SAINT CROIX HOLDING IMMOBILIER,
SOCIMI, S.A.
Financial Statements and Directors' Report for the
financial year 2023 together with the Audit Report
of Financial Statements emitted by an Independent
Auditor
This version of the financial statements is a free translation of the
original, which was prepared in Spanish. All possible care has been
taken to ensure that the translation is an accurate representation of
the original. However, in all matters of interpretation of
information, views or opinions, the original language version of the
financial statements takes precedence over this translation.
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A.
Financial Statements and Directors' Report for the financial year 2023
together with the Audit Report of Financial Statements emitted by an
Independent Auditor
AUDIT REPORT ON THE FINANCIAL STATEMENTS ISSUED BY AN INDEPENDENT AUDITOR
FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR 2023:
- Balance Sheets at 31 December 2023 and 2022
- Profit and Loss Account for the financial years 2023 and 2022
- Statement of Changes in Equity for the financial years 2023 and 2022
- Cash Flow Statements for the financial years 2023 and 2022
- Annual report for the financial year 2023
DIRECTORS’ REPORT FOR THE FINANCIAL YEAR 2023
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A.
Audit Report of Financial Statements emitted by an Independent
Auditor
Tel: +34 91 436 41 90
Fax: +34 91 436 41 91/92
www.bdo.es
Génova 27
28004 Madrid
España
BDO Auditores, S.L.P., sociedad limitada española, inscrita en el Registro Oficial de Auditores de Cuentas nº S1.273, es miembro de BDO International
Limited, una compañía limitada por garantía del Reino Unido y forma parte de la red internacional BDO de empresas independientes asociadas.
Registro Mercantil de Barcelona, Tomo 47.820, Sección 8ª Folio 201, Hoja nº B-563.253 (Inscripción 124) CIF: B-82387572
Audit report on the financial statements issued by an independent auditor
Translation of a report originally issued in Spanish based on our work performed in accordance
with generally accepted auditing standards in Spain. In the event of a discrepancy, the Spanish-
language version prevails
To the Shareholders of Saint Croix Holding Immobilier, SOCIMI, S.A.:
Report on the financial statements
Opinion
We have audited the financial statements of Saint Croix Holding Immobilier, SOCIMI, S.A.
(the Company), which comprise the balance sheet at 31 December 2023, the profit and
loss account, the statement of changes in equity, the statement of cash flows and the
report for the financial year ended on that date.
In our opinion, the accompanying financial statements give, in all material respects, a true
and fair view of the Company's equity and financial position as at 31 December 2023, as
well as its results and cash flows for the financial year ending on said date, in accordance
with the application of the regulatory framework of financial information (identified in
note 3 of the report) and, in particular, with the accounting principles and criteria
contained therein.
Basis for opinion
We have performed our audit in accordance with the current regulations governing the
auditing of accounts in Spain. Our responsibilities in accordance with these regulations are
described later in the section Auditor's Responsibilities relating to the audit of the
financial statements of our report.
We are independent of the Company in accordance with the ethical requirements,
including those of independence, which are applicable to our audit of the financial
statements in Spain as required by the regulations governing the activity of auditing
accounts. Accordingly, we have not provided services other than those of the audit of
accounts nor have concurred situations or circumstances that, in accordance with the
provisions of the aforementioned governing regulations, have compromised the necessary
independence.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our audit opinion.
Key audit matters
The key audit matters are matters that, in our professional judgment, were of most
significance in our audit of the financial statements of the current period. Our audit
procedures relating to these matters were designed in the context of our audit of the
financial statements as a whole, and in the formation of our opinion on these and we do
not express a separate opinion on those matters.
2
BDO Auditores S.L.P. es una sociedad limitada española independiente, miembro de BDO lnternational Limited, una compañía limitada por garantía del
Reino Unido y forma parte de la red internacional BDO de empresas independientes asociadas. BDO es la marca comercial utilizada por toda la red BDO y
para todas sus firmas miembro.
Key Audit matters
Audit response
Valuation of property investments at
financial year-end
The heading "Property Investments" in
the attached balance sheet includes
the net values at 31 December 2023
of the land and buildings owned by
the Company in accordance with the
detail shown in note 7 of the annual
report.
Notes 5.2 and 5.3 of the report
describe the valuation criteria for
these assets at financial year-end.
For the application of these criteria,
the Company's management has
relied on valuations performed by an
independent expert, which include
elements of judgment presenting
varying degrees of subjectivity.
The analysis of the reasonableness of
the recoverable value of these assets
as at 31 December 2023 has been
considered the key audit matter.
We have performed, amongst others, the
following audit procedures:
- Understanding and analysis of the
policies and procedures followed by the
Company's management for the valuation
of property investments at financial year-
end.
- Obtaining the valuation report prepared
by the independent expert as of the
fiscal year-end date. Based on this
report, an analysis of the reasonableness
of the calculations performed by the
Company's management for determining
the recoverable amounts of the property
investments as of December 31, 2023.
- Evaluation of the competence and
independence of the external valuator,
as well as the reasonableness of the
valuation methodologies and the
assumptions used, involving valuation
experts in the engagement team to help
with said analysis.
- Evaluation of the suitability and
adequacy of the information included by
the Company's management in the annual
report in relation to the valuation of
these assets.
Other information: Management report
The other information comprises exclusively the management report for financial year
2023, the formulation of which is the responsibility of the Company’s management and
does not form an integral part of the financial statements.
3
BDO Auditores S.L.P. es una sociedad limitada española independiente, miembro de BDO lnternational Limited, una compañía limitada por garantía del
Reino Unido y forma parte de la red internacional BDO de empresas independientes asociadas. BDO es la marca comercial utilizada por toda la red BDO y
para todas sus firmas miembro.
Our audit opinion on the financial statements does not cover the management report. Our
responsibility regarding the management report, defined in the regulation governing
financial statement audit work, consists of:
a) Checking solely that certain information included in the Annual Corporate Governance
Report and Annual Report on Remuneration of Directors, referred to Audit Act, has
been provided in accordance with applicable regulations and, if not, report that fact.
b) Evaluate and report on concordance of the rest of the information included in the
management report and the financial statements, based on the knowledge of the
Company obtained during the audit of the aforementioned financial statements, as
well as evaluate and report on whether the content and presentation of the
management report are in accordance with applicable regulations. If, based on the
work we have performed, we conclude that material misstatements exist, we are
required to report that fact.
Based on the work performed, as described in the previous paragraph, we have verified
that the information contained in section a) above is provided in accordance with
applicable regulations and the rest of the information contained in the management report
agrees with that in the financial statements for financial year 2023 and its content and
presentation is in accordance with the applicable regulations.
The responsibility of the management and the audit committee in respect of the financial
statements
The management are responsible for formulating the accompanying financial statements,
so that they give a true image of the assets, the financial situation and the results of the
Company, in accordance with the regulatory framework on financial information
applicable to the Entity in Spain, and of the internal control that they consider necessary
to allow the preparation of the financial statements free of material misstatement, due to
fraud or error.
In the preparation of the financial statements, the management are responsible for
assessing the Company's ability to continue as a going concern, revealing, as appropriate,
the matters related with a company in operation and using the accounting principle of a
going concern except if the management intend to liquidate the Company or cease
operations, or if there is no other realistic alternative.
The audit committee is responsible for supervising the process of preparing and presenting
the financial statements.
The auditor’s responsibility for the audit of the financial statements
Our objectives are to obtain reasonable assurance that the financial statements as a whole
are free from material misstatement, due to fraud or error, and to issue an audit report
that contains our opinion.
4
BDO Auditores S.L.P. es una sociedad limitada española independiente, miembro de BDO lnternational Limited, una compañía limitada por garantía del
Reino Unido y forma parte de la red internacional BDO de empresas independientes asociadas. BDO es la marca comercial utilizada por toda la red BDO y
para todas sus firmas miembro.
Reasonable assurance is a high degree of assurance, but is not a guarantee that an audit
conducted in accordance with the regulations governing the audit activity in force in Spain
will always detect a material misstatement when it exists. Misstatements can arise from
fraud or error and are considered material if, individually or in aggregate, they could
reasonably be expected to influence the economic decisions of users taken on the basis of
these financial statements.
As part of an audit in accordance with the current regulations governing the account
auditing activity in Spain, we exercise professional judgment and maintain an attitude of
professional skepticism throughout the audit. Also:
We identify and assess the risks of material misstatement in the financial statements, due
to fraud or error, design and perform audit procedures to respond to those risks and obtain
audit evidence that is sufficient and appropriate to provide a basis for our opinion. The
risk of not detecting a material misstatement resulting from fraud is higher than one
resulting from error, as fraud may involve collusion, forgery, intentional omissions,
misrepresentations, or circumvention of internal control.
We obtain knowledge of the internal control relevant to the audit in order to design audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing an opinion on the effectiveness of the Entity’s internal control.
We evaluate the appropriateness of accounting policies used and the reasonableness of
accounting estimates and disclosures made by management.
We conclude whether the use, by management
2
, of the accounting principle of the
company as a going concern is adequate and, based on the audit evidence obtained, we
conclude on whether or not there is a material uncertainty related to events or
conditions that can generate significant doubts about the ability of the Company to
continue as a going concern. If we conclude that there is material uncertainty, we are
required to draw attention in our audit report to the corresponding information
disclosed in the financial statements or, if such disclosures are not adequate, we
express a modified opinion. Our conclusions are based on the audit evidence obtained
at the date of our audit report. However, future events or conditions may cause the
Company to cease to be a going concern.
We evaluate the overall presentation, structure and content of the financial
statements, including the disclosures and whether the financial statements represent
the underlying transactions and events in a manner that achieves fair presentation.
5
BDO Auditores S.L.P. es una sociedad limitada española independiente, miembro de BDO lnternational Limited, una compañía limitada por garantía del
Reino Unido y forma parte de la red internacional BDO de empresas independientes asociadas. BDO es la marca comercial utilizada por toda la red BDO y
para todas sus firmas miembro.
We are required to communicate with the Entity's audit committee regarding, amongst
other matters, the planned scope and timing of the audit and significant findings,
including any significant deficiencies in internal control that we identify during the course
of the audit.
We are also required to provide the Entity's audit committee with a statement that we
have complied with the relevant ethical requirements, including those of independence,
and to communicate with them all relationships and other matters that may reasonably be
thought to bear on our independence, and where applicable, related safeguards.
Amongst the matters that have been communicated to the Entity's audit committee, we
determine those that have been of the greatest significance in the audit of the financial
statements of the current period and that are, consequently, the key matters of the audit.
We describe those matters in our audit report unless legal or regulatory provisions prohibit
public disclosure of the matter.
Report on other legal and regulatory requirements
Additional report for the audit committee
The opinion expressed in this report is consistent with what was stated in our additional
report for the Company’s audit committee dated 6 March 2024.
Contract period
The Ordinary General Shareholders’ Meeting held on 27 April 2023 appointed us as auditors
for one-year period corresponding to the fiscal year ended December 31, 2023.
Prior to this, the Ordinary General Shareholders ‘Meeting held on June 30, 2020, appointed
us as auditors of the Company for a period of three years, and we have been continuously
performing the audit work since the fiscal year ended December 31, 2020."
BDO Auditores, S.L.P. (ROAC S1273) (ROAC - Official Registry of Account Auditors)
Francisco J. Giménez Soler (ROAC 21.667)
Partner
6 March 2024
0
SAINT CROIX HOLDING IMMOBILIER,
SOCIMI, S.A.
Financial Statements
for the year ended on
31 December 2023
and Management Report
1
Table of Contents
Annual Report ____________________________________________________________________________ 2
1. Company's activity _________________________________________________________________ 8
2. Applicable law ____________________________________________________________________ 10
3. Basis for presenting the financial statements __________________________________________ 12
4. Profit distribution __________________________________________________________________ 14
5. Accounting principles and accounting and measurement rules __________________________ 14
6. Property, plant and equipment ______________________________________________________ 21
7. Property investment _______________________________________________________________ 22
8. Operating leases __________________________________________________________________ 28
9. Other financial assets and investments in related companies ____________________________ 28
10. Trade and other accounts receivable ________________________________________________ 30
11. Cash and cash equivalents _________________________________________________________ 31
12. Information on the nature of financial instruments and their level of risk ___________________ 31
13. Total equity and shareholders' equity ________________________________________________ 32
14. Current and non-current liabilities ___________________________________________________ 36
15. Hedge instruments ________________________________________________________________ 37
16. Disclosure on supplier payment deferrals _____________________________________________ 38
17. Guarantees undertaken with third parties _____________________________________________ 39
18. Public administrations and tax situation _______________________________________________ 39
19. Income and expenses _____________________________________________________________ 44
20. Related-party transactions and balances ______________________________________________ 45
21. Remuneration for the Board of Directors and Senior Management ________________________ 47
22. Information on conflicts of interest among the Directors _________________________________ 48
23. Other information _________________________________________________________________ 48
24. Environmental information __________________________________________________________ 49
25. Segmented reporting ______________________________________________________________ 49
26. International Financial Reporting Standards ___________________________________________ 50
27. Subsequent disclosures ____________________________________________________________ 51
Annex 1. Reporting requirements as a REIT __________________________________________________ 52
Management Report _____________________________________________________________________ 56
1. Explanation of figures at 31 December 2023 __________________________________________ 57
2. Valuation of real estate assets _______________________________________________________ 61
3. Segmented reporting ______________________________________________________________ 62
4. Property Investment _______________________________________________________________ 63
5. Disclosure on supplier payment deferrals _____________________________________________ 64
6. Earnings per share ________________________________________________________________ 65
7. Acquisition of treasury shares _______________________________________________________ 65
8. Research and development activities ________________________________________________ 65
9. Main risks to the Company _________________________________________________________ 65
10. Outlook for 2024 __________________________________________________________________ 66
11. Information on conflicts of interest among the Directors _________________________________ 67
12. Subsequent disclosures ____________________________________________________________ 67
13. Annual Corporate Governance Report and Annual Report on Directors' Remuneration ______ 68
Directors' Responsibility Statement _________________________________________________________ 69
Diligence in Drawing Up the Financial Statements ____________________________________________ 70
2
Annual Report
2023
3
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A.
BALANCE SHEET AT 31 December 2023
(euros)
Notes
Financial year
Financial year
Notes
Financial year
Financial year
ASSETS
2023
2022
EQUITY AND LIABILITIES
2023
2022
NONCURRENT ASSETS
497,196,045
441,679,127
EQUITY
13
319,312,706
312,056,267
OWN FUNDS
Intangible fixed assets
-
35
Computer software
-
35
Capital
267,577,040
267,577,040
Property, plant and equipment
6
135,152
149,473
Authorised capital
267,577,040
267,577,040
Plant and other tangible fixed assets
135,152
149,473
Reserves
30,582,423
28,981,526
Property investment
7
494,268,775
438,508,778
Legal and statutory
11,453,626
10,028,140
Net property investments
494,268,775
438,508,778
Other reserves
19,128,797
18,953,386
Long-term financial investments
9
2,792,118
3,020,841
Profit (Loss) for the year
4
20,063,539
14,254,857
Derivatives
9 and 15
217,266
314,055
Adjustments for changes in value
15
217,266
314,055
Other financial assets
2,574,852
2,706,786
Hedging operations
217,266
314,055
Subsidies, donations and bequests
872,438
928,789
Subsidies, donations and bequests
872,438
928,789
NON-CURRENT LIABILITIES
137,021,593
108,699,071
Long-term provisions
894,396
-
Non-current payables
14
136,127,197
108,699,071
Bank borrowings
132,193,018
104,798,848
Other financial liabilities
3,934,179
3,900,223
CURRENT ASSETS
37,332,506
23,305,342
Trade and other accounts receivable
10
4,380,231
4,205,675
CURRENT LIABILITIES
78,194,252
44,229,131
Accounts receivable for sales and services
3,162,792
4,174,532
Current payables
14
55,009,850
35,514,865
Staff
864
944
Bank borrowings
54,481,696
35,026,383
Current tax assets
18.1
110,779
20,362
Other financial liabilities
528,154
488,482
Other credits with Public Administrations
18.2
1,105,796
9,837
Current payables with Group and associate companies
20.2
6,270,230
3,461,920
Short-term investments in Group and associate companies
20.2
10,000,000
-
Trade creditors and other accounts payable
16,914,172
5,252,346
Shortterm financial investments
9
18,198,820
17,274,446
Suppliers
14,122,506
2,776,442
Short-term equity instruments
17,590,326
16,478,110
Group suppliers
1,403
-
Other financial assets
608,494
796,336
Sundry creditors
2,173,090
2,072,210
Cash and cash equivalents
11
4,753,455
1,825,221
Other payables with Public Administrations
18.1
617,173
396,594
Cash and bank
4,753,455
1,825,221
Advance payments from customers
-
7,100
TOTAL ASSETS
534,528,551
464,984,469
TOTAL EQUITY AND LIABILITIES
534,528,551
464,984,469
Notes 1 to 27 to the attached financial statements attached hereto form an integral part of the balance sheet at 31 December 2023
4
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A.
PROFIT AND LOSS ACCOUNT FOR 2023
(euros)
Notes
Financial year
Financial year
2023
2022
CONTINUED OPERATIONS
Revenues
19.1
34,949,845
30,644,323
Rental of properties
34,949,845
30,644,323
Other operating income
19.1
28,615
63,007
Non-core and other current management income
28,615
63,007
Staff costs
19.2
-574,286
-486,103
Wages, salaries and similar outgoings
-427,118
-358,311
National insurance contributions
-147,168
-127,792
Other operating expenses
-7,378,005
-5,299,973
Charges for external services
19.3
-3,649,787
-3,010,801
Taxes and similar levies
19.3
-3,718,516
-2,289,343
Losses, impairment and changes in provisions for trade transactions
10
-9,701
171
Other current management expenses
-1
-
Fixed asset depreciation
6 and 7
-6,436,901
-5,986,123
Charging of non-financial fixed asset subsidies and others
13 and 19.1
56,351
56,351
Impairment and gain (loss) on fixed asset-write offs and disposals
7
2,355,101
-128,172
Impairment and losses
-108,609
-478,996
Gains (losses) on disposals and others
2,463,710
350,824
Other gains (losses)
4,585
-20,765
Exceptional income and expenses
4,585
-20,765
OPERATING PROFIT (LOSS)
23,005,305
18,842,545
Financial income
1,312,977
402,994
From transferable securities and other financial instruments
1,312,977
402,994
- In Group and associate companies
20.1
581,670
-
- In equity instruments
9
671,387
377,351
In third parties
59,920
25,643
Financial expenses
14
-5,298,569
-2,073,585
From Group and associate companies
20.1
-123,579
-159,405
From payables with third parties
-5,174,990
-1,914,180
Variation in the fair value of financial instruments
9
1,446,859
-2,917,097
Gains (losses) on the trading portfolio
1,446,859
-2,917,097
Impairment and gains/losses on disposals of financial instruments
9
985
-
Gains (losses) on disposals and others
985
-
FINANCIAL PROFIT (LOSS)
-2,537,748
-4,587,688
PROFIT (LOSS) BEFORE TAX
20,467,557
14,254,857
Income tax
18
-404,018
-
PROFIT (LOSS) FOR THE YEAR
4
20,063,539
14,254,857
Notes 1 to 27 to the financial statements attached hereto form an integral part of the profit and loss account for 2023.
5
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A.
STATEMENT OF CHANGES IN EQUITY FOR 2023
A) STATEMENTS OF RECOGNISED INCOME AND EXPENSE
(euros)
Notes
Financial year
Financial year
2023
2022
RESULT OF THE PROFIT AND LOSS ACCOUNT (I)
4
20,063,539
14,254,857
Income and expenses recognised directly in equity
- For cash flow hedges
13
-96,789
597,063
TOTAL INCOME AND EXPENSE RECOGNISED DIRECTLY IN EQUITY (II)
-96,789
597,063
Transfers to profit and loss account
- Subsidies, donations and bequests
13
-56,351
-56,351
- For cash flow hedges
13
-
-
TOTAL TRANSFERS TO PROFIT AND LOSS ACCOUNT (III)
-56,351
-56,351
TOTAL RECOGNISED INCOME AND EXPENSE (I+II+III)
19,910,399
14,795,569
Notes 1 to 27 to the financial statements attached hereto form an integral part of the statement of recognised income and expense corresponding to 2023
6
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A.
STATEMENT OF CHANGES IN EQUITY FOR 2023
B) STATEMENTS OF CHANGES IN TOTAL EQUITY
(euros)
Subsidies,
Adjustments for
Legal
Other
Profit/(loss)
donations
changes
Capital
reserve
reserves
financial year
and bequests
of value
(Note 12)
(Note 12)
(Note 12)
(Note 12)
(Note 12)
(Note 14)
Total
CLOSING BALANCE FOR 2021
267,577,040
7,845,663
14,459,215
21,824,771
985,140
-283,008
312,408,821
Total recognised income and expenses
-
-
-
14,254,857
-56,351
597,063
14,795,569
Other variations in equity
-
2,182,477
4,494,171
-21,824,771
-
-
-15,148,123
- Distribution of profit in 2021
-
2,182,477
4,494,171
-6,676,648
-
-
-
- Distribution of dividends
-
-
-
-15,148,123
-
-
-15,148,123
CLOSING BALANCE FOR 2022
267,577,040
10,028,140
18,953,386
14,254,857
928,788
314,055
312,056,266
Total recognised income and expenses
-
-
-
20,063,539
-56,351
-96,789
19,910,399
Other variations in equity
-
1,425,486
175,412
-14,254,857
-
-
-12,653,959
- Distribution of profit in 2022
-
1,425,486
175,412
-1,600,898
-
-
-
- Distribution of dividends
-
-
-
-12,653,959
-
-
-12,653,959
CLOSING BALANCE FOR 2023
267,577,040
11,453,626
19,128,798
20,063,539
872,437
217,266
319,312,706
Notes 1 to 27 to the attached financial statements attached hereto form an integral part of the statement of changes in equity for 2023
7
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A.
