SEMI-ANNUAL

REPORT 2020

EPH EUROPEAN PROPERTY HOLDINGS

MANAGEMENT REPORT

  1. STATEMENT OF THE BOARD OF DIRECTORS
  1. PROPERTY REVIEW
  1. CORPORATE GOVERNANCE

EXTERNAL REPORTS

  1. INDEPENDENT AUDITOR'S REPORT
  2. EVALUATORS

FINANCIAL REPORT

24 CONSOLIDATED FINANCIAL STATEMENTS

30 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

GENERAL INFORMATION 56 CORPORATE DETAILS

STATEMENT OF THE BOARD OF DIRECTORS

01

MANAGEMENT REPORT

DEAR

SHAREHOLDERS

We are proud to say that in the first six months of 2020 EPH European Property Holdings ("EPH" or the "Group) has made considerable progress with the implementation of its expansion strategy and to further expand its portfolio in Europe. Our portfolio has grown by additional first-class, high quality properties in outstanding locations in German and Austrian metropolises.

Going back to 2016, EPH set the sails for a change in geographic focus. After many years of investing very successfully in the volatile but high yield Rus- sian real estate market, EPH was looking for calmer waters. The high-class11-floor office building "City Gate" in Stuttgart set the first anchor in the western sphere. In 2017, the acquisition was followed by "Work Life Center" close to Hamburg city centre, and in 2019, by the office building "QBC 4" in the attractive Belvedere quarter in Vienna.

In 2020, EPH is still staying at its course of expanding to Europe but added a new real estate class to its portfolio. The Group acquired an 89.9 percent stake of the trendy hotel property "STRAL 3" in Berlin-Friedrichshain. The building was erected in 2010 in the epic centre of music, fashion and culture. It embraces the dynamic and energy of a new generation of hotels appealing to the cosmopolitan travellers. Europe´s first hotel dedicated to music is an upbeat mix of 304 rooms, an art gallery, a music studio, a terraced bar and restaurant overlooking the river Spree. The hotel property is fully leased to NH Hotel Group, the third-largest hotel operator in Europe.

Only recently, after the end of the reporting period, EPH acquired a second hotel property in Germany which is beyond the ordinary. The hotel property "SALZ 4" with 180 rooms in Dresden's historic centre is right next to the Church of Our Lady and home to the award-winning international Twist Bar on the 6th floor which offers a great view over the city. It is leased to Meliá Hotels International, one of the largest Spanish hotel operators with a strong global presence in 40 countries.

The hotel sector is one of the segments most affected by the coronavirus pandemic. However, the sector has seen attractive opportunities for acquisi- tions. Naturally fundamental factors which define the quality of the asset for the long-term remain most important - for instance a consistent and future- viable hotel concept, the creditworthiness of the tenant, an excellent hotel location and the construction quality of the building itself. These factors play a decisive role in whether a hotel can survive the recession of the coronavi- rus crisis and be successful in the long term. The modern city hotels which we have acquired in Berlin and Dresden fulfil these criteria. EPH is convinced that these assets supplement our portfolio in an excellent manner.

Although the pandemic has left its mark on the office real estate market, there is still a shortage of space at in-demand locations in Europe - for EPH reason enough to acquire another office property in Vienna. The property "Lass One", originally built in 1993, is currently undergoing a full refurbishment to create an intelligent and future-oriented workspace over 9 floors

with a total area of approx. 29,000 sqm - expected finalization of refurbishment in mid-2022. Quartier Lassalle is next to Praterstern which is one of Vienna's largest inner-city urban development area with an excellent infrastructure and upscale local supply. As of today, there are already more than 50% of the property leased with an average term of more than 10 years to reputable tenants and public authorities.

The Group's strategy "From East to West" is clearly observable through the latest investments associated with the shift in our focus from Russia to Europe. The renaming of the Group's holding company to "EPH European Property Holdings" in June was not only a major symbolic step but also a commitment to further enlarge the European asset portfolio.

The Group's rental income in the first half year 2020 as well as the market values across the entire portfolio faced a moderate decrease due to the coronovirus pandemic and potential risks arising from it have been reflected in the valuations. The valuations of the Russian properties with RUB-based income were further affected by the substantial RUB depreciation since the beginning of the year. However, due to active and efficient management, the Company successfully continued sales of Arbat premises in Moscow and, in particular, sold the whole office space in Arbat 24 of 2,600 square meters with significant profit which overlapped the temporary decline of the rental income.

As of today, the future potential negative impact of Covid-19 on the global economy and major financial markets as well as on EPH properties is difficult to judge but EPH is repeatedly analysing the impact of Covid-19 on the Group's performance. As per the most recent assessment - also based on the good relationship management with tenants in order to find valuable solutions for both parties to overcome this crisis together - impacts on the Group are only considered short-term with no material impact expected for the long-term. For the second half of 2020 and beyond, we will advance with our growth plans based on our investment criteria.

We would like to thank all of our shareholders for the trust they have placed in us and would be pleased if you were to continue to accompany us on our growth path. We would also like to thank our business partners for their good cooperation and their commitment.

For the Semi Annual Report we have opted to only focus on what has changed during the period under review. If you are looking at EPH European Property Holdings the first time, or perhaps for the first time in some years, please be sure to also have the 2019 Annual Report on hand. You find it on the Company's website, or a printed copy will be sent to you at request.

Sincerely,

The Board of Directors

September 2020

02 KEY PERFORMANCE INDICATORS

MANAGEMENT REPORT

KEY PERFORMANCE INDICATORS

for six months ended

in US$

30.06.2020

30.06.2019

30.06.2018

Net rental income

29,045,637

37,765,239

35,055,082

Administrative and selling expenses

- 3,902,594

- 4,335,127

- 2,434,755

Net gain arising from the sales of properties

12,454,837

3,082,737

-

Net other operating income/(expenses)

- 1,057,934

- 611,236

- 1,094

Operating Income

36,539,946

35,901,613

32,619,233

Finance costs

- 18,257,788

- 16,255,147

- 15,650,833

Current tax expense

- 3,940,729

- 4,922,078

- 4,360,415

Earnings from operational activity

14,341,429

14,724,388

12,607,985

Valuation movements

21,151,198

- 24,378,667

24,938,476

Deferred tax (expense)/benefit

2,492,898

- 1,157,173

- 6,098,602

Other extraordinary items

-

-

- 134,496

Total before foreign exchange movements

37,985,525

- 10,811,452

31,313,363

Net foreign exchange (loss)/gain

- 28,134,006

38,219,125

- 28,583,146

Net Profit/(Loss) for period

9,851,519

27,407,673

2,730,217

Earnings from operational activity per share

1.45

1.49

1.27

as of

in US$

30.06.2020

31.12.2019

31.12.2018

Number of investment properties

12

10

9

Investment properties, incl.

1,138,277,378

1,007,516,128

841,451,779

Europe

47%

35%

28%

Russia

53%

65%

72%

Total Assets

1,476,608,971

1,268,555,787

1,073,143,730

Borrowings

923,224,627

659,359,016

553,507,629

Loan-to-value

63%

52%

52%

MANAGEMENT

REPORT

04 PROPERTY REVIEW MANAGEMENT REPORT

EPH

EUROPEAN

PROPERTY HOLDINGS

REAL ESTATE

As of 30 June 2020 our property holdings consist of:

- 100% of shareholdings in four mixed-use commercial properties: Berlin House, Geneva House, Polar Lights and Magistal'naya in Moscow

- 99.98% shareholding in a mixed-use office and retail building Hermitage Plaza in Moscow

- 94% of two mixed-use office and retail properties: City Gate in Stuttgart and Work Life Center in Hamburg

- 89.9% shareholding in a hotel property STRAL 3 in Berlin (acquired in the first half of 2020)

- 100% shareholding in an office property QBC4 in Vienna

- 100% shareholding in an office property LASS 1 under refurbishment in Vienna (acquired in the first half of 2020)

- Apartments, retail premises and parking lots in two mixed-use properties in Moscow: Arbat Multi-use Complexes

- 100% stake in raw land plot: 55 hectare "Scandinavia" site near St. Petersburg

The Company's strategy is to diversify its portfolio across major Western European markets, adding attractive real estate investments in stable markets with a strong long-term economic outlook.

PROPERTY REVIEW 05

MANAGEMENT REPORT

SELECTED PROPERTY REVIEW

QBC 4 (BDO HEADQUARTERS)

STRAL 3 (HOTEL NHOW)

20,000

EUR 102,980,000

BUILDING AREA

APPRAISED VALUE

17,430

0%

RENTABLE AREA

VACANCY RATE

100%

2019

OWNERSHIP

YEAR OF CONSTRUCTION

20,160

EUR 92,100,000

BUILDING AREA

APPRAISED VALUE

20,160

0%

RENTABLE AREA

VACANCY RATE

89.9%

2010

OWNERSHIP

YEAR OF CONSTRUCTION

QBC 4 is a newly constructed Class A office property in the attractive and sought- after Quartier Belvedere in Vienna close to the main station. EPH acquired 100% of QBC 4 in February 2019. The major tenant is the global accounting firm BDO. The vacancy rate as of 30 June 2020 is 0%.

STRAL 3 is ideally located in the popular, upcoming area of Friedrichshain in Berlin. The property is leased in its entirety to NH Hotel Group, the third largest business hotel group in Europe, until November 2035. The hotel property STRAL 3 was completed in 2010 and is notable for its extraordinary, very modern construction. EPH acquired 89.9% of interest in the property in April 2020.

06 PROPERTY REVIEW MANAGEMENT REPORT

WORK LIFE CENTER

12,070

EUR 88,200,000

BUILDING AREA

APPRAISED VALUE

12,070

1.2%

RENTABLE AREA

VACANCY RATE

94%

2017

OWNERSHIP

YEAR OF CONSTRUCTION

CITY GATE

26,450

EUR 123,800,000

BUILDING AREA

APPRAISED VALUE

17,260

0%

RENTABLE AREA

VACANCY RATE

94%

2016

OWNERSHIP

YEAR OF CONSTRUCTION

Work Life Center is a Class A property complex with office, retail complex and fitness centre premises, located very close to the Hamburg city center and near train station. EPH acquired 94% of Work Life Center at the end of 2017. The major tenants are Performance Media Deutschland, Germany Centre Company No.29 GmbH and Fitness First Germany. The vacancy rate as of 30 June 2020 is 1.2%.

City Gate is a Class A office and retail complex constructed in 2014 and perfectly located in the center of Stuttgart, in close proximity to the main railway station. EPH acquired 94% of CityGate in November 2016. The major tenants are Land Baden-Württemberg, Rödl&Partner GmbH and DREISS Patentanwälte. As of 30 June 2020 CityGate is fully rented.

PROPERTY REVIEW 07

MANAGEMENT REPORT

BERLIN HOUSE

GENEVA HOUSE

13,380

US$ 151,100,000

BUILDING AREA

APPRAISED VALUE

10,100

13.5%

RENTABLE AREA*

VACANCY RATE

100%

2002

OWNERSHIP

YEAR OF CONSTRUCTION

*in accordance with BOMA standard

16,460 US$ 145,202,000

BUILDING AREAAPPRAISED VALUE

11,970

8.9%

RENTABLE AREA*

VACANCY RATE

100%

2010

OWNERSHIP

YEAR OF CONSTRUCTION

*in accordance with BOMA standard

Berlin House is a prime class A office/retail property which is exclusively located in the heart of Moscow - approximately 500 meters from the Kremlin, on one of the most prominent shopping streets - and was completed and leased in 2002. In August 2014 EPH re-acquired the 90% stake in Berlin House, becoming its 100% owner. The vacancy rate as of 30 June 2020 is 13.5%. The major tenants are Richemont Group and Thomson Reuters.

Geneva House is a Prime Class A office/retail property located next to Berlin House. It was completed by EPH in 2010. In August 2014 EPH re-acquired the 90% stake in Geneva House, becoming its 100% owner. The vacancy rate as of 30 June 2020 is 8.9%. The major tenants are S7 Airlines, Merrill Lynch, Akin Gump and Chanel.

08 PROPERTY REVIEW MANAGEMENT REPORT

HERMITAGE PLAZA

POLAR LIGHTS

40,220

US$ 185,002,000

BUILDING AREA

APPRAISED VALUE

32,900

3.5%

RENTABLE AREA*

VACANCY RATE

99.98%

1937/2006

OWNERSHIP

YEAR OF CONSTRUCTION

*in accordance with BOMA standard

Hermitage Plaza is an A-class office building constructed/renovated in 2006. The property is beneficially located in proximity to the Kremlin area and is fronting the Moscow Garden Ring. EPH acquired 99.98% of Hermitage Plaza in December 2014. The anchor tenants are VimpelCom, one of the leading Russian telecommunication companies, and Ingrad. The vacancy rate as of 30 June 2020 is 3.5%.

37,820

US$ 99,720,000

BUILDING AREA

APPRAISED VALUE

30,750

2.9%

RENTABLE AREA*

VACANCY RATE

100%

2006

OWNERSHIP

YEAR OF CONSTRUCTION

*in accordance with BOMA standard

Polar Lights, a B+ class business center, has a beneficial location in one of the most developed business districts in the North of Moscow, inside the Third Transport Ring Road, and an efficient tenant mix of international and Russian companies: Setelem bank, Rosagroleasing and Monex Trading. The building has been constructed in 2006 with 14 above ground levels and was fully renovated in 2012. The vacancy rate as of 30 June 2020 is 2.9%. EPH acquired 100% of Polar Lights in September 2014.

STATEMENT OF BOARD OF DIRECTORS 09

MANAGEMENT REPORT

DEVELOPMENT PROJECTS

LASS 1

ARBAT PROJECTS

29,000

UNDER

BUILDING AREA

REFURBISHMENT

APPRAISED VALUE

N/A

EUR 73,481,370

RENTABLE AREA

COST

100%

1993

OWNERSHIP

YEAR OF CONSTRUCTION

36,000

US$ 127,710,000

BUILDING AREA

APPRAISED VALUE

10,400

REMAINING RENTABLE/SELLABLE AREA

139

2016

REMAINING

YEAR OF CONSTRUCTION

PARKING LOTS

EPH's LASS 1 is a prominent office property located near Vienna's city centre in the most promising and upcoming 2nd district with excellent transport links. The mixed-use building was originally built in 1993 and is currently undergoing a refurbishment that is expected to be completed in 2022. Tenants of the building will include City of Vienna, the State Police and the supermarket Merkur. EPH acquired 100% of the property in June 2020.

