IRSA Inversiones y Representaciones Sociedad
Anónima
Unaudited Condensed Interim Consolidated Financial Statements as of
September 30, 2019 and for the three-month period ended as of that
date, presented comparatively
Legal information
Denomination: IRSA Inversiones y
Representaciones Sociedad Anónima.
Fiscal year N°: 77, beginning on July 1st,
2018.
Legal address: 108 Bolívar St., 1st
floor, Autonomous City of Buenos Aires, Argentina.
Company activity: Real estate investment
and development.
Date of registration of the by-laws in the
Public Registry of Commerce: June 23, 1943.
Date of registration of last
amendment of the by-laws in the Public Registry of Commerce:
October 29, 2018.
Expiration of the
Company’s by-laws: April
5, 2043.
Registration number with the
Superintendence: 213,036.
Capital: 578,676,460 shares.
Common Stock subscribed, issued and paid up
nominal value (in millions of Ps.): 579.
Parent Company: Cresud Sociedad
Anónima, Comercial, Inmobiliaria, Financiera y
Agropecuaria
(Cresud
S.A.C.I.F. y A.).
Legal Address: 877 Moreno St., 23rd.
floor, Autonomous City of Buenos Aires, Argentina.
Main activity: Real estate,
agricultural, commercial and financial activities.
Direct and indirect interest of the Parent
Company on the capital stock: 359,102,219 common
shares.
Percentage of votes of the Parent Company
(direct and indirect interest) on the shareholders’
equity: 62.34% (1).
Type of
stock
|
CAPITAL STATUS
|
Shares
authorized for Public Offering (2)
|
Subscribed,
issued and paid up nominal value
(in
millions of Pesos)
|
Common
stock with a face value of Ps. 1 per share and entitled to 1 vote
each
|
578,676,460
|
579
|
(1) For
computation purposes, treasury shares have been
subtracted.
(2)
Company not included in the Optional Statutory System of Public
Offer of Compulsory Acquisition.
Index
Glossary
|
1
|
Unaudited
Condensed Interim Consolidated Statements of Financial
Position.
|
2
|
Unaudited
Condensed Interim Consolidated Statements of Income and Other
Comprehensive Income
|
3
|
Unaudited
Condensed Interim Consolidated Statements of Changes in
Shareholders’ Equity
|
4
|
Unaudited
Condensed Interim Consolidated Statements of Cash
Flows
|
6
|
Notes to the
Unaudited Condensed Interim Consolidated Financial
Statements:
|
|
Note 1
– The Group’s business and general information
|
7
|
Note 2
– Summary of significant accounting policies
|
8
|
Note 3
– Seasonal effects on operations
|
10
|
Note 4
– Acquisitions and disposals
|
10
|
Note 5
– Financial risk management and fair value estimates
|
12
|
Note 6
– Segment information
|
13
|
Note 7
– Investments in associates and joint ventures
|
15
|
Note 8
– Investment properties
|
17
|
Note 9
– Property, plant and equipment
|
17
|
Note 10
– Trading properties
|
18
|
Note 11
– Intangible assets
|
18
|
Note 12
– Right-of-use assets
|
19
|
Note 13
– Financial instruments by category
|
22
|
Note 14
– Trade and other receivables
|
22
|
Note 15
– Cash flow information
|
23
|
Note 16
– Trade and other payables
|
24
|
Note 17
– Borrowing
|
24
|
Note 18
– Provisions
|
24
|
Note 19
– Taxes
|
25
|
Note 20
– Revenues
|
25
|
Note 21
– Expenses by nature
|
26
|
Note 22
– Cost of goods sold and services provided
|
26
|
Note 23
– Other operating results, net
|
26
|
Note 24
– Financial results, net
|
27
|
Note 25
– Related party transactions
|
27
|
Note 26
– CNV General Resolution N° 622
|
28
|
Note 27
– Foreign currency assets and liabilities
|
29
|
Note 28
– Groups of assets and liabilities held for sale
|
30
|
Note 29
– Results from discontinued operations
|
30
|
Note 30
– Other significant events of the period
|
31
|
Note 31
– Subsequent Event
|
32
|
Glossary
The
following are not technical definitions, but help the reader to
understand certain terms used in the wording of the notes to the
Group´s Financial Statements.
Terms
|
|
Definitions
|
BACS
|
|
Banco
de Crédito y Securitización S.A.
|
BCRA
|
|
Central
Bank of the Argentine Republic
|
BHSA
|
|
Banco
Hipotecario S.A.
|
Cellcom
|
|
Cellcom
Israel Ltd.
|
Clal
|
|
Clal
Holdings Insurance Enterprises Ltd.
|
CNV
|
|
Securities
Exchange Commission
|
CODM
|
|
Chief
operating decision maker
|
CPF
|
|
Collective
Promotion Funds
|
Condor
|
|
Condor
Hospitality Trust Inc.
|
Cresud
|
|
Cresud
S.A.C.I.F. y A.
|
DIC
|
|
Discount
Investment Corporation Ltd.
|
Efanur
|
|
Efanur
S.A.
|
Financial
Statements
|
|
Unaudited
Condensed Interim Consolidated Financial Statements
|
Annual
Financial Statements
|
|
Consolidated
Financial Statements as of June 30, 2019
|
HASA
|
|
Hoteles
Argentinos S.A.
|
IAS
|
|
International
Accounting Standards
|
IASB
|
|
International
Accounting Standards Board
|
IDBT
|
|
IDB
Tourism (2009) Ltd
|
IDBD
|
|
IDB
Development Corporation Ltd.
|
IFISA
|
|
Inversiones
Financieras del Sur S.A.
|
IFRS
|
|
International
Financial Reporting Standards
|
IRSA,
The Company”, “Us”, “We”
|
|
IRSA
Inversiones y Representaciones Sociedad Anónima
|
IRSA
CP
|
|
IRSA
Propiedades Comerciales S.A.
|
Israir
|
|
Israir
Airlines & Tourism Ltd.
|
LRSA
|
|
La
Rural S.A.
|
Metropolitan
|
|
Metropolitan
885 Third Avenue Leasehold LLC
|
MPIT
|
|
Minimum
presumed income tax
|
NCN
|
|
Non-convertible
notes
|
New
Lipstick
|
|
New
Lipstick LLC
|
NFSA
|
|
Nuevas
Fronteras S.A.
|
NIS
|
|
New
Israeli Shekel
|
PBC
|
|
Property
& Building Corporation Ltd.
|
PBEL
|
|
PBEL
Real Estate LTD
|
Quality
|
|
Quality
Invest S.A.
|
Shufersal
|
|
Shufersal
Ltd.
|
Tarshop
|
|
Tarshop
S.A.
|
Tyrus
|
|
Tyrus
S.A.
|
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Consolidated Statements of Financial
Position
as of September 30, 2019 and June 30, 2019
(All
amounts in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Note
|
09,30,2019
|
|
06,30,2019
|
ASSETS
|
|
|
|
|
Non-current assets
|
|
|
|
|
Investment properties
|
8
|
197,192
|
|
262,600
|
Property, plant and equipment
|
9
|
26,954
|
|
25,120
|
Trading properties
|
10, 22
|
6,559
|
|
6,170
|
Intangible assets
|
11
|
22,783
|
|
20,159
|
Right-of-use assets
|
12
|
13,281
|
|
-
|
Other assets
|
|
33
|
|
27
|
Investments in associates and joint ventures
|
7
|
63,004
|
|
34,989
|
Deferred income tax assets
|
19
|
398
|
|
450
|
Income tax and MPIT credit
|
|
147
|
|
170
|
Restricted assets
|
13
|
2,816
|
|
3,465
|
Trade and other receivables
|
14
|
17,043
|
|
13,920
|
Investments in financial assets
|
13
|
3,915
|
|
3,250
|
Financial assets held for sale
|
13
|
-
|
|
4,701
|
Derivative financial instruments
|
13
|
99
|
|
107
|
Total non-current assets
|
|
354,224
|
|
375,128
|
Current assets
|
|
|
|
|
Trading properties
|
10, 22
|
277
|
|
412
|
Inventories
|
22
|
1,147
|
|
1,291
|
Restricted assets
|
13
|
9,640
|
|
4,930
|
Income tax and MPIT credit
|
|
428
|
|
439
|
Group of assets held for sale
|
28
|
15,850
|
|
9,053
|
Trade and other receivables
|
14
|
29,063
|
|
25,369
|
Investments in financial assets
|
13
|
30,253
|
|
36,256
|
Financial assets held for sale
|
13
|
14,675
|
|
13,122
|
Derivative financial instruments
|
13
|
68
|
|
46
|
Cash and cash equivalents
|
13
|
62,669
|
|
68,060
|
Total current assets
|
|
164,070
|
|
158,978
|
TOTAL ASSETS
|
|
518,294
|
|
534,106
|
SHAREHOLDERS’ EQUITY
|
|
|
|
|
Shareholders' equity attributable to equity holders of the parent
(according to corresponding statement)
|
|
37,674
|
|
36,094
|
Non-controlling interest
|
|
45,756
|
|
60,478
|
TOTAL SHAREHOLDERS’ EQUITY
|
|
83,430
|
|
96,572
|
LIABILITIES
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Borrowings
|
17
|
275,818
|
|
300,482
|
Lease liabilities
|
|
10,160
|
|
-
|
Deferred income tax liabilities
|
19
|
33,336
|
|
41,406
|
Trade and other payables
|
16
|
2,056
|
|
1,973
|
Income tax and MPIT liabilities
|
|
6
|
|
-
|
Provisions
|
18
|
10,995
|
|
9,017
|
Employee benefits
|
|
166
|
|
149
|
Derivative financial instruments
|
13
|
602
|
|
1,157
|
Salaries and social security liabilities
|
|
151
|
|
124
|
Total non-current liabilities
|
|
333,290
|
|
354,308
|
Current liabilities
|
|
|
|
|
Trade and other payables
|
16
|
21,205
|
|
20,887
|
Borrowings
|
17
|
59,256
|
|
51,206
|
Lease liabilities
|
|
3,802
|
|
-
|
Provisions
|
18
|
2,127
|
|
1,939
|
Group of liabilities held for sale
|
28
|
11,445
|
|
6,406
|
Salaries and social security liabilities
|
|
2,652
|
|
2,371
|
Income tax and MPIT liabilities
|
|
377
|
|
389
|
Derivative financial instruments
|
13
|
710
|
|
28
|
Total current liabilities
|
|
101,574
|
|
83,226
|
TOTAL LIABILITIES
|
|
434,864
|
|
437,534
|
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
|
|
518,294
|
|
534,106
|
The
accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
|
.
Eduardo
S. Elsztain
President
|
2
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Consolidated Statements of Income and
Other Comprehensive Income
for the three-month periods ended September 30, 2019 and
2018
(All
amounts in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
|
Three month
|
|
Note
|
09.30.2019
|
|
09.30.2018
|
Revenues
|
20
|
18,610
|
|
16,376
|
Costs
|
21, 22
|
(11,786)
|
|
(10,509)
|
Gross profit
|
|
6,824
|
|
5,867
|
Net gain from fair value adjustment of investment
properties
|
8
|
9,032
|
|
10,187
|
General and administrative expenses
|
21
|
(2,105)
|
|
(1,951)
|
Selling expenses
|
21
|
(2,391)
|
|
(2,358)
|
Other operating results, net
|
23
|
(33)
|
|
646
|
Profit from operations
|
|
11,327
|
|
12,391
|
Share of profit of associates and joint ventures
|
7
|
77
|
|
173
|
Profit before financial results and income tax
|
|
11,404
|
|
12,564
|
Finance income
|
24
|
251
|
|
278
|
Finance costs
|
24
|
(5,663)
|
|
(4,295)
|
Other financial results
|
24
|
(7,971)
|
|
(287)
|
Inflation adjustment
|
|
(300)
|
|
(73)
|
Financial results, net
|
|
(13,683)
|
|
(4,377)
|
(Loss) / profit before income tax
|
|
(2,279)
|
|
8,187
|
Income tax
|
19
|
(1,833)
|
|
456
|
(Loss) / profit for the period from continuing
operations
|
|
(4,112)
|
|
8,643
|
Profit for the period from discontinued operations
|
29
|
15,095
|
|
416
|
Profit for the period
|
|
10,983
|
|
9,059
|
Other comprehensive income:
|
|
|
|
|
Items that may be reclassified subsequently to profit or
loss:
|
|
|
|
|
Currency translation adjustment
|
|
7,843
|
|
11,973
|
Change in the fair value of hedging instruments net of income
taxes
|
|
(13)
|
|
(6)
|
Items that may not be reclassified subsequently to profit or loss,
net of income tax:
|
|
-
|
|
-
|
Actuarial loss from defined contribution plans
|
|
(51)
|
|
-
|
Other comprehensive income for the period from continuing
operations
|
|
7,779
|
|
11,967
|
Other comprehensive income for the period from discontinued
operations
|
|
3,811
|
|
7,275
|
Total other comprehensive income for the period
|
|
11,590
|
|
19,242
|
Total comprehensive income for the period
|
|
22,573
|
|
28,301
|
|
|
|
|
|
Total comprehensive income from continuing operations
|
|
3,667
|
|
20,609
|
Total comprehensive income from discontinued
operations
|
|
18,906
|
|
7,692
|
Total comprehensive income for the period
|
|
22,573
|
|
28,301
|
|
|
|
|
|
Profit for the period attributable to:
|
|
|
|
|
Equity holders of the parent
|
|
3,298
|
|
7,982
|
Non-controlling interest
|
|
7,685
|
|
1,077
|
|
|
|
|
|
(Loss) / profit from continuing operations attributable
to:
|
|
|
|
|
Equity holders of the parent
|
|
(3,413)
|
|
7,922
|
Non-controlling interest
|
|
(699)
|
|
721
|
|
|
|
|
|
Total comprehensive income attributable to:
|
|
|
|
|
Equity holders of the parent
|
|
2,610
|
|
12,333
|
Non-controlling interest
|
|
19,963
|
|
15,968
|
|
|
|
|
|
Total comprehensive (Loss) / income from continuing operations
attributable to:
|
|
|
|
|
Equity holders of the parent
|
|
(688)
|
|
5,097
|
Non-controlling interest
|
|
4,355
|
|
15,512
|
|
|
|
|
|
Profit per share attributable to equity holders of the
parent:
|
|
|
|
|
Basic
|
|
5.74
|
|
13.88
|
Diluted
|
|
5.70
|
|
13.79
|
|
|
|
|
|
(Loss) / profit per share from continuing operations attributable
to equity holders of the parent:
|
|
|
|
|
Basic
|
|
(5.94)
|
|
13.78
|
Diluted
|
|
(5.94)
|
|
13.68
|
The
accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
|
.
Eduardo
S. Elsztain
President
|
3
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Consolidated Statements of Changes in
Shareholders’ Equity
for the three-month period ended September 30, 2019
(All
amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for
publication in Argentina
|
Attributable to equity holders of the parent
|
|
|
|
Share capital
|
Treasury shares
|
Inflation adjustment of share capital and treasury shares
(1)
|
Share premium
|
Additional paid-in capital from treasury shares
|
Legal reserve
|
Special reserve Resolution CNV 609/12 (2)
|
Other reserves (3)
|
Retained earnings
|
Subtotal
|
Non-controlling interest
|
Total Shareholders’ equity
|
Balance as of July 1, 2019
|
575
|
4
|
10,532
|
11,448
|
62
|
382
|
7,402
|
53,578
|
(47,889)
|
36,094
|
60,478
|
96,572
|
Adjustments of previous periods (IFRS 16 and IAS 28) (Note
2.2)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(913)
|
(913)
|
(677)
|
(1,590)
|
Restated balance as of July 1, 2018
|
575
|
4
|
10,532
|
11,448
|
62
|
382
|
7,402
|
53,578
|
(48,802)
|
35,181
|
59,801
|
94,982
|
Profit for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
3,298
|
3,298
|
7,685
|
10,983
|
Other comprehensive (loss) / income for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(688)
|
-
|
(688)
|
12,278
|
11,590
|
Total profit and other comprehensive (loss) / income for the
period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(688)
|
3,298
|
2,610
|
19,963
|
22,573
|
Capitalisation of irrevocable contributions
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
8
|
8
|
Dividend distribution
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(13)
|
(13)
|
Decrease due to loss of control
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
18
|
18
|
(33,949)
|
(33,931)
|
Changes in non-controlling interest
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(135)
|
-
|
(135)
|
(54)
|
(189)
|
Balance as of September 30, 2019
|
575
|
4
|
10,532
|
11,448
|
62
|
382
|
7,402
|
52,755
|
(45,486)
|
37,674
|
45,756
|
83,430
|
(1)
Includes
Ps. 1 of Inflation adjustment of treasury shares. See Note 16 to
the Annual Financial Statements.
(2)
Related
to CNV General Resolution N° 609/12.
(3)
Group´s
other reserves for the period ended September 30, 2019 are
comprised as follows:
|
Cost of treasury shares
|
Changes in non-controlling interest
|
Reserve for share-based payments
|
Reserve for future dividends
|
Currency translation adjustment reserve
|
Hedging instruments
|
Special reserve
|
Reserve for defined contribution plans
|
Other reserves from subsidiaries
|
Revaluation surplus
|
Total Other reserves
|
Balance as of July 1, 2019
|
(129)
|
(4,153)
|
163
|
1,332
|
206
|
(7)
|
56,246
|
(244)
|
82
|
82
|
53,578
|
Other comprehensive loss for the period
|
-
|
-
|
-
|
-
|
(633)
|
-
|
-
|
-
|
(55)
|
-
|
(688)
|
Total comprehensive loss for the period
|
-
|
-
|
-
|
-
|
(633)
|
-
|
-
|
-
|
(55)
|
-
|
(688)
|
Share-based compensation
|
2
|
-
|
(2)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Changes in non-controlling interest
|
-
|
(135)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(135)
|
Balance as of September 30, 2019
|
(127)
|
(4,288)
|
161
|
1,332
|
(427)
|
(7)
|
56,246
|
(244)
|
27
|
82
|
52,755
|
The
accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
|
.
Eduardo
S. Elsztain
President
|
4
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Consolidated Statements of Changes in
Shareholders’ Equity
for the three-month period ended September 30, 2018
(All
amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for
publication in Argentina
|
Attributable to equity holders of the parent
|
|
|
|
Share capital
|
Treasury shares
|
Inflation adjustment of share capital and treasury shares
(1)
|
Share premium
|
Additional paid-in capital from treasury shares
|
Legal reserve
|
Special reserve Resolution CNV 609/12 (2)
|
Other reserves (3)
|
Retained earnings
|
Subtotal
|
Non-controlling interest
|
Total Shareholders’ equity
|
Balance as of July 1, 2018
|
575
|
4
|
10,532
|
11,448
|
62
|
382
|
7,402
|
3,862
|
22,653
|
56,920
|
65,471
|
122,391
|
Adjustments previous periods (IFRS 9 and 15)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(229)
|
(229)
|
(5)
|
(234)
|
Balance as of July 1, 2018 (recast)
|
575
|
4
|
10,532
|
11,448
|
62
|
382
|
7,402
|
3,862
|
22,424
|
56,691
|
65,466
|
122,157
|
Profit for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
7,982
|
7,982
|
1,077
|
9,059
|
Other comprehensive income for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
4,351
|
-
|
4,351
|
14,891
|
19,242
|
Total profit and other comprehensive income for the
period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
4,351
|
7,982
|
12,333
|
15,968
|
28,301
|
Share-based compensation
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
2
|
2
|
Changes in non-controlling interest
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(577)
|
-
|
(577)
|
(357)
|
(934)
|
Dividends distribution to non-controlling interest in
subsidiaries
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(315)
|
(315)
|
Balance as of September 30, 2018
|
575
|
4
|
10,532
|
11,448
|
62
|
382
|
7,402
|
7,636
|
30,406
|
68,447
|
80,764
|
149,211
|
(1)
Includes Ps. 1 of Inflation adjustment of treasury shares. See Note
16 to the Annual Financial Statements.
(2)
Related to CNV General Resolution N° 609/12.
(3)
Group´s
other reserves for the period ended September 30, 2018 are
comprised as follows:
|
Cost of treasury stock
|
Changes in non-controlling interest
|
Reserve for share-based payments
|
Reserve for future dividends
|
Currency translation adjustment reserve
|
Hedging instruments
|
Special reserve
|
Reserve for defined contribution plans
|
Revaluation surplus
|
Other reserves from subsidiaries
|
Total Other reserves
|
Balance as of July 1, 2018
|
(144)
|
(3,076)
|
176
|
1,332
|
853
|
83
|
4,716
|
(244)
|
82
|
84
|
3,862
|
Other comprehensive income for the period
|
-
|
-
|
-
|
-
|
4,331
|
20
|
-
|
-
|
-
|
-
|
4,351
|
Total comprehensive loss for the period
|
-
|
-
|
-
|
-
|
4,331
|
20
|
-
|
-
|
-
|
-
|
4,351
|
Share-based compensation
|
2
|
-
|
(2)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Changes in non-controlling interest
|
-
|
(492)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(85)
|
(577)
|
Balance as of September 30, 2018
|
(142)
|
(3,568)
|
174
|
1,332
|
5,184
|
103
|
4,716
|
(244)
|
82
|
(1)
|
7,636
|
The accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
|
.
Eduardo S. Elsztain
President
|
5
IRSA Inversiones y Representaciones Sociedad
Anónima
Unaudited Condensed Interim Consolidated Statements of Cash
Flows
for the three-month periods ended September 30, 2019 and
2018
(All
amounts in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Note
|
09.30.2019
|
|
09.30.2018
|
Operating activities:
|
|
|
|
|
Net cash generated from continuing operating activities before
income tax paid
|
15
|
6,770
|
|
3,035
|
Income tax and MPIT paid
|
|
(260)
|
|
(97)
|
Net cash generated from continuing operating
activities
|
|
6,510
|
|
2,938
|
Net cash generated from discontinued operating
activities
|
|
1,145
|
|
310
|
Net cash generated from operating activities
|
|
7,655
|
|
3,248
|
Investing activities:
|
|
|
|
|
Increase of interest in associates and joint ventures
|
|
(4)
|
|
(86)
|
Acquisition of associates and joint ventures
|
|
(2,288)
|
|
-
|
Contributions and issuance of capital in associates and joint
ventures
|
|
(82)
|
|
(12)
|
Acquisition and improvements of investment properties
|
|
(899)
|
|
(1,898)
|
Cash incorporated through deconsolidation of
subsidiary
|
|
-
|
|
54
|
Proceeds from sales of investment properties
|
|
-
|
|
11
|
Acquisitions and improvements of property, plant and
equipment
|
|
(814)
|
|
(795)
|
Proceeds from sales of property, plant and equipment
|
|
2,531
|
|
-
|
Acquisitions of intangible assets
|
|
(700)
|
|
(701)
|
Net increase of restricted deposits
|
|
(1,577)
|
|
(293)
|
Dividends collected from associates and joint ventures
|
|
32
|
|
146
|
Proceeds from sales of interest held in associates and joint
ventures
|
|
39
|
|
631
|
Proceeds from loans granted
|
|
33
|
|
92
|
Acquisitions of financial assets
|
|
(8,224)
|
|
(8,071)
|
Proceeds from disposal of investments in financial
assets
|
|
12,349
|
|
12,372
|
Interests collected from financial assets
|
|
277
|
|
296
|
Dividends received from financial assets
|
|
67
|
|
203
|
Proceeds from sale of other assets
|
|
75
|
|
-
|
Loans granted to related parties
|
|
-
|
|
(8)
|
Loans granted
|
|
(609)
|
|
-
|
Net cash generated from continuing investing
activities
|
|
206
|
|
1,941
|
Net cash generated from / (used in) discontinued investing
activities
|
|
2,347
|
|
(193)
|
Net cash generated from investing activities
|
|
2,553
|
|
1,748
|
Financing activities:
|
|
|
|
|
Borrowings and issuance of non-convertible notes
|
|
11,916
|
|
23,292
|
Payment of borrowings and non-convertible notes
|
|
(21,950)
|
|
(4,583)
|
(Payment) / collections of short term loans, net
|
|
1,233
|
|
1,086
|
Interests paid
|
|
(4,919)
|
|
(2,574)
|
Repurchase of NCN
|
|
(8,139)
|
|
(804)
|
Acquisition of non-controlling interest in
subsidiaries
|
|
(180)
|
|
(368)
|
Proceeds from sale of non-controlling interest in
subsidiaries
|
|
-
|
|
11
|
Loans received from associates and joint ventures, net
|
|
-
|
|
86
|
Payment of borrowings to related parties
|
|
-
|
|
(5)
|
Dividends paid to non-controlling interest in
subsidiaries
|
|
-
|
|
(356)
|
Net proceeds from derivative financial instruments
|
|
77
|
|
377
|
Net cash (used in) / generated from continuing financing
activities
|
|
(21,962)
|
|
16,162
|
Net cash (used in) / generated from discontinued financing
activities
|
|
(3,810)
|
|
160
|
Net cash (used in) / generated from financing
activities
|
|
(25,772)
|
|
16,322
|
Net (decrease) / increase in cash and cash equivalents from
continuing activities
|
|
(15,246)
|
|
21,041
|
Net (decrease) / increase in cash and cash equivalents from
discontinued activities
|
|
(318)
|
|
277
|
Net (decrease) / increase in cash and cash equivalents
|
|
(15,564)
|
|
21,318
|
Cash and cash equivalents at beginning of period
|
|
68,060
|
|
65,329
|
Cash and cash equivalents reclassified as
held-for-sale
|
|
26
|
|
(298)
|
Foreign exchange gain and inflation adjustment on cash and changes
in fair value of cash equivalents
|
|
10,147
|
|
22,252
|
Cash and cash equivalents at end of period
|
13
|
62,669
|
|
108,601
|
The
accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
|
.
Eduardo S. Elsztain
President
|
6
IRSA Inversiones y Representaciones Sociedad
Anónima
Notes to the Unaudited Condensed Interim Consolidated Financial
Statements
(Amounts
in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
1.
The
Group’s business and general information
These
Financial Statements have been approved for issuance by the Board
of Directors, on November 8, 2019.
IRSA
was founded in 1943, and it is engaged in a diversified range of
real estate activities in Argentina since 1991. IRSA and its
subsidiaries are collectively referred to hereinafter as “the
Group”. Cresud is our direct parent company and IFIS Limited
is our ultimate parent company.
The
Group has established two Operations Centers, Argentina and Israel,
to manage its global business, mainly through the following
companies:
(*)
See note 4. to the Annual Financial Statements for more information
about the changes within the Operations Center in
Israel.
Operations Center in Israel
IDBD
and DIC have certain restrictions and financial agreements in
relation to their financial debt, including their debentures and
loans with banks and financial institutions. Regarding IDBD's
financial position, its cash flow and its ability to meet its
financial debt commitments, the following should be
considered:
Besides
IDBD financial situation, its negative equity, negative operating
cash flows and low credit rating of its debentures that resulted in
its bondholders hiring a representative and legal advisors to
evaluate a potential procedure for declaring the insolvency of
IDBD, such company’s cash flow forecast for the next 24
months presented to the Board of Directors assumes that IDBD will
receive, among other things, proceeds from the sale of private
investments which are directly owned by IDBD, in such way that it
expects to fulfill all of its obligations for the next 24 months.
While the realization of these plans does not depend entirely on
factors under its control, IDBD estimates that it will succeed in
the execution of these or other plans.
Additionally,
IRSA’s Board of Directors has approved a commitment with
Dolphin to make capital contributions in Dolphin for up to NIS 210,
described in Note 1 to the Annual Financial
Statements.
Commitments and
other restrictions resulting from the indebtedness of IDBD and DIC
have no effect on IRSA since such indebtedness has no recourse
against IRSA, nor has IRSA guaranteed it with its assets, except
for the commitment to provide funds to Dolphin as described
above.
IRSA Inversiones y Representaciones Sociedad
Anónima
2.
Summary
of significant accounting policies
2.1.
Basis
of preparation
These
financial statements have been prepared in accordance with IAS 34
“Interim financial reporting” and should therefore be
read in conjunction with the Group's annual Consolidated Financial
Statements as of June 30, 2019 prepared in accordance with IFRS.
Also, these financial statements include additional information
required by Law No. 19,550 and / or regulations of the CNV. Such
information is included in the notes to these financial statements,
as accepted by IFRS.
These
financial statements for the interim periods of three months ended
September 30, 2019 and 2018 have not been audited. Management
considers that they include all the necessary adjustments to fairly
present the results of each period. Intermediate period results do
not necessarily reflect the proportion of the Group's results for
the entire fiscal years.
IAS 29
"Financial Reporting in Hyperinflationary Economies" requires that
the financial statements of an entity whose functional currency is
one of a hyperinflationary economy be expressed in terms of the
current unit of measurement at the closing date of the reporting
period, regardless of whether they are based on the historical cost
method or the current cost method. To do so, in general terms, the
inflation produced from the date of acquisition or from the
revaluation date, as applicable, must be calculated by non-monetary
items. This requirement also includes the comparative information
of the financial statements.
In
order to conclude on whether an economy is categorized as highly
inflationary in the terms of IAS 29, the standard details a series
of factors to be considered, including the existence of an
accumulated inflation rate in three years that is approximates or
exceed 100%. Accumulated inflation in Argentina in three years is
over 100%. For that reason, in accordance with IAS 29, Argentina
must be considered a country with a highly inflationary economy
starting July 1, 2018.
In
relation to the inflation index to be used and in accordance with
FACPCE Resolution No. 539/18, it will be determined based on the
Wholesale Price Index (IPIM) until 2016, considering for the months
of November and December 2015 the average variation of the Consumer
Price Index (CPI) of the Autonomous City of Buenos Aires, because
during those two months there were no national IPIM measurements.
Then, from January 2017, the National Consumer Price Index
(National CPI) will be considered. The table below presents the
index for the period ended September 30, 2019, according to
official statistics (INDEC) and following the guidelines described
in Resolution 539/18.
Quarterly Price variation
|
As of september 30, 2019 (three month period)
|
|
13%
|
As a
consequence of the aforementioned, these financial statements as of
September 30, 2019 were restated in accordance with IAS
29.
2.2.
Significant
accounting policies
The
accounting policies applied in the presentation of these Financial
Statements are consistent with those applied in the preparation of
the Annual Financial Statements, as described in Note 2 to those
Financial Statements.
As
described in Note 2.2 to the annual financial statements, the Group
has adapted IFRS 16: “Leases” and Amendment to IAS 28
“Investment in associates and joint ventures” in the
current year applying the cumulative effect approach, therefore,
accumulated impact was recognized in retained earnings as of July
1, 2018. Comparative figures were not restated
The
main changes were the following:
IFRS 16: Leases
The
standard establishes the criteria for recognition and valuation of
leases for lessees and lessors. The changes incorporated mainly
impact the tenant's accounting. IFRS 16 provides that the lessee
recognizes an asset for the right of use and a liability at present
value with respect to those contracts that meet the definition of
lease agreements according to IFRS 16. In accordance with the
standard, a lease agreement is one that provides the right to
control the use of an identified asset for a specific period. In
order for a company to have control over the use of an identified
asset: a) it must have the right to substantially obtain all the
economic benefits of the identified asset and b) it must have the
right to direct the use of the identified asset.
IRSA Inversiones y Representaciones Sociedad
Anónima
The
standard allows to exclude short-term contracts (under 12 months)
and those in which the underlying asset has low value.
Amendment to IAS 28 “Investment in associates and joint
ventures”
In
accordance with the amendment to IAS 28, an entity shall implement
the provisions of IFRS 9 to Long-term Investments that are
essentially part of the entity's net investment in the associate or
in the joint venture according to the definitions of said standard.
