Earnings release
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For the period 1 January 2024 – 31 December 2024 Regulated Information Thursday, 20 February 2025, 7:00 am, CET ANNUAL FINANCIAL RESUL TS PRESS RELEASE www.vgpparks.eu
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Annual Financial Results Press Release 2024 2 20 February 2025, 7:00 am, Antwerp, Belgium: VGP NV (‘VGP’ or ‘the Group’), a European provider of high-quality logistics and semi-industrial real estate, today announces the results for the full year ended 31 of December 2024: — A net profit of € 287 million , an increase of € 200 million or 229% versus FY’23 . Net asset value growth of 8.4%, up to € 2.4 billion . — EBITDA growth of 57% with solid contribution from recurring rental business 1 activities of € 204.3 million (+19%) , from development activities in amount of € 144.8 million (+178%) and in renewable energy of € 5.4 million (+236%). — A historic record of € 91.6 million of new and renewed leases signed during the year bring- ing the annualised committed leases at year end to € 412.6 million2, an increase of + 17.6%. — 34 projects under construction representing 780,000 sqm (of which 29 buildings total - ling 589,000 sqm started up during the year) and € 60.4 million of additional annual rent once fully built and let. The development pipeline 3 is 80% pre-let . 100% of projects started up will be certified and 97% are to be certified minimum BREEAM Excellent or equivalent. — 21 projects delivered during the year representing 584,000 sqm or € 36.1 million in addi - tional annual rent (of which 13 projects or 319,000 sqm during 2H 2024), currently 94% let. As a result, Net rental income , on a look through basis 4 grew with 20.9% from € 159.1 mil - lion to € 192.4 million, knowing that at year-end € 214.7 million (versus € 194.3 million at year- end 2023, or + 10.5%) on a proportional look through basis, has become cash generative. — 702,000 sqm of new development land acquired 5 and 1,170,000 sqm deployed to support the developments started up during the year. Total secured landbank stands at 8.7 mil - lion sqm at the end of 2024 representing a development potential of over 3.6 million sqm. — The property portfolio 5 which has an average building age of 4.2 years , is nearly fully let with occupancy at 98%. The building portfolio is well underway to be 100% sustainably cer - tified, amongst which several are certified BREEAM Outstanding or DGNB Platinum. — Executed four joint venture closings as well as the disposal of LPM, resulting in a record cash recycling of € 809 million. These led to an additional € 92.9 million realized profits in ’24. — Photovoltaic capacity grew 53% Y oY with operational capacity at 155.7 MWp (vs. 101.8 MWp in Dec-23), 41.00 MWp PV projects under development and a further 90.9 MWp being planned. In addition, a first 6.8 MWh battery project is currently under construction while several other substantial larger installations are in advanced planning stages. — Solid balance sheet with a liquidity position of € 493 million (vs € 210 million dec ’23), € 500 m undrawn credit facilities, a gearing ratio of 33.6% (vs 40.3% dec ’23) and a pro - portional L TV6 of 48.3% (versus 53.4% dec’ 23). EPRA NTA is up 7%. — The board of directors proposes an ordinary dividend of € 90 million (+ 12% versus ordi - nary dividend of ‘24), or € 3.30 per share . 1 See business segments 2 Including Joint Ventures at 100%. As at 31 December 2024 the annualised committed leases of the Joint Ventures stood at € 285.7 million 3 Includes pre-let on assets under construction (74% pre-let) as well as commitments on development land (95% pre-let) 4 Refer to ‘supplementary notes’, income statement proportionally consolidated 5 Including Joint ventures at 100% 6 Includes Joint Venture’s bank L TV at share VGP’s Full year results FY 2024
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Annual Financial Results Press Release 2024 3 Summary financial results 1 STEADY GROWTH OF TOTAL PORTFOLIO VALUE 3 EBITDA INCREASED 57% FOLLOWING SOLID PERFORMANCE IN ALL BUSINESS SEGMENTS 2 CONTINUED STRONG GROWTH IN COMMITTED ANNUALISED RENTAL INCOME1 +17.6% YOY 4 INTENTION TO PROPOSE TO THE AGM DISTRIBUTION OF ORDINARY GROSS DIVIDEND OF € 3.30 PER SHARE, +12% 1 Including JVs portfolio at 100%
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Annual Financial Results Press Release 2024 4 Financial and operating highlights – executive summary VGP has three main business segments, being Development, Investment and Renewable Energy. Each reports its own Ebitda and KPI’s. Overall, VGP increased its Ebitda to € 354.4 million (versus € 225.2 million in ’23), with solid Ebitda growth in each of its business segments. DEVELOPMENT Rental activity At the 31st of December 2024, the signed and renewed rental income amounted to € 91.6 million 1 bringing the total committed annualised rental income to € 412.6 million 2 (equivalent to 6.5 mil - lion sqm of lettable area) an 17.6% increase since December 2023. On a proportional look through basis the total committed annualised rental income amounts to € 272.2 million, an increase of € 32.3 million, or 13.4% since December 2023. The increase was driven by 631,000 sqm of new lease agreements signed, corresponding to € 60.3 million of new annualised rental income 3, an increase of 45% compared to FY ‘23. Dur - ing the same period amendments were made on 34,000 sqm of lease agreements for a total annual income increase of € 2.8 million. Indexation accounted for € 8.0 million over 2024 (of which € 5.8 million to the joint ventures). Terminations represented a total of € 9.3 million or 163,000 sqm, of which € 6.5 million withing the Joint Ventures’ portfolio 4. Committed annualised rental income (in € million) Bridge Dec-23 to Dec-24² From a geographic perspective, Western Europe, accounted for 81% (and Germany 47%), or € 49.0 million of the incremental new lease agreements. The significant growth has been mainly driven by customers with light industrial activity. This segment accounted for 65% (€ 39.3 million) of all new lease agreements. Some examples of new lease agreements include Stellantis (Opel) in VGP Park Russelsheim, Germany; Mobis, in VGP Park Pamplona Noáin, Spain; Isar Aerospace in VGP Park Münich, Germany; Verne in VGP Park Zagreb, Croatia; Mutti in VGP Park Parma Par - adigna, Italy; VAT Global in VGP Park Arad, Romania; Fuyao Glass in VGP Park Kecskemét 2, Hun - gary, JYSK in VGP Park Valencia Cheste, Spain, De Boer Logistics in VGP Park Leipzig Flughafen 2 and Best4Tires in VGP Park Berlin Bernau. 1 Of which € 54.4 million to the own and €37.2 million to the JV’s portfolio 2 Including Joint ventures at 100% 3 Of which 509,000 sqm (€ 47.9 million) related to the own portfolio 4 “Joint ventures” refers to VGP European Logistics (the First Joint Venture), VGP European Logistics 2 (the Second Joint Venture) and VGP Park München (the Third Joint Venture), all three joint ventures with Allianz Real Estate; as well as the Fifth Joint Venture with Deka and the Sixth Joint Venture with Areim
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Annual Financial Results Press Release 2024 5 A total of 72 lease contracts were concluded in 14 countries. The average size 1 of the new lease agreements corresponds to approximately 10,000 sqm. On top, 99% of the new lease agree - ments contain specific, so called green lease provisions. These are designed to improve energy efficiency, reduce waste and lower the overall environmental impact of a property and 74% of the new lease agreements include a specific clause (“dark green”) related to procurement of electricity from renewable sources. Segmentation of new lease agreements in € million Ownership of new lease agreements based on sqm 1 Including Joint Ventures and normalized for lease contracts below 250 sqm 2 Until final maturity. The weighted average term of the leases until first break stands at 7.6 years, of which 9.0 years for the own portfolio and 6.9 years for the Joint Ventures portfolio 3 € 18.7 million on behalf of the Joint Ventures 4 Refers to all leases under management, thus including Joint Ventures at 100% The weighted average term 2 of the leases stands at 8.0 years for the entire portfolio under management, which is 9.7 years in the own portfolio and 7.2 years in the Joint Venture portfolio. Over 2024, VGP has successfully renewed € 20.5 million 3 of annual - ised rental income. Rental levels on reletting 4 were on average 5.1% higher in comparison to the last active rental agreement in the respective locations. Per December 2024, € 349.9 million, or 85% of the annualised rental income has become cash generative as the underlying space has been handed over to the respective tenants. Over the next twelve months another € 39 million will become effective as summarized in the table below. in € mln Annualised rental income effective before 31/12/2024 Annualised rental income to start within 1 year Annualised rental income to start between 1 – 5 years Annualised rental income to start between 5 – 10 years Joint Ventures 275.4 7.6 2.7 — Own 74.6 31.4 21.0 — Total 349.9 39.0 23.7 — The top ten customers of VGP, including those of the Joint Ven - tures, represents € 130.6 million of annualised rental income, or 31% of the total annualised rental income. They consist of a mix of our three segments, but the largest are represented by the light industrial and e-commerce category. The weighted aver - age lease term of the top ten customers stands at 10.7 years. Siemens occupies a brownfield site and also Opel’s committed annualised rental income partially relates to the current occu - pation of a brownfield site. Both locations will, in time, be recon - verted into a newly developed state of the art industrial park, with the potential to generate a substantial higher amount of rental income. Top 10 tenants of VGP (based on committed annualised rental income) 99% Green Leases Kraus Maffei Opel Siemens MediaMarkt BMW Drylock Technologies Ahold Delhaize Group Zalando Rhenus Amazon 7% 2% 1% 1% 1% 4% 3% 2% 4% 6% E-commerce 0.2% Light industrial 65.2% Logistics 34% Other 0.6% Joint Venture 19% Own 81% € 60.3 million
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Annual Financial Results Press Release 2024 6 Top 10 Segmentation (in sqm) Top 10 Geography (in CARA) Top 10 Ownership (in CARA) 1 Includes pre-let on assets under construction (74% pre-let) as well as commitments on development land (95% pre-let) Construction Activity A total of 34 projects in 13 countries are under construction as at the 31st of December. This represents an additional 780.000 sqm of future lettable area, representing € 60.4 million of annualised leases once built and fully let – the portfolio under construction, including pre-lets on development land is 80% pre-let 1 as at the 31st of December 2024. A total of 617,000 sqm is under construction in the own portfo - lio, whereas 163,000 sqm is under construction on behalf of the Joint Ventures. These include assets destined for the First, the Second, Sixth Joint Venture, as well as the last remaining devel - opment building in VGP Park Münich, the Third Joint Venture. Projects under construction Own portfolio VGP Park sqm Austria VGP Park Ehrenfeld 33,000 Austria VGP Park Laxenburg 23,000 Croatia VGP Park Zagreb Lučko 29,000 Czech Republic VGP Park České Budějovice 10,000 Denmark VGP Park Vejle 27,000 France VGP Park Rouen 2 34,000 Germany VGP Park Koblenz 32,000 Germany VGP Park Leipzig Flughafen 2 24,000 Germany VGP Park Wiesloch-Walldorf 50,000 Hungary VGP Park Budapest Aerozone 12,000 Hungary VGP Park Kecskemét 2 26,000 Italy VGP Park Legnano 22,000 Italy VGP Park Parma Paradigna 50,000 Italy VGP Park Valsamoggia 2 (Lunga) 16,000 Portugal VGP Park Montijo 33,000 Romania VGP Park Brașov 67,000 Romania VGP Park Bucharest 27,000 Romania VGP Park Arad 22,000 Serbia VGP Park Belgrade – Dobanovci 5,000 Slovakia VGP Park Zvolen 10,000 Spain VGP Park Córdoba 7,000 Spain VGP Park Martorell 10,000 Spain VGP Park Pamplona Noain 50,000 Total own portfolio 617,000 On behalf of JVs VGP Park sqm Czech Republic VGP Park Prostějov 10,000 Czech Republic VGP Park Ústí nad Labem City 29,000 Germany VGP Park Berlin 4 5,000 Germany VGP Park Halle 2 12,000 Germany VGP Park München 44,000 Slovakia VGP Park Bratislava 37,000 Spain VGP Park Dos Hermanas 26,000 Total on behalf of JV’s 163,000 Total under construction 780,000 A substantial part of the projects under construction are sched - uled for delivery in ’25. This remains subject to leasing activity and tenant specific fit-out requirements which may influence the actual expected hand-over date of the assets. During 2024, we have seen, in various countries, favoura - ble construction pricing and nearly 100% of projects started up in 2024 are earmarked for at least ‘BREEAM Excellent’ or equivalent, including 7% that are targeted to achieve BREEAM Outstanding. Czech Republic 7% Spain 1% Germany 83% The Netherlands 4% Serbia 3% Austria 2% E-commerce 28% Light industrial 50% Logistics 19% Other 3% Own 72% Joint Venture 28%
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Annual Financial Results Press Release 2024 7 Sustainability certification of the portfolio under construction (BREEAM or equivalent) per December 2024 (in sqm) Development activity FY2024 (in sqm) 1 VGP is currently looking to expand it’s active footprint into the United Kingdom. A first project, with a development potential of minimum 75,000 sqm in the United Kingdom has been acquired in ’25. 1 Due to changes in gross lettable area in ’24 on the portfolio under construction as at year-end ‘23, 1,000 sqm has been added to the opening balance 2 This asset has been completed in ’24 and subsequently sold to the Sixth Joint Venture as part of the second closing in December ’24. 3 These assets are legally owned by the Joint Venture but have not been part of a transaction yet with the Joint Venture partner. VGP finances these developments through development loans to the Joint Venture, which are also classified as assets held for sale. 4 Including Joint Ventures at 100% Projects delivered during FY 2024 During the year 21 projects were completed delivering 584,000 sqm, of lettable area, representing € 36.1 million of annualised committed leases once fully leased. It concerns 12 buildings for a total surface of 315,000 sqm in the own port - folio and 9 buildings for a total surface area of 269,000 sqm on behalf of the Joint Ventures portfolio. Of this 269,000 sqm, five assets, totalling 221,000 sqm have been subject of a closing with their respective Joint Venture in ’24. The remaining assets on behalf of the Joint Venture are likely subject to a transaction with the respective Joint Venture partner in ’25. The delivered portfolio of ’24 is 94% let. Projects delivered during 2024 Own portfolio VGP Park sqm Austria VGP Park Laxenburg 26,000 Germany VGP Park Wiesloch-Walldorf 26,000 Hungary VGP Park Budapest Aerozone 30,000 Hungary VGP Park Gyor Beta 58,000 Hungary VGP Park Kecskemét 38,000 Italy VGP Park Valsamoggia 2 (Lunga) 19,000 Romania VGP Park Timisoara 3 33,000 Serbia VGP Park Belgrade – Dobanovci 77,000 Slovak Republic VGP Park Zvolen 8,000 Total own portfolio 315,000 On behalf of JVs VGP Park sqm Czech Republic VGP Park Olomouc 3 9,000 Czech Republic VGP Park Olomouc 4 4,000 France2 VGP Park Rouen 1 39,000 Germany VGP Park Gießen Am alten Flughafen 67,000 Germany VGP Park Magdeburg 74,000 Slovakia VGP Park Bratislava 40,000 Slovakia VGP Park Malacky 11,000 Spain VGP Park Valencia Cheste 25,000 Total on behalf of JVs3 269,000 Total delivered 584,000 Landbank activity During the year VGP acquired 702,000 sqm of development land and a further 1,348,000 sqm has been committed, subject to permits. VGP sold, as a result of the disposal of the LPM Joint Venture, 720,000 sqm of land, which brings the remaining total owned and committed land bank for development to 8.7 mil - lion sqm, which has a development potential of at least 3.6 mil - lion sqm of future lettable area. Given the available space on the development potential and the existing portfolio, VGP has the ability to increase its rental income by minimum € 253 mil - lion, up to more than € 666 million 4. These include an already secured pre-let on development land in amount of € 20.9 million rental income, or 135,000 sqm. Outstanding 7% Excellent 90% Very good 3%
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Annual Financial Results Press Release 2024 8 Main acquisitions of ‘24 are located in Denmark, Croatia, Hungary, Italy, Spain and Germany with the largest acquisitions and com - mitments being: — VGP Park Vejle, Denmark: with a total land size of 175,000 sqm, allowing for over 83,000 sqm of development. VGP Park Vejle is VGP’s first park in Denmark. The site is located in the northern part of the Triangle Region, a commercially important region in the centre of Denmark. The site is adjacent to the highway E45, exit 61b Vejle Syd. Since the acquisition, two pre-lets have been contracted for 16,500 sqm. — VGP Park Pamplona Noáin, Pamplona region, Spain: This 148,000 sqm land plot, strategically located adjacent to the motor - way with direct access to Pamplona’s airport and city centre, was acquired in July ‘24. Earlier last year, VGP announced the sig - nature of a lease agreement with Mobis Group, part of Hyundai corporation, which will establish a Battery System Assembly at the site once the park is completed. This dedicated building and its future expansion occupy the entire park. The expected handover of the building is planned for H2 ’25. — VGP Park Berlin Bernau, Germany: This 141,000 sqm plot, located adjacent to the A11 northeast of Berlin, lies just 15 km from Berlin’s outer ring and 25 km from the city centre. VGP Park Berlin Bernau is a valuable addition to VGP’s portfolio of parks sur - rounding Berlin’s outer ring road and has already secured its first pre-lets. VGP expects to start the construction of the first building in H1 ’25 and has signed pre-lets for 25,000 sqm to date. — VGP Park Kecskemet 2, Hungary: this 124,000 sqm plot, located 2,5 km from the city center of Kecskemet and along the main acces road, forms an excellent expansion of the existing business park VGP Park Kecskemet. The VGP Park Kecskemet 2 has a development potential of 61,000 sqm and already leased two out of the three buildings for a total development of 44,000 sqm. The tenants are Fuyao Glass and Univer. — VGP Park Split, Croatia: This 187,000 sqm plot, located at the junction of the E-65 and D1 motorways, only 5 km from Split Ferry Port and 30 km from Split’s Saint Jerome International Airport, is the ideal location for logistics service providers, as well as com - mercial and manufacturing companies. VGP will develop a total of 74,000 sqm of logistics and industrial premises, spread over two buildings. The project is strategically located to serve a variety of industries and expects to secure pre-lease agreements for 30,000 sqm soon. This acquisition marks VGP’s second major investment in Croatia, following the project of VGP Park Zagreb, where VGP is developing an autonomous vehicle production facility for Verne. — VGP Park Gyor Gamma, Hungary: This 92,000 sqm plot has a development potential of over 35,000 sqm and is located in the vicinity of VGP’s successful business parks in Gyor. Once fully developed, the VGP Parks in Gyor will host over 356,000 sqm of lettable area. — VGP Park Parma Morse, Italy: Covering 33,000 sqm, this site is adjacent to VGP’s Park Parma Lumiere, just 7 km from the city center of Parma and next to the A1 motorway exit. The park’s strategic location along one of central northern Italy’s key roadways makes it an attractive addition to the area. Land bridge (in million sqm) The land bank is geographically spread between Eastern (46%) and Western Europe (54%) in square meters. The largest land posi - tions are held in Germany (21.8%), France (12.5%), Serbia (11.0%) and Romania (10.1%). Following the sale of VGP’s share in LPM (720,000 sqm) VGP now holds 98% of the land bank (owned or committed) in its own portfolio, whereas 2% is in co-ownership with various Joint Venture partners. It concerns Grekon (34,035 sqm) in Germany and Belartza (145,215 sqm) in Spain. Geographical spread of land Land by Ownership (in sqm, incl. JV’s) (in sqm, incl. committed) Eastern Europe 46% Western Europe 54% Joint Venture 2% Own 98%
