Earnings release
Page 1
1 ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 AddressOfRegisteredOfficeOfEntity: 87, rue de Richelieu in Paris (France) CountryOfIncorporation: France DateOfEndOfReportingPeriod2013: §Note1 DescriptionOfNatureOfEntitysOperationsAndPrincipalActivities: § note1 DescriptionOfPresentationCurrency: euros DomicileOfEntity: 87, rue de Richelieu in Paris, France LegalFormOfEntity: §Note1 LevelOfRoundingUsedInFinancialStatements: millions of euros with a decimal point NameOfParentEntity: none NameOfReportingEntityOrOtherMeansOfIdentification: §Note1 NameOfUltimateParentOfGroup,: Not applicable PeriodCoveredByFinancialStatements,
Page 2
2 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA CONTENTS 1 FINANCIAL STATEMENTS …………………………………………………………………………..3 2 NOTES – CONSOLIDATED INCOME STATEMENT BY SEGMENT ................................ ...... 8 3 OTHER INFORMATION ATTACHED TO THE CONSOLIDATED FINANCIAL STATEMENTS ................................ ................................ ................................ ................................ ................. 9
Page 3
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 3 1 Financial statements Consolidated balance sheet (€ millions) Note 31/12/2024 31/12/2023 Non-current assets 5,079.3 4,865.2 Intangible assets 7.2 359.2 369.5 o/w Goodwill 246.2 235.8 o/w Brands 99.0 115.0 o/w Customer relationships 1.3 3.6 o/w Other intangible assets 12.7 15.1 Property, plant and equipment 165.2 26.5 Right-of-use on tangible and intangible fixed assets 7.3 113.1 120.6 Investment properties 7.1 4,016.2 3,948.6 o/w Investment properties in operation at fair value 3,628.0 3,617.2 o/w Investment properties under development and under construction at cost 132.3 114.7 o/w Right-of use on Investment properties 255.9 216.7 Securities and investments in equity affiliates 4.5 357.7 327.1 Non-current financial assets 4.6 17.0 35.6 Deferred taxes assets 5.3 50.9 37.3 Current assets 3,320.7 3,471.9 Net inventories and work-in-progress 7.4 992.3 1,140.6 Contract assets 7.4 507.2 536.0 Trade and other receivables 7.4 954.1 930.2 Income credit 7.7 23.8 Current financial assets 4.6 25.2 25.8 Derivative financial instruments 8 55.3 101.7 Cash and cash equivalents 6.2 778.9 713.1 Assets held for sale 7.1 0.0 0.8 TOTAL ASSETS 8,400.0 8,337.1 Equity 3,162.9 3,219.6 Equity attributable to Altarea SCA shareholders 1,694.3 1,747.5 Share capital 6.1 334.6 316.9 Other paid-in capital 330.7 420.4 Reserves 1,022.9 1,483.2 Income associated with Altarea SCA shareholders 6.1 (472.9) Equity attributable to non-controlling interests in subsidiaries 1,468.6 1,472.1 Reserves associated with non-controlling interests in subsidiaries 1,165.2 1,284.2 Other equity components, Subordinated Perpetual Notes 223.5 223.5 Income associated with non-controlling interests in subsidiaries 80.0 (35.7) Non-current liabilities 2,586.8 2,375.6 Non-current borrowings and financial liabilities 6.2 2,467.6 2,254.8 o/w Participating loans and advances from associates 63.6 60.4 o/w Bond issues 1,094.2 1,128.7 o/w Borrowings from credit establishments 943.6 726.5 o/w Lease liabilities 116.9 126.3 o/w Contractual fees on investment properties 249.4 212.9 Long-term provisions 6.3 61.3 68.7 Deposits and security interests received 48.7 44.6 Deferred tax liability 5.3 9.1 7.5 Current liabilities 2,650.2 2,742.0 Current borrowings and financial liabilities 6.2 532.1 637.7 o/w Bond issues 356.4 275.5 o/w Borrowings from credit establishments 62.9 89.6 o/w Negotiable European Commercial Paper – 92.2 o/w Bank overdrafts 3.4 47.7 o/w Advances from Group shareholders and partners 82.6 108.7 o/w Lease liabilities 20.4 19.6 o/w Contractual fees on investment properties 6.5 4.4 Derivative financial instruments 8 13.7 32.0 Contract liabilities 7.4 130.2 257.0 Trade and other payables 7.4 1,972.5 1,814.7 Tax due 1.8 0.6 TOTAL LIABILITIES 8,400.0 8,337.1
Page 4
4 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Statement of consolidated comprehensive income (€ millions) Note 31/12/2024 31/12/2023 Rental income 243.5 231.8 Property expenses (8.0) (6.5) Unrecoverable rental expenses (9.7) (10.3) Expenses re-invoiced to tenants 65.2 63.8 Rental expenses (74.9) (74.0) Other expenses 1.6 0.7 Net charge to provisions for current assets (10.9) (11.0) Net rental income 5.1 216.4 204.8 Revenue 2,466.3 2,418.5 Cost of sales (2,240.3) (2,253.2) Other income (74.9) (89.3) Net charge to provisions for current assets (15.6) (242.6) Amortisation of customer relationships (2.3) (5.9) Net property income 5.1 133.2 (172.6) External services 58.7 62.0 Own work capitalised and production held in inventory 138.6 154.4 Personnel costs (236.9) (241.2) Other overhead expenses (70.9) (91.8) Depreciation expenses on operating assets (31.2) (30.6) Net overhead expenses (141.7) (147.1) Other income and expenses (1.9) (8.1) Depreciation expenses (3.2) (1.3) Transaction costs (2.8) (1.9) Others (7.8) (11.3) Proceeds from disposal of investment assets 6.4 (2.9) Carrying amount of assets sold (6.4) (0.8) Net gain/(loss) on disposal of investment assets (0.1) (3.7) Change in value of investment properties 7.1 2.8 (189.8) Net impairment losses on investment properties measured at cost – (0.6) Net impairment losses on other non-current assets (12.3) (54.6) Net charge to provisions for risks and contingencies 7.6 (31.9) Impairment of goodwill – (0.6) OPERATING INCOME BEFORE THE SHARE OF NET INCOME OF EQUITY AFFILIATES 198.1 (407.3) Share in earnings of equity-method affiliates 4.5 11.3 (68.8) OPERATING INCOME AFTER THE SHARE OF NET INCOME OF EQUITY AFFILIATES 209.4 (476.0) Net borrowing costs 5.2 (34.3) (38.2) Financial expenses (126.3) (78.1) Financial income 92.0 39.9 Other financial results 5.2 (35.3) (33.5) Discounting of debts and receivables – 0.4 Change in value and income from disposal of financial instruments 5.2 (58.7) (72.8) Net gain/(loss) on disposal of investments (5.9) (2.8) Profit before tax 75.2 (622.9) Corporate income tax 5.3 10.9 114.4 NET INCOME 86.1 (508.6) o/w Attributable to shareholders of Altarea SCA 6.1 (472.9) o/w Attributable to non-controlling interests in subsidiaries 80.0 (35.7) Average number of non-diluted shares(a) 21,312,636 20,490,581 Net Earnings per share attributable to shareholders of Altarea SCA (€) 5.4 0.29 (23.08) Diluted average number of shares(a) 21,791,045 21,020,550 Diluted Earnings per share attributable to shareholders of Altarea SCA (€) 5.4 0.28 (22.50) (a) In accordance with IAS 33, the weighted average number of shares (diluted and undiluted) is adjusted retrospectively to t ake into account the capital increases that took place in April, July, September and October 2024 to allow the delivery of free shares.
Page 5
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 5 Other comprehensive income (€ millions) 31/12/2024 31/12/2023 NET INCOME 86.1 (508.6) Actuarial differences on defined-benefit pension plans 1.4 1.1 o/w Taxes (0.4) (0.3) Subtotal of comprehensive income items that may not be reclassified to profit 1.4 1.1 OTHER COMPREHENSIVE INCOME 1.4 1.1 COMPREHENSIVE INCOME 87.5 (507.5) o/w Net comprehensive income attributable to Altarea SCA shareholders 7.5 (471.8) o/w Net comprehensive income attributable to non-controlling interests in subsidiaries 80.0 (35.7)
Page 6
6 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Consolidated cash flows statement (€ millions) Note 31/12/2024 31/12/2023 Cash flow from operating activities Total consolidated net income 86.1 (508.6) Elimination of income tax expense (income) 5.3 (10.9) (114.4) Elimination of net interest expense (income) and dividends 5.2 69.6 71.6 Net income before tax and before net interest expense (income) 144.8 (551.3) Elimination of share in earnings of equity-method affiliates 4.5 (11.3) 68.8 Elimination of depreciation and impairment 47.3 126.4 Elimination of value adjustments 7.1/5.2 55.9 262.9 Elimination of net gains/(losses) on disposals (1) 5.6 6.6 Estimated income and expenses associated with share-based payments 6.1 16.2 21.6 Net cash flow 258.4 (65.0) Tax paid 14.0 (25.6) Impact of change in operational working capital requirement (WCR) 7.4 159.8 421.2 CASH FLOW FROM OPERATIONS 432.3 330.5 Cash flow from investment activities Net acquisitions of assets and capitalised expenditures 7.1 (69.6) (38.2) Gross investments in equity affiliates 4.5 (24.3) (127.5) Acquisitions of consolidated companies, net of cash acquired 4.3 (16.7) 3.1 Other changes in Group structure (0.1) 0.2 Increase in loans and advances (52.4) (29.0) Sale of non-current assets and reimbursement of advances and down payments (1) 11.0 (2.3) Disposals of equity affiliates 4.5 69.9 60.5 Disposals of consolidated companies, net of cash transferred 2.6 (0.0) Reduction in loans and other financial investments 34.8 22.7 Net change in investments and derivative financial instruments 5.2 (24.1) 67.1 Dividends received (42.7) 46.4 Interest income on loans 90.8 45.6 CASH FLOW FROM INVESTMENT ACTIVITIES (20.7) 48.6 Cash flow from financing activities Capital increase (2) 92.0 34.3 Share of non-controlling interests in the capital increase of subsidiaries (3) 36.2 – Dividends paid to Altarea SCA shareholders 6.1 (168.9) (206.0) Dividends paid to minority shareholders of subsidiaries (79.7) (71.4) Issuance of borrowings and other financial liabilities 6.2 689.0 408.2 Repayment of borrowings and other financial liabilities 6.2 (698.5) (677.3) Repayment of lease liabilities 6.2 (21.9) (19.3) Net sales (purchases) of treasury shares 6.1 (1.0) (5.5) Net change in security deposits and guarantees received 4.2 5.2 Interest paid on financial debts (153.0) (110.0) CASH FLOW FROM FINANCING ACTIVITIES (301.5) (641.8) CHANGE IN CASH BALANCE 110.1 (262.7) Cash balance at the beginning of the year 6.2 665.4 928.1 Cash and cash equivalents 713.1 952.3 Bank overdrafts (47.7) (24.2) Cash balance at period-end 6.2 775.5 665.4 Cash and cash equivalents 778.9 713.1 Bank overdrafts (3.4) (47.7) (1) Gains/losses on disposals included in the calculation of net cash flow are presented net of transaction costs. Likewise, disposals of property assets are presented net of transaction costs in the cash flow from investment activities. (2) Capital increase related to the employee savings fund (FCPE) and scrip dividend option. (3) Dilution of the share capital of SCPI Alta Convictions (new subscribers) during the first three quarters of 2024.
Page 7
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 7 Changes in consolidated equity (€ millions) Share capital Other paid-in capital Elimination of treasury shares Reserves and retained earnings Equity attributable to Altarea SCA shareholders Equity attributable to non-controlling interests in subsidiaries Equity As of 1 January 2023 311.4 395.0 (30.5) 1,699.3 2,375.2 1,584.4 3,959.5 Net Income – – – (472.9) (472.9) (35.7) (508.6) Actuarial difference relating to pension obligations – – – 0.9 0.9 0.0 0.9 Comprehensive income – – – (472.0) (472.0) (35.7) (507.7) Dividend distribution – (3.3) – (202.7) (206.0) (75.3) (281.3) Capital increase 5.5 28.7 – 0.0 34.3 (a) 0.1 34.3 Subordinated Perpetual Notes – – – – – – – Measurement of share-based payments – – – 16.0 16.0 (0.0) 16.0 Elimination of treasury shares – – 15.6 (15.7) (0.1) – (0.1) Transactions with shareholders 5.5 25.4 15.6 (202.3) (155.8) (75.2) (231.0) Changes in ownership interests without taking or losing control of subsidiaries – – – – – – – Changes in ownership interests associated with taking or losing control of subsidiaries – – – 0.1 0.1 (1.4) (1.3) Others – – – 0.0 0.0 (0.0) (0.0) As of 31 December 2023 316.9 420.4 (14.9) 1,025.2 1,747.5 1,472.1 3 219.6 Net Income – – – 6.1 6.1 80.0 86.1 Actuarial difference relating to pension obligations – – – 1.4 1.4 0.0 1.4 Comprehensive income – – – 7.5 7.5 80.0 87.5 Dividend distribution – (164.0) – (4.9) (168.9) (83.4) (252.3) Capital increase 17.7 74.3 – 0.0 92.0 (a) 35.9 (b) 127.9 Subordinated Perpetual Notes – – – – – – – Measurement of share-based payments – – – 12.0 12.0 (0.0) 12.0 Elimination of treasury shares – – 14.2 (11.3) 2.9 – 2.9 Transactions with shareholders 17.7 (89.7) 14.2 (4.2) (61.9) (47.5) (109.4) Changes in ownership interests without taking or losing control of subsidiaries – – – – – – - Changes in ownership interests associated with taking or losing control of subsidiaries – – – 0.3 0.3 (35.8) (b) (35.5) Others 0.0 – – 0.9 0.9 (0.1) 0.8 As of 31 December 2024 334.6 330.7 (0.7) 1,029.7 1,694.3 1,468.6 3,162.9 (a) Capital increase related to the employee savings fund (FCPE) and scrip dividend option. (b) Capital increases subscribed by the non-controlling interests of Alta Convictions, which led to the loss of control and the reporting of the subsidiary by the equity method in the last quarter of 2024. The notes constitute an integral part of the consolidated financial statements.
Page 8
8 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 2 Notes – Consolidated income statement by segment 31/12/2024 31/12/2023 (€ millions) Funds from operations (FFO) Changes in value, estimated expenses and transaction costs Total Funds from operations (FFO) Changes in value, estimated expenses and transaction costs Total Rental income 243.5 – 243.5 231.8 – 231.8 Other expenses (27.1) – (27.1) (27.0) – (27.0) Net rental income 216.4 – 216.4 204.8 – 204.8 External services 26.7 – 26.7 25.0 – 25.0 Own work capitalised and production held in inventory 5.3 – 5.3 1.8 – 1.8 Operating expenses (48.8) (5.0) (53.8) (42.0) (5.7) (47.7) Net overhead expenses (16.7) (5.0) (21.7) (15.3) (5.7) (20.9) Share of equity-method affiliates 6.5 9.1 15.6 5.4 (19.2) (13.8) Net depreciation, amortisation and provision – (2.3) (2.3) – 1.2 1.2 Income/loss on sale of assets 4.1 0.9 5.0 0.5 (3.7) (3.2) Income/loss in the value of investment properties – 4.7 4.7 – (190.4) (190.4) OPERATING INCOME - RETAIL 210.3 7.4 217.7 195.5 (217.7) (22.3) Revenue 1,959.0 – 1959.0 2,218.1 – 2,218.1 Cost of sales and other expenses (1,884.1) (6.7) (1890.8) (2,093.3) (300.2) (2,393.6) Net property income 74.9 (6.7) 68.2 124.8 (300.2) (175.4) External services 26.7 – 26.7 29.0 – 29.0 Production held in inventory 125.0 – 125.0 142.0 – 142.0 Operating expenses (197.3) (19.8) (217.1) (238.9) (19.8) (258.7) Net overhead expenses (45.6) (19.8) (65.4) (67.9) (19.8) (87.7) Share of equity-method affiliates (2.4) (5.3) (7.6) (0.0) (3.7) (3.7) Net depreciation, amortisation and provision – (23.7) (23.7) – (63.2) (63.2) Transaction costs – – – – (0.0) (0.0) OPERATING INCOME - RESIDENTIAL 26.9 (55.4) (28.5) 56.8 (386.9) (330.1) Revenue 471.9 – 471.9 196.0 – 196.0 Cost of sales and other expenses (413.2) – (413.2) (175.4) (17.9) (193.3) Net property income 58.7 – 58.7 20.6 (17.9) 2.7 External services 4.7 – 4.7 8.0 – 8.0 Production held in inventory 8.2 – 8.2 10.8 – 10.8 Operating expenses (27.5) (2.8) (30.3) (20.0) (3.6) (23.6) Net overhead expenses (14.5) (2.8) (17.4) (1.2) (3.6) (4.8) Share of equity-method affiliates 3.3 (2.0) (1.4) (8.9) (42.0) (50.9) Net depreciation, amortisation and provision – (0.8) (0.8) – (47.3) (47.3) Income/loss in the value of investment properties – (1.9) (1.9) – – – OPERATING INCOME - BUSINESS PROPERTY 47.6 (7.5) 40.1 10.5 (110.8) (100.3) New businesses (12.4) (4.0) (16.4) (10.4) (0.3) (10.7) Others (Corporate) 1.7 (5.2) (3.5) (4.3) (8.4) (12.7) OPERATING INCOME 274.1 (64.7) 209.4 248.1 (724.1) (476.0) Net borrowing costs (28.5) (5.8) (34.3) (33.0) (5.1) (38.2) Other financial results (31.8) (3.5) (35.3) (30.8) (2.8) (33.5) Discounting of debts and receivables – – – – 0.4 0.4 Change in value and income from disposal of financial instruments – (58.7) (58.7) – (72.8) (72.8) Net gain/(loss) on disposal of investments – (5.9) (5.9) – (2.8) (2.8) PROFIT BEFORE TAX 213.8 (138.7) 75.2 184.3 (807.2) (622.9) Corporate income tax (4.0) 14.9 10.9 0.1 114.3 114.4 NET INCOME 209.8 (123.7) 86.1 184.4 (692.9) (508.6) Non-controlling interests (82.6) 2.6 (80.0) (83.1) 118.8 35.7 NET INCOME, GROUP SHARE 127.2 (121.1) 6.1 101.2 (574.1) (472.9) Diluted average number of shares(a) 21,791,045 21,791,045 21,791,045 21,020,550 21,020,550 21,020,550 NET EARNING PER SHARE (€/SHARE), GROUP SHARE 5.84 (5.56) 0.28 4.81 (27.31) (22.50) (a) In accordance with IAS 33, the weighted average number of shares (diluted and undiluted) is adjusted retrospectively to t ake into account the capital increases that took place in April, July, September and October 2024 to allow the delivery of free shares.
