena | 633 | 641 |
Machinery and equipment | 8 | 11 |
Shopping malls | 12 | 12 |
Total rights of use assets | 871 | 886 |
Non-current | 871 | 886 |
Total | 871 | 886 |
The charges to income related to rights of use assets were the following:
| 09.30.21 | 09.30.20 |
Convention center | (4) | (5) |
Stadium DirecTV Arena | (8) | (8) |
Machinery and equipment | (2) | (21) |
Total amortizations and depreciation (i) | (14) | (34) |
(i)
On September 30, 2021 amortization charges were included in “Costs” in the amount of ARS 11, and in “General and administrative expenses” in the amount of ARS 3 in the Statement of Income and Other Comprehensive Income (Note 21).
IRSA Propiedades Comerciales S.A.
13.
Financial instruments by category
The present note shows the financial assets and financial liabilities by category of financial instrument and a reconciliation to the corresponding line in the Consolidated Statements of Financial Position, as appropriate. Financial assets and liabilities measured at fair value are assigned based on their different levels in the fair value hierarchy. For further information, related to fair value hierarchy see Note 14 to the Financial Statements as of June 30, 2021.
Financial assets and financial liabilities as of September 30, 2021 are as follows:
| Financial assets at amortized cost (i) | Financial assets at fair value through profit or loss | Subtotal financial assets | | |
September 30, 2021 | | | | | |
Assets as per Statements of Financial Position | | | | | |
Trade and other receivables (excluding allowance for doubtful accounts) (Note 14) | 9,935 | - | 9,935 | 2,684 | 12,619 |
Investments in financial assets: | | | | | |
- Public companies’ securities | - | 245 | 245 | - | 245 |
- Mutual funds | 10 | 206 | 216 | - | 216 |
- Bonds | - | 11,149 | 11,149 | - | 11,149 |
Cash and cash equivalents: | | | | | |
- Cash at banks and on hand | 697 | - | 697 | - | 697 |
- Short- term investments | - | 291 | 291 | - | 291 |
Total | 10,642 | 11,891 | 22,533 | 2,684 | 25,217 |
| Financial liabilities at amortized cost (i) | Financial liabilities at fair value through profit or loss | Subtotal financial liabilities | Non-financial liabilities | |
| | | | | |
Liabilities as per Statements of Financial Position | | | | | |
Trade and other payables (Note 16) | 2,036 | - | 2,036 | 4,061 | 6,097 |
Derivative financial instruments | | | | | |
- Swaps of interest rate (ii) | - | 45 | 45 | - | 45 |
Borrowings (Note 17) | 42,611 | - | 42,611 | - | 42,611 |
Total | 44,647 | 45 | 44,692 | 4,061 | 48,753 |
Group´s financial assets and financial liabilities as of June 30, 2021 were as follows:
| Financial assets at amortized cost (i) | Financial assets at fair value through profit or loss | Subtotal financial assets | | |
June 30, 2021 | | | | | |
Assets as per Statements of Financial Position | | | | | |
Trade and other receivables (excluding allowance for doubtful accounts) (Note 14) | 14,073 | - | 14,073 | 3,005 | 17,078 |
Investments in financial assets: | | | | | |
- Public companies’ securities | - | 356 | 356 | - | 356 |
- Mutual funds | 11 | 22 | 33 | - | 33 |
- Bonds | - | 8,479 | 8,479 | - | 8,479 |
Cash and cash equivalents: | | | | | |
- Cash at banks and on hand | 547 | - | 547 | - | 547 |
- Short- term investments | - | 320 | 320 | - | 320 |
Total | 14,631 | 9,177 | 23,808 | 3,005 | 26,813 |
| Financial liabilities at amortized cost (i) | Financial liabilities at fair value through profit or loss | Subtotal financial liabilities | Non-financial liabilities | |
| | | | | |
Liabilities as per Statements of Financial Position | | | | | |
Trade and other payables (Note 16) | 2,039 | - | 2,039 | 3,749 | 5,788 |
Derivative financial instruments | | | | | |
- Swaps of interest rate (ii) | - | 63 | 63 | - | 63 |
Borrowings (Note 17) | 46,906 | - | 46,906 | - | 46,906 |
Total | 48,945 | 63 | 49,008 | 3,749 | 52,757 |
(i)
The fair value of financial assets and liabilities at their amortized cost does not differ significantly from their book value, except for borrowings (Note 17).
(ii)
The maturity date is February 16, 2023 and it is associated with the loan obtained through its subsidiary, Panamerican Mall S.A., with the purpose of paying for the work that is being carried out at the Polo Dot.
The valuation models used by the Group for the measurement at different levels of hierarchy are no different from those used as of June 30, 2021.
IRSA Propiedades Comerciales S.A.
The Group uses a range of valuation models for the measurement of Level 2 instruments, details of which may be obtained from the following table. When no quoted prices in an active market are available, fair values (particularly with derivatives) are based on recognized valuation methods.
Description | | Pricing model | | Parameters | | Fair value hierarchy | | Range |
Foreign-currency contracts | | Present value method - Theoretical price | | Underlying asset price (Money market curve); Interest curve | | Level 2 | | - |
| | Foreign exchange curve | | |
| | | | | | | | |
Swaps of interest rate | | Discounted cash flow | | Interest rate futures | | Level 2 | | - |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
As of September 30, 2021, there have been no changes to the economic or business circumstances affecting the fair value of the financial assets and liabilities of the Group, except for what is indicated in Note 27.
14.
Trade and other receivables
The following table shows the amounts of Group's trade and other receivables as of September 30, 2021 and June 30, 2021:
| 09.30.21 | 06.30.21 |
Lease and services receivables | 1,961 | 1,781 |
Post-dated checks | 651 | 620 |
Averaging of scheduled rent escalation | 1,153 | 1,327 |
Debtors under legal proceedings | 826 | 601 |
Property sales receivables | 191 | 204 |
Consumer financing receivables | 16 | 18 |
Less: allowance for doubtful accounts | (956) | (917) |
Total trade receivables | 3,842 | 3,634 |
Loans | 1,480 | 1,566 |
Advance payments | 641 | 691 |
Others (*) | 313 | 321 |
Prepayments | 356 | 457 |
Other tax receivables | 339 | 346 |
Expenses to be recovered | 43 | 41 |
Guarantee deposit | - | 10 |
Total other receivables | 3,172 | 3,432 |
Related parties (Note 24) | 4,649 | 9,095 |
Total trade and other receivables | 11,663 | 16,161 |
Non-current | 1,255 | 1,337 |
Current | 10,408 | 14,824 |
Total | 11,663 | 16,161 |
(*) Includes ARS 281 and ARS 282 as of September 30, 2021 and June 30, 2021, respectively, consistent with the assumption of debt with the State Assets Administration Agency (AABE). (Note 17)
Movements on the Group’s allowance for doubtful accounts and other receivables are as follows:
| 09.30.21 | 06.30.21 |
Beginning of the period / year | 917 | 1,015 |
Additions (i) | 146 | 457 |
Unused amounts reversed (i) | (34) | (245) |
Inflation adjustment | (73) | (310) |
End of the period / year | 956 | 917 |
(i)
As of September 30, 2021 additions and unused amount reversed were charged to “Selling expenses”, in the amount of ARS 112 in the Statement of Income and Other Comprehensive Income (Note 21).
IRSA Propiedades Comerciales S.A.
15.
Cash flow and cash equivalent information
Following is a detailed description of cash flows generated by the Group’s operations for the three-month periods ended September 30, 2021 and 2020:
| Note | 09.30.21 | 09.30.20 |
(Loss)/ profit for the period | | (1,801) | 20,275 |
Adjustments: | | | |
Income tax | 19 | (1,044) | 6,435 |
Amortization and depreciation | 21 | 81 | 108 |
Net loss/ (gain) from fair value adjustment on investment properties | 8 | 5,679 | (24,801) |
Disposals by concession maturity | | - | 2 |
Averaging of schedule rent escalation | 20 | 42 | 26 |
Directors’ fees | 24 | 107 | 395 |
Financial results, net | | (1,415) | (7,225) |
Provisions and allowances | | 125 | 91 |
Share of loss/ (profit) of associates and joint ventures | 7 | 102 | (904) |
Changes in operating assets and liabilities | | | |
Decrease in inventories | | 2 | 3 |
Decrease/ (increase) in trade and other receivables | | 21 | (238) |
(Decrease)/ increase in trade and other payables | | (170) | 104 |
Decrease in payroll and social security liabilities | | (89) | (120) |
Uses of provisions | 18 | (20) | (18) |
Net cash generated from/ (used in) operating activities before income tax paid | | 1,620 | (5,867) |
| 09.30.21 | 09.30.20 |
Non-cash transactions | | |
Increase in trade and other receivables through a decrease in investment in financial assets | - | 6,289 |
Increase in investment properties through an increase in trade and other payables | 122 | - |
Increase in rights of use assets through an increase in leases liabilities | - | 37 |
Increase in financial assets through an increase in borrowings | - | 27 |
Currency translation adjustment in associates | 2 | 18 |
Increase in investment in financial assets through a decrease in trade and other receivables | 2,911 | 557 |
Increase in investment in financial assets through a decrease in investments in associates and joint ventures | - | 17 |
Decrease in finance leases through a decrease in trade and other receivables | 1 | - |
16.
Trade and other payables
The following table shows the amounts of Group's trade and other payables as of September 30, 2021 and June 30, 2021:
| 09.30.21 | 06.30.21 |
Rent and service payments received in advance | 1,469 | 1,486 |
Admission rights | 1,181 | 1,180 |
Accrued invoices | 412 | 431 |
Trade payables | 656 | 725 |
Tenant deposits | 80 | 95 |
Payments received in advance | 277 | 298 |
Total trade payables | 4,075 | 4,215 |
Tax payable | 1,043 | 691 |
Others | 220 | 239 |
Other payments received in advance to be accrued | 83 | 85 |
Tax payment plans | 6 | 7 |
Total other payables | 1,352 | 1,022 |
Related parties (Note 24) | 670 | 551 |
Total trade and other payables | 6,097 | 5,788 |
Non-current | 1,591 | 1,443 |
Current | 4,506 | 4,345 |
Total | 6,097 | 5,788 |
IRSA Propiedades Comerciales S.A.
The following table shows the Group's borrowings as of September 30, 2021 and June 30, 2021:
| | | | |
Non-Convertible notes | 35,044 | 37,905 | 33,911 | 35,062 |
Bank loans | 2,048 | 2,344 | 2,048 | 2,359 |
Bank overdrafts | 4,733 | 5,766 | 4,733 | 5,766 |
AABE Debts | 281 | 282 | 281 | 282 |
Finance leases | 53 | 55 | 53 | 55 |
Related parties (Note 24) | 452 | 554 | 452 | 554 |
Total borrowings | 42,611 | 46,906 | 41,478 | 44,078 |
Non-current | 36,247 | 38,454 | | |
Current | 6,364 | 8,452 | | |
Total | 42,611 | 46,906 | | |
The following table shows the movements in the Group's provisions at September 30, 2021 and June 30, 2021 categorized by type of provision:
| Labor, legal and other claims | 09.30.21 | 06.30.21 |
Balances at the beginning of the period/ year | 180 | 180 | 189 |
Inflation adjustment | (14) | (14) | (72) |
Increases (i) | 13 | 13 | 78 |
Recovery (i) | - | - | (5) |
Used during the period / year | (6) | (6) | (10) |
Balances at the end of the period/ year | 173 | 173 | 180 |
Non-current | | 86 | 88 |
Current | | 87 | 92 |
Total | | 173 | 180 |
(i)
Increases and recovery provisions were charged to “Other operating results, net”, in the Statement of Income and Other Comprehensive Income (Note 22).
19.
Current and deferred income tax
The details of the Group’s income tax expense are as follows:
| 09.30.21 | 09.30.20 |
Current income tax (i) | (1,422) | (2) |
Deferred income tax | 2,466 | (6,433) |
Income tax - Profit/ (Loss) | 1,044 | (6,435) |
(i)
If the merger with IRSA Inversiones y Representaciones S.A. is approved by the Shareholders' Meeting, the income tax liability will be absorbed with the tax loss carryforward that owns the absorbing company. (See Note 27).
Changes in the deferred tax account are as follows:
| 09.30.21 | 06.30.21 |
Beginning of the period / year | (52,861) | (38,997) |
Income tax | 2,466 | (13,773) |
Revaluation surplus | - | (91) |
Period / year end | (50,395) | (52,861) |
IRSA Propiedades Comerciales S.A.
Below there is a reconciliation between the income tax recognized and that which would result from applying the prevailing tax rate to the profit before income tax for the three-month period ended September 30, 2021 and 2020:
| 09.30.21 | 09.30.20 |
Loss/ (profit) for the period before income tax at the prevailing tax rate | 996 | (8,013) |
Tax effects of: | | |
Rate change | - | 1,926 |
Share of (loss)/ profit of associates and joint ventures | (36) | 271 |
Result by rate transparency | (157) | 91 |
Special tax revaluation | 56 | - |
Loss forecast | (48) | (53) |
Expiration of carry-forwards | (2) | (3) |
Non-taxable, non-deductible items | (1) | (3) |
Difference between provisions and affidavits | (2) | 3 |
Minimum presumed income tax | - | 8 |
Inflation adjustment | 977 | (287) |
Tax inflation adjustment | (738) | (520) |
Others | (1) | 145 |
Income tax - Profit/ (loss) | 1,044 | (6,435) |
| 09.30.21 | 09.30.20 |
Base rent | 1,465 | 969 |
Contingent rent | 1,098 | 96 |
Admission rights | 197 | 224 |
Averaging of scheduled rent escalation | (42) | (26) |
Commissions | 54 | 44 |
Property management fees | 36 | 41 |
Parking fees | 62 | 4 |
Others | 45 | 10 |
Total revenues from rentals and services | 2,915 | 1,362 |
Sale of trading properties | - | 3 |
Total revenues from sale of properties | - | 3 |
Total revenues from sales, rentals and services | 2,915 | 1,365 |
Expenses and collective promotion fund | 963 | 619 |
Total revenues from expenses and collective promotion funds | 963 | 619 |
Total revenues | 3,878 | 1,984 |
The Group disclosed expenses in the Statements of Income and Other Comprehensive Income by function as part of the line items “Costs”, “General and administrative expenses” and “Selling expenses”. The following table provides additional disclosure regarding expenses by nature and their relationship to the function within the Group.
| | General and administrative expenses | | 09.30.21 | 09.30.20 |
Salaries, social security costs and other personnel administrative expenses (i) | 508 | 174 | 10 | 692 | 623 |
Maintenance, security, cleaning, repairs and other | 437 | 28 | - | 465 | 360 |
Taxes, rates and contributions | 153 | 4 | 126 | 283 | 433 |
Directors' fees | - | 107 | - | 107 | 395 |
Fees and payments for services | 39 | 70 | 5 | 114 | 244 |
Advertising and other selling expenses | 175 | - | 6 | 181 | 35 |
Amortization and depreciation (Notes 8, 9, 11 and 12) | 46 | 35 | - | 81 | 108 |
Leases and expenses | 35 | 10 | 1 | 46 | 52 |
Traveling, transportation and stationery | 10 | 8 | 3 | 21 | 3 |
Bank expenses | 1 | 12 | - | 13 | 6 |
Allowance for doubtful accounts (additions and unused amounts reversed) (Note 14) | - | - | 112 | 112 | 61 |
Other expenses | 2 | 1 | - | 3 | - |
Total expenses by nature 09.31.21 | 1,406 | 449 | 263 | 2,118 | - |
Total expenses by nature 09.31.20 | 999 | 707 | 614 | - | 2,320 |
(i)
For the three-month period ended September 30, 2021, includes ARS 681 of Salaries, Bonuses and Social Security and ARS 11 of other concepts. For the three-month period ended September 30, 2020, includes ARS 618 of Salaries, Bonuses and Social Security and ARS 5 of other concepts.
(ii)
For the three-month period ended September 30, 2021, includes ARS 1,385 of Rental and services costs and ARS 21 of Cost of sales and developments. For the three-month period ended September 30, 2020, includes ARS 988 of Rental and services costs, ARS 11 of Cost of sales and developments.
IRSA Propiedades Comerciales S.A.
22.
Other operating results, net
| 09.30.21 | 09.30.20 |
Interest generated by operating credits | 63 | 60 |
Management fees | 2 | 2 |
Others | 6 | 2 |
Donations | (7) | (19) |
Lawsuits (Note 18) | (13) | (30) |
Total other operating results, net | 51 | 15 |
23.