CASH FLOW STATEMENT FOR 2023
(euros)
Notes
Financial year
Financial year
2023
2022
A) CASH FLOWS FROM OPERATING ACTIVITIES
35,992,592
24,956,628
1. Profit (loss) before tax for the year
20,467,557
14,254,857
2. Adjustment to income:
6,796,605
10,645,802
a) Amortisation of fixed assets (+)
6 and 7
6,436,901
5,986,123
b) Valuation corrections due to impairment (+/-)
7
108,609
478,995
c) Variation in provisions (+/-)
10
233,408
171
d) Allocation of subsidies (-)
13
-56,351
-56,351
e) Income from elimination and sales of fixed assets (+/-)
7
-2,463,710
-350,824
f) Income from derecognition and disposals of financial instruments (+/-)
-985
-
g) Financial income (-)
9
-1,312,977
-402,994
h) Financial expenses (+)
14
5,298,569
2,073,585
j) Variation in fair value of financial instruments (+/-)
9
-1,446,859
2,917,097
3. Changes in current capital:
12,442,835
1,531,127
a) Inventories (+/-)
-
-445,130
b) Trade and other receivables (+/-)
10
-948,295
-557,220
c) Other current assets (+/-)
10
-
-315,555
d) Creditors and other accounts payable (+/-)
12,077,693
3,113,328
e) Other current liabilities (+/-)
253,151
-493,572
f) Other non-current assets and liabilities (+/-)
1,060,286
229,276
4. Other cash flows from operating activities:
-3,714,406
-1,475,158
a) Payments of interests (-)
14
-4,532,948
-1,865,136
b) Dividends receivable (+)
9
671,387
377,351
c) Collection of interests (+)
9
641,590
25,643
d) Receipt (payment) of income tax (+/-)
18.1
-494,435
-13,016
B) CASH FLOWS FROM INVESTMENT ACTIVITIES
-66,494,259
-54,113,819
6. Investment payments (-):
-75,314,460
-58,519,820
a) Group and associated companies
9 and 20.2
-10,000,000
-
c) Property, plant and equipment
6
-1,105
-151,353
d) Property investments
7
-65,313,355
-52,068,463
e) Other financial assets
9
-
-304,498
f) Non-current assets kept for sale
9
-
-5,995,506
7. Proceeds from divestments (+):
8,820,201
4,406,001
a) Group and associated companies
9 and 20.2
2,809,713
-
d) Property investments
7
5,487,019
4,406,001
e) Other financial assets
9
187,842
-
f) Non-current assets kept for sale
9
335,627
-
C) CASH FLOWS FROM FINANCING ACTIVITIES
33,429,902
29,850,598
10. Receivables and payables from financial liability instruments
46,083,862
44,998,722
a) Issue:
72,869,698
63,295,957
2. Bank borrowings (+)
14
72,869,698
59,872,437
3. Payables with group companies and associated companies (+)
9 and 20.2
-
3,423,520
b) Return and amortisation of:
-26,785,836
-18,297,235
1. Bonds and other marketable securities (-)
14
-
-2,000,000
2. Bank borrowings (-)
14
-26,785,836
-16,297,235
11. Dividend payments
-12,653,960
-15,148,123
a) Dividends (-)
4
-12,653,960
-15,148,123
D) EFFECT OF CHANGES IN INTEREST RATES
-
-
E) NET INCREASE/DECREASE IN CASH AND EQUIVALENTS
2,928,234
693,408
Cash or equivalent at start of year.
11
1,825,221
1,131,813
Cash or equivalent at end of year.
11
4,753,455
1,825,221
Note 1 to 27 to the accompanying half-year financial statements form an integrated part of the statement of cash flows for the six-
month period ending 31 December 2023
8
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A.
Notes to the Financial Statements
for the Year Ending
31 December 2023
1. Company's activity
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A. (hereinafter the “Company”), was incorporated in
Luxembourg on 1 December 2011. Its registered office was located at Boulevard Prince Henri 9b, L-1724
Luxembourg, Grand Duchy of Luxembourg and the company was duly registered in the Luxembourg
Companies Registry (Register de Commerce et des Sociétés) with the number B165103. On 10 June 2014,
the Extraordinary General Meeting approved, among others, the relocation of the registered, tax and
administrative office (headquarters) to Glorieta de Cuatro Caminos 6 and 7 in Madrid, without winding up or
liquidating the company, and to continue performing the activities included under its corporate purpose in
Spain as a Spanish public limited company (sociedad anónima) and more specifically under the legal and
tax framework for listed real estate investment trusts (REITs), while maintaining the listing of all its shares on
the Luxembourg Stock Exchange.
After having finalised the process of transferring the headquarters to Madrid, Spain, the Company was duly
registered in the Madrid Companies Registry on 15 October 2014.
Its corporate purpose includes but is not limited to the following activities:
- The acquisition and development of urban real estate for leasing. Development activities include
the refurbishment of buildings under the terms set forth in Act 37/1992 of 28 December on Value
Added Tax.
- The holding of interests in the capital of other listed real estate investment trusts (hereinafter
“REITs”) or in the capital of other entities not domiciled in Spanish territory which have the same
corporate purpose as REITs and which are subject to a similar scheme as the one laid down for
REITs with regard to mandatory, legal or statutory policies on the distribution of profits.
- The holding of interests in the capital of other entities, whether or not they are domiciled in Spanish
territory, which have as their main corporate purpose the acquisition of urban real estate assets for
leasing and which are subject to the same scheme as that established for listed real estate
investment trusts (REITs) concerning mandatory, legal or statutory policies on the distribution of
profits and which meet the investment requirements laid down by Law 11/2009 of 26 October
governing Listed Real Estate Investment Trusts (hereinafter the “REIT Act”).
- The holding of shares or interests in collective real estate investment institutions governed by Act
35/2003 of 4 November on Collective Investment Institutions.
- The performance of other non-core or complementary financial and non-financial activities that
generate revenues which together amount to less than the percentage the REIT Act sets forth at
any time for the company's revenue in each tax period.
Given the nature of the activities that the Company currently performs, it has no environmental liabilities,
costs, assets, provisions or contingencies which might be significant in relation to its assets, financial situation
or results. As a result, no specific breakdowns of information on environmental matters have been included
in these notes to the financial statements.
9
Mergers
- Merger in 2016
In 2016, a reorganisation process was carried out to optimise and simplify the corporate structure of the
group headed by Saint Croix Holding Immobilier, SOCIMI, S.A. through a merger process whereby the
Company absorbed the subsidiaries, Compañía Ibérica de Bienes Raíces 2009, SOCIMI, S.A.U. and
Inveretiro, SOCIMI, S.A.U, agreed at the Extraordinary and Universal General Shareholders' Meetings of the
Acquired Companies held on 19 May 2016 and at the Extraordinary General Shareholders' Meeting of the
Acquiring Company held on 19 May 2016. Said merger was undertaken for accounting purposes on 1
January 2016 by means of the winding up without liquidation of the Absorbed Companies and the provision
of all equity to the Absorbing Company. The merger agreement was made public through the Merger by
Absorption deed granted on 1 July 2016 and entered in the Madrid Companies Registry on 27 July 2016.
From that moment on, the Absorbing Company no longer formed a Consolidated Group.
As a result of the aforementioned operation, merger reserves of 14,154,738 euros arose on account of the
difference between the individual book values and the book values incorporated as part of the merger.
The merger was undertaken under the special system of mergers, divisions, transfers of assets and
exchanges of securities provided for under Chapter VIII of Law 27/2014, of 27 November on the Corporation
Tax Law.
- Merger in 2018
On 1 March 2018, the Company acquired 100% of the shares of Bensell Mirasierra S.L.U. for 17,623,669
euros. The only real estate asset of this company was an office building located at calle Valle de la Fuenfría
3 in Madrid, with a gross leasable area of 5,987 m2 . The transaction described above generated goodwill
attributable to its assets amounting to 5,506,170 euros, which was recognised as an increase in the cost of
the property (separately between land and construction) and which will be depreciated (the portion
attributable to construction) over the estimated useful life of the property.
An Extraordinary General Shareholders’ Meeting of the Company held on 28 June 2018 approved, among
others, the following resolutions:
- Merger by the Company (absorbing company) of its subsidiary, Bensell Mirasierra S.L.U. in
accordance with the merger project recorded in the Mercantile Registry of Madrid on 16 May 2018.
- On 21 September 2018, the Company signed the deed to merge with its subsidiary. The merger
agreement was registered in the Mercantile Registry of Madrid on 16 November 2018.
The merger was undertaken under the special system of mergers, divisions, transfers of assets and
exchanges of securities provided for under Chapter VIII of Law 27/2014, of 27 November on the Corporation
Tax Law.
Alternative Fixed Income Market
- 2015 Fixed Income Securities Issuance Programme
On 30 September 2015, the Company filed the base informative document regarding the incorporation of
mid- and long-term securities regarding a “2015 Fixed Income Securities Issuance Programme” on the
Alternative Fixed Income Market (“MARF”). The Base Document was published on the website of the
Alternative Fixed Income Market, as well as on the Company's website. For the purposes of registering said
bond programme, the Company was awarded a credit rating of BBB, stable (investment grade) by Axesor.
The programme had a duration of 1 year. The funds obtained from the issue were to be used for investment
in real estate assets and renovation of the assets in the portfolio.
10
The main features of the aforementioned programme can be summarised as follows:
- Maximum issue amount: 80,000,000 euros
- Repayment period: Between 2 and 7 years
- Coupon: Annual
- Nominal unit value 100,000 euros
- Aimed at: accredited investors
In 2016, two sets of Fixed Income securities were issued by the Company as part of the aforementioned
programme for the combined total of 10,000,000 euros, the main characteristics of which were as follows:
2021 Uncovered Bonds
2022 Uncovered Bonds
Nominal amount
8,000,000
2,000,000
Issue date
23 June 2016
23 June 2016
Maturity date
23 June 2021
23 June 2022
Annual coupon
2.50%
2.50%
Coupon payment
Annual
Annual
APR of the issuer
2.72%
2.77%
Average APR of both issues for the issuer was 2.73% per annum. The two sets of securities issued have
been traded on the Alternative Fixed Income Market “MARF” since 24 June 2016 (see Note 14).
As can be seen from the table above, at 31 December 2023 there is no outstanding debt balance after the
redemption and payment of the corresponding coupon on 23 June 2022.
2. Applicable law
The Company is governed by Law 11/2009 of 26 October governing Listed Real Estate Investment Trusts,
as amended by Law 16/2012 of 27 December. Article 3 of said Law, as amended by the new Law, sets forth
the investment requirements for this kind of companies, which are as follows:
1. REITs will have at least 80 per cent of the value of their urban real estate assets allocated to leasing
and to land for real estate development which are to be allocated for that purpose, provided that
development is initiated within three years following its acquisition, as well as holdings in the capital
or assets of other entities referred to in paragraph 1 of Article 2 of the aforementioned Law.
The asset value shall be determined according to the yearly average of the separate quarterly
balances and, in order to calculate such value, the Company may opt to replace the book value of
the elements comprising said balances with their market value, which would then be applied to the
entire year's balances. In this case, the money or credit rights from the transfer of this real estate or
equity interests made in the same year or in previous years shall not be included in the calculation,
as applicable, provided that, in the case of the latter, the reinvestment period established in Article
6 of this Act has not elapsed.
2. Likewise, at least 80% of the tax period income corresponding to each financial year, excluding
income from the transfer of holdings and of real estate both destined to fulfilling their main corporate
purpose, must come from the leasing of real estate and from dividends or interests in the profits
from such interests once the maintenance period referred to in the following paragraph has elapsed.
Said percentage shall be calculated on the basis of the consolidated profit (loss) should the
company be the parent company of a group as per the criteria set forth in Article 42 of the Code of
Commerce, irrespective of its domicile and of the obligation to draw up consolidated annual
accounts. Such group shall solely be comprised of REITs and the rest of the entities referred to in
paragraph 1, Article 2 of this Act.
3. The real estate constituting the company's assets must be leased for at least three years. For
11
calculation purposes, the time the real estate assets have been offered for lease shall be counted,
up to a maximum of one year.
The term shall be calculated:
a) From the start date of the first tax period in which the special tax regime set forth in this Law
applies, in the case of real estate included in the company's assets prior to joining the scheme,
as long as that on said date the asset was leased or offered for lease. Otherwise, the provisions
set forth in the following point shall apply.
b) From the date on which they were leased or offered for lease for the first time, in the case of
real estate assets subsequently developed or acquired by the company.
In the case of shares or interests in the entities referred to in paragraph 1, Article 2 of this Law, they must be
maintained in the company's assets for at least three years from the date of acquisition or, as appropriate,
from the start of the first tax period in which the special tax regime set forth in this Law applies.
As set forth by the First Transitional Provision of Law 11/2009 of 26 October governing Listed Real Estate
Investment Trusts, as amended by Law 16/2012 of 27 December, such companies may opt to apply the
special tax regime under the terms set forth in Article 8 of said Law, even where the requirements laid down
therein have not been fulfilled, provided such requirements are met within two years of the option date on
which the company chooses to apply the scheme.
The failure to comply with this condition shall mean that the Company will once again be taxed as per the
general tax scheme for Corporation Tax, as from the tax period when the failure to comply comes about,
except where it is corrected in the following year. Furthermore, along with the tax liability for such tax period,
the Company shall be obliged to pay the difference between the tax liability for the tax resulting from the
application of the general scheme and the tax liability effectively paid resulting from applying the special tax
regime in prior tax periods, without prejudice to any late payment interest, surcharges and penalties which
may, as appropriate, apply.
In addition to the above, the amendment of Law 11/2009 of 26 October by Law 16/2012 of 27 December
2012 established the following specific changes:
a) More flexible criteria for the inclusion and maintenance of real estate assets: there is no lower limit
on the number of real estate assets to be contributed at the REIT's incorporation, except for housing
units, of which at least eight must be contributed. Real estate assets no longer have to remain on
the company's balance sheet for seven years but only for at least three years.
b) Reduction in capital requirements and freedom to leverage: the minimum capital required was
reduced from 15 to 5 million euros, eliminating the restriction on the property investment vehicle's
maximum borrowing.
c) Reduction in dividend distribution: until the Law came into force, 90% of the profits had to be
distributed. This mandatory figure was reduced to 80% as from 1 January 2013.
The Corporation Tax levy for REITs is set at 0%. Nonetheless, where the dividends a REIT distributes to its
members holding an interest exceeding 5% are exempt or taxed at a levy below 10%, the REIT will be subject
to a special levy of 19%, which shall be deemed as the Corporation Tax liability on the amount of the
dividends distributed to such members. If applicable, this special levy shall have to be paid by the REIT within
two months from the date the dividends are distributed.
At year-end, the Company's directors consider that it meets all the requirements established by the
aforementioned law.
12
Law 11/2021, of 9 July and Order HFP/1430/2021, of 20 December
Law 11/2021, of 9 July, on measures for preventing and combating tax fraud, transposing Directive (EU)
2016/1164, of the Council, of 12 July 2016, establishing rules against tax evasion with a direct impact on the
domestic market, amending several tax and gaming regulation standards, amending Law 11/2009, of 26
October, establishing a special levy on undistributed profits from income not taxed at the general corporation
tax rate and that are not within the legal reinvestment period, adapting the information supply obligations to
the new taxation system.
In this regard, and effective for the tax periods starting 1 January 2021, it amends Article 9 of Law 11/2009,
of 26 October, on the special tax regime for companies in relation to corporation tax. The new Article 9(4)
establishes that Real Estate Investment Trusts shall be subject to a special levy on profits obtained during
the year that are not distributed, applicable to the part generated on income not taxed at the general
corporation tax rate and that is not classed as income within the legal reinvestment period, as regulated
under Article 6(1)(b) of the aforementioned law. This levy shall be considered tax payable in relation to
Corporation tax.
Subsequently, under Order HFP/1430/2021, of 20 December, approving form 237 “Special levy on
undistributed profits by real estate investment trusts. Corporation tax. Self-assessment”, the method and
procedure for filing corporation Tax in the form of self-assessments are defined.
It also regulates the following aspects:
- Those required to file the Form: Companies choosing to apply the REIT tax regime provided for in
Law 11/2009 of 26 October.
- Profits to be declared: Undistributed profits in the year generated on income not taxed at the general
corporation tax rate, excluding income within the reinvestment period under Article 6.1.b) of Law
11/2009. This levy shall be considered tax payable in relation to Corporation tax.
- Levy rate: The levy rate shall be introduced for the settlement of the tax (15% from 1 January 2021).
- Entry into force and year applicable: The order enters into force on 3 January 2022 and applies for
tax periods starting on 1 January 2021 onwards.
- Self-assessment submission period: Accrued on the day of the appropriation of earnings
agreement, subject to self-assessment in the 2 months following the accrual date.
3. Basis for presenting the financial statements
a) Regulatory financial reporting framework applicable to the Company
These financial statements have been produced by the Directors pursuant to the regulatory financial
reporting framework applicable to the Company, established in:
- the Code of Commerce and other trade law.
- General Accounting Plan approved by Royal Decree 1514/2007, which was amended in 2016 by
Royal Decree 602/2016, subsequently amended by Royal Decree 1159/2010 and subsequently
amended by Royal Decree 1/2021, of 12 January, and the sectoral adaptation to real-estate
companies.
- The mandatory regulations approved by the Institute of Accounting and Account Audits in
developing the General Accounting Plan and its complementary regulations.
- Law 11/2009, of 26 October, as amended by Law 16/2012, of 27 December, as amended by Law
13
11/2021, of 9 July, which regulates Listed Real Estate Investment Trusts (SOCIMI).
- Other applicable Spanish accounts regulations.
b) True and fair view
The attached financial statements have been obtained from the Company's books and are presented
pursuant to the applicable regulatory financial reporting framework and, in particular, the accounting
principles and criteria contained therein, in such a way that they are a true reflection of the equity, financial
situation and results of the Company and the cash flows during the corresponding year.
These financial statements, which have been authorised for issue by the Directors of the Company, shall be
subject to approval by the General Shareholders' Meeting, and it is considered that they will be approved
without changes. In turn, the Company's financial statements for 2022 were approved without modification
by the General Shareholders' Meeting held on 27 April 2023.
c) Non-mandatory accounting principles employed
No non-mandatory accounting principles have been employed. Furthermore, the Directors have created
these financial statements considering all mandatory accounting standards and principles that have a
significant impact on said statements. No mandatory accounting principles have been disregarded.
d) Grouping of items
Certain entries on the balance sheet, the profit and loss account, the statement of changes in equity and the
cash flow statement have been grouped together to facilitate their understanding. However, to the extent by
which it is significant, detailed information with breakdowns has been provided in the corresponding notes
of the annual report.
e) Critical aspects of the valuation and the estimate of uncertainty
The estimates made by the Directors of the Company to value some of the assets, liabilities, revenues,
expenses and undertakings booked in the financial statements attached hereto have sometimes been used
in the process of producing the financial statements. These estimates essentially refer to:
- The valuation of any possible impairment losses of specific assets (see Note 5.1 and 5.3.).
- The useful life of real estate assets (see Note 5.3).
- The calculation of provisions (see Note 5.9).
Despite the fact that these estimates were made on the basis of the best available information at the end of
financial year ending on 31 December 2023, it is possible that future events may make it necessary to adjust
them either upward or downward in upcoming financial years, which will be done, as appropriate,
prospectively.
At 31 December 2023, the Company had a negative working capital balance of 40,861,746 euros (negative
balance of 20,923,790 euros at 31 December 2022). This impairment to working capital is mainly due to the
increase in short term maturities of financial debt. However, the Board of Directors of the Company considers
that this fact does not constitute an uncertainty for the continuity of the Company, taking into account the
following mitigating factors:
- The Company recurrently generates significant positive EBITDA (EBITDA in 2023 amounts to
27,035,871 euros), so it is estimated that the future income to be received in the following year,
arising from the contracts associated with the real estate assets, will cover part of the Company's
obligations in the short term.
- The Company's equity book value is robust and healthy, amounting to 319,312,705 euros at 31
14
December 2023.
- The Company's real estate assets show significant unrealised gains based on their fair values at
year-end (note 7).
- The Company currently has sufficient financing facilities to meet the payment requirements for its
committed investments in the various property refurbishment and construction projects. The
Company has credit lines granted for an undrawn amount of 7,040,382 euros at 31 December 2023
(see note 14). The Company also has the financial support of the companies in the PER 32 Group,
which would provide the necessary financing, if required, on the basis of the mutual financing
framework agreement signed between the various companies in the Group (note 20.2).
- The Company is negotiating different long-term financing formulas for its real estate assets with
financial institutions in order to ensure that the schedules established for these obligations can be
matched to the debt repayment schedules. Transactions have been signed amounting to
25,000,000 euros after the year-end and at the time of preparing these financial statements, as
mentioned in note 27.
f) Comparison of the information
The information contained in this report which refers to 2023 is presented along with the 2022 information
for the purposes of comparison.
g) Correction of errors
In the production of the attached financial statements, no error has been identified that requires the re-
statement of amounts included in the financial statements for 2023.
4. Profit distribution
The proposal for the distribution of the Company's profits for 2023 to be submitted by the Directors of the
Company to the shareholders is as follows:
Euros
Basis of distribution:
Profit and Loss
20,063,539
Distribution:
Legal reserve
2,006,354
Voluntary reserve
2,100,747
Dividends
15,956,438
5. Accounting principles and accounting and measurement rules
The main valuation principles used by the Company in drawing up its financial statements for the year ended
on 31 December 2023 are as follows (in accordance with those established by the Spanish General Chart of
Accounts):
5.1 Property, plant and equipment
Property, plant and equipment are initially valued at their acquisition price or production cost, which is
subsequently reduced by their corresponding accumulated depreciation and impairment losses, if any.
For assets that take more than one year to become operational, capitalised costs include borrowing costs
incurred before the asset is put into use and drawn down from the supplier or relating to loans or other
specific or general external financing directly attributable to the acquisition or production of the asset.
15
Maintenance and repair costs for property, plant and equipment are recognised in the profit and loss account
for the year in which they are incurred. Conversely, amounts invested in improvements that help to increase
capacity or efficiency or extend the useful life of these assets are recognised as an increase in their cost.
The Company depreciates property, plant and equipment following the straight-line method by applying
annual depreciation percentages calculated on the basis of the respective assets' years of estimated useful
life, as follows:
Years of Estimated Useful Life
Buildings
50
Technical facilities and machinery
8-10
Photovoltaic installations
25
Other fixtures, fittings and furnishings
10
Other fixed assets
4-5
As indicated above, the Company depreciates these assets in accordance with the aforementioned years of
estimated useful life, considering as a basis for depreciation their historic cost values increased by new
investments which will be made and which involve an increase in their added value or their estimated useful
life.
5.2 Property investment
The “property investment” item on the balance sheet reflects the value of land, buildings and other
constructions and fixtures that are held either to operate them under leases or to obtain a capital gain on
their sale as a consequence of any increases that may come about in the future in their respective market
prices.