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Annual Financial Results Press Release 2024 9 INVESTMENT Standing portfolio The total portfolio, including assets from Joint Ventures under management of the VGP Group, now contain 276 buildings (34 build - ings under construction and 242 completed buildings) for a total surface of 6.8 million sqm, spread over 15 countries. These include 2.1 million sqm of assets, or 81 buildings in the own portfolio (of which 1.4 million sqm or 48 buildings are completed assets) and 4.6 million sqm and 195 buildings in the Joint Ventures. in sqm Completed buildings Buildings under construction Total buildings Country Rentable space Number of buildings Rentable space Number of buildings Rentable space Number of buildings Austria 66,000 4 56,000 2 122,000 6 Croatia — — 29,000 1 29,000 1 Czech Republic 783,000 51 49,000 3 832,000 54 Denmark — — 27,000 2 27,000 2 France 39,000 1 34,000 1 73,000 2 Germany 3,092,000 97 167,000 7 3,259,000 104 Hungary 323,000 17 38,000 2 361,000 19 Italy 105,000 8 88,000 3 193,000 11 Latvia 134,000 4 — — 134,000 4 Netherlands 259,000 6 — — 259,000 6 Portugal 50,000 3 33,000 1 83,000 4 Romania 348,000 16 114,000 4 462,000 20 Serbia 76,000 2 5,000 1 81,000 3 Slovak Republic 286,000 12 47,000 3 333,000 15 Spain 414,000 21 93,000 4 507,000 25 Total 5,975,000 242 780,000 34 6,755,000 276 in sqm Completed buildings Buildings under construction Total buildings Ownership Rentable space Number of buildings Rentable space Number of buildings Rentable space Number of buildings Own1 1,373,000 48 736,000 33 2,110,000 81 JVs 4,602,000 194 44,000 1 4,646,000 195 Total 5,975,000 242 780,000 34 6,755,000 276 The average age of the completed portfolio 2 amounts to 4.2 years. Over 96% of all completed² assets are younger than 10 years and 64% is younger than 5 years. The average size of the completed² portfolio amounts to 23,000 sqm. Of the completed portfolio, 48% has a larger size than 30,000 sqm. Average age of completed portfolio Average size of completed portfolio (in sqm) 1 These include assets under construction on behalf of the Joint Ventures totalling 89,000 sqm. These assets are legally owned by the Joint Venture but have not been part of a transaction yet with the Joint Venture partner. VGP finances these developments through development loans to the Joint Venture, which are also classified as assets held for sale. 2 Normalized for brownfield assets that are currently under a short term lease and will be redeveloped in the short to mid-term < 2 years 25% 3–5 years 39% 6–10 years 32% > 10 years 4% 10–20,000 21% 20–30,000 24% > 30,000 48% < 10,000 7% 4.2 years 23,000 sqm
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Annual Financial Results Press Release 2024 10 Update on Joint Ventures VGP owns a number of Joint Ventures which are reported under equity method in the IFRS statements. These predominantly 50:50 Joint Ventures own mainly completed assets on which VGP Group also retains asset management services. In order to increase transparency and comparability of the Joint Ventures you may find below additional performance measures calcu - lated in accordance with the Best Practices Recommendations of the European Public Real Estate Association (EPRA). These measures are provided at share, in particular for the First, Sec - ond, Third, Fifth and the Sixth Joint Venture. The Development Joint Ventures have been excluded as these only contain devel - opment land to date. EPRA performance measures on the Joint Ventures at share in thousands of € 31. 12. 2024 31. 12. 2023 EPRA Earnings 50,148 43,678 EPRA Cost Ratio (including direct vacancy costs) 11.5% 10% EPRA Cost Ratio (excluding direct vacancy costs) 11.3% 9.8% EPRA Net Tangible Assets (NTA) 1,441,403 1,130,627 EPRA Net Initial Yield (NIY) 5.04% 4.98% EPRA ‘Topped-up’ NIY 5.10% 5.03% EPRA Vacancy Rate 1.8% 0.9% EPRA Loan to value (L TV) ratio 31.5% 31.6% EPRA earnings increased with 14.8% versus ’23, whilst EPRA NTA grew 27.5%. This is mainly due to the changes in scope of the Joint Ventures, given the annualised effect of the Joint Ven - ture acquisitions in ’23 and further closings with the Fifth and Sixth Joint Venture in ’24. Furthermore, VGP has been able to recycle a record amount of € 809 million cash on transactions with Joint Ventures in ’24. Given the Group retains asset management services ‘to the joint ventures’, these fees have substantially grown to € 32 million and are expected to increase further in ’25 and beyond given the growth of the Joint Ventures. On top of the transaction pro - ceeds, the growing and recurring Joint Venture asset manage - ment fee, the Group also received ‘excess’ cash distributions from its Joint Ventures in amount of € 85.6 million. In ’25 VGP expects to execute a number of transactions with existing Joint Ventures and is looking to expanding its Joint Ven - ture model with new and/or existing Joint Venture partners. Partnership with Pimco – Allianz RHEINGOLD – THE FIRST JOINT VENTURE The First Joint Venture was established in May 2016 with an objective to build a platform of new, grade A logistics and indus - trial properties with a key focus on expansion in core German markets and high growth CEE markets (of Hungary, the Czech Republic and the Slovak Republic) with the aim of delivering sta - ble income-driven returns with potential for capital apprecia - tion. The First Joint Venture had a target to increase its portfolio size (i.e. the gross asset value of the acquired income generat - ing assets) to circa € 1.7 billion by May 2021 at the latest, via the contribution to the First Joint Venture of new logistics develop - ments carried out by VGP. The First Joint Venture’s strategy is therefore now primarily a hold strategy. As at 31 December 2024, the First Joint Venture’s property portfolio consists of 104 completed buildings representing a total lettable area of over 1,973,000 sqm. Although the First Joint Venture reached its expanded investment target, some add-on closings related to existing tenant extension options may still occur in the future. The First Joint Venture will maintain its exist - ing portfolio with VGP continuing to act as property, facility and asset manager. Finally, VGP may be entitled to a promote payment from the First Joint Venture at (i) a liquidity event or (ii) after the lapse of the initial ten year period, which occurs in H1 ’26. The magni - tude of the promote distribution by the First Joint Venture will be based on the IRR track record of the Joint Venture and is subject to a number of parameters that can only be accurately deter - mined at maturity. AURORA – THE SECOND JOINT VENTURE The Second Joint Venture was established in July 2019 with the objective to build a platform of core, prime logistic assets in Austria, Italy, the Netherlands, Portugal, Romania and Spain with the aim of delivering stable income-driven returns with potential for capital appreciation. The Second Joint Venture ‘s exclusive right of first refusal in relation to acquiring newly built assets in the relevant countries expired as of 31 July 2024. It’s strategy is therefore primarily a hold strategy. As at 31 December 2024, the Second Joint Ven - ture’s property portfolio consists of 42 completed buildings rep - resenting a total lettable area of over 926,000 sqm. Although the Second Joint Venture reached its investment period, some add-on closings related to outstanding develop - ment assets may still occur in the future. YMIR – THE THIRD JOINT VENTURE The Third Joint Venture was established in June 2020 with an objective to develop VGP Park München. Once fully developed, VGP Park München will consist of five industrial buildings, two stand-alone parking houses and one office building for a total gross lettable area of approx. 323,000 sqm. The park is entirely pre-let. Since its establishment, three closings with the Third Joint Venture have occurred. The financing of the development capex of the Third Joint Venture occurs through shareholder loans and/or capital con - tributions by the shareholders in proportion to their respective shareholding or from bank financing. Upon completion of the respective building(s), a closing with Allianz occurred which allowed the Group to receive the propor - tional share price allocated to the building(s) from Allianz and to partially/totally recycle its initially invested capital in respect of the building(s). The park has currently three tenants, KraussMaffei – with 212,000 sqm gross lettable area – and BMW – with 64,000 sqm gross lettable area – occupy the existing park and the last remaining development building, which is to be completed by 2026 will provide 44,000 sqm gross lettable area and has been leased in ‘24 to the company ISAR Aerospace SE. Finally, in 2024, VGP Park Munich drew an additional credit facility of € 84.5 million that will be used for the financing of the development of the last outstanding building leased to ISAR Aerospace SE. Partnership with Deka RED – THE “FIFTH JOINT VENTURE” VGP has signed as per 21 July 2023 a Joint Venture agreement with Deka Immobilien, a prominent real estate investment com - pany. The joint venture endeavours that two of Deka Immobil - ien’s public funds, Deka Westinvest InterSelect and Deka Immo - bilien Europa, acquired a 50% stake in five project companies owned by VGP. These project companies own and operate five strategically located parks in Germany, namely Gießen – Am alten Flughafen, Laatzen, Göttingen 2, Magdeburg and Berlin Oberkrämer. These parks boast a portfolio of 20 buildings, generating a total annual - ised rental income of € 52.9 million at the time of the transaction. The transaction was foreseen to be executed in three clos - ings, the first one in Q3 2023, the second one in Q2 2024, which comprised of two assets located in Berlin Oberkrämer and Gießen – Am alten Flughafen for a total gross asset value of € 281.3 million, and the third one, a building in VGP Park Magde - burg for a total gross asset value of € 103.5 million in Q3 2024. All have been executed according the initial agreed timeframe and pricing, as such the Joint Venture now holds € 1.16 billion of gross asset value in assets, where VGP retains asset manage - ment services in a similar scope to its existing partnerships with
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Annual Financial Results Press Release 2024 11 Allianz Real Estate. To facilitate the joint venture, parties have agreed to refinance the joint venture with an approximative L TV of 30%. Consequently, VGP recycled € 681 million of net cash from all closings to date. Partnership with Areim SAGA – THE “SIXTH JOINT VENTURE” As per 15 December 2023 VGP entered into a new Joint Venture agreement with AREIM Pan-European Logistics Fund (D) AB, or Areim, on a 50:50 basis, with the purpose of investing into VGP developed assets in Germany, Czech Republic, France, Slovakia and Hungary. The venture will utilize debt up to a loan-to-value of 40%, up from the initial target of 35%. The investor, Areim, has committed a € 500 million equity investment. The investment period lasts until 15 December 2028, with possibilities to extend the Joint Venture by mutual agreement. A seed portfolio closing has taken place in H1 2024, compris - ing of 17 developed properties, equalling 450,000 sqm, in Ger - many (8), Czech Republic (5) and Slovakia (4) for a total gross asset value of € 436.5 million, resulting in net cash proceeds of € 270.2 million. A second closing took place in December 2024, comprising 4 developed properties, equalling 114,000 sqm in Germany (1), Czech Republic (1), Slovakia (1) and France (1), for a total gross asset value of € 120 million, resulting in net cash pro - ceeds of € 79.3 million. In many ways the Joint Venture is similar to the Allianz Joint Ventures, being that the Sixth Joint Venture has a right of first refusal, but limited to all buildings of a spe - cific development pipeline within the target countries over the investment period. As at 31 December 2024, the Sixth Joint Venture’s property portfolio consists of 21 completed buildings representing a total lettable area of over 564,000 sqm and are 100% let. The joint venture targets a comprehensive ESG strategy, with criteria defined around EU taxonomy compliance, EPC, BREEAM standards, and more. As is the case with similar Joint Ventures, VGP will act as the asset, property and development manager of the Joint Venture. The Development Joint Ventures VGP PARK BELARTZA JOINT VENTURE The VGP Park Belartza Joint Venture was set up as a 50:50 joint venture with VUSA. The objective of this joint venture is to provide an additional source of land to the Group for land plots which would otherwise not be accessible to it. The VGP Park Belartza Joint Venture aims to develop ca. 64,000 sqm of logistics lettable area. In April 2024, VGP and VUSA agreed to increase the stake of VGP in the Joint Venture to 75%. The VGP Park Belartza, located in the vicinity of San Sebastian in the North of Spain, targets the development of a mixed (logis - tics/commercial) park whereby VGP will lead the logistic devel - opment and VUSA will lead the commercial development. The VGP Park Belartza Joint Venture has the right to sell and VGP the right to acquire the logistics income generating assets devel - oped by VGP Park Belartza Joint Venture. VUSA has the right to acquire the commercial income generating assets developed by VGP Park Belartza Joint Venture. The project is currently pro - ceeding well with obtaining the necessary zoning permits. VGP PARK SIEGEN JOINT VENTURE The VGP Park Siegen Joint Venture is set up as a 50:50 joint ven - ture with Revikon. The objective of this joint venture is to convert a brownfield with ca. 21,000 sqm of lettable space located in the vicinity of the city of Siegen, Germany. In 2023 a part of the development has been sold and since then the brownfield has been undergoing further demolishment works in preparation of its future development. Further milestones are expected to be reached during 2025. LPM – LOGISTIEK PARK MOERDIJK The LPM Joint Venture was established in November 2020 with an objective to develop Logistics Park Moerdijk (Netherlands) together with the Port Authority Moerdijk on a 50:50 basis. Logistics Park Moerdijk is situated in between the Port of Rot - terdam (the Netherlands) and the Port of Antwerp (Belgium). In February 2024, VGP agreed on selling the project in its cur - rent status and recycled proceeds of ca € 171.4 million. RENEWABLE ENERGY The gross renewable energy income over 2024 was € 8.3 mil - lion compared to € 4.4 million over FY2023. This was driven by an increase of 96% in the effective production sold in 2024 to 90 GWh. The operational solar capacity increased significantly to 155.7 MWp, up 53% year-over-year which should equate to a marketable production potential of circa 130 GWh. As of December 2024, a total of 39 projects representing 41.0 MWp are under construction. Including projects under con - struction the total solar power generation capacity will increase to 196.8 MWp spread over 147 roof-projects in 10 countries. As at the 31st of December 2024 this represents a total aggregate investment amount of € 121 million (incl. current commitments for projects under construction). With regards to the pipeline, an additional 97 solar power pro - jects are in contractual/design phase (including in 4 additional countries) which equates to an added power generation capac - ity of 90.9 MWp. The current total solar portfolio, including pipe - line projects, totals 287.7 MWp. Of VGP’s solar plants in operation 43% is used for self-con - sumption. The remainder of this green energy is provided to the grid. In order to enhance self-consumption and contribute to a more stable and efficient energy grid, VGP is in the process of setting up Battery Energy Storage Systems (BESS). The first two BESS units for a combined 6.8 MWh are being installed, with an additional 45.1 MWh in the design phase and 38.8 MWh under feasibility assessment. This represents a total BESS pipeline of 90.7 MWh or a total investment exceeding € 20 million in order to support sustainable and resilient energy solutions. CAPITAL AND LIQUIDITY POSITION Total cash balance as at 31 December 2024 stood at € 493 mil - lion. The group has undrawn revolving credit facilities of € 500 million, providing a liquidity position of nearly € 1 bil - lion. The revolving credit facilities have been increased from € 400 million to € 500 million and contain a specific credit facil - ity for guarantees in amount of € 50 million. During ’24 VGP was able to recycle net € 809 million from closings with respectively the Fifth and Sixth Joint venture, as well as the disposal of the Development Joint Venture LPM. VGP drew € 135 million on a total facility of € 150 million in Feb - ruary ’24. This credit facility with the European Investment Bank has a ten year term at a fixed interest rate of 4.15%. The remain - ing € 15 million will be drawn upon further progress in the busi - ness unit of VGP Renewable Energy. VGP repaid € 75 million of its outstanding bonds in July 2024. At 31 December ’24, the average cost of debt has lowered to 2.20% and will lower further to 2.15% following the March ’25 bond repayment of € 80 million. The average term of the credit facilities amounts to 3.8 years. A dividend of € 101 million has been paid out in May ’24. The proportional on a look through basis L TV amounts to 48.3% (versus 53.4% at year-end ’23) and the gearing ratio amounts to 33.6% (versus 40.3% at year-end ’23). In September 2024, during its annual review, Fitch Ratings affirmed a ‘BBB-‘ investment grade rating with Outlook Stable on VGP.