Financial results, net
| 09.30.21 | 09.30.20 |
- Interest income | 87 | 644 |
Finance income | 87 | 644 |
- Interest expense | (1,369) | (1,507) |
- Others financial costs | (112) | (213) |
Finance costs | (1,481) | (1,720) |
Foreign exchange, net | 2,137 | (139) |
- Fair value (loss)/ gain of financial assets at fair value through profit or loss | (135) | 2,370 |
- Gain/ (loss) from derivative financial instruments | 3 | (274) |
- (Loss)/ gain from repurchase of non-convertible notes | (1) | 31 |
Other financial results | 2,004 | 1,988 |
- Inflation adjustment | 515 | 414 |
Total financial results, net | 1,125 | 1,326 |
IRSA Propiedades Comerciales S.A.
24.
Related parties transactions
The following is a summary of the balances with related parties:
Item | 09.30.21 | 06.30.21 |
Trade and other receivables | 4,649 | 9,095 |
Investments in financial assets | 10,485 | 7,980 |
Trade and other payables | (670) | (551) |
Borrowings | (452) | (554) |
Leases liabilities | (2) | (7) |
Total | 14,010 | 15,963 |
Related parties | 09.30.21 | 06.30.21 | Description of transaction |
IRSA Inversiones y Representaciones Sociedad Anónima (IRSA) | (118) | (155) | Received advances |
| 8,192 | 5,530 | Non-convertible notes |
| 4,188 | 8,639 | Loans granted |
| 62 | 55 | Corporate services |
| 12 | 13 | Equity incentive plan |
| 18 | 7 | Reimbursement of expenses |
| 3 | 1 | Averaging |
| (255) | (276) | Borrowings |
| 3 | 11 | Leases and/or rights to use space |
| (15) | (16) | Equity incentive plan to pay |
| - | 2 | Lease collections |
Total direct parent company | 12,090 | 13,811 | |
Cresud S.A.CI.F. y A. | 2,282 | 2,450 | Non-convertible notes |
| (3) | (3) | Equity incentive plan to pay |
| 14 | 8 | Leases and/or rights to use space |
| (1) | - | Other payables |
| (1) | (31) | Reimbursement of expenses to pay |
| 24 | - | Averaging |
| (275) | (154) | Corporate services to pay |
Total direct parent company of IRSA | 2,040 | 2,270 | |
La Rural S.A. | 204 | 223 | Dividends |
| (3) | (15) | Leases and/or rights to use space to pay |
| 75 | 80 | Loans granted |
Other associates and joint ventures | (2) | (7) | Leases liabilities |
| 1 | 2 | Reimbursement of expenses |
| 6 | 5 | Loans granted |
| 5 | 4 | Management fee |
| - | 1 | Lease collections |
| (2) | (2) | Leases and/or rights to use space to pay |
Total associates and joint ventures | 284 | 291 | |
Directors | (199) | (117) | Fees |
Total Directors | (199) | (117) | |
IRSA International LLC | (30) | (32) | Other payables |
Helmir S.A. | (33) | (35) | Borrowings |
OFC S.R.L. | 1 | 1 | Other receivables |
| (20) | (22) | Other payables |
Others | 12 | 17 | Reimbursement of expenses |
| 14 | 5 | Leases and/or rights to use space |
| (2) | - | Leases and/or rights to use space to pay |
| - | (3) | Other payables |
| 7 | 21 | Other receivables |
| 11 | - | Other investments |
| (164) | (243) | Borrowings |
| (1) | (1) | Legal services to pay |
Total others | (205) | (292) | |
Total at the end of the period / year | 14,010 | 15,963 | |
IRSA Propiedades Comerciales S.A.
The following is a summary of the results with related parties:
Related parties | 09.30.21 | 09.30.20 | Description of transaction |
IRSA Inversiones y Representaciones Sociedad Anónima (IRSA) | 13 | 6 | Corporate services |
| (14) | 1,535 | Financial operations |
| 6 | 3 | Leases and/or rights to use space |
Total direct parent company | 5 | 1,544 | |
Cresud S.A.CI.F. y A. | (3) | 184 | Financial operations |
| (78) | 3 | Leases and/or rights to use space |
| (159) | (156) | Corporate services |
Total direct parent company of IRSA | (240) | 31 | |
Helmir S.A. | 1 | - | Dividends accrued |
Other associates and joint ventures | 2 | 2 | Fees |
| (1) | - | Leases and/or rights to use space |
Total associates and joint ventures | 2 | 2 | |
Directors | (107) | (395) | Fees |
Senior Management | (18) | (15) | Fees |
Total Directors | (125) | (410) | |
Banco de Crédito y Securitización | 20 | 21 | Leases and/or rights to use space |
BHN Vida S.A | 4 | 5 | Leases and/or rights to use space |
BHN Seguros Generales S.A. | 4 | 5 | Leases and/or rights to use space |
IRSA Internacional LLC | - | 23 | Financial operations |
Estudio Zang, Bergel & Viñes | (5) | (8) | Fees |
Others | (8) | - | Leases and/or rights to use space |
| 14 | 2 | Financial operations |
Total others | 29 | 48 | |
Total at the end of the period | (329) | 1,215 | |
The following is a summary of the transactions with related parties:
Related parties | 09.30.21 | 09.30.20 | Description of transaction |
Quality Invest S.A. | 27 | 14 | Irrevocable contributions granted |
Total irrevocable contributions | 27 | 14 | |
25.
CNV General Resolution N° 622/13
As required by Section 1, Chapter III, Title IV of CNV General Resolution N° 622/13, below there is a detail of the notes to the Financial Statements that disclose the information required by the Resolution in Exhibits.
Exhibit A - Property, plant and equipment | Note 8 - Investment properties |
| Note 9 - Property, plant and equipment |
Exhibit C - Equity investments | Note 7 - Investments in associates and joint ventures |
Exhibit B - Intangible assets | Note 11 - Intangible assets |
Exhibit D - Other investments | Note 13 - Financial instruments by category |
Exhibit E - Provisions | Note 14 - Trade and other receivables |
| Note 18 - Provisions |
Exhibit F - Cost of sales and services provided | Note 21 - Expenses by nature |
| Note 10 - Trading properties |
Exhibit G - Foreign currency assets and liabilities | Note 26 - Foreign currency assets and liabilities |
IRSA Propiedades Comerciales S.A.
26.
Foreign currency assets and liabilities
Book amounts of foreign currency assets and liabilities are as follows:
Items (1) | | | 09.30.21 | 06.30.21 |
Assets | | | | |
Trade and other receivables | | | | |
US Dollar | 25.01 | 98.54 | 2,464 | 2,499 |
Euros | 0.08 | 113.88 | 9 | 11 |
Trade and other receivables with related parties | | | | |
US Dollar | 0.09 | 98.74 | 9 | 38 |
Total trade and other receivables | | | 2,482 | 2,548 |
Investments in financial assets | | | | |
US Dollar | 7.71 | 98.54 | 760 | 727 |
Investment in financial assets with related parties | | | | |
US Dollar | 97.23 | 98.74 | 9,600 | 7,052 |
Total investments in financial assets | | | 10,360 | 7,779 |
Cash and cash equivalents | | | | |
US Dollar | 6.41 | 98.54 | 632 | 513 |
Total cash and cash equivalents | | | 632 | 513 |
Total Assets | | | 13,474 | 10,840 |
Liabilities | | | | |
Trade and other payables | | | | |
US Dollar | 5.99 | 98.74 | 591 | 829 |
Euros | 0.01 | 114.36 | 1 | 20 |
Trade and other payables with related parties | | | | |
US Dollar | 0.34 | 98.74 | 34 | 32 |
Total trade and other payables | | | 626 | 881 |
Borrowings | | | | |
US Dollar | 371.34 | 98.74 | 36,666 | 40,082 |
Borrowings with related parties | | | | |
US Dollar | 5.11 | 98.74 | 505 | 367 |
Total borrowings | | | 37,171 | 40,449 |
Derivative financial instruments | | | | |
US Dollar | 0.46 | 98.74 | 45 | 63 |
Total derivative financial instruments | | | 45 | 63 |
Leases liabilities | | | | |
US Dollar | 8.35 | 98.74 | 824 | 855 |
Leases liabilities with related parties | | | | |
US Dollar | 0.02 | 98.74 | 2 | 7 |
Total leases liabilities | | | 826 | 862 |
Total Liabilities | | | 38,668 | 42,255 |
(1) Considering foreign currencies those that differ from each one of the Group’s companies at each period/year-end.
(2) Expressed in millions of foreign currency.
(3) Exchange rate of the Argentine Peso as of September 30, 2021 according to Banco Nación Argentina.
27.
Relevant events of the period
Partial cancellation of the IRSA and IRSA Propiedades Comerciales credit line
On August 26, 2021, the credit line between IRSA and IRSA Propiedades Comerciales was partially canceled for a total of ARS 2,474 million. It was non-cash transaction with IRC 13 securities.
On September 13, 2021, the credit line between IRSA and IRSA Propiedades Comerciales was partially canceled for a total of ARS 1,910 million. It was non-cash transaction with IRC 13 securities, mutual funds and a part in cash.
IRSA and IRSA Propiedades Comerciales Merger Proposal
On September 30, 2021, IRSA & IRSA Propiedades Comerciales Boards of Directors approved the prior merger agreement between both companies and the corresponding special financial statements as of June 30, 2021, initiating the corporate reorganization process under the terms of art. 82 and sbq. of the General Law of Companies. The merger process has particular characteristics given that they are two companies included in the public offering regime, reason why, not only apply the current provisions of the General Law of Companies but also the procedures established regarding reorganization of companies of the regulations of the “Comisión Nacional de Valores” (National Securities Commission) and the markets, both national and foreign, where their shares are listed.
IRSA Propiedades Comerciales S.A.
The Merger is carried out in order to streamline the technical, administrative, operational and economic resources of both Companies, standing out among others: (a) the operation and maintenance of a single transactional information system and centralization of the entire accounting registration process; (b) presentation of a single financial statement to the different control agencies with the consequent cost savings in accounting and advisory fees, tariffs and other related expenses; (c) simplification of the accounting information reporting and consolidation process, as a consequence of the reduction that the merger would imply for the corporate structure as a whole; (d) removal of the IRSA PC public offering listing on BYMA and NASDAQ with the associated costs that this represents; (e) cost reduction for legal fees and tax filings; (f) increase in the percentage of the capital stock that is listed in the different markets, increasing the liquidity of the listed shares; (g) tax efficiencies and (h) preventively avoid the potential overlap of activities between the Companies.
The merger is subject to the approval of the shareholders' meeting of both companies whose call will be made once they have the administrative approval of the United States Securities and Exchange Commission, an entity to which they are subject since both companies list their shares in markets that operate in said jurisdiction.
Once the merger by absorption between IRSA as the absorbing company and IRSA CP as the absorbed company has been approved, the effective date will be July 1, 2021, date from which the transfer to the absorbing company of all the assets of the absorbed company will take effect, thereby incorporating all its rights and obligations, assets, and liabilities into the equity of the absorbing company, all subject to the required corporate approvals.
Likewise, and within the framework of the reorganization process, the Board of Directors has approved the exchange ratio, which has been established at 1.40 IRSA shares for each IRSA PC share, which is equivalent to 0.56 IRSA GDS for each ADS of IRSA PC.
The exchange of IRSA PC shares for IRSA shares will be carried out once the entire administrative process has been completed and once the registration has been made in the “Inspección General de Justicia” (General Inspection of Justice), a process that may take several months.
Economic context in which the Group operates
The Group operates in a complex context both due to macroeconomic conditions, whose main variables have recently experienced strong volatility, as well as regulatory, social, and political conditions, both nationally and internationally.
The results from operations may be affected by fluctuations in the inflation and the exchange rate of the Argentine peso against other currencies, mainly the dollar, changes in interest rates which have an impact on the cost of capital, changes in government policies, capital controls and other political or economic events both locally and internationally.
In December 2019, a new strain of coronavirus (SARS-COV-2), which caused severe acute respiratory syndrome (COVID-19) appeared in Wuhan, China. On March 11, 2020, the World Health Organization declared COVID-19 a pandemic. In response, countries have taken extraordinary measures to contain the spread of the virus, including imposing travel restrictions and closing borders, closing businesses deemed non-essential, instructing residents to practice social distancing, implementing lockdowns, among other measures. The ongoing pandemic and these extraordinary government measures are affecting global economic activity, resulting in significant volatility in global financial markets.
On March 3, 2020, the first case of COVID-19 was registered in the country and as of today, more than 5,290,000 cases of infections had been confirmed in Argentina, by virtue of which the Argentinian Government implemented a series of health measures of social, preventive and mandatory lockdown at the national level with the closure of non-essential activities, including shopping malls, as well as the suspension of flights and border closures, for much of the year 2020. Since October 2020, a large part of the activities started to become more flexible, in line with a decrease in infections, although between April 16 and June 11, 2021, because of the sustained increase in the cases registered, the National Government established restrictions on night activity and the closure of shopping malls in Buenos Aires Metropolitan Area. Due to the flexibility that has occurred in the economic activities since the beginning of this fiscal year and as of the date of issuance of these financial statements, 100% of the shopping malls are operational.
IRSA Propiedades Comerciales S.A.
At the local environment, the following circumstances were observed:
●
In August 2021, the Monthly Economic Activity Estimator (“EMAE” in Spanish) reported by the National Institute of Statistics and Censuses (“INDEC” in Spanish), registered a variation of 12.8% compared to the same month of 2020, and 1.1% compared to the previous month.
●
The annual retail inflation reached 52.47% in the last 12 months. The survey on market expectations prepared by the Argentine Central Bank in September 2021, called the Market Expectations Survey (“REM” in Spanish), estimates a retail inflation of 48.2% i.a. for December 2021 and 46.0% for December 2022. Analysts participating in the REM forecast a rebound in economic activity in 2021, reaching an economic growth of 7.6%.
●
In the period from September 2020 to September 2021, the Argentine peso depreciated 29.6% against the US dollar according to the wholesale average exchange rate of Banco de la Nación Argentina. Given the exchange restrictions in force since August 2019, as of September 30, 2021, there is an exchange gap of approximately 78.9% between the official price of the dollar and its price in parallel markets, which impacts the level of activity in the economy and affects the level of reserves of the Argentine Central Bank. Additionally, these exchange restrictions, or those that may be issued in the future, could affect the Group's ability to access the Single Free Exchange Market (“MULC” in Spanish) to acquire the necessary currencies to meet its financial obligations.
COVID-19 Pandemic
As described above, the COVID-19 pandemic has adversely impacted both the global economy and the Argentine economy and the Group's business, mainly in the Shopping Malls and Entertainment segments. Since the beginning of fiscal year 2022, and until the date of presentation of the financial statements, the Group's shopping malls are fully operational, as well as the office buildings, despite the remote work modality that some tenants continue to apply. In relation to the Entertainment segment, on July 12, 2021, the protocols for holding events, congresses and exhibitions were activated.
The final extent of the Coronavirus outbreak and its impact on the country's economy is still uncertain. However, although it has produced significant short-term effects, they are not expected to affect business continuity and the Group’s ability to meet its financial commitments for the next twelve months.
The Group is closely monitoring the situation and taking all necessary measures to preserve human life and the Group's businesses.
General Ordinary Shareholders’ Meeting
The General Ordinary Shareholders’ Meeting of IRSA Propiedades Comerciales, held on October 21, 2021, approved among others:
The assignment of the positive retained earnings in the amount of ARS 1,527 million to (i) the partial absorption of the loss result for the year; (ii) to fully dispose of the special reserve in the amount of ARS 9,816 million to be used for the partial absorption of the loss for the year and (iii) to allocate the residual of the loss for the year in the amount of ARS 10,593 million to the retained earnings account.
The amounts are expressed in the closing currency as of June 30, 2021 as approved by the General Ordinary Shareholders' Meeting.
Catalinas floors sale
On November 2, 2021, was made the sold of three medium-height floors of the tower “261 Della Paolera” located in the Catalinas district of the Autonomous City of Buenos Aires for a total area of approximately 3,582 square meters and 36 parking spaces located in the building.
The transaction price was approximately ARS 3,197 million, which as of the date of issuance of these financial statements were paid in full.
The financial result of this operation will be recognized in the Company's Financial Statements for the second quarter of fiscal year 2022.
Free translation from the original prepared in Spanish for publication in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
To the Shareholders, President and Directors of
IRSA Propiedades Comerciales S.A.
Legal address: Carlos Della Paolera 261– 8º floor
Autonomous City of Buenos Aires
Tax Registration Number: 30-52767733-1
Introduction
We have reviewed the accompanying unaudited condensed interim consolidated financial statements of IRSA Propiedades Comerciales S.A. and its subsidiaries (“the Company”), which comprise the unaudited condensed interim consolidated statement of financial position as of September 30, 2021, and the unaudited condensed interim consolidated statements of comprehensive income for the three-month period ended September 30, 2021, changes in shareholders’ equity and of cash flows for the three-month period then ended, and selected explanatory notes.