Page 9
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 9 3 Other information attached to the consolidated financial statements Detailed summary of the notes to the consolidated financial statements Note 1 Company information .................................................................................................................................... 11 Note 2 Accounting principles and methods .............................................................................................................. 11 2.1 The Company’s accounting framework and presentation of the financial statements ............................................. 11 2.2 Main estimations and judgements .......................................................................................................................... 12 2.3 Accounting principles and methods of the Company .............................................................................................. 13 Note 3 Information on operating segments ............................................................................................................... 26 3.1 Balance sheet items by operating segment ............................................................................................................ 26 3.2 Consolidated income statement by operating segment .......................................................................................... 26 3.3 Reconciliation of the statement of consolidated comprehensive income and of the consolidated income statement by segment ............................................................................................................................................................ 27 3.4 Revenue by geographical region and operating segment ...................................................................................... 28 Note 4 Major events and changes in the scope of consolidation .............................................................................. 29 4.1 Major events .......................................................................................................................................................... 29 4.2 Scope ..................................................................................................................................................................... 32 4.3 Changes in consolidation scope ............................................................................................................................. 34 4.4 Business combinations .......................................................................................................................................... 34 4.5 Securities and investments in equity affiliates ........................................................................................................ 36 4.6 Current and non-current financial assets ................................................................................................................ 37 Note 5 Result ............................................................................................................................................................ 38 5.1 Operating income ................................................................................................................................................... 38 5.2 Cost of net financial debt and other financial items ................................................................................................ 38 5.3 Corporate Income tax ............................................................................................................................................. 39 5.4 Earnings per share ................................................................................................................................................. 41 Note 6 Liabilities ....................................................................................................................................................... 42 6.1 Equity ..................................................................................................................................................................... 42 6.2 Net financial debt and guarantees .......................................................................................................................... 44 6.3 Provisions .............................................................................................................................................................. 46 Note 7 Assets and impairment tests ......................................................................................................................... 47 7.1 Investment properties ............................................................................................................................................. 47 7.2 Intangible assets and goodwill ............................................................................................................................... 49 7.3 Right-of-use on tangible and intangible fixed assets .............................................................................................. 50 7.4 Operational working capital requirement (WCR) .................................................................................................... 50 Note 8 Management of financial risks ....................................................................................................................... 53 8.1 Carrying amount of financial instruments by category ............................................................................................ 53 8.2 Interest rate risk ..................................................................................................................................................... 54 8.3 Liquidity risk ........................................................................................................................................................... 56 Note 9 Related party transactions ............................................................................................................................ 57 Note 10 Group commitments and contingent liabilities ............................................................................................... 59 10.1 Off-balance sheet commitments ......................................................................................................................... 59 10.2 Contingent liabilities ........................................................................................................................................... 60 Note 11 Post-closing events ....................................................................................................................................... 61
Page 10
10 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Note 12 Appointment of statutory auditors ................................................................................................................. 61
Page 11
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 11 NOTE 1 COMPANY INFORMATION Altarea is a Société en Commandite par Actions (a French partnership limited by shares), the shares of which are traded on the Euronext Paris regulated market, Compartment A. The registered office is located at 87 rue de Richelieu in Paris (France). Altarea chose the SIIC corporate form ( Société d’Investissement Immobilier Cotée) as of 1 January 2005. Altarea is the French leader in low -carbon urban transformation, with the most comprehensive real estate offering to serve the city and its users. In each of its activities, the Group has all the expertise and recognised brands needed to design, develop, market and manage tailor-made real estate products. The Altarea Group operates mainly in France, Italy and Spain. Altarea controls the company Altareit, whose shares are admitted to trading on the regulated market Euronext Paris, Compartment A. Altarea controls the company NR21, whose shares are admitted to trading on the regulated market Euronext Paris, Compartment C. The consolidated financial statements for the year ended 31 December 2024 were approved by the Management on 25 February 2025 having been examined by the Audit Committee and the Supervisory Board. NOTE 2 ACCOUNTING PRINCIPLES AND METHODS 2.1 The Company’s accounting framework and presentation of the financial statements 2.1.1 Accounting standards The accounting principles used in the preparation of the consolidated financial statements for the year are compliant with the IASB’s (International Accounting Standards Board) IFRS standards and interpretations as adopted by the European Union as at 31 December 2024 and available on the website of the European Commission. The accounting principles adopted on 31 December 2024 are the same as those used for the consolidated financial statements at 31 December 2023, with the exception of changes to the standards and interpretations adopted by the European Union applicable at 1 January 2024. Accounting standards, interpretations and amendments applicable as from the financial year beginning on 1 January 2024: • Amendments to IAS 1 – Classification of liabilities as current or non -current. Non -current liabilities with covenants; • Amendments to IAS 7 and IFRS 7 – Supplier finance arrangements; • Amendments to IFRS 16 – Lease liability in a sale and leaseback. These amendments have no significant impact on the Group. • Amendments to IAS 12 - International Tax Reform - Pillar 2 Model Rules. The application of this amendment is explained in Note 5.3 “Corporate income tax”. Accounting standards and interpretations adopted early at 31 December 2024, whose application is mandatory for periods starting on or after 1 January 2025 or later: None. Accounting standards and interpretations published and mandatory after 31 December 2024: None. Other essential standards and interpretations adopted by the IASB approved in 2024 or not yet approved by the European Union: • Amendments to IAS 21 – Effects of Changes in Foreign Exchange Rates. In the absence of foreign currency transactions within the Group, this amendment will have no impact on the Group. • Amendments to IFRS 9 and IFRS 7 - Classification and Measurement of Financial Instruments; • IFRS 18 - Presentation and Disclosure in Financial Statements; • Amendments to IFRS 1, IFRS 7, IFRS 9, IFRS 10 and IAS 7 - Annual Improvement Cycle. These amendments are currently being analysed. 2.1.2 Other principles for presenting the financial statements Altarea presents its financial statements and accompanying notes in millions of euros, to one decimal point. Transactions eliminated in the consolidated financial statements Balance sheet balances and income and expenses arising from intragroup transactions are eliminated when the consolidated financial statements are prepared. Balance sheet classification In accordance with IAS 1, the Company presents its assets and liabilities by distinguishing between current and non - current items. Assets which must be realised, consumed or disposed of within the scope of the normal operating cycle or within 12 months following closure, are classed as “current assets”, as well as the assets held with a view to disposal and cash or cash equivalents. A ll other assets are classified as “non - current assets”. Liabilities which have to be paid within the scope of the normal operating cycle or within 12 months following closure are classified as “current liabilities”, as well as the share of provisions arising from the normal operating cycle of the activity concerned due in less than one year.
Page 12
12 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Deferred taxes are always shown as non -current assets or liabilities. 2.2 Main estimations and judgements The preparation of the consolidated financial statements requires the use of estimates and assumptions by the Group’s management to determine the value of certain assets and liabilities, and of certain income and expenses, as well as concerning the information given in the notes to the financial statements. Management reviews its estimates and assumptions on a regular basis using its past experience and various other factors deemed reasonable in the circumstances. The actual results may differ significantly from these estimates depending on changes in the various assumptions and performance conditions. The accounting estimates made by the Group were made in the context of the ongoing real estate crisis in Residential Development. The Group bases its estimates on reliable information available to it at the date of preparation of the consolidated financial statements. The main estimates made by the Group concerned the following measurements: • measurement of investment properties (see Notes 2.3.5 “Investment properties” and 7.1 “Investment properties”); The methodologies used by the appraisers are identical to those used for the previous financial year and take into account changes in market data. • measurement of trade receivables (see Notes 2.3.10 “Financial assets and liabilities” and 7.4.2 “Trade and other receivables”); • measurement of net property income and services using the percentage-of-completion method (see Note 2.3.17 “Revenue and revenue-related expenses”); • the valuation of inventories and work -in-progress (see notes 2.3.8 “Inventories” and 7.4.1 “Inventories and pipeline products”); • measurement of goodwill and brands (please see Note 2.3.7 “Monitoring the value of non -current assets (excluding financial assets and investment properties) and losses of value” and 7.2 “Goodwill and other intangible assets”), And less significantly: • measurement of share -based payments (see Notes 2.3.12 “Share-based payments” and 6.1 “Equity”); • measurement of financial instruments (see Note 8 “Financial risk management”). In addition to the use of estimates, the Group’s management has applied its judgement in the following cases: • measurement of rights of use, lease liabilities and contractual fees on investment properties (see notes 2.3.18 “Leases”, 7.3 “Right -of-use on tangible and intangible fixed assets” and 7.1 “Investment properties”); • measurement and use of deferred tax assets (see Notes 2.3.16 “Taxes” and 5.3 “Corporate income tax”); • measurement of provisions (see Notes 2.3.15 “Provisions and contingent liabilities” and 6.3 “Provisions”); • whether or not the criteria to identify an asset or group of assets as held for sale or whether an operation is intended to be discontinued in accordance with IFRS 5 (see Note 2.3.6 “Non -current assets held for sale and discontinued operations” and 7.1 “In vestment properties”). The Group’s financial statements also take into account, based on current knowledge and practices, the issues of climate change and Sustainable development. Today, the Group has fully integrated these transformations linked to the transition and enriches its low-carbon approach every year. As early as 2017, the Group included GHG emissions reduction targets among its priorities. The climate change mitigation transition plan is currently being finalized and will be adopted shortly. On the Retail side, the analysis of key indicators, through data collected on all our assets, is used to steer CSR performance and define action plans aimed at achieving ambitious energy targets. These actions have been translated into precise operational measures that are incorporated into the work and renovation budgets for each center, and taken into account by real estate appraisers in the value of assets. Since 2011, investments in property assets have included climate change issues, with energy consumption targets that meet the expectations of the tertiary sector decree. An initial analysis of physical risks and adaptation roadmaps for the Group's assets was carried out in 2018. This study identified the existence of risks on some assets for which remediation actions have been defined and implemented. In 2024, the Group ha s chosen to carry out a new climate risk audit on its entire portfolio in order to refine the adaptation plan for Commerce assets, particularly with regard to new risk areas to be taken into account. These actions will be integrated into the assets' Capex and will be monitored until they are fully implemented. For the appraisal campaign leading to the valuation of investment properties at December 31, 2024, the Group provided the appraisers with information on energy consumption, Breeam in use certifications, exposure of assets to climate risks, and the presence of renewable energy production facilities at the various sites, all of which were taken into account in the valuations. Based on their knowledge of the market, the independent appraisers have not identified any evidence for 2024 (that sustainability criteria have significantly influenced transaction prices). Nevertheless, they are keeping a close eye on developments in the real estate market in this area. On the property development side, the budgets used to calculate sales on a percentage -of-completion basis systematically include the costs of improving energy
Page 13
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 13 performance, in line with the regulations in force at the time building permits are submitted (notably RE 2020). With regard to adapting construction to climate change, in 2018, the Group, commissioned a study to analyze the exposure of its activities to the effects of climate change, including one dedicated to housing development in France. Several risks were analyz ed: Heat waves, Droughts, Landslides, Floods, Intense precipitation, Storms and Marine submersion for all regional sites. The conclusions of this study have enabled each brand to take specific action to secure and address the most systematic risks (heat wa ves, drought, intense precipitation & flooding and Clay Shrinkage & Swelling). In addition, the Group's various brands are now carrying out studies on adaptation issues at the project level (particularly concerning physical risks), using dedicated tools (Bat-ADAPT - sustainable real estate observatory or Résilience - Cerqual). The costs of these actions are included in the operation budgets. Finally, the Group is also working on the construction of buildings that are either more resource -efficient, more adaptable or flexible, or more dismountable to facilitate reuse and recycling. The related costs are also factored into the real estate margin of operations. Accordingly, at December 31, 2024, taking into account the effects of climate change has had no significant impact on the judgments and main estimates required to prepare the financial statements. 2.3 Accounting principles and methods of the Company 2.3.1 Equity investments of the Company and consolidation methods For consolidation, the following standards apply: • IFRS 10 – Consolidated financial statements • IFRS 11 – Joint arrangements • IFRS 12 – Disclosure of interests in other entities • IAS 28 – Investments in associates and joint ventures IFRS 10 defines control as follows: “An investor controls an investee when it is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee” The Company has power o ver an investee when it has existing substantive rights that give it the current ability to direct the relevant activities, defined as activities that significantly affect the investee’s returns. As the assessment of control in accordance with IFRS 10 requires a signi ficant amount of judgement, the Company has developed a framework for analysing the governance of entities related to the Company, particularly when there are partnership situations governed by broad contractual arrangements including, where applicable, the shareholding structure, Articles of Association, shareholder pacts, purchase and sale agreements, the regulatory governance framework, etc. The facts and circumstances of each entity are also taken into account to assess the Company’s ability to direct the relevant activities of these entities. In this regard, within the limit of the protective rights granted to the JV partners: • Altablue and Aldeta, jointly held along with two other institutional partners, are considered to be controlled by the Group. These companies hold the CAP3000 shopping centre located near Nice; • Alta Crp Gennevilliers, Alta Crp La Valette, Alta Gramont, Toulouse Gramont, Bercy Village and Société d’Aménagement de la Gare de l’Est , jointly held with another institutional partner, are considered to be controlled by the Group; • the companies Alta Crp Aubergenville, Alta Crp Guipavas, Limoges Invest, Retail Park les Vignobles, Alta Crp Ruaudin, Centre Commercial de Thiais, TECI et Compagnie, Alta Pierrelaye, have been jointly held with an institutional partner and are still considered to be controlled by the Group; • the companies Alta Montparnasse, and Altagares (holding companies for the shops in Paris-Montparnasse station and five stations in Italy, respectively) have been owned since the 1st quarter 2022 with an institutional partner and are still considered to be controlled by the Group. In accordance with IFRS 10, ad hoc entities are consolidated when, in substance, the relation between the Company and the entity is such that the Company is considered to exercise control over the latter. As the assessment of joint control or significant influence under IFRS 11 and IAS 28 calls for a significant degree of judgment, the Company has developed a framework for analyzing governance and legal situations linked to specific contractual obligations of entities with which the Company has a relationship, in particular when there are s ituations where a third party holds effective rights that would result in either joint control or significant influence by the Company over the entity. Controlled entities Controlled subsidiaries are fully consolidated. All intragroup balances and transactions as well as income and expense from internal transactions and dividends are eliminated. Any modification in the Company’s interest in a subsidiary not resulting in a loss of control is recognised in equity. If the Company loses the control over a subsidiary, the assets and liabilities and equity of this former subsidiary are derecognised. Any gain or loss resulting from this loss of control is recognised in profit or loss. Any Interest retained in the former subsidiary is recognised at fair value on the date of loss of control according to the recognition method required under IFRS 11, IAS 28 or IFRS 9. Entities subject to joint control According to IFRS 11, companies are subject to joint control when important decisions about the relevant activities require the unanimous consent of the parties sharing control.
Page 14
14 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Joint control may be exercised through joint operation or a joint venture. According to IFRS 11, the joint operation is distinguished by the existence of directly held rights to certain assets and direct obligations for certain liabilities of the entity, whereas the joint venture confers a right to the entity’s net assets. For joint operations, the Company records, in its accounts, the assets, liabilities, income and expenses relating to its interests in the joint operation. For joint ventures, the Company’s interest in the entity’s net assets is recognised according to the equity method described in IAS 28. Investments in joint operations or joint ventures are presented in accordance with IFRS 12. Entities subject to significant influence In accordance with IAS 28, the equity method also applies to all associates in which the Company exercises a signi ficant influence without possessing control, which is considered to exist when the percentage of voting rights held is greater than or equal to 20%. Each investment is analysed, regardless of the percentage of interest held, taking into account the facts and circumstances in order to determine if the Company has a significant influence, including, when appropriate, Articles of Association, shareholder pacts, commitments to buy and to sell, and other relevant matters. According to the equity method, the Company’s interest in the associate is initially recognised at the acquisition cost of its proportionate share of the investee’s net assets, which is then increased or decreased to re flect changes subsequent to the acquisition. Goodwill arising on an associate, if unimpaired, is included in the carrying amount of the investment. The Group’s proportionate share of the entity’s profit or loss for the period is shown under the “Share in earnings of equity -method affiliates” line item in the income statement. These investments are presented in the balance sheet under “Securities and investments in equity -method affiliates and non -consolidated interests” with the corresponding investment-related receivables. The financial statements of associates are prepared for the same accounting period as those for the parent company. If necessary, corrections are made to achieve consistency with the Group’s accounting policies. Investments in associates are presented in accordance with IFRS 12. 2.3.2 Business combinations and goodwill Business combinations are accounted for in accordance with the acquisition method of IFRS 3 as amended: upon initial consolidation of an entity of which the Group has acquired control, the assets and liabilities as well as identi fiable contingent liabilities are recognised at their fair value at the acquisition date. Intangible assets are speci fically identified whenever they are separable from the acquired entity or result from legal or contractual rights. Therefore, when control of an entity is acquired, the difference between the acquisition cost and the acquirer’s proportionate i nterest in the fair value of the entity’s identi fiable assets, liabilities and contingent liabilities at the acquisition date is classi fied as goodwill representing future economic benefits resulting from assets that are not individually identi fied and separately recognised. The acquisition cost is the amount of the consideration transferred including, where applicable, any price supplements at their fair value. Costs directly related to the acquisition are recorded as an expense for the period they were incurred. Goodwill: • goodwill is recognised on the balance sheet and must be tested for impairment at least once a year; • negative goodwill is recognised directly in income. The standard allows a period of 12 months from the acquisition date for final measurement of the acquisition; any adjustments and measurements made must reflect facts and circumstances that existed as of the acquisition date. As such, after the measurement period, any contingent consideration is recognised in net income for the year unless it is in the form of an equity instrument. Acquisitions or disposals of securities in an entity that remains controlled before and after these transactions are now considered as transactions between shareholders recognised directly in equity: they have no effect on either goodwill or income. In the event of loss of control, the residual interest is measured at fair value and the gain or loss on disposal is recognised in the income statement. On an exceptional basis, acquisitions of isolated assets carried out through the purchase of shares in a company, the sole purpose of which is to hold assets are recognised in accordance with IAS 40 – Investment Property, or IAS 2 – Inventories.
Page 15
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 15 2.3.3 Intangible assets The Group’s intangible assets consist essentially of software, brands and customer relationships. In accordance with IAS 38: • acquired or created software is recognised at cost and amortised over its useful life, which is generally between 1 and 5 years; • brands that meet the de finition of intangible assets and were acquired separately or as a result of business combination are valued and their useful life estimated. Once they reach the end of this life they are amortised over its duration. If the useful life cannot be determined, they are tested for i mpairment where evidence of such impairment exists; • customer relationship assets, which result from the identification of intangible assets acquired from property developers, are subject to amortisation at the rate at which the acquired order backlog is filled or, for the portion relating to acquired purchase options or those that can be amortised on a straight -line basis (i.e. duration relative to the normative operating cycle of the realization of a real estate programme), at the rate at which development programmes are launched. Other customer relationships (customer relationships on regular contracts, contractual relationships) can also be identified during business combinations and their value and estimated life are analysed on a case-by-case basis. 2.3.4 Property, plant and equipment Property, plant and equipment correspond primarily to general plant, transport equipment, office equipment and IT equipment. In accordance with IAS 16, these items are recognised at cost and depreciated over their useful life, estimated to be between 5 and 20 years. No other significant component of these assets has been identified. 2.3.5 Investment properties According to IAS 40, investment properties are held to earn rentals or for capital appreciation or both. The investment properties held by the Group are primarily shopping centres and, to a lesser extent, offices. The Group’s investment properties portfolio consists of properties in operation and properties under development or construction on a proprietary basis. In accordance with IAS 40, the Group has opted for the fair value model. On that basis, investment properties are measured at fair value in accordance with IFRS 13 “Fair value measurement” whenever this can be reliably determined. Otherwise, they are recor ded at cost and are tested for impairment at least once per year and where evidence of impairment exists. The fair value of investment properties used by Management is based on the facts and circumstances taking into account their purpose. With this objective, Management uses external appraisals giving values inclusive of duties less duties corresponding to transfer taxes and expenses. These duties have been estimated at 6.9% in France (except in the Paris Region where they are set at 7.5%), 3.25% in Spain. Since 30 June 2023, the external appraisal of the Group’s assets has been entrusted to Cushman & Wakefield, CBRE and Jones Lang Lasalle (in France and Spain), for a four-year term. Assets in Italy have been appraised by Kroll since 2022, for a 3-year mandate. All sites are visited by the appraisers first when assets enter the portfolio and subsequently every few years in rotation or when a specific event affecting an asset requires it. The appraisers use two methods: • a method based on discounting projected cash flows over ten years, taking into account the resale value at the end of the period determined by capitalising net rental income. The appraisers have often preferred results obtained using this method; • a method based on the capitalization of net rental income: the appraiser applies a rate of return based on the site's characteristics (surface area, competition, rental potential, etc.) to rental income (including minimum guaranteed rent, variable rent and market rent for vacant premises) adjusted for all expenses borne by the owner. This second method is used for certain assets by the Group, in order to corroborate the valuation obtained by the discounted cash flow method, which is the one used to account for investment properties. Rental income takes into account: • the changes in rentals that should be applied on renewals (lease expiries, change of tenants, etc.); • the normative vacancy rate; • the impact of future rental gains resulting from the letting of vacant units; • the increase in rental income from stepped rents, and • a delinquency rate. The valuation of investment properties at fair value is in line with the COB/AMF “Barthès de Ruyter working group” and complies fully with the instructions of the Appraisal Charter of Real Estate Valuation ( Charte de l’Expertise en Évaluation Immobilière) updated in 2017. In addition, appraisers refer to the RICS Appraisal and Valuation Standards published by the Royal Institute of Chartered Surveyors Red Book. Investment properties at fair value Investment properties in operation are systematically measured at fair value. At 31 December 2024, an external appraisal was performed on all assets in operation. Each time an exchange value exists for one of the Group’s buildings, set in connection with a potential transaction between knowledgeable and willing parties in an arm’s length transaction, the Company will use its own judgement to choose between this value and that of the appraiser.
Page 16
16 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Investment properties under construction (IPUC) have been included within the scope of IAS 40. They are measured at fair value in accordance with the IFRS 13 guide when the criteria predefined by the Company are met. The Company believes that a property under construction can be reliably measured at fair value if most of the uncertainties affecting the determination of fair value have been lifted or if the project delivery date is in the near future. All three of the following conditions must be met to ensure a reliable estimate of the fair value of a property under construction: • all administrative authorisations needed to carry out the development project have been obtained: • construction contracts have been signed and work has begun; and • the letting rate is high and allows for a reasonable assessment of the value creation attached to the property under construction. Accordingly, investment properties under development and construction are measured either at cost or at fair value: • properties under development before land is purchased are measured at cost; • land which has not yet been built on is measured at cost; • and properties under construction are measured at cost or at fair value in accordance with the above criteria; if the delivery date for a property is close to the closing date, the property is measured at fair value, unless otherwise estimated. The fair value of properties under construction measured at fair value is determined on the basis of independent appraisals. The appraiser values the asset as if it were fully complete, taking account of market conditions at the date of valuation and the s pecific characteristics of the property. Expenses not yet incurred at the account closing date are deducted from this value. The difference between the fair value of investment properties measured at fair value from one period to the next is recognised in the income statement under the heading “Change in value of investment properties”. Investment properties valued at cost In addition to the acquisition price of the land, the costs incurred for the development and construction of properties are capitalised from the start of the programme, as of the development phase (prospecting, preparation: replying to tenders and pre -letting prior to the signing of preliminary property sales agreements; administrative phase: obtaining authorisations, if necessary with the signing of preliminary property purchase agreements), once there is reasonable assurance that administrative authorisations will be obtained. These relate to capitalisable expenses, including initial marketing fees, internal Group fees, early termination fees, financial vacancy and interest expenses. In accordance with IAS 23, interest expenses are treated by including borrowing costs directly attributable to the construction of qualifying assets in the cost of these assets. Interest expenses remain attributable to buildings under development and construction during the construction period of the asset if they meet the de finition of “qualifying assets”. Note that if there is a delay in starting construction or an unusually long construction period, management assesses whether to pause the capitalisation of interest expenses on a case-by-case basis. For the investment properties recorded at cost, an impairment test is carried out at least once a year or as soon as there are signs of impairment. For assets under development, value is determined on the basis of business plans drawn up internally for a 5 -year horizon and reviewed at regular intervals by management. Estimates are made using the rental income capitalization method or the discounted cash flow method. The recoverable amount of these assets, which are still recognised at cost, is assessed by comparison with the cost price on completion and with the calculate value of expected future cash flows for the Company. If the recoverable amount is lower than the cost price on completion, an impairment loss in the form of a provision for impairment is recognised in the income statement under “Impairment losses on investment properties measured at cost” and in the consolidated income statement by segment under “Incom e/loss on the value of investment properties”. 2.3.6 Non-current assets held for sale and discontinued operations In accordance with IFRS 5, a non -current asset is classified as “held for sale” if its carrying amount is to be recovered primarily through a sale transaction rather than through ongoing use. This is the case if the asset is available for immediate sale in its current state, subject only to the usual and customary conditions for the sale of such an asset, and if its sale is highly probable. Indications of a high probability of sale include the existence of a plan by Group management to sell the asset and an active programme to find a buyer and close a sale within the following 12 months. The management assesses the situations. When at the closing date there is a preliminary sales agreement or a firm commitment, the property is systematically included in assets held for sale. The asset is measured at the lower of fair value less costs to sell and net book value. For an operation to be considered discontinued, the Company determines, according to the facts and circumstances, whether or not there exists a single and coordinated plan to dispose of a major line of business or geographical area of operations.