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Annual Financial Results Press Release 2024 12 ESG RATINGS AND RECOGNITION The Group’s environmental, social, and governance (ESG) assessments by extra-financial rating agencies were updated in 2024. The GRESB Developer score was confirmed at 95 out of 100, equivalent to a four-star rating and the highest in our peer group. VGP maintained its A rating in the MSCI ESG assess - ment and obtained an ESG Risk Rating of 11.7 by Sustainalytics equivalent to “Negligible” risk of experiencing material financial impacts from ESG factors and part of the 15% least ESG risk real estate operators globally. VGP maintained its position in the Euronext BEL 20 ESG index. The BEL ESG Index is designed to identify the 20 highest-ranked companies in Belgium that exhibit the lowest ESG risks. COMPOSITION OF BOARD OF DIRECTORS Katherina Reiche has decided to step down from her position as a board and remuneration committee member. The board has accepted her resignation, and by mutual agreement, she will continue to serve as an active member until the shareholders’ meeting on May 9. DIVIDEND The board of directors proposes to the annual shareholders meeting an ordinary gross dividend distribution of € 3.30 per share, or € 90 million. This compares to an ordinary dividend of € 2.95 per share in ’24 or an increase of 12%. OUTLOOK VGP expects to substantially grow it’s net rental income, includ - ing the Joint Ventures at share, following the expected delivery of € 39 million new lease agreements in ‘25, as well as profiting from the annualised effect of deliveries in ’24 and indexation on the total portfolio. Deployment of new constructions will be, as always, weighted against pre-let ratio’s and market demand, though VGP has the availability of increasing its total rental income with minimum € 253 million up to at least € 666 million annualised rental income including the Joint Ventures. Thereof already exist pre-lets for € 20.8 million, or 135,000 sqm which already boost the develop - ment activity of ’25. In the same time, VGP targets to expand its land bank substantially in existing and new territories. VGP is also exploring the possibilities of new investments in both Battery Energy Storage Systems and Data Centers in all locations which it has currently in ownership or under control. To strengthen its liquidity position, the Group increased its undrawn credit facilities with € 25 million in Q1 ’25. In parallel, the Group targets a number of closings with existing Joint Ven - ture’s and endeavours to broaden its Joint Venture model with new and/or existing Joint Venture partners. Finally, the Group proposes to the annual shareholders meet - ing to pay-out a dividend of € 90 million, an increase of 12% ver - sus the ordinary dividend of ’24. 1 See note 11.2 2 Calculated as Net debt / Total equity and liabilities KEY FINANCIAL METRICS Operations and results FY 2024 FY 2023 Change (%) Committed annualised rental income (€mm) 412.6 350.8 +17.6% IFRS Operating profit (€mm) 317.1 118.8 +167% IFRS net profit (€mm) 287 87.3 +228.8% IFRS earnings per share (€ per share) 10.52 3.20 +228.8% Portfolio and balance sheet FY 2024 FY 2023 Change (%) Portfolio value, including joint venture at 100% (€mm) 7,837 7,194 +8.9% Portfolio value, including joint venture at share (€mm) 5,031 4,828 +4.2% Occupancy ratio of standing portfolio (%) 98 99 -1% EPRA NTA per share (€ per share) 1 89.22 83.10 +7.4% IFRS NAV per share (€ per share) 87.96 81.14 +8.4% Net financial debt (€mm) 1,565 1,778 -12% Gearing 2(%) 33.6% 40.3% -16.6% WEBCAST FOR INVESTORS AND ANAL YSTS VGP will host a webcast at 10:30 (CET) on 20 February 2025 Webcast link: https:/ /channel.royalcast.com/landingpage/vgp/20250220_1/ Click on the link above to attend the presentation from your lap - top, tablet or mobile device. The webcast will stream through your selected device. Please join the event webcast 5-10 minutes prior to the start time A presentation will be available on VGP website: https:/ /www.vgpparks.eu/en/investors/publications/ CONTACT DETAILS FOR INVESTORS AND MEDIA ENQUIRIES INVESTOR RELATIONS Tel: +32 (0)3 289 1433 investor.relations@vgpparks.eu
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Annual Financial Results Press Release 2024 13 About VGP VGP is a pan-European owner, manager and developer of high-quality logistics and semi-industrial properties as well as a provider of renewable energy solutions. VGP has a fully integrated busi - ness model with extensive expertise and many years of experience along the entire value chain. VGP was founded in 1998 as a family-owned Belgian property developer in the Czech Republic and today operates with around 378.4 full-time employees in 18 European countries directly and through several 50:50 joint ventures. In December 2024, the gross asset value of VGP, includ - ing the 100% joint ventures, amounted to € 7.8 billion and the company had a net asset value (EPRA NTA) of € 2.4 billion. VGP is listed on Euronext Brussels (ISIN: BE0003878957). For more information, please visit www.vgpparks.eu Forward-looking statements: This press release may contain forward-looking statements. Such statements reflect the current views of management regarding future events, and involve known and unknown risks, uncertainties and other factors that may cause actual results to be materi - ally different from any future results, performance or achievements expressed or implied by such forward-looking statements. VGP is providing the information in this press release as of this date and does not undertake any obligation to update any forward-looking statements contained in this press release considering new information, future events or otherwise. The information in this announcement does not constitute an offer to sell or an invitation to buy securities in VGP or an invitation or inducement to engage in any other investment activities. VGP disclaims any liability for statements made or published by third parties and does not undertake any obligation to correct inaccurate data, information, conclusions or opinions published by third parties in relation to this or any other press release issued by VGP.
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14 CONSOLIDATED INCOME STATEMENT CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME CONSOLIDATED BALANCE SHEET CONSOLIDATED STATEMENT OF CHANGES IN EQUITY CONSOLIDATED CASH FLOW STATEMENT NOTES TO THE FINANCIAL STATEMENTS 1. Basis of preparation 2. Significant accounting policies 3. Segment reporting 3.1 Business lines 3.2 Segment balance sheet 3.3 Geographical information 4. Revenue 5. Net property operating expenses 6. Net valuation gains / (losses) on investment properties 7. Administration expenses 8. Investments in Joint Ventures 8.1 Profit from Joint Ventures 8.2 Summarised balance sheet information in respect of Joint Ventures 8.3 Other non-current receivables 8.4 Investments in joint ventures and associates 8.5 EPRA performance measures on the Joint Ventures at share 9. Net financial result 10. Earnings per share 10.1 Earnings per ordinary share (EPS) 10.2 EPRA NA V’s – EPRA NA V’s per share 11. Investment properties 11.1 Property, Plant and equipment
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12. Trade and other receivables 13. Share capital and other reserves 13.1 Share capital 13.2 Other reserves 14. Current and non-current financial debts 14.1.1 Bank loans 14.1.2 Schuldschein loans 14.1.3 Bonds 14.1.4 Key terms and covenants 15. Other non-current liabilities 16. Trade debts and other current liabilities 17. Assets classified as held for sale and liabilities associated with those assets 18. Cash flow Statement 19. Cash flow from disposal of subsidiaries, Joint Ventures and investment properties 20. Risk Management 20.1 Capital Management 21. Contingencies and commitments 22. Events after the balance sheet date SUPPLEMENTARY NOTES NOT PART OF THE CONDENSED INTERIM FINANCIAL INFORMATION 1 INCOME STATEMENT, PROPORTIONALLY CONSOLIDATED 2 BALANCE SHEET, PROPORTIONALLY CONSOLIDATED PARENT COMPANY INFORMATION
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CONSOLIDATED FINANCIAL STATEMENTS1 CONSOLIDATED INCOME STATEMENT For the year ended 31 December INCOME STATEMENT (in thousand of €) NOTE 31.12.2024 31.12.2023 Revenue2 4 121,404 113,722 Gross rental and renewable energy income 4 73,704 69,003 Net property operating expenses³ 5 (6,018) (5,534) Net rental and renewable energy income3 67,686 63,469 Joint Ventures management fee income 4 32,666 26,925 Net valuation gains / (losses) on investment properties4 6 187,056 87,958 Administration expenses 7 (61,263) (48,863) Share in result of Joint Ventures 8.1 92,744 (10,715) Other expenses (1,750) - Operating result 317,139 118,774 Financial income 9 50,391 34,076 Financial expenses 9 (47,988) (40,107) Net financial result 9 2,403 (6,031) Result before taxes 319,542 112,743 Taxes (32,555) (25,451) Result for the period 286,987 87,292 Attributable to: Shareholders of VGP NV 286,987 87,292 Non-controlling interests - - EARNINGS PER SHARE NOTE 31.12.2024 31.12.2023 Basic earnings per share (in €) 8 10.52 3.20 Diluted earnings per share (in €) 8 10.52 3.20 1The statutory auditor has confirmed that his audit procedures, which have been substantially completed, have not revealed any material adjustments which would have to be made to the accounting information disclosed in this press release. The consolidated financial statements have been prepared in accordance with IFRS as adopted by the European Union. 2 Revenue is composed of gross rental and renewable energy income, service charge income, property and facility management income and property development income 3 Property operating expenses include recharges to customers and are shown as net operating expenses 4 Includes realized gains on disposals of subsidiaries and joint ventures
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Net rental income The net rental income in VGP’s own portfolio, increased to € 61.7 million in 2024. However, the underlying rental income has been generated from a substantially different portfolio versus previous period as several transactions took place with Joint Ventur es in ’23 and ’24 in which rental income generating assets have been disposed and deconsolidated and delivered assets in the own portfolio started to become income generating instead. During 2024, € 45.7 million of annualised rental income including the Joint Ventures at 100%, have become cash generative. Another € 62.6 million, of which € 52.4 million in the own portfolio, is still to be activated (upon delivery of assets). Thereof, € 39 million, or € 31.4 million in the own portfolio is expected to become cash generative in the next twelve months. Annualised rental income growth incl. JV’s at 100% (in € mln) Net rental income, on a look through basis1 grew with 20.9% from € 159.1 million to € 192.4 million, knowing that at year-end € 214.7 million (versus € 194.3 million, or + 10.5%) on a proportional look through basis, has become cash generative. 1 Refer to ‘supplementary notes’, income statement proportionally consolidated 304.300 45.700 350.00 62.600 412.600 253.900 666.500
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Net renewable energy income The net renewable energy income over 2024 amounted to € 6 million compared to € 3.5 million over FY2023. This was driven by an increase of 96% in the effective production sold in 2024 to 90 GWh. The operational solar capacity increased significantly to 155.7 MWp, up 53% year -over-year which should equate to a marketable production potential of circa 130 GWh. As of December 2024, a total of 39 projects representing 41.0 MWp are under construction. Including projects under construction the total solar power generation capacity will increase to 196.8 MWp spread over 147 roof-projects in 10 countries. As at the 31st of December 2024 this represents a total aggregate investment amount of € 121 million (incl. current commitments for projects under construction). With regards to the pipeline, an additional 97 solar power projects are in contractual/design phase (including in 4 additional countries) which equates to an added power generation capacity of 90.9 MWp. The current total solar portfolio, including pipeline projects, totals 287.7 MWp. Joint Venture management fee income The Joint Venture management fee income amounted to € 32.7 million, a 21% increase versus FY ‘23. The Joint Venture management fee income consists of two main components, on the one hand property and facility management income, which increased from € 22.5 million to € 27 million and on the other hand development management income, which increased with € 1.3 million to € 5.7 million.
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Net valuation gains on the property portfolio During 2024, the net valuation gains on the property portfolio reached € 187.1 million compared to a net valuation gain of € 88 million for the period ended 31 December 2023. The net valuation gain was mainly driven by: (i) € 94.2 million unrealised valuation gain on the own and disposal group held for sale portfolio, and (ii) € 92.9 million realised valuation gain, mainly on assets transferred as part of transactions with the Fifth Joint Venture (Deka), the Third Joint Venture (Ymir) and the first and second closing with the Sixth Joint Venture (Areim), as well as the disposal of the Development Joint Venture LPM. The own property portfolio, excluding development land but including the buildings being constructed on behalf of the Joint Ventures, is valued by the valuation expert at 31 December 2024 based on a weighted average yield of 7.22 % (compared to 6.22% as at 31 December 2023) applied to the contractual rents increased by the estimated rental value on unlet space. The real estate valuations were broadly stable during 2024. The (re)valuation of the own portfolio was based on the appraisal report of the property expert Io Partners, preferred partner of Jones Lang LaSalle. Administrative expenses The administrative expenses for the period increased to € 61.3 million compared to € 48.9 million for the period ended 31 December 2023. The group’s headcount of 380 FTE’s increased with 12.5 FTE’s compared to 2023. The main variance to the previous period relates to increased remuneration by € 6.8 million (mainly by provisions for the Long Term Incentive Plan), general admin costs by € 1.8 million, as well as increases in depreciation of € 2.7 million and lower capitalized costs of € 1.3 million. Share in net profit of the joint ventures VGP’s share of the joint ventures’ profit for the period came in at € 92.7 million versus a loss of € 10.7 million for the period ending 31 December 2023. The main drivers can be summarized as follows (at share): - Net rental income at share increased with € 30.1 million from € 91.6 million to € 121.7 million, an increase of 33%. This is a result of € 2.9 million indexation at share, as well as additions to the portfolio of Joint Ventures given the transactions in ‘2 3 (full year effect) and ‘24 (partial effect). - Net valuation losses at share improved from a loss of € 61.2 million to a gain of € 54.5 million. The portfolio of the joint ventures, excluding development and the buildings being constructed by VGP on behalf of the Joint Ventures, was valued at a weighted average yield of 5.05% as at 31 December 2024 (compared to 5.01% as at 31 December 2023). - Net financial result decreased to € 59.1 million. This is due to the fact that the debt of the joint ventures increased € 233 million ( at share) following transactions with Deka and Saga in ‘24. - Taxes decreased with € 18.5 million at share. This is mainly due to an increase of deferred taxes as a result of the revaluation of the portfolio. Effective tax leakage in Joint Venture at share increased € 1 m to € 7.3 million. As at December 2024, the Joint Ventures account for € 285.7 million of annualised committed leases representing 4.6 million sqm of lettable area compared to € 226.9 million of annualised committed leases representing 3.7 million sqm at the end of December 2023.
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The (re)valuation of all Joint Ventures’ portfolios was based on the appraisal report of the property expert Io partners, preferred partner of Jones Lang Lasalle. Other expenses Other expenses included a € 1.75 million contribution to the VGP Foundation. Net financial result Net financial result increased from a net expense of € 6 million to an income of € 2.4 million. The delta can be mainly explained by (i) lower interests of € 3.1 million following the repayment of € 375 million of bonds in ‘23 and € 75 million in ‘24, thou gh partially off-set by increased interest expense on the new EIB Loan of € 135 million, (ii) an increase of financial income of 5.8 million (up to € 12.3 million) as a result of interest received on term deposits, as well as (iii) increased interest incom e on loans to joint ventures and associates in amount of € 10.4 million and (iv) a reduction of capitalized interests in amount of € 11.4 million. At 31 December 2024 the average cost of debt amounts to 2.20%. The average term of the credit facilities amounts to 3.7 years. Taxes The tax expense of € 32.6 million contains a deferred tax cost of € 21.7 million (versus € 9.5 million in ‘23) and a current tax cost of € 10.9 million (versus € 15.9 million in ‘23). This equates to an effective current tax rate of 8%1, versus 17% in ‘23. 1 Calculated as current tax divided by profit before tax, yet normalized for unrealized valuation gains and share in the result of Joint Ventures
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CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the period ended 31 December STATEMENT OF COMPREHENSIVE INCOME (in thousand of €) 31.12.2024 31.12.2023 Profit for the year 286,987 87,292 Other comprehensive income to be reclassified to profit or loss in subsequent periods Other comprehensive income not to be reclassified to profit or loss in subsequent periods Other comprehensive income for the period Total comprehensive income / (loss) of the period 286,987 87,292 Attributable to: Shareholders of VGP NV 286,987 87,292 Non-controlling interest
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CONSOLIDATED BALANCE SHEET For the period ended 31 December ASSETS (in thousands of €) NOTE 31.12.2024 31.12.2023 Intangible assets 724 1,000 Investment properties 11 1,905,411 1,508,984 Property, plant and equipment 11.1 122,309 107,426 Investments in Joint Ventures and associates 8.2/8.4 1,300,874 1,037,228 Other non-current receivables 8.3 538,484 565,734 Deferred tax assets 11,620 8,304 Total non-current assets 3,879,422 3,228,676 Trade and other receivables 12 83,804 79,486 Cash and cash equivalents 492,533 209,921 Disposal group held for sale 17 198,177 892,621 Total current assets 774,514 1,182,028 TOTAL ASSETS 4,653,936 4,410,704 SHAREHOLDERS' EQUITY AND LIABILITIES (in thousands of €) NOTE 31.12.2024 31.12.2023 Share capital 13 105,676 105,676 Share premium 13 845,579 845,579 Retained earnings 1,449,172 1,263,162 Shareholders’ equity 2,400,427 2,214,417 Non-current financial debt 14 1,942,495 1,885,154 Other non-current liabilities 15 46,781 38,085 Deferred tax liabilities 35,652 23,939 Total non-current liabilities 2,024,928 1,947,178 Current financial debt 14 114,866 111,750 Trade debts and other current liabilities 16 102,558 84,075 Liabilities related to disposal group held for sale 17 11,157 53,284 Total current liabilities 228,581 249,109 Total liabilities 2,253,509 2,196,287 TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES 4,653,936 4,410,704
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Balance sheet Investment properties & disposal group held for sale Investment properties relate to completed properties, projects under construction as well as land held for development. The disposal group held for sale assets relates to (i) the assets under construction and development land (at fair value) which are being / will be developed by VGP, on behalf of the First and Second Joint Venture and the Sixt Joint Venture, and (ii) VGP Park Riga, which is subject to a call option of its tenant. As at 31 December 2024 the investment property portfolio, including those reported as group held for sale, consists of 48 completed buildings representing 1,373,000 sqm of lettable area with another 33 buildings under construction representing 736,000 sqm of lettable area. Including assets reported as group held for sale, the total investment property accounts for € 879 million in completed assets, € 579 million assets under construction, and € 645 million land. The Investment Property, including those reported as group held for sale but excluding development land, is valued at an average weighted yield of 7.22%. Total capex on investment property including assets held for sale of € 568.2 million: € 405.1 million on assets, € 54.7 million on land acquisitions, € 10.8 m interests and capitalized rent free and € 97.6 million investments in assets held for sale. Property, plant and equipment Property, plant and equipment increased with € 14.9 million. This reflects a capex of € 19 million, which mainly relates to renewable energy assets (€ 13 million) and are accounted for at cost and depreciated. Completed installations amount to € 94.5 million, whereas € 14.1 million relates to renewable energy installations under construction. Investment in joint ventures and associates As at 31 December 2024, the investments in the joint ventures and associates increased to € 1, 301 million from € 1,037 million as at 31 December 2023. The investments in joint ventures and associates as at the end of 2024 reflect the value of the participation in the Allianz Joint Ventures, the Deka Joint Venture, The Saga Joint Venture and the Development Joint Ventures, all of which are accounted for using the equity method. The variance in ‘24 is mainly related to equity contributions of transactions with Joint Ventures in amount of € 199.1 million, equity repayments from the First Joint Venture (€ 11.5 million) and the Second Joint Venture (€ 3.3 million), an additional investment in the Development Joint Venture Belartza (€ 5.2 million), the disposal of the Development Joint Venture LPM (€ 18.7 million) as well as VGP’s share in the result of the Joint Ventures in amount of € 92.7 million. Total non-current and current financial debt The non-current and current financial debt increased from € 1,997 million as at 31 December 2023 to € 2,057 million as at 31 December 2024. The increase was mainly driven by credit facility of the European Investment Bank of € 150 million to support its renewable energy business unit. As per 5 February 2024, VGP has drawn € 135 million of
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this facility at an interest rate of 4.15% on a ten year period, which was offset by the repayment of €75 million of its outstanding bonds. The proportional on a look through basis LTV amounts to 48. 3 % (versus 53.4% at year-end ’23) and the gearing ratio amounts to 33.6% (versus 40.3% at year -end ’23). The financial debts of the Group are well within its covenants.