The provisions of IFRS 9 shall apply to such investments with
respect to the interest in the losses of an associate or a joint
venture, as well as with respect to the recognition of the
impairment of an investment in an associate or joint venture. In
addition, when applying IFRS 9 to such long-term investments, the
entity will make it prior to the adjustments made to the carrying
amount of the investment in accordance with IAS 28.
Additionally, the
Company opted for an accounting policy where the currency
translation adjustments arising from these loans are recorded as
part of other comprehensive income.
The
effect on retained earnings as of July 1, 2019 for the first
implementation of IFRS 16 and IAS 28 is the following:
|
|
07.01.2019
|
|
|
Implementation IFRS 16
|
|
Implementation IAS 28
|
|
Total
|
ASSETS
|
|
|
|
|
|
|
Non- Current Assets
|
|
|
|
|
|
|
Investment properties
|
|
336
|
|
-
|
|
336
|
Right-of-use assets
|
|
11,090
|
|
-
|
|
11,090
|
Investments in associates and joint ventures
|
|
-
|
|
(1,597)
|
|
(1,597)
|
Trade and other receivables
|
|
95
|
|
-
|
|
95
|
Total Non-Current Assets
|
|
11,521
|
|
(1,597)
|
|
9,924
|
Current assets
|
|
-
|
|
-
|
|
-
|
Income tax and MPIT credit
|
|
14
|
|
-
|
|
14
|
Trade and other receivables
|
|
(134)
|
|
-
|
|
(134)
|
Group of assets held for sale
|
|
2,458
|
|
-
|
|
2,458
|
Total current assets
|
|
2,338
|
|
-
|
|
2,338
|
TOTAL ASSETS
|
|
13,859
|
|
(1,597)
|
|
12,262
|
SHAREHOLDERS’ EQUITY
|
|
-
|
|
-
|
|
-
|
Capital and reserves attributable to equity holders of the
parent
|
|
-
|
|
-
|
|
-
|
Retained earnings
|
|
7
|
|
(920)
|
|
(913)
|
Total capital and reserves attributable to equity holders of the
parent
|
|
7
|
|
(920)
|
|
(913)
|
Non-controlling interest
|
|
-
|
|
(677)
|
|
(677)
|
TOTAL SHAREHOLDERS’ EQUITY
|
|
7
|
|
(1,597)
|
|
(1,590)
|
LIABILITIES
|
|
-
|
|
-
|
|
-
|
Non-Current Liabilities
|
|
-
|
|
-
|
|
-
|
Trade and other payables
|
|
8,363
|
|
-
|
|
8,363
|
Total Non-Current Liabilities
|
|
8,363
|
|
-
|
|
8,363
|
Current Liabilities
|
|
-
|
|
-
|
|
-
|
Lease liabilities
|
|
3,091
|
|
-
|
|
3,091
|
Trade and other payables
|
|
(54)
|
|
-
|
|
(54)
|
Group of liabilities held for sale
|
|
2,452
|
|
-
|
|
2,452
|
Total Current Liabilities
|
|
5,489
|
|
-
|
|
5,489
|
TOTAL LIABILITIES
|
|
13,852
|
|
-
|
|
13,852
|
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
|
|
13,859
|
|
(1,597)
|
|
12,262
|
2.3.
Comparability
of information
Balance
items as of June 30, 2019 and September 30, 2018 presented in these
Unaudited Condensed Interim Consolidated Financial Statements for
comparative purposes arise from the financial statements as of and
for such periods restated according to IAS 29 (See note 2.1).
Certain items from prior periods have been reclassified for
consistency purposes regarding the loss of control in Gav-Yam. See
note 4.A. to these Financial Statements.
IRSA Inversiones y Representaciones Sociedad
Anónima
The
preparation of Financial Statements at a certain date requires
Management to make estimations and evaluations affecting the amount
of assets and liabilities recorded and contingent assets and
liabilities disclosed at such date, as well as income and expenses
recorded during the period. Actual results might differ from the
estimates and evaluations made at the date of preparation of these
financial statements. In the preparation of these financial
statements, the significant judgments made by Management in
applying the Group’s accounting policies and the main sources
of uncertainty were the same as the ones applied by the Group in
the preparation of the Annual Financial Statements described in
Note 3 to those Financial Statements.
3.
Seasonal
effects on operations
Operations
Center in Argentina
The
operations of the Group’s shopping malls are subject to
seasonal effects, which affect the level of sales recorded by
lessees. During summer time in Argentina (January and February),
the lessees of shopping malls experience the lowest sales levels in
comparison with the winter holidays (July) and Christmas and
year-end holidays celebrated in December, when they tend to record
peaks of sales. Apparel stores generally change their collections
during the spring and the fall, which impacts positively on
shopping malls sales. Sale discounts at the end of each season also
affect the business. As a consequence, for shopping mall
operations, a higher level of business activity is expected in the
period ranging between July and December, compared to the period
between January and June.
Operations
Center in Israel
The
results of operations of telecommunications and tourism are usually
affected by seasonality in summer months in Israel and by the
Jewish New Year, given a higher consumption due to internal and
external tourism.
4.
Acquisitions
and disposals
Significant
acquisitions and disposals for the three-month period ended
September 30, 2019 are detailed below. Significant acquisitions and
disposals for the fiscal year ended June 30, 2019, are detailed in
Note 4 to the Annual Financial Statements.
Operations
Center in Argentina
A.
Condor merger agreement
On July
19, 2019, Condor signed an agreement and merger plan with a company
not related to the Group. The agreement set that each ordinary
share, whose nominal value is US$ 0.01 per share will be canceled
before the merger and will be replaced by the right to receive a
cash amount equivalent to US$ 11.10 per ordinary share.
Additionally, in accordance with the terms and conditions of the
merger agreement, each Series E convertible share will be
automatically canceled and shareholders will become entitled to
receive a cash amount equal to US$ 10.00 per share.
It is
estimated that the operation will be completed between November
2019 and December 2019. At the date of issuance of these financial
statements, the Group held 2,197,023 ordinary shares and 325,752
Series E shares.
Operations
Center in Israel
On July
1, 2019, PBC sold approximately 11.7% of its equity interest in
Gav-Yam's through private agreements. After this transaction, the
holding of PBC in Gav-Yam changed from 51.7% to 40.0%. The
consideration received for said sale was NIS 456 (approximately Ps.
5,472 at the date of the transaction).
Additionally, on
September 1, 2019, PBC sold approximately an additional 5.14% of
Gav-Yam, therefore the stake of PBC in Gav-Yam went from 40.0% to
34.9%. as a consecuense of the aforementioned sales, PBC has lost
control over Gav-Yam, as it does not have the power to designate
the majority of the board or to appoint or remove the key
management of the company, and started to consider Gav-Yam as an
associate, deconsolidating it from that date.
IRSA Inversiones y Representaciones Sociedad
Anónima
Below
is a detail of the sale:
|
09.30.2019
|
Cash received
|
11,229
|
Remeasurement of the fair value of the remaining
investment
|
25,324
|
Total
|
36,553
|
Net assets written off including goodwill
|
(22,143)
|
Gain from sale of subsidiary, net of taxes (*)
|
14,411
|
(*) These results are
presented within discontinued operations.
Below
is a detail of the net assets deconsolidated:
|
09.30.2019
|
Investment properties
|
122,705
|
Property, plant and equipment
|
836
|
Intangible assets
|
2,583
|
Right-of-use assets
|
33
|
Investments in associates and joint ventures
|
3,461
|
Restricted assets
|
298
|
Trade and other receivables
|
911
|
Investments in financial assets
|
10,517
|
Trading properties
|
122
|
Income tax credit
|
149
|
Cash and cash equivalents
|
8,364
|
TOTAL ASSETS
|
149,979
|
Borrowings
|
77,523
|
Lease liabilities
|
33
|
Deferred income tax liabilities
|
14,277
|
Trade and other payables
|
1,888
|
Employee benefits
|
17
|
Salaries and social security liabilities
|
50
|
Income tax and MPIT liabilities
|
99
|
TOTAL LIABILITIES
|
93,887
|
Non-controlling interest
|
33,949
|
Net assets written off including goodwill
|
22,143
|
B.
Agreement for sale of a plot of land in the US
As
mentioned in Note 4. D of the Operations Center in Israel, the
agreement for the sale of the land attached to the Tivoli project
has been breached and terminated. In July 2019, the Group signed a
new agreement for the sale of the aforementioned land, for a total
amount of US$ 18 million. At this stage, there is no certainty that
the sale transaction will be completed.
C.
IDBD financing agreement
On
August 31, 2019, IDBD’s Board of Directors gave its approval
to accept a commitment by Dolphin to make a capital contribution
("the Commitment"), whose main points are the
following:
Dolphin
irrevocably undertook the commitment to make capital contributions
to IDBD for a total amount of NIS 210 in three equal annual
payments (NIS 70 each) on September 2, in each of the years
2019-2021 ("Payments" and "payment dates", respectively). The
aforementioned payments will be made in exchange for the
company’s shares or as a subordinated loan in similar terms
to the subordinated loan that Dolphin advanced in the past to IDBD.
On September 2, 2019, the first payment for NIS 70 million was
made.
IDBD
will have the right to demand an advance of a sum of up to NIS 40
on account of the second payment if it does not have the resources
to finance Clal's third buyer (Note 4), subject to the approval of
the Audit Committee and the Board of Directors.
IRSA
committed unilaterally and irrevocably to transfer to Dolphin the
amounts it needs to comply with the Commitment ("IRSA Commitment").
If Dolphin does not make the capital contributions in accordance
with the Commitment, then Dolphin's rights in accordance with the
IRSA Commitment will be automatically assigned to IDBD, and IDBD
will have the right to act to carry out the IRSA
Commitment.
IRSA Inversiones y Representaciones Sociedad
Anónima
The
Commitment will automatically expire in each of the following
cases: (a) if motions are filed to decree insolvency against IDBD
(whether voluntarily or involuntarily filed) in the courts of
Israel and they are valid in any of the Payment Dates, in which
case the corresponding Payment Date will be postponed for a period
of 90 days and the corresponding payment will be transferred to
IDBD only if the procedures are canceled during the mentioned
period of 90 days. If the procedures for declaring insolvency are
not canceled within 90 days as mentioned above, the entire
commitment will expire; (b) if an insolvency decree is given as set
forth in section 3 of the Israel Insolvency and Economic Recovery
Act, 5778-2018; and (c) a trustee, fiduciary, special manager or
any officer of this type (temporary or permanent) is appointed in
IDBD, or the court will issue a similar order (with respect to the
insolvency of IDBD).
D.
Advance payment of Ispro debentures
In
August 2019, the Audit Committee and Ispro Board approved the full
advance payment of the debentures (Series B), which were quoted in
the TASE, the total amount was NIS 131. The early repayment of
these debentures will make Ispro an unlisted company for the
TASE.
On
August 28, 2019, the second buyer of the transaction described in
Note 4.A. notified the decision to exercise the option for the
remaining 3% at a price of NIS 50 per share for a total of NIS 83
million. These shares were delivered through a swap
contract.
On
September 3, 2019, IDB concluded an agreement for the sale of an
additional 6% of Clal shares, of which 1% would be collected in
cash (approximately NIS 29) and the remaining 5% through the
receipt of IDBD’s own debentures for a nominal value of
approximately NIS 190 million. The agreed price of Clal share was
NIS 52.5 and the discount value applied to the IDBD debentures was
between 25% - 21% discount with respect to the nominal
value.
As a
result of the aforementioned sales, as of September 30, 2019, the
holding of IDBD in Clal directly and through swap contracts was
reduced to 35.3%.
5.
Financial
risk management and fair value estimates
These
Financial Statements do not include all the information and
disclosures on financial risk management; therefore, they should be
read along with Note 5 to the Annual Financial
Statements. There
have been no changes in risk management or risk management policies
applied by the Group since year-end.
From
June 30, 2019 and up to the date of issuance of these Financial
Statements, there have been no significant changes in business or
economic circumstances affecting the fair value of the Group's
assets or liabilities (either measured at fair value or amortized
cost). Furthermore, there have been no transfers between the
different hierarchies used to assess the fair value of the
Group’s financial instruments.
As explained in Note 6 to the Annual Financial
Statements, the Group reports its financial performance separately
in two Operations Centers. As described in Note 4.A. to
these Financial Statements, the Group lost control of Gav-am as of
September 30, 2019 and has reclassified its results to discontinued
operations. Segment information for the period ended September 30,
2018 has been recast for the purposes of comparability with the
present period.
Below
is a summary of the Group’s operative segments and a
reconciliation between the operating income according to segment
information and the operating income of the statement of income and
other comprehensive income of the Group for the periods ended
September 30, 2019 and 2018:
IRSA Inversiones y Representaciones Sociedad
Anónima
|
Three months ended September 30, 2019
|
|
Operations Center in Argentina
|
Operations Center in Israel
|
Total
|
Joint ventures (1)
|
Expensesand collectivepromotion funds
|
Elimination of inter-segment transactions and non-reportable assets
/ liabilities (2)
|
Total as per statement of income / statement of financial
position
|
Revenues
|
2,642
|
15,329
|
17,971
|
(20)
|
665
|
(6)
|
18,610
|
Costs
|
(543)
|
(10,554)
|
(11,097)
|
8
|
(697)
|
-
|
(11,786)
|
Gross profit / (loss)
|
2,099
|
4,775
|
6,874
|
(12)
|
(32)
|
(6)
|
6,824
|
Net gain from fair value adjustment of investment
properties
|
9,433
|
-
|
9,433
|
(401)
|
-
|
-
|
9,032
|
General and administrative expenses
|
(474)
|
(1,643)
|
(2,117)
|
4
|
-
|
8
|
(2,105)
|
Selling expenses
|
(220)
|
(2,175)
|
(2,395)
|
4
|
-
|
-
|
(2,391)
|
Other operating results, net
|
(57)
|
(6)
|
(63)
|
-
|
32
|
(2)
|
(33)
|
Profit / (loss) from operations
|
10,781
|
951
|
11,732
|
(405)
|
-
|
-
|
11,327
|
Share of profit / (loss) of associates and joint
ventures
|
237
|
(463)
|
(226)
|
303
|
-
|
-
|
77
|
Segment profit / (loss)
|
11,018
|
488
|
11,506
|
(102)
|
-
|
-
|
11,404
|
Reportable assets
|
97,157
|
396,913
|
494,070
|
(564)
|
-
|
24,788
|
518,294
|
Reportable liabilities
|
-
|
(351,445)
|
(351,445)
|
-
|
-
|
(83,419)
|
(434,864)
|
Net reportable assets
|
97,157
|
45,468
|
142,625
|
(564)
|
-
|
(58,631)
|
83,430
|
|
Three months ended September 30, 2018
|
|
Operations Center in Argentina
|
Operations Center in Israel
|
Total
|
Joint ventures (1)
|
Expensesand collective promotion funds
|
Elimination of inter-segment transactions and non-reportable assets
/ liabilities (2)
|
Total as per statement of income / statement of financial
position
|
Revenues
|
2,767
|
12,875
|
15,642
|
(20)
|
759
|
(5)
|
16,376
|
Costs
|
(561)
|
(9,185)
|
(9,746)
|
9
|
(772)
|
-
|
(10,509)
|
Gross profit / (loss)
|
2,206
|
3,690
|
5,896
|
(11)
|
(13)
|
(5)
|
5,867
|
Net gain from fair value adjustment of investment
properties
|
11,402
|
-
|
11,402
|
(1,215)
|
-
|
-
|
10,187
|
General and administrative expenses
|
(471)
|
(1,491)
|
(1,962)
|
6
|
-
|
5
|
(1,951)
|
Selling expenses
|
(258)
|
(2,102)
|
(2,360)
|
2
|
-
|
-
|
(2,358)
|
Other operating results, net
|
8
|
618
|
626
|
9
|
13
|
(2)
|
646
|
Profit / (loss) from operations
|
12,887
|
715
|
13,602
|
(1,209)
|
-
|
(2)
|
12,391
|
Share of profit / (loss) of associates and joint
ventures
|
15
|
(405)
|
(390)
|
563
|
-
|
-
|
173
|
Segment profit / (loss)
|
12,902
|
310
|
13,212
|
(646)
|
-
|
(2)
|
12,564
|
Reportable assets
|
131,991
|
592,934
|
724,925
|
(825)
|
-
|
30,252
|
754,352
|
Reportable liabilities
|
-
|
(501,457)
|
(501,457)
|
-
|
-
|
-
|
(501,457)
|
Net reportable assets
|
131,991
|
91,477
|
223,468
|
(825)
|
-
|
30,252
|
252,895
|
(1)
Represents the equity value of joint ventures that were
proportionately consolidated for segment information.
(2)
Includes deferred
income tax assets, income tax and MPIT credits, trade and other
receivables, investment in financial assets, cash and cash
equivalents and intangible assets except for rights to receive
future units under barter agreements, net of investments in
associates with negative equity which are included in provisions in
the amount of Ps. 8,383 as of September 30, 2019.
Below
is a summarized analysis of the business unit of the Group’s
Operations Center in Argentina for the periods ended September 30,
2019 and 2018:
|
Three months ended September 30, 2019
|
|
Operations Center in Argentina
|
|
Shopping Malls
|
Offices
|
Sales and developments
|
Hotels
|
International
|
Corporate
|
Others
|
Total
|
Revenues
|
1,525
|
512
|
61
|
513
|
2
|
-
|
29
|
2,642
|
Costs
|
(132)
|
(27)
|
(42)
|
(314)
|
(3)
|
-
|
(25)
|
(543)
|
Gross profit / (loss)
|
1,393
|
485
|
19
|
199
|
(1)
|
-
|
4
|
2,099
|
Net gain from fair value adjustment of investment
properties
|
440
|
5,006
|
3,769
|
-
|
-
|
-
|
218
|
9,433
|
General and administrative expenses
|
(187)
|
(41)
|
(45)
|
(78)
|
(33)
|
(64)
|
(26)
|
(474)
|
Selling expenses
|
(103)
|
(21)
|
(39)
|
(56)
|
-
|
-
|
(1)
|
(220)
|
Other operating results, net
|
(30)
|
(4)
|
(12)
|
(3)
|
(1)
|
-
|
(7)
|
(57)
|
Profit / (loss) from operations
|
1,513
|
5,425
|
3,692
|
62
|
(35)
|
(64)
|
188
|
10,781
|
Share of profit / (loss) of associates and joint
ventures
|
-
|
-
|
1
|
-
|
(167)
|
-
|
403
|
237
|
Segment profit / (loss)
|
1,513
|
5,425
|
3,693
|
62
|
(202)
|
(64)
|
591
|
11,018
|
|
|
|
|
|
|
|
|
|
Investment properties and
trading properties
|
40,199
|
29,910
|
26,022
|
-
|
85
|
-
|
1,055
|
97,271
|
Investment in associates and joint ventures
|
-
|
-
|
420
|
-
|
(7,035)
|
-
|
4,254
|
(2,361)
|
Other operating assets
|
230
|
54
|
145
|
1,576
|
171
|
-
|
71
|
2,247
|
Operating assets
|
40,429
|
29,964
|
26,587
|
1,576
|
(6,779)
|
-
|
5,380
|
97,157
|
For the
three-month period ended September 30, 2019, the net gain from fair
value adjustments of shopping malls was Ps. 440 million. The net
impact of the values in pesos of our properties was mainly a
consequence of the change in macroeconomic conditions:
IRSA Inversiones y Representaciones Sociedad
Anónima
(a)
positive result of Ps.13,608.6 million as a consequence of an
increase in the projected inflation rate plus GDP, with the
resulting increase in the cash flow of shopping malls
revenues;
(b)
negative result of Ps.16,708.1 million due to the conversion to
dollars of the projected cash flow in pesos according to the
exchange rate estimates used in the cash flow;
(c) an
increase of 72 basis points in the discount rate, mainly due to an
increase in the country-risk rate component of the WACC discount
rate used to discount the cash flow, which led to a decrease in the
value of the shopping malls of Ps.2,244 million.
(d)
positive impact of Ps.9,999.4 million resulting from the conversion
into pesos of the value of the shopping malls in dollars based on
the exchange rate at the end of the period (Argentine Peso
depreciation of 35.8% against the dollar);
The
value of our office buildings and other rental properties measured
in real terms increased by 20.5% during the three-month period
ended as of September 30, 2019, due to a devaluation of the peso
which exceeded the period's inflation rate.
Additionally,
due to the impact of the inflation adjustment, part of the gain
from fair value adjustments was reclassified due to exposure to
changes in the purchasing power of the currency.
|
Three months ended September 30, 2018
|
|
Operations Center in Argentina
|
|
Shopping Malls
|
Offices
|
Sales and developments
|
Hotels
|
International
|
Corporate
|
Others
|
Total
|
Revenues
|
1,786
|
344
|
34
|
571
|
-
|
-
|
32
|
2,767
|
Costs
|
(165)
|
(20)
|
(23)
|
(318)
|
-
|
-
|
(35)
|
(561)
|
Gross profit / (loss)
|
1,621
|
324
|
11
|
253
|
-
|
-
|
(3)
|
2,206
|
Net (loss) / gain from fair value adjustment of investment
properties
|
(3,168)
|
10,575
|
3,811
|
-
|
-
|
-
|
184
|
11,402
|
General and administrative expenses
|
(191)
|
(48)
|
(36)
|
(100)
|
(20)
|
(64)
|
(12)
|
(471)
|
Selling expenses
|
(158)
|
(18)
|
(11)
|
(66)
|
-
|
-
|
(5)
|
(258)
|
Other operating results, net
|
(16)
|
(3)
|
(13)
|
23
|
3
|
-
|
14
|
8
|
(Loss) / profit from operations
|
(1,912)
|
10,830
|
3,762
|
110
|
(17)
|
(64)
|
178
|
12,887
|
Share of profit/ (loss) of associates and joint
ventures
|
-
|
-
|
3
|
-
|
(114)
|
-
|
126
|
15
|
Segment (loss) / profit
|
(1,912)
|
10,830
|
3,765
|
110
|
(131)
|
(64)
|
304
|
12,902
|
|
|
|
|
|
|
|
|
|
Investment properties and trading properties
|
67,533
|
33,979
|
23,614
|
-
|
-
|
-
|
1,210
|
126,336
|
Investment in associates and joint ventures
|
-
|
-
|
370
|
-
|
(3,984)
|
-
|
6,918
|
3,304
|
Other operating assets
|
222
|
179
|
146
|
1,583
|
190
|
-
|
31
|
2,351
|
Operating assets
|
67,755
|
34,158
|
24,130
|
1,583
|
(3,794)
|
-
|
8,159
|
131,991
|
Below
is a summarized analysis of the business unit of the Group’s
Operations Center in Israel for the periods ended September 30,
2019 and 2018:
|
Three months ended September 30, 2019
|
|
Operations Center in Israel
|
|
Real Estate
|
Supermarkets
|
Telecommunications
|
Insurance
|
Corporate
|
Others
|
Total
|
Revenues
|
2,896
|
-
|
12,073
|
-
|
-
|
360
|
15,329
|
Costs
|
(1,595)
|
-
|
(8,867)
|
-
|
-
|
(92)
|
(10,554)
|
Gross profit
|
1,301
|
-
|
3,206
|
-
|
-
|
268
|
4,775
|
General and administrative expenses
|
(231)
|
-
|
(1,068)
|
-
|
(175)
|
(169)
|
(1,643)
|
Selling expenses
|
(64)
|
-
|
(2,073)
|
-
|
-
|
(38)
|
(2,175)
|
Other operating results, net
|
(77)
|
-
|
213
|
-
|
(39)
|
(103)
|
(6)
|
Profit / (loss) from operations
|
929
|
-
|
278
|
-
|
(214)
|
(42)
|
951
|
Share of loss of associates and joint ventures
|
(334)
|
-
|
-
|
-
|
-
|
(129)
|
(463)
|
Segment profit / (loss)
|
595
|
-
|
278
|
-
|
(214)
|
(171)
|
488
|
|
|
|
|
|
|
|
|
Operating assets
|
149,627
|
25,258
|
116,518
|
14,675
|
36,570
|
54,265
|
396,913
|
Operating liabilities
|
(121,272)
|
-
|
(93,016)
|
-
|
(116,885)
|
(20,272)
|
(351,445)
|
Operating assets (liabilities), net
|
28,355
|
25,258
|
23,502
|
14,675
|
(80,315)
|
33,993
|
45,468
|
|
Three months ended September 30, 2018
|
|
Operations Center in Israel
|
|
Real Estate
|
Supermarkets
|
Telecommunications
|
Insurance
|
Corporate
|
Others
|
Total
|
Revenues
|
2,518
|
-
|
10,049
|
-
|
-
|
308
|
12,875
|
Costs
|
(1,611)
|
-
|
(7,381)
|
-
|
-
|
(193)
|
(9,185)
|
Gross profit
|
907
|
-
|
2,668
|
-
|
-
|
115
|
3,690
|
General and administrative expenses
|
(117)
|
-
|
(896)
|
-
|
(189)
|
(289)
|
(1,491)
|
Selling expenses
|
(41)
|
-
|
(1,984)
|
-
|
-
|
(77)
|
(2,102)
|
Other operating results, net
|
-
|
-
|
75
|
-
|
-
|
543
|
618
|
Profit / (loss) from operations
|
749
|
-
|
(137)
|
-
|
(189)
|
292
|
715
|
Share of loss of associates and joint ventures
|
(193)
|
-
|
-
|
-
|
-
|
(212)
|
(405)
|
Segment profit / (loss)
|
556
|
-
|
(137)
|
-
|
(189)
|
80
|
310
|
|
|
|
|
|
|
|
|
Operating assets
|
312,184
|
30,283
|
114,916
|
36,308
|
64,396
|
34,847
|
592,934
|
Operating liabilities
|
(245,818)
|
-
|
(89,335)
|
-
|
(152,787)
|
(13,517)
|
(501,457)
|
Operating assets (liabilities), net
|
66,366
|
30,283
|
25,581
|
36,308
|
(88,391)
|
21,330
|
91,477
|
IRSA Inversiones y Representaciones Sociedad
Anónima
7.
Investments
in associates and joint ventures
Changes
in the Group’s investments in associates and joint ventures
for the three month period ended September 30, 2019 and for the
year ended June 30, 2019 were as follows:
|
September 30, 2019
|
|
June 30, 2019
|
Beginning of the period / year
|
28,172
|
|
41,081
|
Adjustments of previous years (IFRS 16, 9 and 15 and IAS
28)
|
(1,597)
|
|
(120)
|
Increase in equity interest in associates and joint
ventures
|
4
|
|
549
|
Issuance of capital and contributions
|
82
|
|
104
|
Capital reduction
|
(928)
|
|
(529)
|
Decrease of interest in associate
|
-
|
|
(5,651)
|
Share of profit / (loss)
|
127
|
|
(5,502)
|
Increase in associates through loss of control of
subsidiaries
|
25,324
|
|
-
|
Currency translation adjustment
|
3,460
|
|
(318)
|
Dividends (i)
|
(13)
|
|
(1,353)
|
Reclassification to held-for-sale
|
(3,325)
|
|
-
|
Others
|
3,315
|
|
(89)
|
End of the period / year (ii)
|
54,621
|
|
28,172
|
(ii)
As of September 30,
2019 and June 30, 2019 includes Ps. (8,383) and Ps. (6,817),
reflecting interests in companies with negative equity, which were
disclosed in “Provisions” (Note 18).
Name of the entity
|
|
% ownership interest
|
|
Value of Group's interest in equity
|
|
Group's interest in comprehensive income / (loss)
|
|
September 30, 2019
|
June 30, 2019
|
|
September 30, 2019
|
June 30, 2019
|
|
September 30, 2019
|
September 30, 2018
|
Associates
|
|
|
|
|
|
|
|
|
|
New Lipstick (1)
|
|
49.96%
|
49.90%
|
|
(8,383)
|
(6,817)
|
|
(1,566)
|
(1,787)
|
BHSA
|
|
29.91%
|
29.91%
|
|
3,754
|
3,504
|
|
349
|
92
|
Condor
|
|
18.89%
|
18.90%
|
|
1,307
|
1,096
|
|
(13)
|
493
|
PBEL
|
|
45.00%
|
45.00%
|
|
-
|
1,559
|
|
(77)
|
774
|
Shufersal
|
|
26.02%
|
33.56%
|
|
25,258
|
18,120
|
|
4,162
|
9,208
|
Other associates
|
|
N/A
|
N/A
|
|
29,639
|
2,635
|
|
69
|
728
|
Joint
ventures
|
|
|
|
|
|
|
|
|
|
Quality
|
|
50.00%
|
50.00%
|
|
1,776
|
1,472
|
|
293
|
458
|
La Rural SA
|
|
50.00%
|
50.00%
|
|
139
|
80
|
|
59
|
36
|
Mehadrin
|
|
45.41%
|
45.41%
|
|
-
|
3,815
|
|
572
|
1,117
|
Other joint ventures
|
|
N/A
|
N/A
|
|
1,131
|
2,708
|
|
(405)
|
785
|
Total associates and joint ventures
|
|
|
|
|
54,621
|
28,172
|
|
3,443
|
11,904
|
(1)
On March 4th 2019,
Metropolitan a subsidiary of New Lipstick, has renegotiated its
non-recourse debt with IRSA, for an amount of USD 11 plus a
contingent amount over the option price on part of the parcel of
the land where the Lipstick building is built. The debt is due on
April 30, 2021.
IRSA Inversiones y Representaciones Sociedad
Anónima
Below
is additional information about the Group’s investments in
associates and joint ventures:
Name of the entity
|
|
Place of business / Country of incorporation
|
|
Main activity
|
|
Common shares 1 vote
|
|
Latest financial statements issued
|
|
|
|
|
Share capital (nominal value)
|
|
Profit / (loss) for the period
|
|
Shareholders’ equity
|
Associates
|
|
|
|
|
|
|
|
|
|
|
|
|
New Lipstick
|
|
U.S.
|
|
Real estate
|
|
N/A
|
|
N/A
|
|
(*) (8)
|
|
(*) (217)
|
BHSA
|
|
Argentina
|
|
Financial
|
|
448,689,072
|
|
(***) 1,500
|
|
(***) 1,167
|
|
(***) 12,550
|
Condor
|
|
U.S.
|
|
Hotel
|
|
2,245,100
|
|
N/A
|
|
(*) (2)
|
|
(*) 92
|
PBEL
|
|
India
|
|
Real estate
|
|
450
|
|
(**) 1
|
|
(**) (20)
|
|
(**) (512)
|
Shufersal
|
|
Israel
|
|
Retail
|
|
79,282,087
|
|
(**) 242
|
|
(**) 254
|
|
(**) 1,859
|
Other associates
|
|
|
|
|
|
|
|
N/A
|
|
N/A
|
|
N/A
|
Joint
ventures
|
|
|
|
|
|
|
|
|
|
|
|
|
Quality
|
|
Argentina
|
|
Real estate
|
|
120,827,022
|
|
326
|
|
585
|
|
3,504
|
La Rural SA
|
|
Argentina
|
|
Organization of events
|
|
714,498
|
|
1
|
|
21
|
|
52
|
Mehadrin
|
|
Israel
|
|
Agriculture
|
|
1,509,889
|
|
(**) 3
|
|
(**) (32)
|
|
(**) 574
|
Other joint ventures
|
|
|
|
|
|
-
|
|
N/A
|
|
N/A
|
|
N/A
|
(*)
Amounts
in millions of US Dollars under USGAAP. Condor’s year-end
falls on December 31, so the Group estimates their interest with a
three-month lag, including material adjustments, if
any.
(**)
Amounts
in millions of NIS.
(***)
Information as of
September 30, 2019 according to BCRA's
standards.
Puerto Retiro (joint venture):
There
have been no changes to what was informed in Note 8 to the Annual
Financial Statements.