Page 17
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 17 2.3.7 Remeasurement of non-current assets (other than financial assets and investment properties) and impairment losses In accordance with IAS 36, depreciable property, plant and equipment and amortisable intangible assets are tested for impairment whenever an internal or external indication of impairment is detected. Goodwill and other intangible assets with an indeterminate life (such as brands) are tested for impairment at least once a year or more frequently if internal or external events or circumstances indicate that their value may have declined. Goodwill is tested for impairment at each cash -generating units (CGUs) or, where applicable, groups of CGUs. A CGU is the smallest identi fiable group of assets that generates cash inflows that are largely independent of the cash inflows from other assets or groups of assets. To carry out this test, the net carrying amount of the assets directly related or allocated to the CGUs or groups of CGUs, including intangible assets and goodwill, is compared with the recoverable amount of these same CGUs or groups of CGUs, defined as the higher of the fair value (sale price net of costs likely to be incurred to make the sale) and their value in use. The value in use of the CGU or the grouping of several CGUs is determined using a multi -criteria method (which uses the higher of value in use and fair value) which is mainly based on the discounted cash flow method (DCF) supported by stock-market comparison and transaction multiple methods , if necessary. The basic principles of the DCF method are: • estimated cash flow (before tax) is derived from business plans generally covering five-year periods drawn up by Group management; • the discount rate is determined on the basis of weighted average cost of capital; and • terminal value is calculated as the sum to in finity of the discounted cash flows, which are determined on the basis of a normalised cash flow and a growth rate for the business line concerned. This assumed growth rate must be consistent with the growth potential of the markets in which the activity is conducted, as well as with the entity’s competitive position in those markets. The multiples approach via market comparables is based on determining a sample of comparable listed companies, for which a multiple is calculated and reapplied to those aggregates considered relevant. The multiples approach via comparable transactions is based on selecting a panel of transactions in comparable companies and reapplying these to the aggregates considered relevant. An impairment loss is recognised, if applicable, if the net carrying amount of the assets directly related to or attributable to the CGUs or groups of CGUs is higher than the recoverable amount of the CGU or group of CGUs and is written off in priority against goodwill (irreversible loss), then against other intangible assets and property, plant and equipment on a pro rata basis for their carrying amount (reversible loss). Brands are tested individually. Their recoverable amount is determined using the royalty method. An impairment loss is recognised, if applicable, if the net book value of the brand is greater than its recoverable amount (reversible). Sensitivity tables are created for all impairment tests carried out. 2.3.8 Inventories Inventories relate to: • programmes of property development projects (i) on behalf of third parties and (ii) to develop parts of shopping centres not intended to be held in the managed portfolio (hypermarket building shells, parking facilities, etc.); and • programmes where their nature or specific administrative situation prompts a decision to classify them as inventory (dealer’s stock) or where a final decision to hold them in the portfolio has not been made. In accordance with the clarification of IAS 23 (in 2019) for the financial year, the interest expenses which can be allocated to programmes are no longer incorporated into inventories connected with off -plan sales (VEFA) transactions or with property development contract (PDC) transactions. These inventories are in a position to be sold quickly and therefore no time is necessary for its development; the stored asset is therefore in saleable condition. Allocated interest expenses are recognised directly as expenses. Inventories are carried at cost price, less the portion of the cost price recognised on a percentage -of-completion basis for off -plan sales or property development contract transactions. The cost price includes: • the acquisition cost of land; • construction costs (including roads and infrastructure work); • all technical and programme management fees, whether internal or external to the Group; and • related expenses associated directly with the construction programme. Generally speaking, whenever the net realisable value of inventories and work in progress is less than the cost price, impairment losses are recognised.
Page 18
18 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 2.3.9 Contract assets or liabilities Further to the application of IFRS 15, the Group records a contract asset or liability in the statement of financial position in the context of the recording of contracts in the accounts on the percentage-of-completion method. The asset or liability corresponds to the amount generated by the ordinary activities based on off -plan sales or property development contracts, aggregated to date, for which the obligation to provide a service is fulfilled on a progressive basis, net of any client payments received to date. These are to a certain extent receivables not yet due, corresponding to any advances between collected calls for funds and the actual percentage of completion at the closing date. Within the statement of the financial position, the service is as follows: • “Contract assets”, if the receivables calculated on percentage of completion are greater than collected calls for funds; • “Contract liabilities”, if the receivables calculated on percentage of completion are less than collected calls for funds. 2.3.10 Financial assets and liabilities The Group has chosen not to apply hedge accounting: the provisions of IAS 39 therefore apply in accordance with the transitional provisions of IFRS 9. Application principles for IAS 32, IFRS 9 and IFRS 7 are as follows: Measurement and recognition of financial assets and liabilities • Trade and other receivables are measured at face value less any allowances for impairment. In accordance with IFRS 9, with regard to impairment, the Group applies to its trade receivables (mainly in the Retail business) a model based on expected losses (expected credit losses based on the useful life of the receivables, itself based on the experience of the Group’s historic credit losses). • Receivables relating to participating interests in equity affiliates are classi fied in the balance sheet under “Securities and receivables on equity -method affiliates”. For the Property Development transactions, receivables from companies accounted for by the equity method have a short collection period (in relation to the operating cycle of the Development). For Retail transactions, these receivables have a longer maturity in relation to the holding period of the underlying asset. • Current financial assets mainly concern current account advances to minority shareholders of consolidated companies or deconsolidated companies. They are recognised at amortised cost. Non -current financial assets mainly concern securities not consolidated. They are recognised at fair value through profit or loss. • Equity instruments mainly comprise equity securities of non-consolidated companies. For the shares of listed companies, their fair value is determined on the basis of estimation including, where necessary, the market indicators on the closing date. They are recognised as at fair value through profit or loss if they are held for trading; optionally, they may also be recognised at fair value in non-recyclable other comprehensive income (changes in fair value are registered in a separate equity line item under “other comprehensive income”). For unlisted securities, if the fair value cannot be reliably determined at each closing, they remain in the balance sheet at their initial fair value, i.e. at purchase price increased by transaction costs, adjusted by any ga ins or losses of value determined by an analysis of the proportionate share of the equity held. At each acquisition of equity securities, a similar analysis will be carried out to determine the Group’s management intention. • Deposits and securities paid concern deposits paid on projects. They are the offsetting amount of security deposits paid into escrow accounts by shopping centre tenants (deposits and securities not discounted) and/or, guarantee deposits paid for buildings occupied by the Group. • Derivative financial instruments (assets and liabilities) are considered as being held for trading. They are measured at fair value. The change in fair value of derivatives is recognised in the income statement (Line “Change in value and income from dispos al of financial instruments”). • Cash as de fined in IAS 7 includes liquid assets in bank current accounts and holdings in deposit accounts that are redeemable or tradable in the very short term (i.e. initial maturity of less than three months) and carry no significant risk of loss of value through fluctuations in interest rates. These deposits accounts are carried on the balance sheet at fair value. Their changes in the fair value are recognised in income, with a corresponding adjustment to cash. Cash must be available immediately for the needs of the Group or its subsidiaries. • All borrowings and interest -bearing liabilities are initially recognised at fair value, less directly attributable transaction costs. Thereafter, they are carried at amortised cost using the effective interest rate (EIR) method (presented in the income sta tement, line “Net borrowing costs”). Initial EIRs are calculated by an actuary. In the event of renegotiation of financial liability contracts recognised at amortised cost; a study is carried out on a case -by-case basis to determine whether the renegotiation leads to a substantial change in the financial liability and therefore its derecognition or, alternatively, the maintenance of the financial liability on the balance sheet and the adjustment of its amortised cost through profit or loss. Determination of the fair value of financial instruments (other than interest-bearing debt) Financial assets and liabilities are initially recognised at the fair value of the price paid, including acquisition -related costs. After initial recognition, assets and liabilities are measured at fair value, estimated from the observable and unobservable inputs available. For financial assets and liabilities such as OTC derivatives, swaps, caps, etc. that are traded on active markets (market composed of numerous transactions, continuously displayed
Page 19
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 19 and traded prices), fair value is estimated by an actuary using commonly accepted models and in compliance with guidance from IFRS 13 “Fair value measurement". A mathematical model is used to bring together calculation methods based on recognised financial theories. This takes into account the measurement of credit risk (or risk of default) of Altarea vis - à-vis its bank counterparties and the risk of its counterparties vis-à-vis Altarea (Credit Value Adjustment/ Debit Value Adjustment). The Group app lies the default probability calculation method used by the secondary market (according to estimated bond spreads of its counterparties). Financial liabilities related to business combinations are measured at fair value at each reporting date based on the best estimate of the amounts to be paid discounted at the market rate. The realisable value of financial instruments may differ from the fair value calculated at the closing date of each financial year. 2.3.11 Equity Equity represents the residual value of assets, after liabilities have been deducted. Issuance costs for equity securities including merger-related costs are deducted from the proceeds of the issue. An instrument is an equity instrument if the instrument includes no contractual obligation to deliver cash or another financial asset, or to exchange assets or liabilities with another entity under conditions unfavourable to the issuer. On that basis, the Subordinated Perpetual Notes issued by Altarea SCA ( TSDI - Titres Subordonnés à Durée Indéterminée) are equity instruments. Own equity instruments that have been bought back (treasury shares) are deducted from equity. No gain or loss is recognised in income when own equity instruments of the Company are purchased, sold, issued or cancelled. 2.3.12 Share-based payments Share-based payments are transactions based on the value of the securities of the issuing company: stock options, free share allocation rights and company savings plans (PEE). These rights may be settled in equity instruments or cash: in the Group, all plans concerning Altarea shares must be settled in equity instruments. In accordance with the provisions of IFRS 2, share -based payments to corporate officers or employees of Altarea (in compensation for their roles as corporate officers or employees of Altarea) or Group companies are accounted for in the financial statements as follows: the fair value of the equity instrument awarded is recognised in the income statement as a personnel cost, with a corresponding increase in equity if the plan is to be settled in equity instruments, or in a liability if the plan is to be settled in cash. This personnel cost representing the bene fit granted (corresponding to the fair value of the services rendered by the employees in their role as employees) is valued by an actuary at the award date using the binomial Cox -Ross- Rubinstein mathematical model and the Monte Carlo method calculated on the basis of a turnover determined over the last three years. This model is adapted to suit plans that provide for a vesting period and a lock -up period. The expense is spread over the vesting period. Share grant pla ns and employee investment plans are measured on the basis of market value. 2.3.13 Earnings per share Undiluted net income per share (in euros) Undiluted net income per share is calculated by dividing net income (Group share) by the weighted average number of ordinary shares in issue during the period. Diluted net income per share (in euros) Diluted net income per share is calculated by dividing net income (Group share) by the weighted average number of ordinary shares in issue adjusted for the dilutive effects of the options during the period. The dilutive effect is calculated according to the “share buyback” method. Under this method, the funds received from the exercise of options are assumed to be applied first to repurchasing own shares at the market price. The market price is taken to be the volume-weighted average of average monthly prices of Altarea shares. The theoretical number of shares repurchased at this market price is subtracted from the total numb er of shares produced by the exercise of options. The number calculated using this meth od is then added to the average number of shares in issue to produce the denominator. Potential ordinary shares shall be treated as dilutive if the conversion in ordinary share implies a reduction in the result per share.
Page 20
20 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 2.3.14 Employee benefits In accordance with IAS 19 and amendments, employee benefits are recognised under “Personnel costs” in the income statement, with the exception of liability (or asset) revaluations recognised directly in equity and recorded in “Other comprehensive income”. Post-employment benefits Benefits payable at retirement are paid to employees at the time of retirement based on length of service (capped according to the scales defined in the agreements applied by the Group) and their salary at retirement age. These benefits are part of the de fined bene fits plan, a plan to which the employer is formally or implicitly committed in an amount or a level of benefits and therefore bears the risk in the medium or long term. A provision is recorded in the liabilities to cover all these pension commitments. It is regularly valued by independent actuaries according to the projected credit unit method and represents the probable present value of the vested rights taking into acco unt salary increases until retirement, collective and Company agreements, the probability of retirement and the probability of survival. The formula for the past service obligation can be broken down as follows: Past service cost = (benefit rights acquired by the employee) (probability that the entity will pay the bene fits) (discounting to present value) (payroll tax coefficient) (length of service to date/ length of service at retirement). The provision is recognised and spread over the last few years of service of the employee until they reach the cap, taking into account any intermediate levels that apply. The main assumptions used for estimating the pension obligation are as follows: • Discount rate: Yield on AA-rated corporate bonds (euro zone) with maturities of more than 10 years. The Group uses the Iboxx rate which stands at 3.10%. • Mortality table: Women’s Table (TF) and Men’s Table (TH) 2000- 2002. • Reason for departure: depending on local laws and for France, voluntary retirement on the date of eligibility for full pension benefits. • Turnover: annual average turnover observed over the last 3 years, standing at between 4.70% and 8.60% depending on branch and age group. • Long-term salary adjustment rate (including in flation): 2.70%. Actuarial gains and losses and valuation adjustments are recorded directly in equity under “other comprehensive income”. The amount of the obligation determined using this method is then reduced by the value of any assets held to cover it (not applicable in this case). Other post-employment benefits These benefits are offered under defined -contribution pension plans. As such, the Group has no obligation except to pay its share of contributions. The expense corresponding to contributions paid is recognised in the income statement as incurred. Severance pay Where applicable, payments for termination of an employment contract are provisioned on the basis of the collective agreement. Short-term benefits Short-term bene fits include in particular an incentive agreement for employees to share in the pro fit recorded by their economic and social unit, signed by the service companies of the Group that are members of the economic and social unit, and the works council. Bene fits also include an employee profit-sharing plan applicable to the profit of the economic and social unit as required under French common law. Short-term employee bene fits including those arising from these profit-sharing plans are expensed as incurred. 2.3.15 Provisions and contingent liabilities In accordance with IAS 37, a provision is recognised when an obligation to a third party will result in a likely out flow of resources without any equivalent bene fits being received in consideration, and when the amount required to settle the obligation can be reliably estimated. The provision is maintained as long as the timing and amount of the out flow of resources are not known with precision. In general, these provisions are not linked to the Group’s normal operating cycle. Provisions are discounted when appropriate using a pre-tax yield on cost that reflects the risks specific to the liability. Non-current provisions consist mainly of provisions arising from litigation between the Group and third parties or from rent guarantees. Contingent liabilities correspond to: • a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Company; or • a present obligation that arises from past events but is not recognised because it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation, or, because the amount of the obligation cannot be measured with sufficient reliability. These contingent liabilities are not recognised on the balance sheet. A disclosure is made in the notes unless the amounts at stake can reasonably be expected to be small.
Page 21
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 21 2.3.16 Corporate income tax Following its decision to adopt the retail REIT tax status, the Group is subject to a specific tax regime: • a retail REIT sector comprising the Group companies that have elected to adopt retail REIT tax status and are therefore exempt from income tax on their ordinary profits and gains on disposal, • a taxable sector comprising those companies that cannot elect to adopt SIIC status. Income taxes are recognised in accordance with IAS 12. From the time that SIIC (retail REIT) tax status was adopted, deferred taxes are calculated for companies without such status and on the taxable pro fits of companies in the REIT sector. They are recognised on all timing differences between the carrying amounts of assets and liabilities and their values for tax purposes, and on tax loss carry forwards, using the liability method. Deferred tax assets and liabilities are measured using the liability method at the tax rates expected to apply when the asset will be realised or the liability settled, on the basis of known tax rates at the closing date. Since 31 December 2016, the Group has applied the gradual and programmed reduction in the rate in its consolidated financial statements in accordance with the Finance Act in force. Deferred tax assets are reassessed at each closing date and are recognised where it is likely that future taxable profits will allow their recovery based on a business plan for tax purposes prepared by management for a reasonable period. Deferred taxes in the balance sheet are presented in a net position at the level of each tax consolidation group, as either an asset or a liability in the consolidated balance sheet. Taxes on items recognised directly in equity are also recognised in equity, not in the income statement. 2.3.17 Revenue and revenue-related expenses Net rental income comprises: rental income and other net rental income less land expenses, non -recovered service charges, other charges and net allowances to provisions for impairment for bad debts. Rental income includes gross rental income, including the effects of spreading stepped rents over the non -cancellable lease term, rent holidays and other bene fits granted by contract to the lessee by the lessor, and notably reductions granted during the lease term. In accordance with IFRS 16: • this rental income is recognised on a straight -line basis for the entire term of the lease. The Group therefore retains substantially all the risks and rewards incidental to ownership of its investment properties; • contingent rent amounts (stepped rents, rent holidays and other benefits granted to lessees) are recognised on a straight -line basis over the firm lease term, which is understood as the period during which the lessee has no right to cancel. These amounts therefore increase or reduce rental income for the period; • initial lease payments received as a lump sum by the lessor are analysed as additional rent. As such, entry fees are spread on a straight-line basis over the fixed term of the lease; • termination fees are charged to tenants when they terminate the lease before the end of the contract term. These fees are accounted for as part of the lease agreement that was terminated and are taken to income in the year they are recognised. When the lessor terminates a lease before its term, the lessor pays a termination fee to the tenant in place. If payment of an early termination fee enables performance of the asset to be enhanced (such as by replacing a tenant, increasing the rent and thereby the value of the asset), this expenditure may be capitalised. If not, this expenditure is expensed as incurred. If an early termination fee is paid as part of major renovation or reconstruction work on a building that requires tenants to leave, this expenditure is capitalised and included in the cost price of the asset under development or redevelopment. • the reductions granted are of two types: - assistance granted in the context of renegotiations, without any consideration, is recognised as an exceptional rent reduction in rental income; and - assistance granted in the context of renegotiations, with modification of the contract (usually extensions of the lease term, etc.) are spread on a straight -line basis in accordance with IFRS 16 and deducted from rental income. Land expenses correspond to the variable amounts of fees for temporary occupancy permits and construction leases. These variable amounts do not fall within the scope of IFRS 16. Non-recovered rental expenses are expenses normally passed on to tenants (rental expenses, local taxes, etc.), but for which the owner is still liable due to their ceiling or the vacancy of rental floor areas. Other expenses include the lessor’s contributions to the centres’ marketing, non -capitalised construction work not passed on to the tenants, rental management fees on certain leases. Net property income is the difference between revenues and cost of sales, selling expenses and net allowances for impairment on bad debt and inventories. It corresponds primarily to the net property income on the Residential and Business property sectors, plus the net property income on sales of projects related to the development business in the Retail sector. For property development activities, the net property income is recognised in the Group’s financial statements using the percentage-of-completion method.
Page 22
22 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA All property development/off -plan sales and property development contract transactions are concerned by this method. For these programmes, revenue from notarised sales is recognised, in accordance with IFRS 15 “Revenue from contracts with customers”, in proportion to the percentage of completion of the programmes, measured by the total percentage of costs directly related to construction (including the cost of land) incurred in comparison to the total forecast budget (updated at each closing date) combined with the percentage of sales realised determined relative to budget total sales. The event giving rise to recognition of percentage -of- completion revenue is thus the purchase of the land combined with the signature of deeds of sale (notarised sales). Net property income on property development projects is measured according to the percentage -of-completion method based on the following criteria: • project recorded by the other party to the contract; • existence of documented projections reliable enough to provide a sound estimate of the overall economics of the transaction (selling price, stage of completion of construction work, no risk of noncompletion). Losses on “new projects” are included in net property income. The cost of winning contracts is included in the cost of sales for real estate operations (line item “Cost of sales” in the analytical income statement and line item “Selling expenses” in the comprehensive income statement). It comprises sales commissions directly attributable to a sale and commissions paid to third parties (non-group marketing fees). Net overhead expenses correspond to income and expense items inherent in the business of the Group’s service companies. For each operating segment, income includes payments for services provided to third parties, such as delegated project management fees related to Property Development activities, rental management fees (syndicate agent, co -ownership management), and fees f or marketing and other services, internal management fees (after elimination of intercompany profit margins – see note on investment properties or inventories). Expenses includes personnel costs, overhead costs (miscellaneous fees, operating expenses, etc. excluding fixed rent paid which has now been restated in accordance with IFRS 16), as well as depreciation of operating assets. Capitalised production and production held in inventory is deducted from this amount. Other income and expenses relate to Group companies that are not service providers. They mainly correspond to overhead costs and miscellaneous management fee income. Amortisation of intangible assets and depreciation of property, plant and equipment other than assets in operation are included in this line item. 2.3.18 Leases Since 1 January 2019, the Group applies IFRS 16 – Leases. Leases in the financial statements with the Company as lessor For landlords, IFRS 16 maintains the distinction between finance and operating leases. Accordingly, in the consolidated financial statements where the Group acts as lessor: • rental income generated by operating leases concerns rent paid on properties/centres in operation; and • going forward, all expenses re -invoiced to tenants, excluded from the revenue, are presented as a speci fic item in the income statement. Leases in the financial statements with the Company as lessee Under IFRS 16, tenants will no longer distinguish between finance lease contracts and operating lease contracts. For all leases de fined as “rental contracts”, this standard requires to recognise a right -of-use asset in the balance sheet statement of the tenants (as non-current assets) and a corresponding lease liability (as financial liabilities). Leases entered into by the Group lying within the field of application of the standard mainly concern two types of leases which are financially fundamentally different: • property leases (the Group leases its offices in the majority of cities where it operates) and vehicle leases; • leases relating to photovoltaic infrastructure. In many cases, these leases include variable rents that are excluded from the calculations made to determine the right-of-use and lease liability; • Temporary Occupation Authorisations for stations and Construction Leases for some of its Retail assets. Temporary Occupation Authorisations are covered by IFRS 16. The Group is the occupying party and, therefore, the agreement grants the Group certain rights regarding the work, constructions and real estate facilities. Under IFRS 16, fixed fees are restated over the term of the contracts. The key assumptions used to calculate the debt and therefore the right of use are the term of the contracts and the rate: • terms correspond to the fixed period of the commitment, taking into account any optional periods for which there is a reasonable expectation of these being exercised; • discount rates applied when a contract comes into effect are based on the incremental debt ratio of each company carrying a contract. These rates are determined on the effective date of new contract. The Group applies one of the exemptions proposed by the standard, on short-term leases (less than 12 months) which are not restated.