The Company owns premises in two mixed-use complexes in the historic Arbat district of Moscow, the principal pedestrian street in the historical centre of the city. The first property located at Arbat Street 24, includes office and luxury apartment space. The second property, located near the first at Arbat Street 39, consists of retail space and luxury apartments. The development is finished in 2018 and now the Company is actively marketing the project. Due to the high profile location, and the design of the projects, which does feature large well-lit living areas and sizeable terraces, the apartment premises in the buildings will be of elite standing. In the first half of 2020, the Group sold all office premises in Arbat 24 to a third party and continued to sell apartments and parking lots in both Arbat properties. Also some part of retail premises in Arbat 39 has been leased out.

CORPORATE

GOVERNANCE

CORPORATE GOVERNANCE 13

MANAGEMENT REPORT

This section contains parts of the annual corporate governance report focusing on significantly changed matters since 31 December 2019.

1. BOARD OF DIRECTORS

1.1 ELECTIONS AND TERMS OF OFFICE

The Board Members are elected individually by a resolution of shareholders or by a resolution of directors. According to the Articles of Association of the Company the maximum term for election is three years. Upon expiration of a Board Member's term re-election is allowed. Gustav Stenbolt has been re-elected for a term of three years as per General Meeting 2020 (first appointment July 2003). In June 2020, Mr. Christodoulos Vassiliades has resigned as Board Member of EPH with immediate effect. As his replacement the Board of Directors has appointed Mrs. Annamaria Vassiliades as Director of the Board.

2. MANAGEMENT

2.1 MANAGEMENT COMMITTEE

In June 2020, Mr. Christodoulos Vassiliades has resigned as Management Committee Member of EPH with immediate effect. As his replacement the Board of Directors has appointed Mrs. Annamaria Vassiliades as Member of the Management Committee.

14 CORPORATE GOVERNANCE MANAGEMENT REPORT

SIGNIFICANT GROUP COMPANIES

Significant group companies fully consolidated in the financial statements of

the Company are:

Full company name

Registered office

Issued Share Capital

Ownership %

Andorian Beteiligungsverwaltungs GmbH

Am Belvedere 4,

EUR 35,000

100% held by Lexworth Finance Limited

1100 Vienna, Austria

Asura Holding S.a.r.l.

7, route d'Esche

EUR 12,000

100% held by EPH

L-1470 Luxembourg, Luxembourg

Bluestone Investments Limited

Koumandarias&Spyrou Araouzou,

EUR 21,375 (10,000 Class A shares,

(sold in July 2020)

7th Floor, Tonia Court II

par EUR 1.71; 2,500 Class B

3036 Limassol, Cyprus

non-voting shares, par EUR 1.71)

EPH holds 50% Class A shares and 100% Class B shares

Capital Estate Group (C.E.G.) Limited

Menandrou 12, office 207, Eleona Tower,

US$ 94,000 (94,000 ordinary

100% held by EPH

1066 Nicosia, Cyprus

shares, par US$ 1)

City Gate Stuttgart GmbH

Westendstrasse 28

EUR 25,000

94% held by Ferran Limited

60325 Frankfurt am Main, Germany

Connecta Beratungsgesellschaft im

Herzog-Heinrich-Strasse 22,

DM 50,000

100% held by EPH

Ost-West-Wirtschaftsverkehr mbH

80336 Munich, Germany

Connecta Beratungsgesellschaft im

Herzog-Heinrich-Strasse 22,

EUR 8,757,044.81

100% held by EPH

Ost-West-Wirtschaftsverkehr

80336 Munich, Germany

mbH&Co. Erste Grundstücks KG

EPH One, LLC

5 Petrovka St.,

RUB 10,000

100% held by EPH Real Estate Limited

107031 Moscow, Russia

EPH Real Estate Limited

Menandrou 12, office 207, Eleona Tower,

EUR 17,100

1066 Nicosia, Cyprus

99.9999% held by EPH and 0.0001% held by T&A Services Ltd.

Ferran Limited

Menandrou 12, office 207, Eleona Tower,

EUR 21,000 (21,000 ordinary

100% held by EPH

1066 Nicosia, Cyprus

shares of EUR 1 each)

Geneva House LCC

5 Petrovka St.,

RUB 10,000

99.85% helb by Bluestone Investments Ltd.,

(sold in July 2020)

107031 Moscow, Russia

0.075% held by Whiterock Investments ltd.,

0.075% held by a third party

Housefar Limited

Menandrou 12, office 207, Eleona Tower,

1066 Nicosia, Cyprus

EUR 3,420 (1,000 ordinary shares, par EUR 1.71, 1,000 non-voting preferred shares, par EUR 1.71)

EPH holds 100% of ordinary shares and 85% of preferred shares

Idelisa Limited

TONIA COURT ll, 7th Floor

EUR 2,000 (2,000 ordinary

100% held by EPH

3036 Limassol, Cyprus

shares, par EUR 1.00)

Inspetsstroy, LLC

11/2 bldg.1, 1st Magistralnaya

RUB 50

100% held by Housefar Limited

St., 123290 Moscow, Russia

Intrustcom JSC

11/2 bldg.1, 1st Magistralnaya

RUB 500,000 (100 ordinary shares,

100% held by Geneva House

(sold in July 2020)

St., 123290 Moscow, Russia

par RUB 5,000)

CORPORATE GOVERNANCE 15

MANAGEMENT REPORT

Full company name

Registered office

Issued Share Capital

Ownership %

Lexworth Finance Limited

Menandrou 12, office 207, Eleona Tower,

EUR 2,000

99.95% held by EPH and

1066 Nicosia, Cyprus

0.05% held by T&A Services Ltd.

Norpexal Investments GmbH

Westendstrasse 28,

EUR 25,000

100% held by SG4 Holding GmbH

(acquired in July 2020)

60325 Frankfurt, Germany

Obewan Beteiligungsverwaltungs GmbH

Esslinger Hauptstraße 188B/Haus 4

EUR 35,000

100% held by Lexworth Finance Ltd.

1220 Vienna, Austria

Obewan GmbH&Co KG

Esslinger Hauptstraße 188B/Haus 4

EUR 500

100% held by Ophuchus

1220 Vienna, Austria

Beteiligungsverwaltungs GmbH

Ophuchus Beteiligungsverwaltungs GmbH

Esslinger Hauptstraße 188B/Haus 4

EUR 35,000

100% held by Obewan

1220 Vienna, Austria

Beteiligungsverwaltungs GmbH

Otdelstroy, JSC

6/1/2 str.3 pom.37 Kadashevskaya

RUB 10,000

100% held by Geneva House LLC

(sold in July 2020)

nab.,119016 Moscow, Russia

(1,000 ordinary shares, par RUB 10)

Philadelphia, LLC

5, Petrovka Street,

RUB 10,000

99.99% held by Idelisa Limited

107031 Moscow, Russia

PNL Media Limited

Menandrou 12, office 207,

EUR 2,001 (2,001 ordinary

99.95% held by EPH and 0.05%

Eleona Tower, 1066 Nicosia, Cyprus

shares, par EUR 1.00)

held by T&A Services Ltd.

Primary TIZ Limited

Griva Digeni 115, Trident Center,

US$ 102,540 (102,540

100% held by TP Invest Ltd.

P.C. 3101 Limassol, Cyprus

ordinary shares, par US$1)

QBC BT IV Alpha GmbH

Esslinger Hauptstraße 188B/Haus 4

EUR 120,000

100% held by Andorian Beteiligungs-

1220 Vienna, Austria

verwaltungs GmbH

QBC BT IV Beta GmbH

Esslinger Hauptstraße 188B/Haus 4

EUR 60,000

100% held by Andorian Beteiligungs-

1220 Vienna, Austria

verwaltungs GmbH

QBC BT IV Epsilon GmbH

Esslinger Hauptstraße 188B/Haus 4

EUR 60,000

100% held by Andorian Beteiligungs-

1220 Vienna, Austria

verwaltungs GmbH

QBC Immobilien GmbH&Co Delta KG

Esslinger Hauptstraße 188B/Haus 4

Limited Partnership

100% held by QBC BT IV Alpha GmbH,

1220 Vienna, Austria

QBC BT IV Beta GmbH (Limited Partners) and

QBC BT IV Epsilon GmbH (General Partner)

QBC 1,2,7 Holding GmbH

Esslinger Hauptstraße 188B/Haus 4

EUR 35,000

100% held by Lexworth Finance Ltd.

1220 Vienna, Austria

Ramses Immobilien Gesellschaft

Esslinger Hauptstraße 188B/Haus 4

EUR 36,500

89.9% held by Ophuchus Beteiligungs-

mbH&Co OG

1220 Vienna, Austria

verwaltungs GmbH

10.1% held by Obewan Gmb&Co KG

16 CORPORATE GOVERNANCE MANAGEMENT REPORT

Full company name

Registered office

Issued Share Capital

Ownership %

Agiou Andreou, 339

Redhill Investment Limited

Andrea Chambers Court, Flat/Office M103

EUR 8,550 (5,000 ordinary

100% held by EPH

3035 Limassol, Cyprus

shares, par EUR 1.71)

SA3 Media S.a.r.l.

7, route d'Esche

EUR 3,512,500

89.9% held by Lexworth Finance Limited

L-1470 Luxembourg, Luxembourg

Setford Limited

Menandrou 12, office 207, Eleona Tower,

EUR 20,000 (20,000 ordinary

100% held by EPH

1066 Nicosia, Cyprus

shares of EUR 1 each)

Silverlake Limited

Koumandarias&Spyrou Araouzou,

EUR 2,000 (2,000 ordinary

100% held by EPH

7th Floor, Tonia Court II

shares, par EUR 1.00)

3036 Limassol, Cyprus

SG4 Dresden GmbH&Co KG

Westendstrasse 28,

Limited Partnership

75% held by SG4 Dresden Management GmbH

(acquired in July 2020)

60325 Frankfurt, Germany

and 25% held by SG4 Dresden Holding GmbH

SG4 Dresden Holding GmbH

Westendstrasse 28,

EUR 25,000

100% held by Asura Holding S.a.r.l.

(acquired in July 2020)

60325 Frankfurt, Germany

SG4 Dresden Management GmbH

Westendstrasse 28,

EUR 25,000

100% held by SG4 Dresden Holding GmbH

(acquired in July 2020)

60325 Frankfurt, Germany

T&A Services Limited

171 Main Street, Road Town,

US$ 5

100% held by EPH

Tortola VG 1110, British Virgin Islands

Tengri, LLC

Hersonskaya Street, 41A,

RUB 2,019,195,866

100% held by PNL Media Ltd.

117246 Moscow, Russia

Tizpribor, PJSC

Krasnoproletarskaya, 4

RUB 8,787,500

99.98% held by Capital

127006 Moscow, Russia

Estate Group (C.E.G.) Ltd.

TP Invest, LLC

Krasnoproletarskaya, 2/4 constr.13

RUB 1,511,710,000

100% held by PJSC Tizpribor

127006 Moscow, Russia

Vakhtangov Place Limited

Koumandarias&Spyrou Araouzou,

EUR 12,500 (10,000 Class A shares,

(sold in July 2020)

7th Floor, Tonia Court II

par EUR 1.00, 2,500 non-voting

3036 Limassol, Cyprus

Class B shares, par EUR 1.00)

EPH holds 50% Class A shares and 100% Class B shares

Whiterock Investments Limited

Koumandarias&Spyrou Araouzou,

EUR 2,000 (2,000 ordinary

100% held by EPH

(sold in July 2020)

7th Floor, Tonia Court II

shares, par EUR 1.00)

3036 Limassol, Cyprus

WLC Hamburg GmbH

Westendstrasse 28

EUR 25,000

94% held by Setford Limited

60325 Frankfurt am Main, Germany

EXTERNAL REPORTS

INDEPENDENT AUDITOR'S REPORT

19

EXTERNAL REPORTS

Deloitte AG

General-Guisan-Quai 38

8022 Zurich

Switzerland

Phone: +41 (0)58 279 6000

Fax: +41 (0)58 279 6600

www.deloitte.ch

Report on Review of Interim Condensed Consolidated Financial Information

To the Board of Directors of

EPH European Property Holdings Limited, Tortola, British Virgin Islands

Introduction

We have reviewed the accompanying interim condensed consolidated statement of financial position of EPH European Property Holdings Limited and its subsidiaries (together the "Group") as of June 30, 2020 and the related interim condensed consolidated statement of profit and loss, interim condensed consolidated comprehensive income, interim condensed consolidated statement of cash flow, interim condensed consolidated statement of changes in equity for the six months then ended, and selected explanatory notes. Management is responsible for the preparation and presentation of this interim condensed consolidated financial information in accordance with International Accounting Standard IAS 34 "Interim Financial Reporting" and article 17 of the Directive on Financial Reporting (DFR) of the SIX Swiss Exchange. Our responsibility is to express a conclusion on this interim condensed consolidated financial information based on our review.

Scope of Review

We conducted our review in accordance with International Standard on Review Engagements 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, 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.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial information is not prepared, in all material aspects, in accordance with International Accounting Standard IAS 34 "Interim Financial Reporting" and article 17 of the Directive on Financial Reporting (DFR) of the SIX Swiss Exchange.

Deloitte AG

Marcel Meyer

Avazkhodja Usmanov

Licensed audit expert

Auditor in charge

Zurich, September 25, 2020

20 REPORTS EXTERNAL VALUERS

EXTERNAL REPORTS

bld. 1, 2 Letnikovskaya str., Moscow 115 114 tel +7 495 737 8000 fax +7 495 737 8011 www.jll.com

Jones Lang LaSalle LLC has been instructed to prepare valuation reports regarding the following properties:

  • Magistral'naya office building (Moscow)
  • Arbat 24 mixed-use complex (Moscow)
  • Arbat 39 mixed-use complex (Moscow)
  • Geneva House office building (Moscow)
  • Berlin House office building (Moscow)
  • Polar Lights office building (Moscow)
  • Hermitage Plaza office building (Moscow)
  • Scandinavia land plot (Leningrad Oblast)

We understand that the reports are required for accounting purposes. The date of valuation: 30 June 2020.

Our valuation has been carried out in compliance with the RICS Valuation - Global Standards, issued November 2019, effective from 31 January 2020, published by the Royal Institution of Chartered Surveyors.

Market Value is defined by the RICS Valuation - Global Standards (issued November 2019, effective from 31 January 2020) as 'The estimated amount for which an asset or liability should exchange on the valuation date between a willing buyer and a willing seller in an arm's length transaction, after proper marketing and where the parties had each acted knowledgeably, prudently and without compulsion.'