The balances and other information for the fiscal year ended on June 30, 2021 and its interim periods are an integral part of the financial statements mentioned above; therefore, they must be considered in connection with these financial statements.
Management’s responsibility
The Board of Directors of the Company is responsible for the preparation and presentation of these unaudited condensed interim consolidated financial statements in accordance with International Financial Reporting Standards (IFRS), adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE) as professional accounting standards and included by the National Securities Commission (CNV) in its regulations, as approved by the International Accounting Standards Board (IASB), and is therefore responsible for the preparation and presentation of the unaudited condensed interim consolidated financial statements mentioned in the first paragraph, in accordance with International Accounting Standard 34 Interim Financial Reporting (IAS 34).
Scope of our review
Our review was limited to the application of the procedures established under International Standards on Review Engagements ISRE 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity, adopted as a review standard in Argentina by Technical Pronouncement No. 33 of the FACPCE and approved by the International Auditing and Assurance Standards Board (IAASB). A review of interim financial information consists of inquiries of Company staff responsible for preparing the information included in the unaudited condensed interim consolidated financial statements and of analytical and other review procedures. This review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing 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 on the consolidated statement of financial position and the consolidated statements of comprehensive income and of cash flows of the Company.
Free translation from the original prepared in Spanish for publication in Argentina
Conclusion
On the basis of our review, nothing has come to our attention that causes us to believe that the unaudited condensed interim consolidated financial statements mentioned in the first paragraph of this report have not been prepared, in all material respects, in accordance with International Accounting Standard 34.
Report on compliance with current regulations
In accordance with current regulations, we report, in connection with IRSA Propiedades Comerciales S.A. that:
a) the unaudited condensed interim consolidated financial statements of IRSA Propiedades Comerciales S.A. are in the process of being transcribed into the Inventory and Balance Sheet book and, except for the above mentioned situation, as regards those matters that are within our competence, they are in compliance with the provisions of the General Companies Law and pertinent resolutions of the National Securities Commission.
b) the unaudited condensed interim consolidated financial statements of IRSA Propiedades Comerciales S.A., arise from accounting records carried in all formal aspects in accordance with legal requirements except for i) the lack of transcription to the Inventories and Balance Sheet Book, and ii) the lack of transcription to the General Journal Book of the accounting entries corresponding to the month of September 2021.
c) we have read the Business Summary (“Reseña Informativa”), on which we have no observations to make regarding matters that are within our competence;
d) at September 30, 2021 the debt of IRSA Propiedades Comerciales S.A. accrued in favor of the Argentine Integrated Social Security System, as shown by the Company’s accounting records, amounted to ARS 51,695,309, which is not due at that date.
Autonomous City of Buenos Aires, November 4, 2021.
PRICE WATERHOUSE & Co. S.R.L. (Socio) C.P.C.E.C.A.B.A. Tº 1 Fº 17 Carlos Brondo Contador Público (UNCUYO) C.P.C.E.C.A.B.A. T° 391 F° 078 | | ABELOVICH, POLANO & ASOCIADOS S.R.L. (Socio) C.P.C.E. C.A.B.A. T° 1 F° 30 Noemí I. Cohn Contador Público (U.B.A.) C.P.C.E. C.A.B.A. T° 116 F° 135 |
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Separate Financial Statements for the three-month period ended September 30, 2021, presented comparatively
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Separate Statements of Financial Position
as of September 30, 2021 and June 30, 2021
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.21 | 06.30.21 |
ASSETS | | | |
Non-current assets | | | |
Investment properties | 7 | 107,509 | 111,499 |
Property, plant and equipment | 8 | 1,268 | 1,278 |
Trading properties | 9 | 123 | 123 |
Intangible assets | 10 | 1,264 | 1,278 |
Rights of use assets | 11 | 703 | 803 |
Investments in subsidiaries, associates and joint ventures | 6 | 39,712 | 40,575 |
Income tax credits | | 5 | 5 |
Trade and other receivables | 13 | 1,164 | 633 |
Total non-current assets | | 151,748 | 156,194 |
Current Assets | | | |
Trading properties | 9 | 5 | 5 |
Inventories | | 35 | 37 |
Income tax credits | | 26 | 28 |
Trade and other receivables | 13 | 8,296 | 13,236 |
Investments in financial assets | 12 | 10,358 | 7,814 |
Cash and cash equivalents | 12 | 74 | 59 |
Total current assets | | 18,794 | 21,179 |
TOTAL ASSETS | | 170,542 | 177,373 |
SHAREHOLDERS’ EQUITY | | | |
Capital and reserves attributable to equity holders of the parent (according to corresponding statement) | | 77,598 | 79,305 |
TOTAL SHAREHOLDERS’ EQUITY | | 77,598 | 79,305 |
LIABILITIES | | | |
Non-current liabilities | | | |
Trade and other payables | 15 | 1,228 | 1,081 |
Borrowings | 16 | 35,439 | 37,511 |
Income tax liabilities | | 1,327 | - |
Deferred income tax liabilities | 18 | 39,859 | 42,008 |
Other liabilities | 6 | 32 | 50 |
Provisions | 17 | 74 | 76 |
Total non-current liabilities | | 77,959 | 80,726 |
Current liabilities | | | |
Trade and other payables | 15 | 3,739 | 3,773 |
Income tax liabilities | | 939 | 1,027 |
Payroll and social security liabilities | | 190 | 262 |
Borrowings | 16 | 10,044 | 12,197 |
Leases liabilities | | 4 | 9 |
Provisions | 17 | 69 | 74 |
Total current liabilities | | 14,985 | 17,342 |
TOTAL LIABILITIES | | 92,944 | 98,068 |
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES | | 170,542 | 177,373 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Separate Statements of Income and Other Comprehensive Income
for the three-month periods ended September 30, 2021 and 2020
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.21 | 09.30.20 |
Income from sales, rentals and services | 19 | 2,286 | 915 |
Income from expenses and collective promotion fund | 19 | 796 | 508 |
Operating costs | 20 | (1,150) | (868) |
Gross profit | | 1,932 | 555 |
Net (loss)/ gain from fair value adjustments of investment properties | 7 | (4,247) | 14,927 |
General and administrative expenses | 20 | (390) | (664) |
Selling expenses | 20 | (235) | (595) |
Other operating results, net | 21 | 69 | 41 |
(Loss)/ profit from operations | | (2,871) | 14,264 |
Share of (loss)/ profit of associates and joint ventures | 6 | (1,031) | 7,150 |
(Loss)/ profit from operations before financing and taxation | | (3,902) | 21,414 |
Finance income | 22 | 71 | 642 |
Finance cost | 22 | (1,434) | (1,664) |
Other financial results | 22 | 2,223 | 1,889 |
Inflation adjustment | 22 | 553 | 440 |
Financial results, net | | 1,413 | 1,307 |
(Loss)/ profit before income tax | | (2,489) | 22,721 |
Income tax expense | 18 | 780 | (3,893) |
(Loss)/ profit for the period | | (1,709) | 18,828 |
| | |
Other comprehensive income/ (loss) for the period: (i) | | | |
Items that may be reclassified subsequently to profit or loss: | | | |
Currency translation adjustment of associates | 6 | 2 | (18) |
Other comprehensive income/ (loss) for the period | | 2 | (18) |
Total comprehensive (loss)/ income for the period | | (1,707) | 18,810 |
(Loss)/ Income per share for the period: (ii) | | | |
Basic | | (3.16) | 34.80 |
Diluted | | (3.16) | 34.80 |
(i)
The components of other comprehensive income have no impact on income tax.
(ii)
(Loss)/ Profit per share have been calculated using 541,230,019 shares as of September 30, 2021 and September 30, 2020. Instead 126,014,050 shares were used for this calculation, the basic and diluted result per share would be ARS 149.41 corresponding to September 30, 2020.
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Separate Statements of Changes in Shareholders’ Equity
for the three-month periods ended September 30, 2021 and 2020
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| | Inflation adjustment of share capital | | | | Total shareholder’s equity |
Balance as of June 30, 2021 | 54,123 | 34,716 | 1,622 | 11,148 | (22,304) | 79,305 |
Loss for the period | - | - | - | - | (1,709) | (1,709) |
Other comprehensive income for the period | - | - | - | 2 | - | 2 |
Balance as of September 30, 2021 | 54,123 | 34,716 | 1,622 | 11,150 | (24,013) | 77,598 |
| | | Changes in non-controlling interest | Currency translation adjustment | Total shareholder’s equity |
Balance as of June 30, 2021 | 618 | 10,727 | (136) | (61) | 11,148 |
Other comprehensive income for the period | - | - | - | 2 | 2 |
Balance as of September 30, 2021 | 618 | 10,727 | (136) | (59) | 11,150 |
| | Inflation adjustment of share capital | | | Special reserve CNV 609/12 (2) | | | Total shareholder’s equity |
Balance as of June 30, 2020 | 126 | 5,646 | 15,857 | 220 | 15,043 | 52,446 | 28,050 | 117,388 |
Profit for the period | - | - | - | - | - | - | 18,828 | 18,828 |
Other comprehensive loss for the period | - | - | - | - | - | (18) | - | (18) |
Balance as of September 30, 2020 | 126 | 5,646 | 15,857 | 220 | 15,043 | 52,428 | 46,878 | 136,198 |
| Reserve for future dividends | | | Changes in non-controlling interest | Currency translation adjustment | Total shareholder’s equity |
Balance as of June 30, 2020 | 51,922 | 448 | 247 | (136) | (35) | 52,446 |
Other comprehensive loss for the period | - | - | - | - | (18) | (18) |
Balance as of September 30, 2020 | 51,922 | 448 | 247 | (136) | (53) | 52,428 |
(1)
See Note 17 to the Annual Consolidated Financial Statements as of June 30, 2021.
(2)
Corresponds to General Resolution 609/12 of National Securities Commission (“CNV”). Furthermore includes the effect for the standard change in investment properties as of June 1, 2011.
There are no cumulative unpaid dividends on preferred shares.
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
IRSA Propiedades Comerciales S.A.
Unaudited Condensed Interim Separate Statements of Cash Flows
for the three-month periods ended September 30, 2021 and 2020
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
| Note | 09.30.21 | 09.30.20 |
Operating activities: | | | |
Cash generated from operations | 14 | 1,128 | (5,616) |
Net cash generated from/ (used in) operating activities | | 1,128 | (5,616) |
| | |
Investing activities: | | | |
Acquisition of investment properties | | (346) | (1,067) |
Acquisition of property, plant and equipment | | (21) | (8) |
Acquisition of intangible assets | | (3) | (6) |
Acquisitions of financial assets | | (424) | (4,920) |
Decrease of financial assets | | 451 | 5,997 |
Loans payment received from related parties | | 1,971 | 290 |
Loans granted to related parties | | - | (232) |
Advance payments | | (2) | (17) |
Proceeds from sales of property, plant and equipment | | - | 2 |
Proceeds from sales of investment properties | | 85 | 14,639 |
Irrevocable contributions in subsidiaries, associates and joint ventures | | (184) | (14) |
Collection of financial assets interests | | 169 | 217 |
Acquisition of interest in subsidiaries, associates and joint ventures | | - | (81) |
Net cash generated from investing activities | | 1,696 | 14,800 |
Financing activities: | | | |
Payments of financial leasing | | (3) | - |
Borrowings obtained | | - | 1,468 |
Payment of borrowings | | - | (1,686) |
Payment of borrowings with related parties | | (3) | - |
Payment of non-convertible notes | | - | (16,266) |
Sale of non-convertible notes in portfolio | | - | 768 |
Repurchase of non-convertible notes | | - | (101) |
Proceeds from derivative financial instruments | | - | 14 |
Payment of derivative financial instruments | | - | (302) |
Interests paid | | (1,928) | (2,412) |
Short term loans, net | | (565) | 6,280 |
Net cash used in financing activities | | (2,499) | (12,237) |
Net increase/ (decrease) in cash and cash equivalents | | 325 | (3,053) |
Cash and cash equivalents at beginning of period | 12 | 59 | 3,112 |
Foreign exchange (loss)/ gain on cash and fair value result for cash equivalents | | (1) | 5 |
Inflation adjustment | | (309) | (2) |
Cash and cash equivalents at end of period | 12 | 74 | 62 |
The accompanying notes are an integral part of these Unaudited Condensed Interim Separate Financial Statements.
IRSA Propiedades Comerciales S.A.
Notes to the Unaudited Condensed Interim Separate Financial Statements
(All amounts in millions of Argentine Pesos, except profit per share and otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
IRSA PROPIEDADES COMERCIALES S.A. (“IRSA Propiedades Comerciales”, or “the Company”) is an Argentine real estate company mainly engaged in holding, leasing, managing, developing, operating and acquiring shopping malls and office buildings and holds a predominant position within the argentine market. IRSA Propiedades Comerciales was incorporated in 1889 under the name SAMAP and until 1984 operated the major fresh foodstuff market in the Autonomous City of Buenos Aires. SAMAP’s core asset was the historical building of Mercado de Abasto, which served as site of the market from 1889 until 1984, when a sizable part of its operations was interrupted.
Since the Company was acquired by IRSA Inversiones y Representaciones Sociedad Anónima (hereinafter, IRSA) in 1994, it has grown through a series of acquisitions and development projects that resulted in a corporate reorganization giving rise to the previous organizational structure and company named Alto Palermo S.A.
As of the end of these unaudited Condensed Interim Separate Financial Statements (hereinafter, Financial Statements), the Company operates 335,641 square meters (sqm) in 14 shopping malls, 113,451 sqm in 7 premium offices and an extensive land reserve for future commercial developments; operates and holds a majority interest (with the exception of La Ribera Shopping Center, of which it has a 50% ownership interest) in a portfolio of 14 shopping malls in Argentina, seven of which are located in the Autonomous City of Buenos Aires (Abasto Shopping, Alcorta Shopping, Alto Palermo, Patio Bullrich, Dot Baires Shopping and Distrito Arcos), two in Buenos Aires province (Alto Avellaneda and Soleil Premium Outlet) and the rest are situated in different provinces (Alto Noa in the City of Salta, Alto Rosario in the City of Rosario, Mendoza Plaza in the City of Mendoza, Córdoba Shopping Villa Cabrera in the City of Córdoba, Alto Comahue in the City of Neuquén and La Ribera Shopping in the City of Santa Fe). The Company also owns the historic building where the Patio Olmos Shopping Mall is located, operated by a third party.
The Company’s shares are traded on the Buenos Aires Stock Exchange (MERVAL: IRCP) and in United States of America on the NASDAQ (NASDAQ: IRCP).
These Financial Statements have been approved by the Board of Directors to be issued on November 4, 2021.
2.
Summary of significant accounting policies
These Financial Statements have been prepared in accordance with IAS 34 “Interim Financial Reporting” and therefore must be read together with the Group's Annual Consolidated Financial Statements as of June 30, 2021 prepared in accordance with IFRS. Likewise, these Financial Statements include additional information required by Law No. 19,550 and / or CNV regulations. This information is included in the notes to these Financial Statements, as allowed by IFRS.
These Financial Statements for the interim periods of three month ended September 30, 2021 and 2020 have not been audited. Management considers that they include all the necessary adjustments to fairly present the results of each period. Intermediate period results do not necessarily reflect the proportion of the Company's results for the entire fiscal years.
IAS 29 "Financial Reporting in Hyperinflationary Economies" requires that the Financial Statements of an entity whose functional currency is one of a hyperinflationary economy be expressed in terms of the current unit of measurement at the closing date of the reporting period, regardless of whether they are based on the historical cost method or the current cost method. To do so, in general terms, the inflation produced from the date of acquisition or from the revaluation date, as applicable, must be calculated for non-monetary items. This requirement also includes the comparative information of the Financial Statements.
IRSA Propiedades Comerciales S.A.
In order to conclude on whether an economy is categorized as a hyperinflationary, in the terms of IAS 29, the standard details a series of factors to be considered, including the existence of an accumulated inflation rate in three years that approaches to or exceeds 100%. Accumulated inflation in Argentina in three years has been over 100%. For this reason, in accordance with IAS 29, the Argentine economy must be considered as a hyperinflationary economy starting July 1, 2018.
In relation to the inflation index to be used according to FACPCE Resolution No. 539/18, the inflation index is determined based on the Wholesale Price Index (IPIM) until 2016, considering the average variation of Consumer Price indices (CPI) of the Autonomous City of Buenos Aires for the months of November and December 2015, because during those two months there were no national IPIM measurements. Then, from January 2017, the National Consumer Price Index (National CPI) will be considered. The table below shows the evolution of this index during the period ended September 30, 2021, according to official statistics by Argentine Institute of Statistics and Census (INDEC) and following the guidelines described in Resolution 539/18:
As a consequence of the aforementioned, these Financial Statements as of September 30, 2021 were restated in accordance with IAS 29.