Page 23
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 23 The presentation in the Group’s financial statements is as follows: • on the balance sheet, an asset is recorded in the form of a right -of-use asset in exchange for a liability corresponding to the rent. The Group therefore acknowledges a right -of-use on tangible and intangible fixed assets (connected to its property and vehicle lease agreements) as consideration for its lease liabilities; and a right -of-use for investment properties (notably in relation to Temporary Occupation Authorisations) in exchange on the contractual fees on investment properties; • in the income statement, rents from office and vehicle leases (previously recorded under operating expenses) are replaced by charges for depreciation of the right -of- use assets and by interest charges; land charges (AOT, BAC royalties), are replaced by cha nges in the value of investment properties and interest charges. Leases and rental fees entered at 31 December correspond mainly to variable rent due under certain lease agreements and to rental expenses (which, in accordance with the application of the standard, are not restated); • on the cash flow statement, cash flows related to financing activities are impacted by the repayment of lease obligations and contractual fees on investment properties (within a single item “Repayment of lease liabilities”) and interest expenses. The change in amounts reflects new contracts or the end of contracts during the period. Moreover, during the lifetime of the agreement, lease liability and right-of-use asset may vary based on changes in the rent index defined in the leases. The main indexes are: the French national construction costs index, the French office rent index, the French commercial rent index and the French benchmark rent index. 2.3.19 Adjustment to value of investment properties Adjustments to the value of each property measured at fair value are recognised in the income statement under “Change in value of investment properties” and are determined as follows: Market value excluding transfer duties at the end of the period (taking into account the impact of stepped rents and rent holidays as measured by the appraiser) minus [Market value at the end of the previous period if the property was measured at fair valu e or cost of the property is marked to market for the first time + amount of construction work and expenses eligible for capitalisation during the year + effect of deferral period for stepped rents and rent holidays net of the deferral of initial lease payments]. Moreover, impairment losses on each property measured at cost are recognised in the income statement under “Net impairment of investment properties measured at cost”. 1 Fund From Operations 2.3.20 Borrowing costs or costs of interest-bearing liabilities The cost of net financial debt includes interest incurred on borrowings including the amortisation of issuance expenses, and other financial liabilities, income from loans and advances to participating interests, gains on sale of marketable securities and the impact of interest -rate swaps used as interest-rate hedges. Other financial results include expenses related to rental obligations and contractual fees on investment properties. 2.3.21 Cash flow statement The cash flow statement is presented using the indirect method permitted under IAS 7. Tax expense is shown as a single item in cash flows from operating activities. Interest paid is shown in cash flows from financing activities, and interest received is shown in cash flows from investing activities. Dividends paid are classi fied as cash flows from financing activities. 2.3.22 Operating segments IFRS 8 “Operating segments” requires the presentation of operating segments to re flect the Company’s organisation and internal reporting system. An operating segment represents an activity of the Company that incurs income and expenses and whose operating income is regularly reviewed by the Company’s Management on the one hand and its operational Managers on the other. Each segment prepares its own separate financial information. The Company’s internal reporting is based on an analysis of the period’s results in accordance with: • Funds from operations (FFO)(1) ; • changes in value (unrealised or realised), estimated expenses, and transaction costs. According to these analytical criteria, operating income, including earnings from equity affiliates, is monitored on an operating segment basis. In addition to operating income, asset book values (and certain related liabilities) are monitored by operating segment when they are directly related or can be allocated to a sector. They are considered economic assets of the sector in question. The Company has the following operating segments: • Retail: shopping centres under management or under development. • Residential: residential property development. • Business property: the property development, services and investment business.
Page 24
24 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA • New businesses: real estate asset management (retail funds and institutional club deals), data centers and photovoltaic infrastructure (business run under “developer/asset manager” model). • Items under “Others (Corporate)” allow reconciliation of various reporting indicators with accounting indicators. Borrowing costs, changes in the value of financial instruments and gains and losses from their disposal, taxes, and earnings from non-controlling interests are not allocated directly by sector. Balance -sheet items such as financial assets and liabilities cannot be allocated, nor can deferred - tax assets corresponding to the recognition of tax losses. As part of the Group’s current operations: 1. Funds from operations (FFO) FFO measures the creation of wealth available for distribution through net income (Group share of FFO). Funds from operations are defined as net income, Group share (i.e. attributable to equity holders of the parent company), exclusive of changes in value, estimated expenses, and transaction costs. The main aggregates of the funds from operations monitored by the Group for internal reporting purposes are: • Net income of the segment, including impairment of current assets: - Retail: net rental income. - Residential and Business property: net property income. • Net overhead expenses, which bring together all services that absorb part of the overheads and operating costs, including personnel costs, other operating expenses, other segment income and expenses and expenses covered by reversals of used provisions (inc luding the restatement of fixed rents following application of IFRS 16 – Leases). • Share of funds from joint ventures or associates’ operations. Net borrowing costs are the net borrowing costs excluding estimated expenses which correspond in particular to the spreading of bond issue costs (shown in changes in value, estimated expenses and transaction fees). Other financial results mainly correspond to expenses related to rental obligations and contractual fees on investment properties. Tax (FFO) is the tax due for the period excluding deferred taxes and excluding tax due relating to changes in value (exit tax, etc.). 2. Changes in value, estimated expenses, and transaction costs These changes in value measure the value created or realised by the Company during the period. The relevant indicator for monitoring value is the change in going concern net asset value, to which funds from operations contribute. This management indicator is presented in detail in the business review. The main operating aggregates monitored by the Group in internal reports are: • Changes in value which concern gains and losses from the Retail sector: - from asset disposals, and where applicable, extraordinary payments received and equivalent in economic terms to the value of the asset sold; - from the value of investment properties, including value adjustments for properties measured at fair value (including right-of-use assets) or held for sale as well as impairment losses of properties measured at cost. • Estimated expenses include: - expenses or net allowances for the period related to share-based payments or other benefits granted to employees; - allowances for depreciation and amortisation net of reversals for non -current assets other than investment properties, including allowances relating to intangible assets or goodwill identified during business combinations, and right -of-use relating to tangible and intangible assets; - allowances for non -current provisions net of used or unused reversals. • Transaction costs include fees and other non-recurring expenses incurred from corporate development projects that are ineligible for capitalisation (e.g. expenses incurred from business combinations or equity investments, whether completed or not) or that are ineligible for inclusion under issuance costs (e.g. certain commissions incurred from capital management). Income and expenses outside the Company’s going concerns are also included. Also presented are changes in value and income from disposal of financial instruments representing adjustments in the value of financial instruments measured at fair value as well as the effect of discounting debt and receivables. Results from the disposal of financial instruments represent the balance for amounts incurred in the period from restructuring or cancelling financial instruments.
Page 25
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 25 3.Non-controlling interests The line relating to non -controlling interests corresponds to the share of net income attributable to minority shareholders of subsidiaries divided between the share of the funds from operations (FFO) and the share attributable to minority shareholders of subsidiaries of changes in value, estimated expenses, transaction costs and deferred tax. In the case of exceptional transactions , the contracts are specifically analysed, and the indicators presented above may in some cases be adjusted, i.e. reclassi fied to match their internal reporting presentation for greater clarity.
Page 26
26 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA NOTE 3 INFORMATION ON OPERATING SEGMENTS 3.1 Balance sheet items by operating segment As of 31 December 2024 (€ millions) Retail Residential Business Property New businesses Others (Corporate) TOTAL Operating assets and liabilities Intangible assets 17.5 301.8 15.7 14.2 10.0 359.2 Property, plant and equipment 4.0 16.8 0.0 143.3 1.1 165.2 Right-of-use on tangible and intangible fixed assets 0.2 111.1 0.1 1.6 0.1 113.1 Investment properties 4,002.3 – 13.5 0.4 – 4,016.2 Securities and investments in equity affiliates 141.8 75.1 102.9 37.9 – 357.7 Operational working capital requirement (WCR) 11.1 318.1 54.1 73.6 (12.9) 444.0 Total operating assets and liabilities 4,177.0 823.0 186.2 271.0 (1.8) 5,455.4 As of 31 December 2023 (€ millions) Retail Residential Business Property New businesses Others (Corporate) TOTAL Operating assets and liabilities Intangible assets 17.5 314.9 21.5 3.4 12.1 369.5 Property, plant and equipment 4.9 18.9 0.0 0.9 1.8 26.5 Right-of-use on tangible and intangible fixed assets 0.2 120.2 0.1 0.0 0.1 120.6 Investment properties 3,936.1 – 12.5 – – 3,948.6 Securities and investments in equity affiliates 135.7 90.0 101.7 (0.3) – 327.1 Operational working capital requirement (WCR) (24.7) 349.4 240.3 34.7 32.9 632.6 Total operating assets and liabilities 4,069.8 893.5 376.0 38.7 46.9 5,424.9 3.2 Consolidated income statement by operating segment See consolidated income statement by segment in the notes to the financial statements.
Page 27
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 27 3.3 Reconciliation of the statement of consolidated comprehensive income and of the consolidated income statement by segment 3.3.1 Statement of comprehensive income with the same breakdown as the income statement by segment 31/12/2024 31/12/2023 (€ millions) Funds from operations (FFO) Changes in value, estimated expenses and transaction costs (chg. val.) Total Funds from operations (FFO) Changes in value, estimated expenses and transaction costs (chg. val.) Total Rental income 243.5 – 243.5 231.8 – 231.8 Property expenses (8.0) – (8.0) (6.5) – (6.5) Unrecoverable rental expenses (9.7) – (9.7) (10.3) – (10.3) Expenses re-invoiced to tenants 65.2 – 65.2 63.8 – 63.8 Rental expenses (74.9) – (74.9) (74.0) – (74.0) Other expenses 1.6 – 1.6 0.7 – 0.7 Net charge to provisions for current assets (10.9) – (10.9) (11.0) – (11.0) Net rental income 216.4 – 216.4 204.8 – 204.8 Revenue 2,466.3 – 2,466.3 2,418.5 – 2,418.5 Cost of sales (2,244.3) 4.0 (2,240.3) (2,133.8) (119.4) (2,253.2) Other income (74.9) (0.0) (74.9) (89.3) 0.0 (89.3) Net charge to provisions for current assets (8.2) (7.4) (15.6) (49.9) (192.8) (242.6) Amortisation of customer relationships – (2.3) (2.3) – (5.9) (5.9) Net property income 138.8 (5.7) 133.2 145.5 (318.1) (172.6) External services 58.7 – 58.7 62.0 – 62.0 Own work capitalised and production held in inventory 138.6 – 138.6 154.4 – 154.4 Personnel costs (213.7) (23.2) (236.9) (215.5) (25.7) (241.2) Other overhead expenses (70.5) (0.4) (70.9) (92.0) 0.2 (91.8) Depreciation expenses on operating assets – (31.2) (31.2) – (30.6) (30.6) Net overhead expenses (86.9) (54.8) (141.7) (91.0) (56.0) (147.1) Other income and expenses (1.7) (0.3) (1.9) (7.4) (0.7) (8.1) Depreciation expenses – (3.2) (3.2) – (1.3) (1.3) Transaction costs – (2.8) (2.8) – (1.9) (1.9) Others (1.7) (6.2) (7.8) (7.4) (3.9) (11.3) Proceeds from disposal of investment assets – 6.4 6.4 – (2.9) (2.9) Carrying amount of assets sold – (6.4) (6.4) – (0.8) (0.8) Net gain/(loss) on disposal of investment assets – (0.1) (0.1) – (3.7) (3.7) Change in value of investment properties – 2.8 2.8 – (189.8) (189.8) Net impairment losses on investment properties measured at cost – – – – (0.6) (0.6) Net impairment losses on other non-current assets – (12.3) (12.3) – (54.6) (54.6) Net charge to provisions for risks and contingencies – 7.6 7.6 – (31.9) (31.9) Impairment of goodwill – – – – (0.6) (0.6) OPERATING INCOME BEFORE THE SHARE OF NET INCOME OF EQUITY AFFILIATES 266.7 (68.7) 198.1 251.9 (659.2) (407.3) Share in earnings of equity-method affiliates 7.4 4.0 11.3 (3.8) (64.9) (68.8) OPERATING INCOME AFTER THE SHARE OF NET INCOME OF EQUITY AFFILIATES 274.1 (64.7) 209.4 248.1 (724.1) (476.0) Net borrowing costs (28.5) (5.8) (34.3) (33.0) (5.1) (38.2) Financial expenses (120.5) (5.8) (126.3) (73.0) (5.1) (78.1) Financial income 92.0 – 92.0 39.9 – 39.9 Other financial results (31.8) (3.5) (35.3) (30.8) (2.8) (33.5) Discounting of debts and receivables – – – – 0.4 0.4 Change in value and income from disposal of financial instruments – (58.7) (58.7) – (72.8) (72.8) Gains or losses on disposals of equity interests – (5.9) (5.9) – (2.8) (2.8) Profit before tax 213.8 (138.7) 75.2 184.3 (807.2) (622.9) Corporate income tax (4.0) 14.9 10.9 0.1 114.3 114.4 NET INCOME 209.8 (123.7) 86.1 184.3 (692.9) (508.6) o/w Attributable to Altarea SCA shareholders 127.2 (121.1) 6.1 101.2 (574.1) (472.9) o/w Attributable to non-controlling interests in subsidiaries (82.6) 2.6 (80.0) (83.1) 118.8 35.7 Average number of non-diluted shares(a) 21,312,636 21,312,636 21,312,636 20,490,581 20,490,581 20,490,581 Net earnings per share attributable to shareholders of Altarea SCA (€) 5.97 (5.68) 0.29 4.94 (28.02) (23.08) Diluted average number of shares(a) 21,791,045 21,791,045 21,791,045 21,020,550 21,020,550 21,020,550 Diluted Earnings per share attributable to shareholders of Altarea SCA (€) 5.84 (5.56) 0.28 4.81 (27.31) (22.50) (a) In accordance with IAS 33, the weighted average number of shares (diluted and undiluted) is adjusted retrospectively to take into account the capital increases that took place in April, July, September and October 2024 to allow the delivery of free shares.
Page 28
28 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 3.3.2 Reconciliation of operating income between the two income statements 31/12/2024 31/12/2023 (€ millions) Retail Residenti al BP (a) New Busines ses Others (Corporate) TOTAL Retail Residenti al BP (a) New Busines -ses Others (Corporate) TOTAL Net rental income 216.4 – – – – 216.4 204.8 – – – – 204.8 Net property income 5.1 68.2 58.7 1.1 (0.0) 133.2 0.5 (175.4) 2.7 (0.3) (0.0) (172.6) Net overhead expenses (22.7) (83.6) (21.8) (10.2) (2.3) (139.7) (20.6) (104.9) (5.9) (6.6) (9.0) (147.1) Others (4.1) 0.1 3.9 (6.5) (1.3) (7.8) (5.9) (1.5) 0.5 (0.7) (3.6) (11.3) Net gain/(loss) on disposal of investment assets (0.1) – – – – (0.1) (3.7) – – – – (3.7) Value adjustments 4.7 (10.8) (3.5) – 0.1 (9.5) (190.4) (11.8) (42.7) – (0.1) (245.0) Net charge to provisions for risks and contingencies 2.8 6.0 1.6 (2.8) 0.0 7.6 6.8 (32.7) (3.9) (2.6) (0.0) (32.4) Share in earnings of equity-method affiliates 15.6 (7.6) 1.4 2.0 – 11.3 (13.8) (3.7) (50.9) (0.4) – (68.8) OPERATING INCOME (Statement of consolidated comprehensive income) 217.7 (28.5) 40.1 (16.4) (3.5) 209.4 (22.3) (330.1) (100.3) (10.7) (12.7) (476.0) Reclassification of net gain/(loss) on disposal of investments – – – OPERATING INCOME (Income statement by segment) 217.7 (28.5) 40.1 (16.4) (3.5) 209.4 (22.3) (330.1) (100.3) (10.7) (12.7) (476.0) (a) BP: Business Property 3.4 Revenue by geographical region and operating segment By geographical region 31/12/2024 31/12/2023 (€ millions) France Italy Spain Others Total France Italy Spain Others Total Rental income 222.3 8.0 13.2 – 243.5 210.9 7.8 13.1 – 231.8 External services 24.9 1.5 0.3 – 26.7 23.3 1.4 0.3 – 25.0 Property development 24.0 – – – 24.0 2.2 – – – 2.2 Retail 271.2 9.5 13.6 – 294.3 236.4 9.2 13.4 – 259.0 Revenue 1,959.0 – – – 1,959.0 2,218.1 – – – 2,218.1 External services 26.7 – – – 26.7 29.0 – – – 29.0 Residential 1,985.7 – – – 1,985.7 2,247.1 – – – 2,247.1 Revenue 471.9 – – – 471.9 196.0 – – – 196.0 External services 4.6 – – 0.1 4.7 8.0 – – – 8.0 Business Property 476.5 – – 0.1 476.6 204.0 – – – 204.0 New businesses 11.7 – – – 11.7 2.1 – – – 2.1 Others (Corporate) 0.3 – – – 0.3 0.1 – – – 0.1 TOTAL 2,745.4 9.5 13.6 0.1 2,768.5 2,689.8 9.2 13.4 – 2,712.4 The Altarea Group operates mainly in France, Italy and Spain in 2024, as in 2023. One client in the Residential sector accounted for more than 10% of the Group’s revenue, i.e., €252 million in 2024 and €359.7 million in 2023. Four clients accounted for more than 10% of the Group’s revenue, respectively, in the Business Property sector, i.e. €384 million in 2024.
Page 29
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 29 NOTE 4 MAJOR EVENTS AND CHANGES IN THE SCOPE OF CONSOLIDATION 4.1 Major events Retail The Group has pursued a strategy of selecting the most promising formats (large shopping centres, travel retail, retail parks, convenience stores) and currently manages a portfolio of 43 particularly high -performing shopping centres. These assets are mainl y held in partnerships with leading institutional investors. The growth in footfall and retailer revenue was once again solid this year, confirming the attractiveness of the sites and the quality of their commercial offering. Rental activity remained dynamic in 2024, driven by demand from leading brands attracted by the quality of the Group’s assets. Projects under development progressed on schedule during the year, with successes such as: • Paris-Austerlitz station: the restructuring of the retail spaces is progressing at a good pace and marketing is under way; • Italian railway stations(2): the Group negotiated a six-year extension of the concessions on its five Italian stations (25,395 m²), now set to expire in 2047; • Grand Paris Express: Altarea, in partnership with RATP Travel retail, has been selected as the preferred bidder for a 12-year concession to develop and operate retail facilities at the 45 stations of the Grand Paris Express. Finalization of this operation is subject to signature of the legal documentation with the concessionaire. The Group develops transactions on behalf of third parties under a developer-type model: • the Enox2 project in Gennevilliers was delivered; • shops in Quartier Deschamps - Belvédère(3) in Bordeaux were inaugurated; • the development work on the shops in the new Bobigny Cœur de Ville district is continuing and they are already fully marketed in the run -up to delivery to tenants, with opening scheduled for the second half of 2025. Residential Altarea is the number two Residential developer in France (4) through its consumer brands (Cogedim, Woodeum and Histoire & Patrimoine ), which offer a wide and diversified range of housing(5) throughout the country. The previous cycle, marked by low interest rates and continued growth in volumes, ended in 2022, when the market went into crisis. Altarea devoted 2023 to clearing out the previous cycle, in particular by accelerating the sale of the old generation offer, 2 Milan-Porte Garibaldi, Rome -Ostiense, Turin -Porte Susa, Padua, Naples-Afragola. 3 A large -scale mixed -use program of 140,000 m² in total, combining housing, shops, offices, public and cultural facilities. 4 Source: Classement des Promoteurs (developers ranking) published in June 2024 by Innovapresse. reviewing its project portfolio and drastically reducing its land acquisitions. In 2024, Altarea completed the sell-off of its offer from the last cycle and launched its affordable, low -carbon and profitable new generation offer. New orders fell over the year compared to 2023. The decrease in volumes is explained by a low offer for sale throughout the year due to limited availability in 2024. This lack of supply is the Group’s main challenge, while demand for affordable products has remained just as strong. The decline in new orders in value is linked to the reduction in the unit price of units sold, which is explained both by a higher proportion than in the past of units located in the Regions versus Paris, and by the type of housing (more two- and three-room units and more compact units). The year 2024 marks a low point for commercial launches. The Access range only started to ramp up in the second half of the year. In 2024, the Group resumed its land acquisitions, particularly in the last quarter. The recovery in land acquisitions should gain momentum throughout 2025. The offer for sale is now almost entirely made up of affordable, low -carbon and profitable programs, of which around a quarter are from the Access offer. Business Property In 2024, the Group focused mainly on services provision projects, while keeping a close eye on the market for investments. Offices activity in Grand Paris was thus marked by: • the delivery at the end of April of 26 Champs-Elysées in Paris for 52 Capital; • delivery of the Bellini building, the new head office of SwissLife France, • the signature of a 9-year firm leasehold agreement with the law firm Ashurst for the real estate complex at 185 rue Saint- Honoré in Paris, with delivery scheduled for the first half of 2026; • the rental of ten floors of Landscape, a project carried out for AltaFund; • the signature of the property development contract for the Madeleine project for Norges Bank IM; • was the obtaining of the final building permit for the Upper project to renovate the former CNP headquarters above Paris-Montparnasse station. This project, developed in a 5 New housing all ranges (home ownership and investment, free, social, Intermediate rental housing), serviced residences, Malraux, historical monuments, land deficits, condominium, timber -frame housing CLT, renovation. Mainly under the consumer brands Cogedim, Woodeum and Histoire & Patrimoine.