In addition, our calculations have been carried out and are presented exclusive of VAT. Our reports summarise our key assumptions, estimations and conclusions used in arriving at our opinion of Market Value. The purpose of the reports is to present the basic facts and conclusions adopted in relation to the properties in arriving at our opinions.

Finally, and in accordance with our normal practice, we confirm that the reports are confidential to the party to whom they are addressed for the specific purpose to which they refer. No responsibility whatsoever is accepted to any third party and neither the whole of the reports, nor any parts, nor references thereto, may be published in any document, statement or circular, nor in any communication with third parties without our prior written approval of the form and context in which it will appear.

Yours faithfully,

Tim Millard MRICS

Reginal Director

Head of the Advisory Group

JLL Russia&CIS

REPORTS EXTERNAL VALUERS

21

EXTERNAL REPORTS

PricewaterhouseCoopersGmbH

Wirtschaftsprüfungsgesellschaft

Kapelle-Ufer 4

10117 Berlin

Postfach 04 05 68

10063 Berlin

PricewaterhouseCoopers GmbHWirtschaftsprüfungsgesellschaft

www.pwc.de

Kapelle-Ufer 4, 10117 Berlin

Tel.: +49 30 2636-1359

City Gate Stuttgart GmbH

Fax: +49 30 9585 946 120

Mr. Marcus Friedrichs

julia.sacchi@de.pwc.com

Westendstr. 28

60325 Frankfurt

7 September 2020

DHe/JSa

Assessment of Fair Value of the property City Gate Stuttgart

Dear Mr. Friedrichs,

You have first mandated PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft, Berlin to ascertain the Fair Value of the Property "City Gate Stuttgart" at Friedrichstraße/Kriegsberg- straße/Arnulf-Klett-Platz crossing as at 31 December 2016.

After the initial valuation, we provided regular bi-annual updates as of 30 June and 31 December of each year, and recently, you engaged us to update the Fair Value assessment of the subject property as of 30 June 2020.

The valuation at hand is to serve IFRS accounting purposes in compliance with the International Financial Reporting Standard IFRS 13 issued by International Accounting Standards Board (IASB).

IFRS 13.9 defines Fair Value as "the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date".

We have summarized the assumptions, estimations and conclusions made in our valuation, and our opinion of Fair Value of the Property in our Report dated 17 July 2020.

According to the engagement letter signed by you, the Report is confidential and shall therefore not be passed in whole or in part to any third party and shall not in whole or in part be published or referred to in a public document, the Internet or any other public media.

Yours faithfully

PricewaterhouseCoopersGmbH

Wirtschaftsprüfungsgesellschaft

Dirk Hennig

Julia Sacchi

Vorsitzender des Aufsichtsrats: WP StB Dr. Norbert Vogelpoth

Geschäftsführer: WP StB Dr. Ulrich Störk, WP StB Dr. Peter Bartels, Dr. Joachim Englert, WP StB Petra Justenhoven, WP Clemens Koch, StB Marius Möller, WP StB Uwe Rittmann, StB RA Klaus Schmidt, StB CPA Mark Smith

Sitz der Gesellschaft: Frankfurt am Main, Amtsgericht Frankfurt am Main HRB 107858

PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft ist Mitglied von PricewaterhouseCoopers International, einer Company limited by guarantee registriert in England und Wales

22 REPORTS EXTERNAL VALUERS

EXTERNAL REPORTS

PricewaterhouseCoopers GmbH

Wirtschaftsprüfungsgesellschaft

Kapelle-Ufer 4

10117 Berlin

Postfach 04 05 68

PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft

10063 Berlin

www.pwc.de

Kapelle-Ufer 4, 10117 Berlin

Fünfunddreißigste Verwaltungsgesellschaft

Tel.: +49 30 2636-1359

Fax: +49 30 9585 946 120

DWI Grundbesitz mbH

julia.sacchi@de.pwc.com

Mr. Marcus Friedrichs

Westendstraße 28

60325 Frankfurt

7 September 2020

DHe/JSa

Assessment of Fair Value of the property Work Life Center in Hamburg

Dear Mr. Friedrichs,

You have first mandated PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft, Berlin to ascertain the Fair Value of the Property "Work Life Center" at Gorch-Fock-Wall 1a in 20354 Hamburg as at 31 December 2017.

After the initial valuation, we provided regular bi-annual updates as of 30 June and 31 December of each year, and recently, you engaged us to update the Fair Value assessment of the subject property as of 30 June 2020.

The valuation at hand is to serve IFRS accounting purposes in compliance with the International Financial Reporting Standard IFRS 13 issued by International Accounting Standards Board (IASB).

IFRS 13 defines Fair Value as "the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date".

We have summarized the assumptions, estimations and conclusions made in our valuation, and our opinion of Fair Value of the Property in our Report dated 17 July 2020.

According to the engagement letter signed by you, the Report is confidential and shall therefore not be passed in whole or in part to any third party and shall not in whole or in part be published or referred to in a public document, the Internet or any other public media.

Yours faithfully

PricewaterhouseCoopersGmbH

Wirtschaftsprüfungsgesellschaft

Dirk Hennig

Julia Sacchi

Vorsitzender des Aufsichtsrats: WP StB Dr. Norbert Vogelpoth

Geschäftsführer: WP StB Dr. Ulrich Störk, WP StB Dr. Peter Bartels, Dr. Joachim Englert, WP StB Petra Justenhoven, WP Clemens Koch, StB Marius Möller, WP StB Uwe Rittmann, StB RA Klaus Schmidt, StB CPA Mark Smith

Sitz der Gesellschaft: Frankfurt am Main, Amtsgericht Frankfurt am Main HRB 107858

PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft ist Mitglied von PricewaterhouseCoopers International, einer Company limited by guarantee registriert in England und Wales

REPORTS EXTERNAL VALUERS 23

EXTERNAL REPORTS

PwC Advisory Services GmbH

Donau-City-Straße 7

1220 Vienna

Austria

QBC Immobilien GmbH & Co Delta KG

Tel.: +43 1 501 88 - 0

Fax: +43 1 501 88 - 601

Ms Anna Bernhart

E-mail: office.wien@at.pwc.com

Am Belvedere 4

www.pwc.at

1100 Vienna

September 15, 2020

Austria

EMA/HAAR

Assessment of Fair Value of the property QBC 4 in Vienna

Dear Ms. Bernhart,

based on our agreement (hereinafter "agreement" or "engagement letter") as of July 13, 2020, QBC Immobilien GmbH & Co Delta KG ("QBC" or "you") has mandated PwC Advisory Services GmbH, Vienna to ascertain the Fair Value of the Property "QBC4", Karl-Popper-Straße 4, 1100 Vienna, KG 01101 EZ 3667 as of June 30, 2020.

The PwC Advisory Terms of Business (as amended 6 April 2011; see Attachment) were the basis for providing our services and for our responsibility, also in relation to third parties. We particularly draw your attention to our limitations of liability.

The valuation was to serve IFRS accounting purposes in compliance with the International Financial Reporting Standard IFRS 13 issued by International Accounting Standards Board (IASB).

IFRS 13 defines Fair Value as "the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date".

We have summarized the assumptions, estimations and conclusions made in our valuation, and our opinion of Fair Value of the Property in our Report dated September 15, 2020.

According to the engagement letter signed by you, the Report was exclusively prepared for you in accordance with the engagement letter and the therein determined purposes for re- porting. The Report is confidential and shall therefore not be passed in whole or in part to any third party and shall not in whole or in part be published or referred to in a public docu- ment, the Internet or any other public media. Duties of care and liabilities on the part of PwC towards third parties are excluded.

Yours faithfully

PwC Advisory Services GmbH

ppa. Olena ChekmezovaMatthias Eicher

Managing Directors: Georg Beham, MSc, WP/StB Mag. Horst Bernegger, StB Mag. Andrea Cerne-Stark, WP/StB Mag. (FH) Gerald Eibisberger, Dr. Matthias Eicher,

Mag. Dieter Harreither, WP (D) Dipl.Kfm.(Univ.) Hans Hartmann, Andreas Hladky, Mag. MBA Agatha Kalandra, MMag. Manfred Kvasnicka, MBA, Mag. Michael Georg Lackner, Mag. Christoph Obermair, Mag. Georg Ogrinz, StB Mag. Hannes Orthofer, StB Mag. Peter Perktold, Nicole Prieller, WP/StB Dipl.Kfm.Univ. Dorotea-E. Rebmann,

Mag. Dr. Barbara Redlein, Mag. Miklós Révay, WP/StB Mag. Jürgen Schauer, Roland Schöbel, StB Mag. Thomas Strobach, WP/StB MMag. Frédéric Vilain, Mag. Kristof Wabl, WP/StB Mag. Günter Wiltschek, Mag. Thomas Windhager, WP/StB Mag. Felix Wirth

Domicile: Vienna; Company Register: FN 88905 v, Commercial Court of Vienna; DVR: 0582484 VAT number: ATU16070203

PwC refers to the PwC network and/or one or more of its member firms, each of which is a separate legal entity. Please see www.pwc.com/structure for further details.

24 REPORTS EXTERNAL VALUERS

EXTERNAL REPORTS

PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft Kapelle-Ufer 4, 10117 Berlin

SA3 Media S.à r.l.

Ms. Carole Sassel and Mr. Fernand Sassel 7, route d´Esch

1470 Luxemburg Luxemburg

PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft

Kapelle-Ufer 4 10117 Berlin Postfach 04 05 68 10063 Berlin www.pwc.de

Tel.: +49 30 2636-1359

Fax: +49 30 9585 946 120 julia.sacchi@de.pwc.com

7 September 2020 DHe/JSa

Assessment of Fair Value of the property nhow in Berlin, Stralauer Allee 3

Dear Ms. Sassel, Dear Mr. Sassel,

You have mandated PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft, Berlin to ascertain the Fair Value of the hotel property nhow Berlin at Stralauer Allee 3 in 10245 Berlin as at 30 June 2020.

The valuation was to serve IFRS accounting purposes in compliance with the International Financial Reporting Standard IFRS 13 issued by International Accounting Standards Board (IASB).

IFRS 13 defines Fair Value as "the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date".

We have summarized the assumptions, estimations and conclusions made in our valuation, and our opinion of Fair Value of the Property in our Report dated 21 July 2020.

According to the engagement letter signed by you, the Report is confidential and shall therefore not be passed in whole or in part to any third party and shall not in whole or in part be published or referred to in a public document, the Internet or any other public media.

Yours faithfully

PricewaterhouseCoopersGmbH

Wirtschaftsprüfungsgesellschaft

Dirk Hennig

Julia Sacchi

Vorsitzender des Aufsichtsrats: WP StB Dr. Norbert Vogelpoth

Geschäftsführer: WP StB Dr. Ulrich Störk, WP StB Dr. Peter Bartels, Dr. Joachim Englert, WP StB Petra Justenhoven, WP Clemens Koch, StB Marius Möller, WP StB Uwe Rittmann, StB RA Klaus Schmidt, StB CPA Mark Smith

Sitz der Gesellschaft: Frankfurt am Main, Amtsgericht Frankfurt am Main HRB 107858

PricewaterhouseCoopers GmbH Wirtschaftsprüfungsgesellschaft ist Mitglied von PricewaterhouseCoopers International, einer Company limited by guarantee registriert in England und Wales

FINANCIAL

REPORT

24 INTERIM CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION (UNAUDITED) FINANCIAL REPORT

in US$

Note *

30.06.2020

31.12.2019

Assets

Non-current assets

Investment properties

7,8

1,138,277,378

1,007,516,128

Prepayments for future acquisitions

23,068,555

22,962,341

Goodwill

11

72,498,020

76,620,949

Deferred tax assets

559,926

650,824

Furniture and equipment

67,924

82,635

Total non-current assets

1,234,471,803

1,107,832,877

Current assets

Inventory

10

102,662,027

124,420,990

Accounts receivable

12

27,138,830

882,976

Prepayments

2,756,306

2,362,158

Prepaid taxes

4,642,906

3,683,928

Cash&cash equivalents

13

104,937,099

29,372,858

Total current assets

242,137,168

160,722,910

Total assets

1,476,608,971

1,268,555,787

Liabilities

Non-current liabilities

Borrowings

14

913,308,530

655,449,347

Deferred tax liabilities

137,668,920

158,371,253

Other non-current liabilities

9,540,733

8,085,129

Total non-current liabilities

1,060,518,183

821,905,729

Current liabilities

Accounts payable and accrued expenses

8,006,648

6,895,412

Advances received

12,238,660

16,215,826

Taxes payable

12,009,417

12,296,695

Borrowings

14

9,916,097

3,909,669

Total current liabilities

42,170,822

39,317,602

Equity

Share capital

18

590,539,374

590,539,374

Share premium

18

19,176,805

19,176,805

Treasury shares

18

- 2,242,034

- 1,975,238

Accumulated deficit

- 60,553,467

- 70,893,189

Cumulative translation adjustment

- 182,554,861

- 133,371,463

Shareholders' equity attributable to the holders of the Company

364,365,817

403,476,289

Non-controlling interest

9,554,149

3,856,167

Total equity

373,919,966

407,332,456

Total equity and liabilities

1,476,608,971

1,268,555,787

Number of shares outstanding

9,895,549

9,904,959

Net asset value per share

36.82

40.73

* The Notes are an integral part of these Interim Condensed Consolidated Financial Statements.

