RSR Singular Assets Europe SOCIMI S A : 2023 Financial Statements

RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

(Single Shareholder Company)

2023 Management Report and Financial Statement

RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

BALANCE SHEET AT 31 December 2023

(Details expressed in euros)

ASSET	Notes	31	31
December 2023	December 2022
NON-CURRENT ASSET		150,133,329	128,421,603
Intangible fixed assets	5	199,550	269,051
Other intangible assets		199,550	269,051
Property, plant and equipment	6	1,036,474	1,277,315
Technical installations and other tangible assets		1,036,474	1,277,315
Real estate investments	7	118,498,536	93,986,467
Land		69,846,642	54,875,401
Constructions		48,651,894	39,111,066
Long-term investments in group companies and
associates		29,353,481	31,843,481
Equity instruments	9	14,118,481	14,118,481
Loans to companies	10 a) and
17	15,235,000	17,725,000
Long-term financial investments	10 a)	115,216	115,216
Other financial assets		115,216	115,216
Deferred tax assets	14	930,073	930,073
CURRENT ASSET		5,321,890	7,754,064
Inventories		387	400,000
Advances to suppliers	10 a)	387	400,000
Trade debtors and other accounts receivables		1,261,419	1,575,289
Trade receivables for sales and services	10 a)	1,017,382	914,354
Sundry receivables	10 a)	132,759	622,158
Other loans with Public Authorities	14	111,278	38,777
Short-term investments in group companies and	10 a) and
associates	17	983,498	1,654,157
Other financial assets with group companies		493,498	664,157
Short-term loans to companies		490,000	990,000
Short-term financial investments	10 a)	67,508	72,857
Other financial assets		67,508	72,857
Cash and cash equivalents	11	3,009,077	4,051,761
Cash flow		3,009,077	4,051,761
TOTAL ASSETS		155,455,219	136,175,667

Notes 1 to 22 of the attached report form an integral part of the financial statement at 31 December 2023.

RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

BALANCE SHEET AT 31 December 2023

(Details expressed in euros)

NET EQUITY AND LIABILITIES	Notes	31 December	31 December
2023	2022
NET EQUITY		68,293,903	55,872,184
OWN FUNDS		68,293,903	55,872,184
Capital	13	7,500,000	7,500,000
Authorised capital		7,500,000	7,500,000
Emission premium	13	3,500,000	3,500,000
Reserves		9,556,460	9,450,755
Legal and statutory	13	251,742	251,741
Other reserves		9,304,718	9,199,014
Income from previous financial years		(10,278,572)	(9,125,440)
Remainder		171,995	171,995
Losses carried over from previous financial years		(10,450,566)	(9,297,435)
Other shareholder contributions	13	60,200,000	45,700,000
Income from the financial year	3	(2,183,985)	(1,153,131)
NON-CURRENT LIABILITIES		76,777,070	76,133,307
Long-term debts	10 b)	45,638,785	44,995,022
Debts with credit institutions		44,274,365	44,880,602
Other financial liabilities		1,364,420	114,420
Long-term debts with group companies and associates	10 b)
and 17	31,138,285	31,138,285
CURRENT LIABILITIES		10,384,246	4,170,176
Short-term debts	10 b)	7,531,072	3,371,528
Debts with credit institutions		3,630,495	2,459,132
Other financial liabilities		3,900,577	912,396
Short-term debts with group companies and associates	10 b)
and 17	2,764,180	631,911
Trade creditors and other payables		88,994	166,737
Suppliers	10 b)	8,109	8,108
Misc. creditors	10 b)	68,807	23,235
Staff (outstanding compensations due)	10 b)	2,314	2,314
Other debts with Public Authorities	14	9,764	133,080
TOTAL LIABILITY AND NET EQUITY		155,455,219	136,175,667

Notes 1 to 22 of the attached report form an integral part of the financial statement at 31 December 2023.

RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

PROFIT AND LOSS ACCOUNT CORRESPONDING TO THE FINANCIAL YEAR

ENDING 31 DECEMBER 2023

(Details expressed in euros)

	Notes	1 January to 31	1 January to 31
	December 2023	December 2022
Net turnover amount	16 a)	5,525,610	4,607,861
Provision of services		5,525,610	4,607,861
Personnel expenses		(36,344)	(25,487)
Wages, salaries and similar expenses		(27,523)	(19,375)
Social Security contributions		(8,821)	(6,112)
Other operating expenses	16 b)	(2,375,565)	(1,646,982)
Outsourced services		(1,901,792)	(1,198,722)
Taxes		(473,773)	(327,629)
Losses, impairment and changes in trading provisions		-	(120,631)
Depreciation of fixed assets	16 c)	(2,178,514)	(2,161,850)
Other income		7,384	5,893
OPERATING INCOME		942,571	779,434
Financial income	16 d)	486,214	663,828
From trade securities and other financial instruments		486,214	663,828
Financial expenses	16 d)	(3,612,767)	(2,596,394)
From debts with group companies and associates	17	(2,132,268)	(1,271,561)
From debts with third parties		(1,480,499)	(1,324,833)
FINANCIAL INCOME		(3,126,553)	(1,932,566)
PRE-TAX REVENUE		(2,183,985)	(1,153,131)
Income tax		-	-
INCOME FROM THE FINANCIAL YEAR	3	(2,183,985)	(1,153,131)

Notes 1 to 22 of the attached report form an integral part of the financial statement at 31 December 2023.

RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

STATEMENT OF CHANGES TO NET EQUITY CORRESPONDING TO THE FINANCIAL YEAR ENDED 31

DECEMBER 2023

1. RECOGNISED EXPENSES AND INCOME STATEMENT CORRESPONDING TO THE FINANCIAL YEAER ENDED 31 DECEMBER 2023

(Details expressed in euros)

	Notes	1 January to 31	1 January to 31
	December 2023	December 2022
Income from profit and loss account	3	(2,183,985)	(1,153,131)
Income and expenses charged directly to net equity		-	-
Total income and expenses charged directly to net equity		-	-
Transfers to profit and loss account		-	-
Total transfers to profit and loss account		-	-
TOTAL RECOGNISED INCOME AND EXPENSES		(2,183,985)	(1,153,131)

Notes 1 to 22 of the attached report form an integral part of the financial statement at 31 December 2023.

RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

STATEMENT OF CHANGES TO NET EQUITY CORRESPONDING TO THE FINANCIAL YEAR

ENDED 31 DECEMBER 2023

1. TOTAL STATEMENT OF CHANGES TO NET EQUITY CORRESPONDING TO THE FINANCIAL YEAR ENDED 31 DECEMBER 2023
   (Details expressed in euros)

	Authorised capital			Income from	Other shareholder	Income from the
	Emission premium	Reserves	previous	contributions	financial year (Note	TOTAL
	(Note 13)
			financial years	(Note 13)	3)
BALANCE AT 01/01/2022	7,500,000	3,500,000	9,450,935	(7,743,595)	20,500,000	(1,381,845)	31,825,495
Total recognised expenses and income						(1,153,131)	(1,153,131)
Transactions with shareholders or	-	-	-	-	25,200,000	-	25,200,000
owners
Other transactions with shareholders or	-	-	-	-	25,200,000	-	25,200,000
owners
Other variations in net equity	-	-	(180)	(1,381,845)	-	1,381,845	(180)
FINAL BALANCE AT 31/12/2022	7,500,000	3,500,000	9,450,755	(9,125,440)	45,700,000	(1,153,131)	55,872,184

Total recognised expenses and income Transactions with shareholders or owners

Other transactions with shareholders or owners

Other variations in net equity

-	-	-	-	-	(2,183,985)	(2,183,985)
-	-	-	-	14,500,000	-	14,500,000
	-	-	-	14,500,000	-	14,500,000
-	-	105,704	(1,153,131)	-	1,153,131	105,704

FINAL BALANCE AT 31/12/2023

7,500,000

3,500,000

9,556,460

(10,278,571)

60,200,000

(2,183,985)

68,293,901

Notes 1 to 22 of the attached report form an integral part of the financial statement at 31 December 2023.

RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

CASH FLOW STATEMENT CORRESPONDING TO FINANCIAL YEAR

ENDED 31 DECEMBER 2023

(Expressed in euros)