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CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the period ended 31 December STATEMENT OF CHANGES IN EQUITY (in thousands of €) Statutory share capital Capital reserve IFRS share capital Other reserves Retained earnings Total equity Balance as at 1 January 2023 136,092 (30,416) 105,676 845,579 1,250,920 2,202,175 Other comprehensive income / (loss) - - - - - - Result of the period - - - - 87,292 87,292 Effect of disposals - - - - - - Total comprehensive income / (loss) - - - - 87,292 87,292 Capital and share premium increase net of transaction costs - - - - Share capital distribution to shareholders - - - - - - Dividends - - - - (75,050) (75,050) Balance as at 31 December 2023 136,092 (30,416) 105,676 845,579 1,263,162 2,214,417 Balance as at 1 January 2024 136,092 (30,416) 105,676 845,579 1,263,162 2,214,417 Other comprehensive income / (loss) - - - - - - Result of the period - - - - 286,987 286,987 Effect of disposals - - - - - - Total comprehensive income / (loss) - - - - 286,987 286,987 Capital and share premium increase net of transaction costs - - - - Share capital distribution to shareholders - - - - - - Dividends - - - - (100,977) (100,977) Balance as at 31 December 2024 136,092 (30,416) 105,676 845,579 1,449,172 2,400,427
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CONSOLIDATED CASH FLOW STATEMENT For the period ended 31 December CASH FLOW STATEMENT (in thousand of €) Note 31.12.2024 31.12.2023 Cash flows from operating activities Profit before taxes 319,543 112,743 Adjustments for: Depreciation 8,607 5,920 Unrealised (gains) / losses on investment properties 6 (94,190) (28,938) Realised (gains) / losses on disposal of subsidiaries and investment properties 6 (92,866) (59,020) Unrealised(gains) / losses on financial instruments and foreign exchange 9 239 (73) Interest (income) 9 (50,391) (34,003) Interest expense 9 47,749 40,107 Share in (profit) / loss of Joint Venture and associates 8.1 (92,744) 10,715 Operating profit before changes in working capital and provisions 45,946 47,451 Decrease/(Increase) in trade and other receivables1 (11,831) (20,773) (Decrease)/Increase in trade and other payables (5,765) 12,532 Cash generated from the operations 28,350 39,210 Interest received 12,482 6,713 Interest paid (46,925) (57,331) Income taxes paid (10,857) (15,923) Net cash generated from operating activities (16,950) (27,331) Cash flows from investing activities Proceeds from disposal of tangible assets and other 19 46 - Proceeds from disposal of subsidiaries, Joint Ventures and investment properties 19 808,612 676,245 Investment property and property, plant and equipment (452,164) (667,015) Distribution by / (investment in) Joint Venture and associates 27,997 12,823 Loans provided to Joint Venture and associates (106,485) (99,371) Loans repaid by Joint Venture and associates 53,365 69,241 Net cash used in investing activities 331,371 (8,078) Cash flows from financing activities Dividends paid (100,977) (75,050) Proceeds from loans 14 135,000 0 Loan repayments 14 (75,000) (375,000) Net cash used in financing activities (40,977) (450,050) Net increase / (decrease) in cash and cash equivalents 273,444 (485,459) Cash and cash equivalents at the beginning of the period 209,921 699,168 Effect of exchange rate fluctuations (8) (569) Reclassification to (-) / from held for sale 9,176 (3,219) Cash and cash equivalents at the end of the period 492,533 209,921 1 Includes reclassification of € 40.5 million per December 2024 (€ 16 million per December 2023), of which mainly as a result of asset disposals to Joint V entures, reclassifications of receivables and payables for assets reported as held for sale
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NOTES TO THE FINANCIAL STATEMENTS For the period ended 31 December 1. Basis of preparation The consolidated financial information reported in this press release have been prepared in accordance with the requirements of International Financial Reporting Standards (IFRS) which have been adopted by the European Union. The consolidated financial information was approved for issue on 19 February 2025 by the Board of Directors. 2. Significant accounting policies The financial statements are prepared on a historic cost basis, with the exception of investment properties and investment property under construction as well as financial derivatives which are stated at fair value. All figures are in thousands of Euros (EUR ‘000). Below is a list of new and amended standards and interpretations that become effective in 2024 for application in the European Union. In addition, the new and revised standards and interpretations which have been published but which are not yet applicable in 2024 in the EU are enclosed as well: • Amendments to IAS 1 Presentation of Financial Statements: Classification of Liabilities as Current or Non-current and Non-current Liabilities with Covenants • Amendments to IFRS 16 Leases: Lease Liability in a Sale and Leaseback • Amendments to IAS 7 Statement of Cash Flows and IFRS 7 Financial Instruments: Disclosures: Supplier Finance Arrangements The initial recognition of the above new standards did not have a material impact on the financial position and performance of the Group. Standards and interpretations published, but not yet applicable for the annual period beginning on 1 January 2024: • Amendments to IAS 21 The Effects of Changes in Foreign Exchange Rates: Lack of Exchangeability (applicable for annual periods beginning on or after 1 January 2025) • IFRS 18 Presentation and Disclosure in Financial Statements (applicable for annual periods beginning on or after 1 January 2027, but not yet endorsed in the EU) • IFRS 19 Subsidiaries without Public Accountability – Disclosures (applicable for annual periods beginning on or after 1 January 2027, but not yet endorsed in the EU) • Amendments to IFRS 9 and IFRS 7 Classification and Measurement of Financial Instruments (applicable for annual periods beginning on or after 1 January 2026, but not yet endorsed in the EU) • Annual Improvements – Volume 11 (applicable for annual periods beginning on or after 1 January 2026, but not yet endorsed in the EU) • Amendments to IFRS 9 and IFRS 7 Contracts Referencing Nature-dependent Electricity (applicable for annual periods beginning on or after 1 January 2026, but not yet endorsed in the EU)
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3. Segment reporting The chief operating decision maker is the person that allocates resources to and assesses the performance of the operating segments. The Group has determined that its chief operating decision -maker is the chief executive officer (CEO) of the Company. He allocates resources to and assesses the performance at business line and country level. The segmentation for segment reporting within VGP is primarily by business line and secondly by geographical region. 3.1 Business lines For management purpose, the Group also presents financial information according to management breakdowns, based on these functional allocations of revenues and costs. These amounts are based on a number of assumptions and accordingly are not prepared in accordance with IFRS audited consolidated financial statements of VGP NV for the period ended 2024 and 2023. The Group reports three segments as follows: Investment The Group's investment or so -called rental business consists of operating profit generated by the completed and leased out projects of the Group’s portfolio and the proportional share of the operating profit (excluding net valuation gains) of the completed and leased out projects of the Joint Ventures’ portfolio and consolidates as well property and asset management revenue, which include asset management, property management and facility management income. Revenues and expenses allocated to the rental business unit include 10% of the Group's property operating expenses; other income; other expenses, after deduction of expenses allocated to property development; and share in result of the joint ventures, excluding any revaluation result. Associated operating, administration and other expenses include directly allocated expenses from the respective asset management, property management and facility management service companies. Property development The Group's property development business consists of the net development result on the Group’s development activities. Previously these excluded valuation gains (losses) on investment properties outside certain exclusivity perimeters of Joint Ventures. As the Group’s Joint Venture model has evolved in recent years, example given, with the addition of the Fifth and Sixth Joint Venture, whereby not necessarily exclusivity to the Joint Venture is granted, the Group has updated its segment report to present th e EBITDA of the property development segment including all developments (including the comparable period). Once the investment property has been disposed into a Joint Venture, revaluation gains or losses are no longer recognized as EBITDA. The property development segment includes 80% of the Group’s administrative expenses. Renewable Energy The Group’s Renewable Energy segment includes gross renewables income and its direct attributable operating expenses. The Renewables income is generated through sale of electricity, government grants and/or leasing activities. In addition, 10% of administration expenses are allocated to the Renewable Energy segment. The Renewable Energy segment leases roofs from other VGP entities. To the extent these are not eliminated in the consolidation perimeter, these have been added back as cost, in favor of a revenue recognition in the Investment segment. Breakdown summary of the business lines In thousands of € 31.12.2024 31.12.20231 Investment & Property and Asset Management EBITDA 204,293 171,388 Property development EBITDA 144,770 52,163 Renewable energy EBITDA 5,390 1,603 Total EBITDA 354,453 225,154 Property Development EBITDA was restated by € 9.3 million because the net valuation gains/(losses) on countries outside the JV perimeter are added and not reported anymore outside EBITDA.
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In thousands of € For the year ended 31 December 2024 Investment Development Renewable energy Inter- segment eliminations Total Gross rental and renewable energy income 65,382 - 8,338 (16) 73,704 Property operating expenses (366) (3,287) (2,381) 16 (6,018) Net rental and renewable energy income 65,016 (3,287) 5,957 - 67,686 Joint Ventures management fee income 32,666 - - - 32,666 Net valuation gains / (losses) on investment properties - 187,056 - - 187,056 Administration expenses (13,090) (38,999) (567) - (52,656) Share of joint ventures’ Adjusted profit after tax1 119,701 - - - 119,701 EBITDA 204,293 144,770 5,390 - 354,453 Other expenses - - - - (1,750) Depreciation and amortisation (782) (3,126) (4,699) - (8,607) Earnings before interest and taxes 203,511 141,644 691 - 344,096 Net financial cost - Own 2,403 Net financial cost - Joint Ventures and associates - - - - (58,184) Result before taxes - - - - 288,315 Current income taxes - own - - - - (10,857) Current income taxes - Joint Ventures and associates - - - - (7,320) Recurrent net income - - - - 270,139 Net valuation gains / (losses) on investment properties - other countries2 - - - - - Net valuation gains / (losses) on investment properties - Joint Ventures and associates - - - - 54,481 Net fair value gain/(loss) on interest rate swaps and other derivatives - - - - - Net fair value gain/(loss) on interest rate swaps and other derivatives - Joint Ventures and associates - - - - (915) Deferred taxes - own - - - - (21,698) Deferred taxes - Joint Ventures and associates - - - - (15,020) Reported result for the period - - - - 286,987 1 The share of Joint Ventures adjusted profit after tax reflects the net rental income and administration expenses of the Joint Ventures at share, excluding thus any valuation gain or financial and tax expenses 2 Related previously to developments in countries outside of the JV perimeters.
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In thousands of € For the year ended 31 December 2023 Investment Development Renewable energy Inter- segment eliminations Total Gross rental and renewable energy income 64,705 - 4,361 (63) 69,003 Property operating expenses (470) (4,231) (896) 63 (5,534) Net rental and renewable energy income 64,235 (4,231) 3,465 - 63,469 Joint Ventures management fee income 26,925 26,925 Net valuation gains / (losses) on investment properties - 87,958 - - 87,958 Administration expenses (9,517) (31,564) (1,862) - (42,943) Share of joint ventures’ Adjusted profit after tax1 89,745 - - - 89,745 EBITDA 171,388 52,163 1,603 - 225,154 Other expenses - - - - - Depreciation and amortisation (698) (2,790) (2,432) - (5,920) Earnings before interest and taxes 170,690 49,373 (829) - 219,234 Net financial cost - Own - - - - (6,032) Net financial cost - Joint Ventures and associates - - - - (34,199) Result before taxes - - - - 179,004 Current income taxes - own - - - - (15,923) Current income taxes - Joint Ventures and associates - - - - (6,297) Recurrent net income - - - - 156,784 Net valuation gains / (losses) on investment properties - other countries2 - - - - - Net valuation gains / (losses) on investment properties - Joint Ventures and associates - - - - (61,181) Net fair value gain/(loss) on interest rate swaps and other derivatives - - - - - Net fair value gain/(loss) on interest rate swaps and other derivatives - Joint Ventures and associates - - - - (1,239) Deferred taxes - own - - - - (9,528) Deferred taxes - Joint Ventures and associates - - - - 2,455 Reported result for the period - - - - 87,292 1 The share of Joint Ventures adjusted profit after tax reflects the net rental income and administration expenses of the Joint V entures at share, excluding thus any valuation gain or financial and tax expenses 2 Related previously to developments in countries outside of the JV perimeters. The 2023 figures have been restated as such with € 9.3 million, which has been added to the “Net valuation gains/(losses) on investment properties” as part of the Development EBITDA.