INTERIM CONDENSED CONSOLIDATED STATEMENT OF PROFIT AND LOSS (UNAUDITED)

25

FINANCIAL REPORT

for six months ended

in US$

Note *

30.06.2020

30.06.2019

Rental income

Gross rental income

15

31,066,966

38,879,098

Service charge income

15

5,619,489

6,225,013

Utilities

15

- 1,740,650

- 2,104,357

Property operating expenses

15

- 2,755,659

- 2,034,910

Repair and maintenance costs

15

- 361,697

- 292,332

Ground rents paid

15

- 201,523

- 267,227

Non-income taxes

15

- 2,581,289

- 2,640,046

Net rental income

15

29,045,637

37,765,239

Gains and losses arising from the sales of properties

Sales of properties

16

27,913,900

7,444,796

Cost of sales

16

- 15,459,063

- 4,362,059

Net gain arising from the sales of properties

16

12,454,837

3,082,737

Administrative and selling expenses

Management fees

20

- 1,580,828

- 1,249,838

Professional and administration fees

- 1,701,549

- 2,850,368

Selling expenses

- 384,632

-

Salaries and social charges

- 235,585

- 234,921

Total administrative and selling expenses

- 3,902,594

- 4,335,127

Other income/(expenses)

Interest income

194,295

232,486

Other income

371,423

564,922

Other expenses

- 1,616,016

- 1,396,792

Depreciation

- 7,636

- 11,852

Net foreign exchange (loss)/gain

- 28,134,006

38,219,125

Net other (expenses)/income

- 29,191,940

37,607,889

Valuation movements

Net (loss)/gain from fair value adjustment on investment properties

7

- 57,345,482

36,238,072

Net gain/(loss) due to effect of currency fluctuation on

valuation of investment property

78,496,680

- 60,616,739

Net valuation movements

21,151,198

- 24,378,667

Net operating gain before finance cost

29,557,138

49,742,071

Finance costs

17

- 18,257,788

- 16,255,147

Gain before taxes

11,299,350

33,486,924

Income taxes

- 1,447,831

- 6,079,251

Net profit for the period

9,851,519

27,407,673

Attributable to:

Equity holders of the Company

10,339,722

27,291,003

Non-controlling interest

- 488,203

116,670

Earnings per share for profit attributable to equity holders

of the Company during the period

Weighted average number of outstanding shares

9,900,051

9,915,385

Basic and diluted

1.04

2.75

* The Notes are an integral part of these Interim Condensed Consolidated Financial Statements.

26 INTERIM CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED) FINANCIAL REPORT

for six months ended

in US$

30.06.2020

30.06.2019

Net profit for the period

9,851,519

27,407,673

Other comprehensive gain/(loss)

Other comprehensive (loss)/gain to be reclassified to profit or loss

in

subsequent periods:

(Loss)/gain on currency translation differences

- 42,808,575

21,234,606

Net other comprehensive (loss)/gain to be reclassified to profit or

loss

in subsequent periods

- 42,808,575

21,234,606

Total comprehensive (loss)/gain for the period

- 32,957,056

48,642,279

Attributable to:

Equity holders of the Company

- 33,138,612

49,133,662

Non-controlling interest

181,556

- 491,383

* The Notes are an integral part of these Interim Condensed Consolidated Financial Statements.

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CASH FLOW (UNAUDITED) 27

FINANCIAL REPORT

for six months ended

in US$

Note *

30.06.2020

30.06.2019

Cash flows from operating activities

Net profit for the period

9,851,519

27,407,673

Net foreign exchange loss/(gain)

28,134,006

- 38,219,125

Net loss/(gain) from fair value adjustment on investment properties

7

57,345,482

- 36,238,072

Net (gain)/loss due to effect of currency fluctuation on

valuation of investment property

- 78,496,680

60,616,739

Other non-cash expenses

979,004

21,995

Gain arising from sale of investment property

- 11,603,782

-

Depreciation

7,636

11,852

Interest income

- 194,295

- 232,486

Finance costs

17

18,257,788

16,255,147

Income tax expense

1,447,831

6,079,251

Cash generated from operations before movements in working capital

25,728,509

35,702,974

Movements in working capital

Increase/ (decrease) in accounts payable and other liabilities

2,000,263

- 10,642,055

(Increase)/Decrease in accounts receivable

- 7,265,356

2,556,685

Decrease in inventory

10

6,630,063

4,362,059

Cash generated from operations

27,093,479

31,979,663

Interest income received

194,295

232,486

Income tax paid

- 3,675,403

- 5,436,464

Net cash generated from operating activities

23,612,371

26,775,685

Cash flows from investing activities

Acquisitions of business, net of cash acquired

6

-

- 54,689,100

Purchases of investment properties

7,8

- 180,771,628

- 1,325,391

Net cash used in investing activities

- 180,771,628

- 56,014,491

Cash flows from financing activities

Finance costs paid

- 14,821,148

- 14,635,679

Proceeds from notes payable

14

247,039,409

49,396,207

Repayment of borrowings

-

-

Proceeds from sale of treasury shares

-

-

Acquisition of treasury shares

- 266,796

- 252,414

Unicredit loan refinance fees

14

-

- 4,430,072

Net cash generated from financing activities

231,951,465

30,078,042

Net change in cash&cash equivalents

74,792,208

839,236

Cash&cash equivalents at the beginning of the period

29,372,573

41,688,479

Net gain from foreign currency translation

749,008

1,860,477

Cash&cash equivalents at the end of the period

13

104,913,789

44,388,192

* The Notes are an integral part of these Interim Condensed Consolidated Financial Statements.

28 INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FINANCIAL REPORT

in US$

Share capital

Share premium

Treasury shares

Accumulated deficit

Balance as at 01.01.2019

590,539,374

19,176,805

- 1,540,593

- 111,571,870

Net profit for the period

-

-

-

27,291,003

Other comprehensive gain

-

-

-

-

Total comprehensive gain/(loss) for the period

-

-

-

27,291,003

Acquisition of treasury shares

-

-

- 252,414

-

Balance as at 30.06.2019

590,539,374

19,176,805

- 1,793,007

- 84,280,867

Net profit for the period

-

-

-

13,387,678

Other comprehensive gain

-

-

-

-

Total comprehensive gain for the period

-

-

-

13,387,678

Acquisition of treasury shares, net

(acquisitions US$182.291, sales US$ 60)

-

-

- 182,231

-

Balance as at 31.12.2019

590,539,374

19,176,805

- 1,975,238

- 70,893,189

Net profit/(loss) for the period

-

-

-

10,339,722

Other comprehensive (loss)/gain

-

-

-

-

Total comprehensive gain/(loss) for the period

-

-

-

10,339,722

Acquisition of treasury shares

-

-

- 266,796

-

Acquisition of a subsidiary during the period

-

-

-

-

Balance as at 30.06.2020

590,539,374

19,176,805

- 2,242,034

- 60,553,467

* The Notes are an integral part of these Interim Condensed Consolidated Financial Statements.

INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 29

FINANCIAL REPORT

Shareholders' equity attributable

Currency translation adjustment

to the holders of the Company

Non-controlling interest

Total equity

- 161,101,897

335,501,819

3,667,529

339,169,348

-

27,291,003

116,670

27,407,673

21,842,659

21,842,659

- 608,053

21,234,606

21,842,659

49,133,662

- 491,383

48,642,279

-

- 252,414

-

- 252,414

- 139,259,238

384,383,067

3,176,146

387,559,213

-

13,387,678

206,804

13,594,482

5,887,775

5,887,775

473,217

6,360,992

5,887,775

19,275,453

680,021

19,955,474

-

- 182,231

-

- 182,231

- 133,371,463

403,476,289

3,856,167

407,332,456

-

10,339,722

- 488,203

9,851,519

- 49,183,398

- 49,183,398

669,759

- 48,513,639

- 49,183,398

- 38,843,676

181,556

- 38,662,120

-

- 266,796

-

- 266,796

-

-

5,516,426

5,516,426

- 182,554,861

364,365,817

9,554,149

373,919,966

30

NOTES TO THE INTERIM CONDENSED CONSOLIDATED ACCOUNTS

FINANCIAL REPORT

1. CORPORATE INFORMATION

EPH European Property Holdings Limited (fromer "Eastern Property Holdings Ltd") is a limited liability company incorporated and domiciled in British Virgin Islands whose shares are publicly traded on the SIX Swiss Exchange. The registered office is located at Hauteville Trust (BVI) Limited, P.O. Box 3483, Road Town, Tortola, British Virgin Islands.

The Interim Condensed Consolidated Financial Statements of EPH Euro- pean Property Holdings Limited (the "Company" or "EPH") and its subsidiaries (together the "Group") for the half year ended 30 June 2020 were authorised for issue in accordance with a resolution of the directors on 25 September 2020. The principal activities of the Group are given in Note 5.

The Company was founded in 2003 with the intention to invest European money in the promising Russian real estate market. In 2016, EPH acquired its first property outside Russia. In the following years, the company continued its westward expansion and strengthened its real estate portfolio through further acquisitions in Germany and Austria. In June 2020, the Company changed its name to EPH European Property Holdings to underline its geographic shift and its intensive expansion phase across European real estate markets.

2. BASIS OF PREPARATION

The Interim Condensed Consolidated Financial Statements for the six months ended 30 June 2020 have been prepared in accordance with IAS 34, 'Interim financial reporting'. The Interim Condensed Consolidated Financial Statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's annual financial statements for the year ended 31 December 2019.

Management prepared these Interim Condensed Consolidated Financial Statements on a going concern basis.

Functional and presentation currency

The functional currency of the Company is the US dollar ("US$"). The functional currency of the Group's major subsidiaries is the Russian ruble (for Russian subsidiaries) and Euro ("EUR") (for German and Austrian subsidiar- ies). Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates. The Interim Condensed Consolidated Financial Statements are presented in US dollars ("US$").

Foreign currency exchange rates

The Group uses official rates of exchange, as determined by the Swiss National Bank (for 1 US$). The rates are given at the bottom of the page.

30.06.2020

31.12.2019

30.06.2019

in US$

RUB

EUR

RUB

EUR

RUB

EUR

closing rate

70.6570

0.8912

62.1071

0.8917

63.0829

0.8780

average rate

70.2545

0.9054

64.4692

0.8933

64.8153

0.8846

Income tax

Income tax in the interim periods is accrued using the effective tax rate that would be applicable to the expected total annual earnings.

Seasonality of interim operations

The Group's operating income includes rent and sales income from real estate assets. While operations are subject to long-term cyclical patterns in rental and sales prices, Management of the Group does not believe interim operations are subject to seasonality.

The same accounting policies and methods of computation are followed in the Interim Condensed Consolidated Financial Statements as compared with the most recent annual Consolidated Financial Statements except for those described in Note 3.

3. CHANGES IN ACCOUNTING POLICIES

New amendments and improvements to standards set out below became effective 1 January 2020 and did not have any impact or did not have a material impact on the Group's Interim Condensed Consolidated Financial Statements:

  • Amendments to Conceptual Framework: fair value, improved definitions and recommendations (subject of changes);
  • Amendments to IFRS 9, IAS 39 and IFRS 7: interest benchmark reform
  • Amendments to IAS 1 and IAS 8: definition of a materiality;
  • IFRS 17: insurance contracts.

The following amendments have significant impact on the Group's Interim Condensed Consolidated Financial Statements:

Amendments to IFRS 3 Business Combinations

In October 2018, the IASB issued amendments to the definition of a business in IFRS 3 Business Combinations to help entities determine whether an acquired set of activities and assets is a business or not.

The amendments mainly include:

  • Clarification that, to be considered a business, an acquired set of activities and assets must include, at a minimum, an input and a substantive pro- cess that together significantly contribute to the ability to create outputs.
  • Removal of the assessment of whether market participants are capable of replacing any missing outputs or processes and continuing to pro- duce outputs
  • Adding guidance and illustrative examples to help entities assess whether a substantive process has been acquired
  • Narrowing the definitions of business and outputs by focusing on goods or services provided to customers and by removing the reference to an ability to reduce costs
  • Adding an optional concentration test that permits a simplified assess- ment of whether an acquired set of activities and assets is not a business.
  • The amendments must be applied to transactions that are either busi- ness combinations or asset acquisitions for which the acquisition date is on or after the first annual reporting period beginning on or after 1 January 2020. The amendments will have an effect on how manage- ment classifies acquisition of properties and the Group expects that the amendments will reduce the number of transactions that are accounted for as a business combination.

Early adoption of standards

In the first half of 2020, the Group did not early adopt any new or amended standards and does not plan to early adopt any of the issued, but not yet effective standards.

4. SIGNIFICANT ACCOUNTING ESTIMATES AND JUDGEMENTS

The preparation of financial statements requires Management to make judge- ments, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and ex- penses. Actual results may differ from these estimates.

Although management believes that the assumption and estimates used in these interim condensed consolidated financial statements are appropriate, any unforeseeable changes in these assumptions could impact the net assets, financial position and results of operations. The Covid-19 situation has been considered by judgements. In view of the global effects of the coronavirus pandemic on the economy and society, all current forecasts can be made only with a considerably higher degree of uncertainty. This applies particularly in the context of international links and interrelations between the financial mar- kets, the real economy and political decisions, which each individually have an influence on the economic effects of the pandemic already, but when combined are impossible to assess with any certainty ex ante. The management judgements and estimates are therefore based on the fundamental premise that the coronavirus pandemic represents a temporary phenomenon, affecting the Group's profits in the short run.

Judgements and estimates critical for these interim consolidated financial statements are given below.

JUDGEMENTS

Acquisition of investment properties

The Group acquires subsidiaries that own real estates. At the time of acqui- sition, the Group considers whether the acquisition represents the acquisition of a business or acquisition of an asset. The Group accounts for an acquisition as a business combination where an integrated set of activities is acquired in addition to the property. More specifically, consideration is made of the extent to which substantive processes are acquired. If acquired set of activities does not have an output (i.e. revenue), the process (or group of processes) is substantive only if:

  1. it is critical to the ability to develop or convert an acquired input or inputs into outputs; and
  2. the inputs acquired include both an organised workforce that has the necessary skills, knowledge, or experience to perform that process (or group of processes) and other inputs that the organised workforce could develop or convert into outputs.

If acquired set of activities has an output, the process (or group of process- es) shall be considered substantive if, when applied to an acquired input or inputs, it:

  1. is critical to the ability to continue producing outputs, and the inputs acquired include an organised workforce with the necessary skills, knowledge, or experience to perform that process; or
  2. significantly contributes to the ability to continue producing outputs and:
    • is considered unique or scarce; or
    • cannot be replaced without significant cost, effort, or delay in the ability to continue producing outputs.

NOTES TO THE CONSOLIDATED ACCOUNTS 31

FINANCIAL REPORT

When the acquisition of subsidiaries does not represent a business, it is accounted for as an acquisition of a group of assets and liabilities. The cost of the acquisition is allocated to the assets and liabilities acquired based upon their relative fair values, and no goodwill or deferred tax is recognised.

Recognition of revenue on sale of investment and inventory property Revenue on sale of investment and inventory property is recognised when a performance obligation is satisfied, which occurs when control of the property transfers to the buyer. In each case, management considers indicators to determine the point in time at which control passes to the customer, including but not limited to whether:

  • the Group has a right to payment;
  • the customer has obtained legal title to the asset;
  • the entity has transferred possession of the asset to the customer;
  • the customer has significant risks and rewards of ownership of the asset;
  • the customer has accepted the asset.