Changes
in the Group’s investment properties for the three-month
period ended September 30, 2019 and for the year ended June 30,
2019 were as follows:
|
Three months ended September 30, 2019
|
|
Year ended June 30, 2019
|
|
Rental properties
|
|
Undeveloped parcels of land
|
|
Properties under development
|
|
Total
|
|
Total
|
Fair value at the beginning of the period / year
|
231,084
|
|
22,445
|
|
9,071
|
|
262,600
|
|
284,970
|
|
|
|
|
|
|
|
|
|
|
Adjustments of previous years
|
336
|
|
-
|
|
-
|
|
336
|
|
336
|
Additions
|
350
|
|
-
|
|
914
|
|
1,264
|
|
9,142
|
Capitalized finance costs
|
-
|
|
-
|
|
-
|
|
-
|
|
183
|
Capitalized leasing costs
|
8
|
|
-
|
|
-
|
|
8
|
|
12
|
Amortization of capitalized leasing costs (i)
|
(3)
|
|
-
|
|
-
|
|
(3)
|
|
(17)
|
Transfers
|
26
|
|
(26)
|
|
-
|
|
-
|
|
341
|
Deconsolidation
|
(113,827)
|
|
(5,118)
|
|
(3,760)
|
|
(122,705)
|
|
-
|
Disposals
|
-
|
|
-
|
|
-
|
|
-
|
|
(2,951)
|
Currency translation adjustment
|
43,870
|
|
1,618
|
|
1,172
|
|
46,660
|
|
(2,399)
|
Net gain from fair value adjustment
|
5,159
|
|
3,366
|
|
507
|
|
9,032
|
|
(26,681)
|
Fair value at the end of the period / year
|
167,003
|
|
22,285
|
|
7,904
|
|
197,192
|
|
262,600
|
(i)
Amortization
charges of capitalized leasing costs were included in
“Costs” in the Statements of Income (Note
21).
The
following amounts have been recognized in the Statements of
Income:
|
09.30.2019
|
|
09.30.2018
|
Rental and services income
|
4,241
|
|
4,260
|
Direct operating expenses
|
(1,404)
|
|
(1,470)
|
Net unrealized gain from fair value adjustment of investment
properties
|
9,032
|
|
10,187
|
Valuation
techniques are described in Note 9 to the Annual Financial
Statements. There were no changes to such techniques. The Company
has reassessed the assumptions at the end of the period,
incorporating the effect of the variation in the exchange rate in
other assets denominated in US Dollars.
IRSA Inversiones y Representaciones Sociedad
Anónima
9.
Property,
plant and equipment
Changes
in the Group’s property, plant and equipment for the three
month period ended September 30, 2019 and for the year ended June
30, 2019 were as follows:
|
Three month ended September 30, 2019
|
Year ended June 30, 2019
|
|
Buildings and facilities
|
|
Machinery and equipment
|
|
Communication networks
|
|
Others
|
|
Total
|
|
Total
|
Costs
|
8,371
|
|
1,903
|
|
71,889
|
|
9,626
|
|
91,789
|
|
86,770
|
Accumulated depreciation
|
(5,220)
|
|
(1,301)
|
|
(54,885)
|
|
(5,263)
|
|
(66,669)
|
|
(61,896)
|
Net book amount at the beginning of the period / year
|
3,151
|
|
602
|
|
17,004
|
|
4,363
|
|
25,120
|
|
24,874
|
Additions
|
86
|
|
30
|
|
746
|
|
404
|
|
1,266
|
|
5,625
|
Disposals
|
(2)
|
|
-
|
|
(2,382)
|
|
(136)
|
|
(2,520)
|
|
(47)
|
Deconsolidation
|
(348)
|
|
(453)
|
|
-
|
|
(35)
|
|
(836)
|
|
-
|
Currency translation adjustment
|
405
|
|
133
|
|
3,712
|
|
991
|
|
5,241
|
|
(567)
|
Transfers from / to investment properties
|
-
|
|
(17)
|
|
-
|
|
-
|
|
(17)
|
|
9
|
Depreciation charges (i)
|
(75)
|
|
(25)
|
|
(811)
|
|
(389)
|
|
(1,300)
|
|
(4,774)
|
Balances at the end of the period / year
|
3,217
|
|
270
|
|
18,269
|
|
5,198
|
|
26,954
|
|
25,120
|
Costs
|
6,871
|
|
1,530
|
|
82,366
|
|
10,019
|
|
100,786
|
|
91,789
|
Accumulated depreciation
|
(3,654)
|
|
(1,260)
|
|
(64,097)
|
|
(4,821)
|
|
(73,832)
|
|
(66,669)
|
Net book amount at the end of the period / year
|
3,217
|
|
270
|
|
18,269
|
|
5,198
|
|
26,954
|
|
25,120
|
(i)
As of September 30,
2019, depreciation charges of property, plant and equipment were
recognized as follows: Ps. 1,149 in "Costs", Ps. 115 in "General
and administrative expenses" and Ps. 36 in "Selling expenses",
respectively in the Statement of Income (Note 21).
Changes
in the Group’s trading properties for the three month period
ended September 30, 2019 and for the year ended June 30, 2019 were
as follows:
|
Three month ended September 30, 2019
|
|
Year ended June 30, 2019
|
|
Completed properties
|
|
Properties under development
|
|
Undeveloped sites
|
|
Total
|
|
Total
|
Beginning of the period / year
|
2,114
|
|
1,884
|
|
2,584
|
|
6,582
|
|
17,376
|
Adjustment of previous years (IFRS 15)
|
-
|
|
-
|
|
-
|
|
-
|
|
(6,555)
|
Additions
|
-
|
|
438
|
|
6
|
|
444
|
|
2,885
|
Deconsolidation
|
-
|
|
(122)
|
|
-
|
|
(122)
|
|
-
|
Currency translation adjustment
|
378
|
|
243
|
|
459
|
|
1,080
|
|
(1,065)
|
Transfers
|
142
|
|
(116)
|
|
(26)
|
|
-
|
|
42
|
Impairment
|
-
|
|
-
|
|
-
|
|
-
|
|
(36)
|
Capitalized finance costs
|
-
|
|
33
|
|
-
|
|
33
|
|
14
|
Disposals
|
-
|
|
(1,181)
|
|
-
|
|
(1,181)
|
|
(6,079)
|
End of the period / year
|
2,634
|
|
1,179
|
|
3,023
|
|
6,836
|
|
6,582
|
Non-current
|
|
|
|
|
|
|
6,559
|
|
6,170
|
Current
|
|
|
|
|
|
|
277
|
|
412
|
Total
|
|
|
|
|
|
|
6,836
|
|
6,582
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Changes
in the Group’s intangible assets for the three-month period
ended September 30, 2019 and for the year ended June 30, 2019 were
as follows:
|
Three month ended September 30, 2019
|
Year ended June 30, 2019
|
|
Goodwill
|
Trademarks
|
Licenses
|
Customer relations
|
Information systems and software
|
Contracts and others
|
Total
|
Total
|
Costs
|
5,165
|
5,561
|
7,454
|
15,967
|
5,080
|
6,780
|
46,007
|
41,471
|
Accumulated amortization
|
-
|
(430)
|
(5,641)
|
(13,486)
|
(2,077)
|
(4,214)
|
(25,848)
|
(19,765)
|
Net book amount at the beginning of the period / year
|
5,165
|
5,131
|
1,813
|
2,481
|
3,003
|
2,566
|
20,159
|
21,706
|
Additions
|
-
|
-
|
-
|
-
|
288
|
438
|
726
|
2,930
|
Disposals
|
-
|
-
|
-
|
-
|
(75)
|
-
|
(75)
|
(48)
|
Deconsolidation
|
(2,566)
|
-
|
-
|
-
|
(17)
|
-
|
(2,583)
|
-
|
Impairment
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(145)
|
Currency translation adjustment
|
1,987
|
1,189
|
408
|
527
|
653
|
580
|
5,344
|
(631)
|
Amortization charges (i)
|
-
|
(26)
|
(51)
|
(219)
|
(259)
|
(233)
|
(788)
|
(3,653)
|
Balances at the end of the period / year
|
4,586
|
6,294
|
2,170
|
2,789
|
3,593
|
3,351
|
22,783
|
20,159
|
Costs
|
4,586
|
6,857
|
9,193
|
19,699
|
6,186
|
8,801
|
55,322
|
46,007
|
Accumulated amortization
|
-
|
(563)
|
(7,023)
|
(16,910)
|
(2,593)
|
(5,450)
|
(32,539)
|
(25,848)
|
Net book amount at the end of the period / year
|
4,586
|
6,294
|
2,170
|
2,789
|
3,593
|
3,351
|
22,783
|
20,159
|
(i) As of
September 30, 2019, amortization charges were recognized in the
amount of Ps. 39 in "Costs", Ps. 287 in "General and administrative
expenses" and
Ps. 462 in "Selling expenses", in the Statement of Income (Note
21).
The
Group’s right-of-use assets as of September 30, 2019 and June
30, 2019 are the following:
|
September 30, 2019
|
|
June 30, 2019
|
Real Estate
|
3,152
|
|
-
|
Telecommunications
|
9,308
|
|
-
|
Others
|
821
|
|
-
|
Total right-of-use assets
|
13,281
|
|
-
|
Non-current
|
13,281
|
|
-
|
Total
|
13,281
|
|
-
|
The
depreciation charge of the right-of use-assets is detailed
below:
|
September 30, 2019
|
|
September 30, 2018
|
Real Estate
|
38
|
|
-
|
Telecommunications
|
927
|
|
-
|
Others
|
1
|
|
-
|
Total depreciation of right-of-use assets
|
966
|
|
-
|
IRSA Inversiones y Representaciones Sociedad
Anónima
13.
Financial
instruments by category
This
note presents the financial assets and financial liabilities by
category of financial instrument and a reconciliation to the
corresponding line in the Consolidated Statements of Financial
Position, as appropriate. Financial assets and liabilities measured
at fair value are assigned based on their different levels in the
fair value hierarchy. For further information related to fair value
hierarchy see Note 13 to the Annual Financial Statements. Financial
assets and financial liabilities as of September 30, 2019 are the
following:
|
Financial assets at amortized cost
|
|
Financial assets at fair value through profit or loss
|
|
Subtotal financial assets
|
|
Non-financial assets
|
|
Total
|
|
|
|
Level 1
|
Level 2
|
Level 3
|
|
|
|
|
|
|
September 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
Assets as per Statement of Financial Position
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other receivables (excluding the allowance for doubtful
accounts and other receivables)
|
38,334
|
|
-
|
-
|
-
|
|
38,334
|
|
10,576
|
|
48,910
|
Investments in financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
- Public companies’ securities
|
-
|
|
805
|
188
|
-
|
|
993
|
|
-
|
|
993
|
- Private companies’ securities
|
-
|
|
-
|
-
|
2,484
|
|
2,484
|
|
-
|
|
2,484
|
- Deposits
|
629
|
|
50
|
-
|
-
|
|
679
|
|
-
|
|
679
|
- Bonds
|
-
|
|
17,033
|
1,375
|
649
|
|
19,057
|
|
-
|
|
19,057
|
- Investments in financial assets with
quotation
|
-
|
|
9,889
|
575
|
491
|
|
10,955
|
|
-
|
|
10,955
|
Derivative financial instruments:
|
|
|
|
|
|
|
|
|
|
|
|
- Foreign-currency future contracts
|
-
|
|
-
|
51
|
-
|
|
51
|
|
-
|
|
51
|
- Others
|
-
|
|
-
|
17
|
99
|
|
116
|
|
-
|
|
116
|
Restricted assets (i)
|
12,456
|
|
-
|
-
|
-
|
|
12,456
|
|
-
|
|
12,456
|
Financial assets held for sale:
|
|
|
|
|
|
|
|
|
|
|
|
- Clal
|
-
|
|
14,675
|
-
|
-
|
|
14,675
|
|
-
|
|
14,675
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
- Cash at bank and on hand
|
20,058
|
|
-
|
-
|
-
|
|
20,058
|
|
-
|
|
20,058
|
- Short-term investments
|
40,396
|
|
2,215
|
-
|
-
|
|
42,611
|
|
-
|
|
42,611
|
Total assets
|
111,873
|
|
44,667
|
2,206
|
3,723
|
|
162,469
|
|
10,576
|
|
173,045
|
|
Financial liabilities at amortized cost
|
|
Financial liabilities at fair value through profit or
loss
|
|
Subtotal financial liabilities
|
|
Non-financial liabilities
|
|
Total
|
|
|
|
Level 1
|
Level 2
|
Level 3
|
|
|
|
|
|
|
September 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities as per Statement of Financial Position
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables
|
16,457
|
|
-
|
-
|
-
|
|
16,457
|
|
6,804
|
|
23,261
|
Borrowings (excluding finance leases)
|
335,074
|
|
-
|
-
|
-
|
|
335,074
|
|
-
|
|
335,074
|
Derivative financial instruments:
|
|
|
|
|
|
|
|
|
|
|
|
- Swaps
|
-
|
|
-
|
561
|
-
|
|
561
|
|
-
|
|
561
|
- Others
|
-
|
|
-
|
679
|
66
|
|
745
|
|
-
|
|
745
|
- Forwards
|
-
|
|
-
|
6
|
-
|
|
6
|
|
-
|
|
6
|
Total liabilities
|
351,531
|
|
-
|
1,246
|
66
|
|
352,843
|
|
6,804
|
|
359,647
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Financial assets
and financial liabilities as of June 30, 2019 were as
follows:
|
Financial assets at amortized cost
|
|
Financial assets at fair value through profit or loss
|
|
Subtotal financial assets
|
|
Non-financial assets
|
|
Total
|
|
|
|
Level 1
|
Level 2
|
Level 3
|
|
|
|
|
|
|
June 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
Assets as per Statements of Financial Position
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other receivables (excluding the allowance for doubtful
accounts and other receivables)
|
32,620
|
|
-
|
-
|
-
|
|
32,620
|
|
8,758
|
|
41,378
|
Investments in financial assets:
|
|
|
|
|
|
|
|
|
|
|
|
- Public companies’ securities
|
-
|
|
1,077
|
155
|
32
|
|
1,264
|
|
-
|
|
1,264
|
- Private companies’ securities
|
-
|
|
-
|
-
|
2,055
|
|
2,055
|
|
-
|
|
2,055
|
- Deposits
|
4,123
|
|
41
|
-
|
-
|
|
4,164
|
|
-
|
|
4,164
|
- Bonds
|
-
|
|
18,824
|
1,195
|
1,123
|
|
21,142
|
|
-
|
|
21,142
|
- Investments in financial assets with
quotation
|
-
|
|
10,390
|
491
|
-
|
|
10,881
|
|
-
|
|
10,881
|
Derivative financial instruments:
|
|
|
|
|
|
|
|
|
|
|
|
- Foreign-currency future contracts
|
-
|
|
-
|
33
|
-
|
|
33
|
|
-
|
|
33
|
- Others
|
-
|
|
-
|
13
|
107
|
|
120
|
|
-
|
|
120
|
Restricted assets (i)
|
8,395
|
|
-
|
-
|
-
|
|
8,395
|
|
-
|
|
8,395
|
Financial assets held for sale:
|
|
|
|
|
|
|
|
|
|
|
|
- Clal
|
-
|
|
17,823
|
-
|
-
|
|
17,823
|
|
-
|
|
17,823
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
- Cash at bank and on hand
|
7,568
|
|
-
|
-
|
-
|
|
7,568
|
|
-
|
|
7,568
|
- Short term investments
|
58,951
|
|
1,541
|
-
|
-
|
|
60,492
|
|
-
|
|
60,492
|
Total assets
|
111,657
|
|
49,696
|
1,887
|
3,317
|
|
166,557
|
|
8,758
|
|
175,315
|
|
Financial liabilities at amortized cost
|
|
Financial liabilities at fair value through profit or
loss
|
|
Subtotal financial liabilities
|
|
Non-financial liabilities
|
|
Total
|
|
|
|
Level 1
|
Level 2
|
Level 3
|
|
|
|
|
|
|
June 30, 2019
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities as per Statement of Financial Position
|
|
|
|
|
|
|
|
|
|
|
|
Trade and other payables
|
16,618
|
|
-
|
-
|
-
|
|
16,618
|
|
6,242
|
|
22,860
|
Borrowings (excluding finance leases)
|
351,669
|
|
-
|
-
|
-
|
|
351,669
|
|
-
|
|
351,669
|
Derivative financial instruments:
|
|
|
|
|
|
|
|
|
|
|
|
- Swaps
|
-
|
|
-
|
151
|
-
|
|
151
|
|
-
|
|
151
|
- Others
|
-
|
|
-
|
980
|
54
|
|
1,034
|
|
-
|
|
1,034
|
Total liabilities
|
368,287
|
|
-
|
1,131
|
54
|
|
369,472
|
|
6,242
|
|
375,714
|
(i)
Corresponds to security deposits and escrows.
The fair value of financial assets and liabilities
at their amortized cost does not differ significantly from their
book value, except for borrowings (Note 17). The fair value
of payables approximates their respective carrying amounts because,
due to their short-term nature, the effect of discounting is not
considered significant. Fair values are based on discounted cash
flows (Level 3).
The
valuation models used by the Group for the measurement of Level 2
and Level 3 instruments are no different from those used as of June
30, 2019.
As of
September 30, 2019, there have been no changes to the economic or
business circumstances affecting the fair value of the financial
assets and liabilities of the Group.
The
Group uses a range of valuation models for the measurement of Level
2 and Level 3 instruments. Details of such models are presented in
the following table. When no quoted prices are available in an
active market, fair values (particularly with derivatives) are
based on recognized valuation methods.
IRSA Inversiones y Representaciones Sociedad
Anónima
|
|
|
|
|
|
|
|
|
Description
|
|
Pricing model / method
|
|
Parameters
|
|
Fair value hierarchy
|
|
Range
|
Interest
rate swaps
|
|
Cash flows - Theoretical price
|
|
Interest
rate future contracts and cash flows
|
|
Level 2
|
|
-
|
Promissory
note
|
|
Discounted cash flows - Theoretical price
|
|
Underlying
asset price (Market price); share price volatility (historical) and
market interest rate (Libor rate curve).
|
|
Level 3
|
|
Underlying asset price 10 to 11
Share price volatility 58% to 78%
Market interest-rate
2.9%
to 3.5%
|
TGLT
Non-Convertible Notes
|
|
Black-Scholes – Theoretical price
|
|
Underlying
asset price (Market price); share price volatility (historical) and
market interest rate (Libor rate curve).
|
|
Level 3
|
|
Underlying asset price 10 to 13
Share price volatility 55% to 75%
Market interest rate
8% to 9%
|
Call
option of Arcos
|
|
Discounted cash flows
|
|
Projected
revenues and discounting rate.
|
|
Level 3
|
|
-
|
Investments
in financial assets - Other private companies’
securities
|
|
Cash flow / NAV - Theoretical price
|
|
Projected revenue
discounted at the discount rate /
The
value is calculated in accordance with shares in the equity funds
on the basis of their Financial Statements, based on fair value or
investments assessments.
|
|
Level
3
|
|
1 -
3.5
|
Investments
in financial assets - Others
|
|
Discounted cash flow - Theoretical price
|
|
Projected revenue
discounted at the discount rate /
The
value is calculated in accordance with shares in the equity funds
on the basis of their Financial Statements, based on fair value or
investment assessments.
|
|
Level
3
|
|
1 -
3.5
|
Derivative
financial instruments – Forwards
|
|
Theoretical price
|
|
Underlying
asset price and volatility
|
|
Level 2
and 3
|
|
-
|
The
following table presents the changes in Level 3 instruments as of
September 30, 2019 and June 30, 2019:
|
Derivative financial instruments - Forwards
|
|
Investments in financial assets - Private companies'
securities
|
|
Investments in financial assets - Others
|
|
Derivative financial instruments
|
|
Total as of September 30, 2019
|
|
Total as of June 30, 2019
|
Balances at beginning of the period / year
|
(54)
|
|
2,055
|
|
1,155
|
|
107
|
|
3,263
|
|
3,629
|
Additions and acquisitions
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
135
|
Transfer from level 1
|
-
|
|
-
|
|
-
|
|
(26)
|
|
(26)
|
|
46
|
Currency translation adjustment
|
(12)
|
|
455
|
|
91
|
|
18
|
|
552
|
|
(59)
|
Write off
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
Loss for the period / year (i)
|
-
|
|
(26)
|
|
(106)
|
|
-
|
|
(132)
|
|
(488)
|
Balances at the end of the period / year
|
(66)
|
|
2,484
|
|
1,140
|
|
99
|
|
3,657
|
|
3,263
|
(i)
Included within “Financial results, net” in the
Statements of Income.
14.
Trade
and other receivables
Group’s trade
and other receivables as of September 30, 2019 and June 30, 2019
are as follows:
|
September 30, 2019
|
|
June 30, 2019
|
Sale, leases and services receivables
|
31,818
|
|
27,918
|
Less: Allowance for doubtful accounts
|
(2,804)
|
|
(2,089)
|
Total trade receivables
|
29,014
|
|
25,829
|
Prepaid expenses
|
7,724
|
|
6,285
|
Borrowings, deposits and other debit balances
|
4,609
|
|
3,243
|
Advances to suppliers
|
1,247
|
|
1,020
|
Tax receivables
|
384
|
|
502
|
Others
|
3,128
|
|
2,410
|
Total other receivables
|
17,092
|
|
13,460
|
Total trade and other receivables
|
46,106
|
|
39,289
|
Non-current
|
17,043
|
|
13,920
|
Current
|
29,063
|
|
25,369
|
Total
|
46,106
|
|
39,289
|
Movements on the
Group’s allowance for doubtful accounts were as
follows:
|
September 30, 2019
|
|
June 30, 2019
|
Beginning of the period / year
|
2,089
|
|
1,410
|
Adjustments previous periods (IFRS 9)
|
-
|
|
153
|
Additions
|
167
|
|
614
|
Recoveries
|
(16)
|
|
(48)
|
Currency translation adjustment
|
746
|
|
500
|
Receivables written off during the period/year as
uncollectable
|
(142)
|
|
(366)
|
Inflation adjustment
|
(40)
|
|
(174)
|
End of the period / year
|
2,804
|
|
2,089
|
The
creation and release of the allowance for doubtful accounts have
been included in “Selling expenses” in the Statement of
Income (Note 21).
IRSA Inversiones y Representaciones Sociedad
Anónima
15.
Cash
flow information
Following is a
detailed description of cash flows generated by the Group’s
operations for the three month periods ended September 30, 2019 and
2018:
|
Note
|
Three months ended 03.31.2019
|
|
Three months ended 03.31.2018
|
Profit for the period
|
|
10,983
|
|
9,059
|
Profit for the period from discontinued operations
|
|
(15,095)
|
|
(416)
|
Adjustments for:
|
|
|
|
|
Income tax
|
18
|
1,833
|
|
(456)
|
Amortization and depreciation
|
20
|
2,973
|
|
1,894
|
Net gain from fair value adjustment of investment
properties
|
|
(9,032)
|
|
(10,187)
|
Share-based compensation
|
|
39
|
|
11
|
Impairment of other assets
|
|
-
|
|
149
|
Net gain from disposal of intangible assets
|
|
-
|
|
(11)
|
Gain from disposal of subsidiary and associates
|
|
-
|
|
(661)
|
Financial results, net
|
|
14,503
|
|
4,084
|
Provisions and allowances
|
|
117
|
|
523
|
Share of profit of associates and joint ventures
|
7
|
(77)
|
|
(173)
|
Changes in operating assets and liabilities:
|
|
|
|
|
(Increase) / decrease in inventories
|
|
(218)
|
|
9
|
Decrease in trading properties
|
|
1,172
|
|
179
|
Increase in restricted assets
|
|
-
|
|
(160)
|
Decrease / (increase) in trade and other receivables
|
|
1,382
|
|
(821)
|
(Decrease) / increase in trade and other payables
|
|
(1,350)
|
|
186
|
Decrease in salaries and social security liabilities
|
|
(117)
|
|
(149)
|
Decrease in provisions
|
|
(343)
|
|
(25)
|
Net cash generated from continuing operating activities before
income tax paid
|
|
6,770
|
|
3,035
|
Net cash generated from discontinued operating activities before
income tax paid
|
|
1,145
|
|
310
|
Net cash generated from operating activities before income tax
paid
|
|
7,915
|
|
3,345
|
The
following table presents a detail of significant non-cash
transactions occurred in the three month periods ended September
30, 2019 and 2018:
|
|
Three months ended 03.31.2019
|
|
Three months ended 03.31.2018
|
Increase in investment properties through an increase in
borrowings
|
|
-
|
|
37
|
Increase in investment properties through an increase in trade and
other payables
|
|
365
|
|
-
|
Increase in trading properties through an increase in
borrowings
|
|
4
|
|
8
|
Increase in trading properties through a decrease in trade and
other receivables
|
|
-
|
|
68
|
Increase in investments properties through an decrease in trading
properties
|
|
-
|
|
9
|
Increase in property, plant and equipment through an increase in
trade and other payables
|
|
452
|
|
821
|
Increase in intangibles through an increase in trade and other
payables
|
|
26
|
|
384
|
Increase of right-of-use assets through a decrease in property,
plant and equipment
|
|
17
|
|
-
|
Decrease in associates and joint ventures through an increase in
trade and other receivables
|
|
19
|
|
-
|
Distribution of dividends at non-controlling interest pending
payment
|
|
13
|
|
-
|
Increase in investments properties through a decrease in financial
assets
|
|
219
|
|
-
|
Decrease of investments in associates and joint ventures through a
reclassification to assets held for sale
|
|
3,243
|
|
-
|
16.
Trade
and other payables
Group’s trade
and other payables as of September 30, 2019 and June 30, 2019 were
as follows:
|
September 30, 2019
|
|
June 30, 2019
|
Trade payables
|
13,424
|
|
13,674
|
Sales, rental and services payments received in
advance
|
2,965
|
|
3,553
|
Construction obligations
|
911
|
|
1,048
|
Accrued invoices
|
507
|
|
530
|
Deferred income
|
133
|
|
106
|
Total trade payables
|
17,940
|
|
18,911
|
Dividends payable to non-controlling shareholders
|
199
|
|
161
|
Tax payables
|
382
|
|
330
|
Construction obligations
|
1,015
|
|
1,142
|
Other payables
|
3,725
|
|
2,316
|
Total other payables
|
5,321
|
|
3,949
|
Total trade and other payables
|
23,261
|
|
22,860
|
Non-current
|
2,056
|
|
1,973
|
Current
|
21,205
|
|
20,887
|
Total
|
23,261
|
|
22,860
|
IRSA Inversiones y Representaciones Sociedad
Anónima
The
breakdown of the Group’s borrowings as of September 30, 2019
and June 30, 2019 was as follows:
|
Total as of September 30, 2019 (ii)
|
|
Total as of June 30, 2019 (ii)
|
|
Fair value as of September 30, 2019
|
|
Fair value as of June 30, 2019
|
NCN
|
276,319
|
|
300,490
|
|
234,257
|
|
296,484
|
Bank loans
|
55,962
|
|
45,920
|
|
47,002
|
|
43,893
|
Bank overdrafts
|
1,513
|
|
316
|
|
1,513
|
|
316
|
Other borrowings (i)
|
1,280
|
|
4,962
|
|
1,280
|
|
6,979
|
Total borrowings
|
335,074
|
|
351,688
|
|
284,052
|
|
347,672
|
Non-current
|
275,818
|
|
300,482
|
|
|
|
|
Current
|
59,256
|
|
51,206
|
|
|
|
|
|
335,074
|
|
351,688
|
|
|
|
|
(i)
Includes finance leases in the amount of Ps. 19 as of June 30,
2019.
(ii)
Includes Ps. 286,104 and Ps. 309,932 as of September 30, 2019 and
June 30, 2019, respectively, corresponding to the Operations Center
in Israel.
The
following table describes the Group’s issuance of debt during
the present period:
Entity
|
Class
|
Issuance / expansion date
|
Amount in original currency
|
Maturity date
|
Nominal rate of
|
Principal payment
|
Interest payment
|
|
interest
|
IRSA
|
Class I tranche 2
|
Aug-19
|
USD 85
|
11/15/2020
|
10.00%
e.a.
|
At expiration
|
quarterly
|
(1)
|
IRSA
|
Class II
|
Aug-19
|
CLP 31 (2)
|
08/06/2020
|
10.50% e.a.
|
At expiration
|
quarterly
|
|
(1)
Corresponds to an
expansion of the series.
(2)
Equivalent to USD
45 as of the issuance date.
The
table below shows the movements in the Group's provisions
categorized by type:
|
Three-month period ended September 30, 2019
|
|
Year ended June 30, 2019
|
|
Legal claims (i)
|
|
Investments in associates and joint ventures (ii)
|
|
Site dismantling and remediation
|
|
Other provisions
|
|
Total
|
|
Total
|
Beginning of period / year
|
1,880
|
|
6,817
|
|
270
|
|
1,989
|
|
10,956
|
|
8,056
|
Additions
|
19
|
|
155
|
|
13
|
|
-
|
|
187
|
|
3,666
|
Recovery
|
(9)
|
|
-
|
|
-
|
|
-
|
|
(9)
|
|
(86)
|
Used during the period / year
|
(81)
|
|
-
|
|
-
|
|
(129)
|
|
(210)
|
|
(279)
|
Inflation adjustment
|
(17)
|
|
-
|
|
-
|
|
-
|
|
(17)
|
|
(60)
|
Currency translation adjustment
|
378
|
|
1,411
|
|
66
|
|
360
|
|
2,215
|
|
(341)
|
End of period / year
|
2,170
|
|
8,383
|
|
349
|
|
2,220
|
|
13,122
|
|
10,956
|
Non-current
|
|
|
|
|
|
|
|
|
10,995
|
|
9,017
|
Current
|
|
|
|
|
|
|
|
|
2,127
|
|
1,939
|
Total
|
|
|
|
|
|
|
|
|
13,122
|
|
10,956
|
(i)
Additions and
recoveries are included in "Other operating results,
net".
(ii)
Corresponds to
investments in New Lipstick and Puerto Retiro, companies that have
negative net worth. The increases and recoveries are included in
"Share of profit of associates and
joint ventures ".
.
There
were no significant changes to the processes mentioned in Note 18
to the Annual Financial Statements.
IRSA Inversiones y Representaciones Sociedad
Anónima
The
details of the Group’s income tax, is as
follows:
|
September 30, 2019
|
|
September 30, 2018
|
Current income tax
|
(142)
|
|
(316)
|
Deferred income tax
|
(1,691)
|
|
772
|
Income tax from continuing operations
|
(1,833)
|
|
456
|
Below
is a reconciliation between income tax recognized and the amount
which would result from applying the prevailing tax rate on profit
before income tax for the three-month periods ended September 30,
2019 and 2018:
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
Profit from continuing operations at tax rate applicable in the
respective countries (*)
|
570
|
|
(669)
|
Permanent differences:
|
|
|
|
Share of profit of associates and joint ventures
|
23
|
|
52
|
Unrecognized tax loss carryforwards (i)
|
(663)
|
|
(296)
|
Changes in fair value of financial instruments
|
(603)
|
|
1,706
|
Inflation adjustment
|
(741)
|
|
(344)
|
Tax rate differential
|
484
|
|
358
|
Non-taxable profits, non-deductible expenses and
others
|
(32)
|
|
(351)
|
Fiscal transparency
|
109
|
|
-
|
Inflation adjustment for tax purposes
|
(980)
|
|
-
|
Income tax from continuing operations
|
(1,833)
|
|
456
|
(i)
Corresponds
principally to Operations Center in Israel.