Page 30
30 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 50/50 partnership with Caisse des Dépôts , will undergo a complete restructuring over the next few years. The Group's other projects have made good operational progress, particularly in terms of commercial discussions. In Logistics , the Group operates as a land and property developer on projects that meet increasingly demanding technical, regulatory and environmental challenges. At the end of 2024, the Group signed two major disposals: • sale of the Bollène logistics park to WDP (6) (Vaucluse) as well as the Oseraye logistics park in Puceul (Loire - Atlantique); • sale to Poste Vita (CBRE fund) of three units in the Ecoparc Côtière platform in La Boisse near Lyon. New businesses As part of its strategic roadmap, Altarea has decided to invest in new businesses that complement its know -how: photovoltaics, data centers and real estate asset management. Photovoltaics The decarbonisation of the French economy should significantly increase the need for electricity from photovoltaic sources(7) with strong investment needs over the coming decades. In 2024, Altarea reached a milestone with the acquisition of Prejeance Industrial (8) (see Note 4.4 “Business combinations”) and began to receive its first income from the sale of electricity. Altarea now systematically integrates photovoltaic power plants into its real estate projects wherever possible in order to enhance the sites’ value and deliver their users an extra service (comfort, self-consumption, responsibility). Data centers The Group intends to address two distinct segments: medium-sized colocation data centers and single-user hyperscale data centers. The first local data center entirely built by Altarea is expected to be delivered during the first quarter of 2025, in Noyal-sur- Vilaine near Rennes. The Group is working on a pipeline of several potential sites in the main French cities (Paris, Lyon, Marseille, Toulouse, Nantes). Real estate asset management The asset management company Altarea Investment Managers, approved in 2023 by the French Financial Markets Authority (Autorité des Marchés Financiers), aims to gradually extend its distribution agreements to the retail segment, in particular to external networks and Wealth 6 The site has five warehouses, three of which are in operation and leased (ITM, ID Logistics, Mutual Logistics, Gerflor and Mistral Semences) and two are under development. The Bollène wind farm meets the latest safety standards and will be equipped with p hotovoltaic panels with an installed capacity of around 22 MWp, with 3 MWp currently in operation. It has the HQE® Bâtiment Durable Excellent and BREEAM® Excellent labels. Management Advisers, and to develop a comprehensive range of real estate investment vehicles. The Alta Convictions SCPI, its first retail fund launched at the end of 2023, sits on the theme of the “new property cycle ”, with no inventory or pre-crisis financing. This year, the SCPI made several investments in Retail (Paris, Annecy, Bordeaux-Belvédère), acquired business premises (Orléans) and a first industrial asset abroad (Madrid). In June, the SCPI was awarded the SR I label, underlining its commitment to responsible and sustainable management. In addition, in 2023 Altarea launched a real estate debt platform in partnership with Tikehau Capital via a first fund called ATREC (Altarea Tikehau Real Estate Credit). Primonial On 2 March 2022, Altarea informed the public that the acquisition of the Primonial Group could not be completed on the terms agreed. Altarea considers that the Vendors failed to comply with the provisions of the acquisition protocol signed in July 2021, which has now lapsed. Following the non-completion of the acquisition of Primonial, the Sellers (various groups of shareholders of Primonial (investment funds and Managers) summoned the Company and its indirect subsidiary, Alta Percier, before the Commercial Court of Paris, in order to obtain compensation for the damage they allegedly suffered. The Sellers successively alleged damages of €228 million in 2022 and €707 million in 2023, an amount which was increased to €1,173 million in 2024 in their latest submissions. Altarea considers that it is not liable, and is therefore firmly opposed to the requests made which it considers unfounded, arguing, on the contrary, that it is the Sellers who are at the origin of the failure of the transaction and that they cannot therefore claim damages which are unjustified, both in substance and amount, given the facts of the case and the law. Altarea and Alta Percier cite damages that the Group has suffered and consequently, in their filings of June 2022 and July 2023, seek a ruling that the Sellers should pay damages in the amount of €330 million. In a judgment of 4 February 2025, the Paris Economic Activities Court ruled that Altarea had not carried out any wrongful resolution of the acquisition protocol and entirely dismissed the Primonial Sellers of their claims against Altarea. The Court ruled as follows: “[The court] finds that Alta Percier did not improperly terminate the protocol or prevent the completion of the sale of 2 March 2022, in breach of its obligation to cooperate and its other commitments under the agreement of 23 July 2021. ” 7 These needs would be in the order of 100 gigawatts -peak (GWp) by 2050 (source: RTE’s 2050 energy future report). At 31 March 2024, the capacity of France's solar photovoltaic installations stood at 21.1 GWp. Source: Ministry for Ecological Transition and Territorial Cohesion. 8 A French company specialised in developing photovoltaic projects on small and medium-sized rooftops (ranging from 100 to 500 kWp), primarily on agricultural warehouses.
Page 31
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 31 “Dismisses the alternative claims of the Principal Sellers to set aside the Protocol based on the fault of Alta Percier." “Dismisses the claims of the Principal Sellers to hold Alta Percier and Altarea jointly liable for damages due to non- reinvestment, failure to collect income, image, and direct costs and internal costs." “Dismisses the claims of the individual Investor Sellers for a joint ruling against Alta Percier and Altarea for the loss of chance to realise capital gains, non-reinvestment of proceeds from disposal, loss of chance to reinvest in the new management packa ges, image and career damage, and costs incurred." The Court also dismissed the counterclaims of Altarea and its subsidiaries. This judgment is subject to appeal. In agreement with its Legal Counsel, no provision has been recorded by the Group.
Page 32
32 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 4.2 Scope The main companies within the scope of consolidation, selected by revenue and total assets criteria, are as follows: 31/12/2024 31/12/2023 Company Legal form Siren Method Interest Integration Method Interest Integration ALTAREA SCA 335480877 parent company FC 100.0% 100.0% FC 100.0% 100.0% Retail France ALTAREA FRANCE SCA 324814219 FC 100.0% 100.0% FC 100.0% 100.0% NR 21 SCA 389065152 FC 96.8% 100.0% FC 96.8% 100.0% FONDS PROXIMITÉ SNC 878954593 affiliate EM 25.0% 25.0% EM 25.0% 25.0% ALTA BELVEDERE SNC 905021838 FC 100.0% 100.0% FC 100.0% 100.0% SNC ALTA ATELIER D'ISSY SNC 915375935 FC 100.0% 100.0% FC 100.0% 100.0% ALDETA SASU 311765762 FC 33.3% 100.0% FC 33.3% 100.0% ALTA BLUE SAS 522193796 FC 33.3% 100.0% FC 33.3% 100.0% ALTA CRP AUBERGENVILLE SNC 451226328 FC 51.0% 100.0% FC 51.0% 100.0% ALTA AUSTERLITZ SNC 812196616 FC 100.0% 100.0% FC 100.0% 100.0% BERCY VILLAGE SNC 384987517 FC 51.0% 100.0% FC 51.0% 100.0% ALTA CARRÉ DE SOIE SCI 449231463 joint venture EM 50.0% 50.0% EM 50.0% 50.0% FONCIÈRE CEZANNE MATIGNON SNC 348024050 FC 100.0% 100.0% FC 100.0% 100.0% FONCIÈRE ALTAREA SASU 353900699 FC 100.0% 100.0% FC 100.0% 100.0% SOCIETE D’AMENAGEMENT DE LA GARE DE L’EST SNC 481104420 FC 51.0% 100.0% FC 51.0% 100.0% ALTA CRP GENNEVILLIERS SNC 488541228 FC 51.0% 100.0% FC 51.0% 100.0% ALTA GRAMONT SAS 795254952 FC 51.0% 100.0% FC 51.0% 100.0% ALTA CRP GUIPAVAS SNC 451282628 FC 51.0% 100.0% FC 51.0% 100.0% LIMOGES INVEST SCI 488237546 FC 50.9% 100.0% FC 50.9% 100.0% SNC MACDONALD COMMERCES SNC 524049244 affiliate EM 25.0% 25.0% EM 25.0% 25.0% ALTAREA MANAGEMENT SNC 509105375 FC 100.0% 100.0% FC 100.0% 100.0% ALTA-MONTPARNASSE SNC 804896439 FC 51.0% 100.0% FC 51.0% 100.0% LES VIGNOLES RETAIL PARK SNC 512086117 FC 51.0% 100.0% FC 51.0% 100.0% OPCI ALTA COMMERCE EUROPE SPPICAV 882460082 joint venture EM 29.9% 29.9% EM 29.9% 29.9% ALTA QWARTZ SNC 433806726 FC 100.0% 100.0% FC 100.0% 100.0% THIAIS SHOPPING CENTRE SNC 479873234 FC 51.0% 100.0% FC 51.0% 100.0% ALTA CRP LA VALETTE SNC 494539687 FC 51.0% 100.0% FC 51.0% 100.0% Retail Italy ALTAGARES SRL N/A FC 51.0% 100.0% FC 51.0% 100.0% ALTAREA ITALIA SRL N/A FC 100.0% 100.0% FC 100.0% 100.0% Retail Spain ALTAREA ESPANA SRL N/A FC 100.0% 100.0% FC 100.0% 100.0% ALTAREA PATRIMAE SRL N/A FC 100.0% 100.0% FC 100.0% 100.0% Residential ALTAREIT SCA 552091050 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM RESIDENCES SERVICES SNC 394648455 joint venture EM 64.9% 65.0% EM 64.9% 65.0% ALTAREA COGEDIM IDF GRANDE MÉTROPOLE SNC 810928135 FC 99.9% 100.0% FC 99.9% 100.0% ALTAREA COGEDIM GRANDS PROJETS SNC 810926519 FC 99.9% 100.0% FC 99.9% 100.0% ALTAREA COGEDIM REGIONS SNC 810847905 FC 99.9% 100.0% FC 99.9% 100.0% SEVERINI SNC 848899977 FC 99.9% 100.0% FC 99.9% 100.0% XF INVESTMENT SAS 507488815 FC 99.9% 100.0% FC 99.9% 100.0% ALTA FAUBOURG SASU 444560874 FC 99.9% 100.0% FC 99.9% 100.0% W-PI PROMOTION SAS 450042338 FC 99.9% 100.0% FC 99.9% 100.0% WATT SNC 812030302 FC 99.9% 100.0% FC 99.9% 100.0% MARSEILLE MICHELET SNC 792774382 FC 99.9% 100.0% FC 99.9% 100.0% ISSY CŒUR DE VILLE SNC 830181079 FC 99.9% 100.0% FC 99.9% 100.0% BORDEAUX EB1b SCCV joint venture 837627454 joint venture EM 49.9% 50.0% EM 49.9% 50.0% MÉRIMÉE SNC 849367016 FC 99.9% 100.0% FC 99.9% 100.0% JOUVENCE INVESTMENT SNC 501581318 FC 99.9% 100.0% FC 99.9% 100.0% HISTOIRE ET PATRIMOINE PROMOTION SASU 792751992 FC 99.9% 100.0% FC 99.9% 100.0% HISTOIRE ET PATRIMOINE DÉVELOPPEMENT SAS 480110931 FC 99.9% 100.0% FC 99.9% 100.0% ALTAREA GESTION IMMOBILIERE SASU 401165089 FC 99.9% 100.0% FC 99.9% 100.0% HP SAS 480309731 FC 99.9% 100.0% FC 99.9% 100.0% HISTOIRE ET PATRIMOINE PARTENARIATS SASU 452727985 FC 99.9% 100.0% FC 99.9% 100.0% HISTOIRE ET PATRIMOINE RÉNOVATION SAS 394203509 FC 99.9% 100.0% FC 99.9% 100.0% TOURS DE L’ÉCHO DU BOIS SCCV joint venture 882809080 FC 64.9% 100.0% FC 64.9% 100.0% BEZONS A3 SNC 882047863 FC 100.0% 100.0% FC 100.0% 100.0% CONFLANS PAUL BRARD SCCV joint venture 889118543 FC 64.9% 100.0% FC 64.9% 100.0% ARGENTEUIL 111 SCCV joint venture 901744623 FC 50.9% 100.0% FC 50.9% 100.0% CORMEILLES SEINE PARIS II SCCV joint venture 919597468 FC 69.9% 100.0% FC 69.9% 100.0% MOULIN PRAGUE SCCV joint venture 948891213 FC 64.9% 100.0% FC 64.9% 100.0% BEAUMONT FERME DE MOURS SCCV joint venture 980360614 FC 74.9% 100.0% FC 74.9% 100.0% BOBIGNY CŒUR DE VILLE SNC 838941011 FC 99.9% 100.0% FC 99.9% 100.0% BLANC MESNIL FLOREAL T2 SCCV joint venture 978231876 FC 89.9% 100.0% FC 89.9% 100.0% PITCH IMMO SNC 422989715 FC 99.9% 100.0% FC 99.9% 100.0%
Page 33
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 33 31/12/2024 31/12/2023 Company Legal form Siren Method Interest Integration Method Interest Integration ADN CLOT BEY SAS 841150071 FC 99.9% 100.0% FC 99.9% 100.0% RUEIL HIGH GARDEN SCCV joint venture 887670115 FC 99.9% 100.0% FC 99.9% 100.0% BRUGES TERREFORTS SCCV joint venture 892,811,696 FC 99.9% 100.0% FC 99.9% 100.0% LE CLOS DES VIGNES SCCV joint venture 884097114 FC 50.9% 100.0% FC 50.9% 100.0% ALFRED NOBEL SCCV joint venture 894752484 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM HAUTS DE FRANCE SNC 420810475 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM GESTION SNC 380375097 FC 99.9% 100.0% FC 99.9% 100.0% COVALENS SNC 309021277 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM PARIS MÉTROPOLE SNC 319293916 FC 99.9% 100.0% FC 99.9% 100.0% ASNIERES AULAGNIER SARL 487631996 joint venture EM 49.9% 50.0% EM 49.9% 50.0% COGEDIM GRAND LYON SNC 300795358 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM MÉDITERRANÉE SNC 312347784 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM PROVENCE SNC 442739413 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM MIDI-PYRÉNÉES SNC 447553207 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM GRENOBLE SNC 418868584 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM SAVOIES-LEMAN SNC 348145541 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM AQUITAINE SNC 388620015 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM ATLANTIQUE SNC 501734669 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM LANGUEDOC ROUSSILLON SNC 532818085 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM EST SNC 419461546 FC 99.9% 100.0% FC 99.9% 100.0% COGEDIM SASU 54500814 FC 99.9% 100.0% FC 99.9% 100.0% CLICHY 33 LANDY SAS 898926308 FC 50.0% 100.0% FC 50.0% 100.0% MEYLAN PLM 1 SCCV joint venture 879562213 FC 54.9% 100.0% FC 54.9% 100.0% MEYLAN PLM 2 SCCV joint venture 879562296 FC 54.9% 100.0% FC 54.9% 100.0% GRENOBLE PORTERNE SCCV joint venture 893275396 FC 74.9% 100.0% FC 74.9% 100.0% COGOLIN LE QUARTIER SCCV joint venture 909583924 FC 99.9% 100.0% FC 99.9% 100.0% LES COTEAUX DE PEIRONEDE SCCV joint venture 892976846 FC 99.9% 100.0% FC 99.9% 100.0% NANTES SAINT CLAIR SCCV joint venture 881687990 FC 69.9% 100.0% FC 69.9% 100.0% HYRES JEAN MOULIN SCCV joint venture 834036519 FC 99.9% 100.0% FC 99.9% 100.0% SUD PROMOTION SCCV joint venture 891502437 FC 69.9% 100.0% FC 69.9% 100.0% OLLIOULES SAINT ROCH 1 SCCV joint venture 901760520 FC 50.9% 100.0% FC 50.9% 100.0% CLICHY ROSE GUERIN SCCV joint venture 885139188 FC 40.7% 100.0% FC 40.7% 100.0% ALFORTVILLE MANDELA SCCV joint venture 814412391 FC 50.9% 100.0% FC 50.9% 100.0% HORLOGE GASTON ROUSSEL SCCV joint venture 832294664 FC 50.9% 100.0% FC 50.9% 100.0% JOINVILLE PARIS BROSSOLETTE SCCV joint venture 837493998 FC 54.9% 100.0% FC 59.9% 100.0% MONTREUIL D 'ALEMBERT SNC 841085210 FC 99.9% 100.0% FC 99.9% 100.0% ROMAINVILLE ROUSSEAU SCCV joint venture 852604909 FC 50.9% 100.0% FC 50.9% 100.0% ISSY GUYNEMER SNC 891166209 FC 50.9% 100.0% FC 50.9% 100.0% BONDY TASSIGNY SCCV joint venture 892127432 FC 99.9% 100.0% FC 99.9% 100.0% CLICHY 132 BD JEAN JAURES SCCV joint venture 890252513 FC 50.0% 100.0% FC 50.0% 100.0% SAINT MAUR CONDE SCCV joint venture 897792156 FC 69.9% 100.0% FC 69.9% 100.0% FONTENAY MARGUERITE SCCV joint venture 901641464 FC 50.9% 100.0% FC 50.9% 100.0% MAISONS ALFORT MARTIGNY 18 SCCV joint venture 901641621 FC 69.9% 100.0% FC 69.9% 100.0% CLICHY RUE DU 19 MARS 1962 SNC 903468148 FC 50.0% 100.0% FC 50.0% 100.0% SCCV ASNIERES - 77 RUE DES BAS SCCV joint venture 910066919 FC 50.9% 100.0% FC 50.9% 100.0% IVRY VERDUN 113 SCCV joint venture 920923893 FC 79.9% 100.0% FC 79.9% 100.0% ST MAUR 74 BD DE LA MARNE SCCV joint venture 910892025 FC 50.9% 100.0% FC 50.9% 100.0% NOISY B2 SAS 908507759 FC 94.9% 100.0% FC 94.9% 100.0% Business Property ALTAREA COGEDIM ENTREPRISE PROMOTION SNC 535056378 FC 99.9% 100.0% FC 99.9% 100.0% PRD MONTPARNASSE 2 SCI 852712439 joint venture EM 50.0% 50.0% EM 50.0% 50.0% PRD MONTPARNASSE 3 SCI 852712587 joint venture EM 50.0% 50.0% EM 50.0% 50.0% AF INVESTCO 7 SNC 822897948 affiliate EM 30.1% 30.1% EM 30.1% 30.1% B2 B3 SCCV joint venture 852921899 joint venture EM 50.0% 50.0% EM 50.0% 50.0% ALTA VAI HOLDCO A SAS 424007425 FC 99.9% 100.0% FC 99.9% 100.0% ALTAREA INVESTMENT MANAGERS SAS 922347950 FC 99.9% 100.0% FC 99.9% 100.0% SNC PROPCO ALTA PYRAMIDES SNC 949047005 FC 99.9% 100.0% FC 99.9% 100.0% FONCIÈRE ALTAREA MONTPARNASSE SNC 847726650 FC 100.0% 100.0% FC 100.0% 100.0% PASCALHOLDCO SPPICAV 809845951 affiliate EM 30.1% 30.1% EM 30.1% 30.1% PASCALPROPCO SASU 437929813 affiliate EM 30.1% 30.1% EM 30.1% 30.1% PRD MONTPARNASSE SCI 844634758 joint venture EM 50.0% 50.0% EM 50.0% 50.0% SAS 42 DERUELLE SAS 920333127 joint venture EM 49.9% 50.0% EM 49.9% 50.0% LOGISTIQUE BOLLENE SNC 494239619 FC 99.9% 100.0% FC 99.9% 100.0% AIX DUHEM SNC 851962720 FC 89.9% 100.0% FC 89.9% 100.0% TECHNOFFICE SNC 799125109 joint venture EM 49.9% 50.0% IN 0.0% 0.0% New businesses PREJEANCE INDUSTRIAL SAS SAS 852466218 FC 99.9% 100.0% IN 0.0% 0.0% SCPI ALTA CONVICTIONS SCPI 977574284 affiliate EM 36.1% 36.1% FC 99.8% 100.0% ATREC / ATREC fund FIA joint venture EM 49.9% 50.0% IN 0.0% 0.0% The complete list of companies in the scope is available on request from the Investor Relations Department: investors@Altarea.com.