If the customer has not physically accepted the asset but obtained significant risk and rewards of the ownership of the asset (which usually coincides in time with the transfer of legal title to the asset in Russia), the latter prevails in determining the moment of the control transfer.

ESTIMATES

Valuation of Investment property

Refer to Note 9.

Corporate profit tax rate for German properties

In 2016 and 2017, as of the acquisition date a deferred tax liability was recognised in City Gate and WLC due to the excess of the fair value of these businesses over their tax value. Goodwill arose on acquiring an asset via a share deal, where the Group inherited the fiscal basis of the assets. As IFRS require recognition of deferred taxes on a nominal basis, while share transactions are based on market value of these taxes, a difference appeared was reflected in the goodwill. Therefore, in this case the impairment test consists in a comparison between the accounting value of the Goodwill and the potential tax optimization existing at the date of reporting.

At the date of acquisition and in subsequent reporting periods, management applied corporate profit tax rate of 30.50% for City Gate and 32.275% for WLC for the measurement of the entities' deferred tax liabilities. On 1 Janu- ary 2020, Management re-estimated tax rates that the entities are eligible to apply in the future if the investment properties will be realized, being now 15.825% for both entities. Management made sure and resumed that both entities will meet the conditions to apply for extended trade tax deduction. Remeasurement resulted in goodwill's excess over deferred tax liabilities, which was written off and recognized in profit and loss as decrease to the deferred tax benefit resulting from rate change.

32 NOTES TO THE CONSOLIDATED ACCOUNTS FINANCIAL REPORT

5. SEGMENT INFORMATION

Information on the major customers and gross and net rental income of the Rental properties segment on asset by asset basis is given in Note 15.

Asset STRAL 3 (Berlin, Germany), acquired on 2 April 2020 (Note 8), refers to the Rental Properties Segment based on its business nature, production processes, type of customer, distribution methods and other characteristics. Asset LASS 1 (Vienna, Austria), acquired on 29 June 2020 (Note 8), refers to the newly introduced segment Rental Property Under Construction. Upon completion of construction and start of leases, expected in June 2022, the asset will be reclassified to Rental Properties Segment. For the period of one day after acquisition up to 30 June 2020, there were no operations at the segment.

In 2020, the Company issued interest bearing subordinated registered notes. Proceeds are mainly used to finance acquisition of rental properties and rental properties under construction. Therefore, the notes as well as interest expensed or capitalised for them are also presented in Rental Properties and Rental Property Under Construction segments in proportion to the value of the properties.

Revenue of the Group by operating activities for the periods is as follows:

for six months ended 30.06.2020

in US$

Rental properties

Residential properties for sale

Other segments

Total

Gross rental income

31,066,966

-

-

31,066,966

Other rental expenses

- 2,021,329

-

-

- 2,021,329

Net rental income

29,045,637

-

-

29,045,637

Sales of properties

20,432,782

7,481,118

-

27,913,900

Net gain arising from the sales of properties

11,603,782

851,055

-

12,454,837

Interest income

150,285

44,010

-

194,295

Net foreign exchange gain/(loss)

- 2,705,821

58,536

- 25,486,721

- 28,134,006

Valuation movements

21,099,244

-

51,954

21,151,198

Finance costs

- 17,019,108

- 849,730

- 388,950

- 18,257,788

Income tax expense

810,487

- 2,207,798

- 50,520

- 1,447,831

Other expenses

- 1,355,630

- 1,672,352

- 2,126,841

- 5,154,823

Net profit/(loss) for the

period

41,628,876

- 3,776,279

- 28,001,078

9,851,519

for six months ended 30.06.2019

in US$

Rental properties

Residential properties for sale

Other segments

Total

Gross rental income

38,879,098

-

-

38,879,098

Other rental expenses

- 1,113,859

-

-

- 1,113,859

Net rental income

37,765,239

-

-

37,765,239

Gain on disposal of inventory

-

3,082,737

-

3,082,737

Interest income

218,328

14,158

-

232,486

Net foreign exchange gain/(loss)

5,505,245

- 107,440

32,821,320

38,219,125

Valuation movements

- 24,467,803

-

89,136

- 24,378,667

Finance costs

- 15,358,447

- 849,688

- 47,012

- 16,255,147

Income tax expense

- 3,391,370

- 2,687,881

-

- 6,079,251

Other expenses

- 2,868,244

- 1,140,839

- 1,169,766

- 5,178,849

Net profit/(loss) for the

period

- 2,597,052

- 1,688,953

31,693,678

27,407,673

NOTES TO THE CONSOLIDATED ACCOUNTS 33

FINANCIAL REPORT

The Management Committee also assesses the performance of operating segments based on the results of valuation of the respective assets.

Assets and liabilities valuation as of 30.06.2020

Rental

Rental Property

Residential

Other

Properties

Under Construction

Properties for sale

Segments

Total

Investment properties

1,052,457,393

82,452,166

-

3,367,819

1,138,277,378

Prepayments for future acquisitions

23,068,555

-

-

-

23,068,555

Goodwill

72,498,020

-

-

-

72,498,020

Inventory

-

-

102,662,027

-

102,662,027

Cash&cash equivalents

28,612,851

200,379

1,181,485

74,942,384

104,937,099

Other Assets

33,506,086

1,308,599

338,484

12,723

35,165,892

Total Assets

1,210,142,905

83,961,144

104,181,996

78,322,926

1,476,608,971

Total Liabilities

987,095,479

86,155,548

29,224,419

213,559

1,102,689,005

Assets and liabilities valuation as of 31.12.2019

Rental Property

Residential

Other

Rental Properties

Under Construction

Properties for sale

segments

Total

Investment properties

1,003,743,451

-

-

3,772,677

1,007,516,128

Goodwill

22,962,341

-

-

-

22,962,341

Inventory

76,620,949

-

-

-

76,620,949

Loans

-

-

124,420,990

-

124,420,990

Cash&cash equivalents

23,457,710

-

3,998,331

1,916,817

29,372,858

Other Assets

6,702,821

-

874,729

84,971

7,662,521

Total Assets

1,133,487,272

-

129,294,050

5,774,465

1,268,555,787

Total Liabilities

830,638,707

-

30,506,992

77,632

861,223,331

Geographical information on Group's revenues and significant non-financial assets is given below:

for six months ended 30.06.2020

in US$

Russia

Germany

Austria

Total

Gross rental income

23,735,135

5,378,476

1,953,355

31,066,966

Net rental income

22,743,246

4,349,036

1,953,355

29,045,637

Sales of residential and investment properties

27,913,900

-

-

27,913,900

Carrying amount of:

Investment property

599,047,834

341,225,314

198,004,230

1,138,277,378

Prepayments for future acquisitions

-

-

23,068,555

23,068,555

Goodwill

45,621,368

15,175,987

11,700,665

72,498,020

Inventory

102,662,027

-

-

102,662,027

Total

747,331,229

356,401,301

232,773,450

1,336,505,980

for six months ended 30.06.2019

in US$

Russia

Germany

Austria

Total

Gross rental income

33,641,915

3,928,329

1,308,854

38,879,098

Net rental income

33,252,134

3,204,250

1,308,855

37,765,239

Carrying amount of:

Investment property

634,748,670

237,705,148

119,362,187

991,816,005

Goodwill

45,621,368

19,606,676

11,876,581

77,104,625

Inventory

124,077,680

-

-

124,077,680

Total

804,447,718

257,311,824

131,238,768

1,192,998,310

34

NOTES TO THE INTERIM CONDENSED CONSOLIDATED ACCOUNTS

FINANCIAL REPORT

6. BUSINESS COMBINATION

On 28 February 2019, the Company acquired 100% of the group of entities: holding companies QBC BT IV Alpha

GmbH, QBC BT IV Beta GmbH, QBC BT IV Epsilon GmbH and property company QBC Immobilien GmbH&Co Delta

KG owning the office property in Am Belvedere 4, 1100 Vienna, Austria. The property is a newly constructed Class

A office property in the attractive and sought-after Quartier Belvedere in Vienna and in close proximity to the newly

constructed main station of Vienna. The property comprises an approx. gross floor area of 20,000 sqm with 71

parking spaces and is fully let, primarily to the headquarters of the accounting firm BDO.

The property has been acquired on market terms. The acquired assets and liabilities constitute a business and are

accounted for in accordance with IFRS 3.

The fair values of the identifiable assets and liabilities of the acquired business as of the date of acquisition is given

below (translated at rate 1.1391 US$/EUR):

in US$

28 February 2019

Assets

Investment property

117,358,448

Trade receivables

37,520

Other assets

81,230

Cash and cash equivalents

716,299

Total assets

118,193,497

Liabilities

Deferred tax liabilities

11,877,628

Borrowings

62,487,315

Accounts payable and accrued expenses

300,783

Total liabilities

74,665,726

Total identifiable net

assets at fair value

43,527,771

Goodwill arising on acquisition

11,877,628

Purchase consideration

55,405,399

thereof paid in cash

55,405,399

Analysis of cash flows

on acquisition

Net cash acquired with the subsidiaries

716,299

Cash payment

- 55,405,399

Net cash outflow

- 54,689,100

At the date of the acquisition, the fair value of the trade receivables did not differ from their gross contractual amount. As of the acquisition date, a deferred tax liability is recognised due to the excess of the fair value of the investment property over its tax value. Goodwill arises on acquiring an asset via a share deal, where the Group inherits the fiscal basis of the assets. As IFRS require recognition of deferred taxes on a nominal basis, while share transactions are based on market value of these taxes, a difference appeared is reflected in the goodwill. None of the goodwill is expected to be deductible for income tax purposes.

Transaction costs incurred in the amount of US$ 1.5 million are recognised in profit or loss in line Professional and administration fees.

36

NOTES TO THE INTERIM CONDENSED CONSOLIDATED ACCOUNTS

FINANCIAL REPORT

7. INVESTMENT PROPERTIES

The balances and movements of investments properties on a project basis, reconciliation of their carrying amounts to the fair values determined by the independent appraisal and descriptions of the properties are given in the tables below.

for the half year ended 30.06.2020

Scandinavia

in US$

Berlin House

Geneva House

Polar Lights

Hermitage Plaza

Magistral'naya

Arbat

land plots

Beginning of the period

152,229,774

147,198,000

111,737,000

209,869,000

4,824,000

21,499,000

3,772,677

Acquisitions

-

-

-

-

-

-

-

Additions from

subsequent expenditure

11,597

-

319,372

486,307

-

6,930

-

Borrowing costs (2)

-

-

-

-

-

-

-

Disposals (1)

-

-

-

-

-

- 8,829,000

-

Other

- 10,362

-

- 890,413

- 41,925

-

-

-

Revaluations

- 759,507

- 1,996,000

- 11,445,959

- 25,311,382

- 639,000

- 2,536,930

51,954

Land lease obligations

- 40,488

-

-

-

-

-

-

Effect of translation to presentation currency

-

-

-

-

-

-

- 456,812

End of period

151,431,014

145,202,000

99,720,000

185,002,000

4,185,000

10,140,000

3,367,819

as of 30.06.2020

Market value as estimated

by the external valuer

151,100,000

145,202,000

99,720,000

185,002,000

4,185,000

10,140,000

3,367,819

Construction in progress

carried at cost

-

-

-

-

-

-

-

Add: land lease obligation

recognised separately

331,014

-

-

-

-

-

-

Carrying amount for

financial reporting purposes

151,431,014

145,202,000

99,720,000

185,002,000

4,185,000

10,140,000

3,367,819

for the year ended 31.12.2019

Scandinavia

in US$

Berlin House

Geneva House

Polar Lights

Hermitage Plaza

Magistral'naya

Arbat (1)

land plots

Beginning of the period

141,292,855

140,730,907

96,432,222

201,096,102

4,488,262

18,956,000

3,320,000

Acquisitions arising from

business combinations

-

-

-

-

-

-

-

Additions from

subsequent expenditure

33,721

42,585

1,816,408

2,548,280

-

-

-

Disposals

-

-

-

-

-

-

-

Other

- 22,824

-

-

- 35,761

-

-

-

Revaluations

10,890,916

7,155,416

14,220,592

8,356,482

424,000

2,543,000

54,701

Land lease obligations

35,106

- 730,908

- 732,222

- 2,096,103

- 88,262

-

-

Effect of translation to presentation currency

-

-

-

-

-

-

397,976

End of period

152,229,774

147,198,000

111,737,000

209,869,000

4,824,000

21,499,000

3,772,677

as of 31.12.2019

Market value as estimated

by the external valuer

151,897,000

147,198,000

111,737,000

209,869,000

4,824,000

21,499,000

3,772,677

Add: land lease obligation

recognised separately

332,774

-

-

-

-

-

-

Carrying amount for

financial reporting purposes

152,229,774

147,198,000

111,737,000

209,869,000

4,824,000

21,499,000

3,772,677

NOTES TO THE INTERIM CONDENSED CONSOLIDATED ACCOUNT

37

FINANCIAL REPORT

for the half year ended 30.06.2020

LASS1

in US$

City Gate

WLC

QBC 4

STRAL 3 (under construction)

Total

Beginning of the period

139,284,513

100,033,644

117,068,520

-

-

1,007,516,128

Acquisitions

-

-

-

111,665,075

81,736,967

193,402,042

Additions from

subsequent expenditure

-

-

-

-

-

824,206

Borrowing costs (2)

-

-

-

-

705,696

705,696

Disposals (1)

-

-

-

-

-

- 8,829,000

Other

- 20,357

- 15,947

-

-

-

- 979,004

Revaluations

- 421,437

- 1,088,537

- 1,557,323

- 11,641,361

-

- 57,345,482

Land lease obligations

-

-

-

-

-

- 40,488

Effect of translation

to presentation currency

71,105

38,524

40,869

3,320,092

9,502

3,023,280

End of period

138,913,824

98,967,684

115,552,066

103,343,806

82,452,165

1,138,277,378

as of 30.06.2020

Market value as estimated

by the external valuer

138,913,824

98,967,684

115,552,066

103,343,806

-

1,055,494,199

Construction in progress

carried at cost

-

-

-

-

82,452,165

82,452,165

Add: land lease obligation

recognised separately

-

-

-

-

-

331,014

Carrying amount for

financial reporting purposes

138,913,824

98,967,684

115,552,066

103,343,806

82,452,165

1,138,277,378

for the year ended 31.12.2019

in US$

City Gate

WLC

QBC 4

Total

Beginning of the period

136,209,289

98,926,142

-

841,451,779

Acquisitions arising from business

combinations

-

-

117,358,448

117,358,448

Additions from

subsequent expenditure

215,712

189,415

29,436

4,875,557

Other

- 41,267

- 31,623

-

- 131,476

Revaluations

5,534,754

2,864,710

1,467,280

53,511,851

Land lease obligations

-

-

-

- 3,612,389

Effect of translation

to presentation currency

- 2,633,975

- 1,915,000

- 1,786,644

- 5,937,643

End of period

139,284,513

100,033,644

117,068,520

1,007,516,128

as of 31.12.2019

Market value as estimated

by the external valuer

139,284,513

100,033,644

117,068,520

1,007,183,354

Add: land lease obligation

recognised separately

-

-

-

332,774

Carrying amount for

financial reporting purposes

139,284,513

100,033,644

117,068,520

1,007,516,128

(1) Disposal of investment property at Arbat 24

In June 2020, the Group sold to a third party the office area of 2 600 sqm in Arbat 24 with the carrying amount of

US$ 8.83 million. Refer to Note 16.