The
gross movement in the deferred income tax account is as
follows:
|
September 30, 2019
|
|
June 30, 2019
|
Beginning of period / year
|
(40,956)
|
|
(45,842)
|
Use of tax loss carryforwards
|
(45)
|
|
-
|
Currency translation adjustment
|
(4,525)
|
|
1,472
|
Deconsolidation
|
14,277
|
|
-
|
Deferred income tax charge
|
(1,689)
|
|
3,414
|
End of period / year
|
(32,938)
|
|
(40,956)
|
Deferred income tax assets
|
398
|
|
450
|
Deferred income tax liabilities
|
(33,336)
|
|
(41,406)
|
Deferred income tax liabilities, net
|
(32,938)
|
|
(40,956)
|
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
Communication services' income
|
9,022
|
|
7,499
|
Rental and services income
|
3,576
|
|
4,260
|
Sale of communication equipment
|
3,050
|
|
2,550
|
Sale of trading properties and developments
|
1,423
|
|
1,304
|
Revenue from hotels operation and tourism services
|
565
|
|
611
|
Other revenues
|
974
|
|
152
|
Total Group’s revenues
|
18,610
|
|
16,376
|
IRSA Inversiones y Representaciones Sociedad
Anónima
The
Group discloses expenses in the statements of income by function as
part of the line items “Costs”, “General and
administrative expenses” and “Selling expenses”.
The following table provides additional disclosures regarding
expenses by nature and their relationship to the function within
the Group.
|
Costs
|
|
General and administrative expenses
|
|
Selling expenses
|
|
Total as of September 30, 2019
|
|
Total as of September 30, 2018
|
Cost of sale of goods and services
|
3,438
|
|
-
|
|
-
|
|
3,438
|
|
3,134
|
Salaries, social security costs and other personnel
expenses
|
1,242
|
|
855
|
|
966
|
|
3,063
|
|
3,000
|
Depreciation and amortization
|
1,912
|
|
494
|
|
567
|
|
2,973
|
|
1,894
|
Fees and payments for services
|
513
|
|
318
|
|
12
|
|
843
|
|
1,556
|
Maintenance, security, cleaning, repairs and others
|
840
|
|
127
|
|
1
|
|
968
|
|
995
|
Advertising and other selling expenses
|
111
|
|
-
|
|
399
|
|
510
|
|
508
|
Taxes, rates and contributions
|
151
|
|
9
|
|
128
|
|
288
|
|
270
|
Interconnection and roaming expenses
|
1,274
|
|
-
|
|
-
|
|
1,274
|
|
1,056
|
Fees to other operators
|
1,956
|
|
-
|
|
-
|
|
1,956
|
|
1,408
|
Director´s fees
|
-
|
|
132
|
|
-
|
|
132
|
|
91
|
Leases and service charges
|
30
|
|
4
|
|
4
|
|
38
|
|
102
|
Allowance for doubtful accounts, net
|
-
|
|
-
|
|
144
|
|
144
|
|
225
|
Other expenses
|
319
|
|
166
|
|
170
|
|
655
|
|
579
|
Total as of September 30, 2019
|
11,786
|
|
2,105
|
|
2,391
|
|
16,282
|
|
|
Total as of September 30, 2018
|
10,509
|
|
1,951
|
|
2,358
|
|
|
|
14,818
|
22.
Cost
of goods sold and services provided
|
Total as of September 30, 2019
|
|
Total as of September 30, 2018
|
Inventories at the beginning of the period (*)
|
7,873
|
|
18,479
|
Adjustments previous periods (IFRS 15)
|
-
|
|
(6,555)
|
Purchases and expenses (**)
|
12,720
|
|
5,235
|
Capitalized finance costs
|
33
|
|
8
|
Currency translation adjustment
|
665
|
|
4,282
|
Transfers
|
-
|
|
36
|
Disposals
|
(1,181)
|
|
(60)
|
Deconsolidation
|
(122)
|
|
-
|
|
|
|
|
Inventories at the end of the period (*)
|
(7,983)
|
|
(10,833)
|
Total costs
|
12,005
|
|
10,592
|
The
following table presents the composition of the Group’s
inventories as of September 30, 2019 and June 30,
2019:
|
Total as of September 30, 2019
|
|
Total as of September 30, 2018
|
Real estate
|
6,836
|
|
6,637
|
Telecommunications
|
1,147
|
|
1,236
|
Total inventories at the end of the period (*)
|
7,983
|
|
7,873
|
(*)
Inventories include trading properties and
inventories.
(**) As
of September 30, 2018 includes the cost of goods sold from Gav-Yam
which was reclassified to discontinued operations.
23.
Other
operating results, net
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
Gain from disposal of subsidiary and associates (1)
|
-
|
|
661
|
Donations
|
(54)
|
|
(60)
|
Lawsuits and other contingencies
|
(22)
|
|
(18)
|
Interests from operating assets
|
245
|
|
49
|
Others
|
(202)
|
|
14
|
Total other operating results, net
|
(33)
|
|
646
|
(1)
As of September 30,
2018 includes the result from the sale of the Group´s equity
interest in Cyber Secdo.
IRSA Inversiones y Representaciones Sociedad
Anónima
24.
Financial
results, net
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
Finance income:
|
|
|
|
- Interest income
|
189
|
|
223
|
- Dividend income
|
62
|
|
55
|
Total finance income
|
251
|
|
278
|
Finance costs:
|
|
|
|
- Interest expenses
|
(5,411)
|
|
(4,110)
|
- Loss on debt swap
|
(2)
|
|
-
|
- Other finance costs
|
(284)
|
|
(229)
|
Subtotal finance costs
|
(5,697)
|
|
(4,339)
|
Capitalized finance costs
|
34
|
|
44
|
Total finance costs
|
(5,663)
|
|
(4,295)
|
Other financial results:
|
|
|
|
- Fair value gain of financial assets and liabilities at fair
value through profit or loss, net
|
(2,764)
|
|
9,181
|
- Exchange differences, net
|
(6,646)
|
|
(9,864)
|
- Result for repurchase of NCN
|
1,274
|
|
-
|
- Gain from derivative financial instruments,
net
|
165
|
|
396
|
Total other financial results
|
(7,971)
|
|
(287)
|
-
Inflation adjustment
|
(300)
|
|
(73)
|
Total financial results, net
|
(13,683)
|
|
(4,377)
|
25.
Related
party transactions
The
following is a summary of the balances with related parties as of
September 30, 2019 and June 30, 2019:
Item
|
|
September 30, 2019
|
|
June 30, 2019
|
Trade and other receivables
|
|
1,702
|
|
1,268
|
Investments in financial assets
|
|
1,132
|
|
324
|
Trade and other payables
|
|
(290)
|
|
(284)
|
Total
|
|
2,544
|
|
1,308
|
Related party
|
|
September 30, 2019
|
|
June 30, 2019
|
|
Description of transaction
|
|
Item
|
Manibil S.A.
|
|
-
|
|
112
|
|
Contributions in advance
|
|
Trade and other receivables
|
New Lipstick LLC
|
|
1,200
|
|
910
|
|
Loans granted
|
|
Trade and other receivables
|
|
|
14
|
|
11
|
|
Reimbursement of expenses receivable
|
|
Trade and other receivables
|
Condor
|
|
232
|
|
210
|
|
Public companies securities
|
|
Investment in financial assets
|
Other associates and joint ventures
|
|
7
|
|
14
|
|
Reimbursement of expenses receivable
|
|
Trade and other receivables
|
|
|
-
|
|
(2)
|
|
Leases and/or rights of use payable
|
|
Trade and other payables
|
|
|
7
|
|
6
|
|
Leases and/or rights of use receivable
|
|
Trade and other receivables
|
|
|
232
|
|
-
|
|
Dividends
|
|
Trade and other receivables
|
|
|
(4)
|
|
(2)
|
|
Reimbursement of expenses payable
|
|
Trade and other payables
|
Total associates and joint ventures
|
|
1,688
|
|
1,259
|
|
|
|
|
Cresud
|
|
(41)
|
|
(25)
|
|
Reimbursement of expenses payable
|
|
Trade and other payables
|
|
|
(173)
|
|
(87)
|
|
Corporate services receivable
|
|
Trade and other payables
|
|
|
1,132
|
|
324
|
|
NCN
|
|
Investment in financial assets
|
|
|
4
|
|
3
|
|
Leases and/or rights of use receivable
|
|
Trade and other receivables
|
|
|
(1)
|
|
(34)
|
|
Management fee
|
|
Trade and other payables
|
|
|
(3)
|
|
(5)
|
|
Share based payments
|
|
Trade and other payables
|
Total parent Company
|
|
918
|
|
176
|
|
|
|
|
Directors
|
|
(68)
|
|
(129)
|
|
Fees for services received
|
|
Trade and other payables
|
Others (1)
|
|
9
|
|
2
|
|
Leases and/or rights of use receivable
|
|
Trade and other receivables
|
|
|
(3)
|
|
-
|
|
Reimbursement of expenses payable
|
|
Trade and other payables
|
Total directors and others
|
|
(62)
|
|
(127)
|
|
|
|
|
Total at the end of the period/year
|
|
2,544
|
|
1,308
|
|
|
|
|
(1)
Includes CAMSA,
Estudio Zang, Bergel & Viñes, Austral Gold, Fundación
IRSA, Hamonet S.A., CAM Communication LP, Gary Gladstein and
Fundación Museo de los Niños.
IRSA Inversiones y Representaciones Sociedad
Anónima
The following is a summary of the results with related parties for
the three month periods ended September 30, 2019 and
2018:
Related party
|
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
Description of transaction
|
Manibil
|
|
-
|
|
44
|
Corporate services
|
Tarshop
|
|
-
|
|
9
|
Leases and/or rights of use
|
Other associates anf joint ventures
|
|
-
|
|
6
|
Financial operations
|
|
30
|
|
9
|
Leases and/or rights of use
|
|
(2)
|
|
-
|
Donations
|
Total associates and joint ventures
|
|
28
|
|
68
|
|
Cresud
|
|
3
|
|
8
|
Leases and/or rights of use
|
|
|
(113)
|
|
(112)
|
Corporate services
|
|
|
70
|
|
132
|
Financial operations
|
Total parent company
|
|
(40)
|
|
28
|
|
Directors
|
|
(106)
|
|
(98)
|
Fees and remunerations
|
Others (1)
|
|
30
|
|
17
|
Leases and/or rights of use
|
|
|
-
|
|
12
|
Financial operations
|
|
|
(10)
|
|
(5)
|
Donations
|
|
|
(8)
|
|
(5)
|
Legal services
|
Total others
|
|
(94)
|
|
(79)
|
|
Total at the end of the period
|
|
(106)
|
|
17
|
|
(1)
Includes Isaac Elsztain e
Hijos, CAMSA. Hamonet S.A., Ramat Hanassi, Estudio Zang, Bergel y
Viñes, Austral Gold, La Rural, New Lipstick, Condor and
Fundación IRSA.
The
following is a summary of the transactions with related parties for
the three month periods ended September 30, 2019 and
2018:
Related party
|
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
|
Description of the operation
|
Condor
|
|
26
|
|
26
|
|
Dividends received
|
Mehadrin
|
|
-
|
|
71
|
|
Dividends received
|
Manaman
|
|
-
|
|
31
|
|
Dividends received
|
Emco
|
|
-
|
|
11
|
|
Dividends received
|
Total dividends received
|
|
26
|
|
139
|
|
|
Quality
|
|
12
|
|
12
|
|
Capital contributions
|
Manibil
|
|
69
|
|
-
|
|
Capital issuance
|
Total capital contributions
|
|
81
|
|
12
|
|
|
26.
CNV
General Resolution N° 622
As
required by Section 1°, Chapter III, Title IV of CNV General
Resolution N° 622, below there is a detail of the notes to the
Unaudited Condensed Interim Consolidated Financial Statements that
disclose the information required by the Resolution in
Exhibits.
Exhibit
A - Property, plant and equipment
|
Note 8
Investment properties and Note 9 Property, plant and
equipment
|
Exhibit
B - Intangible assets
|
Note 11
Intangible assets
|
Exhibit
C - Equity investments
|
Note 7
Equity interest in associates and joint ventures
|
Exhibit
D - Other investments
|
Note 13
Financial instruments by category
|
Exhibit
E – Provisions
|
Note 18
Provisions
|
Exhibit
F - Cost of sales and services provided
|
Note 22
Cost of goods sold and services provided
|
Exhibit
G - Foreign currency assets and liabilities
|
Note 27
Foreign currency assets and liabilities
|
IRSA Inversiones y Representaciones Sociedad
Anónima
27.
Foreign
currency assets and liabilities
Book
amounts of foreign currency assets and liabilities are as
follows:
Item / Currency (1)
|
Amount (2)
|
Peso exchange rate (3)
|
Total as of 09.30.19
|
Total as of 06.30.19
|
Assets
|
|
|
|
|
Trade and other receivables
|
|
|
|
|
US Dollar
|
51
|
57.390
|
2,937
|
1,928
|
Euros
|
3
|
62.480
|
203
|
155
|
Receivables with related parties:
|
|
|
|
|
US Dollar
|
9
|
57.590
|
505
|
188
|
Total trade and other receivables
|
|
|
3,645
|
2,271
|
Investments in financial assets
|
|
|
|
|
US Dollar
|
121
|
57.390
|
6,952
|
3,788
|
Pounds
|
1
|
70.410
|
64
|
54
|
Investments with related parties:
|
|
|
|
|
US Dollar
|
20
|
57.590
|
1,132
|
1,277
|
Total investments in financial assets
|
|
|
8,148
|
5,119
|
Derivative financial instruments
|
|
|
|
|
US Dollar
|
-
|
57.390
|
-
|
14
|
Total Derivative financial instruments
|
|
|
-
|
14
|
Cash and cash equivalents
|
|
|
|
|
US Dollar
|
199
|
57.390
|
11,410
|
13,050
|
Euros
|
2
|
62.480
|
100
|
81
|
Total cash and cash equivalents
|
|
|
11,510
|
13,131
|
Total Assets
|
|
|
23,303
|
20,535
|
|
|
|
|
|
Liabilities
|
|
|
|
|
Trade and other payables
|
|
|
|
|
US Dollar
|
181
|
57.590
|
10,441
|
8,264
|
Euros
|
1
|
62.840
|
83
|
41
|
Payables to related parties:
|
|
|
|
|
US Dollar
|
-
|
57.590
|
-
|
16
|
Total Trade and other payables
|
|
|
10,524
|
8,321
|
Borrowings
|
|
|
|
|
US Dollar
|
285
|
57.590
|
16,422
|
40,690
|
Borrowings with related parties
|
|
|
|
|
US Dollar
|
1
|
57.590
|
396
|
681
|
Total Borrowings
|
|
|
16,818
|
41,371
|
Derivative financial instruments
|
|
|
|
|
US Dollar
|
1
|
57.590
|
47
|
30
|
Total derivative financial instruments
|
|
|
47
|
30
|
Total Liabilities
|
|
|
27,389
|
49,722
|
(1) Considering
foreign currencies those that differ from each Group’s
subsidiaries functional currency at each
period/year-end.
(2) Stated in millions
of each foreign currency.
(3) Exchange rates as
of September 30, 2019 according to Banco de la Nación
Argentina.
IRSA Inversiones y Representaciones Sociedad
Anónima
28.
Groups
of assets and liabilities held for sale
As
mentioned in Note 4.C. to the Annual Financial Statements, the
Group has certain assets and liabilities classified as held for
sale. The following table shows the main ones:
|
September 30, 2019
|
|
June 30, 2019
|
Property, plant and equipment
|
9,060
|
|
4,983
|
Intangible assets
|
116
|
|
107
|
Investments in associates
|
1,872
|
|
470
|
Deferred income tax assets
|
265
|
|
228
|
Investment properties
|
431
|
|
95
|
Income tax credits
|
-
|
|
-
|
Trade and other receivables
|
3,163
|
|
2,364
|
Cash and cash equivalents
|
943
|
|
806
|
Total assets held-for-sale
|
15,850
|
|
9,053
|
Trade and other payables
|
8,480
|
|
3,815
|
Employee benefits
|
282
|
|
227
|
Deferred and current income tax liabilities
|
33
|
|
41
|
Borrowings
|
2,650
|
|
2,323
|
Total liabilities held-for-sale
|
11,445
|
|
6,406
|
Total net assets held-for-sale
|
4,405
|
|
2,647
|
29.
Results
from discontinued operations
The
results from operations of Gav-Yam for the period ended September
30, 2018 and the results from Israir and IDB Tourism for both
periods; have been reclassified in the Statements of Income under
discontinued operations.
|
Three months ended September 30, 2019
|
|
Three months ended September 30, 2018
|
Revenues
|
4,492
|
|
4,446
|
Costs
|
(2,716)
|
|
(3,094)
|
Gross profit
|
1,776
|
|
1,352
|
Net gain from fair value adjustment of investment
properties
|
-
|
|
(11)
|
General and administrative expenses
|
(257)
|
|
(213)
|
Selling expenses
|
(154)
|
|
(170)
|
Other operating results, net
|
14,546
|
|
(21)
|
Profit from operations
|
15,911
|
|
937
|
Share of profit of associates and joint ventures
|
77
|
|
64
|
Profit before financial results and income tax
|
15,988
|
|
1,001
|
Finance income
|
39
|
|
75
|
Finance cost
|
(991)
|
|
(640)
|
Other financial results
|
90
|
|
12
|
Financial results, net
|
(862)
|
|
(553)
|
Profit before income tax
|
15,126
|
|
448
|
Income tax
|
(31)
|
|
(32)
|
Profit from discontinued operations
|
15,095
|
|
416
|
|
|
|
|
(Loss) / profit for the period from discontinued operations
attributable to:
|
|
|
|
Equity holders of the parent
|
6,711
|
|
60
|
Non-controlling interest
|
8,384
|
|
356
|
Profit per share from discontinued operations attributable to
equity holders of the parent:
|
|
|
|
Basic
|
11.67
|
|
0.10
|
Diluted
|
11.59
|
|
0.10
|
As of
September 30, 2019 and 2018, Ps. 1,761 and Ps. 1,254 of the total
revenues from discontinued operations and Ps. 15,272 and Ps.489 of
the total profit from discontinued operations correspond to
Gav-Yam.
IRSA Inversiones y Representaciones Sociedad
Anónima
30.
Other
relevant events of the period
Economic context in which the company operates
The
Company operates in a complex economic context, whose main economic
variables have recently had strong volatility, both nationally and
internationally.
At a
local level, the following was observed:
●
The first half of the current calendar year had a 2.5% drop in GDP,
compare to same period of prior year.
●
The accumulated annual inflation rate reaches 53.42%.
●
After the primary elections in August, a significant devaluation of
the peso was observed and an unexpected outflow of deposits in
dollars from the financial system was generated (generating a fall
in the reserves of the Central Bank of Argentina) and an increase
in the reference interest rate above 74%.
●
Under these circumstances, the government decided to implement
certain measures, some of them are described below:
-
Establish a maximum amount of dollars that may be purchased by
human beings and the prohibition for Companies to buy dollars for
hoarding
-
Establish specific terms and conditions to enter and settle exports
established by the Central Bank of the Argentine Republic
(BCRA).
- The
obligation of entry and settlement in the local market of abroad
financial debts that were disbursed after 9/1/19, which must be
deposited in a local bank account.
- The
companies will need authorization of the BCRA to remit profits or
pay dividends.
-
Payments of loans abroad can be canceled by buying dollars in the
market prior compliance with certain reporting obligations
established by the BCRA.
-
Payments of debts to relatied parties abroad need authorization of
the BCRA. To access the exchange market, the presentation of
certain documentation by the residents will be required
demonstrating the validity of the transactions on which foreign
currency is purchased for the remittance of funds
abroad.
-
Exchange and arbitration transactions can be made by clients
without the prior approval of the BCRA as long as they are
implemented as individual transactions through Argentine
pesos.
- Cash
withdrawals abroad can be made with debit cards but the funds must
be in a dollar denominated account in the local bank.
-
Deferral of payment of certain public debt
instruments.
- Fuel
price control.
This
context of volatility and uncertainty continues at the date of
issuance of these financial statements.
The
Company's Management permanently monitors the evolution of
variables that affect its business, to define its course of action
and identify the potential impacts on its equity and financial
situation. The financial statements of the Company must be read in
the light of these circumstances.
IRSA Inversiones y Representaciones Sociedad
Anónima
Loan to Clal’s third buyer
As
mentioned in Note 4.A. to the annual financial statements, IDBD was
looking for different ways of financing the purchase of Clal's to
the third buyer. On October 27, 2019, IDBD signed an agreement with
a financial entity which offered to buy all rights and obligations
related to the financing of said purchase.
On
November 7, the sale transaction has been completed and the loan
has been granted by a financial entity. It should be clarified that
the amount of 2,771,309 of Clal Insurance Enterprises shares sold
were subject to a swap transaction between IDBD and a financial
entity, which ended with the Company's notice to that
entity.
As a
result of said transaction, as of the date of issuance ot these
financial statements, IDBD’s equity interest in Clal
Insurance Enterprises is 15.3% and it owns an additional 15.0%
through swaps transactions.
IRSA Shareholders’ Meeting
On
October 30, 2019, through the Ordinary Shareholders’ Meeting,
the Annual Financial Statements were approved, as well as the
treatment of the results corresponding to the year ended on that
date. At the same time, the following was approved:
●
The absorption of
the accumulated net losses as of June 30, 2019 in the special
reserve;
●
Distribution of
dividends in kind for Ps. 480 million, payable in shares of IRSA
CP,
On the
other hand, among other points, the following was
approved:
●
The extension
of the Company’s global program for the issuance of simple
NCN, either secured or unsecured or guaranteed by third parties,
for an additional total amount of up to US$ 250 (two hundred and
fifty million US Dollars) (or an equivalent amount in other
currencies);
●
An increase in the
share capital of the Company for a total amount of up to a nominal
value of Ps. 200 million (equivalent to 34.56% of the current
capital stock);
●
The implementation
of an incentive plan to employees, management and Directors of the
Company for up to 1% of the capital stock of the Company at the
date of execution of such plan.
●
Delegate the
implementation of the above-mentioned measures to the Board of
Directors.
Free
translation from the original prepared in Spanish for publication
in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
To the Shareholders, President and Directors of
IRSA Inversiones y Representaciones Sociedad
Anónima
Legal address: Bolivar 108 – 1° floor
Autonomous City Buenos Aires
Tax Code No. 30-52532274-9
Introduction
We have reviewed the unaudited condensed interim consolidated
financial statements of IRSA Inversiones y Representaciones
Sociedad Anónima and its subsidiaries (hereinafter “the
Company”) which included the unaudited condensed interim
consolidated statements of financial position as of September
30, 2019 and the unaudited condensed interim consolidated
statements of income and other comprehensive income for the
three-month period ended September 30, 2019, the unaudited
condensed interim consolidated statements of changes in
shareholders’ equity and the unaudited condensed interim
consolidated statements of cash flows for the three-month period
then ended and selected explanatory notes.
The balances and other information corresponding to the fiscal year
ended June 30, 2019 and the interim periods within that fiscal year
are an integral part of these financial statements and, therefore,
they should be considered in relation to those financial
statements.
Management responsibility
The Board of Directors of the Company is responsible for the
preparation and presentation of these unaudited condensed interim
consolidated financial statements in accordance with the
International Financial Reporting Standards (IFRS), adopted by the
Argentine Federation of Professional Councils in Economic Sciences
(FACPCE) as professional accounting standards and added by the
National Securities Commission (CNV) to its regulations, as
approved by the International Accounting Standard Board (IASB) and
, for this reason, is responsible for the preparation and
presentation of the unaudited condensed interim consolidated
financial statements above mentioned in the first paragraph
according to the International Accounting Standard No 34 "Interim
Financial Reporting" (IAS 34).
Free
translation from the original prepared in Spanish for publication
in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
Scope of our review
Our review was limited to the application of the procedures
established in the International Standard on Review Engagements
ISRE 2410 "Review of interim financial information performed by the
independent auditor of the entity", which was adopted as a review
standard in Argentina in Technical Resolution No. 33 of the FACPCE,
without modification as approved by the International Auditing and
Assurance Standards Board (IAASB). A review of interim financial
information consists of making inquiries of persons responsible for
the preparation of the information included in the unaudited
condensed interim consolidated financial statements, and applying
analytical and other review procedures. A review is substantially
less in scope than an audit conducted in accordance with
International Standards on Auditing and consequently does not
enable us to obtain assurance that we would become aware of all
significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion on the consolidated
statements of financial position, the consolidated statements
of income and other comprehensive income and the
consolidated statements of cash flows of the Company.
Conclusion
Nothing came to our attention as a result of our review that caused
us to believe that these unaudited condensed interim consolidated
financial statements above mentioned in the first paragraph of this
report have not been prepared in all material respects in
accordance with International Accounting Standard 34.
Report
on compliance with current regulations
In accordance with current regulations, we report about IRSA
Inversiones y Representaciones Sociedad Anónima
that:
a) the unaudited condensed interim consolidated financial
statements of IRSA Inversiones y Representaciones Sociedad
Anónima are being processed for recording in the "Inventory
and Balance Sheet Book", and comply, as regards those matters that
are within our competence, with the provisions set forth in the
Commercial Companies Law and in the corresponding resolutions of
the National Securities Commission;
b) the unaudited condensed interim separate financial statements of
IRSA Inversiones y Representaciones Sociedad Anónima arise
from accounting records carried in all formal respects in
accordance with applicable legal provisions;
c) we have read the Business Summary (“Reseña
Informativa”) on which, as regards those matters that are
within our competence, we have no observations to
make;
Free translation
from the original prepared in Spanish for publication in
Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
(Continued)
d) at September 30, 2019, the debt of IRSA Inversiones y
Representaciones Sociedad Anónima owed in favor of the
Argentina Integrated Pension System which arises from accounting
records amounted to Ps. 91,697.59, which was not claimable at that
date.
Autonomous City of Buenos Aires, November 8,
2019.
PRICE
WATERHOUSE & CO. S.R.L.
(Partner)
C.P.C.E.C.A.B.A. Tº 1 Fº 17
Dr. Mariano C. Tomatis
Public Accountant (UBA)
C.P.C.E.C.A.B.A. Tº 241 Fº 118
|
|
ABELOVICH,
POLANO & ASOCIADOS S.R.L.
(Partner)
C.P.C.E. C.A.B.A. T° 1 F° 30
José Daniel Abelovich
Public Accountant (UBA)
C.P.C.E.C.A.B.A. T° 102 F° 191
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Unaudited Condensed Interim Separate Financial Statements as of
September 30, 2019 and for the three-month periods ended as of that
date, presented comparatively
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited
Condensed Interim Separate Statements of Financial
Position
as
of September 30, 2019 and June 30, 2019
(All
amounts in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Note
|
09.30.19
|
|
06.30.19
|
ASSETS
|
|
|
|
|
Non-current assets
|
|
|
|
|
Investment properties
|
7
|
14,119
|
|
11,716
|
Property, plant and equipment
|
8
|
18
|
|
18
|
Trading properties
|
9
|
327
|
|
416
|
Intangible assets
|
10
|
57
|
|
57
|
Investments in subsidiaries, associates and joint
ventures
|
6
|
49,753
|
|
44,739
|
Income tax and MPIT credit
|
|
135
|
|
152
|
Trade and other receivables
|
12
|
115
|
|
92
|
Total non-current assets
|
|
64,524
|
|
57,190
|
Current assets
|
|
|
|
|
Trading properties
|
9
|
2,292
|
|
2,026
|
Inventories
|
|
1
|
|
1
|
Trade and other receivables
|
12
|
1,178
|
|
1,131
|
Income tax and MPIT credit
|
|
2
|
|
2
|
Investments in financial assets
|
11
|
8
|
|
399
|
Cash and cash equivalents
|
11
|
27
|
|
40
|
Total current assets
|
|
3,508
|
|
3,599
|
TOTAL ASSETS
|
|
68,032
|
|
60,789
|
SHAREHOLDERS’ EQUITY
|
|
|
|
|
Shareholders' equity (according to corresponding
statements)
|
|
38,175
|
|
36,888
|
TOTAL SHAREHOLDERS’ EQUITY
|
|
38,175
|
|
36,888
|
LIABILITIES
|
|
|
|
|
Non-current liabilities
|
|
|
|
|
Trade and other payables
|
13
|
74
|
|
54
|
Borrowings
|
14
|
12,855
|
|
8,962
|
Deferred income tax liabilities
|
15
|
6,438
|
|
5,275
|
Provisions
|
16
|
41
|
|
41
|
Total non-current liabilities
|
|
19,408
|
|
14,332
|
Current liabilities
|
|
|
|
|
Trade and other payables
|
13
|
1,991
|
|
1,693
|
Salaries and social security liabilities
|
|
2
|
|
3
|
Borrowings
|
14
|
8,452
|
|
7,866
|
Provisions
|
16
|
4
|
|
7
|
Total current liabilities
|
|
10,449
|
|
9,569
|
TOTAL LIABILITIES
|
|
29,857
|
|
23,901
|
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
|
|
68,032
|
|
60,789
|
The
accompanying notes are an integral part of these Financial
Statements.
|
.
Eduardo
S. Elsztain
President
|
1
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited
Condensed Interim Separate Statements of Income and Other
Comprehensive Income
for
the three-month periods ended September 30, 2019 and
2018
(All amounts
in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Note
|
09.30.19
|
|
09.30.18
|
Revenues
|
17
|
353
|
|
21
|
Costs
|
18
|
(184)
|
|
(14)
|
Gross profit
|
|
169
|
|
7
|
Net gain from fair value adjustment of investment
properties
|
7
|
2,403
|
|
3,433
|
General and administrative expenses
|
18
|
(94)
|
|
(95)
|
Selling expenses
|
18
|
(41)
|
|
(35)
|
Other operating results, net
|
19
|
(14)
|
|
(6)
|
Profit from operations
|
|
2,423
|
|
3,304
|
Share of profit of subsidiaries, associates and joint
ventures
|
6
|
5,360
|
|
8,335
|
Profit before financial results and income tax
|
|
7,783
|
|
11,639
|
Finance income
|
20
|
16
|
|
11
|
Finance costs
|
20
|
(680)
|
|
(406)
|
Other financial results
|
20
|
(2,574)
|
|
(3,783)
|
Inflation adjustment
|
20
|
(373)
|
|
43
|
Financial results, net
|
|
(3,611)
|
|
(4,135)
|
Profit before income tax
|
|
4,172
|
|
7,504
|
Income tax
|
15
|
(1,163)
|
|
568
|
Profit for the period
|
|
3,009
|
|
8,072
|
|
|
|
|
|
Other comprehensive income:
|
|
|
|
Items that may be reclassified subsequently to profit or
loss:
|
|
|
|
|
Share of other comprehensive loss of subsidiaries, associates and
joint ventures
|
|
(58)
|
|
(66)
|
Currency translation adjustment of subsidiaries, associates and
joint ventures
|
|
(633)
|
|
4,329
|
Total other comprehensive profit for the period (i)
|
6
|
(691)
|
|
4,263
|
Total comprehensive income for the period
|
|
2,318
|
|
12,335
|
|
|
|
|
|
Profit per share for the period:
|
|
|
|
|
Basic
|
|
5.23
|
|
14.04
|
Diluted
|
|
5.21
|
|
13.97
|
(i)
Components of other comprehensive income have no impact on income
tax.
The
accompanying notes are an integral part of these Financial
Statements.
|
.