2.2.
Significant accounting policies
The accounting policies adopted for these Financial Statements are consistent with those used in the preparation of information under IFRS as described in Note 2 to the Annual Consolidated Financial Statements as of June 30, 2021.
2.3.
Comparability of information
The amounts as of June 30, 2021 and September 30, 2020, which are disclosed for comparative purposes, arise from the Financial Statements at said dates restated in accordance with IAS 29. Certain figures have been reclassified for comparison purposes in these Financial Statements.
See Note 27 to the Unaudited Condensed Interim Consolidated Financial Statements.
The preparation of Financial Statements at a certain date requires that Management makes estimates and assessments about the amount of assets and liabilities recorded and contingent assets and liabilities disclosed at such date, as well as income and expenses recorded during the period. Actual results might differ from the estimates and evaluations made at the date of preparation of these Financial Statements. In the preparation of the Financial Statements, the significant judgments made by Management upon applying the Company’s accounting policies and the main sources of uncertainty were the same as those applied by the Company to the preparation of Separate Annual Financial Statements as of and for the fiscal year ended June 30, 2021, except as indicated in Note 27 to the Unaudited Condensed Interim Consolidated Financial Statements.
3.
Seasonal effects on operations
See Note 3 to the Unaudited Condensed Interim Consolidated Financial Statements.
4.
Acquisitions and disposals
See relevant acquisitions and disposals descripted in the Note 4 to the Unaudited Condensed Interim Consolidated Financial Statements.
5.
Financial risk management and fair value estimates
These Financial Statements do not include all the information and disclosures on financial risk management; therefore, they should be read along with Separate Annual Financial Statements as of June 30, 2021. There have been no changes in risk management or risk management policies applied by the company's since year-end.
IRSA Propiedades Comerciales S.A.
Since June 30, 2021 as of the date of this Financial Statements, there have been no significant changes in business or economic circumstances affecting the fair value of the company’s assets or liabilities of the company except for that the indicated in Note 27 to the Unaudited Condensed Interim Consolidated Financial Statements. Furthermore, there have been no transfers between the different hierarchies used to assess the fair value of the company’s financial instruments.
6.
Investment in subsidiaries, associates and joint ventures
The table below lists information about the Company's investment in subsidiaries, associates and joint ventures:
| % of ownership interest held | Value of Company’s interest in equity | Company’s interest in comprehensive (loss)/ income |
Name of the entity | 09.30.21 | 06.30.21 | 09.30.21 | 06.30.21 | 09.30.21 | 09.30.20 |
Subsidiaries | | | | | | |
Panamerican Mall S.A. | 80.00% | 80.00% | 23,119 | 23,505 | (387) | 5,906 |
Torodur S.A. | 100.00% | 100.00% | 7,974 | 8,207 | (389) | 111 |
Arcos del Gourmet S.A. | 90.00% | 90.00% | 2,108 | 2,203 | (95) | (11) |
Shopping Neuquén S.A. | 99.95% | 99.95% | 949 | 931 | 18 | 93 |
Centro de Entretenimientos La Plata S.A. (5)(4)(3) | 95.40% | 95.40% | 635 | 649 | (14) | 203 |
We Are Appa S.A. | 93.63% | 93.63% | 405 | 491 | (86) | (9) |
Entertainment Holdings S.A. | 70.00% | 70.00% | (30) | (39) | 9 | (53) |
Emprendimiento Recoleta S.A. (1) | 53.68% | 53.68% | 68 | 73 | (4) | (2) |
Entretenimiento Universal S.A. (2) | 3.75% | 3.75% | (2) | (2) | - | - |
Fibesa S.A. (2) | 97.00% | 97.00% | 4 | (9) | 13 | 31 |
Associates | | | | | | |
TGLT S.A. (6)(7) | 27.82% | 27.82% | 1,001 | 1,024 | (23) | (77) |
Joint ventures | | | | | | |
Quality Invest S.A. | 50.00% | 50.00% | 3,154 | 3,198 | (72) | 948 |
Nuevo Puerto Santa Fe S.A. (5) | 50.00% | 50.00% | 295 | 294 | 1 | (8) |
| | | 39,680 | 40,525 | (1,029) | 7,132 |
| | | | Last financial information |
Name of the entity | Place of business / Country of incorporation | Main activity | | Share capital (nominal value) | (Loss) / income for the period | |
Subsidiaries | | | | | | |
Panamerican Mall S.A. | Argentina | Real estate | 397,661,435 | 497 | (484) | 28,898 |
Torodur S.A. | Uruguay | Investment | 2,514,547,001 | 1,884 | (382) | 7,970 |
Arcos del Gourmet S.A. | Argentina | Real estate | 72,973,903 | 81 | (49) | 2,341 |
Shopping Neuquén S.A. | Argentina | Real estate | 53,511,353 | 54 | 18 | 949 |
Centro de Entretenimiento La Plata S.A. (5)(4)(3) | Argentina | Real estate | 36,824 | 95 | 1 | 142 |
Entertainment Holdings S.A. | Argentina | Investment | 32,503,379 | 46 | 19 | 182 |
Emprendimiento Recoleta S.A. (1) | Argentina | Real estate | 13,449,990 | 25 | (8) | 127 |
Entretenimiento Universal S.A. | Argentina | Event organization and others | 825 | - | 3 | (52) |
Fibesa S.A. | Argentina | Real estate | | 2 | 22 | 186 |
We Are Appa S.A. | Argentina | Developer | 484,727,737 | 518 | (92) | 311 |
Associates | | | | | | |
TGLT S.A. (6) | Argentina | Real estate | 257,320,997 | 925 | (82) | 4,635 |
Joint ventures | | | | | | |
Quality Invest S.A. | Argentina | Real estate | 225,146,912 | 406 | (144) | 6,206 |
Nuevo Puerto Santa Fe S.A. (5) | Argentina | Real estate | 138,750 | 28 | 2 | 555 |
(1) Concession ended on November 18, 2018. As of September 30, 2021, is in liquidation.
(2) Included in other payables.
(3) Corresponds to profit for the three-month periods ended September 30, 2021 and 2020, respectively.
(4) Include the necessary adjustments to get to the balances in accordance with the International Financial Reporting Standards.
(5) Nominal value per share ARS 100.
(6) See note 4 to the Annual Consolidated Financial Statements as of June 30, 2021.
(7) Includes ARS 2 of other comprehensive income. For the purposes of the valuation of the investment in the Company, the financial information prepared by TGLT S.A. has been considered.
(i) Corresponds to 2,323,126 shares. Nominal value per share ARS 1 with 5 votes rights.
IRSA Propiedades Comerciales S.A.
Changes in the Company’s investments in subsidiaries, associates and joint ventures for the period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| 09.30.21 | 06.30.21 |
Beginning of the period/ year | 40,525 | 46,136 |
Irrevocable contributions (Note 23) | 184 | 450 |
Share of loss net | (1,029) | (5,431) |
Sale of interest of subsidiaries (ii) | - | (1) |
Acquisition of interest in associates (iii) | - | 81 |
Other comprehensive income / (loss) | 2 | (26) |
Impairment of associates and joint ventures (iv) | (2) | (684) |
End of the period/ year (i) | 39,680 | 40,525 |
(i)
It includes (ARS 32) as of September 30, 2021 corresponding to the participation in Entertainment Holdings S.A. and Entertainment Universal S.A., and (ARS 50) as of June 30, 2021 corresponding to the participation in Fibesa S.A., Entertainment Universal S.A. and Entertainment Holdings S.A., disclosed in Other liabilities respectively.
(ii)
Corresponds to the sale of We Are Appa S.A.. See note 4 to the Annual Consolidated Financial Statements as of June 30, 2021.
(iii)
Corresponds to the acquisition of 22% common shares of We are Appa S.A. See note 4 to the Annual Consolidated Financial Statements as of June 30, 2021.
(iv)
Corresponds to the investment in TGLT S.A. See note 8 to the Annual Consolidated Financial Statements as of June 30, 2021.
Changes in the Company’s investment properties for the three-month period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| | Office and Other rental properties | Undeveloped parcels of land | Properties under development | 09.30.21 | 06.30.21 |
Fair value at beginning of the period / year | 45,251 | 47,537 | 15,108 | 3,603 | 111,499 | 144,239 |
Additions | 78 | - | 3 | 261 | 342 | 914 |
Disposals (ii) | - | - | (85) | - | (85) | (19,750) |
Transfers | - | - | - | - | - | (531) |
Capitalized lease costs | 3 | 1 | - | - | 4 | 22 |
Amortization of capitalized lease costs (i) | (2) | (2) | - | - | (4) | (8) |
Net loss from fair value adjustment on investment properties | (2,920) | (940) | (361) | (26) | (4,247) | (13,387) |
Fair value at end of the period / year | 42,410 | 46,596 | 14,665 | 3,838 | 107,509 | 111,499 |
(i)
On September 30, 2021, the depreciation charges were included in “Costs” in the amount of ARS 4, in the Statement of Income and Other Comprehensive Income (Note 20).
(ii)
As of September 30, 2021, correspond to the sale of Casona Hudson. (See Note 4 to the condensed interim consolidated financial statements). As of June 30, 2021, disposals are due to the sale of the buildings “Bouchard 710” and “Boston Tower” included in Offices and other rental properties. (See Note 4 to the consolidated financial statements as of June 30, 2021).
The following amounts have been recognized in the Statements of Income and Other Comprehensive Income:
| 09.30.21 | 09.30.20 |
Rentals and services income (Note 19) | 2,286 | 912 |
Expenses and collective promotion fund (Note 19) | 796 | 508 |
Rental and services costs (Note 20) | (1,133) | (847) |
Net unrealized (loss) / gain from fair value adjustment on investment properties | (4,179) | 14,642 |
Net realized gain from fair value adjustment on investment properties (i) (ii) | 18 | 8,163 |
(i)
As of September 30, 2021, includes ARS 18 from the sale of Casona Hudson. As of September 30, 2020, includes ARS 2,732 for the sale of Torre Boston and ARS 5,431 for the sale of Bouchard 710.
(ii)
As of September 30, 2021, (ARS 68) corresponds to the result for changes in the fair value realized to the year and ARS 86 for the result due to changes in fair value made in previous years for the sale of Casona Hudson. As of September 30, 2020, ARS 285 corresponds to the result for changes in the fair value realized for the year (ARS 797 for the sale of Torre Boston and (ARS 512) for the sale of Bouchard 710) and ARS 7,878 for the result for changes in the fair value realized in previous years (ARS 1,935 for the sale of Torre Boston and ARS 5,943 for the sale of Bouchard 710).
Valuation techniques are described in Note 9 to the Annual Consolidated Financial Statements as of June 30, 2021. There were no changes to the valuation techniques.
IRSA Propiedades Comerciales S.A.
8.
Property, plant and equipment
Changes in the Company’s property, plant and equipment for the three-month period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| Other buildings and facilities | | | | | 09.30.21 | 06.30.21 |
Costs | 1,526 | 346 | 2,163 | 32 | 1 | 4,068 | 3,125 |
Accumulated depreciation | (467) | (275) | (2,016) | (32) | - | (2,790) | (2,667) |
Net book amount at beginning of the period / year | 1,059 | 71 | 147 | - | 1 | 1,278 | 458 |
Additions | 8 | 1 | 12 | - | - | 21 | 158 |
Disposals | - | - | - | - | - | - | (7) |
Transfers | - | - | - | - | - | - | 792 |
Depreciation charges (i) | (12) | (3) | (16) | - | - | (31) | (123) |
Net book amount at end of the period / year | 1,055 | 69 | 143 | - | 1 | 1,268 | 1,278 |
Costs | 1,534 | 347 | 2,175 | 32 | 1 | 4,089 | 4,068 |
Accumulated depreciation | (479) | (278) | (2,032) | (32) | - | (2,821) | (2,790) |
Net book amount at end of the period / year | 1,055 | 69 | 143 | - | 1 | 1,268 | 1,278 |
(i)
On September 30, 2021, the depreciation charges were included in “Costs” in the amount of ARS 17 and in “General and administrative expenses” in the amount of ARS 14 in the Statement of Income and Other Comprehensive Income (Note 20).
Changes in the Company’s, trading properties for the three-month period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| | | | |
Net book amount the beginning of the period / year | 12 | 116 | 128 | 179 |
Additions | - | - | - | 8 |
Disposals (i) | - | - | - | (59) |
Net book amount the end of the period / year | 12 | 116 | 128 | 128 |
Non-current | | | 123 | 123 |
Current | | | 5 | 5 |
Total | | | 128 | 128 |
(i)
As of June 30, 2021, the cost of selling properties is included in “Costs” in the statement of comprehensive income (Note 20)
Changes in the Company’s intangible assets for the three-month period ended September 30, 2021 and for the year ended June 30, 2021 were as follows:
| | Right to receive units (ii) | | 09.30.21 | 06.30.21 |
Costs | 668 | 1,144 | 104 | 1,916 | 1,898 |
Accumulated amortization | (534) | - | (104) | (638) | (549) |
Net book amount at beginning of the period / year | 134 | 1,144 | - | 1,278 | 1,349 |
Additions | 3 | - | - | 3 | 18 |
Amortization charges (i) | (17) | - | - | (17) | (89) |
Net book amount at end of the period / year | 120 | 1,144 | - | 1,264 | 1,278 |
Costs | 671 | 1,144 | 104 | 1,919 | 1,916 |
Accumulated amortization | (551) | - | (104) | (655) | (638) |
Net book amount at end of the period / year | 120 | 1,144 | - | 1,264 | 1,278 |
(i) On September 30, 2021, the amortization charges were included in “General and administrative expenses” in the amount of ARS 17 in the Statement of Income and Other Comprehensive Income (Note 20).
(ii) Corresponds to in kind receivables representing the right to receive residential apartments in the future under barter transactions.
IRSA Propiedades Comerciales S.A.
| 09.30.21 | 06.30.21 |
Shopping malls (Note 23) | 696 | 792 |
Machinery and equipment | 4 | 5 |
Others | 3 | 6 |
Total rights of use | 703 | 803 |
Non-current | 703 | 803 |
Total | 703 | 803 |
The charges to income related to rights of use assets were the following:
| 09.30.21 | 09.30.20 |
Shopping malls | 99 | 99 |
Machinery and equipment | 1 | 4 |
Others | 3 | 16 |
Total amortization and depreciation of rights of use (i) | 103 | 119 |
(i)
On September 30, 2021, the depreciation charges were included in “Costs” in the amount of ARS 99 and in “General and administrative expenses” in the amount of ARS 4 in the Statement of Income and Other Comprehensive Income (Note 20).
12.
Financial instruments by category
The present note shows the financial assets and financial liabilities by category of financial instrument and a reconciliation to the corresponding line in the statements of financial position, as appropriate. Financial assets and liabilities measured at fair value are assigned based on their different levels in the fair value hierarchy. For further information, related to fair value hierarchy see Note 14 to the Separate Annual Financial Statements as of June 30, 2021.
Financial assets and financial liabilities as of September 30, 2021, are as follows:
| Financial assets at amortized cost (i) | Financial assets at fair value through profit or loss | Subtotal financial assets | | |
September 30, 2021 | | | | | |
Assets as per Statement of Financial Position | | | | | |
Trade and other receivables (excluding allowance for doubtful accounts) (Note 13) | 8,367 | - | 8,367 | 1,921 | 10,288 |
Investments in financial assets: | | | | | |
- Investment in equity public companies´ securities | - | 156 | 156 | - | 156 |
- Bonds | - | 10,182 | 10,182 | - | 10,182 |
- Mutual funds | - | 20 | 20 | - | 20 |
Cash and cash equivalents: | | | | | |
- Cash at banks and on hand | 62 | - | 62 | - | 62 |
- Short- term investments | - | 12 | 12 | - | 12 |
Total | 8,429 | 10,370 | 18,799 | 1,921 | 20,720 |
| Financial liabilities at amortized cost (i) | Non-financial liabilities �� | |
| | | |
Liabilities as per statement of financial position | | | |
Trade and other payables (Note 15) | 1,574 | 3,393 | 4,967 |
Borrowings (Note 16) | 45,483 | - | 45,483 |
Total | 47,057 | 3,393 | 50,450 |
IRSA Propiedades Comerciales S.A.