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3.2 Segment balance sheet In thousands of € For the year ended 31 December 2024 Assets Investment Development Renewable energy Net financial debt Equity Total Intangible assets 73 579 72 - - 724 Investment properties 803,751 1,101,660 - - - 1,905,411 Property, plant and equipment 2,166 17,324 102,820 - - 122,309 Investments in joint ventures and associates 1,281,900 18,974 - - - 1,300,874 Other non-current receivables 512,146 26,338 - - - 538,484 Deferred tax assets 5,342 6,278 - - - 11,620 Total non-current assets 2,605,378 1,171,153 102,892 - - 3,879,422 Trade and other receivables 18,855 59,640 5,309 - - 83,804 Cash and cash equivalents - - 28,189 464,344 - 492,533 Disposal group held for sale 31,591 166,586 - - - 198,177 Total current assets 50,446 226,226 33,498 464,344 - 774,514 TOTAL ASSETS 2,655,824 1,397,379 136,390 464,344 - 4,653,936 In thousands of € For the year ended 31 December 2024 Shareholders equity and liabilities Investment Development Renewable energy Net financial debt Equity Total Share capital - - - - 105,676 105,676 Share premium - - - - 845,579 845,579 Retained earnings - - - - 1,449,172 1,449,172 Shareholders’ equity - - - - 2,400,427 2,400,427 Non-current financial debt - - 134,818 1,807,677 - 1,942,495 Other non-current liabilities 9,927 25,477 11,377 - - 46,781 Deferred tax liabilities 16,390 19,262 - - - 35,652 Total non-current liabilities 26,317 44,739 146,195 1,807,677 - 2,024,928 Current financial debt - - 2,257 112,609 - 114,866 Trade debts and other current liabilities 8,277 91,315 2,966 - - 102,558 Liabilities related to disposal group held for sale 462 10,695 - - - 11,157 Total current liabilities 8,739 102,010 5,223 112,609 - 228,581 Total liabilities 35,056 146,749 151,418 1,920,286 - 2,253,509 TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES 35,056 146,749 151,418 1,920,286 2,400,427 4,653,936
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In thousands of € For the year ended 31 December 2023 Assets Investment Development Renewable energy Net financial debt Equity Total Intangible assets 100 800 100 - - 1,000 Investment properties 520,445 988,539 - - - 1,508,984 Property, plant and equipment 1,556 12,450 93,419 - - 107,426 Investments in joint ventures and associates 1,005,657 31,571 - - - 1,037,228 Other non-current receivables 415,040 150,694 - - - 565,734 Deferred tax assets 2,777 5,527 - - - 8,304 Total non-current assets 1,945,575 1,189,581 93,519 - - 3,228,676 Trade and other receivables 13,615 61,090 4,781 - - 79,486 Cash and cash equivalents - - 1,559 208,362 - 209,921 Disposal group held for sale 465,383 427,238 - - - 892,621 Total current assets 478,998 488,328 6,340 208,362 - 1,182,028 TOTAL ASSETS 2,424,573 1,677,909 99,859 208,362 - 4,410,704 In thousands of € For the year ended 31 December 2023 Shareholders equity and liabilities Investment Development Renewable energy Net financial debt Equity Total Share capital - - - - 105,676 105,676 Share premium - - - - 845,579 845,579 Retained earnings - - - - 1,263,162 1,263,162 Shareholders’ equity - - - - 2,214,417 2,214,417 Non-current financial debt - - - 1,885,154 - 1,885,154 Other non-current liabilities 5,824 25,725 6,535 - - 38,085 Deferred tax liabilities 8,005 15,934 - - - 23,939 Total non-current liabilities 13,829 41,659 6,535 1,885,154 - 1,947,178 Current financial debt - - - 111,750 - 111,750 Trade debts and other current liabilities 5,863 76,048 2,164 - - 84,075 Liabilities related to disposal group held for sale 28,767 24,517 - - - 53,284 Total current liabilities 34,630 100,565 2,164 111,750 - 249,109 Total liabilities 48,459 142,224 8,699 1,996,904 - 2,196,287 TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES 48,459 142,224 8,699 1,996,904 2,214,417 4,410,704
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3.3 Geographical information This basic segmentation reflects the geographical markets in Europe in which VGP operates, VGP’s operations are split into the individual countries where it is active. This segmentation is important for VGP as the nature of the activities and the customers have similar economic characteristics within those segments. 31 December 2024 In thousands of € Gross rental & renewabl e income (Incl. JV at share) Net rental& renewabl e income (Incl. JV at share) Operating EBITDA (Incl. JV at share) Investmen t properties (Incl. JV at share) Renewable s property, plant and equipment Total assets (Incl. JV at share) Capital expenditur e1 Western Europe Germany 109,469 97,191 162,158 2,324,201 83,981 2,559,397 138,790 Spain 10,816 8,101 28,727 416,964 - 431,387 53,822 Austria 5,582 5,325 3,917 234,378 148 249,930 42,167 Netherlands 8,718 7,150 16,030 190,532 15,428 210,384 1,022 Italy 3,124 2,002 12,496 152,631 4,866 181,738 47,815 France 172 (941) (4,890) 105,942 1,244 131,263 29,275 Portugal 2,315 2,154 6,828 85,239 - 93,995 23,113 Denmark - (204) 4,988 21,381 - 25,872 12,905 Luxembourg - - - - - 156,173 - Belgium - - - - - 803,119 - 140,196 120,778 230,254 3,531,268 105,667 4,843,258 348,911 Central and Eastern Europe Czech Republic 25,141 23,186 43,866 507,926 3,410 526,253 24,066 Slovakia 8,479 8,044 14,032 202,147 5 210,218 40,203 Hungary 12,593 12,443 23,279 285,410 - 304,607 42,927 Romania 15,023 15,652 17,396 272,215 1,710 297,112 55,323 Croatia - (125) 9,584 29,529 - 35,071 13,064 61,236 59,200 108,157 1,297,227 5,125 1,373,261 175,584 Baltics and Balkan Latvia 7,910 9,227 9,053 101,636 - 105,531 1,119 Serbia 1,940 1,650 1,483 101,013 9 109,442 31,813 9,850 10,877 10,536 202,649 9 214,973 32,931 Other2 - (1,487) 5,507 - - 3,566 - Total 211,282 189,368 354,454 5,031,144 110,801 6,435,058 557,426 1 Capital expenditures includes additions and acquisition of investment properties and development land but does not include tenant incentives, letting fees, and capitalised interest. Capital expenditure directly incurred for the own portfolio amounts to € 459.7 million (of which € 54.7 million relates to land acquisition) and amounts to € 97.7 million on development properties of the First, Second, Fifth and Sixth Joint Venture. 2 Other includes the Group central costs and costs relating to the operational business which are not specifically geographically allocated.
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31 December 2023 In thousands of € Gross rental & renewable income (Incl. JV at share) Net rental& renewable income (Incl. JV at share) Operating EBITDA (Incl. JV at share) Investment properties (Incl. JV at share) Renewables property, plant and equipment Total assets (Incl. JV at share) Capital expenditure 1 Western Europe Germany 94,050 88,920 116,823 2,429,295 76,817 2,632,744 344,106 Spain 11,207 8,444 8,233 329,102 - 342,664 15,780 Austria 1,674 730 11,699 190,978 - 200,223 47,283 Netherlands 8,418 7,034 16,784 280,989 15,238 310,394 17,778 Italy 2,885 2,077 (77) 91,886 3,797 108,727 12,476 France - 1,218 7,872 97,333 - 110,501 67,680 Portugal 974 858 (6,996) 54,826 - 66,757 11,080 Denmark - (24) (830) 2,488 - 3,583 2,488 Luxembourg - - - - - 168,203 - Belgium - - - - - 569,770 - 119,208 109,257 153,508 3,476,897 95,852 4,513,566 518,671 Central and Eastern Europe Czech Republic 22,737 21,501 33,022 513,940 2,287 531,634 23,048 Slovakia 6,669 5,834 (5,546) 227,649 - 233,207 20,708 Hungary 8,020 6,772 14,638 227,256 - 237,937 47,248 Romania 9,001 7,469 1,904 208,060 555 238,516 43,089 Croatia - (15) (248) 6,246 - 7,969 144 46,427 41,561 43,770 1,183,151 2,842 1,249,263 134,237 Baltics and Balkan Latvia 5,418 6,366 5,359 99,460 - 106,008 9,353 Serbia 23 (250) (1,130) 67,936 5 72,289 30,599 5,441 6,116 4,229 167,396 5 178,297 39,952 Other2 - (1,888) 14,357 75 - 2,471 - Total 171,076 155,046 215,864 4,827,519 98,699 5,943,597 692,860 1 Capital expenditures includes additions and acquisition of investment properties and development land but does not include tenant incentives, letting fees, and capitalised interest. Capital expenditure directly incurred for the own portfolio amounts to € 662.5 million (of which € 212.4 million relates to land acquisition) and amounts to € 30.4 million on development properties of the First, Second and Fifth V enture. 2 Other includes the Group central costs and costs relating to the operational business which are not specifically geographically located
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The table below shows the geographic segmentation, excluding the share in the Joint Ventures. 31 December 2024 In thousands of € Gross rental and renewable energy income Net rental and renewable energy income Investment property Total non-current assets (IP, PPE and Intangibles) Western Europe Germany 26,087 21,566 457,097 541,943 Spain 104 (1,064) 182,141 182,287 Austria 4,843 4,664 221,538 221,735 Netherlands 1,225 842 48,886 64,361 Italy 402 104 104,341 109,298 France - (1,000) 85,891 87,212 Portugal 1,694 1,605 74,545 74,600 Denmark - (204) 21,381 21,611 Luxembourg - - - 35 Belgium - - - 9,258 34,355 26,513 1,195,820 1,312,340 Central and Eastern Europe Czech Republic 4,749 4,977 106,152 110,206 Slovakia 3,473 3,500 88,581 88,851 Hungary 9,826 9,861 250,012 250,094 Romania 11,451 12,432 230,570 232,555 Croatia - (125) 29,529 29,536 29,499 30,645 704,844 711,242 Baltics and Balkan Latvia 7,910 9,227 101,636 101,648 Serbia 1,940 1,650 101,013 101,116 9,850 10,877 202,649 202,764 Other - (350) - - Total 73,704 67,685 2,103,313 2,226,346
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31 December 2023 In thousands of € Gross rental and renewable energy income Net rental and renewable energy income Investment property Total non-current assets (IP, PPE and Intangibles) Western Europe Germany 38,150 37,638 960,417 1,037,606 Spain 1,269 146 104,838 105,052 Austria 968 113 178,478 178,549 Netherlands 1,287 942 47,409 62,699 Italy 222 72 44,467 48,343 France - 1,218 97,333 97,404 Portugal 352 322 44,154 44,208 Denmark - (24) 2,485 2,709 Luxembourg - - - 37 Belgium - - - 7,435 42,248 40,427 1,479,581 1,584,042 Central and Eastern Europe Czech Republic 5,551 5,202 180,791 183,738 Slovakia 4,640 4,190 192,067 192,125 Hungary 5,398 4,263 191,600 191,702 Romania 5,725 4,460 167,120 167,958 Croatia - (15) 6,246 6,248 21,314 18,100 737,824 741,771 Baltics and Balkan Latvia 5,418 6,366 99,460 99,466 Serbia 23 (250) 67,936 67,948 5,441 6,116 167,396 167,414 Other - (1,174) - - Total 69,003 63,469 2,384,801 2,493,227
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4. Revenue In thousands of € 31.12.2024 31.12.2023 Rental income from investment properties 57,636 54,298 Straight lining of lease incentives 7,730 10,344 Total gross rental income 65,366 64,642 Gross renewable energy income 8,338 4,361 Property and facility management income 27,004 22,513 Development management income 5,662 4,412 Joint Ventures management fee income 32,666 26,925 Service charge income 15,034 17,794 Total revenue 121,404 113,722 The Group leases out its investment property under operating leases. The operating leases are generally for terms of more than 5 years. Total gross rental income includes € 10 million of rent for the period related to the property portfolio sold during the first and second closing with the Sixth Joint Venture. At the end of December 2024, the Group (including the joint ventures) had annualised committed leases of € 412.6 million1 compared to € 350.8 million 2 as at 31 December 2023. The breakdown of future lease income for the own portfolio and Joint Ventures at share is as follows: 31.12.2024 In thousands of € Lease income in < 1 year Lease income in < 2 years Lease income in < 3 years Lease income in < 4 years Lease income in < 5 years Lease income > 5 years TOTAL JV at share – Active Leases 139,143 127,865 116,667 102,036 90,207 408,665 984,583 JV at share – Committed Leases 1,650 4,575 4,575 4,575 4,575 43,771 63,721 Total – JV at share 140,793 132,440 121,242 106,611 94,782 452,436 1,048,304 Own – Active Leases 74,370 72,237 58,676 54,338 44,990 212,337 516,948 Own – Committed Leases 18,711 34,380 34,725 43,799 51,220 534,021 716,856 Total - Own 93,081 106,617 93,401 98,137 96,210 746,358 1,233,804 Total - at share 233,874 239,057 214,643 204,748 190,992 1,198,794 2,282,108 1 € 285.6 million related to the joint ventures’ property portfolio and € 127 million related to the own property portfolio. 2 € 225.1 million related to the Joint ventures’ property portfolio and € 125.6 million related to the own property portfolio.
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31.12.2023 In thousands of € Lease income in < 1 year Lease income in < 2 years Lease income in < 3 years Lease income in < 4 years Lease income in < 5 years Lease income > 5 years TOTAL JV at share – Active Leases 113,473 107,853 96,697 86,456 74,573 348,475 827,527 JV at share – Committed Leases 321 339 339 339 339 1,722 3,399 Total – JV at share 113,794 108,192 97,036 86,795 74,912 350,197 830,926 Own – Active Leases 82,136 81,071 78,103 62,153 55,232 287,216 645,911 Own – Committed Leases 19,084 39,625 41,227 41,434 42,058 282,090 465,518 Total - Own 101,220 120,696 119,330 103,587 97,290 569,306 1,111,429 Total - at share 215,014 228,889 216,367 190,383 172,202 919,504 1,942,355 5. Net property operating expenses In thousands of € 31.12.2024 31.12.2023 Repairs and maintenance (1,077) (796) Letting, marketing, legal and professional fees (888) (766) Real estate agents (706) (1,022) Service charge income 15,034 17,794 Service charge expenses (13,898) (16,890) Other operating income 4,121 6,477 Other operating expenses (6,239) (9,498) Renewables operating expenses (2,365) (833) Total (6,018) (5,534) 6. Net valuation gains / (losses) on investment properties In thousands of € 31.12.2024 31.12.2023 Unrealised valuation gains / (losses) on investment properties 62,758 22,399 Unrealised valuation gains / (losses) on disposal group held for sale 31,432 6,539 Realised valuation gains / (losses) on disposal of subsidiaries, Joint Ventures and investment properties 92,866 59,020 Total 187,056 87,958 The own property portfolio, excluding development land but including the buildings being constructed on behalf of the Joint Ventures, is valued by the valuation expert at 31 December 2024 based on a weighted average yield of 7.22 % (compared to 6.22% as at 31 December 2023) applied to the contractual rents increased by the estimated rental value on unlet space. A 0.10% variation of this market rate would give rise to a variation of this portfolio value of € 23.6 million.
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7. Administration expenses In thousands of € 31.12.2024 31.12.2023 Wages and salaries (25,499) (26,120) Audit, legal and other advisors (15,790) (7,168) Other administrative expenses (11,367) (9,655) Depreciation (8,607) (5,920) Total (61,263) (48,863) 8. Investments in Joint Ventures 8.1 Profit from Joint Ventures The table below presents a summary Income Statement of the Group’s joint ventures with (i) Allianz Real Estate: VGP European Logistics (the First Joint Venture), VGP European Logistics 2 (the Second Joint Venture), VGP Park München (the Third Joint Venture); (ii) with Deka (the Fifth Joint Venture); (iii) with Areim (the Sixth Joint Venture) and the associates; (iv) the joint venture with VUSA (Belartza) located in San Sebastian, Spain and (v) the joint venture with Weimer Bau (Siegen) in Germany, all of which are accounted for using the equity method and (iv) and (v) are reported as Development Joint Ventures. The Development Joint Venture wit h Roozen Landgoederen Beheer (LPM) has been disposed in H1 ’24. VGP European Logistics and VGP European Logistics 2 are incorporated in Luxembourg. VGP European Logistics owns logistics property assets in Germany, the Czech Republic, Slovakia and Hungary. VGP European Logistics 2 owns logistics property assets in Spain, Austria, the Netherlands, Italy and Romania. VGP Park München is incorporated in München (Germany) and owns and develops the VGP park located in München. The Fifth Joint Venture owns five parks in Germany and the Sixth Joint Venture, VGP European Logistics 4, owns assets in Germany, Czech Republic and Slovakia. The LPM Joint Venture owned development land in Logistics Park Moerdijk (“LPM”) together with the Port Authority Moerdijk on a 50:50-basis. The joint ventures with Vusa and Grekon contain land to be developed jointly with its partner. In H1 ’24 VGP acquired an additional 25% stake in the Development Joint Venture Belartza from its Joint Venture partner VUSA. VGP NV holds circa 50% directly in all joint ventures and holds another 5.1% or 10.1% in the German subsidiaries of the First and Sixth Joint Venture.