Eduardo
S. Elsztain
President
|
2
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited
Condensed Interim Separate Statements of Changes in
Shareholders’ Equity
for the three-month period ended September 30, 2019
(All
amounts in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Share capital
|
Treasury shares
|
Inflation adjustment of Share Capital and Treasury Shares
(1)
|
Share premium
|
Additional Paid-in capital from Treasury Shares
|
Legal reserve
|
CNV 609/12 Resolution reserve
|
Other reserves (2)
|
Retained earnings
|
Total Shareholders’ equity
|
Balance as of June 30, 2019
|
575
|
3
|
10,532
|
11,448
|
62
|
382
|
7,405
|
54,079
|
(47,598)
|
36,888
|
Adjustments of previous periods (IFRS 16 and IAS 28)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(913)
|
(913)
|
Balance as of June 30, 2019 (recast)
|
575
|
3
|
10,532
|
11,448
|
62
|
382
|
7,405
|
54,079
|
(48,511)
|
35,975
|
Profit for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
3,009
|
3,009
|
Other comprehensive loss for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(691)
|
-
|
(691)
|
Changes in non-controlling interest
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(135)
|
-
|
(135)
|
Other changes in the subsidiaries` equity
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
17
|
17
|
Balance as of September 30, 2019
|
575
|
3
|
10,532
|
11,448
|
62
|
382
|
7,405
|
53,253
|
(45,485)
|
38,175
|
(1)
Includes
Ps. 1 of inflation adjustment of treasury shares. See Note 16 of
Consolidated Financial Statements as of June 30, 2019.
(2)
The
composition of Other reserves of the Company as of September 30,
2019 is as follows:
|
Cost of Treasury shares
|
|
Changes in non-controlling interest
|
|
Reserve for share-based payments
|
|
Reserve for future dividends
|
|
Currency translation adjustment reserve
|
|
Special reserve
|
|
Other reserves of subsidiaries
|
|
Total Other reserves
|
Balance as of June 30, 2019
|
(130)
|
|
(3,655)
|
|
163
|
|
1,332
|
|
207
|
|
56,246
|
|
(84)
|
|
54,079
|
Other comprehensive loss for the period
|
-
|
|
-
|
|
-
|
|
-
|
|
(633)
|
|
-
|
|
(58)
|
|
(691)
|
Reserve for share-based payments
|
2
|
|
-
|
|
(2)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
Changes in non-controlling interest
|
-
|
|
(135)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(135)
|
Balance as of September 30, 2019
|
(128)
|
|
(3,790)
|
|
161
|
|
1,332
|
|
(426)
|
|
56,246
|
|
(142)
|
|
53,253
|
The
accompanying notes are an integral part of these Financial
Statements.
|
.
Eduardo
S. Elsztain
President
|
3
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited
Condensed Interim Separate Statements of Changes in
Shareholders’ Equity
for the three-month period ended September 30, 2018
(All
amounts in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Share capital
|
Treasury shares
|
Inflation adjustment of Share Capital and Treasury Shares
(1)
|
Share premium
|
Additional Paid-in capital from Treasury Shares
|
Legal reserve
|
CNV 609/12 Resolution reserve
|
Other reserves (2)
|
Retained earnings
|
Total Shareholders’ equity
|
Balance as of June 30, 2018
|
575
|
3
|
10,533
|
11,448
|
62
|
382
|
7,405
|
3,351
|
34,836
|
68,595
|
Adjustments of previous periods (IFRS 9 and 15)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(207)
|
(207)
|
Balance as of June 30, 2018 (recast)
|
575
|
3
|
10,533
|
11,448
|
62
|
382
|
7,405
|
3,351
|
34,629
|
68,388
|
Profit for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
8,072
|
8,072
|
Other comprehensive income for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
4,263
|
-
|
4,263
|
Reserve for share-based payments
|
-
|
-
|
-
|
-
|
3
|
-
|
-
|
(1)
|
-
|
2
|
Changes in non-controlling interest
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
21
|
-
|
21
|
Other changes in the subsidiaries` equity
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
114
|
114
|
Balance as of September 30, 2018
|
575
|
3
|
10,533
|
11,448
|
65
|
382
|
7,405
|
7,634
|
42,815
|
80,860
|
(1)
Includes Ps. 1 of inflation adjustment of treasury shares. See Note
16 of Consolidated Financial Statements as of June 30,
2019.
(2)
The composition of Other reserves of the Company as of September
30, 2018 is as follows:
|
Cost of Treasury shares
|
|
Changes in non-controlling interest
|
|
Reserve for share-based payments
|
|
Reserve for future dividends
|
|
Currency translation adjustment reserve
|
|
Special reserve
|
|
Other reserves of subsidiaries
|
|
Total Other reserves
|
Balance as of June 30, 2018
|
(144)
|
|
(3,590)
|
|
177
|
|
1,332
|
|
853
|
|
4,717
|
|
6
|
|
3,351
|
Other comprehensive income/(loss) for the period
|
-
|
|
-
|
|
-
|
|
-
|
|
4,329
|
|
-
|
|
(66)
|
|
4,263
|
Reserve for share-based payments
|
-
|
|
-
|
|
(1)
|
|
-
|
|
-
|
|
-
|
|
-
|
|
(1)
|
Changes in non-controlling interest
|
-
|
|
21
|
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
|
21
|
Balance as of September 30, 2018
|
(144)
|
|
(3,569)
|
|
176
|
|
1,332
|
|
5,182
|
|
4,717
|
|
(60)
|
|
7,634
|
The
accompanying notes are an integral part of these Financial
Statements.
|
.
Eduardo
S. Elsztain
President
|
4
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Separate Statements of Cash
Flows
for the three-month period ended September 30, 2019 and
2018
(All
amounts in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Note
|
09.30.19
|
|
09.30.18
|
Operating activities
|
|
|
|
|
Profit for the period
|
|
3,009
|
|
8,072
|
Adjustments:
|
|
|
|
|
Income tax
|
15
|
1,163
|
|
(568)
|
Amortization and depreciation
|
18
|
2
|
|
-
|
Gain from disposal of trading properties
|
|
(172)
|
|
(2)
|
Financial results, net
|
|
4,782
|
|
4,156
|
Increase in trading properties
|
9
|
(267)
|
|
(153)
|
Net gain from fair value adjustment of investment
properties
|
7
|
(2,403)
|
|
(3,433)
|
Share of profit of subsidiaries, associates and joint
ventures
|
6
|
(5,360)
|
|
(8,339)
|
Gain from disposal of subsidiaries
|
|
(100)
|
|
-
|
Provisions and allowances
|
|
1
|
|
28
|
Increase in trade and other receivables
|
|
(4)
|
|
(287)
|
Increase in trade and other payables
|
|
313
|
|
469
|
Net cash flow generated from / (used in) operating
activities
|
|
964
|
|
(57)
|
Investing activities
|
|
|
|
|
Capital contributions to subsidiaries, associates and joint
ventures
|
6
|
(1,302)
|
|
(213)
|
Additions to investment properties
|
|
-
|
|
(201)
|
Issuance of capital
|
|
(69)
|
|
-
|
Acquisition of property, plant and equipment
|
8
|
(2)
|
|
-
|
Acquisition of intangible assets
|
10
|
-
|
|
(2)
|
Increase of investments in financial assets
|
|
(4,975)
|
|
(186)
|
Proceeds from sale of investments in financial assets
|
|
5,314
|
|
192
|
Increase in loans granted to subsidiaries, associates and joint
ventures
|
|
(11)
|
|
(2)
|
Proceeds from borrowings granted to subsidiaries, associates and
joint ventures
|
|
-
|
|
78
|
Interest
collection from fixed-terms
|
|
6
|
|
6
|
Net cash flow used in investing activities
|
|
(1,039)
|
|
(328)
|
Financing activities
|
|
|
|
|
Short-term loans obtained, net
|
|
518
|
|
1,191
|
Payment of loans
|
|
(175)
|
|
(152)
|
Interests paid
|
|
(608)
|
|
(658)
|
Loans obtained from subsidiaries, associates and joint
ventures
|
|
1,593
|
|
95
|
Payment of loans from subsidiaries, associates and joint
ventures
|
|
(142)
|
|
(2)
|
Repayment of principal of NCN
|
|
(7,336)
|
|
-
|
Issuance of NCN
|
|
6,213
|
|
-
|
Net cash flow generated from financing activities
|
|
63
|
|
474
|
(Decrease) / Increase in cash and cash equivalents,
net
|
|
(12)
|
|
89
|
Cash and cash equivalents at the beginning of the
period
|
11
|
40
|
|
25
|
Foreign exchange gain of cash and changes in fair value of cash
equivalents
|
|
(1)
|
|
(11)
|
Cash and cash equivalents at the end of the period
|
11
|
27
|
|
103
|
|
|
|
|
|
Additional
information
|
|
|
|
|
Reserve for share-based payments
|
|
-
|
|
-
|
Currency translation adjustment
|
|
(633)
|
|
4,329
|
Share of other comprehensive loss of subsidiaries
|
|
(58)
|
|
(66)
|
Changes in non-controlling interest
|
|
(135)
|
|
21
|
Increase of investment properties through a decrease in trade and
other receivables
|
|
-
|
|
68
|
Increase in borrowings through an increase in investment
properties
|
|
-
|
|
6
|
Increase in borrowings through an increase in trading
properties
|
|
33
|
|
8
|
Increase in borrowings of subsidiaries, associates and joint
ventures through a decrease in trade and other
receivables
|
|
5
|
|
-
|
Issuance of NCN
|
|
17
|
|
-
|
|
|
|
|
|
The accompanying notes are an integral part of these
Financial Statements.
|
.
Eduardo
S. Elsztain
President
|
5
IRSA
Inversiones y Representaciones Sociedad Anónima
Notes to the Unaudited Condensed Interim Consolidated Separate
Financial Statements
(All
amounts in millions, except otherwise indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
1.
General
information and company’s business
IRSA
Inversiones y Representaciones Sociedad Anónima
(“IRSA” or “The Company”) was founded in
1943, it is primarily engaged in managing real estate holdings in
Argentina since 1991.
IRSA is
a corporation incorporated and domiciled in Argentina. The
registered office is Bolívar 108, 1st. Floor, Buenos
Aires, Argentina.
The
Company owns, manages and develops, directly and indirectly through
its subsidiaries, a portfolio of office and other rental properties
in Buenos Aires. In addition, IRSA through its subsidiaries,
associates and joint ventures manages and develops shopping malls
and branded hotels across Argentina, and also office properties in
the United States and in numerous markets and industry sectors in
Israel, such as real estate, supermarkets, insurance,
telecommunications, etc.
These
Unaudited Condensed Interim Separate Financial Statements have been
approved for issue by the Board of Directors on November 8,
2019.
2.
Basis
of preparation of the Unaudited Condensed Interim Separate
Financial Statements
2.1.
Basis
of preparation
The
National Securities Commission (CNV), in Title IV "Periodic
Information Regime" - Chapter III "Rules relating to the
presentation and valuation of financial statements" - Article 1, of
its standards, has established the application of the Technical
Resolution No. 26 (RT 26) of the FACPCE and its amendments, which
adopt IFRS, issued by the IASB, for certain companies included in
the public offering regime of Law No. 26,831, either because of its
share capital or its non-convertible notes, or that have requested
authorization to be included in the aforementioned
regime.
For the
preparation of these Unaudited Condensed Interim Separate Financial
Statements, the Company has made use of the option provided by IAS
34, and has prepared them in a condensed form. Therefore, these
financial statements do not include all the information required in
a complete set of annual financial statements and, consequently, it
is recommended that they be read together with the annual financial
statements as of June 30, 2019.
IAS 29
"Financial Reporting in Hyperinflationary Economies" requires that
the financial statements of an entity whose functional currency is
one of a hyperinflationary economy be expressed in terms of the
current unit of measurement at the closing date of the reporting
period, regardless of whether they are based on the historical cost
method or the current cost method. To do so, in general terms, the
inflation produced from the date of acquisition or from the
revaluation date, as applicable, must be calculated for
non-monetary items. This requirement also includes the comparative
information of the financial statements.
In
order to conclude on whether an economy is categorized as a high
inflation one, in the terms of IAS 29, the standard details a
series of factors to be considered, including the existence of an
accumulated inflation rate in three years that approximates to or
exceeds 100%. Accumulated inflation in Argentina in three years has
been over 100%. For this reason, in accordance with IAS 29, the
Argentine economy must be considered as a high inflation economy
starting July 1, 2018.
Regarding the
inflation index to be used and in accordance with FACPCE Resolution
No. 539/18, it will be determined based on the Wholesale Price
Index (IPIM) until 2016, considering the average variation of
Consumer Price indices (CPI) of the Autonomous City of Buenos Aires
for the months of November and December 2015, because during those
two months there were no national IPIM measurements. Then, from
January 2017, the National Consumer Price Index (National CPI) will
be considered. The table below shows the evolution of this index
during the period ended September 30, 2019, according to official
statistics (INDEC) and following the guidelines described in
Resolution 539/18.
Quarterly price variation
|
September 30, 2019
|
|
12%
|
IRSA
Inversiones y Representaciones Sociedad Anónima
As a
consequence of the aforementioned, these Unaudited Consolidated
Financial Statements as of September 30, 2019 were restated in
accordance with IAS 29.
2.2. Significant
accounting policies
The
accounting policies adopted in the preparation of these Unaudited
Condensed Interim Separate Financial Statements are consistent with
those applied in the Annual Financial Statements as of June 30,
2019. The main accounting policies are described in Note 2 of those
Annual Financial Statements.
As
described in Note 2.2 to the Annual Financial Statements, the
Company has adopted IFRS 16: “Leases” and Amendment to
IAS 28 “Investment in associates and joint ventures” in
the current year applying the cumulative effect approach,
therefore, accumulated impact was recognized in retained earnings
as of July 1, 2019 and comparative figures were not
restated.
The
following were the main changes:
IFRS 16: Leases
The
standard establishes the criteria for recognition and valuation of
leases for lessees and lessors. The changes incorporated mainly
impact the tenant's accounting. IFRS 16 provides that the lessee
recognizes an asset for the right of use and a liability at present
value with respect to those contracts that meet the definition of
lease agreements according to IFRS 16. In accordance with the
standard, a lease agreement is one that provides the right to
control the use of an identified asset for a specific period. In
order for a company to have control over the use of an identified
asset: a) it must have the right to obtain substantially all the
economic benefits of the identified asset and b) it must have the
right to direct the use of the identified asset.
The
standard allows to exclude short-term contracts (under 12 months)
and those in which the underlying asset has low value.
Amendment to IAS 28 “Investment in associates and joint
ventures”
In
accordance with the amendment to IAS 28, an entity shall implement
the provisions of IFRS 9 to Long-term Investments that are
essentially part of the entity's net investment in the associate or
in the joint venture according to the definitions of said standard.
The provisions of IFRS 9 shall apply to such investments with
respect to the interest in the losses of an associate or a joint
venture, as well as with respect to the recognition of the
impairment of an investment in an associate or joint venture. In
addition, when applying IFRS 9 to such long-term investments, the
entity will make it prior to the adjustments made to the carrying
amount of the investment in accordance with IAS 28.
Additionally, the
Company opted for an accounting policy where the currency
translation adjustments arising from these loans are recorded as
part of other comprehensive income.
2.3.
Comparability of information
The
amounts as of June 30, 2019 and September 30, 2018, which are
disclosed for comparative purposes, arise from the financial
statements at said dates restated in accordance with IAS 29.
Certain figures have been reclassified for comparison purposes in
these financial statements.
The
preparation of Financial Statements at a certain date requires
Management to make estimates and evaluations affecting the amount
of assets and liabilities recorded and contingent assets and
liabilities disclosed at such date, as well as income and expenses
recorded during the period. Actual results might differ from the
estimates and evaluations made at the date of preparation of these
Unaudited Condensed Interim Separate Financial Statements. In the
preparation of these Unaudited Condensed Interim Separate Financial
Statements, the main significant judgments made by Management in
applying the Company’s accounting policies and the major
sources of uncertainty were the same that the Company used in the
preparation of the Separate Financial Statements for the fiscal
year ended June 30, 2019, described in Note 3 to those financial
statements.
IRSA
Inversiones y Representaciones Sociedad Anónima
3.
Seasonal
effects on operations
See
Note 3 to the Unaudited Condensed Interim Consolidated Financial
Statements.
4.
Acquisitions
and disposals
Significant
acquisitions and disposals of the Company and/or its subsidiaries
for the three-month period ended September 30, 2019 are detailed in
Note 4 to the Unaudited Condensed Interim Consolidated Financial
Statements.
5.
Financial
risk management and fair value estimates
These
Unaudited Condensed Interim Financial Statements do not include all
the information and disclosures of the risk management, so they
should be read together with the Annual Separate Financial
Statements as of June 30, 2019. There has been no changes in the
risk management or risk management policies applied by the Company
since the end of the annual fiscal year.
Since
June 30, 2019 there have been no significant changes in business or
economic circumstances affecting the fair value of the Company's
financial assets or liabilities (either measured at fair value or
amortized cost). See notes to the Unaudited Condensed Interim
Consolidated Financial Statements. Furthermore, there have been no
transfers between the different hierarchies used to assess the fair
value of the Company’s financial instruments.
6.
Information
about the main subsidiaries, associates and joint
ventures
The
Company conducts its business through several operating and holding
subsidiaries, associates and joint ventures. Its main subsidiaries
include IRSA CP and Tyrus. The main associates include BHSA and New
Lipstick. Its main joint ventures include Cyrsa S.A. and Puerto
Retiro S.A.
Detailed below is
the evolution of investments in subsidiaries, associates and joint
ventures of the Company, for the three-month period ended September
30, 2019 and for the year ended June 30, 2019:
|
09.30.19
|
|
06.30.19
|
Beginning of period / year
|
44,739
|
|
73,519
|
Adjustments of previous periods (IFRS 16 and IAS 28)
|
(913)
|
|
-
|
Share of profit / (loss)
|
5,360
|
|
(25,004)
|
Other comprehensive loss
|
(691)
|
|
(616)
|
Capital contributions (Note 21)
|
1,376
|
|
763
|
Changes in non-controlling interest
|
(135)
|
|
(64)
|
Dividends
|
-
|
|
(867)
|
Acquisition
of interest in subsidiaries
|
-
|
|
(2,903)
|
Other changes in the equity of subsidiaries
|
17
|
|
(89)
|
End of the period / year
|
49,753
|
|
44,739
|
Name of the entity
|
|
% ownership interest
|
|
Company´s interest in equity
|
|
Company’s interest in comprehensive income
|
09.30.19
|
06.30.19
|
|
09.30.19
|
|
06.30.19
|
|
09.30.19
|
|
09.30.18
|
Subsidiaries
|
|
|
|
|
|
|
|
|
|
|
|
IRSA CP
|
|
81.13%
|
81.13%
|
|
36,781
|
|
34,850
|
|
1,931
|
|
2,525
|
Tyrus
|
|
100.00%
|
100.00%
|
|
5,148
|
|
2,817
|
|
2,061
|
|
9,348
|
Efanur
|
|
100.00%
|
100.00%
|
|
1,794
|
|
1,493
|
|
301
|
|
442
|
Ritelco S.A.
|
|
100.00%
|
100.00%
|
|
1,588
|
|
1,358
|
|
230
|
|
207
|
Inversora Bolívar S.A.
|
|
95.13%
|
95.13%
|
|
895
|
|
882
|
|
12
|
|
(3)
|
ECLSA
|
|
96.74%
|
96.74%
|
|
899
|
|
855
|
|
43
|
|
41
|
Palermo Invest S.A.
|
|
97.00%
|
97.00%
|
|
380
|
|
352
|
|
28
|
|
9
|
NFSA
|
|
76.34%
|
76.34%
|
|
329
|
|
331
|
|
(2)
|
|
6
|
Llao Llao Resort S.A.
|
|
50.00%
|
50.00%
|
|
278
|
|
281
|
|
(2)
|
|
2
|
HASA
|
|
100.00%
|
100.00%
|
|
230
|
|
237
|
|
(6)
|
|
11
|
Liveck S.A.
|
|
10.01%
|
10.01%
|
|
39
|
|
32
|
|
2
|
|
-
|
Associates
|
|
|
|
|
|
|
|
|
|
|
|
BHSA (1) (2)
|
|
4.93%
|
4.93%
|
|
615
|
|
561
|
|
55
|
|
4
|
Manibil S.A.
|
|
49.00%
|
49.00%
|
|
421
|
|
350
|
|
1
|
|
3
|
BACS (2)
|
|
33.36%
|
33.36%
|
|
220
|
|
227
|
|
(8)
|
|
(11)
|
Joint
ventures
|
|
|
|
|
|
|
|
|
|
|
|
UTE IRSA - Galerías Pacífico S.A.
|
|
50.00%
|
50.00%
|
|
101
|
|
82
|
|
19
|
|
11
|
Cyrsa S.A.
|
|
50.00%
|
50.00%
|
|
35
|
|
31
|
|
4
|
|
3
|
Total subsidiaries, associates and joint ventures
|
|
|
|
|
49,753
|
|
44,739
|
|
4,669
|
|
12,598
|
IRSA
Inversiones y Representaciones Sociedad Anónima
Name of the entity
|
|
Location of business / Country of incorporation
|
Main activity
|
Common shares 1 vote
|
|
Latest financial statements issued
|
|
|
Share capital (nominal value)
|
Profit / (loss) for the period
|
Shareholders’ equity
|
Subsidiaries
|
|
|
|
|
|
|
|
|
IRSA CP
|
|
Argentina
|
Real estate
|
102,234,356
|
|
126
|
2,002
|
45,254
|
Tyrus
|
|
Uruguay
|
Investment
|
16,025,861,475
|
|
7,480
|
3,026
|
5,150
|
Efanur
|
|
Uruguay
|
Investment
|
132,181,770
|
|
130
|
25
|
1,794
|
Ritelco S.A.
|
|
Uruguay
|
Investment
|
94,369,151
|
|
94
|
234
|
1,588
|
Inversora Bolívar S.A.
|
|
Argentina
|
Investment
|
88,421,639
|
|
93
|
13
|
941
|
ECLSA
|
|
Argentina
|
Investment
|
77,316,127
|
|
80
|
46
|
695
|
Palermo Invest S.A.
|
|
Argentina
|
Investment
|
155,953,673
|
|
161
|
29
|
685
|
NFSA
|
|
Argentina
|
Hotel
|
38,068,999
|
|
50
|
(6)
|
558
|
Llao Llao Resort S.A.
|
|
Argentina
|
Hotel
|
73,580,206
|
|
147
|
(5)
|
556
|
HASA
|
|
Argentina
|
Hotel
|
25,625,473
|
|
26
|
(6)
|
227
|
Liveck S.A.
|
|
Uruguay
|
Investment
|
30,118,973
|
|
160
|
(14)
|
220
|
Associates
|
|
|
|
|
|
|
|
|
BHSA (1) (2)
|
|
Argentina
|
Financial
|
73,939,835
|
|
1,500
|
1,167
|
12,550
|
Manibil S.A.
|
|
Argentina
|
Real estate
|
151,872,872
|
|
444
|
3
|
858
|
BACS (2)
|
|
Argentina
|
Financial
|
29,297,626
|
|
88
|
(23)
|
659
|
Joint
ventures
|
|
|
|
|
|
|
|
|
UTE IRSA - Galerías Pacífico S.A.
|
|
Argentina
|
Hotel
|
500,000
|
|
1
|
38
|
202
|
Cyrsa S.A.
|
|
Argentina
|
Real estate
|
8,748,270
|
|
17
|
8
|
70
|
(1)
Considered
significant. See Notes 7 to 8 to the Annual Consolidated Financial
Statements.
(2)
Information
as of September 30, 2019 according to BCRA's standards. For the
purpose of the valuation of the investments in the Company, figures
as of September 30, 2019 have been considered, with the necessary
IFRS adjustments. Share market price of Banco Hipotecario S.A as of
September 30, 2019 amounts to Ps. 9,70. See Note 8 to the
Consolidated Financial Statements as of June 30, 2019.
Changes
in the Company’s investment properties for the three-month
period ended September 30, 2019 and for the year ended June 30,
2019 were as follows:
|
Period ended September 30, 2019
|
|
Year ended June 30, 2019
|
|
Rental properties
|
|
Undeveloped parcels of land
|
|
Total
|
|
Total
|
Fair value at the beginning of the period / year
|
1,743
|
|
9,973
|
|
11,716
|
|
14,000
|
Additions
|
-
|
|
-
|
|
-
|
|
177
|
Capitalized finance costs
|
-
|
|
-
|
|
-
|
|
4
|
Disposals
|
-
|
|
-
|
|
-
|
|
(7)
|
Transfers to trading properties
|
-
|
|
-
|
|
-
|
|
(1,487)
|
Net gain from fair value adjustment
|
356
|
|
2,047
|
|
2,403
|
|
(971)
|
Fair value at the end of the period / year
|
2,099
|
|
12,020
|
|
14,119
|
|
11,716
|
The
following amounts have been recognized in the Statements of
Comprehensive Income:
|
09.30.19
|
|
09.30.18
|
Sale, rental and services´ income (Note 17)
|
10
|
|
16
|
Rental and services´ costs (Note18)
|
8
|
|
13
|
Cost of sales and developments (Note18)
|
8
|
|
1
|
Net unrealized gain from fair value adjustment of investment
properties
|
2,403
|
|
3,433
|
Valuation
techniques are described in Note 9 to the Consolidated Financial
Statements as of June 30, 2019. There were no changes to the
valuation techniques.
IRSA
Inversiones y Representaciones Sociedad Anónima
8.
Property,
plant and equipment
Changes
in the Company’s property, plant and equipment for the
three-month period ended September 30, 2019 and for the year ended
June 30, 2019 were as follows:
|
Period ended September 30, 2019
|
|
Year ended June 30, 2019
|
|
Buildings and facilities
|
|
Furniture and fixtures
|
|
Machinery and equipment
|
|
Vehicles
|
|
Total
|
|
Total
|
Costs
|
148
|
|
41
|
|
140
|
|
3
|
|
332
|
|
326
|
Accumulated depreciation
|
(134)
|
|
(41)
|
|
(136)
|
|
(3)
|
|
(314)
|
|
(305)
|
Net book amount at the beginning of the period / year
|
14
|
|
-
|
|
4
|
|
-
|
|
18
|
|
21
|
Additions
|
-
|
|
-
|
|
2
|
|
-
|
|
2
|
|
6
|
Depreciation (Note 18)
|
(1)
|
|
-
|
|
(1)
|
|
-
|
|
(2)
|
|
(9)
|
Balances at the end of the period / year
|
13
|
|
-
|
|
5
|
|
-
|
|
18
|
|
18
|
Costs
|
148
|
|
41
|
|
142
|
|
3
|
|
334
|
|
332
|
Accumulated depreciation
|
(135)
|
|
(41)
|
|
(137)
|
|
(3)
|
|
(316)
|
|
(314)
|
Net book amount at the end of the period / year
|
13
|
|
-
|
|
5
|
|
-
|
|
18
|
|
18
|
Changes
in the Company’s trading properties for the three-month
period ended September 30, 2019 and for the year ended June 30,
2019 were as follows:
|
Period ended September 30, 2019
|
|
Year ended June 30, 2019
|
|
Completed properties
|
|
Undevelopedproperties
|
|
Properties under development
|
|
Total
|
|
Total
|
Beginning of the period / year
|
58
|
|
423
|
|
1,961
|
|
2,442
|
|
1,816
|
Additions
|
-
|
|
-
|
|
313
|
|
313
|
|
1,532
|
Capitalized finance costs
|
-
|
|
-
|
|
33
|
|
33
|
|
104
|
Transfers to / from investment properties
|
-
|
|
-
|
|
-
|
|
-
|
|
1,487
|
Disposals (Nota 18)
|
-
|
|
-
|
|
(169)
|
|
(169)
|
|
(2,497)
|
End of the period / year
|
58
|
|
423
|
|
2,138
|
|
2,619
|
|
2,442
|
Non-current
|
|
|
|
|
|
|
327
|
|
416
|
Current
|
|
|
|
|
|
|
2,292
|
|
2,026
|
Total
|
|
|
|
|
|
|
2,619
|
|
2,442
|
Changes
in Company’s intangible assets for the three-month period
ended September 30, 2019 and for the year ended June 30, 2019 were
as follows:
|
Period ended September 30, 2019
|
|
Year ended June 30, 2019
|
|
Computer software
|
|
Future units to be received from barters
|
|
Total
|
|
Total
|
Costs
|
26
|
|
43
|
|
69
|
|
65
|
Accumulated amortization
|
(12)
|
|
-
|
|
(12)
|
|
(12)
|
Net book amount at the beginning of the period / year
|
14
|
|
43
|
|
57
|
|
53
|
Additions
|
-
|
|
-
|
|
-
|
|
4
|
Balances at the end of the period / year
|
14
|
|
43
|
|
57
|
|
57
|
Costs
|
26
|
|
43
|
|
69
|
|
69
|
Accumulated amortization
|
(12)
|
|
-
|
|
(12)
|
|
(12)
|
Net book amount at the end of the period / year
|
14
|
|
43
|
|
57
|
|
57
|
IRSA
Inversiones y Representaciones Sociedad Anónima
11.
Financial
instruments by category
This
note presents financial assets and financial liabilities by
category of financial instrument and a reconciliation to the
corresponding line item in the Statements of Financial Position, as
appropriate. Financial assets and liabilities measured at fair
value are assigned based on their different levels in the fair
value hierarchy. For further information, related to fair value
hierarchy see Note 13 to the Consolidated Financial Statements as
of June 30, 2019.
Financial assets
and financial liabilities as of September 30, 2019 and June 30,
2019 are as follows:
|
Financial assets at amortized cost (i)
|
|
Financial assets at fair value through profit or loss
|
|
Subtotal financial assets
|
|
Non-financial assets
|
|
Total
|
|
|
|
Level 1
|
|
|
|
|
|
|
September 30, 2019
|
|
|
|
|
|
|
|
|
|
Assets as per Statement of Financial Position
|
|
|
|
|
|
|
|
|
|
Trade and other receivables (excluding the allowance for doubtful
accounts and other receivables) (Note 12)
|
823
|
|
-
|
|
823
|
|
502
|
|
1,325
|
Investments in financial assets:
|
|
|
|
|
|
|
|
|
|
- Mutual funds
|
-
|
|
8
|
|
8
|
|
-
|
|
8
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
- Cash at bank and on hand
|
18
|
|
-
|
|
18
|
|
-
|
|
18
|
- Short-term investments
|
-
|
|
9
|
|
9
|
|
-
|
|
9
|
Total
|
841
|
|
17
|
|
858
|
|
502
|
|
1,360
|
|
Financial liabilities at amortized cost (i)
|
|
Non-financial liabilities
|
|
Total
|
September 30, 2019
|
|
|
|
|
|
Liabilities as per Statement of Financial Position
|
|
|
|
|
|
Trade and other payables (Note 13)
|
528
|
|
1,537
|
|
2,065
|
Borrowings (excluding finance leases) (Note 14)
|
21,307
|
|
-
|
|
21,307
|
Total
|
21,835
|
|
1,537
|
|
23,372
|
|
Financial assets at amortized cost (i)
|
|
Financial assets at fair value through profit or loss
|
|
Subtotal financial assets
|
|
Non-financial assets
|
|
Total
|
|
|
|
Level 1
|
|
|
|
|
|
|
June 30, 2019
|
|
|
|
|
|
|
|
|
|
Assets as per Statement of Financial Position
|
|
|
|
|
|
|
|
|
|
Trade and other receivables (excluding the allowance for doubtful
accounts and other receivables) (Note 12)
|
726
|
|
-
|
|
726
|
|
525
|
|
1,251
|
- Bonds
|
-
|
|
-
|
|
-
|
|
-
|
|
-
|
- Mutual funds
|
-
|
|
399
|
|
399
|
|
-
|
|
399
|
Cash and cash equivalents:
|
|
|
|
|
|
|
|
|
|
- Cash at bank and on hand
|
40
|
|
-
|
|
40
|
|
-
|
|
40
|
Total
|
766
|
|
399
|
|
1,165
|
|
525
|
|
1,690
|
|
Financial liabilities at amortized cost (i)
|
|
Non-financial liabilities
|
|
Total
|
June 30, 2019
|
|
|
|
|
|
Liabilities as per Statement of Financial Position
|
|
|
|
|
|
Trade and other payables (Note 13)
|
548
|
|
1,199
|
|
1,747
|
Borrowings (excluding finance leases) (Note 14)
|
16,826
|
|
-
|
|
16,826
|
Total
|
17,374
|
|
1,199
|
|
18,573
|
(i)
The fair value of
financial assets and liabilities at amortized cost does not differ
significantly from their book value, except for borrowings (Note
14). The fair value of payables approximates their respective
carrying amounts because, due to their short-term nature, the
effect of discounting is not considered significant.