Company´s financial assets and financial liabilities as of June 30, 2021 were as follows:
| Financial assets at amortized cost (i) | Financial assets at fair value through profit or loss | Subtotal financial assets | | |
June 30, 2021 | | | | | |
Assets as per Statement of Financial Position | | | | | |
Trade and other receivables (excluding allowance for doubtful accounts) (Note 13) | 12,470 | - | 12,470 | 2,187 | 14,657 |
Investments in financial assets: | | | | | |
- Investment in equity public companies´ securities | - | 136 | 136 | - | 136 |
- Bonds | - | 7,656 | 7,656 | - | 7,656 |
- Mutual funds | - | 22 | 22 | - | 22 |
Cash and cash equivalents: | | | | | |
- Cash at banks and on hand | 27 | - | 27 | - | 27 |
- Short- term investments | - | 32 | 32 | - | 32 |
Total | 12,497 | 7,846 | 20,343 | 2,187 | 22,530 |
| Financial liabilities at amortized cost (i) | Non-financial liabilities | |
| | | |
Liabilities as per statement of financial position | | | |
Trade and other payables (Note 15) | 1,723 | 3,131 | 4,854 |
Borrowings (Note 16) | 49,708 | - | 49,708 |
Total | 51,431 | 3,131 | 54,562 |
(i)
The fair value of financial assets and liabilities at their amortized cost does not differ significantly from their book value, except for borrowings (See Note 16).
Liabilities carried at amortized cost also include liabilities under finance leases where the Company is the lessee and which therefore have to be measured in accordance with IFRS 16 “Leases”. Finance leases are excluded from the scope of IFRS 7 “financial instruments: disclosures”.
13.
Trade and other receivables
The following table shows the amounts of Company’s trade and other receivables as of September 30, 2021 and June 30, 2021:
| 09.30.21 | 06.30.21 |
Lease and services receivables | 1,591 | 1,471 |
Averaging of scheduled rent escalation | 760 | 850 |
Post-dated checks | 512 | 515 |
Debtors under legal proceedings | 705 | 492 |
Consumer financing receivables | 16 | 18 |
Property sales receivables | 191 | 204 |
Less: allowance for doubtful accounts | (828) | (788) |
Total trade receivables | 2,947 | 2,762 |
Advance payments | 597 | 650 |
Prepayments | 317 | 409 |
Other tax receivables | 247 | 254 |
Loans | 108 | 113 |
Expenses to be recovered | 35 | 33 |
Others | 12 | 13 |
Total other receivables | 1,316 | 1,472 |
Related parties (Note 23) | 5,197 | 9,635 |
Total current trade and other receivables | 9,460 | 13,869 |
Non-current | 1,164 | 633 |
Current | 8,296 | 13,236 |
Total | 9,460 | 13,869 |
Movements on the Company’s allowance for doubtful accounts and other receivables are as follows:
| 09.30.21 | 06.30.21 |
Beginning of the period / year | (788) | (860) |
Additions (Note 20) | (133) | (391) |
Unused amounts reversed (Note 20) | 32 | 203 |
Inflation adjustment | 61 | 260 |
End of the period / year | (828) | (788) |
IRSA Propiedades Comerciales S.A.
14.
Cash flow and cash equivalent information
Following is a detailed description of cash flows generated by the Company’s operations for the three-month periods ended September 30, 2021, and 2020:
| Note | 09.30.21 | 09.30.20 |
Net (loss)/ gain for the period | | (1,709) | 18,828 |
Adjustments: | | | |
Income tax | 18 | (780) | 3,893 |
Amortization and depreciation | 20 | 155 | 180 |
Net loss/ (gain) from fair value adjustments of investment properties | 7 | 4,247 | (14,927) |
Directors’ fees provision | | 100 | 390 |
Averaging of schedule rent escalation | 19 | (5) | 54 |
Financial results, net | | (1,247) | (7,153) |
Provisions and allowances | 13 and 17 | 113 | 84 |
Share of loss/ (profit) of associates and joint ventures | 6 | 1,031 | (7,150) |
Changes in operating assets and liabilities: | | | |
Decrease in inventories | | 2 | 2 |
(Increase)/ Decrease in trade and other receivables | | (329) | 58 |
(Decrease)/ Increase in trade and other payables | | (359) | 245 |
Decrease in payroll and social security liabilities | | (72) | (105) |
Uses of provisions | 17 | (19) | (15) |
Net cash generated from/ (used in) operating activities before income tax paid | 1,128 | (5,616) |
The following table shows a detail of non-cash transactions occurred in the three-month periods ended September 30, 2021, and 2020:
Non-cash transactions | 09.30.21 | 09.30.20 |
Currency translation adjustment in associates | 2 | 18 |
Increase in investment in financial assets through a decrease in trade and other receivables | 2,911 | 556 |
Decrease in trade and other receivables trough a decrease in leases liabilities | 1 | - |
Decrease in Investments in subsidiaries, associates and joint ventures trough decrease in other liabilities | 18 | - |
Increase in financial assets through an increase in borrowings | - | 27 |
Decrease in financial assets through a decrease in trade and other payables | - | 26 |
Increase in rights of use assets through a decrease in leases liabilities | - | 37 |
Increase in trade and other receivables through a decrease in investment in financial assets | - | 6,290 |
15.
Trade and other payables
The following table shows the amounts of Company’s trade and other payables as of September 30, 2021 and June 30, 2021:
| 09.30.21 | 06.30.21 |
Admission rights | 1,059 | 1,067 |
Rent and service payments received in advance | 1,048 | 1,081 |
Trade payables | 496 | 594 |
Accrued invoices | 276 | 296 |
Tenant deposits | 60 | 65 |
Payments received in advance | 236 | 280 |
Total trade payables | 3,175 | 3,383 |
Tax payables | 979 | 646 |
Other income to be accrued | 55 | 57 |
Other payables | 12 | 13 |
Total other payables | 1,046 | 716 |
Related parties (Note 23) | 746 | 755 |
Total trade and other payables | 4,967 | 4,854 |
Non-current | 1,228 | 1,081 |
Current | 3,739 | 3,773 |
Total | 4,967 | 4,854 |
IRSA Propiedades Comerciales S.A.
The following table shows the Company’s borrowings as of September 30, 2021 and June 30, 2021:
| | | | |
Non-Convertible notes | 35,044 | 37,905 | 33,911 | 35,063 |
Bank loans | 455 | 375 | 455 | 375 |
Related parties (Note 23) | 5,558 | 5,939 | 5,544 | 5,903 |
Bank overdrafts | 4,426 | 5,489 | 4,426 | 5,489 |
Total borrowings | 45,483 | 49,708 | 44,336 | 46,830 |
Non-current | 35,439 | 37,511 | | |
Current | 10,044 | 12,197 | | |
Total | 45,483 | 49,708 | | |
The following table shows the movements in the Company’s provisions as of September 30, 2021 and June 30, 2021:
| 09.30.21 | 06.30.21 |
Balances at the beginning of the period / year | 150 | 151 |
Increases (Note 21) | 12 | 71 |
Recovery (Note 21) | - | (4) |
Used during the period / year | (6) | (5) |
Inflation adjustment | (13) | (63) |
Balances at the end of the period / year | 143 | 150 |
Non-current | 74 | 76 |
Current | 69 | 74 |
Total | 143 | 150 |
18.
Current and deferred income tax
The detail of the income tax expense of the Company are as follows:
| 09.30.21 | 09.30.20 |
Current income tax | (1,369) | - |
Deferred income tax | 2,149 | (3,893) |
Income tax | 780 | (3,893) |
Changes in the deferred tax account are as follows:
| 09.30.21 | 06.30.21 |
Beginning of the period / year | (42,008) | (31,644) |
Income tax | 2,149 | (10,273) |
Revaluation surplus | - | (91) |
End of the period / year | (39,859) | (42,008) |
Below there is a reconciliation between the income tax recognized and that which would result from applying the prevailing tax rate on the profit before income tax for the three-month periods ended September 30, 2021, and 2020:
| 09.30.21 | 09.30.20 |
Profit/ (Loss) for period before income tax at the prevailing tax rate | 871 | (6,816) |
Tax effects of: | | |
Result by rate transparency | (24) | 15 |
Rate change | - | 1,360 |
Share of (loss)/ profit of subsidiaries, associates and joint ventures | (361) | 2,145 |
Tax loss carryforward update/ Fixed assets sold | (6) | - |
Tax inflation adjustment | (840) | (799) |
Inflation adjustment | 1,141 | 55 |
Non-taxable profit, non-deductible expenses and others | (1) | 147 |
Income tax | 780 | (3,893) |
IRSA Propiedades Comerciales S.A.
| 09.30.21 | 09.30.20 |
Base rent | 1,108 | 629 |
Contingent rent | 897 | 88 |
Admission rights | 170 | 205 |
Averaging of scheduled rent escalation | 5 | (54) |
Property management fees | 30 | 34 |
Others | 35 | 7 |
Parking fees | 41 | 3 |
Rentals and services income | 2,286 | 912 |
Sale of trading properties | - | 3 |
Gain from disposal of trading properties | - | 3 |
Total revenues from sales, rentals and services | 2,286 | 915 |
Expenses and collective promotion fund | 796 | 508 |
Total revenues from expenses and collective promotion funds | 796 | 508 |
Total revenues | 3,082 | 1,423 |
| | General and administrative expenses | | 09.30.21 | 09.30.20 |
Salaries, social security costs and other personnel administrative expenses (1) | 375 | 171 | 10 | 556 | 509 |
Maintenance, security, cleaning, repairs and other | 335 | 21 | 2 | 358 | 282 |
Taxes, rates and contributions | 125 | 1 | 110 | 236 | 399 |
Directors' fees | - | 100 | - | 100 | 390 |
Amortization and depreciation | 120 | 35 | - | 155 | 180 |
Fees and payments for services | 6 | 37 | 5 | 48 | 229 |
Advertising and other selling expenses | 144 | - | 5 | 149 | 30 |
Leases and expenses | 34 | 10 | 1 | 45 | 44 |
Traveling, transportation and stationery | 8 | 8 | 1 | 17 | 5 |
Allowance for doubtful accounts (additions and unused amounts reversed) (Note 13) | - | - | 101 | 101 | 55 |
Other expenses | 3 | 7 | - | 10 | 4 |
Total expenses by nature 09.30.21 | 1,150 | 390 | 235 | 1,775 | - |
Total expenses by nature 09.30.20 | 868 | 664 | 595 | - | 2,127 |
(1)
For the three-month period ended September 30, 2021, includes ARS 543 of Salaries, Bonuses and Social Security and ARS 13 of other concepts. For the three-month period ended September 30, 2020, includes ARS 404 of Salaries, Bonuses and Social Security and ARS 105 of other concepts.
(2)
For the three-month period ended September 30, 2021, includes ARS 1,133 of Rental and services costs and ARS 17 of Cost of sales and developments. For the three-month period ended September 30, 2020, includes ARS 847 of Rental and services costs and ARS 21 of Cost of sales and developments.
21.
Other operating results, net
| 09.30.21 | 09.30.20 |
Management fees | 33 | 23 |
Others | (1) | 4 |
Interest generated by operating credits | 56 | 52 |
Donations | (7) | (9) |
Lawsuits (Note 17) | (12) | (29) |
Total other operating results, net | 69 | 41 |
22.
Financial results, net
| 09.30.21 | 09.30.20 |
- Interest income | 71 | 642 |
Finance income | 71 | 642 |
- Interest expense | (1,333) | (1,462) |
- Other finance costs | (101) | (202) |
Finance costs | (1,434) | (1,664) |
- Foreign exchange, net | 2,347 | (78) |
- Fair value (loss)/ gain of financial assets and liabilities at Fair value through profit or loss | (124) | 2,231 |
- Loss from derivative financial instruments | - | (257) |
- Loss for repurchase of non-convertible notes | - | (7) |
Other financial results | 2,223 | 1,889 |
- Inflation adjustment | 553 | 440 |
Total financial results, net | 1,413 | 1,307 |
IRSA Propiedades Comerciales S.A.
23.
Related parties transactions
The following is a summary of the balances with related parties:
Items | 09.30.21 | 06.30.21 |
Trade and other receivables | 5,197 | 9,635 |
Rights of use assets | 696 | 792 |
Investments in financial assets | 9,688 | 7,145 |
Trade and other payables | (746) | (755) |
Borrowings | (5,558) | (5,939) |
Leases liabilities | (2) | (6) |
Total | 9,275 | 10,872 |
Related parties | 09.30.21 | 06.30.21 | Description of transaction |
IRSA Inversiones y Representaciones Sociedad Anónima (IRSA) | 7,460 | 4,753 | Non-convertible notes |
| 4,126 | 8,578 | Loans granted |
| 62 | 56 | Corporate services |
| 12 | 13 | Equity incentive plan |
| 18 | 7 | Reimbursement of expenses |
| 3 | 11 | Leases and/or rights to use space |
| 3 | 1 | Averaging |
| - | 2 | Lease collections |
| (255) | (277) | Non-convertible notes |
| (118) | (163) | Advance received |
Total direct parent company | 11,311 | 12,981 | |
Cresud S.A.CI.F. y A. | 2,228 | 2,392 | Non-convertible notes |
| (3) | (3) | Equity incentive plan to pay |
| 24 | - | Averaging |
| 14 | - | Reimbursement of expenses |
| - | (31) | Reimbursement of expenses to pay |
| (275) | (154) | Corporate services to pay |
Total direct parent company of IRSA | 1,988 | 2,204 | |
Panamerican Mall S.A. | 45 | 49 | Reimbursement of expenses |
| 8 | - | Management fee |
| 211 | 223 | Other receivables |
| - | (2) | Leases and/or rights to use space to pay |
| (22) | (23) | Lease collections to pay |
Arcos del Gourmet S.A. | 18 | 5 | Reimbursement of expenses |
| 4 | - | Management fee |
| (9) | (10) | Lease collections to pay |
| - | (2) | Leases and/or rights to use space to pay |
Fibesa S.A. | (24) | (28) | Borrowings |
| 2 | 1 | Leases and/or rights to use space |
| 1 | 3 | Reimbursement of expenses |
Shopping Neuquén S.A. | 696 | 792 | Rights of use assets |
| 169 | 176 | Loans granted |
| 29 | 31 | Reimbursement of expenses |
Torodur S.A. | (5,102) | (5,372) | Borrowings |
| (144) | (156) | Non-convertible notes |
Ogden Argentina S.A | 349 | 365 | Loans granted |
| 3 | 1 | Reimbursement of expenses |
Entretenimiento Universal S.A. | 47 | 49 | Loans granted |
We Are Appa S.A. | 8 | 1 | Other receivables |
| - | (10) | Reimbursement of expenses to pay |
| (90) | (197) | Other payables |
La Arena S.A. | 1 | 1 | Reimbursement of expenses |
Centro de Entretenimiento La Plata S.A. | - | 1 | Reimbursement of expenses |
Other subsidiaries of IRSA Propiedades Comerciales S.A. | (4) | - | Reimbursement of expenses to pay |
Total subsidiaries | (3,804) | (4,102) | |
IRSA Propiedades Comerciales S.A.
Related parties | 09.30.21 | 06.30.21 | Description of transaction |
Nuevo Puerto Santa Fe S.A. | 5 | 4 | Management fee |
| 1 | 1 | Reimbursement of expenses |
| 6 | 5 | Loans granted |
| - | (1) | Leases and/or rights to use space to pay |
Quality S.A. | (2) | (6) | Leases and/or rights to use space to pay |
| - | 1 | Reimbursement of expenses |
TGLT S.A. | - | 13 | Other receivables |
Total associates and joint ventures | 10 | 17 | |
Directors | (191) | (110) | Fees |
Total Directors | (191) | (110) | |
Futuros y Opciones.Com S.A. | 2 | 2 | Reimbursement of expenses |
| - | (71) | Borrowings |
IRSA International LLC | (30) | (32) | Other payables |
Fundación Museo de los Niños | 6 | 14 | Reimbursement of expenses |
La Rural S.A. | (2) | (14) | Leases and/or rights to use space to pay |
Others related parties | 1 | 14 | Reimbursement of expenses |
| 1 | - | Reimbursement of expenses to pay |
| 2 | - | Other receivables |
| 17 | 7 | Leases and/or rights to use space |
| (3) | (3) | Leases and/or rights to use space to pay |
| (33) | (35) | Non-convertible notes |
Total others | (39) | (118) | |
Total | 9,275 | 10,872 | |
The following is a summary of the results with related parties:
Related parties | 09.30.21 | 09.30.20 | Description of transaction |
IRSA Inversiones y Representaciones Sociedad Anónima (IRSA) | 13 | 6 | Corporate services |
| - | 1,429 | Financial operations |
| 6 | 3 | Leases and/or rights to use space |
Total direct parent company | 19 | 1,438 | |
Cresud S.A.CI.F. y A. | - | 271 | Financial operations |
| (78) | 3 | Leases and/or rights to use space |
| (159) | (156) | Corporate services |
Total direct parent company of IRSA | (237) | 118 | |
Arcos del Gourmet S.A. | 11 | 11 | Fees |
| (3) | (2) | Leases and/or rights to use space |
Fibesa S.A. | 3 | (2) | Leases and/or rights to use space |
| - | 2 | Fees |
Torodur S.A. | 276 | 78 | Financial operations |
Helmir S.A. | 1 | - | Financial operations |
Shopping Neuquén S.A. | (7) | (99) | Financial operations |
| (99) | - | Leases and/or rights to use space |
Ogden Argentina S.A | (17) | 6 | Financial operations |
Panamerican Mall S.A. | 18 | 14 | Fees |
| (2) | - | Leases and/or rights to use space |
| (11) | 9 | Financial operations |
Centro de Entretenimientos La Plata S.A. | (1) | 1 | Financial operations |
Entretenimiento Universal S.A. | (2) | 2 | Financial operations |
Total subsidiaries | 167 | 20 | |
Nuevo Puerto Santa Fe S.A. | 1 | 2 | Fees |
| (1) | - | Leases and/or rights to use space |
Quality Invest S.A. | - | (12) | Financial operations |
| 1 | - | Fees |
Total associates and joint ventures | 1 | (10) | |
Directors | (100) | (390) | Fees |
Senior Management | (18) | (15) | Fees |
Total directors | (118) | (405) | |
IRSA International LLC | - | 23 | Financial operations |
Tyrus S.A. | - | 149 | Financial operations |
Museo de los Niños | (6) | - | Donations |
Banco de Crédito y Securitización S.A. | 20 | 21 | Leases and/or rights to use space |
Estudio Zang, Bergel & Viñes | (3) | (6) | Fees |
Others | (3) | (3) | Donations |
| 12 | 14 | Leases and/or rights to use space |
Total others related parties | 20 | 198 | |
Total | (148) | 1,359 | |
IRSA Propiedades Comerciales S.A.