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In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share Gross rental income 270,782 137,578 Property Operating expenses - underlying property operating expenses (7,220) (3,669) - property management fees (24,007) (12,227) Net rental income 239,555 121,682 Net valuation gains / (losses) on investment properties 106,675 54,479 Administration expenses (3,905) (1,990) Operating result 342,325 174,171 Net financial result (116,737) (59,094) Taxes (43,954) (22,333) Result for the period 181,634 92,744 Net rental income In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 105,446 54,297 Second Joint Venture 43,616 21,806 Third Joint Venture 30,431 15,216 Fifth Joint Venture 50,248 25,124 Sixth Joint Venture 10,516 5,591 Development Joint Ventures (702) (352) Net rental income 239,555 121,682 Operating Result In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 143,779 74,006 Second Joint Venture 55,669 27,834 Third Joint Venture 49,192 24,596 Fifth Joint Venture 58,385 29,192 Sixth Joint Venture 36,006 18,897 Development Joint Ventures (706) (354) Operating result 342,325 174,171 Result for the period In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 97,459 50,192 Second Joint Venture 25,925 12,964 Third Joint Venture 35,744 17,871 Fifth Joint Venture 620 309 Sixth Joint Venture 20,100 10,630 Development Joint Ventures 1,786 778 Result for the period 181,634 92,744
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In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share Gross rental income 200,651 102,073 Property Operating expenses - underlying property operating expenses (1,175) (561) - property management fees (19,518) (9,935) Net rental income 179,958 91,577 Net valuation gains / (losses) on investment properties (118,553) (61,179) Administration expenses (3,608) (1,837) Operating result 57,797 28,561 Net financial result (70,094) (35,434) Taxes (7,923) (3,842) Result for the period (20,220) (10,715) Net rental income In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture 102,705 52,951 Second Joint Venture 39,849 19,923 Third Joint Venture 25,758 12,880 Fifth Joint Venture 11,937 5,969 Development Joint Ventures (291) (146) Net rental income 179,958 91,577 Operating result In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture 19,732 9,529 Second Joint Venture 845 421 Third Joint Venture (422) (210) Fifth Joint Venture 39,631 19,816 Development Joint Ventures (1,989) (995) Operating result 57,797 28,561 Result for the period In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture (10,009) (5,609) Second Joint Venture (14,630) (7,315) Third Joint Venture (13,285) (6,642) Fifth Joint Venture 21,944 10,972 Development Joint Ventures (4,240) (2,121) Result for the period (20,220) (10,715)
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8.2 Summarised balance sheet information in respect of Joint Ventures In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share Investment properties 5,733,833 2,927,831 Other assets 1,667 835 Total non-current assets 5,735,500 2,928,666 Trade and other receivables 57,055 28,977 Cash and cash equivalents 245,519 124,353 Total current assets 302,574 153,330 Total assets 6,038,074 3,081,996 Non-current financial debt 3,034,562 1,543,184 Other non-current financial liabilities 1,164 582 Other non-current liabilities 46,794 23,575 Deferred tax liabilities 312,421 159,958 Total non-current liabilities 3,394,941 1,727,299 Current financial debt 42,112 21,428 Trade debts and other current liabilities 63,869 32,395 Total current liabilities 105,981 53,823 Total liabilities 3,500,922 1,781,122 Net assets 2,537,152 1,300,874 Total non-current assets In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 2,331,113 1,204,460 Second Joint Venture 927,585 463,794 Third Joint Venture 700,909 350,455 Fifth Joint Venture 1,158,696 579,348 Sixth Joint Venture 577,845 302,150 Development Joint Ventures 39,352 28,459 Total non-current assets 5,735,500 2,928,666
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Total current assets In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 78,324 40,402 Second Joint Venture 29,534 14,769 Third Joint Venture 120,109 60,056 Fifth Joint Venture 42,194 21,099 Sixth Joint Venture 29,625 15,565 Development Joint Ventures 2,788 1,439 Total current assets 302,574 153,330 Total assets In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 2,409,437 1,244,862 Second Joint Venture 957,119 478,563 Third Joint Venture 821,018 410,511 Fifth Joint Venture 1,200,890 600,447 Sixth Joint Venture 607,470 317,715 Development Joint Ventures 42,140 29,898 Total assets 6,038,074 3,081,996 Total non-current liabilities In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 1,164,798 601,952 Second Joint Venture 581,453 290,728 Third Joint Venture 456,872 228,437 Fifth Joint Venture 869,048 434,524 Sixth Joint Venture 308,164 160,736 Development Joint Ventures 14,606 10,922 Total non-current liabilities 3,394,941 1,727,299
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Total current liabilities In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 48,380 24,828 Second Joint Venture 20,685 10,343 Third Joint Venture 10,943 5,472 Fifth Joint Venture 9,616 4,808 Sixth Joint Venture 16,343 8,366 Development Joint Ventures 14 6 Total current liabilities 105,981 53,823 Total liabilities In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 1,213,178 626,780 Second Joint Venture 602,138 301,071 Third Joint Venture 467,815 233,909 Fifth Joint Venture 878,664 439,332 Sixth Joint Venture 324,507 169,102 Development Joint Ventures 14,620 10,928 Total liabilities 3,500,922 1,781,122 Net Assets In thousands of € 31 December 2024 Joint Ventures at 100% Joint Ventures at share First Joint venture 1,196,259 618,082 Second Joint Venture 354,981 177,492 Third Joint Venture 353,203 176,602 Fifth Joint Venture 322,226 161,115 Sixth Joint Venture 282,963 148,613 Development Joint Ventures 27,520 18,970 Net Assets 2,537,152 1,300,874
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In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share Investment properties 4,808,692 2,442,718 Other assets 4,480 2,238 Total non-current assets 4,813,172 2,444,956 Trade and other receivables 101,085 50,810 Cash and cash equivalents 147,038 74,355 Total current assets 248,124 125,165 Total assets 5,061,296 2,570,121 Non-current financial debt 2,586,739 1,310,253 Other non-current financial liabilities 512 256 Other non-current liabilities 26,962 13,581 Deferred tax liabilities 265,122 135,625 Total non-current liabilities 2,879,335 1,459,715 Current financial debt 40,483 20,613 Trade debts and other current liabilities 104,636 52,565 Total current liabilities 145,118 73,178 Total liabilities 3,024,453 1,532,893 Net assets 2,036,843 1,037,228 Total non-current assets In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture 2,294,259 1,185,502 Second Joint Venture 915,915 457,958 Third Joint Venture 634,251 317,126 Fifth Joint Venture 742,472 371,236 Development Joint Ventures 226,275 113,134 Total non-current assets 4,813,172 2,444,956 Total current assets In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture 68,487 35,348 Second Joint Venture 31,956 15,979 Third Joint Venture 54,337 27,169 Fifth Joint Venture 70,000 35,002 Development Joint Ventures 23,344 11,667 Total current assets 248,124 125,165
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Total assets In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture 2,362,746 1,220,850 Second Joint Venture 947,871 473,937 Third Joint Venture 688,588 344,295 Fifth Joint Venture 812,472 406,238 Development Joint Ventures 249,619 124,801 Total assets 5,061,296 2,570,121 Total non-current liabilities In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture 1,193,509 616,801 Second Joint Venture 590,813 295,407 Third Joint Venture 379,245 189,623 Fifth Joint Venture 567,284 283,642 Development Joint Ventures 148,484 74,242 Total non-current liabilities 2,879,335 1,459,715 Total current liabilities In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture 48,057 24,648 Second Joint Venture 21,392 10,697 Third Joint Venture 12,616 6,308 Fifth Joint Venture 25,060 12,530 Development Joint Ventures 37,993 18,995 Total current liabilities 145,118 73,178 Total liabilities In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture 1,241,566 641,449 Second Joint Venture 612,205 306,104 Third Joint Venture 391,861 195,931 Fifth Joint Venture 592,344 296,172 Development Joint Ventures 186,477 93,237 Total liabilities 3,024,453 1,532,893
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Net Assets In thousands of € 31 December 2023 Joint Ventures at 100% Joint Ventures at share First Joint venture 1,121,180 579,401 Second Joint Venture 335,666 167,833 Third Joint Venture 296,727 148,364 Fifth Joint Venture 220,128 110,066 Development Joint Ventures 63,142 31,564 Net Assets 2,036,843 1,037,228 Main variances with regards to the balance sheet of the Joint Ventures in ’24 can be summarized as follows: - A first closing with Areim (the Sixth Joint Venture) included 17 buildings in 10 VGP Parks, located in Germany (6 parks, 8 buildings), Czech Republic (3 parks, 5 buildings) and Slovakia (1 park, 4 buildings). The transaction was valued at a gross asset value of € 437 million for the completed assets, which allowed VGP to recycle already € 270.2 million of net cash proceeds. - A second closing, in December ’24, with Areim (the Sixth Joint Venture) included 4 buildings in 4 VGP Parks, located in Germany, Czech Republic, Slovakia and France. The transaction was valued at a gross asset value of € 120 million, which allowed VGP to recycle € 79.3 million of net cash proceeds. - A second closing with Deka (the Fifth Joint Venture partner) included assets in VGP Park Giessen am Alten Flughafen and VGP Park Berlin Oberkrämer. These assets reflect a total surface area of 203,000 sqm, or € 13.8 million annual rental income. The transaction has been financed with an approximate 30% LTV, as such VGP has been able to recycle € 200 million of net cash proceeds. VGP and Deka also settled on final accounts with regards to the first closing, which occurred in August ’24. This resulted in an a dditional gain for VGP of € 35 million and a net cash recycling of € 20.5 million. - A third closing with Deka, the Fifth Joint Venture, has been executed in August ’24. It pertained to the last remaining development in VGP Park Magdeburg, building D. VGP recycled € 67.2 million of cash from this transaction. Following this third and final closing, the Fifth Joint Venture owns a property portfolio of 20 buildings, located in five strategic parks across Germany. - VGP has sold its entire stake (of 50%) in the Development Joint Venture LPM Moerdijk, The Netherlands, in February ’24 for a total net consideration of € 171.4 million. The Development Joint Venture was owner of a land bank of 719,762 sqm, or an equivalent development potential of 488,000 sqm located in the vicinity of the harbour of Moerdijk, The Netherlands. - VGP acquired an additional 25% (from 50% before) stake into the Belartza Joint Venture from its Joint Venture partner Vusa. The purchase price will be payable upon the fulfilment of a number of milestones in the development project “Belartza”, which is located in San Sebastian, Spain. - Finally, in the Third Joint Venture (VGP Park München), VGP and Allianz agreed in April ‘24 to develop the last remaining asset in VGP Park München, following the conclusion of a lease agreement with Isar Aerospace for a total annual rental income of € 7.4 million and a total surface of 44,000 square meters. The construction initiated in H2 ‘24 and a first phase of the
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asset (building D) is expected to be delivered in Q4 ’25. When completed, the VGP Park München will reflect 8 buildings for a total surface area of 323,000 sqm and a total annualised rental income of approximately € 34 million. The Joint Ventures‘ property portfolio, excluding development land and buildings being constructed by VGP on behalf of the Joint Ventures, is valued at 31 December 2024 based on a weighted average yield of 5.05%1 (compared to 5.01% as at 31 December 2023). A 0.10% variation of this market rate would give rise to a variation of the Joint Venture portfolio value (at 100%) of € 111.6 million. The (re)valuated assets of the Joint Ventures’ portfolio was based on the appraisal report of the property expert Io Partners, preferred partner of Jones Lang LaSalle. VGP provides certain services, including asset-, property- and development advisory and management, for the Joint Ventures and receives fees from the Joint Ventures for doing so. Those services are carried out on an arms-length basis and do not give VGP any control over the relevant Joint Ventures (nor any unilateral material decision -making rights). Significant transactions and decisions within the Joint Ventures require full Board and/or Shareholder approval, in accordance with the terms of the Joint Venture agreement. 1 The Development Joint Ventures only hold development land and hence has been excluded from the weighted average yield calculation.
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8.3 Other non-current receivables in thousands of € 31.12.2024 31.12.2023 Shareholder loans to First Joint Venture 40,611 47,619 Shareholder loans to Second Joint Venture 27,982 31,822 Shareholder loans to Third Joint Venture 145,069 158,132 Shareholder loans to Development Joint Ventures 12,715 140,992 Shareholder loans to Fifth Joint Venture 251,924 172,490 Shareholder loans to Sixth Joint Venture 39,040 - Shareholder loans to associates (subsidiaries of First Joint Venture) 4,308 4,977 Shareholder loans to associates (subsidiaries of Sixth Joint Venture) 3,212 - Construction and development loans to subsidiaries of First Joint Venture 23,852 8,482 Construction and development loans to subsidiaries of Second Joint Venture 38,648 22,786 Construction and development loans to Fifth Joint Venture - 287,813 Construction and development loans to subsidiaries of Sixth Joint Venture 54,143 - Construction and development loans reclassified as assets held for sale (116,643) (319,081) Other non-current receivables 13,623 9,702 Total 538,484 565,734 8.4 Investments in joint ventures and associates in thousands of € 31.12.2024 31.12.2023 As at 1 January 1,037,228 891,201 Additions 204,416 166,211 Result of the year 92,744 (10,715) Repayment of equity (3,371) (3,407) Dividends (11,438) (6,062) Adjustment from sale of participations (18,705) - As at the end of the period 1,300,874 1,037,228
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8.5 EPRA performance measures on the Joint Ventures at share VGP owns a number of Joint Ventures which are reported under equity method in the IFRS statements. These Joint Ventures own mainly completed assets on which VGP Group retains asset management services. In order to increase transparency and comparability of the Joint Ventures you may find below additional performance measures calculated in ac cordance with the Best Practices Recommendations of the European Public Real Estate Association (EPRA). These measures are provided at share, in particular for the Firs t, Second, Third, Fifth and the recently established Sixth Joint Venture. The Development Joint Ventures have been excluded as these only contain development land to date. in thousands of € 31.12.2024 31.12.2023 EPRA Net Tangible Assets (NTA) 1,441,403 1,130,627 EPRA Net Initial Yield (NIY) 5.04% 4.98% EPRA ‘Topped-up’ NIY 5.10% 5.03% EPRA Vacancy Rate 1.8% 0.9% EPRA Loan to value (LTV) ratio 31.5% 31.6% EPRA Earnings 50,148 43,678 EPRA Cost Ratio (including direct vacancy costs) 11.5% 10.0% EPRA Cost Ratio (excluding direct vacancy costs) 11.3% 9.8% EPRA NTA – Joint Ventures at share - in thousands of € 31.12.2024 31.12.2023 IFRS NAV 1,281,907 997,200 IFRS NAV per share (in €) 46.97 36.54 NAV at fair value (after the exercise of options, convertibles and other equity) 1,281,907 997,200 To exclude: Deferred tax 159,220 134,111 Fair value of financial instruments 234 (681) Intangibles as per IFRS balance sheet 42 (3) Subtotal 1,441,403 1,130,627 Fair value of fixed interest rate debt - - Real estate transfer tax - - NAV 1,441,403 1,130,627 Number of shares 27,291,312 27,291,312 NAV per share (in €) 52.82 41.43
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EPRA Earnings of Joint Ventures at share in thousands of € 31.12.2024 31.12.2023 Earnings per IFRS income statement 91,970 (8,598) Adjustments to calculate EPRA Earnings, exclude: Changes in value of investment properties, development properties held for investment and other interests (54,419) 58,988 Profits or losses on disposal of investment properties, development properties held for investment and other interests (63) 1,359 Profits or losses on sales of trading properties including impairment charges in respect of trading properties. - - Tax on profits or losses on disposals - - Negative goodwill / goodwill impairment - - Changes in fair value of financial instruments and associated close-out costs 915 1,239 Acquisition costs on share deals and non-controlling joint venture interests 1,648 1,972 Deferred tax in respect of EPRA adjustments 10,097 (11,282) Adjustments (i) to (viii) above in respect of joint ventures (unless already included under proportional consolidation) - - Non-controlling interests in respect of the above - - EPRA Earnings 50,148 43,678 EPRA NIY and 'topped-up' NIY of Joint Ventures at share in thousands of € 31.12.2024 31.12.2023 Investment property – share of Joint Ventures 2,959,086 2,492,104 Trading property - - Less: developments (165,373) (183,306) Completed property portfolio 2,793,713 2,308,798 Allowance for estimated purchasers’ costs 45,997 40,529 Gross up completed property portfolio valuation 2,839,710 2,349,327 Annualised cash passing rental income 142,762 116,806 Property outgoings 272 160 Annualised net rents 143,034 116,966 Add: notional rent expiration of rent free periods or other lease incentives 1,654 1,105 Topped-up net annualised rent 144,688 118,071 EPRA NIY 5.04% 4.98% EPRA “topped-up” NIY 5.10% 5.03% EPRA Vacancy Rate of Joint Ventures at share in thousands of € 31.12.2024 31.12.2023 Estimated Rental Value of vacant space 2,842 1,241 Estimated rental value of the whole portfolio 159,223 132,415 EPRA Vacancy Rate 1.8% 0.9%
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EPRA Cost Ratios of Joint Ventures at share in thousands of € 31.12.2024 31.12.2023 Include: Administrative/operating expense line per IFRS income statement 13,303 11,572 Net service charge costs/fees 216 307 Management fees less actual/estimated profit element - - Other operating income/recharges intended to cover overhead expenses less any related profits (2,371) 1,678 Exclude (if part of the above): Investment property depreciation 11 6 Ground rent costs - - Service charge costs recovered through rents but not separately invoiced - - EPRA Costs (including direct vacancy costs) 15,879 10,195 Direct vacancy costs 272 159 EPRA Costs (excluding direct vacancy costs) 15,607 10,036 Gross Rental Income less ground rents – per IFRS 137,579 102,070 EPRA Cost Ratio (including direct vacancy costs) 11.5% 10.0% EPRA Cost Ratio (excluding direct vacancy costs) 11.3% 9.8% EPRA LTV Metric of Joint Ventures at share in thousands of € 31.12.2024 31.12.2023 Include: Borrowings from Financial Institutions 991,920 854,723 Hybrids (including convertibles, preference shares, debt, options, perpetuals) - - Bond loans - - Foreign currency derivatives (futures, swaps, options and forwards) 235 (681) Net payables 9,804 5,753 Owner-occupied property (debt) - - Current accounts (equity characteristic) - - Exclude: Cash and cash equivalents (117,015) (72,355) Net Debt 884,944 787,441 Include: Owner-occupied property 29 38 Investment properties at fair value 2,808,938 2,489,307 Properties under development - - Intangibles 42 3 Net receivables 694 5,204 Financial assets - - Total Property Value 2,809,703 2,494,551 LTV 31.5% 31.6%
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9. Net financial result In thousands of € 31.12.2024 31.12.2023 Bank and other interest income 12,258 6,488 Interest income - loans to joint ventures and associates 37,909 27,505 Net foreign exchange gains - 73 Other financial income 224 10 Financial income 50,391 34,076 Bond interest expense (38,997) (47,488) Bank interest expense (7,368) (1,971) Interest capitalised into investment properties 3,523 14,960 Net foreign exchange losses (239) - Other financial expenses (4,907) (5,608) Financial expenses (47,988) (40,107) Net financial result 2,403 (6,031) 10. Earnings per share 10.1 Earnings per ordinary share (EPS) In number of shares 31.12.2024 31.12.2023 Weighted average number of ordinary shares (basic) 27,291,312 27,291,312 Dilution - - Weighted average number of ordinary shares (diluted) 27,291,312 27,291,312 In thousands of € 31.12.2024 31.12.2023 Result for the period attributable to the Group and to ordinary shareholders 286,987 87,292 Earnings per share (in €) - basic 10.52 3.20 Earnings per share (in €) - diluted 10.52 3.20 10.2 EPRA NA V’s – EPRA NA V’s per share The EPRA NAV metrics make adjustments to the IFRS NAV in order to provide stakeholders with the most relevant information on the fair value of the assets and liabilities. The three different EPRA NAV indicators are calculated on the basis of the following scenarios: 1. Net Reinstatement Value : based on the assumption that entities never sell assets and aims to reflect the value needed to build the entity anew. The purpose of this indicator is to reflect what would be required to reconstitute the company through the investment markets based on the current capital and financing structure, including Real Estate Transfer Taxes. EPRA NRV per share refers to the EPRA NRV based on the number of shares in circulation as at the balance sheet date. See www.epra.com. 2. Net Tangible Assets: assumes that entities buy and sell assets, thereby realizing certain levels of deferred taxation. This pertains to the NAV adjusted to include property and other investments at fair value and to exclude certain items that are not expected to be firmly established in a business model with long -term investment properties. EPRA NTA per share
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refers to the EPRA NTA based on the number of shares in circulation as at the balance sheet date. See www.epra.com. 3. Net Disposal Value : provides the reader with a scenario of the sale of the company's assets leading to the realization of deferred taxes, financial instruments and certain other adjustments. This NAV should not be considered a liquidation NAV as in many cases the fair value is not equal to the liquidation value. The EPRA NDV per share refers to the EPRA NDV based on the number of shares in circulation as at the balance sheet date. See www.epra.com. 31 December 2024 EPRA NRV EPRA NTA EPRA NDV EPRA NAV EPRA NNNAV In thousands of € IFRS NAV 2,400,427 2,400,427 2,400,427 2,400,427 2,400,427 IFRS NAV per share (in euros) 87.96 87.96 87.96 87.96 87.96 NAV at fair value (after the exercise of options, convertibles and other equity) 2,400,427 2,400,427 2,400,427 2,400,427 2,400,427 To exclude: Deferred tax 35,142 35,142 - 35,142 - Intangibles as per IFRS balance sheet - (724) - - - Subtotal 2,435,569 2,434,845 2,400,427 2,435,569 2,400,427 Fair value of fixed interest rate debt - - 138,084 - 138,084 Real estate transfer tax 42,688 - - - - NAV 2,478,257 2,434,845 2,538,511 2,435,569 2,538,511 Number of shares 27,291,312 27,291,312 27,291,312 27,291,312 27,291,312 NAV / share (in euros) 90.81 89.22 93.02 89.24 93.02 31 December 2023 EPRA NRV EPRA NTA EPRA NDV EPRA NAV EPRA NNNAV In thousands of € IFRS NAV 2,214,417 2,214,417 2,214,417 2,214,417 2,214,417 IFRS NAV per share (in euros) 81.14 81.14 81.14 81.14 81.14 NAV at fair value (after the exercise of options, convertibles and other equity) 2,214,417 2,214,417 2,214,417 2,214,417 2,214,417 To exclude: Deferred tax 54,395 54,395 - 54,395 - Intangibles as per IFRS balance sheet - (1,000) - - - Subtotal 2,268,812 2,267,812 2,214,417 2,268,812 2,214,417 Fair value of fixed interest rate debt - - 327,837 - 327,837 Real estate transfer tax 27,521 - - - - NAV 2,296,333 2,267,812 2,542,254 2,268,812 2,542,254 Number of shares 27,291,312 27,291,312 27,291,312 27,291,312 27,291,312 NAV / share (in euros) 84.14 83.10 93.15 83.13 93.15
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11. Investment properties 31.12.2024 In thousands of € Completed Under Construction Development land Total As at 1 January 520,445 356,231 632,308 1,508,984 Reclassification from held for sale 448,579 20,750 21,964 491,293 Capex 116,119 237,460 51,488 405,067 Acquisitions 2,025 24,529 28,146 54,700 Capitalised interest - 3,126 307 3,433 Capitalised rent free and agent’s fee 4,383 1,615 1,359 7,357 Sales and disposal (515,170) (56,183) (24,394) (595,747) Transfer on start-up of development - 99,740 (99,740) - Transfer on completion of development 242,250 (242,250) - - Net gain from value adjustments in investment properties1 16,436 53,350 (5,916) 63,870 Reclassification to held for sale (31,316) - (2,230) (33,546) As at 31 December 803,751 498,368 603,292 1,905,411 31.12.2023 In thousands of € Completed Under Construction Development land Total As at 1 January 1,276,093 561,489 558,120 2,395,702 Reclassification from held for sale 117,120 - 1,400 118,520 Capex 131,165 161,478 157,408 450,051 Acquisitions 79,407 49,538 83,489 212,434 Capitalised interest 4 12,125 2,660 14,789 Capitalised rent free and agent’s fee 5,278 2,004 145 7,427 Sales and disposal (900,957) (313,100) (13,064) (1,227,121) Transfer on start-up of development - 135,893 (135,893) - Transfer on completion of development 278,610 (278,610) - - Net gain from value adjustments in investment properties (17,696) 46,164 7 28,475 Reclassification to (-) / from held for sale (448,579) (20,750) (21,964) (491,293) As at 31 December 520,445 356,231 632,308 1,508,984 1 Differs from note 7 due to one-off ancillary correction of - € 20 k and the reclassification of VGP Park Riga to group assets held for sale in amount of € 1.1 million.