  1. The Group capitalizes in the cost of rental property under construction interest incurred in connection to the borrowing of funds directly attributable to its acquisition and construction.

38

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

FINANCIAL REPORT

Berlin House

Geneva House

Polar Lights

Hermitage Plaza

Magistral'naya

Country

Russia

Russia

Russia

Russia

City

Moscow

Moscow

Moscow

Moscow

Moscow

4&13,2/4,

11/2 1st

Address

5, Petrovka Street

7, Petrovka Street

26, Pravdy Street

Krasnoproletarskaya St.

Magistralnaya St

Property description

Office&retail centre

Office&retail centre

Office&retail centre

Office centre

Office centre

Class

A

A

B+

A

B

Building area, sqm

13,381

16,455

37,815

40,216

3,552

Land

leasehold

leasehold

leasehold

leasehold

leasehold

Net rentable area in sqm (BOMA)

10,100

11,970

30,750

32,900

3,177

office

6,620

10,340

29,270

32,260

3,177

retail

3,480

1,630

1,480

640

-

other

-

-

-

-

-

Parking lots

underground

62

132

159

281

-

surface

-

-

52

-

39

Vacancy rate as a % of net rentable area

13.5%

8.9%

2.9%

3.5%

0.0%

Lease terms

2020 - 2030

2020 - 2035

2020 - 2027

2020 - 2026

2022

Weighted average lease term, years

4.3

4.9

3.1

4.7

2.0

Carrying amount, US$

151,431,014

145,202,000

99,720,000

185,002,000

4,185,000

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

39

FINANCIAL REPORT

as of 30.06.2020

Arbat 39 (1)

Scandinavia land

City Gate

WLC (2)

QBC 4

STRAL 3

LASS 1

Russia

Russia

Germany

Germany

Austria

Germany

Austria

Moscow

Leningrad Region

Stuttgart

Hamburg

Vienna

Berlin

Vienna

near Leninskoye

Settlement,

39, Arbat Street

Vyborgskiy District

11, Kriegsbergstrasse

1a, Gorch-Fock-Wall

4, Am Belvedere

3, Stralauer Allee

1, Lassallestrasse

Mixed-use:

Office&retail

Office and retail

Design hotel

Office building

apartments&retail

4 land plots of 55 ha

with restaurant

with fitness

Office centre

(ref. to music theme)

under construction

Elite

n/a

A

A

A

n/a

n/a

10,520

n/a

26,445

12,068

20,000

20,160

29 000*

leasehold

freehold

freehold

freehold

freehold

freehold

freehold

1,200

n/a

17,260

12,068

17,425

20,160

29 000*

-

n/a

15,407

6,171

17,425

n/a

n/a

1,200

n/a

1,330

2,519

-

n/a

n/a

2 416 (fitness),

-

n/a

523 (restaurant)

962 (other)

-

n/a

n/a

65

n/a

145

89

71

86

n/a

-

n/a

-

-

-

39

n/a

85%

n/a

0.0%

1.2%

0.0%

-

n/a

2023

n/a

2021 - 2030

2023 - 2032

unlimited

n/a

n/a

3.0

n/a

6.3

7.8

unlimited

15.4

n/a

10,140,000

3,367,819

138,913,824

98,967,684

115,552,066

103,343,806

82,452,165

  1. Arbat project represents a multi-use building of 10,520 sqm at Abat Street 39 in Moscow. The building includes elite segment apartments and retail/office area. Retail/ office premises have been recognised as investment property and carried at fair value. Main characteristics on retail/ office premises is presented in the table below. Apartments, which are intended for sale, have been recognised as Inventory and carried at cost but tested against an appraisal for impairment at each balance sheet date (Note 10).
  2. The carrying value of Work Life Center represents its fair value adjusted for outstanding capital expenditure in the amount of EUR 0.30 million (US$ 0.34 million) (31 December 2019: EUR 0.30 million (US$ 0.34 million)).

40

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

FINANCIAL REPORT

8. ACQUISITIONS OF INVESTMENT PROPERTY STRAL3

On 2 April 2020, the Company's subsidiary Lexworth Finance Ltd acquired from third parties 89.9% of shares in SA3 Media S.A.R.L. (original name Arion Investment S.A.R.L.), domiciled in Luxemburg. SA3 Media owns freehold land plot and the building in Stralauer Allee 3,4,5,6,10245 Berlin (Friedrichshain area). The property had been completed in 2010 and comprises approximately 20,160 sqm, including 304 rooms, 86 underground&39 surface parking spaces, a spa, restaurant and two music studios. The property is leased in its entirety to the hotel operator Nhow Hotel, part of the NH Hotel Group. The lease has over 15 years left with the option to extend by a further 10 years. The SA3 Media S.A.R.L. does not manage the hotel and does not provide any services to its guests. The lessee bears all direct expenses related to the operating of the hotel, with the exception of exterior design and maintenance of the building.

The consideration for the Group's share in the property amounted to EUR 90.9 million (US$ 98.9 million), of which EUR 0.47 million (0,52 million) is outstanding as of 30 June 2020. The total value of the investment property amounted to EUR 102.9 million (US$ 111.7 million at acquisition date), including transaction related costs in the amount of EUR 1.3 million (US$ 1.4 million) incurred by the Group.

LASS1

On 29 June 2020, the Company's subsidiary Lexworth Finance Ltd acquired from third parties 100% of shares in Ramses Immobilien Gesellschaft mbH&Co OG ("Ramses" hereinafter) (refer to Note 20 for all the intermediary companies participating), a company domiciled in Austria.

Ramses owns freehold land plot and building in Lassallestrasse 1 in Vienna. The mixed-use building was originally built in 1993 and is currently undergoing a refurbishment that is expected to be completed in June 2022. The property will be spread across nine floors and after refurbishment and construction of the top floor will comprise a total of approx. 29,000 sqm with 150 underground and 70 outdoor parking spaces. Tenants of the building will include City of Vienna, the State Police and the supermarket Merkur, with an average lease of more than 10 years. Ramses and all other acquired entities do not employ any staff. During construction phase, only tenant State Police will sit in the building under lease. Other tenants will move in after completion of construction and refurbishment expected in June 2022. At the date of acquisition, 28% of the area are contracted for lease. It is expected that the lease will increase to 85% of the area by the end of the construction.

The price of the property is agreed as initial payment plus contingent consideration when the Group is obligated to make additional payments if the future event or condition occurs. Initial payment amounted to EUR 72.3 million (US$

81.1 million), of which EUR 2.5 million (US$ 2.9 million) is outstanding as of 30 June 2020 and presented in current liabilities, line Borrowings of the statement of financial position. Additional payments are contingent on future events, primarily conclusion of the new leases and construction progress. There were no additional payments due in the reporting period. In addition to the share purchase agreement, the Group also concluded general construction agree- ment with the seller for EUR 50 million (US$ 56.1 million) for construction work at the building. Final purchase price for the property will be determined at construction completion date, planned for June 2022, and should not be higher than EUR 145 million (US$ 162.7 million), including EUR 50 million (US$ 56.1 million) to be paid under the general construction agreement.

Transaction related costs of EUR 0.54 million (US$ 0.61 million) are capitalized in the cost of the investment property. The Group measures LASS 1 property at cost, since its fair value is not reliably measurable in the refurbishment stage, until its fair value becomes reliably measureable or construction is completed (whichever is earlier). Contingent payments will be recognized in the cost of the property, when incurred.

The acquisition is fully financed by the funds from subordinated notes issued in the reporting period. Until completion of the construction, interest incurred will be capitalized in the cost of investment property.

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

41

FINANCIAL REPORT

9. FAIR VALUE MEASUREMENT - INVESTMENT PROPERTY

Valuation of real estate assets involves a significant number of assumptions and judgement calls by the valuers. These variables include, but are not limited to: future rent and sale price levels, amount of time needed to rent or sell space, time needed to deliver new construction, best and highest use of an asset or space in an asset, and exchange rates. Varying any of these factors can have a material impact on valuations, and variations in a number of these factors at once can have a significant effect.

When possible, valuers make their assumptions based on available evidence. When such evidence is lacking, which is often the case in the Russian market, assumptions are based on the experience and judgement of the valuer.

The fair value of each Investment Property is determined by independent real estate valuation experts using recognised valuation techniques where, except for Scandinavia land plots, the Discounted Cash Flow Method (DCF) within the income approach is used. Scandinavia land plots are valued by using sales comparable method.

The determination of the fair value of Investment Property requires the use of estimates such as future cash flows from assets (including lettings, tenants' profiles, future revenue streams, capital values of fixtures and fittings, plant and machinery, any environmental matters and the overall repair and condition of the property) and discount rates applicable to those assets. Future revenue streams, inter alia, comprises contracted rent (passing rent) and estimated rental income (ERV) after the contract period. In estimating ERV, the potential impact of future lease incentives to be granted to secure new contracts is taken into consideration. All these estimates are based on local market conditions existing at the reporting date.

For all investment properties that are measured at fair value, the current use of the property is considered the highest and best use.

Techniques used for valuing investment property

The Discounted Cash Flow Method involves the projection of a series of periodic cash flows either to an operating property or a development property. To these projected cash flow series, an appropriate, market-derived discount rate is applied to achieve an indication of the present value of the income stream associated with the property. The calculated periodic cash flow is typically estimated as gross rental income less vacancy and collection losses and less operating expenses/outgoings and investment costs. A series of periodic net operating incomes, along with an estimate of the reversion/terminal/exit value (which uses the traditional valuation approach) anticipated at the end of the projection pe- riod, are discounted to present value. The aggregate of the net present values equals the market value of the property.

Under Sales Comparable Method, estimations of the property's market value are based on analysis of recent sales/ offers of comparable real estate assets, provided that key parameters of the comparable assets are similar to the ones of the valued property. The method assumes that the market will estimate the value of the valued property the same way as it was done for comparable properties.

Investment properties fair value hierarchy

The Group uses the following hierarchy for determining and disclosing the fair value of investment properties by valuation technique:

  • Level 1: quoted (unadjusted) prices in active markets for identical assets;
  • Level 2: other techniques for which all inputs that have a significant effect on the recorded fair value are observ- able, either directly or indirectly;
  • Level 3: techniques that use inputs that have a significant effect on the recorded fair value that are not based on observable market data.

As of 30 June 2020 and 31 December 2019, the Group held the investment properties carried at fair value determined by the Level 3 technique.

During six months ending 30 June 2020 and the year ending 31 December 2019, there were no transfers between

Level 1&2 fair value measurements.

42

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

FINANCIAL REPORT

Valuation techniques used to derive Level 3 fair values

The table below presents the following for each investment property:

  • The fair value measurement at the end of the reporting period;
  • A description of the valuation techniques applied;
  • Quantitative information about significant unobservable inputs used in the fair value measurement.

Property

Fair value as of 30.06.2020

Valuation technique

Key unobservable inputs

Range (Weighted average), per sq.m p.a.

ERV

US$ 750 - US$ 2,700 (US$ 1,270)

Discount rate

10.50%

Berlin House

$151,100,000

DCF

Capitalisation rate

8.50%

ERV

US$ 750 - US$ 3,100 (US$ 935)

Discount rate

10.50%

Geneva House

$145,202,000

DCF

Capitalisation rate

8.50%

ERV

US$ 21 - US$ 1,389 (US$ 335)

Discount rate

13.25%

Polar Lights

$99,720,000

DCF

Capitalisation rate

9.75%

ERV

US$ 189 - US$ 1,712 (US$ 487)

Discount rate

12.25%

Hermitage Plaza

$185,002,000

DCF

Capitalisation rate

9.00%

ERV

US$ 179 (US$ 179)

Discount rate

15.75%

Magistral'naya

$4,185,000

DCF

Capitalisation rate

10.75%

ERV

€ 276 - € 300 (€ 291)

DCF

Discount rate

4.35%

City Gate

€ 123,800,000

Capitalisation rate

3.85%

ERV

€ 228 - € 276 (€ 270)

DCF

Discount rate

4.30%

Work Life Center

€ 88,200,000

Capitalisation rate

3.70%

ERV

€ 188 - € 226 (€ 197)

DCF

Discount rate

3.74%

QBC 4

€ 102,980,000

Capitalisation rate

3.20%

ERV

US$ 208 (US$ 208)

DCF

Discount rate

5.90%

STRAL 3

€ 92,100,000

Capitalisation rate

4.45%

ERV

US$ 572 - US$ 1,144 (US$ 804)

DCF

Discount rate

11.75%

Arbats 39

$10,140,000

Capitalisation rate

8.75%

Scandinavia

$3,367,819

Comparable approach

n.a

n.a

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

43

FINANCIAL REPORT

Property

Fair value as of 31.12.2019

Valuation technique

Key unobservable inputs

Range (Weighted average), per sq.m p.a.