These assets are initially valued at their acquisition price or production cost, which is subsequently reduced
by their corresponding accumulated depreciation and impairment losses, if any.
The Company depreciates property investments following the straight-line method by applying annual
depreciation percentages calculated on the basis of the respective assets' years of estimated useful life:
These assets are valued in accordance with the criteria indicated in Note 5.1 on property, plant and
equipment.
5.3 Impairment in the value of property, plant and equipment and property investments
Whenever evidence for impairment may exist, the Company proceeds to estimate through the so-called
“Impairment Test” the possible existence of impairments which reduce the recoverable value of such assets
to below their book value. The recoverable amount is determined as the higher between fair value minus
sales costs and usage value. As part of the calculation of the fair value, the Company has used level 2
estimates, as these are based on measurement methodologies in which all the significant variables are based
on directly or indirectly observable market data.
The Company commissioned Jones Lang Lasalle, an independent expert, to conduct a valuation of its assets,
which was issued on 31 January 2024, in order to determine the fair values of all its property investments at
year-end. Such valuations were conducted on the basis of the market lease value (which consists of
capitalising net rents from each property and updating future flows). Acceptable discount rates were used
to calculate fair value for a potential investor, which are in keeping with those used by the market for
properties having similar characteristics and locations. The valuations were made in accordance with the
Appraisal and Valuation Standards published by the Royal Institute of Chartered Surveyors (RICS).
The key assumptions used to determine the fair value of these assets and their sensitivity analysis are
explained in Note 7.
16
Where an impairment loss is subsequently reverted, the asset's book value is increased up to the revised
estimate of its recoverable value in such a way as to ensure that the increased book value does not exceed
the book value that would have been determined if no impairment loss had been recognised in prior years.
Such reversion of an impairment loss is recognised as income.
5.4 Leases
Leases are classified as financial leases whenever it can be deduced from the lease agreements that the
risks and benefits inherent to owning the asset which is the purpose of the agreement are substantially
transferred to the lessee. All other leases are classified as operating leases. The Company had no financial
leases at year-end 2023 or 2022.
Operating leases
The expenses arising from the operating lease agreements are charged to the profit and loss account in the
financial year in which they accrue.
Likewise, any acquisition costs of the leased asset are reflected on the balance sheet in accordance with
their nature increased by the amount of any costs which may be directly stemming from the agreement,
which are recognised as an expense over the term of the agreement term by applying the same criterion
used to recognise revenue resulting from the lease.
Any charge or payment that may be made when entering into an operating lease is dealt with as an advance
charge or payment and charged to income over the lease's term as the profits of the leased asset are
progressively assigned or received.
5.5 Financial instruments
5.5.1 Financial assets
Classification
The financial assets owned by the Company are classified into the following categories:
a) Financial assets at amortised cost:
i. Loans and receivables: consisting of financial assets resulting from the sale of assets or
the provision of services for the Company's trade operations, or any that do not have their
origin in trade operations, are not equity instruments or derivatives and whose charges
are of a fixed or determinable amount and are not traded in an active market.
ii. The bonds and deposits set up by the Company in compliance with the contractual clauses
of the various lease agreements.
b) Financial assets at fair value through profit and loss: assets acquired with a view to disposing of
them in the short term or those that form part of a portfolio concerning which there is evidence of
recent activities with this in mind.
Initial valuation
Financial assets are initially booked at the fair value of the consideration handed over plus any transaction
costs that can be directly attributable to them.
17
Subsequent valuation
Financial assets at amortised cost are measured at their amortised cost. However, credits and debits linked
to commercial operations maturing in no more than one year, and that are not associated with a contractual
interest rate, in addition to, as applicable, advances and loans to staff, dividends receivable and
disbursements required in relation to equity instruments, the amounts of which are expected to be received
in the short term, and the disbursements required by third parties on their holdings, the amounts of which
are expected to be paid out in the short term, are measured at their nominal value when the effect of not
updating cash flows is not considered significant.
Financial assets at fair value through profit and loss are measured at their fair value, booking the result of
variations in said fair value in the profit and loss account.
At least at the close of the year, the Company conducts an impairment test on any financial assets not booked
at fair value. It is deemed that objective evidence for impairment exists if a financial asset's recoverable value
is less than its book value. When this comes about, the impairment is booked in the profit and loss account.
Generally speaking, the fair value considered by the company refers to a reliable market value.
The Company uses the observable prices of recent transactions involving the same asset measured as a
reference or using prices based on observable market data or indexes that are available and are applicable.
Thus, the following fair value hierarchy is established depending on the following levels of estimation:
a) Level 1: estimates that use unadjusted listed prices on active markets for identical assets or
liabilities, which the Company could assess on the measurement date.
b) Level 2: estimates that use listed prices on asset markets for similar instruments or other
measurement methods in which all significant variables are based on directly or indirectly
observable market data.
c) Level 3: estimates in which any significant variable is not based on observable market data.
More specifically, the criterion used by the Company to calculate the corresponding value corrections
concerning trade receivables and other accounts receivable, if any, consists of making an annual allocation
in the balances of a certain seasoning or in those in which circumstances come about that would reasonably
allow one to classify them as non-performing.
The Company writes off financial assets when they expire or when the rights over cash flows from the
financial asset in question have been assigned and the risks and benefits inherent to their ownership have
been substantially transferred.
Contrariwise, the Company does not write off financial assets in financial asset assignments where the risks
and benefits inherent to their ownership are substantially retained, recognising a financial liability equivalent
to the consideration received.
5.5.2 Financial liabilities
Classification
The financial liabilities owned by the Company are classified into the following categories:
- Financial liabilities at amortised cost: any debits and payables the Company has resulting from the
purchase of goods and services from the company's trade operations, or also any that do not have
a trade-related origin which cannot be considered as derivative financial instruments.
18
Financial liabilities at amortised cost are initially valued at the fair value of the consideration received,
adjusted by any transaction costs that can be directly attributed to them. Subsequently, such liabilities are
valued in accordance with their amortised cost.
The Company writes off financial liabilities when the obligations they have generated expire.
5.5.3 Hedge instruments
The Company uses derivative financial instruments to hedge the risks to which is activities, operations and
future cash flows are exposed. These risks arise from changes in interest rates. Within the framework of
these operations, the Company contracts hedging financial instruments.
For these financial instruments to qualify as hedge accounting, they are initially designated as such and the
hedging relationship is documented. Furthermore, the Company initially verifies, and continues to do so over
the course of its useful life (at least at the end of each year), that the hedge relationship is effective, in other
words, that the hedging ratio is the same as the hedging ratio used for the purposes of management, in other
words, it is the same as the ratio resulting from the amount of the hedged item that the company is actually
hedging and the amount of hedge instrument that the company actually uses to hedge said amount of the
hedged item. The part of the hedge instrument designated as an effective hedge could include an ineffective
residual part, provided that it does not reflect an imbalance between the weightings of the hedged item and
the instrument. This ineffective part shall be the same as the surplus variation in the value of the hedge
instrument designated as an effective hedge against the variation in the value of the hedged item.
The Company only applies cash flow hedges, which are accounted for as described below:
- Cash flow hedges: In this type of hedging, the profit or loss on the hedging instrument which has
been determined as effective hedging is temporarily recognised in equity, and charged to the profit
and loss account in the same period in which the item being hedged affects the results, unless the
hedge corresponds to a projected transaction which entails the recognition of a non-financial asset
or liability, in which case the amounts recorded in equity will be included in the cost of the asset or
liability when it is acquired or assumed.
The value of the derivatives reflects the fair market value of the derivatives at 31 December 2023. These
derivatives have been contracted to hedge the interest rate risk and that fair value represents the payment
which would have to be made if it were decided to sell them or transfer them to a third party.
The accounting for hedges is interrupted when the hedging instrument matures or is sold, finalised or
exercised, or no longer meets the criteria for hedge accounting. At that time, any cumulative gain or loss
corresponding to the hedging instrument which has been recorded in equity is held within equity until the
expected operation occurs. When the operation being hedged is not expected to occur, the cumulative net
gains or losses recognised in equity are transferred to the net results of the period.
5.6 Classification of balances into current and non-current balances
Current assets are deemed to be any assets linked to the normal operating cycle, which in general terms is
considered to be a year, along with any other assets whose maturity, disposal or realisation is expected to
come about in the short term from the date of the close of the year, along with cash and cash equivalents.
Any assets which do not meet these requirements are classified as non-current assets.
Similarly, current liabilities are those linked to the normal operating cycle and, in general terms, include all
obligations whose maturity or extinction will come about in the short term. Otherwise, they are classified as
non-current liabilities.
5.7 Income tax
After its amendment by Law 16/2012 of 27 December, the special tax regime for REITs is based on a zero
19
per cent Corporation Tax levy, provided certain requirements are met. Among these, it is worth highlighting
the requirement that at least 80% of assets must be comprised of urban properties designated for leasing
which are fully owned or acquired through interests in companies that meet the same investment and
distribution of results requirements, be they Spanish or foreign, whether or not they are listed on organised
markets. Likewise, the main sources of income of these entities must come from the property market, be it
from leases, the subsequent sale of real estate after a minimum maintenance period or the income from
interests in entities having similar characteristics.
Nonetheless, the tax is accrued proportionally to the distribution of dividends carried out by the company.
Any dividends received by the partners are exempt, except where the recipient is a legal person subject to
Corporation Tax or a permanent establishment belonging to a foreign entity, in which case a deduction has
been established for the total tax liability, so that such income is taxed at the partner's tax levy. However, the
remaining income will not be taxed while it is not paid out to the members.
As stipulated by the Ninth Transitional Provision of Law 11/2009 of 26 October governing Listed Real Estate
Investment Trusts, as amended by Law 16/2012 of 27 December, the entity will be subject to a special 19%
tax levy on the full amount of the dividends or profit sharing distributed to members whose interest in the
entity's share capital is equivalent to or greater than five percent, where such dividends at the registered
office of its members are exempted from tax or taxed at a levy below ten per cent. However, the special tax
levy shall not apply where the dividends or profit-sharing are received by other REITs, regardless of what
their percentage holding may be.
Hence, the Company has proceeded to apply a tax levy of 0% on the dividends shared out to its shareholders
since the aforementioned condition has been met.
Notwithstanding the foregoing, as indicated in Note 2, through Law 11/2021, of 9 July and Order
HFP/1430/2021, of 20 December, a special levy on undistributed profits by real estate investment trusts has
been approved within corporation tax, in the self-assessment category; companies choosing to apply for the
REIT tax system provided for in Law 11/2009 of 26 October shall be required to file this, with the profits to
be declared considered the undistributed profits during the year generated on income not taxed at the
general corporation tax rate, excluding income within the reinvestment period set out under Article 6(1)(b)
of Law 11/2009. This levy is considered corporation tax payable at the rate of 15% applicable to tax years
starting on or after 1 January 2021.
5.8 Income and expenses
Income and expenses are booked on an accrual principle, that is to say, when the real flow of goods and
services they represent comes about irrespective of the moment when the monetary or financial flows arising
from them are produced. Such income is valued at the fair value of the consideration received, deducting
any discounts and taxes.
The recognition of income from sales comes about at the moment the significant risks and benefits inherent
to ownership of the asset sold have been transferred without maintaining day-to-day management over such
asset, or retaining effective control over it.
Interest accrued on financial assets is recognised using the effective interest rate method. In any event, the
interest from financial assets accrued subsequent to the moment of acquisition is recognised as income in
the profit and loss account.
The income from real estate leases is booked on the basis of its accrual and the difference, if any, between
the invoicing carried out and the income recognised in keeping with this criterion is booked in the “Accrual
adjustments” item.
5.9 Provisions and contingencies
When drawing up the financial statements, the Directors of the Company have differentiated between:
20
a) Provisions: credit balances which cover current obligations arising from past events whose
cancellation will probably lead to an outflow of resources, but which cannot be determined as to
their amount and/or moment of cancellation.
b) Contingent liabilities: possible obligations arising as a consequence of past events, whose future
materialisation is conditional upon whether or not one or more future events which are beyond the
Company's control take place.
The financial statements reflect all the provisions regarding which the likelihood of having to face an
obligation is estimated to be higher than not having to do so. Contingent liabilities are not recognised in the
financial statements. Information about them, however, is provided in the notes to the notes to the statements
to the extent by which they are not deemed as remote possibilities.
Provisions are valued at the current value of the best possible estimate of the necessary amount to cancel
or transfer the obligation, taking into account available information on the event and its consequences, and
booking any adjustments that may arise due to the updating of such provisions as a financial expense as
they accrue.
5.10 Environmental asset elements
Environmental asset elements are deemed to be any assets which are used in a long-lasting manner in the
Company's operations and principal purpose is to minimise environmental impacts and to protect and
improve the environment, including reducing or eliminating future pollution.
By their very nature, the Company's operations do not have any significant environmental impacts.
5.11 Subsidies, donations and bequests
In order to book subsidies, donations and bequests received from third parties other than the owners, the
Company follows the following criteria:
a) Non-reimbursable capital grants, donations and bequests: These are valued at the fair value of the
amount or asset granted, depending on whether they are of a monetary nature or not. They are
charged to income in proportion to the depreciation allocation allocated in the period for subsidised
elements or, as appropriate, when their disposal or valuation allowance due to impairment comes
about.
b) Reimbursable subsidies: As long as they are deemed as reimbursable, they are booked as liabilities.
5.12 Related-party transactions
The Company performs all its transactions with related parties at market prices. Moreover, transfer prices
are properly documented. Hence, the Directors of the Company consider that there are no significant risks
which could give rise to considerable liabilities in the future due to this aspect.
5.13 Cash flow statement
The cash flow statement has been prepared using the indirect method and uses the following terms with the
meanings given below:
- Operating activities: activities that constitute the ordinary revenues of the company and other
activities that cannot be classified as investment or financing activities.
- Investing activities: activities acquiring, selling or otherwise disposing of long term assets and other
investments that are not classified as cash and cash equivalents.
21
- Financing activities: activities that result in changes in the amount and composition of equity and
liabilities that are not part of operating activities.
6. Property, plant and equipment
The balances at 31 December 2023 and 31 December 2022 and the changes in the various property, plant
and equipment accounts and the related accumulated depreciation are as follows:
2023
Euros
Balance at
Balance at
31/12/2022
Recognitions
Derecognitions
31/12/2023
Cost:
Data processing equipment
6,065
-
-2,178
3,887
Furniture and fittings
9,109
1,105
-
10,213
Other fixtures
142,244
-
-
142,245
Total cost
157,418
1,105
-2,178
156,345
Accumulated depreciation:
Data processing equipment
-5,423
-272
2,178
-3,517
Furniture and fittings
-152
-929
-
-1,081
Other fixtures
-2,370
-14,225
-
-16,595
Total accumulated depreciation
-7,945
-15,426
2,178
-21,193
Net tangible fixed assets
149,473
-14,321
-
135,152
2022
Euros
Balance at
Balance at
31/12/2021
Recognitions
Derecognitions
31/12/2022
Cost:
Data processing equipment
6,065
-
-
6,065
Furniture and fittings
-
9,109
-
9,109
Other fixtures
-
142,244
-
142,244
Total cost
6,065
151,353
-
157,418
Accumulated depreciation:
Data processing equipment
-4,913
-510
-
-5,423
Furniture and fittings
-
-152
-
-152
Other fixtures
-
-2,370
-
-2,370
Total accumulated depreciation
-4,913
-3,032
-
-7,945
Net tangible fixed assets
1,152
148,321
-
149,473
The main additions to property, plant and equipment in 2023 relate to investments in the Company’s offices
located on the second floor of Glorieta de Cuatro Caminos 6 and 7 in Madrid. Investments in this respect
totalled 1,105 euros (151,353 euros in 2022).
The main disposals in 2023 from property, plant and equipment relate to the elimination of a Wimax point at
the Isla Canela Golf Hotel.
The depreciation charge of 15,426 euros (3,032 euros in 2022) was recognised in the income statement for
the year 2023 under “Depreciation and amortisation” in the accompanying profit and loss account as at 31
December 2023.
22
During the financial years 2023 and 2022, no finance charge has been capitalised under property, plant and
equipment. Also, at 31 December 2023 there are no capitalised finance charges of a material amount in
respect of property, plant and equipment.
At the end of the years ended 31 December 2023 and 31 December 2022, the Company had fully
depreciated property, plant and equipment in use. At year-end 2023, the acquisition cost of this equipment
amounted to 10,908 euros (4,914 euros in 2022).
The Company's policy is to take out insurance policies to cover the possible risks to which the various items
of its property, plant and equipment are subject. As at the year ended 31 December 2023, in the opinion of
the directors of the Company, there is no hedging deficit in respect of these risks.
As at 31 December 2023 and 2022, there are no commitments to purchase fixed assets or property outside
Spain.
As disclosed in Note 5.3, the Company has performed an impairment test to assess the possible existence
of impairments that reduce the recoverable amount of property, plant and equipment to an amount less than
their book value. As a result of this process, the Company has not recognised any impairment losses on
property, plant and equipment in 2023 and 2022.
7. Property investment
The movements in this item of the balance sheet, as well as the most significant information which affected
this item during 2023 and 2022 are as follows:
2023
Euros
Balance at
Disposals/
Balance at
31/12/2022
Additions
Reversals
Transfers
31/12/2023
Cost:
Properties for leases
506,948,194
20,796,021
-3,715,702
1,603,811
525,632,324
Ongoing real-estate investments
5,799,747
44,517,334
-
-1,603,811
48,713,270
Total cost
512,747,941
65,313,355
-3,715,702
-
574,345,594
Accumulated depreciation:
Properties for leases
-61,777,707
-6,421,440
692,393
-
-67,506,753
Total accumulated depreciation
-61,777,707
-6,421,440
692,393
-
-67,506,753
Impairment:
Properties for leases
-12,461,456
-344,990
236,381
-
-12,570,066
Total impairment
-12,461,456
-344,990
236,381
-
-12,570,066
Net property investments
438,508,778
58,546,925
-2,786,928
-
494,268,775
23
2022
Euros
Balance at
Disposals/
Balance at
31/12/2021
Additions
Reversals
Transfers
31/12/2022
Cost:
Properties for leases
465,038,907
39,363,304
-4,582,569
7,128,552
506,948,194
Ongoing real-estate investments
223,140
12,705,159
-
-7,128,552
5,799,747
Total cost
465,262,047
52,068,463
-4,582,569
-
512,747,941
Accumulated depreciation:
Properties for leases
-56,322,178
-5,982,921
527,392
-
-61,777,707
Total accumulated depreciation
-56,322,178
-5,982,921
527,392
-
-61,777,707
Impairment:
Properties for leases
-11,982,461
-664,400
185,405
-
-12,461,456
Total impairment
-11,982,461
-664,400
185,405
-
-12,461,456
Net property investments
396,957,408
45,421,142
-3,869,772
-
438,508,778
The distribution of the cost between the land and spread of the leased properties is as follows:
Cost at
31/12/2023
31/12/2022
Properties for leases
Land
250,231,964
241,654,180
Spread
275,400,360
265,294,014
Total cost
525,632,324
506,948,194
The “Real estate investments” item reflects the net cost of the real estate assets in use and operation and
leased through one or more operating leases, or the assets which are unoccupied but are destined to be
leased through one or more operating leases.
The main changes in this item during 2023 were as follows:
Investments: Property investments made in 2023 totalled 65,313,355 euros (52,068,463 euros in 2022).
The main additions recorded under this heading relate mainly to the following investments:
- On 27 December 2023, the Company signed a public deed for the acquisition of two office buildings
located at calle Julián Camarillo, 19 and Julián Camarillo, 21, both in Madrid, owned by JC19
PROPCO 4, S.L. The total cost associated with these two transactions was 20,366,970 euros.
- There were additions to assets under construction amounting to 44,517,334 euros, corresponding
to the cost of renovating and refurbishing hotels amounting to 1,777,177 euros, the buildings at
Valle de la Fuenfría, 3 (706,006 euros) and Titán 13 (92,975 euros), as well as the Sexta Avenida
shopping centre (6,242,041 euros) and the start of construction work on the Valdebebas Hospital
and Hotel in Madrid (35,699,134 euros), which will be leased to Sanitas S.A. de Hospitales and
Melíá Hotels International, S.A., respectively, once completed. All of these assets are located in
Madrid.
- Furthermore, the Company has incurred in costs of 429,051 euros, capitalised as the cost of
property investment.
Disposals: Disposals in property for a gross amount of 3,715,702 euros (4,582,569 euros in 2022) were
made this year, The main derecognitions in 2023 relate to:
- Sale of several properties with their corresponding annexes in Vallecas Comercial I (1 unit),
Sanchinarro VII (1 unit) and Coslada III (1 unit) for a gross cost of 534,383 euros, which were sold
24
to third parties. These sales transactions gave rise to a combined net gain of 67,715 euros, which
was recognised under “Impairment and gains or losses on disposals of non-current assets” in the
profit and loss account at 31 December 2023.
- On 31 July 2023, the resulting Urban Plot PR-4, belonging to the district of San Blas de Madrid,
included in API 20.12 Julián Camarillo Sur of the General Plan of Madrid 1997, was sold. A tertiary
commercial building had been built on this plot, located at calle Albalá 7, which has been disposed
of for a gross book cost of 2,873,300 euros. This divestment gave rise to a net gain of 2,395,995
euros, which was recognised under "Impairment and gains or losses on disposals of non-current
assets" in the profit and loss account at 31 December 2023.
- In addition, the Company has derecognised costs of 308,019 euros in the Conde de Peñalver
premises.
Transfers: During the year, ongoing real-estate investments have been transferred to property investments
for the sum of 1,603,811 euros (7,128,552 euros in 2022), as a result of the completion of refurbishment
work on several hotels (928,805 euros), the office building at Calle Valle de la Fuenfría, 3 (508,607 euros)
and the office building at Calle Titán 13 (166,400 euros), all of them in Madrid.
Furthermore, the Company proceeded to appraise all of its real estate assets at year-end 2023 as stipulated
in the standards. Said appraisals, which were conducted by the independent expert Jones Lang LaSalle,
resulted in a fair value for some assets lower than their net book value. The Company has therefore
calculated the corresponding impairments. The net impact on the income statement for 2023 was therefore
negative in the amount of 108,609 euros (negative 478,996 euros in 2022).
Depreciation in 2023 totalled 6,421,440 euros (5,982,921 euros in 2022), recognised under “Fixed asset
depreciation” on the Company’s income statement.