Page 34
34 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 4.3 Changes in consolidation scope In number of companies 31/12/2023 Acquisition Creation Sale Absorption, dissolution, deconsolidation Change in consolidation method 31/12/2024 Fully consolidated subsidiaries 551 26 21 – (55) (4) 539 Joint ventures(a) 100 – 12 – (13) 4 103 Affiliates(a) 72 – – – (9) – 63 Total 723 26 33 – (77) - 705 (a) Companies accounted for using the equity method. 4.3.1 Detail of net acquisitions of consolidated companies, net of cash (€ millions) 31/12/2024 31/12/2023 Investments in consolidated securities (22.1) (23.3) Liabilities on acquisition of consolidated participating interests (3.2) 0.6 Cash of acquired companies 8.6 25.9 Total (16.7) 3.1 During the second half of the year, the Group acquired, via its subsidiary Alta Penthièvre, Prejeance Industrial, a French company specialising in the development of small - and medium-sized photovoltaic projects. 4.3.2 Detail of disposals of consolidated companies, net of cash disposed of The Group's main disposal during the financial year was the sale to SCOR of its 15.9% stake in MRM, a real estate company specialising in retail to reposition, for €15.3 million. 4.4 Business combinations On 4 July 2024, the Group acquired 100% of French company Prejeance Industrial from Spanish group Repsol. Prejeance Industrial specialises in developing small and medium-sized rooftop photovoltaic projects (between 100 and 500 kWp), mainly on agricultural sheds. These facilities offer genuine renewable energy solutions, while providing farmers with additional income and farm equipment at no extra cost to the farmer. Its experienced team (18 employees) strengthened the organisation in place and the portfolio ofprojects under development. Prejeance Industrial and its subsidiaries are therefore fully consolidated and their commercial performance is included in the New Businesses segment. The acquisition price is €21.9 million. In accordance with IFRS 3 “Business combinations”, the fair value of the Company’s assets acquired and liabilities assumed resulted in the recognition of financial instruments at their fair value. Once these values were recognised in the statement of financial position at the acquisition date, goodwill of €10.4 million was recognised. The fair value of the identifiable assets and liabilities and the corresponding carrying amounts at the acquisition date were as follows: - Property, plant and equipment for €119.7 million, - Rights of use on property, plant and equipment (and therefore rental obligations) for €1.0 million, - Financial instruments for €6.6 million, - Net bank debt for €68.3 million, - Current account advances for €48.9 million. Goodwill was allocated to the Group’s “New businesses”. At 31 December 2024, the consolidated group contributed as follows to the Group’s income statement: (€ millions) FFO Change in value Total Revenues 4.9 – 4.9 Personnel costs (1.4) (0.6) (2.0) Other expenses - other (0.6) – (0.6) Other income and expenses (0.8) – (0.8) Depreciation expenses – (2.3) (2.3) Operating income 2.1 (2.9) (0.9) Net borrowing costs (2.9) 0.1 (2.8) Other financial results (0.0) – (0.0) Net change in FV of financial instruments – (5.6) (5.6) Corporate income tax (0.0) 1.6 1.6 Net income - Group share (0.9) (6.8) (7.7) The Group is continuing to familiarize itself with accounting methods and its understanding of contracts (particularly with regard to the scope of contractual obligations granted or received from third parties) in the context of this new activity.
Page 35
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 35
Page 36
36 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 4.5 Securities and investments in equity affiliates In application of IFRS 10, 11 and 12, the following are recognised under securities and receivables on equity affiliates, investments in joint ventures and associated companies, including receivables from these holdings. 4.5.1 Equity-accounting value of joint ventures and affiliates and related receivables (€ millions) 31/12/2024 31/12/2023 Equity-accounting value of joint ventures 94.9 39.4 Equity-accounting value of affiliated companies 59.6 43.0 Value of stake in equity-method affiliates 154.6 82.4 Receivables from joint ventures 147.7 167.5 Receivables from affiliated companies 55.5 77.2 Receivables from equity-method subsidiaries 203.2 244.7 Total securities and receivables in equity affiliates 357.7 327.1 At 31 December 2024, the increase in securities and receivables in equity affiliates mainly relates to the switch to equity method reporting of Alta Convictions, the recognition of ATREC fund by the equity method, and the disposal of MRM shares during the year, and the evolution of Property Development transactions (particularly in Business Property). 4.5.2 Main balance sheet and income statement items of joint ventures and affiliates (€ millions) Joint ventures Affiliates 31/12/2024 Joint ventures Affiliates 31/12/2023 Balance sheet items, Group share: Non-current assets 258.9 41.2 300.1 249.0 28.8 277.8 Current assets 453.5 305.5 759.0 446.5 352.1 798.6 Total Assets 712.4 346.8 1,059.1 695.5 381.0 1,076.4 Non-current liabilities 137.0 65.6 202.6 178.5 135.7 314.1 Current liabilities 480.5 221.5 702.0 477.6 202.3 679.9 Total Liabilities 617.5 287.1 904.6 656.1 337.9 994.0 Net assets (equity-accounting basis) 94.9 59.6 154.6 39.4 43.0 82.4 Share of income statement items, Group share: Operating income 18.1 6.4 24.5 (60.0) 11.8 (48.2) Net borrowing costs (2.8) (7.7) (10.5) (4.9) (10.4) (15.3) Other financial results (3.4) 0.2 (3.3) (3.3) 0.0 (3.3) Change in value of hedging instruments 1.4 (2.0) (0.6) (0.8) (1.2) (1.9) Proceeds from the disposal of investments – 0.1 0.1 – (0.0) (0.0) Net income before tax 13.3 (3.1) 10.2 (69.0) 0.2 (68.9) Corporate income tax 1.9 (0.8) 1.1 0.7 (0.6) 0.1 Net income by equity method (after tax) 15.2 (3.9) 11.3 (68.4) (0.4) (68.8) Non-Group net income – – – – – – Net income, Group share 15.2 (3.9) 11.3 (68.4) (0.4) (68.8) Joint ventures and associates are not individually significant for the purposes of presenting the financial information on an aggregate basis. Group revenue from joint ventures amounted to €5.0 million, compared with €5.8 million for the year to 31 December 2023. Group revenue from affiliates amounted to €6.3 million, compared to €6.4 million for the year to 31 December 2023.
Page 37
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 37 4.5.3 Commitments given or received in connection with joint ventures (in Group share) Commitments given Cogedim Résidences Services undertook to pay rent in connection with the leasing of the Résidences Services Nohée®. In the context of the application of IFRS 16, these contracts have been restated in the financial statements of the companies. In exchange, Cogedim Résidences Services receives the lease payments of the sub -lessees, these continuing to be commitments. Financial guarantees for the completion of works were given as part of the property development activity, and amounted to a share of €8.5 million at 31 December 2024. Commitments received As of 31 December 2024, the main commitments received by the joint ventures relate to security deposits received from tenants in the amount of €3.0 million. 4.6 Current and non-current financial assets At 31 December 2024 , current and non-current financial assets amounted to €42.2 million, compared with €61.4 million at 31 December 2023, and consist mainly of: - deposits and guarantees paid on projects: €12.6 million, compared with €10.7 million for 2023; - loans and receivables, recognised at amortised cost: €28.8 million, compared with €29.0 million for 2023.
Page 38
38 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA NOTE 5 RESULT 5.1 Operating income 5.1.1 Net rental income Net rental income amounted to €216.4 million in 2024, compared to €204.8 million in 2023, an increase of +5.6%. 5.1.2 Net property income The Group’s net property income was €133.2 million at 31 December 2024 compared to a negative € -172.6 million in 2023. The Residential Backlog of the fully-consolidated companies was €2,345 million at 31 December 2024. The Business Property backlog of the fully -consolidated companies was €214 million at 31 December 2024. These backlogs will be delivered according to the operating cycle of the development projects, generally between 18 and 24 months. 5.2 Cost of net financial debt and other financial items 5.2.1 Cost of net financial debt (€ millions) 31/12/2024 31/12/2023 Bond and bank interest expenses (96.0) (71.4) Interest on partners’ advances 2.3 5.1 Interest rate on hedging instruments 59.7 27.0 Other financial income and expenses 5.5 6.3 FFO financial income and expenses (28.5) (33.0) Spreading of bond issue costs and other estimated expenses(a) (5.8) (5.1) Net borrowing costs (34.3) (38.2) (a) Notably includes €-5.8 million for the spreading over time of bond issue costs and bond issue premiums using the amortised cost method, in accordance with IFRS 9. The average cost of debt is the ratio of the total financial costs of short- and long-term financial instruments including related fees (commitment fees, non -use fees, etc.) to the average debt for the period. The Group’s average cost of debt (excluding the impact of IFRS 16) was 1.92% at 31 December 2024, compared with 2.15% at 31 December 2023. 5.2.2 Other financial results Other financial results correspond in particular to interest expenses on rental obligations or royalties on investment properties. 5.2.3 Impact of result of financial instruments This item consists of a net expense of €58.7 million (compared to €72.8 million in 31 December 2023), mainly related to € -65.9 million in changes in the value of interest rate hedging instruments (compared to € -56.6 million at 31 December 2023).
Page 39
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 39 5.3 Corporate income tax Analysis of tax expense Tax expense is analysed as follows: (€ millions) 31/12/2024 31/12/2023 Tax due (4.0) 0.1 Tax loss carry forwards and/or use of deferred losses 3.4 33.5 Valuation differences 4.7 4.6 Fair value of investment properties (1.8) (1.7) Fair value of hedging instruments 2.6 1.0 Income by percentage of completion 4.8 32.4 Other timing differences 1.2 44.5 Deferred tax 14.9 114.3 Total tax income (expense) 10.9 114.4 Effective tax rate (€ millions) 31/12/2024 31/12/2023 Pre-tax profit of consolidated companies 63.9 (554.2) Group tax savings (expense) 10.9 114.4 Effective tax rate 17.10% (20.64)% Tax rate in France 25.83% 25.83% Theoretical tax charge (16.5) 143.1 Difference between theoretical and effective tax charge 27.4 (28.8) Differences related to entities’ retail REIT status 25.2 (36.1) Differences related to treatment of losses 2.4 5.5 Other permanent differences and rate differences (0.0) 1.9 Deferred tax assets and liabilities (€ millions) 31/12/2024 31/12/2023 Tax loss carry forwards 74.7 71.3 Valuation differences (25.9) (30.6) Fair value of investment properties (26.8) (25.0) Fair value of financial instruments 1.0 0.2 Income by percentage of completion (31.8) (36.7) Other timing differences 50.7 50.7 Net deferred tax on the balance sheet 41.8 29.8 As at 31 December 2024, the Group had unrecognised tax loss carry-forwards of €402.2 million (basis), as compared with €400.9 million for the year ending 31 December 2023. Deferred taxes relating to valuation differences correspond primarily to the brands held by the Group. Deferred taxes relating to the activation of tax losses mainly relate to losses recognised in the tax consolidation group Altareit and losses partially activated in the taxable sector of some retail REITs. Deferred taxes are calculated (for French companies, which make up most of the Group’s scope) at the rate of 25.83%, the rate set by the French Finance Act.
Page 40
40 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA International tax reform The Group has not identified any major changes in the tax environment in France and other countries impacting the results of the 2024 financial year. Regarding the international “Pillar 2” tax reform, coming into force as from the 2024 financial year and aimed at guaranteeing an effective minimum tax rate of 15% for groups with revenue of at least €750 million euros, Altarea SCA benefits from the exclus ion as a property investment vehicle as do, under certain conditions, its subsidiaries which are more than 95% -owned (specific rule applying to their status as Sociétés d’Investissement Immobilier Cotées (SIICs) similar to a Real Estate Investment Trust (REIT). As of 31 December 2024, technical uncertainty remains as to the how this exclusion will be applied to subsidiaries of SIICs held at less than 95%. The OECD has indicated that a comment on these subsidiaries should be published in 2025 and it is most likely they too will be excluded from the Pillar 2 minimum tax rules. In this context, based on exchanges and information obtained during the financial year, no tax was recognised relating to the Pillar 2 rules on the Group’s Retail REIT (SIIC) scopes. At 31 December 2024, on the basis of the analyses carried out, the amount of “Pillar 2” tax estimated by the Group for its non-SIIC scope was deemed insignificant.
Page 41
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 41 5.4 Earnings per share Undiluted net income per share and diluted net income per share are defined in Note 2.3.13 “Net earnings per share”. In 2024, as in 2023, the dilution arose only from the granting of rights to free shares in Altarea SCA to Group employees. In accordance with IAS 33, the average number of 2023 shares has been adjusted over the periods presented to take into account the capital increases carried out during the financial year to allow delivery of the free share plans. These fully dilutive issues are taken into account in the calculation of the denominator. (€ millions) 31/12/2024 31/12/2023 Numerator Net income, Group share 6.1 (472.9) Denominator Weighted average number of shares before dilution 21,312,636 20,490,581 Effect of potentially dilutive shares Stock options 0 0 Rights to free share grants 478,409 529,969 Total potential dilutive effect 478,409 529,969 Weighted diluted average number of shares 21,791,045 21,020,550 NET INCOME, GROUP SHARE, UNDILUTED PER SHARE (€) 0.29 (23.08) NET INCOME, GROUP SHARE, DILUTED PER SHARE (€) 0.28 (22.50)
Page 42
42 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA NOTE 6 LIABILITIES AND EQUITY 6.1 Equity 6.1.1 Share capital, share-based payments and treasury shares SHARE CAPITAL Altarea SCA share capital (in euros) in number of shares and in € Number of shares Nominal Share Capital Number of shares outstanding at 31 December 2022 20,375,804 15.28 311,350,463 Capital increase reserved for Mutual Funds 25,684 15.28 392,452 Share capital increase via the part-conversion of dividends into shares 335,334 15.28 5,123,904 Number of shares outstanding at 31 December 2023 20,736,822 15.28 316,866,818 Capital increase for free share plans 70,426 15.28 1,076,109 Capital increase reserved for Mutual Funds 8,930 15.28 136,450 Share capital increase via the part-conversion of dividends into shares 1,080,657 15.28 16,512,439 Number of shares outstanding at 31 December 2024 21,896,835 15.28 334,591,817 Capital management The aim of the Group’s capital management is to ensure liquidity and optimise its capital structure. SHARE-BASED PAYMENTS The gross expense recorded on the income statement for share-based payments was €16.2 million at 31 December 2024 compared to €21.6 million in 2023. No stock option plans were in force at 31 December 2024. Free share grants Award date Number of rights awarded Vesting date Rights in circulation as at 31/12/2023 Tasks and responsibilities Deliveries Amendments to rights (a) Rights in circulation as at 31/12/2024 Share grant plans on Altarea shares 30 April 2021 73,050(b) 31 March 2024 35,858 (36,161) 303 4 June 2021 32,000(b) 31 March 2025 32,000 95 32,095 4 June 2021 27,500(b) 31 March 2025 8,250 (1,179) 7,071 4 June 2021 45,500(b) 31 March 2025 12,150 (2,371) 9,779 4 June 2021 14,000(b) 31 March 2025 12,750 (6,485) 6,265 4 June 2021 23,700(b) 31 March 2025 5,910 14 5,924 4 June 2021 30,000(b) 31 March 2025 14,250 44 14,294 1 September 2021 600 1 September 2024 600 (601) 1 1 March 2022 14,000 31 March 2025 3,975 (101) 3,874 31 March 2022 31,872 1 April 2024 31,002 (30,738) (264) 31 March 2022 73,725(b) 1 April 2024 38,933 (39,594) 661 30 April 2022 3,250(b) 31 March 2025 975 3 978 30 April 2022 1,250(b) 31 March 2025 1,250 (636) 614 25 July 2022 150 24 July 2024 150 (150) 12 September 2022 6,000(b) 31 March 2027 6,000 (5,097) 903 12 September 2022 40,000(b) 31 March 2029 40,000 (40,000) 1 October 2022 1,500(b) 31 March 2025 450 1 451 5 January 2023 1,500(b) 31 March 2029 1,500 (1,500) 31 March 2023 106,277 1 April 2024 105,089 (103,976) (1,113) 31 March 2023 30,668 1 April 2025 30,404 (1,791) 28,613 31 March 2023 73,240(b) 1 April 2025 54,206 (5,181) 49,025 30 April 2023 2,525 30 April 2024 2,525 (2,525) 30 April 2023 41,000(b) 31 March 2028 41,000 (20,500) 20,500 30 April 2023 41,000(b) 31 March 2033 41,000 41,000 1 September 2023 6,600(b) 30 June 2029(c) 6,600 6 600 1 September 2023 250 1 September 2024 250 (250) 1 September 2023 250 1 September 2025 250 250 19 October 2023 2,230 19 October 2024 2,230 (2,230) 16 January 2024 500 16 January 2026 500 500 15 May 2024 25,984 15 May 2025 26,034 (127) 25,907 22 May 2024 169,150 31 July 2026 169,150 (3,800) 165,350 4 July 2024 7,466 4 July 2025 7,466 7,466 4 July 2024 6,300 5 July 2026(c) 6,300 6,300 4 July 2024 40,000 1 July 2029(d) 40,000 40,000 8 July 2024 1,400 31 July 2026 1,400 1,400 Total 974,945 529,557 250,850 (216,225) (89,023) 475,159 (a) Rights cancelled for reasons of departure, transfer, lack of certainty that performance criteria have been met or changes in plan terms. (b) Plans subject to performance criteria. (c) Allocated in four tranches over four years (d) Allocated in three tranches over three years
Page 43
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 43 Valuation parameters for new free share grants 31/12/2024 Dividend rate 8.0% Risk-free interest rate 2.7% to 3.5% TREASURY SHARES The acquisition cost of treasury shares was €0.7 million at 31 December 2024 for 7,100 shares (all allocated to a liquidity contract), compared with €14.9 million at 31 December 2023 for 137,729 shares (including 131,197 shares intended for allotment to employees under free share grant or stock option plans and 6,532 shares allocated to a liquidity contract). Treasury shares are eliminated and offset directly in equity. In addition, a net loss on disposal and/or free share grants of treasury shares to Company employees was recognised directly in equity in the amount of €-14.9 million before tax at 31 December 2024 (€ -11.3 million after tax) compared with €-20.6 million at 31 December 2023 (€ -15.7 million before tax). The negative impact on cash flow from purchases and disposals over the period came to € -1.0 million at 31 December 2024 compared to € -5.5 million at 31 December 2023. 6.1.2 Dividends proposed and paid Dividends paid (€ millions) 31/12/2024 31/12/2023 Paid in current year in respect of previous year: Dividend per share (€) 8.00 10.00 Payment to shareholders of the Altarea Group 166.4 203.0 Proportional payment to the general partner (1.5%) 2.5 3.0 Total 168.9 206.0 Offer to convert dividends into shares: Subscription price (€) 84.47 95.81 Total amount of conversion into shares 91.3 32.1 Rate of conversion of dividends into shares on the option offered 73.15% 31.66% The payment of a dividend of €8.0 per share for the 2023 financial year was approved at the Shareholders’ Meeting of 5 June 2024. A partial conversion option of the dividend into shares was also offered to shareholders. They had the choice between: - a 100% cash payment; - a payment 75% in shares, and 25% in cash. Proposed payment in respect of 2024: For the 2024 financial year, a dividend of €8.00 per share will be proposed to the Annual General Meeting called to approve the financial statements for the year ending 31 December 2024. Shareholders will also be offered the option to partially convert the dividend into shares. They will be free to choose between: - a 100% cash payment; - a payment 75% in shares, and 25% in cash.
Page 44
44 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 6.2 Net financial debt and guarantees Current and non-current borrowings and financial liabilities, and net cash (€ millions) 31/12/2023 Cash flow “Non-cash” change 31/12/2024 Spreading of issue costs Change in scope of consolidation Update Change in method Reclassif ication Bond issues (excluding accrued interest) 1,383.4 45.6 (0.7) – – – (0.0) 1,428.4 Short- and medium-term negotiable securities 92.2 (92.2) – – – – – – Bank borrowings, excluding accrued interest and overdrafts 808.4 108.7 6.5 74.8 0.0 – – 998.4 Net bond and bank debt, excluding accrued interest and overdrafts 2,284.0 62.1 5.8 74.8 0.0 – (0.0) 2,426.7 Accrued interest on bond and bank borrowings 28.5 1.8 – (0.1) – – – 30.3 Bond and bank debt, excluding overdrafts 2,312.5 63.9 5.8 74.7 0.0 – (0.0) 2,457.0 Cash and cash equivalents (713.1) (65.8) – – – – – (778.9) Bank overdrafts 47.7 (44.3) – – – – – 3.4 Net cash (665.4) (110.1) – – – – – (775.5) Net bank and bond debt 1,647.1 (46.2) 5.8 74.7 0.0 – (0.0) 1,681.5 Equity loans and Group and partners’ advances* 168.0 (67.9) – 44.8 – (0.0) (0.0) 144.9 Accrued interest on shareholders’ advances 1.1 0.2 – (0.0) – 0.0 (0.0) 1.3 Lease liabilities 145.9 (22.5) – 1.0 – – 12.8 137.3 Contractual fees on investment properties 217.3 0.7 – – – – 38.0 255.9 Net financial debt 2,179.4 (135.7) 5.8 120.5 0.0 (0.0) 50.8 2,220.8 * Of which allocation of income to related current accounts for €3.7 million. 6.2.1 Net financial bond and bank debt Group net financial bond and bank debt amounted to €1,681.5 million at 31 December 2024 compared to €1,647.1 million at 31 December 2023. During the financial year, the Group notably: - redeemed €255 million (nominal) of 2024 bonds in July; - placed a bond issue of €300 million (nominal) with a 7-year maturity and a fixed coupon of 5.50% with a broad investor base; - set up a 7-year €90 million mortgage loan on one of these assets, - reduced the outstandings of its medium - and short -term negotiable securities to zero (i.e. -€92.2 million). The Group retains its two NEU CP programmes (9) (maturity less than or equal to 1 year) and its two NEU MTN programs (10) (maturity greater than 1 year). As of 31 December 2024, no confirmed revolving loans had been drawn down. Borrowing costs are analysed in the note on earnings. Net cash Net cash amounted to €775.5 million, including cash equivalents (mainly term accounts – for €39.3 million) which are recorded at their fair value at each reporting date. 9 NEU CP (Negotiable European Commercial Paper). Breakdown of bank and bond debt by maturity (€ millions) 31/12/2024 31/12/2023 < 3 months 52.9 144.7 3 to 6 months 11.5 74.8 6 to 9 months 343.2 263.3 9 to 12 months 15.3 22.1 Under 1 year 422.8 505.0 2 years 121.5 418.8 3 years 27.3 113.4 4 years 873.1 60.0 5 years 187.0 855.0 1 to 5 years 1,208.9 1,447.1 More than 5 years 849.1 422.6 Issuance cost to be amortised (20.6) (14.5) Total gross bond and bank debt 2,460.4 2,360.2 The portion at less than one year corresponds mainly to the bond issue that will be redeemed in 2025. The increase in the portion at more than five years is mainly related to the new mortgage loan and the new bond issue. 10 NEU MTN (Negotiable European Medium Term Note).