As of
September 30, 2019, there have been no changes to the economic or
business circumstances affecting the fair value of the financial
assets and liabilities of the Company.
IRSA
Inversiones y Representaciones Sociedad Anónima
12.
Trade
and other receivables
Company’s
trade and other receivables, as of September 30, 2019 and June 30,
2019 are comprised as follows:
|
09.30.19
|
|
06.30.19
|
Receivables from the sale of properties
|
100
|
|
81
|
Leases and services receivables
|
82
|
|
79
|
Less: Allowance for doubtful accounts
|
(32)
|
|
(28)
|
Total trade receivables
|
150
|
|
132
|
Borrowings granted, deposits and others
|
627
|
|
550
|
Advance payments
|
320
|
|
343
|
Tax credits
|
146
|
|
110
|
Prepaid expenses
|
31
|
|
67
|
Long-term incentive plan
|
15
|
|
17
|
Others
|
4
|
|
4
|
Total other receivables
|
1,143
|
|
1,091
|
Total trade and other receivables
|
1,293
|
|
1,223
|
Non-current
|
115
|
|
92
|
Current
|
1,178
|
|
1,131
|
Total
|
1,293
|
|
1,223
|
Movements on the
Company’s allowance for doubtful accounts are as
follows:
|
09.30.19
|
|
06.30.19
|
Beginning of period /year
|
(28)
|
|
(12)
|
Additions
|
(8)
|
|
(36)
|
Disposals
|
-
|
|
7
|
Inflation adjustment
|
4
|
|
13
|
End of the period / year
|
(32)
|
|
(28)
|
The
creation and release of the allowance for doubtful accounts have
been included in “Selling expenses” in the Statements
of Income (Note 18). Amounts charged to the allowance for doubtful
accounts are generally written off, when there is no expectation of
recovery.
13.
Trade and other payables
Company’s
trade and other payables as of September 30, 2019 and June 30, 2019
were as follows:
|
09.30.19
|
|
06.30.19
|
Customers´ advances
|
1,517
|
|
1,178
|
Trade payables
|
399
|
|
390
|
Accrued invoices
|
104
|
|
104
|
Tenant deposits
|
1
|
|
1
|
Total trade payables
|
2,021
|
|
1,673
|
Long-term incentive plan
|
13
|
|
15
|
Director´s fees
|
11
|
|
38
|
Tax amnesty plans
|
2
|
|
2
|
Other tax payables
|
18
|
|
19
|
Total other payables
|
44
|
|
74
|
Total trade and other payables
|
2,065
|
|
1,747
|
Non-current
|
74
|
|
54
|
Current
|
1,991
|
|
1,693
|
Total
|
2,065
|
|
1,747
|
14.
Borrowings
Company’s
borrowings as of September 30, 2019 and June 30, 2019 are comprised
as follows:
|
Book value as of 09.30.19
|
|
Book value as of 06.30.19
|
|
Fair value as of 09.30.19
|
|
Fair value as of 06.30.19
|
Non-convertible notes
|
14,241
|
|
13,169
|
|
12,360
|
|
13,323
|
Bank loans
|
1,682
|
|
1,531
|
|
1,703
|
|
1,531
|
Related parties (Note 21)
|
4,784
|
|
2,058
|
|
4,252
|
|
2,070
|
Bank overdrafts
|
600
|
|
68
|
|
600
|
|
68
|
Finance leases
|
-
|
|
2
|
|
-
|
|
2
|
Total borrowings
|
21,307
|
|
16,828
|
|
18,915
|
|
16,994
|
Non-current
|
12,855
|
|
8,962
|
|
|
|
|
Current
|
8,452
|
|
7,866
|
|
|
|
|
Total
|
21,307
|
|
16,828
|
|
|
|
|
IRSA
Inversiones y Representaciones Sociedad Anónima
15.
Current and deferred income tax
The
charge for the Company’s income tax is comprised as
follows:
|
09.30.19
|
|
09.30.18
|
Deferred income tax
|
(1,163)
|
|
568
|
Income tax
|
(1,163)
|
|
568
|
Below
is a reconciliation between income tax recognized and the amount
which would arise from applying the prevailing tax rate on profit
before income tax for the three-month periods ended September 30,
2019 and 2018:
|
09.30.19
|
|
09.30.18
|
Net
income at tax rate (1)
|
(1,252)
|
|
(2,251)
|
Permanent differences:
|
|
|
|
Share of profit of subsidiaries, associates and joint
ventures
|
1,580
|
|
2,316
|
Income tax rate differential
|
170
|
|
(10)
|
Tax loss carryfowards´ allowance
|
(591)
|
|
-
|
Inflation adjustment for tax purposes
|
(514)
|
|
-
|
Inflation adjustment
|
(535)
|
|
483
|
Non deductible expenses and others
|
(21)
|
|
30
|
Income tax
|
(1,163)
|
|
568
|
(1)
Income tax rate in effect in Argentina as of September 30, 2019 and
2018 was 30 %.
The
gross movement on the deferred income tax account is the
following:
|
09.30.19
|
|
06.30.19
|
Beginning of the period / year
|
(5,275)
|
|
(3,727)
|
Income tax charge
|
(1,163)
|
|
(1,548)
|
End of the period / year
|
(6,438)
|
|
(5,275)
|
16.
Provisions
The table below
presents the changes in the Company's provisions:
|
Period ended September 30, 2019
|
|
Year ended June 30, 2019
|
|
Labor, legal and other claims (i)
|
|
Total
|
|
Total
|
Beginning of period / year
|
48
|
|
48
|
|
70
|
Additions
|
5
|
|
5
|
|
16
|
Decrease
|
(2)
|
|
(2)
|
|
(18)
|
Utilization
|
(1)
|
|
(1)
|
|
(2)
|
Inflation adjustment
|
(5)
|
|
(5)
|
|
(18)
|
End of period / year
|
45
|
|
45
|
|
48
|
Non current
|
|
|
41
|
|
41
|
Current
|
|
|
4
|
|
7
|
Total
|
|
|
45
|
|
48
|
(i)
Additions and
recoveries are included in "Other operating results,
net”.
17.
Revenues
|
09.30.19
|
|
09.30.18
|
Sale of trading properties
|
341
|
|
2
|
Rental income, averaging of scheduled rental escalation and expense
reimbursements
|
10
|
|
16
|
Property management fees
|
2
|
|
3
|
Sales, rental and services´ income
|
353
|
|
21
|
IRSA
Inversiones y Representaciones Sociedad Anónima
18.
Expenses
by nature
The
Company discloses expenses in the Statements of Income and Other
Comprehensive Income by function as part of the line items
“Costs”, “General and administrative
expenses” and “Selling expenses”. The following
table provides additional disclosure regarding expenses by nature
and their relationship to the function within the
Company.
|
Costs (1)
|
|
General and administrative expenses
|
|
Selling expenses
|
|
09.30.19
|
|
09.30.18
|
Cost of sales of trading properties (Note 9)
|
169
|
|
-
|
|
-
|
|
169
|
|
1
|
Salaries, social security costs and other personnel
expenses
|
1
|
|
43
|
|
3
|
|
47
|
|
51
|
Taxes, rates and contributions
|
4
|
|
-
|
|
35
|
|
39
|
|
7
|
Director´s fees (Note 21)
|
-
|
|
18
|
|
-
|
|
18
|
|
18
|
Fees and payments for services
|
-
|
|
13
|
|
1
|
|
14
|
|
7
|
Maintenance, security, cleaning, repairs and others
|
5
|
|
6
|
|
-
|
|
11
|
|
5
|
Traveling, transportation and stationery
|
-
|
|
8
|
|
-
|
|
8
|
|
11
|
Leases and service charges
|
4
|
|
3
|
|
-
|
|
7
|
|
6
|
Amortization and depreciation (Note 8)
|
1
|
|
1
|
|
-
|
|
2
|
|
2
|
Bank charges
|
-
|
|
2
|
|
-
|
|
2
|
|
2
|
Advertising and other selling expenses
|
-
|
|
-
|
|
1
|
|
1
|
|
6
|
Allowance for doubtful accounts (charge and recovery,
net)
|
-
|
|
-
|
|
1
|
|
1
|
|
24
|
Public services and others
|
-
|
|
-
|
|
-
|
|
-
|
|
4
|
Total expenses by nature as of 09.30.19
|
184
|
|
94
|
|
41
|
|
319
|
|
-
|
Total expenses by nature as of 09.30.18
|
14
|
|
95
|
|
35
|
|
-
|
|
144
|
(1)
For the three-month
period ended September 30, 2019, includes Ps. 4 of rental and
services costs and Ps. 169 of costs of
sales and developments. For the three-month period ended
September 30, 2018, includes Ps. 6 which correspond to rental and
services costs; Ps. 1 to costs of
sales and developments..
19.
Other
operating results, net
|
09.30.19
|
|
09.30.18
|
Operating interest income
|
2
|
|
3
|
Donations
|
(10)
|
|
(8)
|
Lawsuits and other contingencies (i)
|
(3)
|
|
(2)
|
Others
|
(3)
|
|
1
|
Total other operating results, net
|
(14)
|
|
(6)
|
(i)
Includes legal costs and
expenses.
20.
Financial results, net
|
09.30.19
|
|
09.30.18
|
Interest income
|
16
|
|
11
|
Total finance income
|
16
|
|
11
|
Interest expense
|
(653)
|
|
(405)
|
Other finance costs
|
(60)
|
|
(14)
|
Subtotal finance costs
|
(713)
|
|
(419)
|
Capitalized finance costs
|
33
|
|
13
|
Total finance costs
|
(680)
|
|
(406)
|
Net exchange difference
|
(2,705)
|
|
(3,777)
|
Net gain / (loss) from changes in fair value of financial
assets
|
129
|
|
(6)
|
Gain from repurchase of non-convertible notes
|
2
|
|
-
|
Total other financial results
|
(2,574)
|
|
(3,783)
|
Inflation adjustment
|
(373)
|
|
43
|
Total financial results, net
|
(3,611)
|
|
(4,135)
|
IRSA
Inversiones y Representaciones Sociedad Anónima
21.
Related
party transactions
The
following is a summary of the balances with related parties as of
September 30, 2019 and June 30, 2019:
Item
|
|
09.30.19
|
|
06.30.19
|
Trade
and other payables
|
|
(1,841)
|
|
(1,190)
|
Borrowings
|
|
(4,784)
|
|
(2,058)
|
Trade
and other receivables
|
|
654
|
|
581
|
Total
|
|
(5,971)
|
|
(2,667)
|
Related parties
|
|
09.30.19
|
|
06.30.19
|
|
Operation description
|
|
Cresud
|
|
(1)
|
|
(1)
|
|
Long-term incentive plan payable
|
|
|
|
(42)
|
|
(32)
|
|
Corporate services payable
|
|
|
|
(14)
|
|
(11)
|
|
Reimbursement of expenses payable
|
|
|
|
4
|
|
5
|
|
Leases receivable
|
|
|
|
(1)
|
|
(1)
|
|
Management fee
|
|
Total parent company
|
|
(54)
|
|
(40)
|
|
|
|
IRSA CP
|
|
-
|
|
(6)
|
|
Reimbursement of expenses payable
|
|
|
|
1
|
|
-
|
|
Reimbursement of expenses receivable
|
|
|
|
(1,512)
|
|
(861)
|
|
Advances from sale of property
|
|
|
|
(2,774)
|
|
(1,206)
|
|
Non-Convertible Notes
|
|
|
|
(1,462)
|
|
-
|
|
Loans received
|
|
|
|
(115)
|
|
(96)
|
|
Other liabilities
|
|
|
|
(71)
|
|
(64)
|
|
Corporate services payable
|
|
|
|
(13)
|
|
(14)
|
|
Long-term incentive plan payable
|
|
|
|
(1)
|
|
(1)
|
|
Commissions
|
|
|
|
(2)
|
|
-
|
|
Leases payable
|
|
Tyrus
|
|
304
|
|
250
|
|
Borrowings granted
|
|
ECLSA
|
|
169
|
|
129
|
|
Borrowings granted
|
|
|
|
107
|
|
120
|
|
Dividends receivable
|
|
Panamerican Mall S.A.
|
|
1
|
|
1
|
|
Long-term incentive plan receivable
|
|
Efanur
|
|
(76)
|
|
(63)
|
|
Loans received
|
|
Efanur
|
|
(335)
|
|
(631)
|
|
Non-Convertible Notes
|
|
Ritelco S.A.
|
|
(22)
|
|
(18)
|
|
Loans received
|
|
NFSA
|
|
2
|
|
-
|
|
Management fee
|
|
|
|
(25)
|
|
(26)
|
|
Loans received
|
|
Fibesa S.A.
|
|
13
|
|
15
|
|
Long-term incentive plan receivable
|
|
Real Estate Investment Group VII LP
|
|
(21)
|
|
(17)
|
|
Loans received
|
|
Palermo Invest S.A.
|
|
12
|
|
14
|
|
Dividends receivable
|
|
|
|
-
|
|
(12)
|
|
Loans received
|
|
Llao Llao Resorts S.A.
|
|
3
|
|
3
|
|
Hotel services receivable
|
|
|
|
1
|
|
1
|
|
Reimbursement of expenses receivable
|
|
New Lipstick
|
|
14
|
|
11
|
|
Reimbursement of expenses receivable
|
|
Lipstick Management LLC
|
|
(61)
|
|
(50)
|
|
Loans received
|
|
Cyrsa S.A.
|
|
(8)
|
|
(9)
|
|
Loans received
|
|
Inversora Bolívar S.A.
|
|
10
|
|
11
|
|
Dividends receivable
|
|
|
|
-
|
|
(27)
|
|
Loans received
|
|
Liveck S.A.
|
|
-
|
|
6
|
|
Borrowings granted
|
|
UTE IRSA – Galerías Pacífico S.A.
|
|
(57)
|
|
(64)
|
|
Other liabilities
|
|
Others subsidiaries, associates and
|
|
-
|
|
3
|
|
Reimbursement of expenses receivable
|
|
joint ventures (1)
|
|
1
|
|
1
|
|
Long-term incentive plan receivable
|
|
|
|
(1)
|
|
-
|
|
Reimbursement of expenses payable
|
|
Total subsidiaries, associates and joint ventures
|
|
(5,918)
|
|
(2,600)
|
|
|
|
Directors
|
|
(11)
|
|
(38)
|
|
Fees
|
|
Total Directors
|
|
(11)
|
|
(38)
|
|
|
|
Consultores Asset Management S.A.
|
|
8
|
|
7
|
|
Reimbursement of expenses receivable
|
|
Austral Gold Argentina S.A.
|
|
2
|
|
2
|
|
Reimbursement of expenses receivable
|
|
Others subsidiaries, associates and
|
|
1
|
|
1
|
|
Management fee
|
|
joint ventures (2)
|
|
1
|
|
1
|
|
Reimbursement of expenses receivable
|
|
Total others
|
|
12
|
|
11
|
|
|
|
Total at the end of the period/year
|
|
(5,971)
|
|
(2,667)
|
|
|
|
(1)
It
includes BHSA, Puerto Retiro S.A., Nuevo Puerto Santa Fe S.A. and
Emprendimientos Recoleta S.A.
IRSA
Inversiones y Representaciones Sociedad Anónima
The
following is a summary of the results with related parties for the
three-month period ended September 30, 2019 and 2018:
Related parties
|
|
09.30.19
|
|
09.30.18
|
|
Operation description
|
Cresud
|
|
2
|
|
6
|
|
Leases and/or rights of use
|
|
|
(29)
|
|
(29)
|
|
Corporate services
|
Total parent company
|
|
(27)
|
|
(23)
|
|
|
IRSA CP
|
|
1
|
|
(2)
|
|
Leases and/or rights of use
|
|
|
(584)
|
|
-
|
|
Financial operations
|
|
|
(14)
|
|
(18)
|
|
Corporate services
|
ECLSA
|
|
27
|
|
(79)
|
|
Financial operations
|
Ritelco
|
|
(4)
|
|
(8)
|
|
Financial operations
|
Efanur
|
|
(14)
|
|
(16)
|
|
Financial operations
|
Tyrus
|
|
48
|
|
105
|
|
Financial operations
|
Panamerican Mall S.A
|
|
-
|
|
(29)
|
|
Financial operations
|
Real Estate Strategies LLC
|
|
-
|
|
6
|
|
Financial operations
|
Lipstick
|
|
(11)
|
|
-
|
|
Financial operations
|
REIG VII
|
|
(4)
|
|
-
|
|
Financial operations
|
Torodur
|
|
(59)
|
|
-
|
|
Financial operations
|
Palermo Invest
|
|
(3)
|
|
-
|
|
Financial operations
|
Manibil S.A.
|
|
-
|
|
47
|
|
Financial operations
|
Others subsidiaries, associates and joint ventures (1)
|
|
-
|
|
3
|
|
Financial operations
|
|
|
2
|
|
(6)
|
|
Fees
|
Total subsidiaries, associates and joint ventures
|
|
(615)
|
|
3
|
|
|
Directors
|
|
(18)
|
|
(18)
|
|
Fees
|
Senior Managment
|
|
(3)
|
|
(6)
|
|
Fees
|
Total Directors and Senior Managment
|
|
(21)
|
|
(24)
|
|
|
Fundación IRSA
|
|
(8)
|
|
(6)
|
|
Donations
|
Estudio Zang, Bergel & Viñes
|
|
(1)
|
|
(2)
|
|
Fees
|
Others subsidiaries, associates and joint ventures (2)
|
|
2
|
|
2
|
|
Leases and/or rights of use
|
|
|
(2)
|
|
(2)
|
|
Donations
|
Total others
|
|
(9)
|
|
(8)
|
|
|
Total at the end of the period
|
|
(672)
|
|
(52)
|
|
|
(1)
It
includes Inversora Bolívar S.A., Cyrsa S.A., BACS, Palermo
Invest S.A., Efanur and Liveck S.A.
(2)
Austral
Gold Argentina S.A., Hamonet S.A., UTE IRSA – Galerías
Pacífico S.A. e Isaac Elsztain e Hijos S.C.A.
The
following is a summary of the transactions with related parties
without impact in results for the three-month period ended
September 30, 2019 and 2018:
Related parties
|
|
09.30.19
|
|
09.30.18
|
|
Operation description
|
Tyrus
|
|
(1,302)
|
|
(203)
|
|
Irrevocable contributions granted
|
Inversora Bolivar S.A.
|
|
(5)
|
|
-
|
|
Irrevocable contributions granted
|
Manibil S.A.
|
|
(69)
|
|
-
|
|
Irrevocable contributions granted
|
Total contributions to subsidiaries
|
|
(1,376)
|
|
(203)
|
|
|
IRSA
Inversiones y Representaciones Sociedad Anónima
22.
Foreign
currency assets and liabilities
Book
amounts of foreign currency assets and liabilities are as
follows:
Item (1)
|
Amount (2)
|
Foreign exchange rate (3)
|
Total as of 09.30.19
|
Amount (2)
|
Total as of 06.30.19
|
|
Assets
|
|
|
|
|
|
Trade and other
receivables
|
|
|
|
|
|
US Dollar
|
6.08
|
57.39
|
351
|
6.28
|
299
|
Euros
|
0.29
|
62.48
|
18
|
0.29
|
16
|
Receivables with related parties
|
|
|
|
|
|
US Dollar
|
8.55
|
57.59
|
492
|
8.32
|
398
|
Total Trade and other receivables
|
|
|
861
|
|
713
|
Investments in financial assets
|
|
|
|
|
|
US Dollar
|
0.14
|
57.39
|
8
|
8.39
|
399
|
Total Investments in financial assets
|
|
|
8
|
|
399
|
Cash and cash
equivalents
|
|
|
|
|
|
US Dollar
|
0.48
|
57.39
|
28
|
0.84
|
40
|
Total Cash and cash equivalents
|
|
|
28
|
|
40
|
Total Assets
|
|
|
897
|
|
1,152
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
Trade and other payables
|
|
|
|
|
|
US Dollar
|
1.08
|
57.59
|
62
|
1.01
|
48
|
Payables with related parties
|
|
|
|
|
|
US Dollar
|
2.03
|
57.59
|
114
|
1.96
|
94
|
Euros
|
|
|
|
0.28
|
15
|
Total Trade and other payables
|
|
|
176
|
|
157
|
Borrowings
|
|
|
|
|
|
US Dollar
|
277.93
|
57.59
|
16,006
|
299.58
|
14,315
|
Borrowings with related parties
|
|
|
|
|
|
US Dollar
|
82.47
|
57.59
|
4,749
|
41.78
|
1,997
|
Total Borrowings
|
|
|
20,755
|
|
16,312
|
Total Liabilities
|
|
|
20,931
|
|
16,469
|
(1)
Considering
foreign currencies those that differ from Group’s functional
currency at each period / year.
(2)
Expressed
in millions of foreign currency.
(3)
Exchange
rate as of September 30, 2019 according to Banco de la Nación
Argentina records.
23.
CNV
General Resolution N° 622/13
As
required by Section 1°, Chapter III, Title IV of CNV General
Resolution N° 622/13, below is a detail of the notes to the
Unaudited Condensed Interim Separate Financial Statements that
disclose the information required by the Resolution in
Exhibits.
Exhibit A - Property, plant and equipment
|
Note 7 Investment properties and Note 8 Property, plant and
equipment
|
Exhibit B - Intangible assets
|
Note 10 Intangible assets
|
Exhibit C - Equity investments
|
Note 6 Information about the main subsidiaries, associates and
joint ventures
|
Exhibit D - Other investments
|
Note 11 Financial instruments by category
|
Exhibit E - Provisions
|
Note 12 Trade and other receivables and Note 16
Provisions
|
Exhibit F - Cost of sales and services provided
|
Note 9 Trading properties and Note 18 Expenses by
nature
|
Exhibit G - Foreign currency assets and liabilities
|
Note 22 Foreign currency assets and liabilities
|
24.
CNV General Resolution N° 629/14 – Storage of
documentation
On
August 14, 2014, the CNV issued General Resolution N° 629
whereby it introduced amendments to rules related to storage and
conservation of corporate books, accounting books and commercial
documentation. In this sense, it should be noted that the Company
has entrusted the storage of certain non-sensitive and old
information to the following providers:
Storage of documentation responsible
|
|
Location
|
Iron Mountain Argentina S.A.
|
|
Av. Amancio Alcorta 2482, Autonomous City of Buenos
Aires
|
|
Pedro de Mendoza 2143, Autonomous City of Buenos Aires
|
|
Saraza 6135, Autonomous City of Buenos Aires
|
|
Azara 1245, Autonomous City of Buenos Aires
|
|
Polígono industrial Spegazzini, Autopista Ezeiza Km 45,
Cañuelas, Province of Buenos Aires
|
|
|
Cañada de Gómez 3825, Autonomous City of Buenos
Aires
|
IRSA
Inversiones y Representaciones Sociedad Anónima
It is
further noted that a detailed list of all documentation held in
custody by providers, as well as documentation required in section
5 a.3) of Section I, Chapter V, Title II of the CNV RULES (2013 as
amended) are available at the registered office.
On
February 5, 2014 there was a widely known accident in Iron
Mountain’s warehouse. Such company is a supplier of the
Company and Company’s documentation was being kept in the
mentioned warehouse. Based on the internal review carried out by
the Company, duly reported to the CNV on February 12, 2014, the
information kept at the Iron Mountain premises that were on fire do
not appear to be sensitive or capable of affecting normal
operations.
25.
Working
capital deficit
At the
end of the period, the Company has a working capital deficit of Ps.
6,941. Its treatment is being considered by the Board of Directors
and Management.
See
subsequent events in Note 30 to Unaudited Condensed Interim
Consolidated Financial Statements, in addition are as
follows:
Dividend distribution from IRSA CP
On
October 31, 2019, the General Shareholders' Meeting of IRSACP
decided to distribute a cash dividend of Ps. 595. The company
maintains a holding percentage of 81,129% of said
company.
Dividend distribution of IRSA
On
October 30, 2019, the General Shareholders' Meeting of IRSA decided
to distribute cash dividends of Ps. 480 payable in shares of IRSA
CP.
IRSA
Inversiones y Representaciones Sociedad Anónima
Information required by Section 68 of the Buenos Aires Stock
Exchange Regulations and Section 12,
Chapter III, Title IV of the National Securities Commission
Regulations
Statement
of Financial Position as of September 30, 2019
(Stated
in millions)
Free
translation from the original prepared in Spanish for publication
in Argentina
1.
Specific and significant systems that imply contingent lapsing or
rebirth of benefits envisaged by such provisions.
None.
2.
Significant changes in the Company´s activities or other
similar circumstances that occurred during the fiscal years
included in the financial statements, which affect their comparison
with financial statements filed in previous fiscal years, or that
could affect those to be filed in future fiscal years.
See
Note 2.3.
3.
Receivables and liabilities by maturity date.
Items
|
Past due
|
Without term
|
Without term
|
To be due
|
|
09.30.19
|
Current
|
Non-current
|
Up to 3 months
|
From 3 to 6 months
|
From 6 to 9 months
|
From 9 to 12 months
|
From 1 to 2 years
|
From 2 to 3 years
|
Total
|
|
Accounts receivables
|
Trade and other receivables
|
123
|
458
|
5
|
68
|
220
|
4
|
305
|
110
|
-
|
1,293
|
|
Total
|
123
|
458
|
5
|
68
|
220
|
4
|
305
|
110
|
-
|
1,293
|
Liabilities
|
Trade and other payables
|
263
|
-
|
-
|
157
|
57
|
1,514
|
-
|
74
|
-
|
2,065
|
|
Borrowings
|
-
|
-
|
-
|
857
|
175
|
6,900
|
520
|
11,074
|
1,781
|
21,307
|
|
Salaries and social security liabilities
|
-
|
-
|
-
|
1
|
-
|
1
|
-
|
-
|
-
|
2
|
|
Provisions
|
-
|
4
|
41
|
-
|
-
|
-
|
-
|
-
|
-
|
45
|
|
Total
|
263
|
4
|
41
|
1,015
|
232
|
8,415
|
520
|
11,148
|
1,781
|
23,419
|
4.a.
Breakdown of accounts receivable and liabilities by maturity and
currency.
Items
|
Current
|
Non-current
|
Totals
|
Local currency
|
Foreign currency
|
Total
|
Local currency
|
Foreign currency
|
Total
|
Local currency
|
Foreign currency
|
Total
|
|
Accounts receivables
|
Trade and other receivables
|
322
|
856
|
1,178
|
110
|
5
|
115
|
432
|
861
|
1,293
|
|
Total
|
322
|
856
|
1,178
|
110
|
5
|
115
|
432
|
861
|
1,293
|
Liabilities
|
Trade and other payables
|
1,873
|
118
|
1,991
|
16
|
58
|
74
|
1,889
|
176
|
2,065
|
|
Borrowings
|
619
|
7,833
|
8,452
|
(67)
|
12,922
|
12,855
|
552
|
20,755
|
21,307
|
|
Salaries and social security liabilities
|
2
|
-
|
2
|
-
|
-
|
-
|
2
|
-
|
2
|
|
Provisions
|
4
|
-
|
4
|
41
|
-
|
41
|
45
|
-
|
45
|
|
Total
|
2,498
|
7,951
|
10,449
|
(10)
|
12,980
|
12,970
|
2,488
|
20,931
|
23,419
|
IRSA
Inversiones y Representaciones Sociedad Anónima
Information required by Section 68 of the Buenos Aires Stock
Exchange Regulations and Section 12,
Chapter III, Title IV of the National Securities Commission
Regulations
Statement
of Financial Position as of September 30, 2019
(Stated
in millions)
Free
translation from the original prepared in Spanish for publication
in Argentina
4.b.
Breakdown of accounts receivable and liabilities by adjustment
clause.
On
September 30, 2019 there are no receivables and liabilities subject
to adjustment clause.
4.c.
Breakdown of accounts receivable and liabilities by interest
clause
Items
|
Current
|
Non-current
|
Accruing interest
|
|
|
Accruing interest
|
Non-accruing interest (*)
|
Total
|
Accruing interest
|
Non-accruing interest (*)
|
Total
|
Non-accuing interest
|
Total
|
Fixed rate
|
Floating rate
|
Fixed rate
|
Floating rate
|
Fixed rate
|
Floating rate
|
|
|
Accounts receivables
|
Trade and other receivables
|
122
|
473
|
583
|
1,178
|
-
|
-
|
115
|
115
|
122
|
473
|
698
|
1,293
|
|
Total
|
122
|
473
|
583
|
1,178
|
-
|
-
|
115
|
115
|
122
|
473
|
698
|
1,293
|
Liabilities
|
Trade and other payables
|
-
|
-
|
1,991
|
1,991
|
-
|
-
|
74
|
74
|
-
|
-
|
2,065
|
2,065
|
|
Borrowings
|
7,378
|
585
|
489
|
8,452
|
12,808
|
47
|
-
|
12,855
|
20,186
|
632
|
489
|
21,307
|
|
Salaries and social security liabilities
|
-
|
-
|
2
|
2
|
-
|
-
|
-
|
-
|
-
|
-
|
2
|
2
|
|
Provisions
|
-
|
-
|
4
|
4
|
-
|
-
|
41
|
41
|
-
|
-
|
45
|
45
|
|
Total
|
7,378
|
585
|
2,486
|
10,449
|
12,808
|
47
|
115
|
12,970
|
20,186
|
632
|
2,601
|
23,419
|
(*)
Includes the balance as of 09.30.2019
of the interest payable corresponding to the
loans.
IRSA
Inversiones y Representaciones Sociedad Anónima
Information required by Section 68 of the Buenos Aires Stock
Exchange Regulations and Section 12,
Chapter III, Title IV of the National Securities Commission
Regulations
Statement
of Financial Position as of September 30, 2019
(Stated
in millions)
Free
translation from the original prepared in Spanish for publication
in Argentina
a.
Interest in related
parties:
Name of the entity
|
% ownership interest of the Group
|
Entity's with direct ownership interest of IRSA:
|
|
IRSA
CP
|
81.13%
|
E-commerce
Latina S.A.
|
96.74%
|
Efanur
S.A.
|
100.00%
|
Hoteles
Argentinos S.A.
|
100.00%
|
Inversora
Bolívar S.A.
|
95.13%
|
Llao
Llao Resort S.A.
|
50.00%
|
Nuevas
Fronteras S.A.
|
76.34%
|
Palermo
Invest S.A.
|
97.00%
|
Ritelco
S.A.
|
100.00%
|
Tyrus
S.A.
|
100.00%
|
Liveck
S.A.
|
10.01%
|
b.
Related parties
debit/credit balances. See Note 21 to the Unaudited Condensed
Interim Separate Financial Statements.
See
Note 21 to the Unaudited Condensed Interim Separate Financial
Statements.
In
view of the nature of the inventories, no physical inventories are
performed and there are no slow turnover assets.
See
Notes 7, 8 and 10 to the Unaudited Condensed Interim Separate
Financial Statements.
9.
Appraisal revaluation of property, plant and
equipment.
None.
10.
Obsolete unused property, plant and equipment.
None.
11.
Equity interest in other companies in excess of that permitted by
section 31 of law N° 19,550.
None.
See
Notes 6, 7, 8 and 10 to the Unaudited Condensed Interim Separate
Financial Statements.
IRSA
Inversiones y Representaciones Sociedad Anónima
Information required by Section 68 of the Buenos Aires Stock
Exchange Regulations and Section 12,
Chapter III, Title IV of the National Securities Commission
Regulations
Statement
of Financial Position as of September 30, 2019
(Stated
in millions)
Free
translation from the original prepared in Spanish for publication
in Argentina
Insured
Assets.