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11.1 Property, Plant and equipment In thousands of € 31.12.2024 31.12.2023 Photovoltaic Equipment - in use (acq. value) 94,529 64,285 Photovoltaic Equipment - in use (acc. deprec.) (7,939) (3,752) Photovoltaic Equipment - under construction 14,064 31,330 Leases capitalized under IFRS 16 18,661 13,213 Other property plant and equipment 2,994 2,350 Total 122,309 107,426 12. Trade and other receivables In thousands of € 31.12.2024 31.12.2023 Trade receivables 19,672 15,926 Tax receivables - VAT 54,169 58,328 Accrued income and deferred charges 4,492 2,470 Other receivables 5,498 10,142 Reclassification to (-) / from held for sale (27) (7,380) Total 83,804 79,486 13. Share capital and other reserves 13.1 Share capital Issued and fully paid Number of Shares Par value of Shares (€ 000) Ordinary Shares issued at 1 January 2024 27,291,312 105,676 issue of new shares - - Ordinary Shares issued at 31 December 2024 27,291,312 105,676 The statutory share capital of the Company amounts to € 136,092 k. The € 30.4 million capital reserve included in the Statement of Changes in Equity, relates to the elimination of the contribution in kind of the shares of a number of Group companies and the deduction of all costs in relation to the issuing of the new shares and the stock exchange listing of the existing shares from the equity of the company, at the time of the initial public offering (“IPO”) in 2007 (see also “Statement of changes in equity”). 13.2 Other reserves in thousands of € 31.12.2024 31.12.2023 As at 1 January 845,579 845,579 Share premium arising on the issue of new shares - - As at 31 December 845,579 845,579
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14. Current and non-current financial debts The contractual maturities of interest-bearing loans and borrowings (current and non-current) are as follows: MATURITY 31.12.2024 In thousands of € Outstanding balance < 1 year > 1-5 year > 5 year Non-current Bank borrowings 134,636 - 53,718 80,918 Schuldschein Loan 25,979 - 25,979 - Bonds 3.50% bonds Mar - 26 189,733 - 189,733 - 1.50% bonds Apr - 29 596,878 - 596,878 - 1.625% bonds Jan - 27 498,424 - 498,424 - 2.25% bonds Jan - 30 496,845 - - 496,845 Total non-current financial debt 1,942,495 - 1,364,732 577,763 Current Bank borrowings - - - - Schuldschein Loan - - - - Bonds 3.35% bonds Mar - 25 79,987 79,987 - - Accrued interests 34,879 34,879 - - Total current financial debt 114,866 114,866 - - Total current and non-current financial debt 2,057,361 114,866 1,364,732 577,763 The accrued interest relates to the 41 issued bonds (€ 32.3 million), the European Investment Bank loan (€ 2.3 million) and the Schuldschein loans (€ 0.3 million). The coupons of the bonds are payable annually on 30 March for the Mar -25 Bond, 19 March for the Mar-26, 8 April for the Apr-29 bond and 17 January for bonds Jan -27 & Jan -30. The interest on the Schuldschein loans are payable on a semi-annual basis on 15 April and 15 October for the variable rate Schuldschein loans and annually on 15 October for the fixed rate Schuldschein l oans. The loan from the EIB (shown as Bank Borrowings) matures over a ten year period at a fixed interest rate of 4.15%. The Group considers that the fair value of the financial instruments as at 31 December 2024 is not materially different from their carrying value, with exception of the bonds. The Fair Value of the outstanding bonds at 31 December 2024 amounts to € 1.76 bn (compared to their carrying value of € 1.87 bn) 1 The issued bond as per January 10th 2022 has been considered as two bonds, given their dual tranche maturity as well as different cost.
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MATURITY 31.12.2023 In thousands of € Outstanding balance < 1 year > 1-5 year > 5 year Non-current Bank borrowings - - - - Schuldschein Loan 25,686 - 25,686 - Bonds 3.35% bonds Mar - 25 79,933 - 79,933 - 3.50% bonds Mar - 26 189,514 - 189,514 - 1.50% bonds Apr - 29 596,147 - - 596,147 1.625% bonds Jan - 27 497,654 - 497,654 - 2.25% bonds Jan - 30 496,220 - - 496,220 Total non-current financial debt 1,885,154 - 792,787 1,092,367 Current Bank borrowings - - - - Schuldschein Loan 3,000 3,000 - - Bonds 3.25% bonds Jul - 24 74,939 74,939 - - Accrued interests 33,811 33,811 - - Total current financial debt 111,750 111,750 - - Total current and non-current financial debt 1,996,904 111,750 792,787 1,092,367 The Fair Value of the outstanding bonds at 31 December 2023 amounts to € 1.64 bn (compared to their carrying value of € 1.95 bn).
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14.1.1 Bank loans The loans and credit facilities granted to the VGP Group are all denominated in € can be summarised as follows (all figures below are stated excluding capitalised finance costs): 31.12.2024 Facility amount Facility expiry date Outstanding balance < 1 year > 1-5 year > 5 year In thousands of € KBC Bank NV 100,000 31-Dec-27 - - - - KBC Bank NV1 50,000 31-Dec-27 - - - - Belfius Bank NV 75,000 31-Dec-26 - - - - Belfius Bank NV 100,000 31-Jul-27 - - - - BNP Paribas Fortis 50,000 31-Dec-25 - - - - BNP Paribas Fortis 50,000 31-Dec-26 - - - - JP Morgan SE 50,000 12-Dec-25 - - - - European Investment Bank 150,000 5-Feb-34 135,000 - 54,000 81,000 Total bank debt 625,000 135,000 - 54,000 81,000 In February 2025, VGP increased its credit facility with JP Morgan SE by € 25 million in conjunction with an extension of the term by 3 years, until 7 February 2028. 31.12.2023 Facility amount Facility expiry date Outstanding balance < 1 year > 1-5 year > 5 year In thousands of € KBC Bank NV 75,000 31-Dec-26 - - - - Belfius Bank NV 75,000 31-Dec-26 - - - - Belfius Bank NV 100,000 31-Jul-27 - - - - BNP Paribas Fortis 50,000 31-Dec-25 - - - - BNP Paribas Fortis 50,000 31-Dec-26 - - - - JP Morgan SE 50,000 12-Dec-25 - - - - European Investment Bank 150,000 5-Feb-34 - - - - Total bank debt 550,000 - - - - 14.1.2 Schuldschein loans The Schuldschein loans represents a combination of fixed and floating notes whereby the variable rates represent a nominal amount of € 21 million which is not hedged. The current average interest rate of the entire Schuldschein loan amounts to 5.31% per annum. The loans have a remaining weighted average term of 1.9 years. 31.12.2024 Facility amount Facility expiry date Outstanding balance < 1 year > 1-5 year > 5 year In thousands of € Schuldschein loans 26,000 Oct -26 to Oct-27 26,000 - 26,000 - 31.12.2023 Facility amount Facility expiry date Outstanding balance < 1 year > 1-5 year > 5 year In thousands of € Schuldschein loans 29,000 Oct -24 to Oct-27 29,000 3,000 26,000 - The Credit Facility of € 50 million from KBC Bank NV is only to be used for bank guarantee commitments within the group towards third parties. Per December 2024, the allocated, yet undrawn bank guarantees from this credit facility amount to € 14.4 million.
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14.1.3 Bonds The following four bonds are outstanding at 31 December 2024: — € 80 million fixed rate bonds due 30 March 2025 carry a coupon of 3.35% per annum. The bonds are not listed (ISIN Code: BE6294349194). (“Mar-25 Bond”) — € 190 million fixed rate bonds due 19 March 2026 carry a coupon of 3.50% per annum. The bonds have been listed on the regulated market of NYSE Euronext Brussels (ISIN Code: BE0002611896). (“Mar-26 Bond”) — € 600 million fixed rate bonds due 8 April 2029 carry a coupon of 1.50% per annum. The bonds have been listed on the Luxembourg Stock Exchange (Euro MTF) (ISIN Code: BE6327721237). (“Apr-29 Bond”) — € 1 000 million fixed rate bonds, dual tranche on five- and eight-years due 17 January 2027 and 17 January 2030, carry a coupon of 1.625% and 2.25% per annum. The bonds have been listed on the Luxembourg Stock Exchange (Euro MTF) (ISIN Code: BE6332786449 and BE6332787454). (“Jan-27 and Jan-30 Bond”) 14.1.4 Key terms and covenants During 2024, the Group operated well within its bank loans, schuldschein loans and bond covenants and there were no events of default nor were there any breaches of covenants with respect to loan agreements noted.
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15. Other non-current liabilities In thousands of € 31.12.2024 31.12.2023 Deposits 8,410 4,517 Retentions 13,339 9,330 Other non-current liabilities 25,032 27,535 Reclassification to liabilities related to disposal group held for sale - (3,297) Total 46,781 38,085 16. Trade debts and other current liabilities In thousands of € 31.12.2024 31.12.2023 Trade payables 69,001 67,023 Deposits - - Retentions 934 1,491 Accrued expenses and deferred income 5,601 5,189 Other payables 27,070 21,599 Reclassification to liabilities related to disposal group held for sale (48) (11,227) Total 102,558 84,075 17. Assets classified as held for sale and liabilities associated with those assets In thousands of € 31.12.2024 31.12.2023 Intangible assets - - Investment properties 197,902 875,817 Property, plant and equipment - - Deferred tax assets - - Trade and other receivables 27 7,380 Cash and cash equivalents 248 9,424 Disposal group held for sale 198,177 892,621 Non-current financial debt - - Other non-current financial liabilities - - Other non-current liabilities - (3,297) Deferred tax liabilities (11,110) (38,760) Current financial debt - - Trade debts and other current liabilities (47) (11,227) Liabilities associated with assets classified as held for sale (11,157) (53,284) TOTAL NET ASSETS 187,020 839,337 In order to sustain its growth over the medium term, VGP entered into multiple joint ventures with Allianz (First, Second and third Joint V enture), Deka (the Fifth Joint Venture) and Saga (the Sixth Joint Venture) in respect of acquiring income generating assets developed by VGP. These Joint V entures act as a take -out vehicle of the income generating assets, allowing VGP to partially recycle its initially invested capital when completed projects are acquired by the Joint Ventures. VGP is then able to re -
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invest the proceeds in the continued expansion of its development pipeline, including the further expansion of its land bank, allowing VGP to concentrate on its core development activities. The development pipeline which will be transferred as part of any future acquisition transaction between the Joint Venture and VGP is being developed at VGP’s own risk and subsequently acquired and paid for by these joint ventures subject to pre-agreed completion and lease parameters. Consequently, these are reclassified as assets and liabilities held for sale on the balance sheet. In addition, the tenant of VGP Park Riga has executed its call option right and is to date performing its due diligence. The asset has been reclassified as group held for sale and has been valued at the call option price. All other assets reported as group held for sale carry a fair value, as appraised by Io Partners.
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18. Cash flow Statement In thousands of € 31.12.2024 31.12.2023 Cash flow from operating activities (16,949) (27,331) Cash flow from investing activities 331,371 (8,078) Cash flow from financing activities (40,977) (450,050) Net increase/(decrease) in cash and cash equivalents 273,444 (485,459) 19. Cash flow from disposal of subsidiaries, Joint Ventures and investment properties In thousands of € 31.12.2024 Sixth JV Fifth JV LPM Third JV Other Investment property 924,259 506,662 416,846 - - 751 Equity investments 17,647 - - 18,704 - (1,057) Trade and other receivables 8,866 8,866 - - - - Cash and cash equivalents 25,003 25,003 - - - - Non-current financial debt - - - - - - Shareholder Debt (600,790) (243,639) (357,151) - - - Other non-current financial liabilities (5,436) (5,436) - - - - Deferred tax liabilities (40,951) (31,504) (9,447) - - - Trade debts and other current liabilities (20,166) (20,166) - - - - Total net assets disposed 308,432 239,786 50,248 18,704 - (306) Realized valuation gain on sale 92,866 20,276 47,777 10,476 13,985 352 Total non-controlling interest retained by VGP (13,100) (13,100) - - - - Additional share price due at completion of buildings (13,985) - - - (13,985) - Shareholder loans repaid at closing 635,066 252,445 240,434 142,187 - - Equity contribution (175,618) (124,881) (50,737) - - - Total consideration 833,661 374,526 287,722 171,367 - 46 Consideration to be received - - - - - - Consideration paid in cash 833,661 374,526 287,722 171,367 - 46 Cash disposed (25,003) (25,003) - - - - Net cash inflow from divestment of subsidiaries and investment properties 808,658 349,523 287,722 171,367 - 46
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In thousands of € 31.12.2023 Second JV First JV Fifth JV Third JV Other Investment property 1,034,382 252,672 117,331 664,379 - - Trade and other receivables 46,404 3,678 1,003 41,723 - - Cash and cash equivalents 71,515 2,255 7,270 61,990 - - Non-current financial debt - - - - - - Shareholder Debt (755,586) (167,525) (75,080) (512,981) - - Other non-current financial liabilities (14,933) (1,244) (1,668) (12,021) - - Deferred tax liabilities (56,057) (20,430) (7,210) (28,417) - - Trade debts and other current liabilities (62,363) (2,309) (6,215) (53,839) - - Total net assets disposed 263,362 67,097 35,431 160,834 - - Realized valuation gain on sale 59,020 18,557 9,928 30,776 - (241) Total non-controlling interest retained by VGP (1,027) - (1,027) - - - Additional share price due at completion of buildings 7,025 - - - 7,025 - Shareholder loans repaid at closing 584,407 154,834 67,083 362,490 - - Equity contribution (165,028) (43,831) (22,105) (99,092) - - Total consideration 747,759 196,657 89,310 455,008 7,025 (241) Consideration to be received - - - - - - Consideration paid in cash 747,759 196,657 89,310 455,008 7,025 (241) Cash disposed (71,515) (2,255) (7,270) (61,990) - - Net cash inflow from divestment of subsidiaries and investment properties 676,244 194,402 82,040 393,018 7,025 (241) On 25th of April 2024, VGP concluded a first transaction with its 50:50 joint venture, VGP European Logistics 4 (‘Sixth Joint Venture’). The transaction comprised 17 buildings in 10 VGP Parks, located in Germany (6 parks, 8 buildings), Czech Republic (3 parks, 5 buildings) and Slova kia (1 park, 4 buildings). The transaction was valued at a gross asset value of € 437 million for the completed assets, which allowed VGP to recycle already € 270.2 million of net cash proceeds. A second closing, in December ’24, the Sixth Joint Venture included 4 buildings in 4 VGP Parks, located in Germany, Czech Republic, Slovakia and France. The transaction was valued at a gross asset value of € 120 million, which allowed VGP to recycle € 79.3 million of net cash proceeds. In total VGP recycled € 349.5 million of net cash proceeds from both transactions. On 16th of April, VGP concluded a second closing with Deka (the joint venture partner) with assets in VGP Park Giessen am Alten Flughafen and VGP Park Berlin Oberkrämer. These assets reflect a total surface area of 203,000 sqm, or € 13.8 million annual rental income. The transaction has been financed with an approximate 30% LTV , as such VGP has been able to recycle € 200 million of net cash proceeds. VGP and Deka also settled on final accounts with regards to the first closing, which occurred in August ’24. This resulted in an additional gain for VGP of € 35 million and a net cash recycling of € 20.5 million. Finally, a third closing with the Fifth Joint Venture, has been executed in August ’24. It pertained to the last remaining development in VGP Park Magdeburg, building D. VGP recycled € 67.2 million of cash from this transaction. Following this third and final closing, the Fifth Joint Venture owns a property portfolio of 20 buildings, located in five strategic parks across Germany. VGP recycled € 287.7 million of net cash proceeds in ’24 from transactions with the Fifth Joint Venture and in total, including the seed closing of ’23, € 681 million net cash proceeds.