Fair value measurement and sensitivity
The methodology used by the independent appraiser in the valuations to determine the fair value of the
investment property has followed the RICS principles, which basically uses discounted cash flows as the
valuation method, consisting of capitalising the net income from each property and discounting the future
flows, applying market discount rates, over a ten-year time horizon and a residual value calculated by
capitalising the estimated income at the end of the projected period to an estimated yield. The buildings were
valued individually, taking into account each of the lease contracts in force at the end of the year and their
duration. Buildings with non-rented areas have been valued on the basis of estimated future income,
discounting a marketing period.
Also, for the ongoing property investments relating to the construction of the hospital and hotel in
Valdebebas, the Company has based its valuation on the value of the completed building or finished project
included in the independent valuer's valuation, which consists of comparing the value of the assets once
they are developed and in operation with the costs incurred at year end, plus the costs that will be incurred
until they are in operation. The management of the Company considers this valuation method to be
appropriate as there is no doubt that these projects will be carried out on the terms currently planned, as the
projects are already being implemented and the Company already has the necessary financing to carry them
out in their current configuration.
The valuation criteria applied were the same as those used in previous years. Similarly, the value of the
completed building was taken into account in the case of the Valdebebas hotel and hospital real estate
project under construction, which the company is currently developing.
The key variables of this method are the determination of net income, the duration of the leases, the period
of time during which the leases are discounted, the approximation to the value that is made at the end of
each period and the target internal rate of return-used to discount the cash flows.
25
The independent expert applies the following valuation methods to the property investments:
Valuation method
% according to GAV
2023
2022
Cash flow discount
24%
25%
Capitalisation
64%
70%
DCF and residual
10%
3%
Comparison
1%
1%
Total
100%
100%
The key variables used in the valuations made using the discounted cash flow method are:
- Current income: the income generated by each property on the valuation date and considering
non-refundable expenses only for empty spaces.
- Estimated income for empty spaces and/or new leases during the years of the cash-flow.
- Exit Yield: rate of return required at the end of the valuation period for the sale of the asset. At the
end of the discount period an exit value has to be determined for the property. At that time it is not
possible to reapply a cash flow discount methodology and the sale value has to be calculated
according to an exit yield based on the income that the property is generating at the time of sale,
provided that the cash flow projection is understood to be a stabilized income that we can capitalise
on a perpetual basis.
- IRR: is the interest rate or return offered by an investment, the value of the discount rate that makes
the NAV equal to zero, for a given investment project.
- ERV: Market income of the asset at the valuation date.
- CAPEX: Estimated investments (CAPEX) in each of the assets are included.
2023
The main assumptions used to calculate the fair value of the real estate assets for 2023 were as follows:
Euros
Current Income
ERV
Exit Yield
IRR
Hotels
N/A
N/A
6.82%
9.00%
Offices
13,414,365
16,193,077
5.01%
N/A
Retail
7,626,754
6,948,344
3.41%
N/A
Shopping centres
1,570,512
4,160,537
7.55%
9.55%
2022
The main assumptions used to calculate the fair value of the real estate assets for 2022 were as follows:
Euros
Current Income
ERV
Exit Yield
IRR
Hotels
9,291,336
8,588,259
6.16%
8.07%
Offices
13,582,453
14,002,719
4.35%
N/A
Retail
7,256,979
6,454,183
3.41%
N/A
Shopping centres
3,334,260
3,121,368
8.03%
10.03%
The effect of a one-quarter of one point change in the required rates of return, calculated as income on the
market value of the assets, in the asset and in the profit and loss account, for the property investment under
operation, would be as follows:
26
Yield (Euros)
2023
2022
-0.25%
+0.25%
-0.25%
+0.25%
Hotels
4,026,698
-4,479,354
3,200,000
-3,100,000
Offices
16,010,000
-14,630,000
16,430,000
-14,730,000
Retail
14,166,000
-12,299,000
15,990,000
-13,740,000
Institutional
3,900,000
-3,600,000
4,100,000
-3,600,000
Total
38,102,698
-35,008,354
39,720,000
-35,170,000
In addition, the sensitivity analysis of a 10% change in ERV (market rent on the asset at the valuation date)
would be as follows:
ERV (euros)
2023
2022
-10%
-10%
-10%
+10%
Offices
-25,130,000
24,900,000
-24,180,000
24,130,000
Retail
-19,390,000
19,411,000
-21,200,000
23,980,000
Total
-44,520,000
44,311,000
-45,380,000
48,110,000
Lastly, the sensitivity analysis of a quarter point variation of the IRR would be as follows:
IRR (Euros)
2023
2022
-0.25%
-0.25%
-0.25%
+0.25%
Hotels
3,603,610
-3,811,085
2,800,000
-2,700,000
Commercial (shopping centre
only)
710,000
-680,000
550,000
-530,000
Land
-
-
400,000
-400,000
Total
4,313,610
-4,491,085
3,750,000
-3,630,000
Valuation of real estate assets and impact on profit (loss) for the year:
Based on the valuations performed, there has been a negative net impact on the Company’s income
statement at 31 December 2023 for the sum of 108,609 euros (negative net impact of 478,996 euros at 31
December 2022); the breakdown by asset type and changes in provision for impairment of property
investments is as follows:
Euros
2023
2022
Balance at beginning of year
-12,461,457
-11,982,461
Hotels
-198,538
-508,175
Retail
-146,452
-156,225
Impairment
-344,990
-664,400
Offices
-
147,972
Retail
236,381
37,433
Reversals
236,381
185,405
Balance, end of year
-12,570,066
-12,461,457
Furthermore, based on the valuations performed, the fair value of property investments shows an
unrecognised gain (by comparison between the gross updated market fair value and the net carrying value)
of 247,439,373 euros (241,849,266 at 31 December 2022) considering in both figures the current residual
value of the two buildings under construction in Valdebebas (hotel and hospital).
The gross market value of property investments (considering the H.E.T. or “completed building assumption”
in the case of the two ongoing Valdebebas projects) at 2023 year-end amounted to 795,908,004 euros
(774,460,463 euros at 2022 year-end). The breakdown by business segment is as follows:
27
Gross market value of the
Property investments (Euros) (*)
31/12/2023
31/12/2022
Hotels (**)
211,158,528
204,000,000
Offices
304,822,198
285,681,522
Retail
205,927,278
211,478,941
Institutional (**)
74,000,000
73,300,000
Total
795,908,004
774,460,463
(*) The net market value at 31 December 2023 came to 774,013,880 euros ( 755,866,500 euros in 2022).
(**) In the case of Valdebebas projects, the market value of the completed project is included. Eliminating the impact of the inclusion of the
market values of the two completed projects and taking into account the market value based on the progress of work, the gross market
value of the property investment at year-end 2023 amounts to 741,708,148 euros (2022: 680,358,044 euros), with a net value of 721,209,000
euros (2022: 664,116,641 euros). The estimated cost to be incurred in both projects until completion is as follows: Hotel (18,598,844 euros)
and Hospital (29,828,505 euros).
The breakdown of floor space in square metres above ground level (S.B.A.) of the property investments
owned by the Company was:
Floor area in m
2
above ground level
31/12/2023
31/12/2022
Hotels
99,408
99,408
Offices
76,277
62,406
Retail
40,030
40,852
Institutional
19,273
19,273
Total
234,987
221,938
At 31 December 2023, the average occupancy rate of the Company's leased assets was 83% (92% at 31
December 2022) based on the square metres leased.
The property investments described above are mainly located in Madrid, Castellón and Isla Canela,
Ayamonte in the province of Huelva.
Furthermore, the Companies' assets are affected by mortgage guarantees amounting to 104,182,095 euros
at 31 December 2023 (62,461,471 euros at 31 December 2022), corresponding to bank mortgage-backed
loans.
The breakdown of the mortgage loan balance pending maturity and repayment at 31 December 2023 and
2022 by assets is as follows:
Property
Euros
2023
2022
José Abascal, 41
8,892,000
9,690,000
Titán, 13
8,896,495
9,708,654
Conde de Peñalver, 16
5,776,643
6,303,992
Valle de la Fuenfría, 3
7,274,621
7,763,333
Juan Ignacio Luca de Tena, 17
9,981,936
10,545,492
Glorieta de Cuatro Caminos 6 and 7.
3,100,000
3,450,000
Arapiles 14
24,000,000
12,000,000
Hospital Valdebebas
16,196,400
-
Hotel Valdebebas
20,064,000
3,000,000
Total value of mortgages pending maturity on assets (Note 13)
104,182,095
62,461,471
NB: The net book value of these mortgage-backed properties at 31 December 2023 amounted to 224,008,687 euros (175,347,345 euros
at 31 December 2022).
In 2023, the rental income from real estate investments belonging to the Company comes to 34,674,207
euros (30,644,323 euros in 2022). This figure includes income from the passing on of operating expenses
for all related items, which amounted to 868,682 euros in 2023 (1,047,429 euros in 2022).
At year-end 2023, there was no kind of constraint on making new real estate investments, or on collecting
28
the income arising from them or concerning the resources that could be obtained from a possible disposal.
At 2023 year-end, the Company had fully amortised property investments which were still in use amounting
to 10,425,990 euros (8,811,387 euros at 2022 year-end).
The Company's policy is to take out insurance policies to cover the possible risks that may affect its real
estate investments. At the end of 2023, there will be no shortfalls relating to any of the aforementioned risks.
8. Operating leases
At the end of 2023 and 2022, the Company had reached agreements with lessees on the following minimal
rental instalments in accordance with prevailing agreements, without taking into account the passing on of
condominium expenses, future increases in the CPI or any rent reviews agreed upon in their contracts.
The most significant operating leases stem from lease agreements on the real estate assets on which their
operations are based. A breakdown of such minimum rental instalments is set out below:
Euros
Nominal value
2023
2022
Less than a year
31,075,627
29,272,582
Between one and five years
119,670,583
87,953,936
More than five years
118,685,132
103,961,317
Total
269,431,342
221,187,835
With regard to the average duration of lease contracts by property type, the WAULT (Weighted average
unexpired lease term) is provided below:
WAULT
31/12/2023
31/12/2022
Hotels
9.19
8.64
Offices
6.20
6.52
Retail
9.88
11.07
Institutional
10.00
10.00
Total Average
8.83
9.10
9. Other financial assets and investments in related companies
The balances of the accounts in this item at year-end 2023 and 2022 are as follows:
Euros
Balance at
Balance at
31/12/2023
31/12/2022
Financial assets at amortised cost
Derivatives
217,266
314,055
Other financial assets
2,574,851
2,706,786
Long-term / non-current
2,792,117
3,020,841
Other financial assets
608,494
796,336
Short-term / Current
608,494
796,336
Total
3,400,611
3,817,177
29
Euros
Balance at
Balance at
31/12/2023
31/12/2022
Assets at fair value through
profit or loss
Other financial assets
17,590,326
16,478,110
Short-term / Current
17,590,326
16,478,110
Total
17,590,326
16,478,110
The movement in the headings “Other financial assets” and “Equity instruments” and “Derivatives” in the
short and long term during the financial years 2023 and 2022 is as follows:
2023
Euros
Balance at
Adjustment
Balance at
31/12/2022
Value
Disposals
31/12/2023
Equity instruments
16,478,110
1,446,859
-334,643
17,590,326
Derivatives
314,055
-96,789
-
217,266
Other financial assets
3,503,121
-
-319,775
3,183,346
Total
20,295,286
1,350,070
-654,418
20,990,938
2022
Euros
Balance at
Adjustment
Balance at
31/12/2021
Additions
Value
Disposals
31/12/2022
Equity instruments
13,399,701
5,995,506
-2,917,097
-
16,478,110
Derivatives
-
-
314,055
-
314,055
Other financial assets
2,743,776
937,232
-
-177,887
3,503,121
Total
16,143,477
6,932,738
-2,603,042
-177,887
20,295,286
Assets at fair value through profit or loss
Equity instruments available for trading
In 2019 the Company purchased 6,950 shares in the listed company Unibail Rodamco, for a total acquisition
cost of 1,002,786 euros, which were recognised under “Short-term equity instruments”. At 13 September
2023, the Company sold these shares, obtaining a gain of 985 euros, which was recognised under “Income
from sales of financial instrumentsat 31 December 2023 (0 euros in 2022). In addition, valuation losses of
3,336 euros (90,281 euros in 2022) were recognised for this asset in 2023.
In 2020, the Company purchased 1,572,296 shares in the listed company Inmobiliaria Colonial SOCIMI, S.A.,
for a total acquisition cost of 11,548,536 euros, which were recorded under “Short-term equity instruments”.
During the 2022 financial year, 1,113,250 shares with a total acquisition cost of 5,995,506 euros were
acquired, which are also recognised under “Short-term equity instruments”. At 31 December 2023, the
Company valued these shares, obtaining a negative value adjustment of 1,450,196 euros, which was
recognised under “Results of trading portfolio” (negative value of 2,826,816 euros in 2022).
During 2023, the Company received dividends associated with these financial investments for the sum of
671,387 euros (377,351 euros in 2022). This income is recognised in the Company’s income statement
under “Third-party financial income”.
30
The change in fair value, during the year and accumulated since it was originated, is shown below:
Financial assets at fair value through profit or loss
Euros
Cost
Fair value at
Change
Method
31/12/2023
31/12/2022
31/12/2023
31/12/2022
2023
FV
Level
Inmobiliaria Colonial SOCIMI, S.A.
17,544,042
17,544,042
17,590,326
16,140,131
1,450,195
Listing
1
Total
17,544,042
17,544,042
17,590,326
16,140,131
1,450,195
The main measurement techniques and variables used to measure fair value correspond to level 1, i.e., the
listing price of these shares on the secondary market at 31 December 2023.
Derivative
At 31 December 2023 there was a variation of 96,790 euros due to the valuation of the derivative financial
instrument Interest Rate Swap (SWAP). This amount is related to the heading Hedging instruments in Note
15.
Current and non-current financial assets amortised cost
The "Other non-current financial assets" and "Other non-current financial assets" items reflect the bonds
connected with the leases set out in Note 8 received from clients and deposited with public authorities.
The breakdown by due dates of the entries that comprise the “Other non-current financial assets” item at 31
December 2023 is as follows:
Euros
2028
2024
2025
2026
2027
and subsequent
Total
Other financial assets
608,494
298,542
662,536
43,126
1,570,647
3,183,346
Total
608,494
298,542
662,536
43,126
1,570,647
3,183,346
The breakdown by maturity at 31 December 2022 is as follows:
Euros
2027
2023
2024
2025
2026
and subsequent
Total
Other financial assets
796,335
579,857
185,487
392,845
1,548,597
3,503,121
Total
796,335
579,857
185,487
392,845
1,548,597
3,503,121
10. Trade and other accounts receivable
The breakdown of the item at year-end 2023 and 2022 was as follows:
Euros
31/12/2023
31/12/2022
Accounts receivable for sales and services
3,162,792
4,174,532
Staff
864
944
Current tax assets (18.2)
110,779
20,362
Other credits with Public Administrations (Note 18.1)
1,105,796
9,837
Total
4,380,231
4,205,675
31
The balance of the “Accounts receivable for sales and services” can be broken down as follows, for year
end 2023 and 2022:
Euros
31/12/2023
31/12/2022
Customers
2,649,239
3,848,969
Customers, invoices to be formalised
152,024
-
Commercial paper in portfolio
299,845
314,446
Outstanding papers
61,684
11,117
Customers with doubtful debts
13,195
3,494
Impairment
-13,195
-3,494
Total
3,162,792
4,174,532
The customer balance at the end of 2023 primarily includes some of the amounts pending payment
corresponding to income from the fourth quarter of 2023 in addition to the variable income from specific
hotels belonging to the Company that is calculated and invoiced at the end of the year based on GOP and
income for the year.
Changes in the impairment of customers recognised is as follows, with an impact on the income statement
for the year 2023 of 9,701 euros (171 profit for the year 2023):
Euros
2023
2022
Balance at beginning of year
-3,494
-3,665
Impairment of customers
-9,701
-3,494
Reversal of commercial credits
-
3,665
Balance, end of year
-13,195
-3,494
11. Cash and cash equivalents
The balance stated under “Cash” primarily corresponds to the balance available in current accounts on 31
December 2023 and 2022. The availability of these balances is subject to no restrictions and they accrue
interest at market rates.
12. Information on the nature of financial instruments and their level of risk
The management of the Company's financial risks is centralised in the Group's Financial Management and
PER 32 Group policies, which has established the necessary mechanisms to control exposure to changes in
exchange rates, along with credit and liquidity risks. The main financial risks which impact the Company are
set out below:
a) Credit risk
The Company's main financial assets are cash flow and cash balances, trade creditors and other accounts
receivable in investments. These account for the Company's maximum exposure to credit risk as regards
financial assets. The Company's credit risk is mainly attributable to its trade debts, which are shown net of
any provisions for insolvencies estimated on the basis of prior years' experience and their valuation under
the current economic climate. The Company loans its excess liquidity to related companies which are very
solvent, thereby guaranteeing the repayment of the funds thus loaned.
b) Liquidity risk
Taking into account the current situation of the financial market and the estimates made by the Directors of
the Company on the Company's cash generating capacity, the Directors believe that the Company has
enough capacity to obtain financing from third parties were it necessary to make new investments.
Consequently, there is no evidence that the Company will encounter liquidity problems in the medium term.
32
Liquidity is guaranteed by the nature of the investments made and lessees' high credit ratings, as well as by
the collection guarantees set forth in prevailing agreements.
c) Exchange rate risk
As regards the Company's exchange rate risk at 31 December 2023, it did not have any assets or liabilities
in foreign currencies. Hence, there is no risk in this regard.
d) Interest rate risk
Interest rate fluctuations change the fair value of assets and liabilities accruing fixed interest rates, as well as
the future flows of assets and liabilities tied to variable interest rates. Although it takes into account the use
of hedging transactions in order to achieve a balance in the debt structure that minimises the cost of debt
over the multi-year horizon with reduced volatility in the income statement.
Therefore, on 17 February 2017, the Company arranged an interest rate swap for 8,550,000 euros, which
will be valid from 1 April 2019 to 1 April 2026 and linked to a mortgage loan of 11,400,000 euros taken out
in 2017 on the property located in calle José Abascal 41 in Madrid.
e) Real estate business risks
Changes in the economic situation at both local and international levels, occupation and employment growth
rates, interest rates, tax legislation and consumer confidence have a significant impact on the real estate
markets. Any unfavourable change in any of these or in other economic, demographic or social variables in
Europe, and Spain in particular, could lead to a reduction in real estate activity in these countries. The cyclical
nature of the economy has been statistically proven, as has the existence of microeconomic and
macroeconomic aspects that directly or indirectly affect the way the property market performs, particularly
the rentals which make up the Company's main investment activity.
Other market risks to which the Company is exposed include:
Regulatory risks: the Company is bound to comply with several general and specific legal
provisions in force (legal, accounting, environmental, employment, tax, data protection provisions,
among others) which apply to it. Any regulatory changes that come about in the future may have a
positive or negative effect on the Company.
Tourism risk: a significant part of the Company's assets (mainly hotels) are connected to the
tourism industry. Any drop in tourism activity in the cities where these hotels are located could have
a negative effect on hotel use and occupancy. As a result, this could have a negative effect on the
yield and performance of these assets if tenants renegotiate current lease agreements.
13. Total equity and shareholders' equity
a) Authorised capital
At 31 December 2023, the Company's subscribed share capital was comprised of 4,452,197 registered
shares at a par value of €60.10 each. All these shares belong to a single class and series and all have been
fully subscribed and paid up, which means that the Company's registered share capital amounts to
267,577,040 euros.
All the shares that make up the share capital have the same rights, there being no statutory restrictions on
their transferability.
All the Company's shares have been admitted to trading on the Luxembourg Stock Exchange since 21
December 2011. The year-end share price, the average share price in the last quarter of the year and the
33
average for 2023 were 69.00, 68.50 and 67.83 euros per share, respectively.. The shares are registered
shares and are represented by means of book entries. They are constituted as such by virtue of their
registration in the corresponding accounting record.
The shareholders shall be subject to the obligations set forth in Articles 10 and comply with the REIT Act.
Any shareholders whose interest in the entity's share capital is equivalent to or greater than five per cent and
who receive dividends or a share-out of profits are obliged to give the company notice of the tax levy on the
dividends received within ten days, counting from the date after the day they are received.
The companies holding an interest in the share capital equivalent to or greater than 10% at 31 December
2023 were as follows:
Number of
Percentage
Shares
Interest
Promociones y Construcciones PYC Pryconsa, S.A.
498,360
11.19%
Cogein, S.L.U.
448,807
10.08%
The Company belongs to the PER 32 Group, whose ultimate Parent Company is PER 32, S.L., domiciled in
Madrid, which files the consolidated financial statements with the Madrid Companies Registry
b) Reserves
Legal reserve
According to the Consolidated Text of the Corporate Enterprises Act, a figure equivalent to 10% of the profit
for the year has to be allocated to the legal reserve until the balance of this reserve reaches at least 20% of
share capital. The legal reserve may be used to increase capital by using the proportion of its balance which
exceeds 10% of the already increased capital.
Furthermore, pursuant to Law 11/2009 regulating real estate investment trusts (REITs), the legal reserve of
companies that have chosen to apply the special tax regime established by this Law may not exceed 20% of
their share capital. The articles of these companies may not establish any unavailable reserve other than the
legal reserve.
With the exception of the aforementioned use, and whilst it does not exceed 20% of the share capital, this
reserve may only be used to offset losses, and only when there are no other sufficient available reserves to
do so.
At 31 December 2023, the legal reserve had not yet been fully allocated.
Voluntary reserve
Following the distribution of the Company’s profit in 2022, the balance of this equity item came to 4,974,058
euros; this reserve unrestricted.