Real Estate
|
Insured amounts (1)
|
Accounting values
|
Risk covered
|
Bouchard 551
|
2
|
146
|
All operational risk with additional coverage and minor
risks
|
Libertador 498
|
4
|
1,651
|
All operational risk with additional coverage and minor
risks
|
Santa María del Plata
|
0.053
|
9,764
|
All operational risk with additional coverage and minor
risks
|
Abril Manor House
|
4
|
5
|
All operational risk with additional coverage and minor
risks
|
Catalinas Norte Plot
|
2
|
958
|
All operational risk with additional coverage and minor
risks
|
Subtotal
|
12
|
12,524
|
|
Single policy
|
15,000
|
|
Third party liability
|
(1)
The insured amounts
are in US Dollars.
In our
opinion, the above-described insurance policies cover current risks
adequately.
14.
Allowances and provisions that, taken individually or as a whole,
exceed 2% of the shareholder´s equity.
None.
15.
Contingent situations at the date of the financial statements which
probabilities are not remote and the effects on the Company´s
financial position have not been recognized.
Not
applicable.
16.
Status of the proceedings leading to the capitalization of
irrevocable contributions towards future
subscriptions.
Not
applicable.
17.
Unpaid accumulated dividends on preferred shares.
None.
18.
Restrictions on distributions of profits.
According
to Argentine law, 5% of the profit of the year is separated to
constitute legal reserves until they reach legal capped amounts
(20% of total capital). These legal reserves are not available for
dividend distribution.
In
addition, according to CNV General Resolution N° 609/12, a
special reserve was constituted which cannot be released to make
distributions in cash or in kind. See Note 16 to the Consolidated
Financial Statements at June 30, 2019.
IRSA
NCN due 2019 and 2020 both contain certain customary covenants and
restrictions, including, among others, limitations for the
incurrence of additional indebtedness, restricted payments,
disposal of assets, and entering into certain transactions with
related companies. Restricted payments include restrictions on the
payment of dividends.
Autonomous City of Buenos Aires, Nov 8, 2019.
Free
translation from the original prepared in Spanish for publication
in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM
SEPARATE FINANCIAL STATEMENTS
To the
Shareholders, President and Directors of
IRSA Inversiones y Representaciones Sociedad
Anónima
Legal
address: Bolivar 108 – 1° floor
Autonomous
City Buenos Aires
Tax
Code No. 30-52532274-9
Introduction
We have
reviewed the unaudited condensed interim separate financial
statements of IRSA Inversiones y Representaciones Sociedad
Anónima (hereinafter “the Company”) which included
the unaudited condensed interim separate statements of financial
position as of September 30, 2019, and the unaudited condensed
interim separate statements of income and other comprehensive
income for the three-month period ended
September 30, 2019, the unaudited condensed interim separate
statements of changes in shareholders’ equity and the
unaudited condensed interim separate statements of cash flows for
the three-month period then ended and selected explanatory
notes.
The
balances and other information corresponding to the fiscal year
ended June 30, 2019 and the interim periods within that fiscal year
are an integral part of these financial statements and, therefore,
they should be considered in relation to those financial
statements.
Management responsibility
The Board of Directors of the Company is responsible for the
preparation and presentation of these unaudited condensed interim
separate financial statements in accordance with the International
Financial Reporting Standards (IFRS), adopted by the Argentine
Federation of Professional Councils in Economic Sciences (FACPCE)
as professional accounting standards and added by the National
Securities Commission (CNV) to its regulations, as approved by the
International Accounting Standard Board (IASB) and , for this
reason, is responsible for the preparation and presentation of the
unaudited condensed interim separate financial statements above
mentioned in the first paragraph according to the International
Accounting Standard No 34 "Interim Financial Reporting" (IAS
34).
Free
translation from the original prepared in Spanish for publication
in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM SEPARATE FINANCIAL STATEMENTS (Continued)
Scope of our review
Our
review was limited to the application of the procedures established
in the International Standard on Review Engagements ISRE 2410
"Review of interim financial information performed by the
independent auditor of the entity", which was adopted as a review
standard in Argentina in Technical Resolution No. 33 of the FACPCE,
without modification as approved by the International Auditing and
Assurance Standards Board (IAASB). A review of interim financial
information consists of making inquiries of persons responsible for
the preparation of the information included in the unaudited
condensed interim separate financial statements, and applying
analytical and other review procedures. A review is substantially
less in scope than an audit conducted in accordance with
International Standards on Auditing and consequently does not
enable us to obtain assurance that we would become aware of all
significant matters that might be identified in an audit.
Accordingly, we do not express an audit opinion on the separate
statements of financial position, the separate statements of income
and other comprehensive income and the separate statements of cash
flows of the Company.
Conclusion
Nothing
came to our attention as a result of our review that caused us to
believe that these unaudited condensed interim separate financial
statements above mentioned in the first paragraph of this report
have not been prepared in all material respects in accordance with
International Accounting Standard 34.
Report on compliance with current regulations
In
accordance with current regulations, we report about IRSA
Inversiones y Representaciones Sociedad Anónima
that:
a)
the unaudited
condensed interim separate financial statements of IRSA Inversiones
y Representaciones Sociedad Anónima are being processed for
recording in the "Inventory and Balance Sheet Book", and comply, as
regards those matters that are within our competence, with the
provisions set forth in the Commercial Companies Law and in the
corresponding resolutions of the National Securities
Commission;
b)
the unaudited
condensed interim separate financial statements of IRSA Inversiones
y Representaciones Sociedad Anónima arise from accounting
records carried in all formal respects in accordance with
applicable legal provisions;
c)
we have read the
additional information to the notes to the unaudited condensed
interim separate statements required by section 12 of Chapter III
Title IV of the text of the National Securities Commission, on
which, as regards those matters that are within our competence, we
have no observations to make;
Free
translation from the original prepared in Spanish for publication
in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM SEPARATE FINANCIAL STATEMENTS (Continued)
d)
at September
30, 2019, the debt of IRSA Inversiones y Representaciones
Sociedad Anónima owed in favor of the Argentina Integrated
Pension System which arises from accounting records amounted to
Ps. 91,697.59, which was not claimable at that
date.
Autonomous City of Buenos Aires, November 8, 2019.
PRICE
WATERHOUSE & CO. S.R.L.
(Partner)
C.P.C.E.C.A.B.A. Tº 1 Fº 17
Dr. Mariano C. Tomatis
Public Accountant (UBA)
C.P.C.E.C.A.B.A. Tº 241 Fº 118
|
|
ABELOVICH,
POLANO & ASOCIADOS S.R.L.
(Partner)
C.P.C.E. C.A.B.A. T° 1 F° 30
José Daniel Abelovich
Public Accountant (UBA)
C.P.C.E.C.A.B.A. T° 102 F° 191
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2019
I. Brief comment on the Company’s activities during the
period, including references to significant events occurred after
the end of the period.
Consolidated Results
(in millions of ARS)
|
IQ 20
|
IQ 19
|
YoY Var
|
Revenues
|
18,610
|
16,376
|
13.6%
|
Net gain / (loss) from fair value adjustment of investment
properties
|
9,032
|
10,187
|
-11.3%
|
Profit / (Loss) from operations
|
11,327
|
12,391
|
-8.6%
|
Depreciation and amortization
|
2,973
|
1,894
|
57.0%
|
EBITDA(1)
|
14,300
|
14,285
|
0.1%
|
Adjusted EBITDA(1)
|
5,268
|
4,098
|
28.6%
|
(Loss) / Profit for the period
|
10,983
|
9,059
|
21.2%
|
Attributable to equity holders of the parent
|
3,298
|
7,982
|
-58.7%
|
Attributable to non-controlling interest
|
7,685
|
1,077
|
613.6%
|
(1)
See
Point XIX: EBITDA Reconciliation
Company’s income increased by 13.6% during the first quarter
of fiscal year 2020 as compared to the same period of 2019, while
Adjusted EBITDA increased 28.6% reaching ARS 5,268 million, ARS
1,434 million from Argentina Business Center, that decreased 8%,
and ARS 3,434 million from Israel Business Center, that increased
by 28.6% mainly due to an increase in the EBITDA of
Telecommunications segment (Cellcom) as a consequence of the impact
of IFRS 16 implementation: leases costs are now included in
Amortizations.
Profit for the period under review reached a gain of
ARS 10,983 million, 21.2% higher than the gain registered in
the same period of 2019, mainly explained by the result from the
deconsolidation of Gav-Yam due to the loss of control offset by
lower results of Clal's market valuation in the Israel business
center and lower results from changes in the fair value of
investment properties in the Argentine business
Center.
Argentina Business Center
II. Shopping Malls (through our
subsidiary IRSA Propiedades Comerciales S.A.)
During the first quarter of fiscal year 2020. our tenants’
sales reached ARS 18,367.4 million, 6.5% lower, in real terms, than
the same period of 2019. Although consumption in Argentina has
slowed down in recent quarters, mainly due to the fall in real
wages, this quarter shows a lower decrease in real terms that could
be explained, at least partially, by more consumer financing
alternatives, such as “Ahora 12” and “Ahora
18” plans, which allow financing in credit card
installments.
Our portfolio’s leasable area totaled 332,774 sqm during the
quarter. decreasing by approximately 13,000 sqm, compared to the
same period of previous fiscal year, due to the end of concession
of Buenos Aires Design in December 2018 (IIQ 19). The
portfolio’s occupancy reduced to 94.3% mainly because of
Walmart's anticipated exit from Dot Baires Shopping. Excluding the
impact of Walmart's exit, occupancy reached 97.5%.
Shopping Malls’ Operating Indicators
(in ARS million, except indicated)
|
IQ 20
|
IVQ 19
|
IIIQ 19
|
IIQ 19
|
IQ 19
|
|
|
|
|
|
|
Gross leasable area (sqm)
|
332,277
|
332,150
|
332,774
|
332,119
|
345,929
|
Tenants’ sales (3 months cumulative)
|
18,367
|
18,413
|
15,261
|
21,031
|
19,648
|
Occupancy
|
94.3%
|
94.7%
|
94.5%
|
94.9%
|
98.7%
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2019
Shopping Malls’ Financial Indicators
(in millions of ARS)
|
IQ 20
|
IQ 19
|
YoY Var
|
Revenues from sales, leases and services
|
1,525
|
1,786
|
-14.6%
|
Net (loss) / gain from fair value adjustment on investment
properties
|
440
|
-3,168
|
-
|
Profit / (Loss) from operations
|
1,513
|
-1,912
|
-
|
Depreciation and amortization
|
27
|
31
|
-12.9%
|
EBITDA (1)
|
1,540
|
-1,881
|
-
|
Adjusted EBITDA (1)
|
1,100
|
1,287
|
-14.5%
|
(1)
See
Point XIX: EBITDA Reconciliation
Income from this segment decreased 14.6% during the first quarter
of fiscal year 2020, compared with same period of previous fiscal
year, mainly due to the impact of fix components that did not
accompany the quarter tenants sales recovery such as base rents
that decreased 20.8% in real terms and admission rights that
decreased 17.1%. Our costs. administrative and marketing expenses
(SG&A) decrease by approximately 17.7%. Adjusted EBITDA reached
ARS 1,100 million, 14.5% lower than the same period of fiscal year
2019, and EBITDA margin, excluding income from expenses and
collective promotion fund. was 72.1%, in line with the same period
of previous fiscal year.
Operating data of our Shopping Malls
|
Date of opening
|
Location
|
Gross Leasable Area sqm
(1)
|
Stores
|
Occupancy Rate (2)
|
IRSA CP’s Interest
(3)
|
Alto Palermo
|
Dec-97
|
City of Buenos Aires
|
18,637
|
135
|
98.1%
|
100%
|
Abasto Shopping(4)
|
Nov-99
|
City of Buenos Aires
|
36,802
|
165
|
97.7%
|
100%
|
Alto Avellaneda
|
Dec-97
|
Province of Buenos Aires
|
37,958
|
127
|
99.1%
|
100%
|
Alcorta Shopping
|
Jun-97
|
City of Buenos Aires
|
15,725
|
114
|
98.1%
|
100%
|
Patio Bullrich
|
Oct-98
|
City of Buenos Aires
|
11,396
|
89
|
94.7%
|
100%
|
Buenos Aires Design(5)
|
Nov-97
|
City of Buenos Aires
|
-
|
-
|
-
|
-
|
Dot Baires Shopping
|
May-09
|
City of Buenos Aires
|
48,807
|
155
|
75.6%
|
80%
|
Soleil
|
Jul-10
|
Province of Buenos Aires
|
15,156
|
79
|
98.9%
|
100%
|
Distrito Arcos
|
Dec-14
|
City of Buenos Aires
|
14,335
|
65
|
94.5%
|
90.0%
|
Alto Noa Shopping
|
Mar-95
|
Salta
|
19,311
|
86
|
97.2%
|
100%
|
Alto Rosario Shopping(4)
|
Nov-04
|
Santa Fe
|
33,681
|
141
|
99.8%
|
100%
|
Mendoza Plaza Shopping
|
Dec-94
|
Mendoza
|
42,876
|
127
|
95.0%
|
100%
|
Córdoba Shopping
|
Dec-06
|
Córdoba
|
15,361
|
104
|
99.9%
|
100%
|
La Ribera Shopping
|
Aug-11
|
Santa Fe
|
10,530
|
68
|
95.7%
|
50%
|
Alto Comahue
|
Mar-15
|
Neuquén
|
11,702
|
95
|
96.9%
|
99.1%
|
Patio Olmos(6)
|
Sep-07
|
Córdoba
|
|
|
|
|
Total
|
|
|
332,277
|
1,550
|
94.3%
|
|
(1)
Corresponds to gross leasable area in each property. Excludes
common areas and parking spaces.
(2)
Calculated dividing occupied square meters by leasable area as of
the last day of the fiscal period.
(3)
Company’s effective interest in each of its business
units.
(4)
Excludes Museo de los Niños (3,732 square meters in Abasto and
1,261 square meters in Alto Rosario).
(5)
End of concession December 5, 2018
(6)
IRSA CP owns the historic building of the Patio Olmos shopping mall
in the Province of Córdoba, operated by a third
party.
2
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2019
Cumulative tenants’ sales as of September 30
(per Shopping Mall, in ARS. million)
|
IQ 20
|
IQ 19
|
YoY Var
|
Alto Palermo
|
2,279.2
|
2,349.5
|
-3.0%
|
Abasto Shopping
|
2,362.8
|
2,662.7
|
-11.3%
|
Alto Avellaneda
|
2,069.0
|
2,352.8
|
-12.1%
|
Alcorta Shopping
|
1,291.2
|
1,294.4
|
-0.2%
|
Patio Bullrich
|
872.3
|
783.1
|
11.4%
|
Buenos Aires Design(1)
|
-
|
291.2
|
-100.0%
|
Dot Baires Shopping
|
1,748.2
|
2,031.5
|
-13.9%
|
Soleil
|
1,007.3
|
1,019.1
|
-1.2%
|
Distrito Arcos
|
1,090.8
|
918.0
|
18.8%
|
Alto Noa Shopping
|
803.5
|
865.2
|
-7.1%
|
Alto Rosario Shopping
|
1,835.2
|
1,894.8
|
-3.1%
|
Mendoza Plaza Shopping
|
1,441.6
|
1,533.2
|
-6.0%
|
Córdoba Shopping
|
564.0
|
613.9
|
-8.1%
|
La Ribera Shopping(2)
|
418.3
|
453.4
|
-7.7%
|
Alto Comahue
|
584.0
|
585.6
|
-0.3%
|
Total
|
18,367.4
|
19,648.4
|
-6.5%
|
(1)
End of concession December 5.2018
(2)
Through our joint venture Nuevo Puerto Santa Fe S.A.
Cumulative
tenants’ sales per type of business
(1)
(per Type of Business. in ARS million)
|
IQ 20
|
IQ 19
|
YoY Var
|
2019
|
2018
|
2017
|
Anchor Store
|
970.9
|
1,043.0
|
-6.9%
|
3,576
|
4,401
|
4,114
|
Clothes and Footwear
|
9,928.1
|
10,403.1
|
-4.6%
|
36,716
|
40,038
|
40,588
|
Entertainment
|
766.2
|
774.4
|
-1.1%
|
2,215
|
2,382
|
2,587
|
Home
|
360.6
|
526.3
|
-31.5%
|
1,468
|
2,149
|
2,104
|
Restaurant
|
2,241.7
|
2,383.9
|
-6.0%
|
7,400
|
8,462
|
8,064
|
Miscellaneous
|
2,296.8
|
2,451.9
|
-6.3%
|
8,284
|
9,064
|
8,738
|
Services
|
216.4
|
267.8
|
-19.2%
|
788
|
828
|
561
|
Electronic appliances
|
1,586.7
|
1,798.0
|
-11.8%
|
5,628
|
9,425
|
8,940
|
Total
|
18,367.4
|
19,648.4
|
-6.5%
|
66,075
|
76,747
|
75,696
|
(1) We present the information for FY 2019, 2018 and 2017 shown in
the Annual Report as of June 30, 2019 with a correction in the
amounts per type of business without affecting the total
amount.
Detailed Revenues as of September 30
(in ARS million)
|
IQ 20
|
IQ 19
|
YoY Var
|
Base Rent (1)
|
764
|
965
|
-20.8%
|
Percentage Rent
|
365
|
354
|
3.1%
|
Total Rent
|
1,130
|
1,319
|
-14.3%
|
Revenues from non-traditional advertising
|
41
|
42
|
-2.4%
|
Admission rights
|
191
|
231
|
-17.1%
|
Fees
|
21
|
23
|
-9.0%
|
Parking
|
89
|
115
|
-22.6%
|
Commissions
|
41
|
44
|
-6.7%
|
Others
|
11
|
14
|
16.1%
|
Subtotal (2)
|
1,525
|
1,786
|
-14.6%
|
Expenses and Collective Promotion Funds
|
665
|
759
|
-12.4%
|
Total
|
2,142
|
2,474
|
-13.4%
|
(1)
Includes Revenues
from stands for ARS 103.6 million cumulative as of September
2019
(2)
Does not include
Patio Olmos.
3
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2019
III. Offices
The
A+ office market in the City of Buenos Aires remains robust even
after the period of highest exchange volatility in recent years.
The price of Premium commercial spaces diminished at USD 4,700 per
square meter as well as rental prices that remained at USD 27.6
when compared with same period of previous fiscal year. per square
meter for the A+ segment. The vacancy of the premium segment
increased slightly to 6.8%, a trend that is expected to continue in
the coming months with the completion of buildings currently under
construction.
As
concerns the A+ office market in the Northern Area. we have noted a
significant improvement in the price of units during the last 10
years, and we believe in its potential during the next years.
Nevertheless, rental prices show a downward trend around USD 26.8
per square meter.
Sale and Rental Prices of A+ Offices – City of Buenos
Aires
Source:
LJ Ramos
Sale and Rental Prices of A+ Offices – Northern
Area
Source:
LJ Ramos
Gross
leasable area was 115,640 sqm as of the first three-month period of
fiscal year 2019, highly increased when compared to the previous
year due to the inauguration of the Zetta building in May
2019.
Portfolio
average occupancy remain in the levels observed in last quarter,
88.1%, mainly due to higher vacancy in our class B offices,
Suipacha 661 and Philips. Considering our premium portfolio (class
A+&A), the occupancy reached 96.6%. The average rental price
reached USD 26.6 per sqm in line with previous
quarters.
Offices’ Operating Indicators
|
IQ 20
|
IVQ 19
|
IIIQ 19
|
IIQ 19
|
IQ 19
|
Leasable
area
|
115,640
|
115,378
|
83,205
|
83,213
|
83,213
|
Total
Occupancy
|
88.1%
|
88.3%
|
91.4%
|
90.0%
|
93.4%
|
Class
A+ & A Occupancy
|
96.6%
|
97.2%
|
95.0%
|
93.1%
|
97.6%
|
Class
B Occupancy
|
46.2%
|
45.0%
|
79.6%
|
79.6%
|
79.6%
|
Rent
USD/sqm
|
26.6
|
26.4
|
26.3
|
27.0
|
25.7
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2019
Ofices’ Financial Indicators
(in ARS million)
|
IQ 20
|
IQ 19
|
YoY Var
|
Revenues from sales, leases and services
|
512
|
344
|
48.8%
|
Net gain from fair value adjustment on investment properties,
PP&E e inventories
|
5,006
|
10,575
|
-52.7%
|
Profit from operations
|
5,425
|
10,830
|
-49.9%
|
Depreciation and amortization
|
5
|
6
|
-16.7%
|
EBITDA(1)
|
5,430
|
10,836
|
-49.9%
|
Adjusted EBITDA (1)
|
424
|
261
|
62.5%
|
(1)
See
Point XIX: EBITDA Reconciliation
In real terms. during the first quarter of fiscal year 2020,
revenues from the offices segment increased by 53.5% compared to
the same period of 2019. Adjusted EBITDA from this segment grew
6.6% in real terms compared to the same period of the previous year
due to the positive impact of the devaluation in our
dollar-denominated contracts and the effect of income flattening of
the new Zetta building. EBITDA margin was 85.3%, 6.8 bps above same
period of previous year.
Below is information on our Office segment and other rental
properties as of September 30, 2019:
|
Date of Acquisition
|
Gross Leaseable Area (sqm)
(1)
|
Occupancy (2)
|
IRSA’s Effective Interest
|
|
Offices(4)
|
|
|
|
|
Edificio
República
|
04/28/08
|
19,885
|
92.6%
|
100%
|
Torre Bankboston)
|
08/27/07
|
14,865
|
93.5%
|
100%
|
Intercontinental
Plaza
|
11/18/97
|
2,979
|
100.0%
|
100%
|
Bouchard
710
|
06/01/05
|
15,014
|
100.0%
|
100%
|
Suipacha
652/64
|
11/22/91
|
11,465
|
31.2%
|
100%
|
Dot
Building
|
11/28/06
|
11,242
|
100.0%
|
80%
|
Philips
Building
|
06/05/17
|
8,017
|
67.6%
|
100%
|
Zetta Building
|
05/06/19
|
32,173
|
97.5%
|
80%
|
Subtotal Offices
|
|
115,640
|
88.1%
|
N/A
|
|
|
|
|
|
Other Properties
|
|
|
|
|
Santa María del Plata S.A
|
10/17/97
|
116,100
|
25.9%
|
100%
|
Nobleza Piccardo (5)
|
05/31/11
|
109,610
|
79.8%
|
50.0%
|
Other Properties (3)
|
N/A
|
12,292
|
35.6%
|
N/A
|
Subtotal Other Properties
|
|
238,002
|
51.3%
|
N/A
|
|
|
|
|
|
Total Offices and Others
|
|
353,380
|
63.3%
|
N/A
|
(1) Corresponds to the total leasable surface area of each property
as of September 30, 2019. Excludes common areas and parking
spaces.
(2) Calculated by dividing occupied square meters by leasable area
as of September 30, 2019.
(3) Through IRSA CP.
(4) Through Quality Invest S.A.
(5) Includes the following properties: Dot Adjoining Plot,
Intercontinental plot of land, Anchorena 665, Puerto Retiro, Casona
Abril, Constitución 1111 and Rivadavia 2774.
Below, we present the following table shown in the Annual Report as
of June 30, 2019 with a rectification in the number and amount of
lease agreements not renewed.
Building
|
Number of lease agreements (1)(5)
|
Annual rental price (2)
|
Rental price per new and renewed sqm (3)
|
Rental price per previous sqm (3)
|
Number of lease agreements not renewed
|
Lease agreements not renewed Annual rental price
(4)
|
Bouchard 710
|
1
|
10,698,433
|
1,214
|
1,257
|
-
|
-
|
Della Paolera 265
|
3
|
104,463,158
|
1,249
|
1,251
|
1
|
2,242,046
|
Edificio República
|
8
|
93,015,881
|
1,343
|
1,230
|
-
|
-
|
DOT Building
|
3
|
42,673,277
|
1,078
|
1,008
|
-
|
-
|
Suipacha 652/64
|
1
|
10,576,344
|
552
|
530
|
-
|
-
|
Zetta Building
|
2
|
386,602,685
|
1,027
|
-
|
-
|
-
|
Total Offices
|
18
|
648,029,779
|
1,086
|
1,139
|
1
|
2,242,046
|
(1)
Includes new and renewed lease agreements
executed in FY 2019.
(2)
Lease
agreements in U.S. dollars converted to Pesos at the exchange rate
prevailing in the first effective month of the agreement,
multiplied by 12 months.
(4)
Lease
agreements in U.S. dollars converted to Pesos at the exchange rate
prevailing in the last effective month of the agreement, multiplied
by 12 months.
(5)
It
does not include lease agreements over parking spaces, antennas or
terrace area.
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2019
IV. Sales and Developments
(in millions of ARS)
|
IQ 20
|
IQ 19
|
YoY Var
|
Revenues
|
61
|
34
|
79.4%
|
Net gain from fair value adjustment on investment
properties
|
3,769
|
3,811
|
-1.1%
|
Profit from operations
|
3,692
|
3,762
|
-1.9%
|
Depreciation and amortization
|
2
|
2
|
0.0%
|
EBITDA(1)
|
3,694
|
3,764
|
-1.9%
|
Adjusted EBITDA(1)
|
-75
|
-47
|
59.6%
|
(1)
See
Point XIX: EBITDA Reconciliation
Revenues from the “Sales and Development” segment
decreased 79.4% during the first quarter of fiscal year 2020
compared to the same period of previous year, due to the impact of
early revenues recognition in Catalinas Project according to IFRS
15. Adjusted EBITDA of the segment was ARS 75 million loss,
compared to ARS 47 million loss in the same period of fiscal year
2019.
Below,
we present the table of land reserves at IRSA CP level shown in the
Annual Report as of June 30, 2019 with the rectification of the
fair value of certain properties.
|
IRSA CP's Interest
|
Date of acquisition
|
Land surface (sqm)
|
Buildable surface (sqm)
|
GLA(sqm)
|
Salable surface (sqm)
|
Fair Value (ARS millions)
|
|
|
|
|
|
|
|
|
RESIDENTIAL - BARTER AGREEMENTS
|
|
|
|
|
|
|
|
Beruti (Astor Palermo) - BA City
|
100%
|
6/24/2008
|
-
|
-
|
-
|
175
|
235.9
|
CONIL - Güemes 836 – Mz. 99 & Güemes 902
– Mz. 95 & Commercial stores - Buenos Aires
|
100%
|
7/19/1996
|
-
|
-
|
-
|
1,461
|
61.6
|
Total Intangibles (Residential)
|
|
|
-
|
-
|
-
|
1,636
|
297.5
|
|
|
|
|
|
|
|
|
LAND RESERVES
|
|
|
|
|
|
|
|
Catalinas - BA City
|
100%
|
5/26/2010
|
3,648
|
58,100
|
30,832
|
-
|
-
|
Subtotal Oficinas
|
|
|
3,648
|
58,100
|
30,832
|
-
|
-
|
Total under Development
|
|
|
3,648
|
58,100
|
30,832
|
-
|
-
|
UOM Luján - Buenos Aires
|
100%
|
5/31/2008
|
1,160,000
|
464,000
|
-
|
-
|
445.9
|
San Martin Plot (Ex Nobleza Piccardo) - Buenos Aires
|
50%
|
5/31/2011
|
159,996
|
500,000
|
-
|
-
|
1,715.0
|
La Plata - Greater Buenos Aires
|
100%
|
3/23/2018
|
78,614
|
116,553
|
-
|
-
|
423.1
|
Maltería Hudson – Greater Buenos Aires
|
100%
|
31/7/2018
|
147,895
|
177,000
|
-
|
-
|
1,019.8
|
Caballito plot - BA City
|
100%
|
1/20/1999
|
23,791
|
86,387
|
10,518
|
75,869
|
1,557.5
|
Subtotal Mixed-uses
|
|
|
1,570,296
|
1,343,940
|
10,518
|
75,869
|
5,161.3
|
Coto Abasto aire space - BA City(2)
|
100%
|
9/24/1997
|
-
|
21,536
|
-
|
16,385
|
539.1
|
Córdoba Shopping Adjoining plots -
Córdoba(2)
|
100%
|
6/5/2015
|
8,000
|
13,500
|
-
|
2,160
|
19.6
|
Neuquén - Residential plot - Neuquén(2)
|
100%
|
6/7/1999
|
13,000
|
18,000
|
-
|
18,000
|
100.6
|
Subtotal Residential
|
|
|
21,000
|
53,036
|
-
|
36,545
|
659.3
|
Polo Dot comnercial expansion – BA City
|
80%
|
11/28/2006
|
-
|
-
|
15,940
|
-
|
590.0
|
Paraná plot - Entre Ríos (3)
|
100%
|
8/12/2010
|
10,022
|
5,000
|
5,000
|
-
|
-
|
Subtotal Retail
|
|
|
10,022
|
5,000
|
20,940
|
-
|
590.0
|
Polo Dot - Offices 2 & 3 - BA City
|
80%
|
11/28/2006
|
12,800
|
-
|
38,400
|
-
|
1,135.7
|
Intercontinental Plaza II - BA City
|
100%
|
28/2/1998
|
6,135
|
-
|
19,598
|
-
|
473.3
|
Córdoba Shopping Adjoining plots -
Córdoba(2)
|
100%
|
5/6/2015
|
2,800
|
5,000
|
5,000
|
-
|
11.1
|
Subtotal Offices
|
|
|
21,735
|
5,000
|
62,998
|
-
|
1,620.1
|
Total Future Developments
|
|
|
1,623,053
|
1,406,976
|
94,456
|
112,414
|
8,030.7
|
Other Reserves(1)
|
|
|
1,899
|
-
|
7,297
|
262
|
642.0
|
Total Land Reserves
|
|
|
1,624,952
|
1,406,976
|
101,753
|
112,676
|
8,672.7
|
(1)
Includes
Zelaya 3102-3103, Chanta IV, Anchorena 665, Condominios del Alto
II, Ocampo parking spaces, DOT adjoining plot and Mendoza shopping
adjoining plot.
(2)
These
land reserves are classified as Property for Sale, therefore, their
value is maintained at historical cost adjusted for inflation. The
rest of the land reserves are classified as Investment Property,
valued at market value.
(3)
Sign
of the deeds pending subject to certain conditions.
(4)
Sale agreements for
86,93% of the property under development have been signed between
IRSA and IRSA CP and the remaining units have been sold to Globant,
also through an agreement. The sale deed with both entities is yet
to be signed. The fair value disclosed above corresponds only to
the land.
6
IRSA
Inversiones y Representaciones Sociedad
Anónima
Summary
as of September 30, 2019
V. CAPEX (through our subsidiary IRSA Propiedades Comerciales
S.A.)
Alto Palermo Expansion
We
keep working on the expansion of Alto Palermo shopping mall. the
shopping mall with the highest sales per square meter in our
portfolio. that will add a gross leasable area of approximately
3,900 square meters and will consist in moving the food court to a
third level by using the area of an adjacent building acquired in
2015. Work progress as of September 30 was 37.9% and construction
works are expected to be finished by July 2020.
200 Della Paolera - Catalinas building
The building under construction will have 35,000
sqm of GLA consisting of 30 office floors and 316 parking spaces
and is located in the “Catalinas” area in the City of
Buenos Aires. one of the most sought-after spots for Premium office
development in Argentina. The company owns 30,832 square meters
consisting of 26 floors and 272 parking spaces in the building. The
total estimated investment in the project amounts to ARS 2,600
million and as of September 30, 2019. work progress was 73.4%. As
of today, we have 21% of the IRSA CP's own GLA sqm with signed
lease agreements and there are good commercialization prospects for
the rest of the surface.