	Notes	1 January to 31	1 January to 31
	December 2023	December 2022
CASH FLOWS FROM OPERATING ACTIVITIES
Pre-tax financial year income	3	(2,183,985)	(1,153,131)
Adjustments of the income		5,305,067	4,215,047
Depreciation of fixed assets	5, 6 and	2,178,514	2,161,850
7
Valuation adjustments		-	120,631
Financial income	17	(486,214)	(663,828)
Financial expenses	17	3,612,767	2,596,394
Changes in working capital		707,641	(62,412)
Trade and other receivables	10 a)	313,870	374,656
Other current assets	10 a)	399,613	(553,267)
Creditors and other payables	10 b)	(77,743)	(51,703)
Other current liabilities		5,349	167,902
Other non-current liabilities		66,552	-
Other cash flows from operating activities		(679,279)	(3,058,485)
Interest paid		(1,336,151)	(3,064,381)
Interest received		656,872	5,896
Cash flows from operating activities		3,149,443	(58,982)
CASH FLOWS FROM INVESTING ACTIVITIES
Payments for investments		(24,794,579)	(26,297,560)
Property, plant and equipment	6	(76,886)	(6,617)
Real estate investments	7	(22,217,693)	(26,290,942)
Loans to group companies and associates	17	(2,500,000)	-
Proceeds from divestments		5,498,224	1,020,000
Property, plant and equipment	6	569	-
Real estate investments	7	7,655	1,020,000
Loans to group companies and associates	17	5,490,000	-
Cash flows from investing activities		(19,296,355)	(25,277,560)
CASH FLOWS FROM FINANCING ACTIVITIES
Collections and payments from equity instruments		14,500,000	25,199,820
Shareholder contributions	13	14,500,000	25,200,000
Other variations in equity		-	(180)
Receivables and payments from financial liability instruments		604,226	1,636,388
Emission:		3,150,000	2,500,000
Debts with credit institutions	10 b)	2,900,000	2,500,000
Other financial liabilities		250,000	-
Refund and depreciation:		(2,545,774)	(863,612)
Debts with credit institutions	10 b)	(2,545,774)	(809,253)
Debts with group companies and associates		-	(54,361)
Cash flows from financing activities		15,104,226	26,836,208
EFFECT OF CHANGES IN EXCHANGE RATES		-	-
NET INCREASE/DECREASE IN CASH AND CASH EQUIVALENTS		(1,042,685)	1,499,666
Cash and cash equivalents at the beginning of the financial year	11	4,051,761	2,552,095
Cash and cash equivalents at the end of the financial year	11	3,009,077	4,051,761

RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

Report for financial year ended

31 December 2023

1. Activity
   The company RSR Singular Assets Europe SOCIMI, S.A. (Single shareholder company), hereinafter the Company, was established on 30 July 2015, under the name RSR Diagonal 596 S.L. on 13 September 2018, the sole shareholder approved its transformation into a Public Limited Company, changing its name to RSR Diagonal 596, S.A.U.
   Its corporate offices are located at calle José Abascal, 42 7 DC, where it operates from.
   A take-over merger deed was granted between RSR Diagonal 596 S.A.U and Verrox XXI, S.L.U. and PDG 115 Apartaments Turístics S.L.U. on 13 September 2018, involving the two latter companies being taken over by the first, where the two taken over companies are wound up without going into liquidation and the block transfer of their respective assets in favour of the company taking over, as universal successor.
   The merger operation has benefited from the tax neutrality regime established in Chapter VII of Title VII of Law 27/2014, dated 27 November on Corporation Tax, for which the mandatory notification to the Tax Administration in the manner and under the terms established by regulation to obtain the tax benefits established therein and in accordance with the aforementioned regulations.
   The data related to said merger were included in the financial statement for the financial year ended 13 September 2018.
   The sole shareholder approved the acceptance of the special SOCIMI regime on 14 September 2018 for the financial year ending on 13 September 2018 and successive ones, requesting the application of the special tax regime from the Tax Authorities on 28 September 2018 in accordance with the provisions of Law 11/2009 dated 26 October according to the wording provided in Law 16/2012 dated 27 December, regulating SOCIMI ("SOCIMI Legislation").
   For this reason, the Company's name was changed to RSR Diagonal 596 SOCIMI S.A.U. on
   14 September 2018 and a final new name change took place to its current name on 25 October 2018.
   Two modifications to the financial year took place during the 2018 financial year. Following these modifications, the financial year now matches the calendar year.
   The corporate purpose of the Company was modified on 14 September 2018 and according to its articles of association, it involves:
2. 1. the acquisition and development of urban property to be leased.
   2. the holding of shares in the capital of Public Limited Investment Companies Listed in the Real Estate market (SOCIMI in Spanish) or in that of any other companies not resident in Spain with the same corporate purpose as these ones and that are subject to a regime similar to the one established for SOCIMIs in terms of profit distribution mandatory, legal or statutory policy.
   3. the holding of shares in the capital of other companies, resident or otherwise in Spain, whose main corporate purpose is the acquisition of urban property for leasing, and which are subject to the same regime established for SOCIMIs in terms of profit distribution mandatory, legal or statutory policy and meet the investment requirements demanded for these companies.