Merger reserve
As a result of the merger operation carried out in 2016 set out in Note 1, in 2016 merger reserves of
14,154,739 euros were provided for, generated on account of the difference between the individual book
values of the Absorbed Companies and the book values incorporated as part of the merger.
c) Distribution of profits
REITs are governed by the special tax regime set forth in Law 11/2009 of 26 October governing Listed Real
Estate Investment Trusts, as amended by Law 16/2012 of 27 December. Once all the trading obligations that
34
may correspond to them are fulfilled, such companies are obliged to distribute to their shareholders the
profits obtained in the year in the form of dividends. Such distribution must be resolved as set out below
within the six months following the end of each financial year:
a) 100% of the profit from dividends or profit-sharing distributed by the entities referred to in section
1, article 2 of this Law.
b) At least 50% of the profits arising from the transfer of the properties, shares or ownership interests
referred to in section 1, article 2 of this Law, subsequent to expiry of the time limits referred to in
section 3, article 3 of this Law, which are used for pursuit of the entities' principal corporate
purpose. The rest of such profits must be reinvested in other properties or interests included under
the corporate purpose within the three years following the date of transfer. Failing this, such profits
must be fully distributed together with the profits, if any, from the year in which the reinvestment
period ends. Should the elements subject to reinvestment be transferred before the maintenance
period elapses, any profits from them must be fully distributed together with the profits, if any, of
the financial year in which they have been transferred. The distribution obligation does not cover
the proportion of profits, if any, charged to financial years in which the Company did not pay taxes
under the special tax regime set forth by the aforementioned Act.
c) At least 80 per cent of the rest of the profits obtained.
Where the distribution of dividends is charged to the reserves from the profits of a year in which the special
tax regime has been applied, the distribution of such dividends must necessarily fulfil the resolution referred
to in the preceding paragraph.
The legal reserve of any companies which have opted to apply the special tax regime set forth in this Act
may not exceed twenty per cent of their share capital. The articles of these companies may not establish any
other unavailable reserve other than the legal reserve.
As indicated in Note 2, pursuant to Law 11/2021, of 9 July and Order HFP/1430/2021, of 20 December, the
Company is subject to special taxation on undistributed profit by real estate investment trusts as part of
corporation tax, in the self-assessment category, for tax years starting on or after 1 January 2021. The tax
rate in force is 15% and is considered as corporation tax payable.
d) Capital management
The Company is essentially financed with shareholders' equity. Only in the case of new investments may the
Company make use of the credit markets to finance these acquisitions or obtain financing from related
companies by taking out mortgage-backed loans and/or issuing fixed income financial instruments.
The Company has undertaken to distribute at least 80% of their distributable profits in the form of dividends
to its shareholders pursuant to the existing legal obligation laid down by Law 11/2009, as amended by Law
16/2012.
e) Adjustments for changes in value
The breakdown and nature of other adjustments for changes in value is as follows:
Euros
31/12/2023
31/12/2022
Hedging operations (Note 15)
217,266
314,055
Total
217,266
314,055
35
f) Capital grants
The activity in this heading during 2023 and 2022 was as follows:
2023
Euros
31/12/2022
Applications
31/12/2023
Capital grants
928,789
-56,351
872,437
Total
928,789
-56,351
872,437
2022
Euros
31/12/2021
Applications
31/12/2022
Capital grants
985,139
-56,351
928,789
Total
985,139
-56,351
928,789
Due to the change in taxation pursuant to the amendment introduced by Law 16/2012 of 27 December to
Law 11/2009 regulating Listed Real Estate Investment Trusts on the Real Estate Market, the Company started
to pay tax at the levy of 0%. Therefore, the Company has adjusted the tax effect or the deferred tax liability
and included the gross amount in “Subsidies, donations and bequests” of the Company's equity.
These subsidies correspond to the subsidy granted by the Directorate-General of Regional Economic
Incentives for the development of the area. At 31 December 2023, the following were yet to be taken to the
statement of profit and loss:
- Subsidy granted by the Directorate-General of Regional Economic Incentives for the nominal
amount of 1,550,000 euros (552,152 euros yet to be taken to the statement of profit and loss)
corresponding to 10% of the investment made to build Hotel Iberostar Isla Canela in Ayamonte,
Huelva.
- Subsidy granted by the Directorate-General of Regional Economic Incentives for the nominal
amount of 1,106,000 euros (320,285 euros yet to be taken to the statement of profit and loss)
corresponding to 10% of the investment made to build Hotel Playa Canela in Ayamonte, Huelva.
The aforementioned subsidies were transferred to the Absorbed Company, Compañía Ibérica de Bienes
Raíces 2009, SOCIMI, S.A.U. from Isla Canela, S.A. based on the partial division agreement which gave rise
to the Absorbed Company, since all of them were allocated to the activity subject to the transfer. Taking into
account that the partial division transaction mentioned above was performed with accounting effects as of 1
January 2009, the Absorbed Company has booked the subsidies thus transferred in income since then.
In 2023, an amount of 56,351 euros (56,351 euros in 2022) was registered under “Allocation of grants for
non-financial and other assets” in the accompanying profit and loss account.
36
14. Current and non-current liabilities
The balances of the accounts in this item at the end of 2023 and 2022 are as follows:
Euros
31/12/2023
31/12/2022
Long-term debts with credit institutions
132,193,018
104,798,848
Other financial liabilities
3,934,179
3,900,223
Total long-term liabilities
136,127,197
108,699,071
Short-term debts with credit institutions
54,481,696
35,026,384
Other financial liabilities
528,154
488,482
Total current payables
55,009,851
35,514,866
Total current and non-current financial debts
191,137,048
144,213,937
Financial assets at amortised cost
Non-current and current bank borrowings
At 31 December 2023, the Company’s bank borrowings came to 186,674,715 euros (139,825,232 euros at
31 December 2022).
The mortgage loans in force at 31 December 2023, for which the Company is liable, have the following
characteristics:
Financial institution
Euros
Start
Initial amount
Outstanding capital
Maturity
José Abascal, 41
Banca March
2017
11,400,000
8,892,000
2031
Titán, 13
Banco Santander
2015
15,735,000
8,896,495
2025
Conde de Peñalver, 16
Banco Santander
2015
10,217,000
5,776,643
2025
Valle de la Fuenfría, 3
Kutxabank
2018
10,000,000
7,274,621
2028
Juan Ignacio Luca de Tena, 17
CaixaBank
2019
12,000,000
9,981,936
2030
Glorieta de Cuatro Caminos 6 and 7,
Banca March
2018
4,500,000
3,100,000
2028
Arapiles 14
Bankinter
2022
24,000,000
24,000,000
2037
Hotel Valdebebas (*)
Banco Santander
2022
33,000,000
20,064,000
2035
Hospital Valdebebas (*)
Banco Santander
2023
36,000,000
16,196,400
2036
Total
156,852,000
104,182,095
Opening costs
Bankinter
2022
-
-293,439
Total
156,852,000
103,888,656
(*) These loans are intended to finance construction work. The loans for the Valdebebas Hotel and Valdebebas Hospital were agreed with
Banco Santander and the drawdown of up to 33,000,000 euros and up to 36,000,000 will take place during the building's construction
years, based on the progress of construction.
The personal guarantee loans in force at 31 December 2023 have the following characteristics:
Start
Maturity
Euros
Initial amount
Outstanding capital
Banco Santander
2020
2025
12,000,000
6,092,933
Banco Santander
2021
2026
30,000,000
17,201,709
Abanca
2022
2027
3,000,000
2,100,000
Pichincha
2022
2025
5,000,000
2,551,846
Banca Pueyo
2022
2030
5,000,000
5,000,000
Banca Pueyo
2022
2030
5,000,000
4,821,429
Bankinter
2022
2032
10,000,000
9,400,000
Banco Santander
2023
2024
10,000,000
10,000,000
BBVA
2023
2024
17,000,000
17,000,000
Total
97,000,000
74,167,916
In addition, the heading “Short-term bank borrowings” includes three credit facilities, two entered into with
Bankinter, one with a limit of 2,000,000 euros and the other with a limit of 5,000,000 euros, both maturing on
21 January 2024, and another with Banca March with a limit of 7,500,000 euros with a maturity of 11 January
37
2025.. These policies are drawn down at 31 December 2023 in the amount of 7,459,618 euros (6,872,437
euros at 31 December 2022). Furthermore, accrued and unpaid interest at 31 December 2023 came to
1,158,525 euros (392,903 euros at 31 December 2022).
The financial expenses arising from debts with credit institutions in 2023 amounted to 5,174,990 euros
(1,914,180 euros in 2022) and are recorded under the “Financial expenses” heading on the attached profit
and loss account.
As can be seen from the information described in this note, the Company has taken out various long-term
loans (mortgages and non-mortgage loans) in 2023 to finance its activities. The cost of closing these loans
is included in “Long-term debts with credit institutions” in the Company's balance sheet as at 31 December
2023 and amounts to 293,439 euros, which is recorded annually as an expense in the income statement
according to the repayment period of the loans to which they are linked.
Loan interest rates are set on market terms linked to Euribor with a fixed spread, with the exception of the
loan hedged with a hedge guarantee.
The “Bonds and deposits” item reflects the guarantees received from clients connected with the leases set
out in Note 7.
The breakdown by due dates at 31 December 2023 is as follows:
Euros
2028
2024
2025
2026
2027
and
subsequent
Total
Debts with credit institutions (*)
54,459,580
30,972,889
8,505,150
6,842,564
85,894,531
186,674,715
Long-term bonds and deposits
-
351,986.32
1,601,968.92
157,771.94
1,822,452
3,934,179
Short-term bonds and deposits
528,154
-
-
-
-
528,154
Total
54,987,735
31,324,875
10,107,119
7,000,336
87,716,983
191,137,048
(*) Mortgage-backed loans in the amount of 104,182,095 euros, loans with a personal guarantee in the amount of 74,167,916 euros,
drawdowns on credit facilities in the amount of 7,459,618 and interest accrued pending maturity in the amount of 1,158,525 euros.
The breakdown by due dates at 31 December 2022 is as follows:
Euros
2027
2023
2024
2025
2026
and
subsequent
Total
Debts with credit institutions (*)
35,026,384
19,703,541
31,505,107
8,827,366
44,762,834
139,825,232
Long-term bonds and deposits
-
448,430
205,388
1,412,640
1,833,765
3,900,223
Short-term bonds and deposits
488,482
-
-
-
-
488,482
Total
35,514,811
20,151,971
31,710,496
9,266,692
47,569,913
144,213,882
(*) Mortgage-backed loans in the amount of 62,461,471 euros, loans with a personal guarantee in the amount of 70,413,976 euros,
drawdowns on credit facilities in the amount of 6,872,437 and interest accrued pending maturity in the amount of 392,903 euros.
15. Hedge instruments
The breakdown of derivative financial instruments at 2023 year-end is as follows:
Euros
Fair value
Classification
Type
Outstanding
balance
Maturity
Asset
Interest rate swap
Interest rate hedge
Variable to Fixed
8,550,000
01.04.2026
217,266
38
The breakdown of derivative financial instruments at 2022 year-end is as follows:
Euros
Fair value
Classification
Type
Outstanding
balance
Maturity
Asset
Interest rate swap
Interest rate hedge
Variable to Fixed
8,550,000
01.04.2026
314,055
On 17 February 2017, the Company entered into an Interest Rate Swap derivative financial instrument
amounting to 8,550,000 euros, the term of which is from 1 April 2019 to 1 April 2026.
This financial instrument has had the following impact on the Company's equity, according to the valuation
made:
- An equity reduction of 96,790 euros in 2023 (increase of 597,063 euros in 2022), which has been
recorded in the Company's equity under the “Adjustments for changes in value” heading.
The Company has complied with the requirements set out in Note 5.5.3 on registration and valuation
standards to be able to classify the financial instruments detailed above as hedges.
16. Disclosure on supplier payment deferrals
Below is the information required by Additional Provision Three of Law 15/2010 of 5 July (modified under
the Second Final Provision of Law 31/2014 of 3 December) prepared according to the Resolution of 29
January 2016, of the Institute of Accounting and Auditing, on the information to be included in the record of
annual financial statements relating to the average period for payment to suppliers in commercial
transactions.
2023
2022
Days
Average payment period to suppliers
54.57
44.48
Ratio of paid transactions
58.33
49.84
Ratio of transactions pending payment
45.07
21.88
Euros
Total payments made
32,966,886
15,562,518
Total payments pending
13,040,320
3,689,510
Pursuant to the ICAC Resolution, to calculate the average payment period to suppliers, commercial
transactions corresponding to the accrued delivery of goods or provision of services from the date on which
Law 31/2014 of 3 December came into force, have been taken into consideration.
For the sole purpose of providing the information set out in the Resolution, suppliers are considered as trade
creditors concerning debts with suppliers of goods or services, included in the “Suppliers” and “Sundry
creditors” items of the current liabilities in the balance sheet.
The “average payment period to suppliers” is understood as the period of time that elapses from the delivery
of goods or the provision of services entrusted to the supplier and eventual payment of the operation.
The maximum legal payment period applicable to the Company in 2023 according to Law 3/2004, of 29
December, establishing measures to combat delinquency in commercial transactions, is 30 days from the
date on which said Law was published to the present (unless any of the conditions established therein are
fulfilled, allowing the maximum legal payment period to be extended to 60 days).
In accordance with Law 18/2022 of 28 September on the creation and growth of companies, the aim of which
is to reduce non-payment and financial support, the company discloses below the average time taken to pay
suppliers, the volume of money and the number of invoices paid in a period that is less than the maximum
39
set in the late payment regulations, as well as the percentage that these represent of the total number of
invoices and total money paid to its suppliers:
2023
2022
Average payment period invoices paid in a period shorter than the legal maximum period
25.49
26.09
Number of invoices paid in less than the maximum legal period
1,808
1,520
Percentage of total number of paid invoices
60.11%
66.61%
Amount
Amount of invoices paid in less than the legal maximum time limit.
17,222,302
13,037,097
Percentage of the total amount of paid invoices
56.00%
83.77%
17. Guarantees undertaken with third parties
At 31 December 2023, the Company had been granted two guarantees from Kutxabank to the Madrid City
Council for the proper disposal of waste in the amount of 6,431 euros for the one-off refurbishment works of
the building at 42 Calle Pradillo, and for 34,259 euros for the works at the Sexta Avenida Shopping Centre
in Madrid.
18. Public administrations and tax situation
18.1. Current balances with Public Administrations
The breakdown of the accounts receivable and payable from/to Public Administrations is as follows:
Euros
31/12/2023
31/12/2022
Owed
Due
Owed
Due
Withholdings during the year
-
-
20,362
-
Withholdings from previous years
-
-
9,837
-
Value Added Tax
1,105,796
562,065
-
306,938
Personal Income Tax
-
21,590
-
51,381
Rent withholdings
-
505
-
505
Withholdings on movable capital
-
23,480
-
30,287
Corporation tax
110,779
-
-
-
Social Security
-
9,533
-
7,483
Total
1,216,575
617,173
30,199
396,594
The heading Value Added Tax has a credit and debit balance due to the result of the VAT settlement for the
month of November 2023 in the amount of 562,065 euros debited on 2 January 2024. The debit amount of
1,105,796 euros is VAT to be offset as a result of the settlement of December 2023.
40
18.2 Reconciliation between accounting profit or loss and the tax base
The reconciliation between the accounting profit or loss and the Corporation Tax base in 2023 and 2022 was
as follows:
Euros
2023
2022
Profit (loss) before tax
20,467,557
14,254,856
Permanent differences
-
-
Temporary differences
-104,170
162,102
Prior tax base
20,363,386
14,416,958
Tax base (0%)
18,387,909
14,416,958
Tax base (25%)
1,975,478
-
Offsetting of negative tax bases
-357,592
-
Tax base at 0%
18,387,908
14,416,958
Tax base at 25%
1,617,886
-
Total tax liability (0%)
-
-
Total tax liability (25%)
404,472
-
Deductions
-453
-
Tax due
404,018
-
Withholdings and interim payments
-514,797
-20,362
Net (payable)/refunded
-110,779
-20,362
Temporary differences in 2023 that changed the pre-tax accounting profit amounted to a negative 321,388
euros and corresponded to:
- Downward adjustment for the recovery of the depreciation allocation for non-deductible property
investments pursuant to Law 16/2012, establishing that accounting depreciation of tangible and
intangible fixed assets, in addition to property investments, were only deductible up to 70% of the
depreciation that would have been fiscally deductible recovering, from 2015, on a 10-year straight-
line basis, the amount of 212,779 euros.
- Upward adjustment for the impairment of property investments in 2023 in the amount of 344,990
euros.
- Downward adjustment as a consequence of the reversal of impairment on real estate investments
amounting to 236,381 euros.
At the end of 2023, the Company has temporary differences pending allocation of 5,525,707 euros
(5,847,095 euros in 2022), for which the deferred tax asset has not been booked given that the levy
applicable is 0%. Said temporary differences include the amount of adjusted depreciation in 2013 and 2014
pending deduction in the amount of 212,779 euros, in addition to the impairment of property investments in
the amount of 5,312,928 euros.
At 31 December 2023, the Company has no tax loss carryforwards to offset, having offset them all this year
(357,592 euros at 31 December 2022).
At the end of 2023, there were no financial expenses that have not been deducted from the tax base for
corporation tax.
Likewise, at 31 December 2023 there are tax credits to be applied as the outstanding tax credit for donations
in this year has been applied (453 euros at 31 December 2022).
Pursuant to Article 9.2 of Law 11/2009 of 26 October governing Listed Real Estate Investment Trusts, as
amended by Law 16/2012 of 27 December, the tax self-assessment return has to be filed on the part of the
period's tax base which proportionally corresponds to the dividend whose distribution has been resolved
with regard to the profit obtained in the year. As indicated in Note 4, at 2023 year-end the directors proposed
to the shareholders to pay dividends of 15,956,437 euros (12,653,959 euros in 2022) and, accordingly,
41
corporation tax was payable on this dividend in the amount of 0 euros. The after-tax profit for 2023 amounted
to 20,063,539 euros (14,254,856 euros in 2022).
Furthermore, pursuant to Article 6 of Law 11/2009 of 26 October, amended by Law 16/2012 of 27 December,
the Company is obliged to distribute dividends equal to at least 50 percent of the profits resulting from the
transfer of the real estate assets and shares or interests referred to in paragraph 1, Article 2 of said Law
which are carried out once the periods referred to in paragraph 3, Article 3 of this Law have elapsed and
which are allocated to fulfilling its main corporate purpose. The rest of such profits must be reinvested in
other properties or interests included under the corporate purpose within the three years following the date
of transfer. Failing this, such profits must be fully distributed together with the profits, if any, from the year in
which the reinvestment period ends. If the elements subject to reinvestment are transferred before the
maintenance period established in paragraph 3, article 3 of this Act elapses, those profits must be fully
distributed together with the profits, if any, from the year in which they have been transferred. As a result of
the sale of property assets in 2023, a net gain of 3,707,603 euros was obtained and the following distribution
of profit is proposed:
From the gain from the sale of real estate assets acquired in the pre-Real Estate Investment Trust
period taxed at 25% and amounting to 1,975,478 euros, the Company's directors propose allocating
10% to the legal reserve (230,058 euros) and 90% to the voluntary reserve (2,070,525 euros) from
the accounting profit generated (2,300,583 euros).
For the rest of the gain originating from the sale of real estate assets acquired in the pre-Real Estate
Investment Trust period amounting to 1,732,125 euros, the Company's directors propose allocating
10% to the legal reserve (6,716 euros), 45% to the voluntary reserve (30,222 euros) and the other
45% to distribution of dividends (30,222 euros), from the accounting profit generated (67,161
euros).
Additional information on Deferred Income
A. Compañía Ibérica de Rentas Urbanas 2009, SOCIMI, S.A.U.
Compañía Ibérica de Rentas Urbanas 2009, SOCIMI, S.A.U. was incorporated as a result of the partial spin-
off of the company, Cogein, S.L. (now S.L.U.) which took place on 22 December 2009. The assets
contributed by Cogein, S.L. (now S.L.U.) were subject to the tax neutrality regime.
Pursuant to the foregoing, in order to comply with the provisions of Article 86 of the LIC, the following
information is hereby included:
a) Tax period in which the transferor, Cogein, S.L. (now S.L.U.) acquired the transferred assets:
- Hotel Tryp Atocha: 2001 (sold in 2015)
- Rutilo premises: 2000 (sold in 2019)
- Hotel Innside Meliá Gran Vía: 2002
- Retail outlet at Gran Vía 34: 2002
- Retail outlet on Dulcinea: 1995
- Pradillo 42 offices: 2009
- Albalá 7 premises: 2003 (sold in 2023)
- Gran Vía 1 1º and 2º derecha offices: 1993
- Gran Vía 1 1º izquierda premises: 1998
b) List of assets acquired that are included in the accounting records for a value different to that for
which they were included in those of the transferor entity prior to the transaction being carried out,
indicating both values, as well as the valuation adjustments made to the accounting records of the
two entities:
42
Data at 31 December 2023
Property
Euros
N.T.V.:
M.V.T.:
R.D.
Gran Vía,1 1º izquierda
541,883
2,730,000
2,188,117
Gran Vía,1 1º derecha
474,791
3,013,000
2,538,209
Gran Vía,1 1º izquierda
570,505
2,873,000
2,302,495
Gran Vía 34 hotel and premises
45,845,703
43,065,500
-2,780,203
Dulcinea premises
446,843
1,525,000
1,078,157
Pradillo, 42
17,762,500
18,227,308
464,808
Total
65,642,225
71,433,808
5,791,583
N.T.V.: Net tax value
M.V.T.: Market value of transfer
R.D. Deferred income
c) No tax benefits are enjoyed by the transferor entity concerning which the absorbed entity must
comply with specific requirements pursuant to the provisions of Article 84.1 of the Corporation Tax
Act (“LIS”).
B. Compañía Ibérica de Bienes Raíces 2009, SOCIMI, S.A.U.
Compañía Ibérica de Bienes Raíces 2009, SOCIMI, S.A.U. was established following the partial division of
Isla Canela, S.A., which occurred on 29 December 2009. The assets contributed by Isla Canela, S.A. were
treated under the tax neutrality system.
Pursuant to the foregoing, in order to comply with the provisions of Article 86 of the LIC, the following
information is hereby included:
a) Tax period during which the transferring entity, Isla Canela, S.A., acquired the transferred assets:
- Gran Vía 1 2º izquierda: 1987
- Marina Isla Canela Shopping Mall: 2000
- Hotel Barceló: 1998
- Hotel Atlántico: 2000
- Hotel Playa Canela: 2002
- Hotel Iberostar: 2002
- Hotel Golf Isla Canela: 2007
b) List of assets acquired that are included in the accounting records for a value different to that for
which they were included in those of the transferor entity prior to the transaction being carried out,
indicating both values, as well as the valuation adjustments made to the accounting records of the
two entities:
Data at 31 December 2023
Property
Euros
N.T.V.:
M.V.T.:
R.D.