The following is a summary of the transactions with related parties:
Related parties | 09.30.21 | 09.30.20 | Description of transaction |
Torodur S.A. | 157 | - | Irrevocable contributions granted |
Quality Invest S.A. | 27 | 14 | Irrevocable contributions granted |
Total irrevocable contributions to joint ventures | 184 | 14 | |
We are Appa S.A. | - | 81 | Share acquisition |
Total share acquisition | - | 81 | |
24.
CNV General Resolution N° 622/13
As required by Section 1, Chapter III, Title IV of CNV General Resolution N° 622/13, below there is a detail of the notes to the Financial Statements that disclose the information required by the Resolution in Exhibits.
Exhibit A - Property, plant and equipment | Note 7 - Investment properties |
| Note 8 - Property, plant and equipment |
Exhibit B - Intangible assets | Note 10 - Intangible assets |
Exhibit C - Equity investments | Note 6 - Investment in subsidiaries, associates and joint ventures |
Exhibit D - Other investments | Note 12 - Financial instruments by category |
Exhibit E – Provisions | Note 13 - Trade and other receivables |
| Note 17 - Provisions |
Exhibit F – Cost of sales and services provided | Note 9 - Trading properties |
| Note 20 - Expenses by nature |
Exhibit G - Foreign currency assets and liabilities | Note 25 - Foreign currency assets and liabilities |
25.
Foreign currency assets and liabilities
Book amounts of foreign currency assets and liabilities are as follows:
| | | 09.30.21 | 06.30.21 |
Assets | | | | |
Trade and other receivables | | | | |
US Dollar | 10.18 | 98.54 | 1,003 | 970 |
Euro | 0.08 | 113.88 | 9 | 11 |
Trade and other receivables with related parties | | | | |
US Dollar | 6.36 | 98.74 | 628 | 660 |
Total trade and other receivables | | | 1,640 | 1,641 |
Investments in financial assets | | | | |
US Dollar | 5.01 | 98.54 | 494 | 510 |
Investment in financial assets with related parties | | | | |
US Dollar | 89.26 | 98.74 | 8,814 | 6,228 |
Total investments in financial assets | | | 9,308 | 6,738 |
Cash and cash equivalents | | | | |
US Dollar | 0.26 | 98.54 | 26 | 23 |
Total cash and cash equivalents | | | 26 | 23 |
Total Assets | | | 10,974 | 8,402 |
Liabilities | | | | |
Trade and other payables | | | | |
US Dollar | 2.87 | 98.74 | 283 | 492 |
Euro | 0.01 | 114.36 | 1 | 20 |
Trade and other payables with related parties | | | | |
US Dollar | 0.39 | 98.74 | 39 | 37 |
Total trade and other payables | | | 323 | 549 |
Borrowings | | | | |
US Dollar | 355.15 | 98.74 | 35,068 | 37,935 |
Borrowings from related parties | | | | |
US Dollar | 56.05 | 98.74 | 5,534 | 5,841 |
Total borrowings | | | 40,602 | 43,776 |
Leases liabilities | | | | |
US Dollar | 0.02 | 98.74 | 2 | 3 |
Leases liabilities with related parties | | | | |
US Dollar | 0.02 | 98.74 | 2 | 7 |
Total Leases liabilities | | | 4 | 10 |
Total Liabilities | | | 40,929 | 44,335 |
(1)
Considering foreign currencies those that differ from each one of the company’s companies at each period/year-end.
(2)
Expressed in millions of foreign currency.
(3)
Exchange rate of the Argentine Peso as of September 30, 2021, according to Banco Nación Argentina.
IRSA Propiedades Comerciales S.A.
26.
Economic context in which the Company operates
See Note 27 to the Unaudited Condensed Interim Consolidated Financial Statements.
See Note 28 to the Unaudited Condensed Interim Consolidated Financial Statements.
Free translation from the original prepared in Spanish for publication in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED INTERIM SEPARATE FINANCIAL STATEMENTS
To the Shareholders, President and Directors of
IRSA Propiedades Comerciales S.A.
Legal address: Carlos Della Paolera 261– 8º floor
Autonomous City of Buenos Aires
Tax Registration Number: 30-52767733-1
Introduction
We have reviewed the accompanying unaudited condensed interim separate financial statements of IRSA Propiedades Comerciales S.A. (“the Company”), which comprise the unaudited condensed interim separate statement of financial position as of September 30, 2021, and the unaudited condensed interim separate statements of comprehensive income for the three-month period ended September 30, 2021, changes in shareholders’ equity and of cash flows for the three-month period then ended, and selected explanatory note.
The balances and other information for the fiscal year ended on June 30, 2021 and its interim periods are an integral part of the financial statements mentioned above; therefore, they must be considered in connection with these financial statements.
Management’s responsibility
The Board of Directors of the Company is responsible for the preparation and presentation of these unaudited condensed interim separate financial statements in accordance with International Financial Reporting Standards (IFRS), adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE) as professional accounting standards and included by the National Securities Commission (CNV) in its regulations, as approved by the International Accounting Standards Board (IASB), and is therefore responsible for the preparation and presentation of the unaudited condensed interim separate financial statements mentioned in the first paragraph, in accordance with International Accounting Standard 34 Interim Financial Reporting (IAS 34).
Scope of our review
Our review was limited to the application of the procedures established under International Standards on Review Engagements ISRE 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity, adopted as a review standard in Argentina by Technical Pronouncement No. 33 of the FACPCE and approved by the International Auditing and Assurance Standards Board (IAASB). A review of interim financial information consists of inquiries of Company staff responsible for preparing the information included in the unaudited condensed interim separate financial statements and of analytical and other review procedures. This review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing 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 on the separate statement of financial position and the separate statements of comprehensive income and of cash flows of the Company.
Free translation from the original prepared in Spanish for publication in Argentina
Conclusion
On the basis of our review, nothing has come to our attention that causes us to believe that the unaudited condensed interim separate financial statements mentioned in the first paragraph of this report have not been prepared, in all material respects, in accordance with International Accounting Standard 34.
Report on compliance with current regulations
In accordance with current regulations, we report in connection with IRSA Propiedades Comerciales S.A. that:
a)
the unaudited condensed interim separate financial statements of IRSA Propiedades Comerciales S.A are in the process of being transcriben into the Inventory and Balance Sheet book and, except for the above mentioned situation, as regards those matters that are within our competence, they are in complience with the provisionis of the General Companies Law and pertinent resolutions of the National Securities Commission.
b)
the unaudited condensed interim separate financial statements of IRSA Propiedades Comerciales S.A arise from accounting records carried in all formal aspects in accordance with legal requirements except for i) the lack of transcription to the Inventories and Balance Sheet Book, and ii) the lack of transcription to the General Journal Book of the accounting entries corresponding to the month of September 2021.
c)
at September 31, 2021, the debt of IRSA Propiedades Comerciales S.A. accrued in favor of the Argentine Integrated Social Security System, as shown by the Company’s accounting records, amounted to ARS 51,695,309, which is not due at that date.
Autonomous City of Buenos Aires, November 4, 2021.
PRICE WATERHOUSE & Co. S.R.L.
(Socio) C.P.C.E.C.A.B.A. Tº 1 Fº 17 Carlos Brondo Contador Público (UNCUYO) C.P.C.E.C.A.B.A. T° 391 F° 078 | | ABELOVICH, POLANO & ASOCIADOS S.R.L. (Socio) C.P.C.E. C.A.B.A. T° 1 F° 30 Noemí I. Cohn Contador Público (U.B.A.) C.P.C.E. C.A.B.A. T° 116 F° 135 |
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
I. Brief comment on the Group’s activities during the period including references to significant events occurred after the end of the period.
Economic context where the Group operates
The Group operates in a complex context both due to macroeconomic conditions, whose main variables have recently experienced strong volatility, as well as regulatory, social, and political conditions, both nationally and internationally.
The results from operations may be affected by fluctuations in the inflation and the exchange rate of the Argentine peso against other currencies, mainly the dollar, changes in interest rates which have an impact on the cost of capital, changes in government policies, capital controls and other political or economic events both locally and internationally.
In December 2019, a new strain of coronavirus (SARS-COV-2), which caused severe acute respiratory syndrome (COVID-19) appeared in Wuhan, China. On March 11, 2020, the World Health Organization declared COVID-19 a pandemic. In response, countries have taken extraordinary measures to contain the spread of the virus, including imposing travel restrictions and closing borders, closing businesses deemed non-essential, instructing residents to practice social distancing, implementing lockdowns, among other measures. The ongoing pandemic and these extraordinary government measures are affecting global economic activity, resulting in significant volatility in global financial markets.
On March 3, 2020, the first case of COVID-19 was registered in the country and as of today, more than 5,290,000 cases of infections had been confirmed in Argentina, by virtue of which the Argentinian Government implemented a series of health measures of social, preventive and mandatory lockdown at the national level with the closure of non-essential activities, including shopping malls, as well as the suspension of flights and border closures, for much of the year 2020. Since October 2020, a large part of the activities started to become more flexible, in line with a decrease in infections, although between April 16 and June 11, 2021, because of the sustained increase in the cases registered, the National Government established restrictions on night activity and the closure of shopping malls in Buenos Aires Metropolitan Area. Due to the flexibility that has occurred in the economic activities since the beginning of this fiscal year and as of the date of issuance of these financial statements, 100% of the shopping malls are operational.
At the local environment, the following circumstances were observed:
●
In August 2021, the Monthly Economic Activity Estimator (“EMAE” in Spanish) reported by the National Institute of Statistics and Censuses (“INDEC” in Spanish), registered a variation of 12.8% compared to the same month of 2020, and 1.1% compared to the previous month.
●
The annual retail inflation reached 52.47% in the last 12 months. The survey on market expectations prepared by the Argentine Central Bank in September 2021, called the Market Expectations Survey (“REM” in Spanish), estimates a retail inflation of 48.2% i.a. for December 2021 and 46.0% for December 2022. Analysts participating in the REM forecast a rebound in economic activity in 2021, reaching an economic growth of 7.6%.
●
In the period from September 2020 to September 2021, the Argentine peso depreciated 29.6% against the US dollar according to the wholesale average exchange rate of Banco de la Nación Argentina. Given the exchange restrictions in force since August 2019, as of September 30, 2021, there is an exchange gap of approximately 78.9% between the official price of the dollar and its price in parallel markets, which impacts the level of activity in the economy and affects the level of reserves of the Argentine Central Bank. Additionally, these exchange restrictions, or those that may be issued in the future, could affect the Group's ability to access the Single Free Exchange Market (“MULC” in Spanish) to acquire the necessary currencies to meet its financial obligations.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
COVID-19 pandemic
As described above, the COVID-19 pandemic has adversely impacted both the global economy and the Argentine economy and the Group's business, mainly in Shopping Malls and Entertainment segments. Since the beginning of fiscal year 2022, and until the date of presentation of the financial statements, the Company's shopping malls are fully operational, as well as the office buildings, despite the remote work modality that some tenants continue to apply. Regarding the Entertainment segment, on July 12, 2021, the protocols for holding events, congresses and exhibitions were activated.
The final extent of the Coronavirus outbreak and its impact on the country's economy is still uncertain. However, although it has produced significant short-term effects, they are not expected to affect business continuity and the Group’s ability to meet its financial commitments for the next twelve months.
The Group is closely monitoring the situation and taking all necessary measures to preserve human life and the Group's businesses.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
Consolidated Results in current currency
| | | | | |
Income from sales, leases and services (1) | 2,915 | 1,365 | 113.6% | 4,245 | (31.3)% |
Net result from fair value adjustment on investment properties | (5,679) | 24,801 | (122.9)% | 13,087 | (143.4)% |
Realized Result from changes in the fair value of investment properties | 18 | 8,163 | (99.8)% | - | - |
| (3,868) | 24,480 | (115.8)% | 16,046 | (124.1)% |
Depreciation and amortization | 81 | 108 | (25.0)% | 108 | (25.0)% |
Consolidated EBITDA (2) | (1,482) | 27,681 | (105)% | 7,056 | (121.0)% |
Consolidated Adjusted EBITDA (2) | 1,910 | 7,950 | (76.0)% | 3,068 | (37.7)% |
Consolidated NOI (3) | 2,308 | 8,642 | (73.3)% | 3,668 | (37.1)% |
Result for the period | (1,801) | 20,275 | (108.9)% | 4,710 | (138.2)% |
(1)
Does not include Incomes from Expenses and Promotion Funds
(2)
See Point XIV: EBITDA Reconciliation
(3)
See Point XV: NOI Reconciliation
Group’s income increased by 113.6% during the first quarter of fiscal year 2022 compared to the same quarter of fiscal year 2021 mainly due to the impact of COVID-19 pandemic in the Shopping Malls segment that straightly affected operations during previous fiscal year, while adjusted EBITDA decreased by 76.0% mainly explained by Sales and Developments segment whose adjusted EBITDA reached ARS 7,652 million during the first quarter of previous fiscal year due to Bouchard 710 and Boston Tower’s office sales. Compared with the first quarter of fiscal year 2020, that was not affected by the COVID-19 pandemic, the decrease in EBITDA is 37.7%. Rental segments Adjusted EBITDA reached ARS 2,064 million, ARS 1,506 million from the Shopping Malls segment and ARS 558 million from the Offices segment.
Net result for the first quarter of fiscal year 2022 recorded a loss of ARS 1,801 million compared to a gain of ARS 20,275 million during the same quarter of previous fiscal year mainly explained by a loss due to changes in the fair value of investment properties.
II. Shopping Malls
Shopping Malls’ Operating Indicators
| | | | | |
Gross leasable area (sqm) | 335,641 | 334,826 | 335,893 | 333,460 | 333,345 |
Tenants’ sales (3 months cumulative in current currency) | 34,205 | 16,913 | 28,263 | 29,804 | 8,105 |
Occupancy | 89.6% | 89.9% | 89.5% | 88.3% | 92.8% |
Our portfolio’s leasable area totaled 335,641 sqm of GLA (excluding certain spaces occupied by hypermarkets, which are not our tenants). Real tenants’ sales of our shopping malls reached ARS 34,205 million in the first quarter of fiscal year 2022, 322% higher than in IQ21 affected by the closure of operations and 10.7% below the first quarter of FY20, not affected by the pandemic. Portfolio’s occupancy reached 89.6%, mainly due to the exit of Falabella in Mendoza Plaza Shopping. Excluding the effect of the remaining vacancy from large stores, occupancy would have been 94.3%.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
Shopping Malls’ Financial Indicators
| | | | | |
Income from sales. rentals and services | 2,225 | 560 | 297.3% | 3,179 | (30.0)% |
Net result from fair value adjustment on investment properties | (3,698) | 1,796 | (305.9)% | 916 | (503.7)% |
Result from operations | (2,241) | 1,513 | (248.1)% | 3,174 | (170.6)% |
Depreciation and amortization | 49 | 64 | (23.4)% | 57 | (14.0)% |
EBITDA (1) | (2,192) | 1,577 | (239.0)% | 3,231 | (167.8)% |
Adjusted EBITDA (1) | 1,506 | (219) | - | 2,315 | (34.9)% |
NOI (2) | 2,225 | 560 | 297.3% | 2,748 | (34.8)% |
(1)
See Point XIV: EBITDA Reconciliation
(2)
See Point XV: NOI Reconciliation
Income from this segment increased by 297.3% during the first quarter of fiscal year 2022 when compared with the same period of previous fiscal year, mainly explained by the closure of operations due to COVID-19 from March 20 to October 14, 2020. As of the date of presentation of the financial statements, all the Group's shopping malls are operational.