ERV

US$ 750 - US$ 2,621 (US$ 1,251)

Discount rate

10.50%

Berlin House

$151,897,000

DCF

Capitalisation rate

8.50%

ERV

US$ 750 - US$ 3,100 (US$ 935)

Discount rate

10.50%

Geneva House

$147,198,000

DCF

Capitalisation rate

8.75%

ERV

US$ 172 - US$ 1,580 (US$ 380)

Discount rate

13.25%

Polar Lights

$111,737,000

DCF

Capitalisation rate

9.75%

ERV

US$ 244 - US$ 768 (US$ 552)

Discount rate

12.25%

Hermitage Plaza

$209,869,000

DCF

Capitalisation rate

9.00%

ERV

US$ 202 (US$ 202)

Discount rate

15.75%

Magistral'naya

$4,824,000

DCF

Capitalisation rate

10.75%

ERV

€ 276 - € 300 (€ 291)

DCF

Discount rate

4.55%

City Gate

€ 124,200,000

Capitalisation rate

3.85%

ERV

€ 228 - € 276 (€ 270)

DCF

Discount rate

4.50%

Work Life Center

€ 89,500,000

Capitalisation rate

3.65%

ERV

€ 184 - € 222 (€ 195)

DCF

Discount rate

3.74%

QBC 4

€ 104,390,000

Capitalisation rate

3.20%

ERV

US$ 430 - US$ 1,659 (US$ 591)

DCF

Discount rate

11.75%

Arbats IP

$21,499,000

Capitalisation rate

10.25%; 8.75%

Scandinavia

$3,772,677

Comparable approach

n.a

n.a

44

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

FINANCIAL REPORT

Sensitivity analysis to significant changes in unobservable inputs within Level 3 of the hierarchy

The significant unobservable inputs used in the fair value measurement categorized within Level 3 of the fair value hierarchy of the entity's portfolios of investment property are:

  • ERV
  • Discount rate
  • Capitalisation rate

Significant increases (decreases) in the ERV in isolation would result in a significantly higher (lower) fair value measure- ment. Significant increases (decreases) in the discount rate/capitalisation rate in isolation would result in a significantly lower (higher) fair value measurement.

The table below presents the sensitivity of the valuation to changes in the most significant unobservable inputs used in the fair value measurement categorized within Level 3.

30.06.2020

Effect on fair value

in US$

Sensitivity used

Rental properties

Decrease in ERV

5%

- 30,703,312

Increase in discount rate

25 bps

- 15,563,502

Increase in capitalisation rate

25 bps

- 30,504,712

31.12.2019

Effect on fair value

in US$

Sensitivity used

Rental properties

Decrease in ERV

5%

- 31,279,332

Increase in discount rate

25 bps

- 14,107,496

Increase in capitalisation rate

25 bps

- 28,113,870

10. INVENTORY

for six months ended

for the year ended

in US$

30.06.2020

31.12.2019

Inventory

Beginning of the period

124,420,990

116,649,298

Disposal

- 6,630,063

- 5,309,113

Disposal by joint operator

-

- 605,959

Effect of translation to presentation currency

- 15,128,900

13,686,764

End of period

102,662,027

124,420,990

ARBAT MULTI-USE COMPLEXES (APARTMENT PREMISES)

Inventory consists of residential properties at Arbat Multi-use complexes. Arbat projects represent two multi-use buildings of 24,630 and 10,520 sqm at Arbat Street 24 and Arbat Street 39 in Moscow. The part of the project representing residential properties expected for sale is recognized as inventory. As of 30 June 2020, the Group owns the apartments with total area of approx. 9,200 sqm.

In the reporting period, the Group sold five apartments at Arbat Street 39, one apartment at Arbat Street 24 with several parking lots to third parties and recognised gain on sale in the amount of US$ 0.85 million (Note 16). This includes parking lots sold to the buyer of the office area at Arbat 24 (refer to Note 16).

Inventory is kept at cost and tested against appraised values for impairment at each balance sheet date. The carrying value is thus the lower of cost and net realizable value. The cost of the space allocated for apartments in the Arbat Multi-use Complexes was determined to be US$ 102.66 million as of 30 June 2020 (31 December 2019: US$ 124.42 million).

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

45

FINANCIAL REPORT

11. GOODWILL

for six months ended 30.06.2020

in US$

Berlin House

Geneva House

Polar Lights

Hermitage Plaza

City Gate

WLC

QBC 4

Total

Goodwill

Beginning of the period

8,837,903

3,655,945

12,372,982

20,754,539

13,564,628

5,740,848

11,694,104

76,620,949

Impairment

-

-

-

-

- 2,920,838

- 1,217,162

-

- 4,138,000

Forex effect

-

-

-

-

5,972

2,538

6,561

15,071

End of period

8,837,903

3,655,945

12,372,982

20,754,539

10,649,762

4,526,224

11,700,665

72,498,020

for the year ended 31.12.2019

in US$

Berlin House

Geneva House

Polar Lights

Hermitage Plaza

City Gate

WLC

QBC 4

Total

Goodwill

Beginning of the period

8,837,903

3,655,945

12,372,982

20,754,539

13,833,167

5,854,500

-

65,309,036

Arising on business

combinations (Note 6)

-

-

-

-

-

-

11,877,628

11,877,628

Forex effect

-

-

-

-

- 268,539

- 113,652

- 183,524

- 565,715

End of period

8,837,903

3,655,945

12,372,982

20,754,539

13,564,628

5,740,848

11,694,104

76,620,949

Impairment of goodwill arisen on acquisition of City Gate and WLC results from the change in estimate of future income

tax benefits for these businesses in comparison to those at the date of acquisition. Refer to Note 4 for detail.

12. ACCOUNTS RECEIVABLE

in US$

30.06.2020

31.12.2019

Rental receivable

5,072,290

882,976

Receivable on sale of investment property (1)

20,432,782

-

Receivable on sale of residential property (2)

1,633,758

-

Total

27,138,830

882,976

Receivable on sale of investment property refers to the sale of office area at Arbat 24 (Note 16). The amount is excl.

VAT.

Receivable on sale of Inventory property refers to the sale of apartments and parking lots, including those sold to the

buyer of office area at Arbat 24 mentioned above (Note 16).

13. CASH AND CASH EQUIVALENTS

in US$

30.06.2020

31.12.2019

Cash at bank

52,327,891

20,311,397

Fiduciary deposits (1)

15,361,599

8,090,564

Cash in transit

-

504,654

Escrow account (2)

36,837,784

-

Cash equivalents (3)

409,825

466,243

Cash and cash equivalents

104,937,099

29,372,858

Bank overdrafts (Note 14)

- 23,310

- 285

Cash and cash equivalents with bank overdrafts

104,913,789

29,372,573

  1. Fiduciary deposits are denominated in Rouble and have different terms up to 7 days and interest rates of 3,0% - 4,2% p.a.
  2. Cash on escrow account at notary is kept for settlements on acquisition of SALZ 4 (Hotel Innside) project (refer to Note 21).
  3. Cash equivalent represent interest-free Sberbank promissory note payable on demand.

46

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

FINANCIAL REPORT

14. BORROWINGS

in US$

30.06.2020

31.12.2019

Borrowings (long term)

currency of issue

nominal interest

repayment date

Sept. 2023;

Bonds issued

US$

5,5% - 7,25%

May and Dec. 2024

454,183,086

454,069,321

Notes payable due to

Dec. 2022;

Aurora Value Fund

EUR

1,5%; 1,7%

Feb. 2024

327,301,693

100,032,983

Notes payable due to

Dec. 2022;

Lionshare Opportunities Fund

EUR

1,5%; 1,7%

Feb. 2024

35,232,339

10,990,171

Jilford Investments Limited

US$

7%

Dec. 2022

28,725,878

27,886,804

3M EURIBOR

UniCredit

EUR

+1,125%

April 2024

56,871,856

56,840,137

AVM Invest

EUR

4.5%

Dec. 2031

5,274,230

-

Jelfor Limited

EUR

4,5%

Dec. 2022

4,259,851

4,171,152

Meglior Holdings Limited

EUR

4,26%

Oct. 2026

1,459,597

1,458,779

Total

913,308,530

655,449,347

Borrowings (short term)

Bonds interest accrued

US$

5,5% - 7,25%

3,712,500

3,712,500

Notes payable due to

Aurora Value Fund

EUR

1,5%; 1,7%

2,776,545

-

Notes payable due to

Lionshare Opportunities Fund

EUR

1,5%; 1,7%

318,951

-

Meglior Holdings Limited

EUR

4,26%

227,999

196,884

Bank overdrafts

US$

23,310

285

Loans to seller of LASS 1

2,856,792

-

Total

9,916,097

3,909,669

BONDS

Bonds are measured at amortised cost using the effective interest rate (EIR). Amortised cost is calculated by taking

into account transaction costs that are an integral part of the EIR. The EIR amortisation is included as finance costs in

the statement of profit or loss.

The information on all four bond placements performed by the Company is presented in the table:

Nominal vlaue, US$

Amortised cost, US$

Nominal interest rate

Interest payment date

Maturity date

Bonds issued in Aug 2014

140,000,000

141,692,080

5.5%

March and September

Sep 2023

Bonds issued in Sep 2014

130,000,000

131,590,793

5.5%

March and September

Sep 2023

Bonds issued in Jun 2015

135,000,000

134,739,460

7.25%

June and December

May 2024

Bonds issued in Dec 2015

50,000,000

49,873,253

6.75%

June and December

Dec 2024

Total

455,000,000

457,895,586

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

47

FINANCIAL REPORT

NOTES PAYABLE

In December 2017, to finance the acquisition of Work Life Center the Company issued subordinated registered notes nominated in EUR for the total amount of EUR 56.0 million with 1.7% annual interest maturing in December 2022. Notes with the total amount of EUR 50.5 million were issued to Company's majority shareholder, Aurora Value Fund and notes with the total amount of EUR 5.5 million were issued to Lionshare Opportunities Fund ("Lionshare").

In February 2019, the Company has received EUR 43 million by issuance of subordinated and secured notes to the same largest shareholders (EUR 38.7 million to Aurora Value Fund and EUR 4.3 million to Lionshare Opportunities Fund) at an interest rate of 1.5% p.a. and secured by pledge of 100% of the shares of the Cyprus holding company of City Gate Stuttgart GmbH, Ferran Limited. Unless previously redeemed, the Company undertakes to repay all outstanding notes at par of their aggregate principal amount, without further notice on 21 February 2024. At any time after 1 March 2019, the Company may redeem all but not only some of the notes for the time being outstanding at par with interest accrued to the day of redemption.

In March 2020, the Company issued additionally subordinated unsecured notes to Aurora (EUR 183 million) and Lion- share (EUR 21.6 million) at interest rate of 3.5% p.a. Unless previously redeemed, the Company undertakes to repay all outstanding notes at par of their aggregate principal amount, without further notice on 23 March 2023. At any time after 15 March 2020, the Company may redeem all but not only some of the notes for the time being outstanding at par with interest accrued to the day of redemption. In June 2020, additional issue of the subordinated notes to Aurora amounted to EUR 19.4 million, 3.5% p.a. repayable on 22 June 2023 unless previously redeemed in full.

JILFORD LOAN

Loan was obtained in prior periods to finance Arbat Project. It has fixed 7% annual interest rate. Maturity term is 31 December 2022.

UNICREDIT LOAN

The loan represents refinanced credit facility of the Austrian subsidiary QBC Immobilien GmbH&Co Delta KG that was acquired in February 2019 (refer to Note 6). After acquisition of the subsidiary, the loan was refinanced. Respective refinancing charges of US$ 4.4 million were recognised as liability at acquisition date and paid in March 2019. The loan is repayable in April 2024, with quarterly payments of interest 3M EURIBOR+1.125% p.a. The loan agreement provides for embedded interest cap, closely related to the host contract and accounted for as part of the liability on the loan.

The loan is secured by 100% shares in subsidiary QBC Immobilien GmbH&Co Delta KG that holds investment property.

JELFOR LOAN

The EUR-denominated loan was issued to the German subsidiary WLC by its non-controlling shareholder in 2016, at 4.5% p.a. and repayable in December 2022.

MEGLIOR LOAN

The EUR-denominated subordinated loan was issued to the German subsidiary City Gate by its non-controlling shareholder in 2016, at 4.26 % p.a. and repayable in October 2026.

AVM INVEST LOAN

The loan was provided by the non-controlling shareholder of newly acquired entity SA3 Media (hotel property STRAL3) in the amount EUR 4.70 million (US$ 5.27 million), at 4.5% p.a., unsecured. Maturity is December 2031.

LOAN PAYABLE TO THE SELLERS OF LASS 1

The loan is an outstanding liability to the previous shareholder of newly acquired Ramses (LASS 1 property) (Note 8), 0%. It was fully repaid by the Group in August 2020.

As of 30 June 2020, fair values of the borrowings approximate their carrying amounts.

48 NOTES TO THE CONSOLIDATED ACCOUNTS FINANCIAL REPORT

15. GROSS AND NET RENTAL INCOME

The breakdown of Net Rental Income on an asset by asset basis is presented below:

in US$

Berlin House

Geneva House

Polar Lights

Hermitage Plaza

Magistral'naya

Gross rental income

5,775,484

5,544,634

5,201,909

6,822,825

298,438

Service charge income

876,372

1,052,287

719,041

1,463,202

131,992

Utilities

- 192,800

- 192,299

- 363,907

- 235,912

- 29,135

Property operating expenses

- 172,660

- 165,250

- 400,445

- 664,673

- 40,883

Repair and maintenance costs

- 44,090

-

- 20,086

- 44,114

- 211

Ground rents paid

- 15,185

- 37,957

- 37,972

- 103,352

- 7,057

Non-income taxes

- 423,087

- 534,153

- 735,643

- 703,775

- 40,187

Net rental income

5,804,034

5,667,262

4,362,897

6,534,201

312,957

in US$

Berlin House

Geneva House

Polar Lights

Hermitage Plaza

Magistral'naya

Gross rental income

6,687,968

7,191,204

5,221,642

14,107,672

317,139

Service charge income

1,109,428

1,219,865

856,911

1,772,259

142,360

Utilities

- 228,491

- 234,418

- 460,663

- 309,414

- 39,218

Property operating expenses

- 137,244

- 177,835

- 404,352

- 476,055

- 45,567

Repair and maintenance costs

- 62,005

0

- 50,339

- 21,982

- 1,660

Ground rents paid

- 65,251

- 41,142

- 41,159

- 112,025

- 7,650

Non-income taxes

- 431,196

- 545,126

- 774,679

- 718,544

- 41,021

Net rental income

6,873,209

7,412,548

4,347,361

14,241,911

324,383

As of 30 June 2020, the top five tenants in the Group are VimpelCom (12% of the half-year rental income), Richemont

Group (11%), S7 Airlines (7%), Ingrad Nedvizhimost (7%) and BDO Austria (7%).

As of 31 December 2019, the top five tenants in the Group are VimpelCom (27% of the annual rental income), Rich- emont Group (11%), S7 Airlines (6%), Ingrad Nedvizhimost (5%) and BDO Austria (4%).