Gran Vía 1 2º izquierda
374,654
1,940,000
1,565,346
Marina Isla Canela Shopping Mall
1,798,346
4,700,000
2,901,654
Hotel Barceló
7,090,735
23,700,000
16,609,265
Hotel Atlántico
18,667,707
29,200,000
10,532,293
Hotel Playa Canela
14,984,936
15,900,000
915,064
Hotel Iberostar
18,358,560
23,700,000
5,341,440
Hotel Isla Canela Golf
4,147,317
4,700,000
552,683
Total
65,422,255
103,840,000
38,417,745
N.T.V.: Net tax value
M.V.T.: Market value of transfer
R.D. Deferred income
c) No tax benefits are enjoyed by the transferor entity concerning which the absorbed entity must
comply with specific requirements pursuant to the provisions of Article 84.1 of the Corporation Tax
43
Act (“LIS”).
In 2013 the absorbed company, Compañía Ibérica de Bienes Raíces 2009, SOCIMI, S.A.U., in turn absorbed
the company, Compañía Ibérica de Rentas Urbanas 2009, SOCIMI, S.A.U., so that it acquired all its assets
and liabilities. The properties acquired by Compañía Ibérica de Rentas Urbanas 2009, SOCIMI, S.A.U. were
the result of a restructuring deal in which the transferor Cogein, S.L. (now S.L.U.) ) exercised the power
currently referred to in Article 77.2 of the Corporation Tax Act.
C. Bensell Mirasierra, S.L.U.
Due to the subsequent acquisition and merger of this investee with the Company, a new deferred income of
5,506,170 euros arose as a result of the difference between the net tax value and the acquisition and merger
value.
Data at 31 December 2023
Property
Euros
N.T.V.:
M.V.T.:
R.D.
Valle de la Fuenfría, 3
12,117,499
17,623,669
5,506,170
Total
12,117,499
17,623,669
5,506,170
N.T.V.: Net tax value
M.V.T.: Market value of transfer
R.D. Deferred income
18.3. Reconciliation between the accounting profit and corporation tax expenses
The reconciliation between the accounting profit or loss and the corporation tax base for the years ending
31 December 2023 and 2022 is as follows:
Euros
2023
2022
Profit (loss) before tax
20,467,557
14,254,856
Permanent differences
-
-
Temporary differences
-104,170
162,102
Prior tax base
20,363,387
14,416,958
Tax base (0%)
18,387,909
14,416,958
Tax base (25%)
1,975,478
-
Offsetting of negative tax bases
-357,592
-
Tax base at 0%
18,387,909
14,416,958
Tax base at 25%
1,617,886
-
Total tax liability (0%)
-
-
Total tax liability (25%)
404,472
-
Deductions
-453
-
Tax expense recognised in the profit and loss account
404,018
-
18.4. Years open for review and tax audits
In accordance with prevailing legislation in Spain, taxes cannot be considered to have been definitively
settled until the returns filed have been inspected by the tax authorities or until the four-year statute of
limitations period has elapsed. At year-end 2023, the Company's taxes corresponding to the last four years
remained open to inspection. The Directors of the Company consider that the settlements of the above-
mentioned taxes have been properly filed. Hence, although discrepancies may arise regarding the tax
treatment given to the operations due to the interpretation of prevailing regulations, any liabilities that may
eventually result from them, should they come about, will not significantly affect the annual accounts attached
hereto.
18.5. Reporting requirements as a REIT
This information is set out in Annex 1 attached (Law 11/2009 amended by Law 16/2012).
44
19. Income and expenses
19.1 Net turnover, other operating income and subsidies
The breakdown of these items at 31 December 2023 and 2022 is as follows:
Euros
2023
2022
Hotels
10,325,785
9,747,961
Offices
15,187,824
11,331,546
Retail
9,436,236
9,564,815
Rental subtotal
34,949,845
30,644,323
Provision of sundry services
28,615
63,007
Capital grants taken to profit and loss
56,351
56,351
Total income
35,034,811
30,763,680
The Company's entire turnover in 2023 and 2022 was generated in Spain.
19.2 Staff costs
The balance of this item in 2023 and 2022 was comprised as follows:
Euros
2023
2022
Wages and salaries:
Wages, salaries and similar outgoings
427,118
358,311
National Insurance contributions:
Social Security contributions incurred by the company
92,117
74,088
Other social expenses
55,051
53,704
Total
574,286
486,103
19.3 External charges for services, taxes and similar levies
The breakdown of this item for 2023 and 2022 is as follows:
Euros
2023
2022
Leases
52,933
27,921
Repairs and maintenance
1,224,454
851,544
Independent professional services
437,361
365,912
Insurance policies
99,380
78,669
Banking services and similar
8,035
9,012
Advertising and public relations
48,866
21,951
Supplies
1,301,591
1,245,470
Other services
477,167
410,322
Other levies
3,718,515
2,289,343
Total
7,368,302
5,300,144
45
20. Related-party transactions and balances
20.1 Related-party transactions
The transactions made with related companies in 2023 and 2022 were as follows:
2023
Euros
31/12/2023
Financial
Income
Financial
Income
income
income
Isla Canela, S.A.
89,455
221,305
113,515
-
Promociones y Construcciones PYC Pryconsa, S.A.
2,191,936
25,779
-
511,713
Planificación Residencial y Gestión, S.A.U.
34,190
610
-
31,327
Cogein, S.L.U.
-
472
10,064
-
Propiedades Cacereñas, S.L.U.
-
321
-
-
Triangulo Plaza Cataluña, S.L.
-
210
-
-
Jardins Sottomayor - Imobiliária e Turismo, SA
-
3,209
-
-
Cotos Capital S.L.
-
317
-
-
Pryconsa Senyor, S.L.
-
9,711
-
-
Promoción, Gestión y Marketing Inmobiliario, S.L.
-
457
-
38,630
Total
2,315,581
262,391
123,579
581,670
2022
Euros
31/12/2022
Financial
Income
Income
income
income
Isla Canela, S.A.
126,218
108,891
-
Promociones y Construcciones PYC Pryconsa, S.A.
670,098
25,253
26,519
Planificación Residencial y Gestión, S.A.U.
5,317
689
-
Cogein, S.L.U.
-
751
132,886
Propiedades Cacereñas, S.L.U.
-
294
-
Triangulo Plaza Cataluña, S.L.
-
260
-
Jardins Sottomayor - Imobiliária e Turismo, SA
-
3,267
-
Codes Capital Partners, S.L.U.
-
-
-
Cotos Capital S.L.
-
322
-
Pryconsa Senyor, S.L.
-
5,813
-
Promoción, Gestión y Marketing Inmobiliario, S.L.
-
1,208
-
Per 32, S.L.
-
183
-
Total
801,633
146,931
159,405
At 31 December 2023, the relationship between the companies with which the Company has relevant
“Related party transactions and balances” is as follows:
- Isla Canela, S.A.: This company is 93.90% owned by PER 32, S.L., which is the holding company
of the group where the company is finally consolidated.
- Promociones y Construcciones PYC Pryconsa, S.A.: Direct shareholder of the Company with an
11.19% stake.
- Planificación Residencial y Gestión, S.A.U.: A company in which Promociones y Construcciones
PYC Pryconsa, S.A. holds an 100% interest.
- Cogein, S.L.U.: Company 100% owned by PER 32, S.L.
- Propiedades Cacereñas, S.L.U.: Company 100% owned by PER 32, S.L.
- Triangulo Plaza Cataluña, S.L.: A company in which Promociones y Construcciones PYC
Pryconsa, S.A. holds 44.42% and Cogein, S.L.U. 55.58%.
- Jardins Sottomayor - Imobiliária e Turismo, S.A.: A Portuguese company ultimately owned by
Marco Colomer Barrigón and José Luis Colomer Barrigón (both members of the Board of Directors
46
of the Company and direct shareholders of the Company).
- Cotos Capital S.L.: Company owned 54% by PER 32, S.L. and 46% by Codes Capital Partners,
S.L.U. (the latter is wholly owned by PER 32, S.L.).
- Pryconsa Senyor, S.L.: 36.08% owned by Cogein and 63.92% owned by Promociones y
Construcciones PYC Pryconsa, S.A.
- Promoción, Gestión y Marketing Inmobiliario, S.L.: This company is 51.08% owned by Cogein,
S.L.U. and ultimately owned by Marco Colomer Barrigón and José Luis Colomer Barrigón (both
members of the Company's Board of Directors and direct shareholders of the Company).
20.2 Balances with Group and related companies
Balances with related companies at 31 December 2023 and 2022 are as follows:
2023
Euros
Loans granted to related
companies
Loans received from
related companies
Cogein, S.L.U.
-
6,270,230
Promociones y Construcciones PYC Pryconsa, S.A.
10,000,000
-
Total
10,000,000
6,270,230
2022
Euros
Loans granted to related
companies
Loans received from
related companies
Cogein, S.L.U.
-
3,461,920
Total
-
3,461,920
The main agreements currently in force which the Company has with related companies are as follows:
- On 30 April 2018, the Company signed a lease agreement for parking spaces with Promociones y
Construcciones, PYC, Pryconsa, S.A., under which the latter leases 17 parking spaces to the
Company located in the building at Glorieta de Cuatro Caminos, 6 and 7, Madrid. The contract term
is for five years, starting on 1 May 2018, extendable for five-year periods unless expressly agreed
by the parties.
- On 28 April 2017, the Company entered into a technical service provision agreement with
Promociones y Construcciones PYC Pryconsa, S.A., consisting of (i) technical assistance with the
properties constructed by the latter and (ii) integrated project management of remodelling,
refurbishment or adaptation works to properties owned by the Company, in exchange for
remuneration of 5% calculated using the value of the works performed under the aforementioned
contract. The duration of this contract was established for an annual period, tacitly renewable for
annual periods, unless the parties expressly indicate otherwise.
- On 1 September 2022, the various companies in the PER 32 group signed a framework agreement
on mutual financing, under which any company with surplus liquidity can finance the other
companies requiring such financing at market conditions, provided their financing needs are met.
The agreement has a term of three years, which can be automatically extended for another three
years unless one of the companies waives it.
- On 1 November 2022, a sublease agreement was signed with the company Planificación
Residencial y Gestión, S.A.U. for part of the second floor of the office building at Glorieta de Cuatro
Caminos 6 and 7. The term of the sublease is the same as that of the lease signed by Planificación
Residencial y Gestión, S.A.U. as lessee.
47
- On 1 April 2023, the various companies in the PER 32 group signed a framework agreement under
which they agreed to establish a multilateral services provision service, under which any company
can provide one or more services in the activity of various areas. The agreement has a term of three
years, which can be automatically extended for another three years unless one of the companies
waives it.
As a result of the mergers set out in Note 1, all obligations and rights deriving from the following agreements
with Isla Canela, S.A were transferred to the Company:
- On 1 June 2012, Isla Canela S.A. and Compañía Ibérica de Bienes Raíces 2009, SOCIMI, S.A.U.
entered into a technical services provision agreement for the maintenance of the hotels owned by
Compañía Ibérica de Bienes Raíces 2009, SOCIMI, S.A.U. Pursuant to the aforementioned
agreement, Isla Canela, S.A. provides the Company with an integrated preventive maintenance
service for the hotels owned by the Company in Isla Canela. The agreement is annual but may be
tacitly extended by the parties on an annual basis, although either of the parties may terminate it at
any time.
Additionally, the aforementioned technical services contract establishes that Isla Canela, S.A.
provides the Company with the full project management service for remodelling, renovating or
adaptation works which may be necessary on the hotels owned by the Company in Isla Canela.
- On 31 December 2012, Isla Canela S.A. and Compañía Ibérica de Bienes Raíces 2009, SOCIMI,
S.A.U. signed a hotel property lease agreement (for Hotel Isla Canela Golf). The contract is renewed
on a three-year basis with the current maturity date of 31 December 2023.
21. Remuneration for the Board of Directors and Senior Management
The total remuneration due in 2023 and 2022 for all items of the members of the Board of Directors and the
senior management of Saint Croix Holding Immobilier, SOCIMI, S.A. and people performing similar duties at
the end of each year can be summarised as follows:
Euros
2023
2022
Fixed remuneration
40,000
40,000
Variable remuneration
1,000
1,000
Allowances
10,000
10,000
Total
51,000
51,000
The functions of Senior Management are exercised by the members of the Board of Directors.
Furthermore, at 31 December 2023 and 2022, there were no advances or credits or any other kind of pension
or life insurance guarantees or obligations in connection with current and former members of the Board of
Directors.
During 2023 and 2022, the Company has not paid any amounts on the grounds of civil liability insurance
associated with the Directors.
Likewise, there have been no agreements between the Company and any of the Directors or persons acting
on their behalf, linked to operations other than in the normal course of business or that have not been
undertaken in normal conditions.
48
The number of Directors distributed by gender was as follows in 2023 and 2022:
2023
2022
Male
Female
Total
Male
Female
Total
3
2
5
3
2
5
Additionally, the Board of Directors has a non-Director Secretary of the Board who is male.
22. Information on conflicts of interest among the Directors
At year-end 2023, neither the members of the Board of Directors of Saint Croix Holding Immobilier, SOCIMI,
S.A. or the parties related to them, as laid down pursuant to the Corporate Enterprises Act, had reported to
the other members the Board of Directors any direct or indirect conflict of interests with those of the
Company.
23. Other information
23.1 Personnel
The average number of people employed in 2023 and 2022 broken down by job category is as follows:
2023
2022
Management
1
1
Technical staff
1
1
Administrative staff
4
4
Total
6
6
Likewise, the distribution by gender at the end of 2023 and 2022 broken down by category was as follows:
2023
2022
Male
Female
Male
Female
Directors
3
2
3
2
Management
1
-
1
-
Technical staff
1
-
1
-
Administrative staff
2
2
2
2
Total
7
4
7
4
No individuals with a level of disability equal to or greater than 33% were employed at year-end 2023 and
2022.
23.2 Audit fees
The fees for account auditing services and other services provided by the Company's auditor, BDO
Auditores, S.L.P., or by a company related to the auditor or jointly owned or controlled by it were as follows
in 2023 and 2022:
Euros
Services provided by the auditor of
accounts and related companies
2023
2022
Audit services
30,600
29,380
Other verification services
-
-
Total audit and related services
30,600
29,380
Tax advisory services
-
-
Other services
-
-
Total professional services
30,600
29,380
49
24. Environmental information
Environmental activities consist of any activities aimed at preventing, reducing or repairing damages
produced to the environment.
The corporate purpose of the Company, as provided for in its Articles of Association, is stated in Note 1.
In view of the Company’s activities, it does not have direct environmental responsibilities, expenses, assets
or provisions nor contingencies which could have a significant impact in relation to the capital, financial
situation and the results thereof. As a result, no specific breakdowns of information on environmental matters
have been included in these notes to the financial statements.
At 31 December 2023 and 2022, the Company had not booked any provision for possible environmental
risks, given that the Directors do not believe that there are any significant contingencies related to possible
litigation, compensation or other concepts.
25. Segmented reporting
2023
Euros
Hotels
Offices
Retail
Others
Total
Income
10,325,785
15,207,228
9,445,448
-
34,978,460
Indirect costs
-1,238,655
-3,427,483
-2,436,042
-
-7,102,179
Net Margin
9,087,130
11,779,745
7,009,406
-
27,876,281
General expenses
-248,092
-365,376
-226,941
-
-840,410
EBITDA
8,839,037
11,414,369
6,782,465
-
27,035,871
% of income
85.60%
75.06%
71.81%
-
77.29%
Depreciation
-2,288,731
-3,020,644
-1,112,065
-15,460
-6,436,901
Subsidies
56,351
-
-
-
56,351
Extraordinary profits (losses)
4,585
-
-
-
4,585
Profit/(loss) on disposal of real estate assets
-
2,463,710
-
-
2,463,710
Impairment/Reversal of trade operations
-
-
-
-9,701
-9,701
Impairment/Reversal of real estate assets
-198,538
-
89,929
-
-108,609
Financial profit (loss)
-
-2,505,699
-294,890
262,839
-2,537,749
EBT
6,412,704
8,351,736
5,465,440
237,678
20,467,557
Corporation tax
-
-
-
-404,018
-404,018
Net profit (loss)
6,412,704
8,351,736
5,465,440
-166,340
20,063,539
% of income
62.10%
54.92%
57.86%
0.00%
57.36%
2022
Euros
Hotels
Offices
Retail
Others
Total
Income
9,785,315
11,352,483
9,569,532
-
30,707,329
Indirect costs
-1,105,863
-2,505,625
-1,541,024
-
-5,152,512
Net Margin
8,679,451
8,846,859
8,028,508
-
25,554,818
General expenses
-201,949
-234,292
-197,495
-
-633,736
EBITDA
8,477,503
8,612,567
7,831,012
-
24,921,082
% of income
86.63%
75.87%
81.83%
-
81.16%
Depreciation
-2,327,936
-2,519,145
-1,135,839
-3,203
-5,986,123
Subsidies
56,351
-
-
-
56,351
Extraordinary profits (losses)
-20,765
172
-
-
-20,593
Profit/(loss) on disposal of real estate assets
-
350,824
-
-
350,824
Impairment/Reversal of real estate assets
-
-478,996
-
-
-478,996
Financial profit (loss)
-
-779,421
-155,478
-3,652,788
-4,587,688
EBT
6,185,153
5,186,000
6,539,695
-3,655,991
14,254,857
Corporation tax
-
-
-
-
-
Net profit (loss)
6,185,153
5,186,000
6,539,695
-3,655,991
14,254,857
% of income
63.21%
45.68%
68.34%
0.00%
46.42%
50
The breakdown of the income and net book value of real estate assets, including property, plant and
equipment in progress, at 31 December 2023 and 31 December 2022 is as follows:
Euros
31/12/2023
31/12/2022
Income
%
Net cost
Income
%
Net cost
Hotels
10,325,785
30%
135,536,452
9,785,315
32%
117,556,061
Offices
15,207,228
43%
228,032,522
11,352,483
37%
209,919,449
Retail
9,445,448
27%
99,476,270
9,569,532
31%
96,818,388
Institutional
-
0%
31,223,531
-
-
14,214,881
Total
34,978,460
100%
494,268,775
30,707,329
100%
438,508,778
The breakdown of contribution to income from a geographic standpoint is as follows:
Euros
31/12/2023
31/12/2022
Income
%
Income
%
Madrid
26,283,435
76%
22,306,777
72.64%
Huelva
8,695,025
25%
8,400,553
27.36%
Total
34,978,460
100%
30,707,329
100.00%
Furthermore, it is of interest to highlight the evolution of the occupation rates by type of asset from the
standpoint of asset types: The occupation rate of the Company's assets allocated to leases at 31 December
2023 amounted to 83% of the floor space (sq.m.) leased (92% in 2022), which breaks down as follows:
31/12/2023
31/12/2022
m2
Occupation
m2
Occupation
Hotels
99,408
100%
99,408
100%
Offices
76,277
71%
62,406
95%
Retail
40,030
59%
40,852
62%
Institutional
19,273
100%
19,273
100%
Total
234,987
83%
221,938
92%
During 2023, the occupancy rate of the properties was reduced by 8 points compared to that of 31 December
2022, mainly due to the start of work on the Sexta Avenida shopping centre, which led to the closure of the
shops until the next opening.
26. International Financial Reporting Standards
Pursuant to Article 525 of the Corporate Enterprises Act, companies that have issued securities which are
traded on a regulated market in any Member State of the European Union, in terms of Article 1.13 of Directive
93/22/EEC of the Council, of 10 May 1993, concerning investment services in the scope of traded securities
and which, pursuant to the regulations in force, only publish separate financial statements, shall be obliged
to state the main variations in shareholders' equity in the notes to the financial statements and in the profit
and loss account, when applying the International Financial Reporting Standards adopted by the European
Union (hereinafter, “the IFRS-EU”).
Having applied the General Accounting Plan approved under Royal Decree 1514/2007, of 16 November,
amended by Royal Decree 1159/2010, amended in 2016 by Royal Decree 602/2016 and amended by Royal
Decree 1/2021 of 12 January, to the Company's operations, there are no significant differences between
said rule and the IFRS-EU, with the exception of the inclusion of capital grants, net of their corresponding tax
effect, in the Company's net equity.
At the end of 2023 and 2022, the Company does not have any lease agreements in force under which it acts
as a lessee (operating lease) and therefore IFRS 16 does not apply to the recognition of a right to use the
asset and a liability for the lease.
51
Furthermore, the amendments to IFRS 16 “Leases: COVID-19 Related Rent Concessions beyond 30 June
2021”, which applies on a mandatory basis from 1 April 2021 onwards, does not have any impact on the
Company’s equity and profit.
27. Subsequent disclosures
From 31 December 2023 until the date of preparation of the Company's financial statements for 2023, no
relevant events have occurred that need to be specified in this section, with the exception of the following:
- On 11 January 2024, the Company entered into a personal guarantee loan of 15,000,000 euros
with Banco March in order to finance its working capital. This loan has a maturity of 24 months with
tacit renewal at the end of the first 12 months.
- On 28 February 2024, the Company renewed a short term personal guarantee loan of 10,000,000
euros with Banco Santander which, in addition to being renewed at maturity, has been extended to
5 years with partial annual repayments and a final repayment of 50% of the initial principal amount.
52
Annex 1. Reporting requirements as a REIT
Description
2023
a) Reserves from years prior to the application of the tax
scheme set forth in Law 11/2009, as amended by Law
16/2012 of 27 December.
As is set out in Note 1, the Company was incorporated on 1 December 2011
in Luxembourg without having allocated any prior year's profits to reserves.
b) Reserves of each financial year in which the special tax
regime set forth in said Law applies.
Profits allocated to reserves by the Company
- Profits in 2014 allocated to reserves: 921,102 euros
- Profits in 2015 allocated to reserves: 2,776,186 euros
- Profits in 2016 allocated to reserves: 1,724,518 euros
- Profits in 2017 allocated to reserves: 1,320,042 euros
- Profits in 2018 allocated to reserves: 1,455,425 euros
- Profits in 2019 allocated to reserves: 1,730,153 euros
- Profits in 2020 allocated to reserves: 944,411 euros
- Profits in 2021 allocated to reserves: 6,676,648 euros
- Profits in 2022 allocated to reserves: 1,600,898 euros
Profits applied to reserves by the absorbed company COMPAÑÍA
IBÉRICA DE BIENES RAÍCES 2009, SOCIMI, S.A.U.