Page 45
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 45 Schedule of future interest expenses (€ millions) 31/12/2024 31/12/2023 Borrowings Hedging instruments Borrowings Hedging instruments < 3 months (24.6) 5.0 7.1 (4.8) 3 to 6 months (9.8) 11.6 10.6 (20.2) 6 to 9 months (18.8) 5.0 18.0 (9.7) 9 to 12 months (26.7) 3.9 9.2 (12.1) Under 1 year (80.0) 25.5 44.9 (46.7) 2 years (66.0) 13.2 52.5 (28.1) 3 years (65.1) 7.4 37.4 (19.3) 4 years (59.4) 3.8 36.1 (14.1) 5 years (39.7) 2.7 29.3 (11.2) 1 to 5 years (230.2) 27.1 155.4 (72.7) These future interest expenses concern borrowings and financial instruments and are presented exclusive of accrued interest not payable. Breakdown of bank and bond debt by guarantee (€ millions) 31/12/2024 31/12/2023 Mortgages 565.0 475.0 Mortgage commitments 106.0 82.8 Moneylender lien – 3.3 Pledge of securities 81.5 – Altarea SCA security deposit 225.0 223.0 Not guaranteed 1,503.4 1,590.6 Total 2,480.9 2,374.7 Issuance cost to be amortised (20.6) (14.5) Total gross bond and bank debt 2,460.4 2,360.2 Mortgages are given as collateral for the financing or refinancing of investment properties. Mortgage commitments and the lender’s lien mainly concern Property Development activities. Pledged securities relate to non -recourse loans financing photovoltaic power plant projects (activity acquired in the second half of the year). Breakdown of bank and bond debt by interest rate Gross bond and bank debt (€ millions) Variable rate Fixed rate Total As of 31 December 2024 1,008.7 1,451.7 2,460.4 As of 31 December 2023 954.6 1,405.6 2,360.2 The market value of fixed rate debt stood at €1,397.1 million at 31 December 2024 compared to €1,254.5 million (or €1,233.7 million excl. unpaid but accrued interest) at 31 December 2023. 6.2.2 Lease liabilities Lease liabilities are debts mainly relating to real estate leases and vehicle leases (respectively for the premises occupied and the vehicles used by Group employees). These liabilities amounted to €137.3 million at 31 December 2024 compared to €145.9 million at 31 December 2023. They are to be seen in light of the right -of-use assets on tangible and intangible assets. 6.2.3 Contractual fees on Investment properties Contractual fees on investment properties, which are economically different in nature from rental obligations, concern debts relating to temporary occupancy authorisations and construction leases on retail assets (mainly stations). They amounted to €255.9 million at 31 December 2024 compared to €217.3 million at 31 December 2023 and are to be seen in light of the right -of-use assets on investment properties (assets that generate income). The increase is mainly due to the signing of an amendment to the Temporary Occupancy Authorisation for the Italian stations. 6.2.4 Breakdown by due date for lease liabilities and contractual fees on investment properties (€ millions) 31/12/2024 31/12/2023 < 3 months 12.7 10.0 3 to 6 months 4.6 4.5 6 to 9 months 4.6 4.6 9 to 12 months 4.9 4.9 Under 1 year 26.9 24.0 2 years 10.7 12.4 3 years 19.4 16.8 4 years 19.2 17.0 5 years 19.8 17.0 1 to 5 years 69.1 63.1 More than 5 years 297.1 276.1 – – Total lease liabilities and Contractual fees on investment properties 393.2 363.2 6.2.5 Elements of net debt set out in the cash flow table (€ millions) Cash flow Issuance of borrowings and other financial liabilities 689.0 Repayment of borrowings and other financial liabilities (698.5) Change in borrowing and other financial liabilities (9.5) Repayment of lease liabilities (21.9) Change in cash balance 110.1 Total change in net financial debt (CFT) 78.8 Net bond and bank debt, excluding accrued interest and overdrafts 62.1 Net cash 110.1 Equity loans and Group and partners’ advances (67.9) Lease liabilities (22.5) Contractual fees on investment properties 0.7 Allocation of income to shareholder current accounts (3.7) Total change in net financial debt 78.8
Page 46
46 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 6.3 Provisions (€ millions) 31/12/2024 31/12/2023 Provision for benefits payable at retirement 14.2 14.3 Other provisions 47.1 54.4 Total provisions 61.3 68.7 The provision for post-employment benefits was valued by an external actuary. The valuation and accounting principles are detailed in the Company’s accounting principles and methods. The main assumptions used to assess the commitment are the staff turnover rate, the discount rate and the salary increase rate: a variation of +/-0.25% of these last two criteria would not result in no significant impact. In addition, in view of the applicable collective bargaining agreement, the Court of Cassation’s decision of September 2023 on paid leave has no impact on the Group’s financial statements. Other provisions primarily cover: - repayment risk on rental guarantees granted upon the disposal (in part or in whole) of non-current assets; - the risk of disputes arising from construction operations; - the risk of default of certain co-developers; - as well as estimates of residual risks involving completed programmes (litigation, ten -year guarantee, definitive general statement, etc.).
Page 47
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 47 NOTE 7 ASSETS AND IMPAIRMENT TESTS 7.1 Investment properties Investment properties Assets held for sale Total Investment properties (€ millions) measured at fair value measured at cost right-of-use As of 31 December 2023 3,617.2 114.7 216.7 0.8 3,949.3 Subsequent investments and expenditures 20.2 20.0 – – 40.2 Change in spread of incentives to buyers (5.8) – – – (5.8) Disposals/repayment of down payments made (5.7) – – (0.8) (6.5) Net impairment/project discontinuation – 0.1 0.0 – 0.1 Transfers to assets held for sale or to or from other categories – (2.5) 0.0 0.1 (2.4) New right-of-use assets and indexation – – 37.9 – 37.9 Change in fair value 2.2 – 0.7 – 2.8 Change in method – – 0.6 – 0.6 Change in scope of consolidation – – – – – As of 31 December 2024 3,628.0 132.3 255.9 0.0 4,016.2 As of 31 December 2024, no interest expenses have been capitalised for projects under development and construction. Investment properties at fair value The main movements concern changes in the value of shopping centres in operation. Assets were virtually stable with a slight increase in property exit rates (capitalisation rate). Investment properties valued at cost The assets under development and under construction recognised at cost mainly concern the development and redevelopment projects of shopping centres in France. The increase in the item is mainly due to the Gare d'Austerlitz project, whose restructuring work is progressing well. Rights of use on Investment properties The right-of-use assets on investment properties correspond to the valuation under IFRS 16 of the temporary occupancy authorisation contracts for investment properties. They meet the definition of investment properties and are measured using the fair value model. Subsequently, they are valued at the amount equal to the debt presented on the line of the balance-sheet “Contractual fees on investment properties”. The increase is mainly due to the signing of an amendment to the Temporary Occupancy Authorisation for the Italian stations. Value Measurement – IFRS 13 In accordance with IFRS 13 “Fair Value Measurement” and the EPRA’s recommendation on IFRS 13, “EPRA Position Paper on IFRS 13 – Fair Value Measurement and Illustrative Disclosures, February 2013”, the Group chose to present additional parameters used to de termine the fair value of its property portfolio. The Group considered that classifying its assets in level 3 was most appropriate. This treatment reflects the primarily unobservable nature of the data used in the assessments, such as rents from rental statements, capitalisation rates and average annual growth rate of rents. The tables below thus present a number of quantitative parameters used to determine the fair value of the property portfolio. These parameters apply only to shopping centres controlled exclusively by the Group (and therefore do not include assets accounted for under the equity method) and which are measured at fair value by the expert appraisers.
Page 48
48 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Initial capitalisation rate Rent (in € per m²) Discount rate Capitalisation rate at exit AAGR of net rental income a b c d e Maximum 8.5% 1,519 8.4% 6.8% 5.1% France Minimum 4.3% 67 5.0% 4.2% 1.8% Weighted average 5.8% 409 7.2% 5.8% 2.9% a - The initial capitalisation rate is the net rental income relative to the appraisal value excluding transfer duties. b - Annual average rent (minimum guaranteed rent plus variable rent) per asset and m2. c - Rate used to discount the future cash flows. d - Rate used to capitalise the revenue in the exit year in order to calculate the asset’s exit value. e - Average Annual Growth Rate of net rental income. Based on a Group weighted average capitalisation rate, a +0.25% increase in capitalisation rates would lead to a reduction of €-106.4 million in the value of investment properties ( or -3.57%), while a -0.25% decrease in capitalisation rates would increase the value of investment properties by €117.2 million (or +3.94%). A change of +0.50% in the average annual growth rate of net rental income would improve the value of buildings by €112.7 million (or +3.79%), while a decrease of -0.50% would reduce the value of investment properties by € -106.4 million (or - 3.57%). Breakdown of the portfolio measured at fair value by asset type (€ millions) 31/12/2024 31/12/2023 Regional shopping centres 2,379.8 2,362.1 Travel retail 514.2 505.1 Retail parks 684.5 697.7 Others 49.5 52.3 TOTAL 3,628.0 3,617.2 Investment working capital requirement (€ millions) Receivables on fixed assets Amounts due on non- current assets Investment WCR As of 31 December 2023 2.9 (100.3) (97.5) Variations (1.8) 6.5 4.7 Present value adjustment – – – Transfers – (0.1) (0.1) Change in scope of consolidation – (0.2) (0.2) As of 31 December 2024 1.1 (94.2) (93.1) Change in WCR at 31 December 2024 (1.8) 6.5 4.7 Net acquisitions of assets and capitalised expenditures (€ millions) 31/12/2024 31/12/2023 Type of non-current assets acquired: Intangible assets (5.0) (5.0) Property, plant and equipment (26.9) (8.0) Investment properties (37.7) (25.2) Total (69.6) (38.2)
Page 49
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 49 7.2 Intangible assets and goodwill (€ millions) Gross values Amortisation and/or impairment 31/12/2024 31/12/2023 Goodwill 487.3 (241.1) 246.2 235.8 Brands 127.0 (28.0) 99.0 115.0 Customer relationships 203.9 (202.6) 1.3 3.6 Software applications, patents and similar rights 78.7 (67.0) 11.7 14.7 Leasehold right 0.3 (0.0) 0.3 0.3 Others 0.8 (0.1) 0.7 0.1 Other intangible assets 79.8 (67.1) 12.7 15.1 TOTAL 898.0 (538.8) 359.2 369.5 (€ millions) 31/12/2024 31/12/2023 Net values at beginning of the period 369.5 344.3 Acquisitions of intangible assets 5.0 5.0 Disposals and write-offs (0.2) (0.0) Changes in scope of consolidation and other 10.5 46.0 Net allowances for depreciation (25.5) (25.8) Net values at the end of the period 359.2 369.5 Goodwill generated by the Property Development business Goodwill relates to the various acquisitions made by the Group. As indicated in notes 2.3.7 “Monitoring the value of non - current assets (excluding financial assets and investment property) and impairment losses”, and in the absence of fair value less costs to sell available at the balance sheet date, the recoverable amount of cash -generating units (CGUs) is determined on the basis of their value in use. The recoverable amount of each group of assets tested was compared with its value in use, de fined as the sum of discounted future net cash flows, determined by an independent expert as part of the annual closing. Cash flows have been determined on the basis of business plans drawn up over a period of 5 years by the operational and financial Managers of a CGU or group of CGUs. The main assumptions used in these business plans (in particular, the volume of operations under construction and identified operations, and the volume and target margin rate on completion of Residential operations) have been approved by the Managing Partners on the basis of macro - economic forecasts for the sector and the Group’s future strategy. This business plan is in line with the Group’s strategic roadmap, which provides for a gradual increase in margins and tight control of commitments in a persistently tight market. The main assumptions used to calculate the enterprise values of these businesses are as follows: - Discount rate between 9.25% and 10.75%. - Perpetual growth rate of 2.25%. - Central terminal revenue -18.5% lower than in the last year of the business plan. - Central terminal margin -395 bps lower than in the last year of the business plan. - Terminal working capital requirement 30% higher than in the last year of the business plan. The appraisals provide a low range and a high range of enterprise value determined by varying the terminal revenue by + or -6.25% and the margin by + or -85 bps. At 31 December 2024, based on the assumptions and sensibilities to margin and revenue above, the fair values of the economic assets of the Residential and Business Property segments amply exceeded their net book values. No impairment was therefore recognised as of 31 December 2024. A sensitivity of + or - 100 bps to the discount rate and + or - 25 bps to the perpetual growth rate would result in the valuation of the economic assets of the Residential and Business Property sectors still being higher than their carrying amounts at 31 December 2024. Brands The Group owns several brands measured at a total value of €99.0 million. Impairment tests were conducted, based on an assessment by an independent expert. The consequences of these tests were considered in the consolidated accounts as of 31 December 2024, with some resulting in impairment (approximately 16 million euros recorded in the statement of comprehensive income under the line “Net impairment losses on other non-current assets” and in the detailed income statement note under the lines “Net depreciation, amortisation and provisions”). Furthermore, sensitivity tests on the values of other brands do not present a risk of impairment (+/ -1% on the discount rate, +/-0.1% on the royalty rate).
Page 50
50 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA 7.3 Right-of-use on tangible and intangible fixed assets (€ millions) Land and Constructi ons Vehicles Others Gross rights to use Amort. Land and Constructi ons Amort. Vehicles Amort. Others Amort. Net right-of- use As of 31 December 2023 171.5 6.7 0.0 178.1 (54.4) (3.1) (0.0) (57.5) 120.6 New contracts/Increases 10.8 2.0 – 12.8 (17.2) (2.0) (0.0) (19.2) (6.3) Contract terminations/Reversals (7.5) (2.4) (0.0) (10.0) 6.2 1.5 0.0 7.8 (2.2) As of 31 December 2024 175.8 6.2 (0.0) 182.0 (65.4) (3.6) – (68.9) 113.1 The assets recognised in respect of right -of-use leases mainly concern the leases of premises occupied by the Group’s employees, vehicle leases and the rental of the roofs where the newly acquired group Prejeance Industrial operates its photovoltaic infrastructures. These assets are initially measured at cost with a corresponding lease liability (see Note 6.2). They are amortised on a straight-line basis over the reasonably certain lease term. Changes in the period are generally linked to the signing of new leases and/or contract revisions (e.g. duration), and/or the upward or downward re -evaluation of the lease term or the amount of rent indexed to an index or rate.. 7.4 Operational working capital requirement (WCR) Summary of components of operational working capital requirement Flows (€ millions) 31/12/2024 31/12/2023 Created by the business Changes in consolidation scope and transfer Net inventories and work-in-progress 992.3 1,140.6 (133.4) (14.9) Contract assets 507.2 536.0 (27.8) (1.0) Net trade receivables 301.1 326.5 (36.6) 11.1 Other operating receivables net 652.0 600.9 63.5 (12.4) Trade and other receivables net 953.1 927.4 27.0 (1.3) Contract liabilities (130.2) (257.0) 125.9 0.9 Trade payables (1,296.7) (1,121.4) (172.1) (3.2) Other operating payables (581.7) (592.9) 20.6 (9.4) Trade payables and other operating liabilities (1,878.4) (1,714.4) (151.5) (12.5) Operational WCR 444.0 632.6 (159.8) (28.8) The change in the Group’s operating working capital requirement (excluding receivables and payables on the sale/acquisition of fixed assets) is mainly related to the Property Development business, in particular the disposal of three Logistics sites. Changes in scope and transfers are mainly related to changes in the scope of consolidation within the Property Development business (transition from full consolidation to the equity method) and, more marginally, to changes within the Retail business ( transfers of assets from investment properties to inventories following changes in the nature of projects).
Page 51
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 51 7.4.1 Inventories and pipeline products (€ millions) Gross inventories Impairment Net inventories As of 1 January 2023 1,185.7 (26.4) 1,159.3 Change (56.8) (0.0) (56.8) Increases – (95.9) (95.9) Reversals – 2.5 2.5 Transfers to or from other categories (0.6) – (0.6) Change in scope of consolidation 131.9 0.1 132.0 As of 31 December 2023 1,260.2 (119.6) 1,140.6 Change (128.4) 0.3 (128.1)) Increases – (19.9) (19.9) Reversals – 14.6 14.6 Transfers to or from other categories 3.9 (0.4) 3.5 Change in scope of consolidation (19.8) 1.5 (18.3) As of 31 December 2024 1,115.8 (123.6) 992.3 The change in inventories and work-in-progress is mainly due to changes in the Property Development business. Changes in scope and transfers are mainly related to changes in the scope of consolidation within the Property Development business (transition from full consolidation to the equity method) and, more marginally, to changes within the Retail business ( tran sfers of assets from investment properties to inventories following changes in the nature of projects). 7.4.2 Trade and other receivables (€ millions) 31/12/2024 31/12/2023 Gross trade receivables 355.8 374.9 Opening impairment (48.4) (43.0) Increases (20.1) (17.5) Change in scope of consolidation – (0.0) Reclassification 0.1 0.2 Reversals 13.8 11.9 Closing impairment (54.7) (48.4) Net trade receivables 301.1 326.5 Advances and down payments paid 68.0 49.4 VAT receivables 375.6 390.2 Sundry debtors 116.5 48.4 Prepaid expenses 55.5 68.6 Principal accounts in debit 43.8 55.1 Total other operating receivables gross 659.5 611.7 Opening impairment (10.8) (1.6) Increases (1.5) (9.5) Reversals 4.8 0.2 Closing impairment (7.5) (10.8) Net operating receivables 652.0 600.9 Trade receivables and other operating receivables 953.1 927.4 Receivables on sale of assets 1.1 2.9 Trade and other receivables 954.1 930.2
Page 52
52 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Detail of trade receivables due: (€ millions) 31/12/2024 Total gross trade receivables 355.8 Impairment of trade receivables (54.7) Total net trade receivables 301.1 Trade accounts to be invoiced (56.0) Non eligibles clients (44.7) Trade accounts receivable due 200.3 (€ millions) Total On time At 30 days At 60 days At 90 days More than 90 days Trade accounts receivable due 255.0 121.6 0.5 24.2 4.5 104.2 Impairment (54.7) – – – – (54.7) Trade accounts receivable due 200.3 121.6 0.5 24.2 4.5 49.5 Trade receivables The Group carries out a case-by-case analysis to assess the credit risk of its tenants in centres in operation, and to write down, if necessary, the receivables of tenants where there is evidence that the Company will not be able to collect all amounts due. Trade receivables related to the Property Development business result from the transformation of contract assets (into receivables) as funds are called from customers under the Group’s unconditional right to receive cash. Advances and down payments paid Advances and down payments correspond primarily to compensation for loss of use paid by the Group to the sellers of land when preliminary sales agreements are signed (for those not covered by guarantees) as part of its Property development business. They are offset against the price to be paid on completion of the purchase. Principal accounts in debit As part of its property management business and real estate transactions, the Group presents the cash balance it manages for third parties on its balance sheet. 7.4.3 Trade and other payables (€ millions) 31/12/2024 31/12/2023 Trade payables and related accounts 1,296.7 1,121.4 Advances and down payments received from clients 17.5 10.9 VAT collected 291.3 284.1 Other tax and social security payables 51.1 53.0 Prepaid income 16.4 27.3 Other payables 173.0 163.6 Principal accounts in credit 32.3 54.0 Other operating payables 581.7 592.9 Amounts due on non-current assets 94.2 100.3 Trade and other payables 1,972.5 1,814.7 Payables on acquisition of assets Payables on acquisition of assets correspond mainly to debts to suppliers for shopping centres just completed or under development.
Page 53
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 53 NOTE 8 MANAGEMENT OF FINANCIAL RISKS The Group is exposed to the following risks as part of its operational and financing activities: interest rate risk, liquidity risk, counterparty risk and currency risk. As the Group does not carry out any transactions in foreign currencies, it is not subject to currency risk. 8.1 Carrying amount of financial instruments by category As of 31 December 2024 Financial assets and liabilities carried at amortised cost Financial assets and liabilities carried at fair value (€ millions) Total carrying amount Non-financial assets Loans and receivables Liabilities at amortised cost Equity instruments Assets and liabilities at fair value through profit and loss Level 1(a) Level 2(b) Level 3(c) NON-CURRENT ASSETS 374.7 154.6 219.4 – 0.8 – – – – Securities and investments in equity affiliates 357.7 154.6 203.2 – – – – – – Non-current financial assets 17.0 – 16.2 – 0.8 – – – – CURRENT ASSETS 1,813.5 – 1,718.9 – – 94.6 – 94.6 – Trade and other receivables 954.1 – 954.1 – – – – – – Current financial assets 25.2 – 25.2 – – – – – – Derivative financial instruments 55.3 – – – – 55.3 – 55.3 – Cash and cash equivalents 778.9 – 739.5 – – 39.3 – 39.3 – NON-CURRENT LIABILITIES 2,516.4 – – 2,516.4 – – – – – Borrowings and financial liabilities 2,467.6 – – 2,467.6 – – – – – Deposits and security interests received 48.7 – – 48.7 – – – – – CURRENT LIABILITIES 2,518.3 – – 2,504.6 – 13.7 – 13.7 – Borrowings and financial liabilities 532.1 – – 532.1 – – – – – Derivative financial instruments 13.7 – – – – 13.7 – 13.7 – Trade and other payables 1,972.5 – – 1,972.5 – – – – – (a) Financial instruments listed on an active market (b) Financial instruments whose fair value is determined using valuation techniques based on observable market inputs (c) Financial instruments whose fair value (in whole or in part) are based on non-observable inputs Equity instruments mainly comprise equity securities of non-consolidated companies. At each acquisition, an analysis is carried out to determine the Group’s management intention, and therefore its accounting method (change in value through income or by OCI). Cash and cash equivalents breakdown between cash presented under receivables and marketable securities presented as financial assets within Level 1 of the fair value hierarchy.