The following table represents the rental income to be received by the Group in future periods under leases currently in effect:

in US$

30.06.2020

31.12.2019

Less than 1 year

75,204,068

75,924,009

From 1 year to 5 years

218,779,612

231,448,915

More than 5 years*

214,430,965

184,800,631

Total

508,414,645

492,173,555

*The income on leases with BDO at QBC 4, unlimited in term, is included in the table for the period up to 30 June 2030. After this term, payments will amount to EUR 4 mln (USD 5 mln) annually.

NOTES TO THE CONSOLIDATED ACCOUNTS 49

FINANCIAL REPORT

for six months ended 30.06.2020

in US$

Arbat

City Gate

WLC

QBC 4

STRAL 3

Total

Gross rental income

91,845

2,360,890

1,857,432

1,953,355

1,160,154

31,066,966

Service charge income

6,050

460,661

324,281

585,603

-

5,619,489

Utilities

- 2,152

- 353,755

- 154,430

- 216,260

-

- 1,740,650

Property operating expenses

-

- 213,462

- 670,835

- 351,200

- 76,251

- 2,755,659

Repair and maintenance costs

- 4,541

- 66,310

- 175,613

- 16,332

9,600

- 361,697

Ground rents paid

-

-

-

-

-

- 201,523

Non-income taxes

- 29,307

- 72,345

- 19,037

- 1,811

- 21,944

- 2,581,289

Net rental income

61,895

2,115,679

1,161,798

1,953,355

1,071,559

29,045,637

for six months ended 30.06.2019

in US$

Arbat

City Gate

WLC

QBC 4

Total

Gross rental income

116,290

2,388,086

1,540,243

1,308,854.00

38,879,098

Service charge income

7,286

437,786

346,520

332,598.00

6,225,013

Utilities

- 552

- 489,843

- 166,119

- 175,639.00

- 2,104,357

Property operating expenses

- 54,316

- 180,620

- 405,453

- 153,468.00

- 2,034,910

Repair and maintenance costs

- 1,933

-

- 151,844

- 2,569.00

- 292,332

Ground rents paid

-

-

-

-

- 267,227

Non-income taxes

- 14,053

- 88,393

- 26,113

- 921.00

- 2,640,046

Net rental income

52,722

2,067,016

1,137,234

1,308,855

37,765,239

50

NOTES TO THE INTERIM CONSOLIDATED ACCOUNTS

FINANCIAL REPORT

16. GAINS AND LOSSES ARISING FROM THE SALES OF PROPERTIES

for six months ended

in US$

30.06.2020

30.06.2019

Sales of investment property

20,432,782

-

Cost of sales

- 8,829,000

-

Gain on sale

11,603,782

-

Sales of residential property

7,481,118

7,444,796

Cost of sales

- 6,630,063

- 4,362,059

Gain on sale

851,055

3,082,737

Total gain on sale of properties

12,454,837

3,082,737

In the reporting period, the Group continued to sell apartments and parking lots in Arbat 24 and Arbat 39 properties.

Gain on sale for the period amounted to US$ 0.85 million (six months ended 30.06.2019: US$ 3.08 million).

In the reporting period, the Group recognized profit on sale of the investment property commercial area at Arbat 24 to a third party cutomer for the amount of US$ 11.60 million.

17. FINANCE COSTS

for six months ended

in US$

30.06.2020

30.06.2019

Interests on bonds issued

14,120,015

14,120,015

Interest on notes payable

2,326,752

796,199

Interest on loans payable

962,285

971,201

Interest on bank loan

368,763

260,937.00

Bank charges

434,725

65,034

Other finance cost

45,248

41,761

Total

18,257,788

16,255,147

NOTES TO THE CONSOLIDATED ACCOUNTS 51

FINANCIAL REPORT

  1. SHAREHOLDERS' EQUITY Authorised capital
    Art. 5 of the Company's Memorandum of Association, as amended by the resolutions passed at the Extraordinary Shareholders Meeting of 29 June 2004, 19 November 2004, 7 March 2005, the General Meeting of Members of
  1. May 2006, 3 May 2007, 24 June 2008, the Extraordinary Shareholders Meeting of 15 April 2013, Shareholders Meeting of 17 June 2014 and 11 June 2019 provides for an authorised capital which entitles the Board of Directors to issue a total of 21,000,000 registered ordinary shares without par value and 1,000,000 registered Series A preferred shares without par value.

Number of ordinary shares

Number of series A preferred shares

30.06.2020

31.12.2019

30.06.2020

31.12.2019

Authorised capital

Total authorised capital

21,000,000

11,000,000

1,000,000

1,000,000

Opening balance unissued authorised capital

11,025,978

1,025,978

1,000,000

1,000,000

Increase

10,000,000

-

-

Utilisation for capital increase

-

-

-

-

Conversion to ordinary shares

-

-

-

-

Closing balance unissued authorised capital

without par value

11,025,978

11,025,978

1,000,000

1,000,000

Number of ordinary shares

Number of series A preferred shares

30.06.2020

31.12.2019

30.06.2020

31.12.2019

Issued share capital without par value

Opening balance

9,974,022

9,974,022

-

-

Capital increase

-

-

-

-

Closing balance

9,974,022

9,974,022

-

-

Number of shares

30.06.2020

31.12.2019

Treasury shares

Opening balance

69,063

54,005

Issued to treasury

-

-

Purchase

9,410

15,060

Sales

2

Closing balance

78,473

69,063

No dividend was paid during reporting period.

52 NOTES TO THE CONSOLIDATED ACCOUNTS FINANCIAL REPORT

19. CONTINGENCIES Pledges

Shares in some of the subsidiaries are pledged to secure borrowings of the Group (refer to Note 14).

Capital commitments

On 22 August 2019, the Group signed the share purchase agreement to acquire 100% of ownership interest in the currently under construction office and retail complexes QBC 1&2 as well as the parking garage QBC 7 located at Am Belvedere 10, 1100 Vienna, Austria. The properties are directly adjacent to the QBC 4 property, the BDO Headquar- ters, acquired by the Group in February 2019. The closing of the transaction will occur after finalization of construction and is expected for Q1 2021 also subject to various other customary closing conditions. The preliminary purchase price amounts to EUR 230 million subject to final purchase price calculations. On 19 August 2019, the Company has paid EUR 20.00 million as a down payment.

In June 2020, the Group signed a general construction agreement for the amount of EUR 50 million for construction and refurbishment works at newly acquired property LASS 1 in Vienna (refer to Note 8). The works are to be completed by June 2022.

Covid-19

Starting from early 2020 a new coronavirus disease (COVID-19) has begun rapidly spreading all over the world resulting in announcement of the pandemic status by the World Health Organization in March 2020. Responses put in place by many countries to contain the spread of COVID-19 are resulting in significant operational disruption for many companies and have significant impact on global financial markets. As the situation is rapidly evolving it may have a significant effect on business of many companies across a wide range of sectors, including, but not limited to such impacts as disruption of business operations as a result of interruption of production or closure of facilities, supply chain disruptions, quarantines of personnel, reduced demand and difficulties in raising financing. In addition, companies may face the increasingly broad effects of COVID-19 as a result of its negative impact on the global economy and major financial markets.

Management has repeatedly analysed the impact of COVID-19 crisis on the Group's rental income on an asset by asset basis including the most important and for this crisis relevant legal regulations for each of the countries the Group is currently invested in, an overview on requests received from tenants in regards to rent deferrals or reductions and the Group's position to these requests as well as expectations on potential effects on rental income. Management cannot judge on the future potential negative impact of COVID-19 on the global economy and major financial markets as well as on EPH properties but as per the most recent assessment impacts on the Group are only considered short-term with no material impact expected for the long-term.

As assumed, some of the Group's tenants have requested rent reductions or rent deferrals. EPH is responding to requests on the basis of the respective legislations. It must still be expected that some more of the tenants might use their rights given under the current legislations and defer rent payments. Apart from the fact that such deferrals have only been received from a limited number of tenants, the Group does not expect any difficulties in meeting its financial obligations as a result of COVID-19.

NOTES TO THE CONSOLIDATED ACCOUNTS 53

FINANCIAL REPORT

20. RELATED PARTIES

The Interim Condensed Consolidated Financial Statements include the financial statements of the Company and the subsidiaries and joint operations. The Company's intermediary holding companies and joint operations are listed in the following table:

% Holding

Name of subsidiary

Incorporated in

30.06.2020

31.12.2019

Housefar Limited

Limassol, Cyprus

100%

100%

Idelisa Limited

Limassol, Cyprus

100%

100%

Silverlake Limited

Limassol, Cyprus

100%

100%

Whiterock Investments Limited

Limassol, Cyprus

100%

100%

Redhill Investment Limited

Limassol, Cyprus

100%

100%

Connecta GmbH&Co. KG

Frankfurt am Main, Germany

100%

100%

EPH Real Estate Limited

Limassol, Cyprus

100%

100%

PNL Media Limited

Limassol, Cyprus

100%

100%

Capital Estate Group Limited

Limassol, Cyprus

100%

100%

T&A Services Limited

Tortola, BVI

100%

100%

Lexworth Finance Limited

Limassol, Cyprus

100%

100%

Ferran Limited

Limassol, Cyprus

100%

100%

Setford Limited

Limassol, Cyprus

100%

100%

Andorian Beteiligungsverwaltungs GmbH

Vienna, Austria

100%

100%

QBC BT IV Alpha GmbH

Vienna, Austria

100%

100%

QBC BT IV Beta GmbH

Vienna, Austria

100%

100%

Obewan Beteiligungsverwaltungs GmbH

Vienna, Austria

100%

0%

Ophuhus Beteiligungsverwaltungs GmbH

Vienna, Austria

100%

0%

Obewan GmbH&Co

Vienna, Austria

100%

0%

Joint operations

Vakhtangov Place Limited

Limassol, Cyprus

60%

60%

Bluestone Investments Limited

Limassol, Cyprus

60%

60%

Entities Obewan Beteiligungsverwaltungs GmbH, Ophuhus Beteiligungsverwaltungs GmbH and Obewan GmbH&Co KG are intermediaries that hold shares in the entity Ramses, the owner of LASS 1 property, acquired in the reporting period (refer to Note 8).

Related parties include shareholders, associates, entities under joint control, key management personnel and other related parties having significant influence on the Group. The Company and its subsidiaries, in the ordinary course of their business, enter into various sale, purchase and service transactions with related parties.

Transactions between the Company and its subsidiaries, which are related parties of the Company, have been eliminated on consolidation and are not disclosed in this Note. Refer to the Group's latest published annual financial statements for description of the relationships with the related parties, which remained basically the same in the reporting period.

The Group's related party balances as of 30 June 2020 and 31 December 2019 consisted of the following:

in US$

30.06.2020

31.12.2019

Other related parties

Accounts payable and accrued expenses

- 1,216,224

- 328,258

Accounts receivable

186

119

Advances paid

118,958

22,331

Advances received

- 11,030

- 11,029

Shareholders

Borrowings (Note 14)

- 365,629,528

- 111,023,154

The Group's transactions with related parties for the periods ended of 30 June 2020 and 30 June 2019 consisted of the following:

54 NOTES TO THE CONSOLIDATED ACCOUNTS FINANCIAL REPORT

for six months ended

in US$

30.06.2020

30.06.2019

Other related parties

Gross rental income

199,268

198,718

Management fees

- 1,580,828

- 1,249,838

Other expenses

- 5,812

- 6,310

Professional and administration fees

- 51,521

- 361,706

Shareholders

Finance costs

- 2,326,752

- 796,199

OTHER TRANSACTIONS

Valartis Group delivered financial services related to the acquisitions of investment property by the Group in the reporting period in the amount of US$ 577.3 thousand. It was capitalized in the cost of the respective investment properties (refer to Note 8).

Several managers of Valartis Group work as managers at several Russian subsidiaries of the Group. Salary for the reporting period amounted to US$ 105 thousand (half year 2019: US$ 39 thousand).

Transactions and balances with key management personnel

Compensation to the board of directors amounted to US$ 124 thousand in the reporting period (half year 2019: US$ 125 thousand). It is presented in line Professional and administration fees in the Profit and loss statement.

Compensation prepaid as at 30 June 2020 amounts to US$ 198 thousand (31 December 2019: US$ 72 thousand).

It is presented in line Prepayments in the Statement of financial position.

21. SUBSEQUENT EVENTS


Acquisition of hotel property SALZ 4 (Hotel Innside)

On 2 July 2020, the Company acquired from a third party 100% of interest in the entity holding the hotel property in Salzgasse 4 in Dresden, Germany. The property is occupied by 4-star Hotel Innside Dresden of Melia Hotels&Resorts Group. The property comprises an area of 15,550 sqm. with a total of 180 rooms, 46 underground parking spaces, a spa, restaurant, 261 sqm. of retail space and meeting rooms for up to 230 people. It was developed, planned and built 10 years ago. The current lease agreement with Melia Hotels International runs till December 2029.

Settlement of receivable on sale of properties

In July 2020, the buyer of the investment property and parking lots at Arbat 24 fully repaid receivable arisen on sale in the amount US$ 25.18 million, including VAT 20% (refer to Note 12).

GENERAL INFORMATION

56 CORPORATE DETAILS GENERAL INFORMATION

BOARD OF DIRECTORS

Olga Melnikova

Gustav Stenbolt

Michael Cuthbert

Tomasz Dukala

Hans Messmer

Annamaria Vassiliades

DOMICILE

EPH European Property Holdings Limited c/o Hauteville Trust (BVI) Limited

P.O. Box 3483 Road Town, Tortola British Virgin Islands

AUDITORS

SECURITY NUMBER

Deloitte AG

1673866

General-Guisan-Quai 38

CH-8022 Zürich

Switzerland

ISIN NUMBER

(since June 2018)

VGG290991014

REAL ESTATE MANAGER

TICKER SYMBOL

Valartis International Limited

EPH

Vanterpool Plaza, 2nd Floor

Wickhams Cay 1

Road Town, Tortola

COMPANY WEBSITE

British Virgin Islands (since January 2010)

https://europeanpropertyholdings.com

CORPORATE DETAILS 57

GENERAL INFORMATION

COPYRIGHT

EPH European Property Holdings Limited c/o Hauteville Trust (BVI) Limited

P.O. Box 3483 Road Town, Tortola British Virgin Islands

CONCEPT, DESIGN AND REALISATION

NeidhartSchön AG Zurich, Switzerland

PRINT

Neidhart + Schön Print AG, Switzerland

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Eastern Property Holdings Ltd. published this content on 28 September 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 29 September 2020 18:34:05 UTC