- Profits in 2009 allocated to reserves: 936,358 euros
- Profits in 2010 allocated to reserves: 871,431 euros
- Profits in 2011 allocated to reserves: 1,000,888 euros
- Profits in 2012 allocated to reserves: 43,627 euros
- Profits in 2013 allocated to reserves: 470,286 euros
- Profits in 2014 allocated to reserves: 1,208,270 euros
- Profits in 2015 allocated to reserves: 3,699,608 euros
Profits applied to reserves by the absorbed company INVERETIRO,
SOCIMI, S.A.U.
- Profits in 2015 allocated to reserves: 477,756 euros
- Profits from income subject to the general tax levy.
- Tax gain of 2019 for the sale of Rutilo 21, 23 and 25: 572,893 euros
- Profits from income subject to tax at a levy of 19%.
Profits applied to reserves by the absorbed company COMPAÑÍA
IBÉRICA DE BIENES RAÍCES 2009, SOCIMI, S.A.U.
- Profits in 2009 allocated to reserves: 936,358 euros
- Profits in 2010 allocated to reserves: 871,431 euros
- Profits in 2011 allocated to reserves: 1,000,888 euros
- Profits in 2012 allocated to reserves: 43,627 euros
- Profits from income subject to tax at a levy of 0%.
Profits allocated to reserves by the Company
- Profits in 2014 allocated to reserves: 921,102 euros
- Profits in 2015 allocated to reserves: 2,776,186 euros
- Profits in 2016 allocated to reserves: 1,724,518 euros
- Profits in 2017 allocated to reserves: 1,320,042 euros
- Profits in 2018 allocated to reserves: 1,455,425 euros
- Profits in 2019 allocated to reserves: 1,730,153 euros
- Profits in 2020 allocated to reserves: 944,411 euros
- Profits in 2021 allocated to reserves: 6,676,648 euros
- Profits in 2022 allocated to reserves: 1,600,898 euros
Profits applied to reserves by the absorbed company COMPAÑÍA
IBÉRICA DE BIENES RAÍCES 2009, SOCIMI, S.A.U.
- Profits in 2013 allocated to reserves: 470,286 euros
- Profits in 2014 allocated to reserves: 1,208,270 euros
- Profits in 2015 allocated to reserves: 3,699,608 euros
Profits applied to reserves by the absorbed company INVERETIRO,
SOCIMI, S.A.U.
- Profits in 2015 allocated to reserves: 477,756 euros
c) Dividends paid out and charged to profits of each
financial year in which the tax scheme set forth in this
Law can be applied.
Dividends distributed by the Company
- Distribution of dividends in 2015: 6,979,719 euros
- Distribution of dividends in 2016: 13,958,138 euros
- Distribution of dividends in 2017: 11,880,376 euros
- Distribution of dividends in 2018: 13,098,821 euros
- Distribution of dividends in 2019: 12,526,626 euros
- Distribution of dividends in 2020: 8,499,697 euros
- Distribution of dividends in 2021: 15,148,124 euros
- Distribution of dividends in 2022: 12,653,959 euros
Dividends distributed by the absorbed company COMPAÑÍA IBÉRICA DE
BIENES RAÍCES 2009, SOCIMI, S.A.U.
- Distribution of dividends in 2009: 3,382,919 euros
- Distribution of dividends in 2010: 3,121,886 euros
- Distribution of dividends in 2011: 3,585,669 euros
- Distribution of dividends in 2012: 156,295 euros
- Distribution of dividends in 2013: 1,209,306 euros
53
- Distribution of dividends in 2014: 10,874,427 euros
- Distribution of dividends in 2015: 14,799,010 euros
Dividends distributed by the absorbed company INVERETIRO, SOCIMI,
S.A.U.
- Distribution of dividends in 2015: 1,987,206 euros
- Dividends from income subject to the general tax
levy.
-
- Dividends from income subject to taxation at 18%
(2009) and 19% (2010 to 2012).
Dividends distributed by the absorbed company Compañía Ibérica de
Bienes Raíces 2009, SOCIMI, S.A.U.
- Distribution of dividends in 2009: 3,382,919 euros
- Distribution of dividends in 2010: 3,121,886 euros
- Distribution of dividends in 2011: 3,585,669 euros
- Distribution of dividends in 2012: 156,295 euros
- Dividends from income subject to tax at a levy of 0%.
Dividends distributed by the Company
- Distribution of dividends in 2015: 6,979,719 euros
- Distribution of dividends in 2016: 13,958,138 euros
- Distribution of dividends in 2017: 11,880,376 euros
- Distribution of dividends in 2018: 13,098,821 euros
- Distribution of dividends in 2019: 12,526,626 euros
- Distribution of dividends in 2020: 8,499,697 euros
- Distribution of dividends in 2021: 15,148,124 euros
- Distribution of dividends in 2022: 12,653,959 euros
Dividends distributed by the absorbed company COMPAÑÍA IBÉRICA DE
BIENES RAÍCES 2009, SOCIMI, S.A.U.
- Distribution of dividends in 2013: 1,209,306 euros
- Distribution of dividends in 2014: 10,874,427 euros
- Distribution of dividends in 2015: 14,799,010 euros
Dividends distributed by the absorbed company INVERETIRO, SOCIMI,
S.A.U.
- Distribution of dividends in 2015: 1,987,206 euros
d) Dividends paid out and charged to reserves
-
- Dividends charged to reserves subject to taxation at
the general tax levy.
-
- Dividends charged to reserves subject to taxation at
19%.
-
- Dividends charged to reserves subject to taxation at
0%.
-
e) Date of the dividend pay-out resolution referred to by
items c) and d) above.
Dividends distributed by the Company
- 2015 dividends: 01 April 2016
- 2016 dividends: 29 June 2017
- 2017 dividends: 26 April 2018
- 2018 dividends: 25 April 2019
- 2019 dividends: 30 June 2020
- 2020 dividends: 29 April 2021
- 2021 dividends: 27 April 2022
- 2022 dividends: 27 April 2023
Dividends distributed by the absorbed company COMPAÑÍA IBÉRICA DE
BIENES RAÍCES 2009, SOCIMI, S.A.U.
- 2009 dividends: 29 June 2010
- 2010 dividends: 30 June 2011
- 2011 dividends: 28 June 2012
- 2012 dividends: 20 June 2013
- 2013 dividends: 30 June 2014
- 2014 dividends: 22 June 2015
- 2015 dividends: 01 April 2016
Dividends distributed by the absorbed company INVERETIRO, SOCIMI,
S.A.U.
- 2015 dividends: 01 April 2016
f) Acquisition date of the properties allocated to lease
which generate income subject to this special scheme
and that remain on the company's balance sheet on
the reporting date.
Properties from the absorbed company COMPAÑÍA IBÉRICA DE BIENES
RAÍCES 2009, SOCIMI, S.A.U.
The properties were owned by the absorbed company on 29/12/2009. Due to
the partial division transaction of Isla Canela, S.A., the dates of ownership are
as follows:
- Hotel Isla Canela Golf: 28/12/2007
- Hotel Barceló Isla Canela: 06/07/1998
- Hotel Iberostar Isla Canela: 01/07/2002
- Hotel Playa Canela: 16/05/2002
- Hotel Meliá Atlántico: 25/05/2000
- Marina Isla Canela Shopping Mall: 17/10/2000
- Property at Calle Gran Vía 1: 19/10/1987
The following real estate investments, which were acquired from the related
54
company Promociones y Construcciones, PYC, Pryconsa, S.A. were included
in 2012:
- Offices Sanchinarro VI: 29/11/2012
- Offices Sanchinarro VII: 29/11/2012
- Vallecas Comercial I: 30/10/2012
- Vallecas Comercial II: 30/10/2012
- Offices Coslada III: 29/11/2012
Properties from the absorbed company COMPAÑÍA IBÉRICA DE RENTAS
URBANAS 2009 SOCIMI, S.A.U.,
The properties were owned by the absorbed company on 22 December 2009.
Due to the partial spin-off of the related company, Cogein, S.L.U., the
ownership dates are as follows
- Hotel Innside Meliá Gran Vía: 16/05/2002
- Retail outlet at Gran Vía 34: 16/05/2002
- Retail outlet on Dulcinea: 21/09/1995
- Pradillo 41 offices: 27/02/2009
- Gran Vía 1-1º and 2º Dcha offices: 15/10/1993
- Gran Vía 1-1º Izda offices: 10/02/1998
- Building on Plaza España, Castellón: 29/12/2011
Properties from the absorbed company INVERETIRO, SOCIMI, S.A.U.
- Titán 13 office: 12/02/2014
- Business premises at Conde de Peñalver 16: 01/12/2013
Properties from the absorbed company BENSELL MIRASIERRA, S.L.U.
Valle de la Fuenfría, 3: 09/03/2015
Direct acquisitions made by the Company and that remain under its control:
- Retail outlet at Gran Vía 55: 01/03/2016
- Edificio José Abascal 41: 02/12/2016
- Building at Orense, 62: 07/02/2017
- Business Premises at Goya, 59: 10/02/2017
- Business Premises at Glorieta de Cuatro Caminos, 6 and 7: 11/04/2018
- Juan Ignacio Luca de Tena 17 building: 31/01/2019
- Plot TER.02-178-A (Valdebebas): 09/09/2020
- Building at Arapiles, 14: 08/10/2021
- Sexta Avenida shopping centre: 30/11/2021
- Offices Santiago de Compostela 100 bis: 27/07/2022
- Offices Avenida de Cantabria 51: 27/07/2022
- Offices Julián Camarillo 19: 27/12/2023
- Offices Julián Camarillo 21: 27/12/2023
g) Acquisition date of interests in the capital of the
entities referred to in paragraph 1, Article 2 of this
Law.
2020: Inmobiliaria Colonial: 1,572,296 shares
2021: Inmobiliaria Colonial: 1,113,250 shares
(Total current value of Inmobiliaria Colonial 17.59 million euros)
h) Identification of the assets calculated within the eighty
per cent referred to by paragraph 1, Article 3 of this
Law.
The breakdown of real estate assets and their gross booked cost expressed
as millions of euros, is as follows:
Meliá Atlántico
36.88
Barceló Isla Canela
28.72
Vila Galé Isla Canela
26.16
Meliá Innside Gran Vía
24.85
Playa Canela
17.68
Isla Canela Golf
5.68
Hotel Valdebebas (under construction)
33.59
Hotels
173.54
Pradillo 42
22.43
Sanchinarro VI
5.65
Sanchinarro VII
0.86
Titán 13
32.07
Valle de la Fuenfría, 3
19.05
José Abascal 41
25.73
Juan Ignacio Luca de Tena,17
30.80
Avda. Cantabria, 51
16.75
Santiago Compostela, 100 bis
22.33
Orense 62
4.43
Arapiles 14
36.32
Coslada III
0.01
Vallecas Comercial I
1.76
Julián Camarillo, 19
9.14
Julián Camarillo, 21
11.23
Gran Vía 1 (2º derecha)
2.87
Gran Vía 1 (1º derecha)
3.01
Gran Vía 1 (2º izquierda)
1.94
55
Offices
246.38
Gran Vía 34
21.53
Plaza España
15.10
Conde Peñalver 16
20.12
Gran Vía 55
13.46
Cuatro Caminos 6
7.12
Goya 59
15.81
Sexta Avenida shopping centre
17.19
Vallecas Comercial II
3.91
Marina Isla Canela Shopping Mall
4.72
Gran Vía 1 (1º izquierda)
2.73
Dulcinea 4
1.53
Retail
123.20
Valdebebas Hospital (under construction)
31.22
Institutional
31.22
Total real estate assets
574.35
Inmobiliaria Colonial:
17.59
Total:
591.94
i) Reserves from years in which the special tax regime
set forth in this Act has applied and which have been
drawn down during the tax period, but not for
distribution or to offset losses. The financial year from
which said reserves come should be indicated.
2019 profit allocated to voluntary reserves: 304,475 euros
56
Management Report
2023
57
SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A.
Management report at year-end 2023
1. Explanation of figures at 31 December 2023
A breakdown of the main figures at 31 December 2023 compared to 31 December 2022 is provided below:
Euros
31/12/2023
31/12/2022
+ / -
Income
34,978,460
30,707,330
14%
Leases
34,949,845
30,644,323
Provision of sundry services
28,615
63,007
Operating expenses
-7,102,179
-5,152,512
38%
Net operating income (NOI)
27,876,281
25,554,818
9%
General expenses
-840,410
-633,736
33%
EBITDA
27,035,871
24,921,082
8%
Financial profit (loss)
-2,537,749
-4,587,688
-45%
EBTDA
24,498,122
20,333,394
20%
Depreciation
-6,436,901
-5,986,123
Subsidies
56,351
56,351
Impairment/Reversal of trade operations
-9,701
-
Impairment/Reversal of real estate assets
-108,609
-478,996
Other gains (losses)
4,585
-20,593
Gains (losses) Disposal of real estate assets
2,463,710
350,824
EBT
20,467,557
14,254,857
44%
Corporation tax
-404,018
-
Net profit (loss)
20,063,539
14,254,857
41%
Sector indicators at 31 December 2023 and 31 December 2022
Euros
31/12/2023
Per share
31/12/2022
Per share
Recurring net profit
16,520,311
3.71
17,341,974
3.90
Net value of assets
566,752,078
127.30
553,905,533
124.41
Costs
7,942,589
5,786,247
Income
34,978,460
30,707,329
Cost/income ratio
22.71%
18.84%
Vacancy ratio
13.35%
7.11%
Net profitability
4.42%
4.42%
Main figures at 31 December 2023 and 31 December 2022
Financial year
31/12/2023
31/12/2022
Annualized income (millions)
31.08
29.27
FFO (mn)
27.01
24.84
FFO (/share)
6.07
5.58
GAV (mn)
741.71
680.36
NAV (mn)
566.75
553.59
ROA
3.83%
3.06%
ROE
6.28%
4.57%
Gross leasable surface area (risk-free m
2
) (*)
234,987
221,938
% occupancy at year end
83.47%
92%
Lease portfolio (mn)
269.43
221.19
WAULT
8.83
9.10
LTV
23.25%
19.91%
Net Financial debt (millions €)
171.70
137.69
LTV (with Group debt)
0.24
20.41%
Net Financial debt (with Group debt) (millions €)
177.97
141.15
Profit (euro/share)
4.51
3.20
Dividend (euro/share)
3.58
2.84
Gross profitability via dividend
5.28%
4.32%
APM definitions:
- GAV: Gross market value of real estate assets; NAV: Gross market value of real estate assets - net financial debt +/- other assets and
liabilities including loans to group companies and associates
58
- NOI: Gross operating income - Operating expenses.
- EBITDA: NOI - Other general costs.
- EBITDA: EBITDA - financial income.
- Recurring net profit: The Company's profit/(loss), eliminating the result derived from the sale of real estate assets, impairments and
reversals, changes in the fair value of equity instruments and the impact of corporation tax.
- Annualised income: Forecast of the income to be generated by the real estate assets owned at 12 months from the date of
information based on the contractual conditions at that date.
Funds from operations (FFO): Direct cash flow from the Company's operations, i.e. rental income less operating expenses and
exceptional expenses involving cash flow or cash movements.
Real estate investments (gross): At 31 December 2023, the Company's gross property investments came
to 574,345,594 euros. In 2023, the following investments and disinvestments took place:
Investments: Property investments made in 2023 totalled 65,313,355 euros (52,068,463 euros in 2022).
The main additions recorded under this heading relate mainly to the following investments:
- On 27 of December 2023, the Company signed a public deed for the acquisition of two office
buildings located at calle Julián Camarillo, 19 and Julián Camarillo, 21, both in Madrid, owned by
JC19 PROPCO 4, S.L. The total cost associated with these two transactions was 20,366,970 euros.
- There were additions to assets under construction amounting to 44,517,334 euros, corresponding
to the cost of renovating and refurbishing hotels amounting to 1,777,177 euros, the buildings at
Valle de la Fuenfría, 3 (706,006 euros) and Titán 13 (92,975 euros), as well as the Sexta Avenida
shopping centre (6,242,041 euros) and the start of construction work on the Valdebebas Hospital
and Hotel in Madrid (35,699,134 euros), which will be leased to Sanitas S.A. de Hospitales and
Melíá Hotels International, S.A., respectively, once completed. All of these assets are located in
Madrid.
- Furthermore, the Company has incurred in costs of 429,051 euros, capitalised as the cost of
property investment.
Disposals: Disposals in property for a gross amount of 3,715,702 euros (4,582,569 euros in 2022) were
made this year, The main derecognitions in 2023 relate to:
- Sale of several properties with their corresponding annexes in Vallecas Comercial I (1 unit),
Sanchinarro VII (1 unit) and Coslada III (1 unit) for a gross cost of 534,383 euros, which were sold
to third parties. These sales transactions gave rise to a combined net gain of 67,715 euros, which
was recognised under “Impairment and gains or losses on disposals of non-current assets” in the
profit and loss account at 31 December 2023.
- On 31 July 2023, the resulting Urban Plot PR-4, belonging to the district of San Blas de Madrid,
included in API 20.12 Julián Camarillo Sur of the General Plan of Madrid 1997, was sold. A tertiary
commercial building had been built on this plot, located at calle Albalá 7, which has been disposed
of for a gross book cost of 2,873,300 euros. This divestment gave rise to a net gain of 2,395,995
euros, which was recognised under "Impairment and gains or losses on disposals of non-current
assets" in the profit and loss account at 31 December 2023.
- In addition, the Company has derecognised costs of 308,019 euros in the Conde de Peñalver
premises.
Transfers: During the year, ongoing real-estate investments have been transferred to property investments
for the sum of 1,603,811 euros (7,128,552 euros in 2022), as a result of the completion of refurbishment
work on several hotels (928,805 euros), the office building at Calle Valle de la Fuenfría, 3 (508,607 euros)
and the office building at Calle Titán 13 (166,400 euros), all of them in Madrid.
59
Dividends:
- Dividends payable by the Company to shareholders in 2024:
The proposed distribution of results for the 2023 year to be made by the directors of the Company to the
shareholders is as follows:
Euros
Profit at 31 December 2023
20,063,539
Legal reserve
2,006,354
Voluntary reserve
2,100,748
Dividends
15,956,437
The proposed distribution of profits to be made by the directors of the Company to the General Shareholders
Meeting entails the distribution, as dividends charged to 2023 profits, of 3.58 euros per share.
- Dividends paid out by the Company to shareholders in 2023:
The proposed distribution of results for 2022 to be made by the directors of the Company to the shareholders
is as follows:
Euros
Profit at 31 December 2022
14,254,857
Legal reserve
1,425,486
Voluntary reserve
175,412
Dividends
12,653,959
The proposed distribution of profits made by the directors of the Company to the General Shareholders'
Meeting entailed the distribution, as dividends charged to 2022 profits, of 2.84 euros per share. The gross
dividend for 2022 in the amount of 12,653,959 euros approved by the General Shareholders' Meeting on 27
April 2023 was paid in full on 24 May 2023.
Net financial debt: The Company has a net financial debt of 171,703,994 euros (137,685,955 euros at 31
December 2022). The breakdown of this debt is as follows:
Euros
31/12/2023
31/12/2022
José Abascal, 41
8,892,000
9,690,000
Titán, 13
8,896,495
9,708,654
Conde de Peñalver, 16
5,776,643
6,303,992
Valle de la Fuenfría, 3
7,274,621
7,763,333
Juan Ignacio Luca de Tena, 17
9,981,936
10,545,492
Glorieta de Cuatro Caminos 6 and 7
3,100,000
3,450,000
Arapiles 14
24,000,000
12,000,000
Hospital Valdebebas
16,196,400
-
Hotel Valdebebas
20,064,000
3,000,000
Mortgage-backed debt
104,182,095
62,461,471
Drawn down credit facilities
7,459,618
6,872,437
Long-term loans
74,167,916
70,413,976
Accrued opening costs
-293,439
-315,556
Interest accrued pending maturity
1,158,525
392,903
Derivative
-217,266
-314,056
Unsecured debt
82,275,354
77,049,705
Cash and bank
-4,753,455
-1,825,221
Pryconsa debt
-10,000,000
-
Net financial debt
171,703,994
137,685,955
At 31 December 2023, the Company had a mortgage debt of 104,182,095 euros pending maturity
(62,461,471 euros at 31 December 2022) recorded under the “Long-term debts with credit institutions” and
“Short-term debts with credit institutions” items and correspond mainly to mortgage-backed loans taken out
with several financial institutions, which, at 31 December 2023, are pending maturity and repayment.
The Company's LTV at 31 December 2023 was 23.25% (19.99% at year-end 2022).
60
Income: At 31 December 2023, the Company had obtained total income of 34,978,460 euros (30,707,329
euros at 31 December 2022). The breakdown of income per asset type is as follows:
Euros
Variation in %
Like for Like
31/12/2023
31/12/2022
Growth
Growth
Hotels
10,325,785
9,785,315
5.52%
5.52%
Offices
15,207,228
11,352,483
33.96%
18.84%
Retail
9,445,448
9,569,532
-1.30%
-0.35%
Income
34,978,460
30,707,329
13.91%
8.20%
Lease income increased by 14% year on year (8% when disregarding the effect of investments and disposals
during the year).
The most significant operating leases stem from lease agreements on the real estate assets on which their
operations are based. A breakdown of such minimum rental instalments is set out below:
In relation to the average duration of the leases per type of property, the WAULT (Weighted average
unexpired lease term) are detailed below:
WAULT
31/12/2023
31/12/2022
Hotels
9.19
8.64
Offices
6.20
6.52
Retail
9.88
11.07
Institutional
10.00
10.00
Total Average
8.83
9.10
NOI: Net Operating Income was positive and amounted to 27,600,643 euros (25,554,818 euros at 31
December 2022), an increase of 8%. The breakdown of NOI per asset type is as follows:
Euros
Change
31/12/2023
31/12/2022
%
Hotels
9,087,130
8,679,451
5%
Offices
11,779,745
8,846,859
33%
Retail
7,009,406
8,028,508
-13%
NOI
27,876,281
25,554,818
9%
EBITDA at 31 December 2023 was positive and amounted to 27,035,871 euros (24,921,082 euros in
December 2022), a year-on-year increase of 8%.
Financial profit (loss): There was a financial loss of 2,537,749 euros at 31 December 2023 (loss of 4,587,688
euros in December 2022). The breakdown of this loss is as follows.
- The financial income derived from the system of financing to the group and external amounted to
641,590 euros (25,643 euros in December 2022).