Adjusted EBITDA for the first quarter of fiscal year 2022 reached ARS 1,506 million, 34.9% below that the first quarter of 2020, not affected by the pandemic.
Operating data of our Shopping Malls
| Date of acquisition | Location | | | | |
Alto Palermo | Dec-97 | City of Buenos Aires | 20,071 | 133 | 99.7% | 100% |
Abasto Shopping (4) | Nov-99 | City of Buenos Aires | 36,797 | 159 | 95.8% | 100% |
Alto Avellaneda | Dec-97 | Province of Buenos Aires | 40,286 | 125 | 68.2% | 100% |
Alcorta Shopping | Jun-97 | City of Buenos Aires | 15,812 | 112 | 99.4% | 100% |
Patio Bullrich | Oct-98 | City of Buenos Aires | 11,396 | 89 | 87.4% | 100% |
Dot Baires Shopping | May-09 | City of Buenos Aires | 47,366 | 164 | 83.1% | 80% |
Soleil | Jul-10 | Province of Buenos Aires | 15,925 | 78 | 93.5% | 100% |
Distrito Arcos | Dec-14 | City of Buenos Aires | 14,335 | 65 | 100.0% | 90.0% |
Alto Noa Shopping | Mar-95 | Salta | 19,388 | 84 | 97.5% | 100% |
Alto Rosario Shopping | Nov-04 | Santa Fe | 33,731 | 138 | 94.8% | 100% |
Mendoza Plaza Shopping | Dec-94 | Mendoza | 42,947 | 131 | 85.7% | 100% |
Córdoba Shopping | Dec-06 | Córdoba | 15,360 | 105 | 97.6% | 100% |
La Ribera Shopping | Aug-11 | Santa Fe | 10,530 | 70 | 97.3% | 50% |
Alto Comahue | Mar-15 | Neuquén | 11,697 | 94 | 92.2% | 99.95% |
Patio Olmos (5) | Sep-07 | Córdoba | | - | | |
Total | | | 335,641 | 1,547 | 89.6% | |
(1) Corresponds to gross leasable area in each property. Excludes common areas and parking spaces.
(2) Calculated dividing occupied square meters by leasable area as of the last day of the fiscal period.
(3) Group’s effective interest in each of its business units.
(4) Excludes Museo de los Niños (3,732 square meters in Abasto).
(5) IRSA PC owns the historic building of the Patio Olmos shopping mall in the Province of Córdoba, operated by a third party.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
Tenant Retail Sales in real terms as of September 30, 2021, compared to the same quarter of fiscal years 2021 and 2020(1)
(in ARS million) | | | | | |
Alto Palermo | 4,033 | 199 | 1,926.6% | 4,752 | (15.1)% |
Abasto Shopping | 3,998 | 147 | 2,619.7% | 4,926 | (18.8)% |
Alto Avellaneda | 2,983 | 144 | 1,971.5% | 4,314 | (30.9)% |
Alcorta Shopping | 3,016 | 27 | 11,070.4% | 2,693 | 12.0% |
Patio Bullrich | 1,450 | 263 | 451.3% | 1,819 | (20.3)% |
Dot Baires Shopping | 2,609 | 130 | 1,906.9% | 3,644 | (28.4)% |
Soleil | 2,222 | 288 | 671.5% | 2,099 | 5.9% |
Distrito Arcos | 2,595 | 783 | 231.4% | 2,274 | 14.1% |
Alto Noa Shopping | 1,677 | 1,023 | 63.9% | 1,674 | 0.2% |
Alto Rosario Shopping | 4,218 | 1,927 | 118.9% | 3,826 | 10.2% |
Mendoza Plaza Shopping | 2,417 | 1,921 | 25.8% | 3,006 | (19.6)% |
Córdoba Shopping | 1,380 | 793 | 74.0% | 1,177 | 17.2% |
La Ribera Shopping(2) | 591 | 222 | 166.2% | 872 | (32.2)% |
Alto Comahue | 1,016 | 238 | 326.9% | 1,218 | (16.6)% |
Total sales | 34,205 | 8,105 | 322.0% | 38,294 | (10.7)% |
(1) Through our joint venture Nuevo Puerto Santa Fe S.A.
(2) Includes sales from stands and excludes spaces used for special exhibitions.
Cumulative tenants’ sales per type of business in real terms compared to the same quarter of fiscal years 2021 and 2020(1)
(in ARS million) | | | | | |
Department Store | - | 580 | (100.0)% | 2,025 | (100.0)% |
Clothes and footwear | 20,326 | 4,023 | 405.2% | 20,698 | (1.8)% |
Entertainment | 755 | - | - | 1,597 | (52.7)% |
Home and decoration | 987 | 243 | 306.2% | 752 | 31.3% |
Home Appliances | 3,264 | 663 | 392.3% | 4,674 | (30.2)% |
Restaurants | 5,133 | 1,410 | 264.0% | 4,788 | 7.2% |
Miscellaneous | 576 | 113 | 409.7% | 451 | 27.7% |
Services | 3,164 | 1,073 | 194.9% | 3,309 | (4.4)% |
Total | 34,205 | 8,105 | 322.0% | 38,294 | (10.7)% |
(1)
Includes sales from stands and excludes spaces used for special exhibitions.
Revenues from cumulative leases as of September 30, 2021, compared to the same quarter of fiscal years 2021 and 2020
(in ARS million) | | | | | |
Base rent (1) | 715 | 99 | 622.2% | 1,594 | (55.1)% |
Contingent rent (1) | 1,107 | 96 | 1,053.1% | 761 | 45.5% |
Total rent | 1,822 | 195 | 834.1% | 2,355 | (22.6)% |
Revenues from non-traditional advertising | 44 | 50 | (12.0)% | 85 | (48.2)% |
Admission rights | 198 | 223 | (11.2)% | 401 | (50.6)% |
Fees | 35 | 38 | (7.9)% | 44 | (20.5)% |
Parking fees | 62 | 5 | 1,140.0% | 186 | (66.7)% |
Commissions | 54 | 44 | 22.7% | 85 | (36.5)% |
Others | 10 | 5 | 100.0% | 23 | (56.5)% |
Subtotal(2) | 2,225 | 560 | 297.3% | 3,179 | (30.0)% |
Expenses and Collective Promotion Funds | 963 | 540 | 78.3% | 1,287 | (25.2)% |
Total | 3,188 | 1,100 | 189.8% | 4,466 | (28.6)% |
(1)
Includes Revenues from stands for ARS 107.3 million cumulative as of September 2021
(2)
Includes ARS 2.7 million from Patio Olmos.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
III. Offices
According to Cushman & Wakefield, the quarter closed with a stable vacancy of 14.3%, in the Buenos Aires City premium market, due to the gradual occupation of workspaces thanks to advances in vaccination and end of the winter period, while prices show a decline averaging USD 25.1 / sqm.
Offices’ Operating Indicators
| | | | | |
Gross Leasable area | 113,451 | 113,291 | 114,475 | 114,475 | 93,144 |
Total Occupancy | 72.4% | 74.7% | 76.3% | 75.6% | 83.7% |
Class A+ & A Occupancy | 78.9% | 80.1% | 81.2% | 79.5% | 91.6% |
Class B Occupancy | 41.1% | 48.5% | 52.4% | 56.7% | 53.6% |
Rent USD/sqm | 25.1 | 25.7 | 25.4 | 25.7 | 26.0 |
The gross leasable area during the first quarter of fiscal year 2022 was 113,451 sqm, in line with the previous quarter.Portfolio average A+ & A reached 78.9%, and average rental price reached USD 25.1 per sqm.
(in ARS million) | | | | | |
Income from sales, rentals, and services | 705 | 811 | (13.1)% | 1,047 | (32.7)% |
Net result from fair value adjustment of investment properties. | (1,586) | 19,209 | (108.3)% | 10,087 | (115.7)% |
Result from operations | (1,041) | 19,773 | (105.3)% | 10,969 | (109.5)% |
Depreciation and amortization | 13 | 19 | (31.6)% | 10 | 30.0% |
EBITDA(1) | (1,028) | 19,792 | (105.2)% | 10,979 | (109.4)% |
Adjusted EBITDA (1) | 558 | 583 | (4.3)% | 892 | (37.4)% |
NOI(2) | 625 | 713 | (12.3)% | 971 | (35.6)% |
(1)
See Point XIV: EBITDA Reconciliation
(2)
See Point XV: NOI Reconciliation
During the first quarter of fiscal year 2022, revenues from the offices segment decreased by 13.1% and Adjusted EBITDA decreased 4.3% compared to the previous fiscal year, mainly explained by the lower occupancy and sale of part of the portfolio, although compensated by the incorporation of “261 Della Paolera”. Adjusted EBITDA margin was 79.1%, 7.3 bps higher than the previous year.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
Below is information on our office segment and other rental properties:
Offices & Others | Date of Acquisition | Gross Leasable Area (sqm)(1) | | IRSA PC’s Actual Interest | 3M 22 - Rental revenues (ARS thousand) (6) |
AAA & A Offices | | | | | |
Republica Building | Dec-14 | 19,885 | 60.9% | 100% | 94,443 |
Boston Tower (6) | Dec-14 | | | | 311 |
Intercontinental Plaza (3) | Dec-14 | 2,979 | 100.0% | 100% | 56,813 |
Dot Building | Nov-06 | 11,242 | 84.9% | 80% | 63,353 |
Zetta | May-19 | 32,173 | 81.1% | 80% | 206,243 |
261 Della Paolera – Catalinas (5) | Dec-20 | 27,690 | 84.6% | 100% | 241,202 |
Total AAA & A Offices | | 93,969 | 78.9% | | 662,365 |
| | | | |
B Offices | | | | | |
Suipacha 652/64 | Dec-14 | 11,465 | 17.3% | 100% | 12,713 |
Philips | Jun-17 | 8,017 | 75.1% | 100% | 32,953 |
Total B Buildings | | 19,482 | 41.1% | 100% | 45,666 |
Subtotal Offices | | 113,451 | 72.4% | | 708,031 |
| | | | |
Other rental properties (4) | | | | | 3,002 |
Total Offices and Others | | | | | 705,029 |
(1) Corresponds to the total gross leasable area of each property as of September 30, 2021. Excludes common areas and parking spaces.
(2) Calculated by dividing occupied square meters by gross leasable area as of September 30, 2021.
(3) We own 13.2% of the building that has 22,535 square meters of gross leasable area.
(4) Includes all those properties that are not buildings intended for rent, but that are partially or fully rented (Philips Deposit, Anchorena 665 and San Martin Plot).
(5) Includes 824 square meters of gross leasable area of the basement.
(6) Corresponds to accumulated income for the period.
IV. Sales & Developments and Others
The segment “Others” includes We are Appa S.A. activities as well as the Fair, Convention Center and Entertainment activities through our investments in La Rural S.A. and La Arena S.A.
| | |
| 3M 22 | 3M 21 | | 3M 22 | 3M 21 | |
Revenues | - | 3 | (100.0)% | 9 | 3 | 200.0% |
Net result from fair value adjustment on investment properties. | (517) | 5,045 | (110.2)% | 8 | 27 | (70.4)% |
Realized Result from fair value adjustments of investment properties | 18 | 8,163 | (99.8)% | - | - | 100.0% |
Result from operations | (572) | 4,529 | (112.6)% | (102) | -36 | 183.3% |
Depreciation and amortization | 2 | 5 | (60.0)% | 18 | 19 | (5.3)% |
EBITDA(1) | (570) | 4,534 | (112.6)% | (84) | -17 | 394.1% |
Adjusted EBITDA(1) | (35) | 7,652 | (100.5)% | (92) | -44 | 109.1% |
NOI(2) | - | 3 | (100.0)% | 9 | 3 | 200.0% |
(1)
See Point XIV: EBITDA Reconciliation
(2)
See Point XV: NOI Reconciliation
Revenues from “Sales and Developments” segment decreased by 100% in real terms during the first quarter of fiscal year 2022 compared to previous fiscal year. Revenues from the "Others" segment increased by 200% mainly explained by the closure of the activities of La Rural, La Arena and the Convention Centers in the context of the pandemic during the compared quarter.
Adjusted EBITDA of Sales and Developments was negative ARS 35 million during the first quarter of fiscal year 2022 mainly explained by negative results due to changes in the fair value of investment properties, while adjusted EBITDA for Others segment was negative ARS 92 million.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
V. CAPEX
Alto Palermo Expansion
We keep working on the expansion of Alto Palermo shopping mall, the shopping mall with the highest sales per square meter in our portfolio, that will add a gross leasable area of approximately 3,900 square meters and will consist in moving the food court to a third level by using the area of an adjacent building acquired in 2015. Work progress as of September 30, 2021, was 95.7% and construction works are expected to be finished by January 2022.
VI. Reconciliation with Consolidated Income Statement
Below is an explanation of the reconciliation of the Group’s total income by segment with its consolidated Income Statement. The difference lies in the presence of joint ventures included in the Income Statement per segment but not in the Income Statement.
For the three-month period ended September 30, 2021
Item (stated in ARS million) | | Expenses and Collective Promotion Funds | Adjustment for share of profit / (loss) of joint ventures (1) | |
Revenues | 2,939 | 963 | (24) | 3,878 |
Costs | (423) | (998) | 15 | (1,406) |
Gross profit | 2,516 | (35) | (9) | 2,472 |
Net result from fair value adjustments of investment property | (5,793) | - | 114 | (5,679) |
General and administrative expenses | (450) | - | 1 | (449) |
Selling expenses | (262) | - | (1) | (263) |
Other operating results, net | 33 | 17 | 1 | 51 |
Result from operations | (3,956) | (18) | 106 | (3,868) |
(1) Includes operating results from La Ribera Shopping and San Martín Plot (ex Nobleza Picardo) (50%).
VII. Consolidated Financial Debt
Below is a detail of IRSA Propiedades Comerciales S.A.’s debt as of September 30, 2021
Description | Currency | | | Maturity |
Bank loans and overdrafts | ARS | 51.7 | - | < 360 days |
PAMSA loan | USD | 16.2 | | Feb-23 |
IRSA PC Notes Series II | USD | 358.5 | 8.75% | Mar-23 |
IRSA PC’s Total Debt | USD | 426.4 | | |
Cash & Cash Equivalents + Investments (2) | USD | 126.0 | | |
Intercompany Credit | ARS | 41.4 | | |
IRSA PC’s Net Debt | USD | 259.0 | | |
(1)
Principal amount at an exchange rate of ARS/USD 98.74 without considering accrued interest or eliminations of balances with subsidiaries.
(2)
Includes Cash and cash equivalents and Investments in Current Financial Assets (includes related companies notes holding)
VIII. Dividends
Pursuant to Argentine law, the distribution and payment of dividends to shareholders is only valid if they result from realized and net profits of the Group pursuant to annual financial statements approved by the shareholders. The approval, amount and payment of dividends are subject to the approval by our shareholders at our annual ordinary shareholders’ meeting. The approval of dividends requires the affirmative vote of a majority of the shares entitled to vote at the meeting.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
Pursuant to Argentine law and our by-laws, net and realized profits for each fiscal year are allocated as follows:
●
5% of such net profits are allocated to our legal reserve, until such reserve amounts to 20% of our capital stock;
●
a certain amount determined at a shareholders’ meeting is allocated to the compensation of our directors and the members of our Supervisory Committee; and
●
additional amounts are allocated to the payment of dividends, optional reserve, or to set up reserves for any other purpose as determined by our shareholders.