VI. Hotels
During
the first quarter of fiscal year 2020, Hotels segment recorded a
decrease in revenues of 10.2% mainly due to the mainly to the
decrease in the rate and the growth of the vacancy of Libertador
hotel after the company acquisition of 20% of the ownership of
Sheraton and the begin of the operation of the hotel on its own,
added to the fact that the economic volatility of the quarter
affected the activity in general and corporate events in
particular. The segment’s EBITDA reached ARS 94 million
during the period under review, 33.8% lower than in the previous
fiscal year.
|
IQ 20
|
IVQ 19
|
IIIQ 19
|
IIQ 19
|
IQ 19
|
Average
Occupancy
|
61.6%
|
65.2%
|
69.3%
|
68.5%
|
64.5%
|
Average
Rate per Room (USD/night)
|
167
|
197
|
209
|
205
|
189
|
(in millions of ARS)
|
IQ 20
|
IQ 19
|
Var a/a
|
Revenues
|
513
|
571
|
-10.2%
|
Profit
/ (loss) from operations
|
62
|
110
|
-43.6%
|
Depreciation
and amortization
|
32
|
32
|
-
|
EBITDA
|
94
|
142
|
-33.8%
|
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
The following is information on our hotels segment as of September
30, 2019:
Hotels
|
Date of Acquisition
|
IRSA’s Interest
|
Number of rooms
|
Occupancy(1)
|
Average Price per Room USD.
(2)
|
|
Intercontinental (3)
|
11/01/1997
|
76.34%
|
313
|
71.1%
|
136
|
Sheraton Libertador (4)
|
03/01/1998
|
100.00%
|
200
|
48.5%
|
98
|
Llao Llao (5)
|
06/01/1997
|
50.00%
|
205
|
59.9%
|
279
|
Total
|
-
|
-
|
718
|
61.6%
|
167
|
(1)
Accumulated average
in the three-month period.
(2)
Accumulated average
in the three-month period.
(3)
Through Nuevas
Fronteras S.A. (Subsidiary of IRSA).
(4)
Through Hoteles
Argentinos S.A.
(5)
Through Llao Llao
Resorts S.A.
VII. International
Lipstick Building, New York, United States
The Lipstick Building is a landmark building in the City of New
York, located at Third Avenue and 53th
Street in Midtown Manhattan, New York.
Architects John Burgee and Philip Johnson (Glass House and Seagram
Building, among other renowned works) designed it and it is named
after its elliptical shape and red façade. Its gross leasable
area is approximately 58,000 sqm and consists of 34
floors.
As of September 30, 2019, the building’s occupancy rate was
95.6%, thus generating an average rent of USD 79.3 per
sqm.
Lipstick
|
Sep-19
|
Sep-18
|
YoY Var
|
Gross Leasable Area (sqm)
|
58,092
|
58,092
|
-
|
Occupancy
|
95.6%
|
96.9%
|
-1.3 p,p
|
Rental price (USD/sqm)
|
79.3
|
77.1
|
2.9%
|
In June 2019, an “Escrow Agreement” was signed for the
sum of US $ 5.1 million, through which an option was acquired to
purchase the controlling position on one of the lands where the
Lipstick was built. This option expired on August 30, so the seller
has the right to collect the deposit. The company will continue
negotiations trying to obtain funding sources that allow us to
execute the purchase.
Investment in Condor Hospitality Inc.
On July 19, 2019, Condor signed an agreement and merger plan with a
company not related to the group. As agreed, each Condor ordinary
share, whose nominal value is US$ 0.01 per share will be cancelled
before the merger and will become the right to receive a cash
amount equivalent to US$ 11.10 per ordinary share. Additionally, in
accordance with the terms and conditions of the merger agreement,
each Series E convertible share will be automatically cancelled and
will become entitled to receive a cash amount equal to US$ 10.00
per share.
It is estimated that the operation will be developed between
November and December 2019. As of the date of these financial
statement presentation, the group owned 2,245,099 common shares and
325,752 preferred E shares.
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
VIII. Corporate
(in millions of ARS)
|
IQ 20
|
IQ 19
|
YoY Var
|
Revenues
|
-
|
-
|
-
|
Loss from operations
|
-64
|
-64
|
-
|
Depreciation and amortization
|
1
|
-
|
-
|
EBITDA
|
-63
|
-64
|
-1.6%
|
IX. Financial Operations and Others
Interest in Banco Hipotecario S.A. (“BHSA”) through
IRSA
BHSA is a leading bank in the mortgage lending industry, in which
IRSA held an equity interest of 29.91% as of September 30, 2019.
During the three-month period of 2020, the investment in Banco
Hipotecario generated a ARS 349 million gain compared to a ARS 92
million gain on the same period of 2019. For further information,
visit http://www.cnv.gob.ar
or http://www.hipotecario.com.ar.
Israel Business Center
X. Investment in IDB Development Corporation and Discount
Investment Corporation (“DIC”)
As of September 30, 2019, IRSA’s indirect equity interest in
IDB Development Corp. was 100% of its stock capital and in Discount
Corporation Ltd. (“DIC”) was 82.31% of its stock
capital.
Within this operations center, the Group operates the following
segments:
●
The “Real Estate” segment mainly
includes the assets and profit from operations derived from the
business related to the DIC subsidiary, Property & Building
(“PBC”). Through PBC, the Group operates rental and
residential properties in Israel, United States and other locations
in the world, and executes commercial projects in Las Vegas, United
States of America.
●
The “Telecommunications” segment
includes the assets and profit from operations derived from the
business related to the subsidiary Cellcom. Cellcom is supplier of
telecommunication services and its main businesses include the
provision of cellular and fixed telephone, data and Internet
services, among others.
●
The “Insurance” segment includes
the investment in Clal. This company is one of the largest
insurance groups in Israel, whose businesses mainly comprise
pension and social security insurance and other insurance lines.
The Group does not hold a controlling interest in Clal; therefore,
it is not consolidated on a line-by-line basis, but presented under
a single line as a financial instrument at fair value, as required
under IFRS for the current circumstances in which no control is
exercised.
●
The “Others” segment includes
the assets and profit from other miscellaneous businesses, such as
technological developments, tourism, oil and gas assets,
electronics, and other sundry activities.
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
Segment Results
Following is the comparative information by segments of our Israel
Business Center for the period between July 1, 2019 and September
30, 2019.
Real Estate (Property & Building - PBC) - ARS MM
|
IQ 20
|
IQ 19
|
YoY Var
|
Revenues
|
2,896
|
2,518
|
15.0%
|
Profit from operations
|
929
|
749
|
24.0%
|
Depreciation and amortization
|
13
|
11
|
18.2%
|
EBITDA
|
942
|
760
|
23.9%
|
Adjusted EBITDA
|
942
|
760
|
23.9%
|
Revenues and operating income of the Real Estate segment through the subsidiary PBC reached in the
three-month period ended September 30, 2019 an amount of ARS 2,896
million and ARS 929 million, respectively, and for the same period
ended on September 30, 2019, reached ARS 2,518 million and ARS 749
million respectively. This is mainly due to an average real
depreciation of 20.66% of the Argentine peso against the Israeli
shekel, offset by an appreciation of the Shekel against the dollar,
which makes the income in Shekels for HSBC rents lower.
Additionally, the market was characterized by maintaining stability
in terms of demand and occupancy rates, keeping an average
occupation of 97% in Israel and 100% in HSBC
building.
Telecommunications (Cellcom) ARS MM
|
IQ 20
|
IQ 19
|
YoY Var
|
Revenues
|
12,073
|
10,049
|
20.1%
|
(Loss) / Profit from operations
|
278
|
-137
|
-302.9%
|
Depreciation and amortization
|
2,844
|
1,792
|
58.7%
|
EBITDA
|
3,122
|
1,655
|
88.6%
|
The Telecommunications
segment carried out by "Cellcom"
reached ARS 12,073 million of revenue and an operating loss of ARS
278 million in the three-month period of fiscal year 2020. For the
same period of fiscal year 2019, revenues were ARS 10,049 million
and operating loss was ARS 137 million. This is mainly due to an
increase in revenues related to fixed lines, television and
internet that compensate the revenues loss of the cell phone
sector, accompanied by a reduction in structure
costs.
Others (other subsidiaries) ARS MM
|
IQ 20
|
IQ 19
|
YoY Var
|
Revenues
|
360
|
308
|
16.9%
|
Loss from operations
|
-42
|
292
|
-114.4%
|
Depreciation and amortization
|
26
|
19
|
36.8%
|
EBITDA
|
-16
|
311
|
-105.1%
|
The "Others" segment reached revenues of ARS 360 million and
an operating loss of ARS 42 million in the first quarter of fiscal
year 2020. During the same period of fiscal year 2019, it reached
revenues of ARS 308 million and an operating gain of ARS 292
million. This is mainly due to a real average depreciation of
20.66% of the Argentine peso against the Israeli shekel and a
decrease in Bartan's income. Additionally, during the first quarter
of the FY 2020 Elron sold associated companies while in the current
period it did not register this kind of sales.
10
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
Corporate (DIC, IDBD and Dolphin) ARS MM
|
IQ 20
|
IQ 19
|
YoY Var
|
Revenues
|
-
|
-
|
-
|
(Loss) / Profit from operations
|
-214
|
-189
|
13.2%
|
Depreciation and amortization
|
-
|
-
|
-
|
EBITDA
|
-214
|
-189
|
13.2%
|
The "Corporate" segment reached in the three-month period of
fiscal year 2020 an operating loss of ARS 214 million and for the
same period of fiscal year 2019, an operating loss of ARS 189
million. This is mainly due to a real average depreciation of
20.66% of the Argentine peso against the Israeli shekel and a
decrease in the fees for legal advisory
services.
Regarding
“Clal”, the Group values its holding in the company as
a financial asset at market value. The valuation of Clal's shares
as of 09/30/2019 amounted to ARS 14,675 million.
XI. EBITDA by Operations Center (ARS million)
Operations Center in Argentina
IQ FY 20
|
Shopping Malls
|
Offices
|
Sales and Developments
|
Hotels
|
International
|
Corporate
|
Others
|
Total
|
Profit / (loss) from operations
|
1,513
|
5,425
|
3,692
|
62
|
-35
|
-64
|
188
|
10,781
|
Depreciation and amortization
|
27
|
5
|
2
|
32
|
1
|
1
|
7
|
76
|
EBITDA
|
1,540
|
5,430
|
3,694
|
94
|
-34
|
-63
|
195
|
10,857
|
IQ FY 19
|
Shopping Malls
|
Offices
|
Sales and Developments
|
Hotels
|
International
|
Corporate
|
Others
|
Total
|
Profit / (loss) from operations
|
-1,912
|
10,830
|
3,762
|
110
|
-17
|
-64
|
178
|
12,887
|
Depreciation and amortization
|
31
|
6
|
2
|
32
|
-
|
-
|
2
|
72
|
EBITDA
|
-1,881
|
10,836
|
3,764
|
142
|
-17
|
-64
|
180
|
12,959
|
EBITDA Var
|
-
|
-49.89%
|
-1.86%
|
-33.80%
|
100.00%
|
-1.56%
|
8.33%
|
-16.22%
|
Israel Business Center
IQ FY 20
|
Real Estate
|
Tele-communications
|
Others
|
Corporate
|
Total
|
Profit / (loss) from operations
|
929
|
278
|
-42
|
-214
|
951
|
Depreciations and amortizations
|
13
|
2,844
|
26
|
-
|
2,883
|
EBITDA
|
942
|
3,122
|
-16
|
-214
|
3,834
|
Net unrealized gain from fair value adjustment of investment
properties
|
-
|
-
|
-
|
-
|
-
|
Adjusted EBITDA
|
942
|
3,122
|
-16
|
-214
|
3,834
|
11
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
IQ FY 19
|
Real Estate
|
Tele-communications
|
Other
|
Corporate
|
Total
|
Profit / (loss) from operations
|
749
|
-137
|
292
|
-189
|
715
|
Depreciations and amortizations
|
11
|
1,792
|
19
|
-
|
1,822
|
EBITDA
|
760
|
1,655
|
311
|
-189
|
2,537
|
Net unrealized gain from fair value adjustment of investment
properties
|
-
|
-
|
-
|
-
|
-
|
Adjusted EBITDA
|
760
|
1,655
|
311
|
-189
|
2,537
|
EBITDA Var
|
23.95%
|
88.64%
|
-105.14%
|
13.23%
|
51.12%
|
Adjusted EBITDA Var
|
23.95%
|
88.64%
|
-105.14%
|
13.23%
|
51.12%
|
XII. Reconciliation with Consolidated Statements of Income (ARS
million)
Below is an explanation of the reconciliation of the
company’s profit by segment with its Consolidated Statements
of Income. The difference lies in the presence of joint ventures
included in the segment but not in the Statements of
Income.
|
Total as per segment
|
Joint ventures*
|
Expenses and CPF
|
Elimination of inter-segment transactions
|
Total as per Statements of Income
|
Revenues
|
17,971
|
-20
|
665
|
-6
|
18,610
|
Costs
|
-11,097
|
8
|
-697
|
-
|
-11,786
|
Gross profit
|
6,874
|
-12
|
-32
|
-6
|
6,824
|
Net loss from fair value adjustment of investment
properties
|
9,433
|
-401
|
-
|
-
|
9,032
|
General and administrative expenses
|
-2,117
|
4
|
-
|
8
|
-2,105
|
Selling expenses
|
-2,395
|
4
|
-
|
-
|
-2,391
|
Other operating results, net
|
-63
|
-
|
32
|
-2
|
-33
|
Profit from operations
|
11,732
|
-405
|
-
|
-
|
11,327
|
Share of loss of associates and joint ventures
|
-226
|
303
|
-
|
-
|
77
|
Profit before financial results and income tax
|
11,506
|
-102
|
-
|
-
|
11,404
|
*Includes
Puerto Retiro, CYRSA, Nuevo Puerto Santa Fe and Quality (San
Martín plot).
XIII. Financial Debt and Other Indebtedness
Operations Center in Argentina
The following table contains a breakdown of our indebtedness as of
September 30, 2019:
Description
|
Currency
|
Amount (1)
|
Interest Rate
|
Maturity
|
Bank overdrafts
|
ARS
|
10.2
|
Floating
|
< 360 days
|
Series II Non-Convertible Notes (USD)
|
USD
|
71.4
|
11.50%
|
Jul-20
|
Series II Non-Convertible Notes (CLP)
|
CLP
|
44.2
|
10.50%
|
Aug-20
|
Series I Non-Convertible Notes
|
USD
|
181.5
|
10.00%
|
Nov-20
|
Loan with IRSA CP
|
USD
|
28.5
|
-
|
Nov-22
|
Other debt
|
USD
|
29.4
|
-
|
Feb-22
|
IRSA’s Total Debt
|
|
365.2
|
|
|
Cash & Cash Equivalents + Investments (3)
|
USD
|
0.6
|
|
|
IRSA’s Net Debt
|
USD
|
364.5
|
|
|
Bank overdrafts
|
ARS
|
17.3
|
-
|
< 360 d
|
PAMSA loan
|
USD
|
35.0
|
Fixed
|
Feb-23
|
IRCP NCN Class IV(2)
|
USD
|
137.7
|
5.0%
|
Sep-20
|
IRSA CP NCN Class II
|
USD
|
360.0
|
8.75%
|
Mar-23
|
IRSA CP’s Total Debt
|
|
550.0
|
|
|
Cash & Cash Equivalents + Investments (3)
|
|
203.3
|
|
|
Consolidated Net Debt
|
|
346.7
|
|
|
(1)
Principal
amount in USD (million) at an exchange rate of Ps. 57.59 Ps. /USD,
without considering accrued interest or eliminations of balances
with subsidiaries.
(3)
“Cash
& Cash Equivalents plus Investments” includes Cash &
Cash Equivalents and Investments in Current Financial
Assets.
12
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
Israel Business Center
Financial debt as of June 30, 2019:
Indebtedness(1)
|
Net (NIS million)
|
IDBD’s Total Debt
|
2,173
|
DIC’s Total Debt
|
2,661
|
(1)
IDBD's cash balance includes a sum of NIS 430M as collateral for
the equity-swap transaction
XIV. Subsequent Material Events
Operations Center in Argentina
August 2019: Bonds issuance
On August 6, 2019, the Company reopened the Note Series I in the
local market for the sum of USD 85.2 million, the auctioned bid
price was 103.77%, which resulted in an internal annual rate of
return of 8.75% nominal. Likewise, on the same date, the Notes
Series II denominated in Chilean pesos, underwritable and payable
in dollars, for an amount of CLP 31,502.6 million (equivalent to
USD 45 million) were issued at a rate of 10.5% per within 12 months
The funds will be used to refinance short-term liabilities and
cancel negotiable obligations that expire during the
year.
August 2019: Capital Contribution to Dolphin
On August 30, 2019, the Board of Directors has approved the
subscription of a commitment with Dolphin Netherlands B.V., a Dutch
company 100% controlled by our subsidiary Tyrus S.A., to make
capital contributions in Dolphin Netherlands B.V. for up to NIS
210,000,000 (two hundred and ten million Israeli shekels),
according to a schedule of commitments made by Dolphin Netherlands
B.V. between September 2019 and September 2021 with IDB Development
Corporation Ltd. (“IDBD”).
It is made known with reference to Dolphin Netherlands B.V. that
said company would compromise to make contributions in its 100%
controlled IDBD subject to the occurrence of certain facts
according to the following scheme: (i) NIS 70,000,000 to be
contributed immediately; (ii) NIS 70,000,000 to be contributed
until September 2, 2020 and (iii) NIS 70,000,000 to be contributed
until September 2, 2021. According to the agreement of Dolphin
Netherlands B.V. with IDBD, those contributions may be considered
as capital contributions resulting in the issuance of new IDBD
shares in favour of the controller company or may be granted in the
form of a subordinated loan.
October 2019: General Ordinary and Extraordinary
Shareholders’ Meeting
At the General Ordinary and Extraordinary Shareholders’
Meeting held on October 30, 2019, the following matters, inter
alia, were resolved:
●
Distribution of a
dividend in kind for ARS 480 million in shares of IRSA Propiedades
Comerciales, subsidiary of IRSA.
●
Fees payable to the
Board of Directors and Supervisory Committee for fiscal year 2019
ended as of June 30, 2019.
●
Renewal of regular
and alternate Directors due to expiration of their terms and
appointment of three new independent directors. Acceptance of the
resignation of a regular director.
●
Increase in the
amount of the Global Note Program for up to USD 250 million.
Delegation on the Board of Directors of the broadest powers to
implement and determine the terms and conditions of the
program
●
Stock Capital
increase for up to par value of ARS 200 million through the
issuance of up to 200 million common book-entry shares and
delegation on the Board of Directors of the power to determine all
the terms and conditions of the issuance.
●
Incentive plan for
employees. management and directors to be integrated without
premium for up to 1% of the Capital Stock.
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
November 2019: Dividend distribution announcement
The shareholders are informed that in accordance with the
resolution of the Ordinary and Extraordinary General Assembly dated
October 30, 2019 and the Board meeting dated October 31, 2019, it
will be available to the shareholders as of November 14, 2019, a
dividend in the amount of ARS 480,000,000, payable in shares of
IRSA Propiedades Comerciales S.A., according to the price of the
shares of that company as of October 29, 2019. The Company will pay
the sum of 2,341,463 shares of IRSA Propiedades Comerciales S.A. at
a ratio of 0.00404623926578 shares IRSA Propiedades Comerciales
S.A. per IRSA share and 0.0404623926578 per IRSA ADR.
The Dividend will be charged to the fiscal year ended June 30,
2019, and it will be paid to all shareholders that have such
quality as of November 13, 2019 according to the record kept by
Caja de Valores S.A.
Additionally, it is reported that in order to harmonize the payment
of the dividend in the local market and in the foreign market, the
Board of Directors has decided that the dividend will be made
available to the Shareholders on November 14, 2019.
November 2019: Call to General Ordinary and Extraordinary
Shareholders’ Meeting
On November 8, 2019, the company calls the Ordinary and
Extraordinary General Shareholders’ Meeting for December 12,
2019 to deal, among others, the following points:
● Consideration of the
amendment of section twelfth article of the
Bylaws.
● Determination of the
number and consideration of appointment of regular and alternate
directors for the term of three fiscal years.
Operations Center in Israel
July 2019: DIC notes repurchase
On July 15, 2019, DIC Board of Directors approved the extension of
its notes repurchase plan (Series F and Series J), until July 15,
2020, for a total amount up to an additional NIS 200 million.
During July 2019 DIC repurchased its own shares for an amount of
NIS 300 million.
July and September 2019: Sale of Gav Yam shares
On July 1, 2019, PBC sold approximately 11.7% of Gav-Yam's share
capital through private agreements. After this transaction, the
stake of PBC in Gav-Yam changed from 51.7% to 40.0%. The
consideration received for said sale was NIS 456 (approximately
$5,472 at the day of the transaction).
Additionally, on September 1, PBC sold approximately an additional
5.14% of Gav-Yam shares, therefore the PBC stake in Gav-Yam went
from 51.7% to 34.9%. It is estimated that as a result of these
sales, PBC has lost control over Gav-Yam and will deconsolidate it
in its financial statements.
August, September and November 2019: Sale of Clal
shares
On August 28, 2019, the buyer of the transaction made in May
notified the decision to exercise the option for the remaining 3%
at a price of NIS 50 per share for a total amount of NIS 83
million. These shares were delivered through SWAP
contracts.
On September 3, 2019, IDB concluded an agreement for the sale of an
additional 6% of CLAL shares, of which 1% will be collected in cash
(approximately NIS 29 million) and the remaining 5% through the
receipt of securities of own debt (notes) for a nominal value of
approximately NIS 190 million. The agreed price of the CLAL share
was NIS 52.5 and the discount rate applied to the notes nominal
value was between 21 and 25%.
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
On May 2, 2019, IDBD had entered into an agreement with an
unrelated buyer (a company owned by Eyal Lapidot) through which it
granted an option to acquire Clal shares representing approximately
4.99% of its issued capital (and not less than 3%), at a price of
NIS 47.7 per share. Subject to the exercise of the option by said
buyer, the price would be paid 10% in cash and the rest through a
loan that would be provided to the buyer by IDBD and / or by a
related entity and / or by a banking corporation and / or financial
institution, under the agreed conditions.
As a result of the aforementioned sales, at the time of closing,
the holding of IDBD in Clal, directly and through swap contracts,
was reduced to 30.3%.
XV. Summarized Comparative Consolidated Balance Sheet
(in ARS million)
|
09.30.2019
|
09.30.2018
|
Non-current assets
|
354,224
|
375,128
|
Current assets
|
164,070
|
158,978
|
Total assets
|
518,294
|
534,106
|
Capital and reserves attributable to the equity holders of the
parent
|
37,674
|
36,094
|
Non-controlling interest
|
45,756
|
60,478
|
Total shareholders’ equity
|
83,430
|
96,572
|
Non-current liabilities
|
333,290
|
354,308
|
Current liabilities
|
101,574
|
83,226
|
Total liabilities
|
434,864
|
437,534
|
Total liabilities and shareholders’ equity
|
518,294
|
534,106
|
XVI. Summarized Comparative Consolidated Income
Statement
(in
ARS million)
|
09.30.2019
|
09.30.2018
|
Profit from operations
|
11,327
|
12,391
|
Share of profit of associates and joint ventures
|
77
|
173
|
Profit from operations before financing and taxation
|
11,404
|
12,564
|
Financial income
|
251
|
278
|
Financial cost
|
-5,663
|
-4,295
|
Other financial results
|
-7,971
|
-287
|
Inflation adjustment
|
-300
|
-73
|
Financial results, net
|
-13,683
|
-4,377
|
Profit before income tax
|
-2,279
|
8,187
|
Income tax
|
-1,833
|
456
|
Profit / (loss) for the period from continued
operations
|
-4,112
|
8,643
|
(Loss) / Profit from discontinued operations after
taxes
|
15,095
|
416
|
Profit for the period
|
10,983
|
9,059
|
Other comprehensive income / (loss) for the period
|
11,590
|
19,242
|
Total comprehensive income / (loss) for the period
|
22,573
|
28,301
|
|
|
|
Attributable
to:
|
|
|
Equity holders of the parent
|
2,610
|
12,333
|
Non-controlling interest
|
19,963
|
15,968
|
15
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
XVII. Summary Comparative Consolidated Cash Flow
(in ARS million)
|
09.30.2019
|
09.30.2018
|
Net cash generated from operating activities
|
7,655
|
3,248
|
Net cash generated from investing activities
|
2,553
|
1,748
|
Net cash (used in) / generated from financing
activities
|
-25,772
|
16,322
|
Net (decrease) / increase in cash and cash equivalents
|
-15,564
|
21,318
|
Cash and cash equivalents at beginning of year
|
68,060
|
65,329
|
Cash and cash equivalents reclassified to held for
sale
|
26
|
-298
|
Foreign exchange gain on cash and changes in fair value of cash
equivalents
|
10,147
|
22,252
|
Cash and cash equivalents at period-end
|
62,669
|
108,601
|
XVIII. Comparative Ratios
(in ARS million)
|
09.30.2019
|
|
09.30.2018
|
|
Liquidity
|
|
|
|
|
CURRENT ASSETS
|
164,070
|
1.62
|
107,465
|
1.63
|
CURRENT LIABILITIES
|
101,574
|
|
65,899
|
|
Indebtedness
|
|
|
|
|
TOTAL LIABILITIES
|
434,864
|
11.54
|
282,389
|
6.82
|
SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE
PARENT
|
37,674
|
|
41,379
|
|
Solvency
|
|
|
|
|
SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE
PARENT
|
37,674
|
0.09
|
41,379
|
0.15
|
TOTAL LIABILITIES
|
434,864
|
|
282,389
|
|
Capital Assets
|
|
|
|
|
NON-CURRENT ASSETS
|
354,224
|
0.68
|
252,818
|
0.70
|
TOTAL ASSETS
|
518,294
|
|
360,283
|
|
XIX.
EBITDA Reconciliation
In
this summary report we present EBITDA and Adjusted EBITDA. We
define EBITDA as profit for the period excluding: (i) interest
income, (ii) interest expense, (iii) income tax expense, and (iv)
depreciation and amortization. We define Adjusted EBITDA as EBITDA
minus (i) total financial results, net excluding interest expense,
net (mainly foreign exchange differences, net gains/losses from
derivative financial instruments; gains/losses of financial assets
and liabilities at fair value through profit or loss; and other
financial results, net) and minus (ii) share of profit of
associates and joint ventures and minus (iii) net unrealized gains
from fair value adjustment of investment properties.
EBITDA
and Adjusted EBITDA are non-IFRS financial measures that do not
have standardized meanings prescribed by IFRS. We present EBITDA
and adjusted EBITDA because we believe they provide investors
supplemental measures of our financial performance that may
facilitate period-to-period comparisons on a consistent basis. Our
management also uses EBITDA and Adjusted EBITDA from time to time,
among other measures, for internal planning and performance
measurement purposes. EBITDA and Adjusted EBITDA should not be
construed as an alternative to profit from operations, as an
indicator of operating performance or as an alternative to cash
flow provided by operating activities, in each case, as determined
in accordance with IFRS. EBITDA and Adjusted EBITDA, as calculated
by us, may not be comparable to similarly titled measures reported
by other companies. The table below presents a reconciliation of
profit from operations to EBITDA and Adjusted EBITDA for the
periods indicated:
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
For the three-month period ended September 30 (in ARS
million)
|
|
2019
|
2018
|
Profit for the period
|
10,983
|
9,059
|
(Loss) / Profit from discontinued operations
|
-15,095
|
-416
|
Interest income
|
-189
|
-223
|
Interest expense
|
5,411
|
4,110
|
Income tax
|
1,833
|
-456
|
Depreciation and amortization
|
2,973
|
1,894
|
EBITDA (unaudited)
|
5,916
|
13,968
|
Unrealized net gain from fair value adjustment of investment
properties
|
-9,032
|
-10,187
|
Share of profit of associates and joint ventures
|
-77
|
-173
|
Dividends earned
|
-62
|
-55
|
Foreign exchange differences net
|
-6,646
|
-9,864
|
(Gain) / loss from derivative financial
instruments
|
-165
|
-396
|
Fair value gains of financial assets and liabilities at fair value
through profit or loss
|
2764
|
-9,181
|
Inflation adjustment
|
300
|
73
|
Other financial costs/income
|
12,270
|
19,913
|
Adjusted EBITDA (unaudited)
|
5,268
|
4,098
|
Adjusted EBITDA Margin
(unaudited)(1)
|
28.31%
|
25.02%
|
(1)
Adjusted EBITDA margin is calculated as Adjusted EBITDA, divided by
revenue from sales, rents and services.
XX. Brief comment on future prospects for the Fiscal
Year
This Fiscal Year presents challenges in both operations centers:
Argentina and Israel. In Argentina, the political and economic
outlook as of the issuance date of the financial statements is in a
transition process, mainly motivated by the outcome of the general
elections held in October of this year whose result produced a
change in the Executive Power since next December with the
consequent uncertainty regarding future political, economic a
social decisions of the new administration. To this is added the
situation in the region with some political and economic
instability. Globally, we find the existence of trade conflicts
between different countries and a slowdown in global growth that
also has a negative impact on Latin America. The appreciation of
international markets with respect to Argentina has become unstable
as a result of the country's economic crisis and has influenced
development expectations.
In this context, our subsidiary IRSA Propiedades Comerciales S.A.
will keep working in order to optimize its operational efficiency.
In shopping malls, IRCP will work on the occupancy of its vacant
sqm in Dot Baires Shopping due to Walmart's anticipated exit and
will continue innovating in the latest technological trends to get
closer to customers and visitors. Regarding office segment, IRCP
plans to open the 9th office building of the portfolio, “200
Della Paolera”, located in Catalinas, one of the most premium
corporate areas in Argentina. This building, of approximately
35,000 m2 of ABL, 318 parking lots, services and amenities, will
become an emblematic icon of the city while having LEED
Certification, which will validate the best environmental practices
to transform operational standards of the building. The
commercialization is progressing with a good occupancy forecast for
its opening, scheduled for the last quarter of the FY
2020.
In relation to the Business Center in Israel, we will continue
working in 2020 on two important fronts: the sale of Clal Insurance
and the requirement of the concentration law to reduce one more
level of public company before December 2019. Likewise, we will
continue to reduce the debt levels of the companies, selling those
non-strategic assets of the portfolio and improving the operating
margins of each of the operating subsidiaries. We trust on the
value of this investment, from which we hope to obtain good results
in the future.
On the national and international framework above mentioned, the
Company is analyzing alternatives to appreciate its shares value.
In that sense, the Board of Directors of the Company will continue
in the evaluation of financial, economic and / or corporate tools
that allow the Company to improve its position in the market in
which it operates and have the necessary liquidity to meet its
obligations. Within the framework of this analysis, the indicated
tools may be linked to
IRSA Inversiones y Representaciones
Sociedad Anónima
Summary
as of September 30, 2019
corporate reorganization processes (merger, spin-off or a
combination of both), disposal of assets in public and / or private
form that may include real estate as well as negotiable securities
owned by the Company, incorporation of shareholders through capital
increases through the public offering of shares to attract new
capital, issuance of convertible notes or subscription options or a
combination of these three instruments, all as recently approved by
the shareholders meeting of 10/30/2019, repurchase of shares and
instruments similar to those described that are useful to the
proposed objectives.
Considering the quality of the real estate portfolio, the
diversification of our business by segment and by country and the
franchise of the company to access the capital market, we are
confident to continue consolidating the best portfolio in Argentina
and Israel.
Eduardo
Elsztain
Chairman
18
IRSA Inversiones and Rep... (NYSE:IRS)
Historical Stock Chart
From Mar 2024 to Apr 2024
IRSA Inversiones and Rep... (NYSE:IRS)
Historical Stock Chart
From Apr 2023 to Apr 2024