- Dividends have been collected on the stock market investments held by the Company for the sum
of 671,387 euros (377,351 euros in 2022).
- The Company's financial expenses were 5,298,569 euros (2,073,585 euros in December 2022) and
arise from the Company's financing with credit institutions and the Group's financing system.
- The Company valued its portfolio of listed shares held in its assets at year-end, obtaining a positive
Euros
Nominal value
2023
2022
Less than a year
31,075,627
29,272,582
Between one and five years
119,670,583
87,953,936
More than five years
118,685,132
103,961,317
Total
269,431,342
221,187,835
61
value adjustment of 1,446,859 euros (negative value adjustment of 2,917,097 euros in 2022). In
addition, it has generated a profit of 985 euros from the sale of listed financial assets.
At 31 December 2023, EBITDA was positive and amounted to 24,498,122 euros (20,333,394 euros at
December 2022), a year-on-year increase of 20%.
Depreciation: Depreciation expense was 6,436,901 euros (5,986,123 euros for the same period the previous
year). The increase of 8% results from the new investments made during 2023 and 2022.
Subsidies: Subsidy income stood at 56,351 euros (56,351 euros in December 2022).
Impairment/Reversal:
- After the valuation of the Company's real estate assets, impairment of 344,990 euros has been
recorded, linked to the Hotels and Commercial segment, in addition to reversals of impairment of
236,381 euros, particularly in the Commercial Segment. The net impact on the income statement
for 2023 was therefore negative in the amount of 108,609 euros (negative 478,996 euros in 2022).
Profit/(loss) on disposal of real estate assets: During 2023, the following divestments were recorded:
- Sale of several properties with their corresponding annexes in Vallecas Comercial I (1 unit),
Sanchinarro VII (1 unit) and Coslada III (1 unit) for a gross cost of 534,383 euros, which were sold
to third parties. These sales transactions gave rise to a combined net gain of 67,715 euros, which
was recognised under “Impairment and gains or losses on disposals of non-current assets” in the
profit and loss account at 31 December 2023.
- On 31 July 2023, the resulting Urban Plot PR-4, belonging to the San Blas district of Madrid,
included in the API 20.12 Julián Camarillo Sur of the General Plan of Madrid -1997-, was sold. A
tertiary commercial building has been built on this plot, located at calle Albalá number 7, which has
been disposed of for a gross book cost of 2,873,300 euros. This divestment gave rise to a net gain
of 2,395,995 euros, which was recognised under "Impairment and gains or losses on disposals of
non-current assets" in the profit and loss account at 31 December 2023.
At 31 December 2023, EBT is positive and amounts to 20,467,557 euros (14,254,857 euros in December
2022), i.e. a 44% increase year-on-year.
Net profit/(loss): At 31 December 2023, net profit of 20,063,539 euros (14,254,857 euros at 31 December
2022), representing a net profit per share of 4.51 euros (3.20 euros at December 2022), i.e. a 41% increase
year-on-year.
2. Valuation of real estate assets
The Company commissioned Jones Lang Lasalle, an independent expert, to conduct a valuation of its assets,
which was issued on 31 January 2024, in order to determine the fair values of all its property investments at
year-end. Such valuations were conducted on the basis of the market lease value (which consists of
capitalising net rents from each property and updating future flows). Acceptable discount rates were used
to calculate fair value for a potential investor, which are in keeping with those used by the market for
properties having similar characteristics and locations. The valuations were made in accordance with the
Appraisal and Valuation Standards published by the Royal Institute of Chartered Surveyors (RICS).
Said valuations generated a net loss in the Company's income statement at 31 December 2023 amounting
to 108,609 euros (478,996 euros in 2022).
Furthermore, based on the valuations performed, the fair value of property investments shows an
unrecognised gain (by comparison between the gross updated market fair value and the net carrying value)
of 247,439,373 euros (241,849,266 at 31 December 2022) considering in both figures the current residual
value of the two buildings under construction in Valdebebas (hotel and hospital).
The gross market value of property investments (considering the H.E.T. or “completed building assumption”
in the case of the two ongoing Valdebebas projects) at 2023 year-end amounted to 795,908,004 euros
(774,460,463 euros at 2022 year-end). The breakdown by business segment is as follows:
62
Gross market value of the
Property investments (Euros) (*)
31/12/2023
31/12/2022
Hotels (**)
211,158,528
204,000,000
Offices
304,822,198
285,681,522
Retail
205,927,278
211,478,941
Institutional (**)
74,000,000
73,300,000
Total
795,908,004
774,460,463
(*) The net market value at 31 December 2023 came to 774,013,880 euros ( 755,866,500 euros in 2022).
(**) In the case of Valdebebas projects, the market value of the completed project is included. Eliminating the impact of the inclusion of the
market values of the two completed projects and taking into account the market value based on the progress of work, the gross market
value of the property investment at year-end 2023 amounts to 741,708,148 euros (2022: 680,358,044 euros), with a net value of 721,209,000
euros (2022: 664,116,641 euros). The estimated cost to be incurred in both projects until completion is as follows: Hotel (18,598,844 euros)
and Hospital (29,828,505 euros).
3. Segmented reporting
The Company identifies its operating segments based on internal reports which are the bases for regular
reviews, discussion and assessment by the Directors of the Company, since they are the highest decision-
making authority with the power to allocate resources to the segments and assess their performance.
The segments identified in this way in 2023 are as follows:
- Hotels
- Offices
- Retail
- Others
The segment reporting shown below is based on the monthly reports drawn up by Management and is
generated by the same computer application used to obtain all the Company's accounting data. In this
regard, the Company does not report its assets and liabilities in a segmented way, since this information is
not required by the Company's Management for the purposes of the management reports it uses for its
decision making.
Ordinary income corresponds to income directly attributable to the segment plus a relevant proportion of
the Company's general income that can be attributed to it using fair rules of distribution.
Segment expenses are calculated as the directly attributable expenses incurred in the operating activities,
plus the corresponding proportion of the expenses that can be reasonably allocated to the segment.
Segmented income statement
2023
Euros
Hotels
Offices
Retail
Others
Total
Income
10,325,785
15,207,228
9,445,448
-
34,978,460
Indirect costs
-1,238,655
-3,427,483
-2,436,042
-
-7,102,179
Net Margin
9,087,130
11,779,745
7,009,406
-
27,876,281
General expenses
-248,092
-365,376
-226,941
-
-840,410
EBITDA
8,839,037
11,414,369
6,782,465
-
27,035,871
% of income
85.60%
75.06%
71.81%
-
77.29%
Depreciation
-2,288,731
-3,020,644
-1,112,065
-15,460
-6,436,901
Subsidies
56,351
-
-
-
56,351
Extraordinary profits (losses)
4,585
-
-
-
4,585
Profit/(loss) on disposal of real estate assets
-
2,463,710
-
-
2,463,710
Impairment/Reversal of trade operations
-
-
-
-9,701
-9,701
Impairment/Reversal of real estate assets
-198,538
-
89,929
-
-108,609
Financial profit (loss)
-
-2,505,699
-294,890
262,839
-2,537,749
EBT
6,412,704
8,351,736
5,465,440
237,678
20,467,557
Corporation tax
-
-
-
-404,018
-404,018
Net profit (loss)
6,412,704
8,351,736
5,465,440
-166,340
20,063,539
% of income
62.10%
54.92%
57.86%
-
57.36%
63
2022
Euros
Hotels
Offices
Retail
Others
Total
Income
9,785,315
11,352,483
9,569,532
-
30,707,329
Indirect costs
-1,105,863
-2,505,625
-1,541,024
-
-5,152,512
Net Margin
8,679,451
8,846,859
8,028,508
-
25,554,818
General expenses
-201,949
-234,292
-197,495
-
-633,736
EBITDA
8,477,503
8,612,567
7,831,012
-
24,921,082
% of income
86.63%
75.87%
81.83%
-
81.16%
Depreciation
-2,327,936
-2,519,145
-1,135,839
-3,203
-5,986,123
Subsidies
56,351
-
-
-
56,351
Extraordinary profits (losses)
-20,765
172
-
-
-20,593
Profit/(loss) on disposal of real estate assets
-
350,824
-
-
350,824
Impairment/Reversal of real estate assets
-
-478,996
-
-
-478,996
Financial profit (loss)
-
-779,421
-155,478
-3,652,788
-4,587,688
EBT
6,185,153
5,186,000
6,539,695
-3,655,991
14,254,857
Corporation tax
-
-
-
-
-
Net profit (loss)
6,185,153
5,186,000
6,539,695
-3,655,991
14,254,857
% of income
63.21%
45.68%
68.34%
-
46.42%
The breakdown of the income and net book value of real estate assets, including property, plant and
equipment in progress, at 31 December 2023 and 31 December 2022 is as follows:
Euros
31/12/2023
31/12/2022
Income
%
Net cost
Income
%
Net cost
Hotels
10,325,785
30%
135,536,452
9,785,315
32%
117,556,061
Offices
15,207,228
43%
228,032,522
11,352,483
37%
209,919,449
Retail
9,445,448
27%
99,476,270
9,569,532
31%
96,818,388
Institutional
-
-
31,223,531
-
-
14,214,881
Total
34,978,460
100%
494,268,775
30,707,329
100%
438,508,778
The breakdown of contribution to income from a geographic standpoint is as follows:
Euros
31/12/2023
31/12/2022
Income
%
Income
%
Madrid
26,283,435
75%
22,306,777
73%
Huelva
8,695,025
25%
8,400,553
27%
Total
34,978,460
100%
30,707,329
100%
Furthermore, it is of interest to highlight the evolution of the occupation rates by type of asset from the
standpoint of asset types: The occupation rate of the Company's assets allocated to leases at 31 December
2023 amounted to 83% of the floor space (sq.m.) leased (92% in 2022), which breaks down as follows:
31/12/2023
31/12/2022
m2
Occupation
m2
Occupation
Hotels
99,408
100%
99,408
100%
Offices
76,277
71%
62,406
95%
Retail
40,030
59%
40,852
62%
Institutional
19,273
100%
19,273
100%
Total
234,987
83%
221,938
92%
During 2023, the occupancy rate of the properties was reduced by 8 points compared to that of 31 December
2022, mainly due to the start of work on the Sexta Avenida shopping centre, which led to the closure of the
shops until the next opening.
4. Property Investment
Due to the recent reduction in expected yields in prime areas, the Company is seeking new diversified
medium and long-term investment opportunities that would allow it to combine high yields in sectors where
it is not currently present with yields of around 5% and 6%, and top-quality tenants, as well as some added
value real estate asset transformation operations for subsequent operation under a leasing scheme. The
Company will maintain the income it currently expects to obtain from the lease agreements that are now in
64
force.
In view of the Company's activity with long-term rental property assets, the Directors' forecasts are positive
given the long-term agreements with top-level tenants in both the hotel and office, retail and institutional
sectors, which guarantee the medium-term viability of the Company, together with new retail property lease
contracts with tenants with good credit ratings.
5. Disclosure on supplier payment deferrals
Below is the information required by Additional Provision Three of Law 15/2010 of 5 July (modified under
the Second Final Provision of Law 31/2014 of 3 December) prepared according to the Resolution of 29
January 2016, of the Institute of Accounting and Auditing, on the information to be included in the record of
annual financial statements relating to the average period for payment to suppliers in commercial
transactions.
2023
2022
Days
Average payment period to suppliers
54.57
44.48
Ratio of paid transactions
58.33
49.84
Ratio of transactions pending payment
45.07
21.88
Euros
Total payments made
32,966,886
15,562,518
Total payments pending
13,040,320
3,689,510
Pursuant to the ICAC Resolution, to calculate the average payment period to suppliers, commercial
transactions corresponding to the accrued delivery of goods or provision of services from the date on which
Law 31/2014 of 3 December came into force, have been taken into consideration.
For the sole purpose of providing the information set out in the Resolution, suppliers are considered as trade
creditors concerning debts with suppliers of goods or services, included in the “Suppliers” and “Sundry
creditors” items of the current liabilities in the balance sheet.
The “average payment period to suppliers” is understood as the period of time that elapses from the delivery
of goods or the provision of services entrusted to the supplier and eventual payment of the operation.
The maximum legal payment period applicable to the Company in 2023 according to Law 3/2004, of 29
December, establishing measures to combat delinquency in commercial transactions, is 30 days from the
date on which said Law was published to the present (unless any of the conditions established therein are
fulfilled, allowing the maximum legal payment period to be extended to 60 days).
In accordance with Law 18/2022 of 28 September on the creation and growth of companies, the aim of which
is to reduce non-payment and financial support, the company discloses below the average time taken to pay
suppliers, the volume of money and the number of invoices paid in a period that is less than the maximum
set in the late payment regulations, as well as the percentage that these represent of the total number of
invoices and total money paid to its suppliers:
2023
2022
Average payment period invoices paid in a period shorter than the legal maximum period
25.49
26.09
Number of invoices paid in less than the maximum legal period
1,808
1,520
Percentage of total number of paid invoices
60.11%
66.61%
Amount
Amount
Amount of invoices paid in less than the legal maximum time limit.
17,222,302
13,037,097
Percentage of the total amount of paid invoices
56.00%
83.77%
65
6. Earnings per share
The breakdown of the Company's earnings per share is as follows:
Euros
31/12/2023
31/12/2022
Net profit
20,063,539
14,254,857
Weighted average number of shares
4,452,197
4,452,197
Earnings per share
4.51
3.20
Basic earnings per share are calculated as the sum of net profit for the period attributable to the Company
and the weighted average number of common shares in circulation during the period.
In turn, diluted earnings per share are calculated as the sum of net profit/losses for the period attributable to
ordinary shareholders, adjusted based on the effect attributable to potential common shares with a dilutive
effect and the weighted average number of common shares in circulation during the period, adjusted based
on the weighted average number of common shares that would be issued if all potential common shares
were converted into common shares in the company. To this end, it is considered that the conversion takes
place at the start of the period or at the time potential common shares are issued, if they have been put into
circulation during the period in question.
At the end of 2023 and 2022, the basic and diluted earnings per share matched.
The dividend per share breakdown is as follows:
Euros
2023
2022
Gross dividend paid out to shareholders (*)
15,956,437
12,653,959
Gross dividend per share
3.58
2.84
Gross return on average share price in the year
5.28%
4.32%
Gross return on nominal value
5.96%
4.74%
(*) For each year to be paid the following year (with the exception of the interim dividend)
7. Acquisition of treasury shares
At 31 December 2023, the Company did not hold any treasury shares in its portfolio.
8. Research and development activities
The company does not undertake any research and development activities.
9. Main risks to the Company
The management of the Company's financial risks is centralised in the Group's Financial Management and
in Grupo PER 32 policies. The Group has established the necessary mechanisms to control exposure to
changes in exchange rates, along with credit and liquidity risks. The main financial risks which impact the
Company are set out below:
a) Credit risk
The Company's main financial assets are cash flow and cash balances, trade creditors and other accounts
receivable in investments. These account for the Company's maximum exposure to credit risk as regards
financial assets. The Company's credit risk is mainly attributable to its trade debts, which are shown net of
any provisions for insolvencies estimated on the basis of prior years' experience and their valuation under
the current economic climate. The Company loans its excess liquidity to related companies which are very
solvent, thereby guaranteeing the repayment of the funds thus loaned.
b) Liquidity risk
Taking into account the current situation of the financial market and the estimates made by the Directors of
the Company on the Company's cash generating capacity, the Directors believe that the Company has
enough capacity to obtain financing from third parties were it necessary to make new investments.
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Consequently, there is no evidence that the Company will encounter liquidity problems in the medium term.
Liquidity is guaranteed by the nature of the investments made and lessees' high credit ratings, as well as by
the collection guarantees set forth in prevailing agreements.
c) Exchange rate risk
As regards the Company's exchange rate risk at 31 December 2023, it did not have any assets or liabilities
in foreign currencies. Hence, there is no risk in this regard.
d) Interest rate risk
The Company has two long-term loans financing mainly long-term assets, as well as short-term working
capital financing facilities. The risk of interest rate fluctuations is very low since the Company is not highly
exposed to debt. The Company's policy on interest rates consists of not taking out interest rate hedges
through hedging financial instruments, swaps, etc., since any change in interest rates would have an
insignificant effect on the Company's results, taking into account its low debt levels and today's very low
interest rates.
However, on 17 February 2017, the Company arranged an interest rate swap for 8,550,000 euros, which will
be valid from 1 April 2019 to 1 April 2026 and linked to a mortgage loan of 11,400,000 euros taken out in
2017 on the property located in calle José Abascal 41 in Madrid.
e) Real estate business risks
Changes in the economic situation at both local and international levels, occupation and employment growth
rates, interest rates, tax legislation and consumer confidence have a significant impact on the real estate
markets. Any unfavourable change in any of these or in other economic, demographic or social variables in
Europe, and Spain in particular, could lead to a reduction in real estate activity in these countries. The cyclical
nature of the economy has been statistically proven, as has the existence of microeconomic and
macroeconomic aspects that directly or indirectly affect the way the property market performs, particularly
the rentals which make up the Company's main investment activity.
Other market risks to which the Company is exposed include:
Regulatory risks: the Company is bound to comply with several general and specific legal
provisions in force (legal, accounting, environmental, employment, tax, data protection provisions,
among others) which apply to it. Any regulatory changes that come about in the future may have a
positive or negative effect on the Company.
Tourism risk: a significant part of the Company's assets (mainly hotels) are connected to the
tourism industry. Any drop in tourism activity in the cities where these hotels are located could have
a negative effect on hotel use and occupancy. As a result, this could have a negative effect on the
yield and performance of these assets if tenants renegotiate current lease agreements.
Finally, it is important to take into account that the Company is exposed to other risks: (i) environmental risks;
(ii) occupational health and safety risks; and (iii) occupational hazard prevention risks.
10. Outlook for 2024
Given the Company's activity, the Directors of the Company consider that 2024 will continue to be positive
as regards the maintenance of long-term lease contract conditions. The outlook is therefore positive, taking
into account the long-term lease contracts with top quality lessees in the hotel, offices, commercial and
institutional sectors, guaranteeing the viability of the business in the medium and long term, and the new
lease agreements for commercial premises with lessees that have outstanding solvency ratings.
Work continues at a good pace on the construction of a new hotel and conference centre on plot TER.02-
178-A and a hospital on plot TER.02-178-A1, for tertiary and institutional use, located at calle JoAntonio
Fernández Ordóñez, 55 and calle Gustavo Pérez Puig 66, Madrid, in the Specific Planning Area APE 16.11.
RP “Ciudad Aeroportuaria y Parque de Valdebebas”. Their use is defined as tertiary, with the application of
Ordinance TER_2, and they have a joint buildability above ground level of 38,545 m2e, as well as the integral
remodelling works at the Sexta Avenida Shopping Centre.
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The former two assets will be made available to their lessees in 2024 and 2025 as planned. The Sexta
Avenida Shopping Centre is scheduled to reopen in the first quarter of 2025, and the Company is currently
focusing on attracting the interest of “core” tenants, with a very high level of acceptance.
The Company will continue its investment and divestment strategy in 2024, with a clear opportunistic
approach, self-funding projects without relying on the financial resources of the Group it belongs to, and
implementing the refurbishment and construction plans defined above.
11. Information on conflicts of interest among the Directors
At year-end 2023, neither the members of the Board of Directors of Saint Croix Holding Immobilier, SOCIMI,
S.A. or the parties related to them, as laid down pursuant to the Corporate Enterprises Act, had reported to
the other members the Board of Directors any direct or indirect conflict of interests with those of the
Company.
12. Subsequent disclosures
From 31 December 2023 until the date of preparation of the Company's financial statements for 2023, no
relevant events have occurred that need to be specified in this section, with the exception of the following:
- On 11 January 2024, the Company entered into a personal guarantee loan of 15,000,000 euros
with Banco March in order to finance its working capital. This loan has a maturity of 24 months with
tacit renewal at the end of the first 12 months.
- On 28 February 2024, the Company renewed a short term personal guarantee loan of 10,000,000
euros with Banco Santander which, in addition to being renewed at maturity, has been extended to
5 years with partial annual repayments and a final repayment of 50% of the initial principal amount.
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13. Annual Corporate Governance Report and Annual Report on Directors' Remuneration
The Annual Corporate Governance Report and the Annual Directors' Remuneration Report, which form an
integral part of the Saint Croix Inmobilier SOCIMI, S.A. Management Report for the 2023 financial year, will
be published on the date of authorisation for issue of these Financial Statements and will be available on the
website of the Spanish Securities Market Commission (www.cnmv.es) and on the Company's corporate
website (www.saintcroixhi.com).
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Directors' Responsibility Statement
For the purposes of the provisions of Article 8 of Royal Decree 1362/2007, of 19 October, the members of
the Board of Directors at the Company hereby confirm that as far as we are aware, the Financial Statements
as at 31 December 2023 for SAINT CROIX HOLDING IMMOBILIER, SOCIMI, S.A. drafted in line with the
applicable accounting principles, faithfully reflect the equity, financial situation and results of the issuer taken
as a whole, and that the Management Report as at 31 December 2023 also faithfully reflects the evolution
and business performance and position of the issuer and the companies consolidated within its scope taken
as a whole, along with the description of the main risks and uncertainties that they face.
Madrid, 29 February 2024
Mr Marco Colomer Barrigón Mr Juan Carlos Ureta Domingo
Chairman and Chief Executive Officer Director
Mr José Luis Colomer Barrigón Ms Irene Hernández Álvarez
Vice-Chairman Director
Ms Mónica de Quesada Herrero
Director
Mr José Juan Cano Resina
Non-Board Secretary
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Diligence in Drawing Up the Financial Statements
These financial statements and management report were approved by the Board of Directors at its meeting
on 29 February 2024 for verification by the auditors and subsequent approval by the General Meeting. These
financial statements and the management report appear on 70 sheets of ordinary paper, which are numbered
from 1 to 70, inclusively, with all directors signing this last sheet.
The Directors of the Company, hereby undersigned, state that no item in the Company's books should be
included in the separate document on environmental information required under the Ministry of Justice Order
of 8 October 2001.
Madrid, 29 February 2024
Mr Marco Colomer Barrigón Mr Juan Carlos Ureta Domingo
Chairman and Chief Executive Officer Director
Mr José Luis Colomer Barrigón Ms Irene Hernández Álvarez
Vice-Chairman Director
Ms Mónica de Quesada Herrero
Director
Mr José Juan Cano Resina
Non-Board Secretary
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