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RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

Report for financial year ended

31 December 2023

1. the holding of shares or stocks of Real Estate Collective Investment Institutions regulated under Law 35/2003 dated 4 November on Collective Investment Institutions, or any standard that may replace it in the future.
   The Company may also perform other ancillary activities, understood to be anywhere all their income represents less than 20% of the Company's income during each tax period or any that may be considered ancillary in accordance with applicable law in every moment.

The activities comprising the corporate purpose may be fully or partially developed either indirectly through the holding of shares in companies with an identical or similar purpose.

The Company and its direct parent company belong to a group whose parent company is domiciled in Luxembourg. The Company has not prepared consolidated financial statement as it is exempt from this obligation in accordance with the provisions of current regulations.

Below	is	a	list	of	the	main	elements	that	define	the
SOCIMI regime that applies to the Company.

SOCIMI regime

The Company is regulated by Law 11/2009 dated 26 October, amended by Law 16/2012 dated 27 December and by Law 11/2021 dated 9 July, which regulates Public Limited Investment Companies Listed in the Real Estate market.

The Company's functional and reporting currency is the euro.

The Company is a sole proprietorship, having complied with all the duties established by commercial law.

The Company's financial year corresponds to the period beginning on 1 January 2023 and ending on 31 December 2023.

1. Basis for presentation of financial statement
2. 1. True and fair view
   2. • 
        The financial statement, comprising the balance sheet, the profit and loss account, the statement of changes in equity, the statement of cash flows and the report, have been prepared based the Company's accounting records, applying the current legal provisions on accounting matters, specifically,
      • The Code of Commerce and all other trade legislation.
      • General Accounting Plan approved by Royal Decree 1514/2007 dated 16 November 2007, and any amendments approved by Royal Decree 1159/2010, dated 17 September and by Royal Decree 602/2016 dated 2 December, and the sectoral adaptation for real estate companies and by Royal Decree 1/2021 dated 12 January in order to show the true view of the assets, the financial situation, the income, changes in net equity and the cash flows corresponding to the financial year.

-Law 11/2009 dated 26 October, amended by Law 16/2012 dated 27 December and by Law 11/2021 dated 9 July, which regulates Public Limited Investment Companies Listed in the Real Estate market (SOCIMI)

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RSR SINGULAR ASSETS EUROPE SOCIMI, S.A.

Report for financial year ended

31 December 2023

• The regulations adopted by the Institute of Accounting and Accounts Auditing in the implementation of the General Accounting Plan and its additional regulations.

Unless otherwise indicated, all figures presented in this report are expressed in euros.

The financial statement prepared on 30 March 2024 by the Board of Directors will be submitted for approval by the Sole Shareholder, which is expected to be approved without any amendment. The financial statement for the year ended 31 December 2023 were approved by the Sole Shareholder on 30 June 2023.

1. Accounting principles
   The financial statement has been prepared from the Company's accounting records and are presented in accordance with current commercial legislation and with the standards established in the General Accounting Plan approved by Real Decree 1514/2007 and the amendments incorporated herein, the most recent of which are those incorporated under Real Decree 1/2021, dated 12 January.
2. Critical aspects for the evaluation and estimation of uncertainty
   Estimates made by the Board of Directors of the Company were used during the preparation of the attached financial statement in order to evaluate some of the assets, liabilities, income, expenses and commitments contained in the same. These estimations essentially refer to the following:
3. • The useful life of the property, plant and equipment, intangible fixed assets, and real estate investments (note 5, 6 and 7).
   • The evaluation of possible losses owing to impairment of real estate investments (see note 4 e).
   • The evaluation of possible losses due to impairment of equity instruments in group companies and associates (note 9)
     These estimates have been made on the basis of the best information available up to the date of preparation of this financial statement, and there is no fact that could cause said estimates to change. Any future placement unknown at the date of preparation of these estimates could lead to modifications (upwards or downwards), which would take place prospectively, where appropriate.
4. Comparison of information
   No changes have been made to the structure of the balance sheet, the profit and loss account, the statement of cash flows and the statement of changes in net worth with respect to the previous financial year.
   There are no reasons that prevent the comparison of the financial statement for the financial year with those of the preceding financial year, nor that may affect future financial years.
5. Grouping of sections
   Certain items from the balance sheet, profit and loss account, are presented in grouped form to facilitate their understanding. However, disaggregated information has been included in the corresponding notes of the report, insofar as significant.

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