Page 54
54 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA As of 31 December 2023 Financial assets and liabilities carried at amortised cost Financial assets and liabilities carried at fair value (€ millions) Total carrying amount Non-financial assets Loans and receivables Liabilities at amortised cost Equity instruments Assets and liabilities at fair value through profit and loss Level 1(a) Level 2(b) Level 3(c) NON-CURRENT ASSETS 362.7 82.4 258.9 – 1.1 20.3 – 20.3 – Securities and investments in equity affiliates 327.1 82.4 244.7 – – – – – – Non-current financial assets 35.6 – 14.2 – 1.1 20.3 – 20.3 – CURRENT ASSETS 1,770.8 – 1,518.2 – – 252.6 – 252.6 – Trade and other receivables 930.2 – 930.2 – – – – – – Current financial assets 25.8 – 25.8 – – – – – – Derivative financial instruments 101.7 – – – – 101.7 – 101.7 – Cash and cash equivalents 713.1 – 562.2 – – 150.9 – 150.9 – NON-CURRENT LIABILITIES 2,299.4 – – 2,299.4 – – – – – Borrowings and financial liabilities 2,254.8 – – 2,254.8 – – – – – Deposits and security interests received 44.6 – – 44.6 – – – – – CURRENT LIABILITIES 2,484.3 – – 2,483.7 – 0.7 – 0.7 – Borrowings and financial liabilities 637.7 – – 637.7 – – – – – Derivative financial instruments 32.0 – – 31.3 – 0.7 – 0.7 – Trade and other payables 1,814.7 – – 1,814.7 – – – – – (a) Financial instruments listed on an active market (b) Financial instruments whose fair value is determined using valuation techniques based on observable market inputs (c) Financial instruments whose fair value (in whole or in part) are based on non-observable inputs Equity instruments mainly comprise equity securities of non-consolidated companies. At each acquisition, an analysis is carried out to determine the Group’s management intention, and therefore its accounting method (change in value through income or by OCI). Cash and cash equivalents breakdown between cash presented under receivables and marketable securities presented as financial assets within Level 1 of the fair value hierarchy. 8.2 Interest rate risk The Group is exposed to market risk, particularly with regard to interest rate risk. The Group uses a number of financial instruments to cope with this risk. The Group holds a portfolio of swaps and caps designed to hedge against interest rate risk on its financial debts. At 31 December 2024, the Group has a significant interest rate hedging position. This situation is the result of the Group’s global risk management policy. The objective is to reduce, where it deems appropriate, fluctuations in cash flows linked to changes in interest rates. Derivative instruments are measured and recognised at fair value in the balance sheet based on external valuations. Changes in the fair value of derivative instruments are always recognised in income. The Group has not opted for hedge accounting. The Group mainly uses credit markets. Position in derivative financial instruments (€ millions) 31/12/2024 31/12/2023 Interest-rate swaps 29.2 81.5 Interest-rate caps 10.6 17.0 Accrued interest not yet due 1.9 2.5 Premiums and balances remaining to be paid – (31.3) Total 41.6 69.7 Derivatives were valued by discounting future cash flows estimated according to interest rate curves at 31 December 2024.
Page 55
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 55 Maturity schedule of derivative financial instruments (notional amounts) As of 31 December 2024 (€ millions) 31/12/2024 31/12/2025 31/12/2026 31/12/2027 31/12/2028 31/12/2029 Altarea paying a fixed rate – swap 1,556.3 1,350.3 1,269.2 1,263.0 1,031.6 825.1 Altarea paying a variable rate – swap – – – – – – Altarea paying rate – swaption 500.0 500.0 – – – – Altarea – cap 262.5 262.5 262.5 262.5 – – Total 2,318.8 2,112.8 1,531.7 1,525.5 1,031.6 825.1 Average hedge ratio 0.87% 1.10% 1.50% 1.50% 1.94% 2.07% As of 31 December 2023 (€ millions) 31/12/2023 31/12/2024 31/12/2025 31/12/2026 31/12/2027 31/12/2028 Altarea paying a fixed rate – swap 925.0 1,150.0 950.0 875.0 875.0 650.0 Altarea paying a variable rate – swap – – – – – – Altarea paying a fixed rate – swaption 500.0 – – – – – Altarea – cap 262.5 262.5 262.5 262.5 262.5 – Total 1,687.5 1,412.5 1,212.5 1,137.5 1,137.5 650.0 Average hedge ratio 1.39% 1.28% 1.33% 1.40% 1.40% 0.83% Management position As of 31 December 2024 (€ millions) 31/12/2024 31/12/2025 31/12/2026 31/12/2027 31/12/2028 31/12/2029 Fixed-rate bond and bank loans (1,451.7) (1,094.4) (1,043.9) (1,043.8) (593.8) (593.8) Floating-rate bank loans (1,008.7) (943.2) (872.1) (844.9) (421.7) (234.8) Cash and cash equivalents (assets) 778.9 – – – – – Net position before hedging (1,681.5) (2,037.5) (1,916.0) (1,888.7) (1,015.6) (828.6) Swap 1,556.3 1,350.3 1,269.2 1,263.0 1,031.6 825.1 Swaption 500.0 500.0 – – – – Cap 262.5 262.5 262.5 262.5 – – Total derivative financial instruments 2,318.8 2,112.8 1,531.7 1,525.5 1,031.6 825.1 Net position after hedging 637.3 75.3 (384.3) (363.2) 16.0 (3.5) As of 31 December 2023 (€ millions) 31/12/2023 31/12/2024 31/12/2025 31/12/2026 31/12/2027 31/12/2028 Fixed-rate bond and bank loans (1,405.6) (1,129.5) (794.3) (743.9) (743.8) (293.8) Floating-rate bank loans (954.6) (725.4) (641.8) (578.9) (519.0) (114.0) Cash and cash equivalents (assets) 713.1 – – – – – Net position before hedging (1,647.1) (1,854.9) (1,436.2) (1,322.8) (1,262.8) (407.8) Swap 925.0 1,150.0 950.0 875.0 875.0 650.0 Swaption 500.0 – – – – – Cap 262.5 262.5 262.5 262.5 262.5 – Total derivative financial instruments 1,687.5 1,412.5 1,212.5 1,137.5 1,137.5 650.0 Net position after hedging 40.4 (442.4) (223.7) (185.3) (125.3) 242.2
Page 56
56 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Analysis of interest-rate sensitivity The following table shows the interest-rate sensitivity (including the effect of hedging instruments) of the entire portfolio of floating- rate borrowings from credit establishments and derivative instruments. Increase/decrease in interest rates Impact of the gain (-) or loss (+) on pre-tax Impact on the value of the portfolio of the financial instruments 31/12/2024 +50 bps -50 bps +€5.0 million -€5.0 million +€22.2 million -€41.6 million 31/12/2023 +50 bps -50 bps +€0.9 million -€0.2 million +€31.7 million -€32.6 million 8.3 Liquidity risk CASH The Group maintained significant access to liquidity, accompanied by good conditions. The Group had a positive cash position of €778.9 million at 31 December 2024, compared to €713.1 million at 31 December 2023. This represents its main tool for management of liquidity risk (see Note 6.2.1 “Net financial bond and bank debt”). Since 2023, an automated Group cash-pooling scheme has been in place for almost the entire scope of consolidation (including partner companies). Thus, almost all of the cash on the balance sheet is available for the Group’s operations. At 31 December 2024, the Group can also draw down an additional €1,290 million (in the form of unused confirmed corporate credit lines not allocated to development projects or operations), to use without restriction. FINANCIAL COVENANTS AND RATIOS The Group is also required to comply with a certain number of financial covenants that contribute to the monitoring and management of the Group’s financial risks. The covenants with which the Group must comply concern the listed corporate bond and bank loans, for €770 million. The bond issue subscribed for by Altareit SCA (€334.5 million excl. unpaid accrued interest) is also subject to leverage covenants. They are listed below: Altarea Group covenants 31/12/2024 Consolidated Altareit covenants 31/12/2024 Loan To Value (LTV) Net bond and bank financial debt/re-assessed value of the Company’s assets <60% 28.5% Interest Cover Ratio (ICR) Operating income (FFO column or cash flow from operations)/Company’s net borrowing costs (FFO column) > 2 9.6 Leverage Gearing: Net financial debt/Equity ≤ 3.25 0.1 ICR: EBITDA/Net interest expenses ≥ 2 3.8 At 31 December 2024, the Company met all its covenants. COUNTERPARTY RISK In the course of its business, the Group is exposed to two main categories of counterparty: financial institutions and tenants. With regard to financial institutions, credit and/or counterparty risks relate to cash and cash equivalents, derivatives arranged to hedge interest rate risk, and the banking institutions with which these products are arranged. To limit this risk, the Group only arranges hedging with leading financial institutions. The selected vehicles have a very limited risk profile and are monitored. With regard to tenants, the Group believes it has no significant exposure to credit risk due to its diversified portfolio of tenants. In the Retail business, tenants also provide financial guarantees, mainly in the form of security deposits, on signing lease agreements.
Page 57
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 57 NOTE 9 RELATED PARTY TRANSACTIONS Ownership structure of Altarea SCA 31/12/2024 31/12/2023 As a percentage % share capital and theoretical voting rights % actual voting rights % share capital and theoretical voting rights % actual voting rights Extended concert (a) 46.04 46.05 45.51 45.82 Crédit Agricole Assurances group 24.43 24.44 24.11 24.27 APG (ABP) 6.30 6.30 6.65 6.69 Opus Investment BV (b) 1.50 1.50 1.59 1.60 Treasury Shares 0.03 – 0.66 – FCPE 1.18 1.18 1.20 1.21 Public 20.51 20.52 20.28 20.42 Total 100.00 100.00 100.00 100.00 (a) Agreement between Alain Taravella’s holding group (comprising the companies owned by himself and members of his family), Jacques Nicolet (including the company he controls), and until 6 January 2025, Jacques Ehrmann. (b) Directed and controlled by Christian de Gournay, and the shares held by him. Related party transactions The Group’s main related parties are the companies controlled by Alain Taravella, founding Chairman of the Group, and his family, which hold stakes in Altarea: AltaGroupe, AltaPatrimoine and Altager. The Company is managed by Altafi 2, the sole general partner, whose Chairman is Alain Taravella and the Chief Executive Officers are Jacques Ehrmann (11), Matthieu Taravella and Gautier Taravella. The share capital of Altafi 2 is wholly owned by AltaGroupe. Transactions with these related parties mainly relate to services rendered by the aforementioned Management and to a lesser extent, services and rebillings by the Company to AltaGroupe and its subsidiaries. Coordinating services provided to the Company In order to formalise the services habitually provided to Altarea by AltaGroupe, the coordinating holding Company, and to spell out the services provided by the latter, a coordination agreement was signed in 2017, in which the previously applied conditions were unchanged. A new coordination agreement, which replaces the previous one, was signed in 2022 between AltaGroupe, on the one hand, and Altarea, inter alii, on the other. Assistance services and rebilling by the Company and its subsidiaries Assistance services and rebilling of rents and other items are recognised as a deduction from other Company overhead costs in the amount of €0.3 million. Services invoiced to related parties by the Altarea Group are invoiced on an arm’s length basis. Assets and liabilities toward related parties Altafi 2 SAS (€ millions) 31/12/2024 31/12/2023 Trade and other receivables 0.2 0.2 TOTAL ASSETS 0.2 0.2 Trade and other payables(a) 0.0 0.6 TOTAL LIABILITIES 0.0 0.6 (a) Corresponds to Management’s variable compensation. In addition, management fee agreements have been put in place to remunerate the services provided by Altarea, Altareit and Altarea Management for the benefit of Group companies. The remuneration of these management fees has been defined by mutual agreement according to the cost of the services provided and is in line with the market price. Compensations of the Management Management compensation is received entirely by Altafi 2 in the form of fees(12). No share-based compensation or other short -term or long- term or other forms of compensation were paid by Altarea or its subsidiaries to the Management. The fixed annual compensation of the Management in respect of Altarea and Altareit is €1.2 million excl. tax for 2024 (compared with €1.8 million excl. tax for 2023), with no annual variable compensation due to the Management by Altarea or Altareit for the 2024 financial year, given the Management's decision to waive one-third of its annual fixed compensation and all of any annual variable compensation. 11 Jacques Ehrmann is Chief Executive Officer of Altafi 2 until 6 January 2025. Edward Arkwright was appointed Chief Executive Officer of Altafi 2 as of this date. 12 Mr Alain Taravella did not receive any compensation from Altarea or its subsidiaries during the past financial year. He receives compensation from a holding company that holds a stake in Altarea and that he controls with his family.
Page 58
58 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA Compensation of the Group’s senior executives (€ millions) 31/12/2024 31/12/2023 Gross wages(a) 4.2 4.2 Social security contributions 1.8 1.8 Share-based payments(b) 8.2 8.5 Number of shares delivered during the period 41,066 22,391 Post-employment benefits(c) – 0.0 Other short- or long-term benefits and compensation(d) 0.1 0.0 Termination indemnities(e) – – Employer contribution on free shares delivered 0.5 0.5 Post-employment benefit commitment 0.7 0.8 (a) Fixed and variable compensation. (b) Charge calculated in accordance with IFRS 2. (c) Pension service cost according to IAS 19, life insurance and medical care. (d) Benefits in kind, directors’ fees and other compensation vested but payable in the future (short- or long-term). (e) Post-employment benefits, including social security costs. In number of rights on equity in circulation 31/12/2024 31/12/2023 Rights to Altarea SCA’s free share grants 175,315 153,406 The information presented relates to the compensation and benefits granted (i) to executive corporate officers for offices held in subsidiaries and (ii) to the Group’s main salaried executives.
Page 59
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 59 NOTE 10 GROUP COMMITMENTS AND CONTINGENT LIABILITIES 10.1 Off-balance sheet commitments The main commitments given by the Group are mortgages and mortgage commitments made to secure loans or lines of credit from credit establishments. Pledges of securities and undertakings not to sell or assign ownership units are also made by the Company to secure certain loans. These commitments appear in Note 6.2 “Net financial debt and guarantees”. In addition, the Company has received commitments from banks for unused credit lines, which are described in Note 8.3 “Liquidity risk”. All other material commitments are set out below: (€ millions) 31/12/2023 31/12/2024 Less than one year From one to five years More than five years Commitments received Commitments received relating to financing (excl. borrowings) – – – – – Commitments received relating to Company acquisitions 11.5 10.5 4.3 6.2 – Commitments received relating to operating activities 129.2 155.4 130.6 6.9 17.8 Security deposits received in the context of the Hoguet Act (France) 101.3 127.0 127.0 – – Security deposits received from tenants 25.1 25.7 2.4 6.9 16.3 Payment guarantees received from customers 1.5 1.5 – – 1.5 Other commitments received relating to operating activities 1.3 1.3 1.3 – – Total 140.7 165.8 134.9 13.1 17.8 Commitments given Commitments given relating to financing (excl. borrowings) 11.0 11.0 5.0 6.0 – Commitments given relating to Company acquisitions 38.5 38.5 35.0 3.5 – Commitments given relating to operating activities 2,120.5 1,576.0 805.4 723.2 47.5 Construction work completion guarantees (given) 1,805.5 1,337.7 700.5 637.2 – Guarantees given on forward payments for assets 189.1 144.9 61.9 61.0 22.0 Guarantees for loss of use 81.0 34.7 20.0 14.3 0.5 Other sureties and guarantees granted 44.9 58.7 23.0 10.7 25.0 Total 2,170.0 1,625.5 845.4 732.6 47.5 Commitments received COMMITMENTS RECEIVED RELATING TO ACQUISITIONS/DISPOSALS As part of its acquisition of the developer Severini, the Group received a commitment from the sellers to guarantee it until 31 January 2025 against any damage or loss up to €2 million, incurred by the Group as a result of the business activities, with a cause or origin predating 31 March 2018. As part of its acquisition of the developer XF, the Group received a liability guarantee from the sellers in the amount of €2.3 million expiring at the end of July 2025. COMMITMENTS RECEIVED RELATING TO OPERATING ACTIVITIES • Security deposits Under France’s “Hoguet Act”, the Group holds security deposits received specialist bodies in an amount of €127.0 million as a guarantee covering its real estate management and trading activities. The Group also receives security deposits from its tenants to guarantee that they will pay their rent. • Payment guarantees received from customers The Group receives customer payment guarantees issued by financial institutions to guarantee sums payable by the customer. They mainly relate to Retail and Office property development projects. • Other commitments received In its Property Development business, the Group receives deposits on construction contracts from contractors to cover holdbacks (up to 5% of the amount of the contract – non- costed commitment). Commitments given COMMITMENTS GIVEN RELATING TO FINANCING ACTIVITIES The Group makes representations and warranties or contingent consideration when disposing of shares in subsidiaries and affiliates. When the Group considers that it is probable that there will be a cash outlay under the terms of these guarantees, it sets a side allowances to provisions and their amount is reassessed at each closing date.
Page 60
60 CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 ALTAREA The main commitments concern: - undertaking to subscribe for the capital of companies comprising the AltaFund investment fund in the amount of €3.5 million (firm commitment for identified projects); - liability guarantees of €35 million given following the disposal of miscellaneous assets. As part of the Crédit Agricole Assurances agreements, the Group has signed a certain number of legal undertakings that restrict the liquidity of its shareholding under certain conditions. COMMITMENTS GIVEN RELATING TO OPERATING ACTIVITIES • Construction work completion guarantees Completion guarantees are given to customers as part of off-plan sales and are provided on behalf of Group companies by financial institutions, mutual guarantee organisations or insurance companies. They are reported in the amount of risk borne by the financ ial institution that issued the guarantee. In return, Group companies give financial institutions a promise of mortgage security and an undertaking not to sell ownership units. • Guarantees on forward payments for assets These guarantees mainly cover purchases of land or buildings for the Property Development business. • Guarantees for loss of use As part of its Property Development activities, the Group signs preliminary sales agreements with landowners, the execution of which is subject to conditions precedent, including conditions relating to obtaining administrative authorisations. In return for their undertakings, landowners receive compensation for loss of use, which takes the form of an advance (carried on the asset side of the balance sheet) or a surety (an off -balance sheet commitment). The Group undertakes to pay the compensation for loss of use if it decides not to buy the land when the conditions precedent are met. • Other sureties and guarantees granted The other sureties and guarantees given mainly relate to the Group’s involvement in AltaFund, its Business property real estate investment fund, and guarantees given as part of its development activity. Reciprocal commitments Notably in the ordinary course of its Property Development activities, the Group enters into reciprocal commitments to ensure the REIT control of future projects. The Group signs bilateral sales agreements with landowners: the owner undertakes to sell its land and the Group commits to buy it if all conditions precedent (administrative and/ or marketing) are met. Other commitments In the conduct of its proprietary shopping centre development business, Altarea has made commitments to invest in projects initiated and controlled by the Company. Moreover, in the conduct of its Residential property development, the Group signs new orders (or preliminary sales agreements) with its customers, the execution of which depends on whether the customers meet the conditions precedent, particularly with respect to their ability to secure financing. As part of its Property Development business, the Group has a future offering consisting of unilateral preliminary sales agreements. These commitments are quantified in the activity report. Minimum future rents to be received The total of minimum future rents to be received under non- cancellable rental agreements over the period amounted to: (€ millions) 31/12/2024 31/12/2023 Less than one year 200.0 200.0 Between one and five years 418.2 433.5 More than five years 170.5 186.6 Guaranteed minimum rent 788.8 820.1 Rents receivable relate mainly to shopping centres owned by the Group. 10.2 Contingent liabilities The Group is not subject to any significant rectification proposal as of 31 December 2024 No other new litigation or governmental, legal, or arbitration proceedings that are likely to have significant effects on the Company’s financial position or profitability arose in the period, other than those for which a provision has been recognised (see Note 6.3 “Provisions”) or for which the case is ongoing. Regarding the Primonial litigation, in agreement with its advisors, no provision has been recorded by the Group (see note 4.1 “Major events”).
Page 61
ALTAREA CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2024 61 NOTE 11 POST-CLOSING EVENTS There were no major events after the closing date and prior to the approval date of the financial statements. NOTE 12 APPOINTMENT OF STATUTORY AUDITORS (€ millions) E&Y Mazars Others Total Amount % Amount % Amount % Amount % 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 2024 2023 Statutory audit, certification, examination of individual and consolidated financial statements - Altarea SCA 0.3 0.2 23% 18% 0.2 0.2 15% 18% – – 0% 0% 0.5 0.5 17% 16% - Fully consolidated subsidiaries 0.7 0.9 62% 70% 1.3 1.0 77% 77% 0.1 0.2 100% 100% 2.1 2.2 68% 75% Services other than the certification of the financial statements - Altarea SCA 0.1 0.2 10% 11% 0.1 – 4% 0% – – 0% 0% 0.2 0.2 6% 5% - Fully consolidated subsidiaries 0.1 – 6% 0% 0.1 0.1 4% 5% 0.1 0.0 0% 0% 0.3 0.1 9% 4% Total 1.2 1.3 100% 100% 1.7 1.3 100% 100% 0.2 0.2 100% 100% 3.1 2.9 100% 100%