The following table illustrates the ratio between the amounts paid as dividends and the total amount paid as dividends on each fully paid-in share for the fiscal years mentioned.
| Dividend paid stated in terms of the measuring unit current as of September 30, 2021 | Dividend per share paid stated in terms of the measuring unit current as of September 30, 2021 | Dividend paid stated in terms of the measuring unit current as of the date of each corresponding shareholders’ meeting | Dividend per share paid stated in terms of the measuring unit current as of the date of each corresponding shareholders’ meeting |
| | | | |
2018 | 3,011,046 | 23.8945 | 680,000 | 5.3962 |
2019 | 1,653,818 | 13.1241 | 545,000 | 4.3249 |
2020 | 1,199,910 | 9.5221 | 595,000 | 4.7217 |
2021 | 14,253,211 | 113.1081 | 9,700,000 | 76.9755 |
IX. Material and Subsequent Events
July 2021: Capitalization and Change in Nominal Value
The Comisión Nacional de Valores (the Argentine National Securities Commission) and Buenos Aires Stock Exchange approved what has been decided in the Company’s Shareholders meeting held on October 26, 2020:
1 - the capitalization of Inflation Adjustment of Share Capital, Share Premium and Other Reserves recorded in the Financial Statements corresponding to the fiscal year ended on June 30, 2020
2 - the change in the nominal value of the capital stock shares with a nominal value of ARS 1 and one vote per share to a nominal value of ARS 100 each and one vote per share, and
3 - the distribution of 53,996,987,920 issued shares representing 42,849.97% of the share capital.
From July 20, 2021, the shares distribution and the change in nominal value will be made simultaneously and the entry of the change of 126,014,050 book-entry common shares, with a nominal value of ARS 1 each and one vote per share, for 541,230,019 book-entry common shares with a nominal value of ARS 100 each and one vote per share, will be made in the Scriptural Registry of Caja de Valores S.A. From the indicated date, the new shares to be distributed due to the capitalization will have economic rights under equal conditions with those that are currently in circulation.
IRSA PC’s share capital after de indicated operations will amount to ARS 54,123,001,900 represented by 541,230,019 book-entry common shares with a nominal value of ARS 100 each and one vote per share.
Likewise, the Buenos Aires Stock Exchange has been requested to change the modality of the negotiation of the shares representing the share capital, that is, that the negotiation price is registered per share instead of being negotiated by Argentinean peso (ARS) of nominal value, given that the change in nominal value, and the issuance of shares resulting from the capitalization, would produce a substantial downward effect on the share price.
It should be mentioned that this capitalization and change in the nominal value of the shares do not modify the economic values of the holdings or the percentage of participation on the share capital.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
September 2021: Merger Proposal
On September 30, 2021, IRSA & IRSA Propiedades Comerciales Boards of Directors approved the prior merger agreement between both companies and the corresponding special financial statements as of June 30, 2021, initiating the corporate reorganization process under the terms of art. 82 et seq. of the General Law of Companies. The merger process has particular characteristics given that they are two companies included in the public offering regime, reason why, not only apply the current provisions of the General Law of Companies but also the procedures established regarding reorganization of companies of the Regulations of the “Comisión Nacional de Valores” (National Securities Commission) and the markets, both national and foreign, where their shares are listed.
The Merger is carried out in order to streamline the technical, administrative, operational and economic resources of both Companies, standing out among others: (a) the operation and maintenance of a single transactional information system and centralization of the entire accounting registration process; (b) presentation of a single financial statement to the different control agencies with the consequent cost savings in accounting and advisory fees, tariffs and other related expenses; (c) simplification of the accounting information reporting and consolidation process, as a consequence of the reduction that the merger would imply for the corporate structure as a whole; (d) removal of the IRSA PC public offering listing on BYMA and NASDAQ with the associated costs that this represents; (e) cost reduction for legal fees and tax filings; (f) increase in the percentage of the capital stock that is listed in the different markets, increasing the liquidity of the listed shares; (g) tax efficiencies and (h) preventively avoid the potential overlap of activities between the Companies.
The merger is subject to the approval of the shareholders' meeting of both companies whose call will be made once they have the administrative approval of the United States Securities and Exchange Commission, an entity to which they are subject since both companies list their shares in markets that operate in said jurisdiction.
Once the merger by absorption between IRSA as the absorbing company and IRSA PC as the absorbed company has been approved, the effective date will be July 1, 2021, date from which the transfer to the absorbing company of all the assets of the absorbed company will take effect, thereby incorporating all its rights and obligations, assets and liabilities into the equity of the absorbing company, all subject to the required corporate approvals.
Likewise, and within the framework of the reorganization process, the Board of Directors has approved the exchange ratio, which has been established at 1.40 IRSA shares for each IRSA PC share, which is equivalent to 0.56 IRSA GDS for each ADS of IRSA PC.
The exchange of IRSA PC shares for IRSA shares will be carried out once the entire administrative process has been completed and once the registration has been made in the “Inspección General de Justicia” (General Inspection of Justice), a process that may take several months.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
October 2021: General Ordinary Shareholders’ Meeting
On October 21, 2021, our General Ordinary Shareholders’ Meeting was held. The following matters. inter alia, were resolved by majority of votes:
●
Allocation of the unallocated positive results for the sum of ARS 1,526,515,266 which, adjusted by inflation, amounts to the sum of ARS 1,668,218,014 in order to absorb the negative result of the Fiscal Year;
●
To fully write off the special reserve in the amount of ARS 9,815,663,641 which, adjusted for inflation, amounts to the sum of ARS 10,726,828,139, and use it for the partial absorption of the result for the fiscal year, and,
●
Allocation of the remaining loss of the fiscal year for the sum of ARS 10,592,781,323 which, adjusted by inflation, amounts to the sum of ARS 11,576,083,790 to the Non-Allocated Income account.
●
Designation of board members.
●
Compensations to the Board of Directors for the fiscal year ended June 30, 2021.
November 2021: “261 Della Paolera” floors sale
After the end of the period, on November 2, 2021, the Company sold and transferred three medium-height floors of the tower “261 Della Paolera” located in the Catalinas district of Autonomous City of Buenos Aires for a total area of approximately 3,582 sqm and 36 parking spaces located in the building.
The transaction price was set at approximately ARS 3,197 million, equivalents to USD 32.0 million (USD/sqm 8,950), which had already been paid.
After this transaction, IRSA PC retains its rights for 20 floors of the building with an approximate leasable area of 24,000 sqm, in addition to parking spaces and other complementary spaces.
The financial result of this operation will be recognized in the Company's Financial Statements for the second quarter of FY 2022.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
X. Summary Comparative Consolidated Balance Sheet
(in ARS million) | 09.30.2021 | 09.30.2020 | 09.30.2019 |
Non-current assets | 163,585 | 231,209 | 168,553 |
| 23,173 | 22,561 | 38,047 |
| 186,758 | 253,770 | 206,600 |
Equity attributable to the holders of the parent | 77,482 | 136,084 | 94,344 |
| 5,972 | 8,140 | 5,646 |
Total shareholders’ equity | 83,454 | 144,224 | 99,990 |
Non-current liabilities | 91,022 | 92,498 | 80,778 |
| 12,282 | 17,048 | 25,832 |
| 103,304 | 109,546 | 106,610 |
Total liabilities and shareholders’ equity | 186,758 | 253,770 | 206,600 |
XI. Summary Comparative Consolidated Income Statement
(in ARS million) | 09.30.2021 | 09.30.2020 | 09.30.2019 |
| (3,868) | 24,480 | 16,046 |
Share of profit of associates and joint ventures | (102) | 904 | 752 |
Result from operations before financing and taxation | (3,970) | 25,384 | 16,798 |
Financial income | 87 | 644 | 111 |
Financial cost | (1,481) | (1,720) | (1,468) |
Other financial results | 2,004 | 1,988 | (9,747) |
| 515 | 414 | 15 |
| 1,125 | 1,326 | (11,089) |
| (2,845) | 26,710 | 5,709 |
| 1,044 | (6,435) | (999) |
| (1,801) | 20,275 | 4,710 |
| | | |
Attributable to: | | | |
Equity holders of the parent | (1,709) | 18,828 | 4,175 |
| (92) | 1,447 | 535 |
XII. Summary Comparative Consolidated Cash Flow
(in ARS million) | 09.30.2021 | 09.30.2020 | 09.30.2019 |
Net cash generated from/ (used in) operating activities | 1,615 | (5,872) | 3,094 |
Net cash generated from/ (used in) investing activities | 1,548 | 13,914 | (3,580) |
Net cash generated used in financing activities | (2,749) | (11,671) | (567) |
Net increase/ (decrease) in cash and cash equivalents | 414 | (3,629) | (1,054) |
Cash and cash equivalents at beginning of year | 867 | 7,595 | 9,851 |
Financial Results from cash and cash equivalents | 44 | 50 | 691 |
| (337) | (11) | (30) |
Cash and cash equivalents at period-end | 988 | 4,005 | 9,458 |
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
(in ARS million) | 09.30.2021 | | 09.30.2020 | | 09.30.2019 | |
Liquidity | | | | | | |
CURRENT ASSETS | 23,173 | 1.89 | 22,561 | 1.32 | 38,047 | 1.47 |
CURRENT LIABILITIES | 12,282 | | 17,048 | | 25,832 | |
Indebtedness | | | | | | |
TOTAL LIABILITIES | 103,304 | 1.33 | 109,546 | 0.80 | 106,610 | 1.13 |
SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT | 77,482 | | 136,084 | | 94,344 | |
Solvency | | | | | | |
SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT | 77,482 | 0.75 | 136,084 | 1.24 | 94,344 | 0.88 |
TOTAL LIABILITIES | 103,304 | | 109,546 | | 106,610 | |
Capital Assets | | | | | | |
NON-CURRENT ASSETS | 163,585 | 0.88 | 231,209 | 0.91 | 168,553 | 0.82 |
TOTAL ASSETS | 186,758 | | 253,770 | | 206,600 | |
XIV.
EBITDA Reconciliation
In this summary report we present EBITDA and Adjusted EBITDA. We define EBITDA as profit for the period, excluding: i) Interest income; ii) interest expense; iii) income tax expense; and iv) depreciation and amortization. We define Adjusted EBITDA as EBITDA minus Total financial results, nets, excluding net financial interests, less share of loss/profit in associates and joint ventures, and excluding unrealized result from fair value adjustments of investment properties.
EBITDA and Adjusted EBITDA are non-IFRS financial measures that do not have standardized meanings prescribed by IFRS. We present EBITDA and adjusted EBITDA because we believe they provide investors supplemental measures of our financial performance that may facilitate period-to-period comparisons on a consistent basis. Our management also uses EBITDA and Adjusted EBITDA from time to time, among other measures, for internal planning and performance measurement purposes. EBITDA and Adjusted EBITDA should not be construed as an alternative to profit from operations, as an indicator of operating performance or as an alternative to cash flow provided by operating activities, in each case, as determined in accordance with IFRS. EBITDA and Adjusted EBITDA, as calculated by us, may not be comparable to similarly titled measures reported by other companies. The table below presents a reconciliation of profit for the relevant period to EBITDA and Adjusted EBITDA for the periods indicated:
|
| | | |
Result for the period | (1,801) | 20,275 | 4,710 |
Interest income | (87) | (644) | (112) |
Interest expense | 1,369 | 1,507 | 1,351 |
Income tax expense | (1,044) | 6,435 | 999 |
Depreciation and amortization | 81 | 108 | 108 |
| (1,482) | 27,681 | 7,056 |
Unrealized result from fair value adjustments of investment properties | 5,697 | (16,638) | (13,087) |
Share of loss/ (profit) of associates and joint ventures | 102 | (904) | (752) |
Foreign exchange, net | (2,137) | 139 | 9,568 |
Result from derivative financial instruments | (3) | 274 | (342) |
Fair value (gain)/ loss of financial assets and liabilities at fair value through profit or loss | 135 | (2,370) | 531 |
Other financial costs | 112 | 213 | 117 |
Repurchase of non-convertible notes | 1 | (31) | (9) |
| (515) | (414) | (15) |
| 1,910 | 7,950 | 3,067 |
Adjusted EBITDA Margin(1) | 66.5% | 582.4% | 110.2% |
(1) Adjusted EBITDA margin is calculated as Adjusted EBITDA, divided by income from sales, rentals and services.
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
In addition, we present in this summary report Net Operating Income or “NOI”. We define NOI as gross profit from operations, less Selling expenses, plus realized result from fair value adjustments of investment properties, plus Depreciation and amortization.
NOI is a non-IFRS financial measure that does not have a standardized meaning prescribed by IFRS. We present NOI because we believe it provides investors a supplemental measure of our financial performance that may facilitate period-to-period comparisons ona consistent basis. Our management also uses NOI from time to time, among other measures, for internal planning and performance measurement purposes. NOI should not be construed as an alternative to profit from operations, as an indicator of operating performance or as an alternative to cash flow provided by operating activities, in each case, as determined in accordance with IFRS. NOI, as calculated by us, may not be comparable to similarly titled measures reported by other companies. The table below presents a reconciliation of profit from operations to NOI for the periods indicated:
|
| | | |
Gross profit | 2,472 | 985 | 3,812 |
Selling expenses | (263) | (614) | (252) |
Depreciation and amortization | 81 | 108 | 108 |
Realized result from fair value of investment properties | 18 | 8,163 | - |
| 2,308 | 8,642 | 3,668 |
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
We also present in this summary report Adjusted Funds From Operations attributable to the controlling interest (or “Adjusted FFO”), which we define as Total profit for the year or period plus depreciation and amortization of property, plant and equipment, intangible assets and amortization of initial costs of leases minus total net financial results excluding net financial interests, minus unrealized result from fair value adjustments of investment properties minus inflation adjustment plus deferred tax, and less non-controlling interest net of the result for fair value, less the result of participation in associates and joint ventures.
Adjusted FFO is a non-IFRS financial measure that does not have a standardized meaning prescribed by IFRS. Adjusted FFO is not equivalent to our profit for the period as determined under IFRS. Our definition of Adjusted FFO is not consistent and does not comply with the standards established by the White Paper on funds from operations (FFO) approved by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”), as revised in February 2004, or the “White Paper.”
We present Adjusted FFO because we believe it provides investors a supplemental measure of our financial performance that may facilitate period-to-period comparisons on a consistent basis. Our management also uses Adjusted FFO from time to time, among other measures, for internal planning and performance measurement purposes. Adjusted FFO should not be construed as an alternative to profit from operations, as an indicator of operating performance or as an alternative to cash flow provided by operating activities, in each case, as determined in accordance with IFRS. Adjusted FFO, as calculated by us, may not be comparable to similarly titled measures reported by other companies. The table below presents a reconciliation of profit from operations to Adjusted FFO for the periods indicated:
|
| | | |
Result for the period | (1,801) | 20,275 | 4,710 |
Unrealized Result from fair value adjustments of investment properties | 5,697 | (16,638) | (13,087) |
Depreciation and amortization | 81 | 108 | 108 |
Foreign exchange, net | (2,137) | 139 | 9,568 |
Loss from derivative financial instruments | (3) | 274 | (342) |
Fair value (gain)/ loss of financial assets and liabilities at fair value through profit or loss | 135 | (2,370) | 531 |
Other financial costs | 112 | 213 | 117 |
Deferred income tax | (2,466) | 6,433 | 996 |
Non-controlling interest | 92 | (1,447) | (535) |
Non-controlling interest related to PAMSA’s fair value | (27) | 1,379 | 614 |
Share of loss/ (profit) of associates and joint ventures | 102 | (904) | (752) |
Inflation adjustment | (515) | (414) | (15) |
Repurchase of non-convertible notes | 1 | (31) | - |
| (729) | 7,017 | 1,913 |
IRSA Propiedades Comerciales Sociedad Anónima
Summary as of September 30, 2021
XVII. Brief comment on prospects for the fiscal year
We are optimistic about the recovery of the shopping malls business during fiscal year 2022. Activity indicators, such as tenants’ sales and visiting public, evolve favorably and we continue working on occupying the area that was made available because of the pandemic. Likewise, we will continue to position the Group's Marketplace to complement physical in-store sales with online sales, offering our customers different purchase and delivery alternatives.
The office segment continues to evolve in line with new hybrid work trends. Although we have evidenced a slight reduction in rental values along with an increase in vacancies, our current portfolio, after a "flight to quality" process, brings together the differential characteristics to offer the services level required by the most demanding corporations. We will work during the fiscal year on the full occupancy of the building "261 Della Paolera", inaugurated in December 2020, as well as the rest of the vacant surface of the portfolio.
We will continue working in 2022 to reduce and make the structure costs more efficient and to consolidate the best real estate portfolio in Argentina.
In that framework, the Company's Board of Directors approved during the quarter a corporate reorganization process consisting of a merger by absorption within the framework of the Companies Law No. 19,550 and the Income Tax Law No. 20,628, in which IRSA would absorb the Company, which would be dissolved without being liquidated. The process is pending approval by the Shareholders' Meeting which will be carried out in the coming months.
The Group remains committed to preserve the health and well-being of its customers, employees, tenants, and the entire population, constantly re-evaluating its decisions in accordance with the evolution of events, the regulations that are issued and the guidelines of the competent authorities.
Alejandro G. Elsztain
Executive Vice-Chairman