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VGP has sold in February ‘24 its entire stake (of 50%) in the Development Joint Venture LPM Moerdijk, The Netherlands, for a total net consideration of € 171.4 million. The Development Joint Venture was owner of a land bank of 719,762 sqm, or an equivalent development potential of 488,000 sqm located in the vicinity of the harbour of Moerdijk, The Netherlands. Finally, in the Third Joint Venture (VGP Park Mün chen), VGP and Allianz agreed in April ‘24 to develop the last remaining asset in VGP Park München, following the conclusion of a lease agreement with Isar Aerospace for a total annual rental income of € 7.4 million and a total surface of 44,000 sqm. The construction initiated in H2 ‘24 and a first phase of the asset (building D) is expected to be delivered in Q4 ’25. When completed, the VGP Park München will reflect 8 buildings for a total surface area of 323,000 sqm and a total annualised rental income of approximately € 34 million. VGP realized an additional gain of € 14 million. A closing, and consecutively cash recycling of VGP’s profit margin, will occur when the building is completed and the transaction is closed with the Joint Venture partner.
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20. Risk Management 20.1 Capital Management VGP is continuously optimising its capital structure targeting to maximise shareholder value while keeping the desired flexibility to support its growth. The Group operates within and applies a maximum gearing ratio of net debt / total shareholders’ equity and liabilities at 65%. As at 31 December 2024 the Group’s gearing was as follows: In thousands of € 31.12.2024 31.12.2023 Non-current financial debt 1,942,495 1,885,154 Current financial debt 114,866 111,750 Total financial debt 2,057,361 1,996,904 Cash and cash equivalents (492,533) (209,921) Cash and cash equivalents classified as disposal group held for sale (248) (9,424) Total net debt (A) 1,564,580 1,777,559 Total shareholders ‘equity and liabilities (B) 4,653,936 4,410,704 Gearing ratio ((A)/(B)) 33.6% 40.3% The gearing ratio amounts to 33.6% and the proportional LTV amounts to 48.3%. Both lowered from respectively 40.3% and 53.4% as per 31 December 2023. 21. Contingencies and commitments (in thousands of €) 31.12.2024 31.12.2023 Contingent liabilities 18,129 40,950 Commitments to purchase land 112,250 58,270 Commitments to develop new projects 512,366 296,513 Contingent liabilities mainly relate to bank guarantees linked to land plots and built out of infrastructure on development land. The commitment to purchase land relates to 1,348,000 sqm of land per December 2024 as well as the acquisition of the first project in the UK. Deposits totaling € 8.8 million have already been paid for these committed land plots per December 2024. These dow n payments have been classified under investment properties (same classification treatment applied for 2023) and is mainly composed of € 5.5 million and € 1.3 million for the acquisition of a new land plots in Germany and in Portugal. The commitments to develop new projects consists of (i) remaining construction costs on current developments for an amount of € 226 million, (ii) the estimated construction costs for future projects which are pre-let, for an amount of € 274 million. Out of this € 274 million a cash-out of € 49 million is expected in 2025. Finally, the Group has commitments on installation of solar equipment of € 12.4 million.
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22. Events after the balance sheet date Since 31 December 2024 a number of events occurred that have a material impact on the Group. These include: - VGP has increased its revolving credit facility with JP Morgan from € 50 million to € 75 million and has extended the maturity to 7 February 2028. - VGP has successfully closed its first transaction in the East Midlands in the UK. The site extends to 176,000 sqm and is strategically located with direct access to Junction 24 of the M1 motorway and within close proximity to the cities of Nottingham, Derby, Leicester and the East Midlands Airport. The site has detailed planning consent for four logistics buildings totalling 78,000 sqm. It is anticipated that the first phase of construction will commence in Q3 2025.
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SUPPLEMENTARY NOTES NOT PART OF THE CONDENSED INTERIM FINANCIAL INFORMATION For the period ended 31 December 1 INCOME STATEMENT, PROPORTIONALLY CONSOLIDATED The table below includes the proportional consolidated income statement interest of the Group in the Joint Ventures. The interest held directly by the Group (5.1% and 10.1%) in the German asset companies of the Joint Ventures have been included in the 50% Joint Ventures’ figures (share of VGP). Proportionally consolidated income statement 31.12.2024 31.12.2023 In thousands of € Group Joint Ventures Total Group Joint Ventures Total Gross rental and renewable energy income 73,704 137,578 211,282 69,003 102,073 171,076 Property operating expenses (6,018) (15,896) (21,914) (5,534) (10,496) (16,030) Net rental and renewable energy income 67,686 121,682 189,368 63,469 91,577 155,046 Joint venture management fee income 32,666 - 32,666 26,925 - 26,925 Net valuation gains / (losses) on investment properties 187,056 54,479 241,535 87,958 (61,179) 26,779 Administration expenses (61,263) (1,990) (63,253) (48,863) (1,837) (50,700) Other expenses (1,750) - (1,750) - - - Operating profit / (loss) 224,395 174,171 398,566 129,489 28,561 158,050 Net financial result 2,403 (59,094) (56,691) (6,031) (35,434) (41,465) Taxes (32,555) (22,333) (54,888) (25,451) (3,842) (29,293) Profit for the period 194,243 92,744 286,987 98,007 (10,715) 87,292
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2 BALANCE SHEET, PROPORTIONALLY CONSOLIDATED The table below includes the proportional consolidated balance sheet interest of the Group in the Joint Ventures. The interest held directly by the Group (5.1% and 10.1%) in the German asset companies of the Joint Ventures have been included in the 50% Joint Ventures’ figures (share of VGP). Proportionally consolidated balance sheet 31.12.2024 31.12.2023 In thousands of € Group Joint Venture Total Group Joint Venture Total Investment properties 1,905,411 2,927,831 4,833,242 1,508,984 2,442,718 3,951,702 Investment properties included in assets held for sale 197,902 - 197,902 875,817 - 875,817 Total investment properties 2,103,313 2,927,831 5,031,144 2,384,801 2,442,718 4,827,519 Other assets 673,137 835 673,972 682,464 2,238 684,702 Total non-current assets 2,776,450 2,928,666 5,705,116 3,067,265 2,444,956 5,512,221 Trade and other receivables 83,804 28,977 112,781 79,486 50,810 130,296 Cash and cash equivalents 492,533 124,353 616,886 209,921 74,355 284,276 Disposal group held for sale 275 - 275 16,804 - 16,804 Total current assets 576,612 153,330 729,942 306,211 125,165 431,376 Total assets 3,353,062 3,081,996 6,435,058 3,373,476 2,570,121 5,943,597 Non-current financial debt 1,942,495 1,543,184 3,485,679 1,885,154 1,310,253 3,195,407 Other non-current financial liabilities - 582 582 - 256 256 Other non-current liabilities 46,781 23,575 70,356 38,085 13,581 51,666 Deferred tax liabilities 35,652 159,958 195,610 23,939 135,625 159,564 Total non-current liabilities 2,024,928 1,727,299 3,752,227 1,947,178 1,459,715 3,406,893 - - Current financial debt 114,866 21,428 136,294 111,750 20,613 132,363 Trade debts and other current liabilities 102,558 32,395 134,953 84,075 52,565 136,640 Liabilities related to disposal group held for sale 11,157 - 11,157 53,284 - 53,284 Total current liabilities 228,581 53,823 282,404 249,109 73,178 322,287 Total liabilities 2,253,509 1,781,122 4,034,631 2,196,287 1,532,893 3,729,180 Net assets 1,099,553 1,300,874 2,400,427 1,177,189 1,037,228 2,214,417
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PARENT COMPANY INFORMATION 1 Financial Statement VGP NV 1.2 Condensed income statement In thousands of € 2024 2023 Other operating income 20,507 21,589 Operating profit or loss (12,806) (6,666) Financial result 50,810 118,081 Non-recurring income / (expense) financial assets 237,031 175,261 Current and deferred income taxes (6,407) (11,876) Result for the year 268,628 274,800 1.2 Condensed balance sheet after profit appropriation In thousands of € 2024 2023 Formation expenses, intangible assets 13,339 18,271 Tangible fixed assets 48 91 Financial fixed assets 3,363,238 3,481,466 Other non-current receivables 13,623 9,705 Total non-current assets 3,390,248 3,509,533 Trade and other receivables 26,645 31,714 Cash & cash equivalents 269,000 48,678 Total current assets 295,645 80,392 Total Assets 3,685,893 3,589,925 Share capital 136,092 136,092 Share Premium 759,509 759,509 Non-distributable reserves 13,609 13,609 Retained earnings 733,346 554,779 Shareholders’ equity 1,642,556 1,463,989 Amounts payable after one year 1,820,797 1,903,605 Amounts payable within one year 222,540 222,331 Liabilities 2,043,337 2,125,936 Total Shareholders’ equity and Liabilities 3,685,893 3,589,925
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2. Proposed appropriation of VGP NV 2024 result In thousands of € 2024 2023 Result for the year for appropriation 268,628 274,800 Result brought forward 554,779 380,957 Result to be appropriated 823,407 655,757 Transfer to legal reserves - - Result to be carried forward 733,346 554,779 Gross dividend 90,061 100,978 Total 823,407 655,757 The board of directors proposes an ordinary dividend of € 90 million (+ 12% versus ordinary dividend of ‘24), or € 3.30 per share.
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GLOSSARY Allianz or Allianz Real Estate Means, in relation to (i) the First Joint Venture, Allianz AZ Finance VII Luxembourg S.A., SAS Allianz Logistique S.A.S.U. and Allianz Benelux SA (all affiliated companies of Allianz Real Estate GmbH) taken together; (ii)the Second Joint Venture, Allianz A Z Finance VII Luxembourg S.A., and (iii) the Third Joint Venture, Allianz Pensionskasse AG, Allianz Versorgungskasse Versicherungsverein a.G., Allianz Lebensversicherungs -AG and Allianz Lebensversicherungs AG. Allianz Joint Ventures or AZ JV Means the First Joint Venture, the Second Joint Venture and the Third Joint Venture taken together. AZ JVA(s) or Allianz Joint Venture Agreement(s) Means either and each of (i) the joint venture agreement made between Allianz and VGP NV in relation to the First Joint Venture; (ii) the joint venture agreement made between Allianz and VGP NV in relation to the Second Joint Venture; and (iii) the joint v enture agreement made between Allianz and VGP Logistics S.à r.l. (a 100% subsidiary of VGP NV) in relation to the Third Joint Venture. Annualised committed leases or annualised rent income The annualised committed leases or the committed annualised rent income represents the annualised rent income generated or to be generated by executed lease – and future lease agreements, also abbreviated as ‘CARA’. Break First option to terminate a lease. Contractual rent The gross rent as contractually agreed in the lease on the date of signing. Derivatives As a borrower, VGP wishes to protect itself from any rise in interest rates. This interest rate risk can be partially hedged by the use of derivatives (such as interest rate swap contracts). Discounted cash flow This is a valuation method based on a detailed projected revenue flow that is discounted to a net current value at a given discount rate based on the risk of the assets to be valued. EPRA The European Public Real Estate Association, a real estate industry body, which has issued Best Practices Recommendations Guidelines in order to provide consistency and transparency in real estate reporting across Europe. Equivalent yield (true and nominal) Is a weighted average of the net initial yield and reversionary yield and represents the return a property will produce based upon the timing of the income received. The true equivalent yield assumes rents are received quarterly in advance. The nominal equivalent assumes rents are received annually in arrears. Estimated rental value (“ERV”) Estimated rental value (ERV) is the external valuers’ opinion as to the open market rent which, on the date of valuation, could reasonably be expected to be obtained on a new letting or rent review of a property.
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Exit yield Is the capitalisation rate applied to the net income at the end of the discounted cash flow model period to provide a capital value or exit value which an entity expects to obtain for an asset after this period. Fair value The fair value is defined in IAS 40 as the amount for which an asset could be exchanged between knowledgeable, willing parties in an arm’s length transaction. In addition, market value must reflect current rental agreements, the reasonable assumptions in respect of potential rental income and expected costs. First Joint Venture Means VGP European Logistics S.à r.l., the 50:50 joint venture between VGP and Allianz, also referred to as “Rheingold” Fourth Joint Venture Means VGP European Logistics 3 S.à r.l., the 50:50 joint venture between VGP and Allianz, also referred to as “Europa” Fifth Joint Venture Means the 50:50 joint venture between Deka Immobilien, through their funds “Deka Immobilien Europa” and “Deka Westinvest InterSelect” and VGP. Grekon Joint Venture or Grekon Means Grekon 11 GmbH, the 50:50 joint venture between VGP and Revikon GmbH, part of Weimar Gruppe Gearing ratio Is a ratio calculated as consolidated net financial debt divided by total equity and liabilities or total assets. IAS/IFRS International Accounting Standards / International Financial Reporting Standards. The international accounting standards drawn up by the International Accounting Standards Board (IASB), for the preparation of financial statements. Joint Ventures Means either and each of (i) the First Joint Venture; (ii) the Second Joint Venture, (iii) the Third Joint Venture, (iv) the LPM Joint Venture, (v) the Grekon Joint Venture; (vi) the Fifth Joint Venture; (vi) the Sixth Joint Venture and (vii) the Belartza Joint Venture. LPM Joint Venture or LPM Means LPM Holding B.V., the 50:50 joint venture between VGP and Roozen Landgoederen Beheer. LPM JVA or LPM Joint Venture Agreement Means the joint venture agreement made between Roozen Landgoederen Beheer and VGP NV in relation to the LPM Joint Venture. Lease expiry date The date on which a lease can be cancelled. Net asset value The value of the total assets minus the value of the total liabilities. Net financial debt Total financial debt minus cash and cash equivalents.
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Net Initial Yield Is the annualised rents generated by an asset, after the deduction of an estimate of annual recurring irrecoverable property outgoings, expressed as a percentage of the asset valuation (after notional purchaser’s costs). Occupancy rate The occupancy rate is calculated by dividing the total leased out lettable area (m²) by the total lettable area (m²) including any vacant area (m²). Prime yield The ratio between the (initial) contractual rent of a purchased property and the acquisition value at a prime location. Property portfolio The property investments, including property for lease, property investments in development for lease, assets held for sale and development land. Reversionary Yield Is the anticipated yield, which the initial yield will rise to once the rent reaches the ERV and when the property is fully let. It is calculated by dividing the ERV by the valuation. Roozen or Roozen Landgoederen Beheer Means in relation to the LPM Joint Venture, Roozen Landgoederen Beheer B.V. Second Joint Venture Means VGP European Logistics 2 S.à r.l., the 50:50 joint venture between VGP and Allianz, also referred to as “Aurora” Third Joint Venture Means VGP Park München Gmbh, the 50:50 joint venture between VGP and Allianz. VGP European Logistics or VGP European Logistics joint venture Means the First Joint Venture. VGP European Logistics 2 or VGP European Logistics 2 joint venture Means the Second Joint Venture. VGP Park Moerdijk Means the LPM Joint Venture. VGP Park Belartza Joint Venture Means Belartza Alto SXXI, S.L., a 50:50 joint venture between VGP en VUSA VGP Park München or VGP Park München joint venture Means the Third Joint Venture. Weighted average term of financial debt The weighted average term of financial debt is the sum of the current financial debt (loans and bonds) multiplied by the term remaining up to the final maturity of the respective loans and bonds divided by the total outstanding financial debt.
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Weighted average term of the leases (“WAULT”) The weighted average term of leases is the sum of the (current rent and committed rent for each lease multiplied by the term remaining up to the final maturity of these leases) divided by the total current rent and committed rent of the portfolio Weighted average yield The sum of the contractual rent of a property portfolio to the acquisition price of such property portfolio. Take-up Letting of rental spaces to users in the rental market during a specific period.