IRSA Inversiones y Representaciones Sociedad
Anónima
Unaudited Condensed Interim Consolidated Financial Statements as of
September 30, 2024 and for the three-month period ended as of that
date, presented comparatively
Legal information
Denomination: IRSA Inversiones y
Representaciones Sociedad Anónima.
Fiscal year N°: 82, beginning on July 1st,
2024.
Legal address: 261 Carlos Della Paolera St., 9th
floor, Autonomous City of Buenos Aires, Argentina.
Company activity: Real estate investment
and development.
Date of registration of the by-laws in the
Public Registry of Commerce: June 23, 1943.
Date of registration of last
amendment of the by-laws in the Public Registry of Commerce:
General Ordinary and Extraordinary
Shareholders’ Meeting held on April 27, 2023 and registered
in the Superintendence on September 12, 2023 with the number 15555,
Book 114 Volume – of Joint Stock
Companies.
Expiration of the
Company’s by-laws: April
5, 2043.
Registration number with
the
Superintendence: 213,036.
Capital: 746,893,142 shares. (*)
Common Stock subscribed, issued and paid-up
nominal value (in millions of ARS): 7,469.
Parent Company: Cresud Sociedad
Anónima, Comercial, Inmobiliaria, Financiera y
Agropecuaria
(Cresud
S.A.C.I.F. y A.).
Legal Address: 261 Carlos Della Paolera
St., 9th floor, Autonomous City of Buenos Aires,
Argentina.
Main activity of parent Company: Real
estate and agricultural activities.
Direct and indirect interest of the Parent
Company on the capital stock: 397,831,498 common
shares.
Percentage of votes of the Parent Company
(direct and indirect interest) on the shareholders’
equity: 55.88% (1).
Type of
stock
|
CAPITAL STATUS
|
Shares
authorized for Public Offering (2)
|
Subscribed,
issued and paid-up nominal value
(in
millions of Argentine
Pesos)
|
Common
stock with a face value of ARS 10 per share and entitled to 1 vote
each
|
746,893,142
|
7,469
|
(1) For
computation purposes, treasury shares have been
subtracted.
(2)
Company not included in the Optional Statutory System of Public
Offer of Compulsory Acquisition.
(*) As
of September 30, 2024, the capital increase and the issuance of
shares resolved by the board of directors on October 15, 2024, was
in process of being registered in the “Inspección
General de Justicia” (General Inspection of
Justice).
Index
Glossary
|
1
|
Unaudited Condensed Interim Consolidated Statement of Financial
Position
|
2
|
Unaudited Condensed Interim Consolidated Statement of Income and
Other Comprehensive Income
|
3
|
Unaudited Condensed Interim Consolidated Statement of Changes in
Shareholders’ Equity
|
4
|
Unaudited Condensed Interim Consolidated Statement of Cash
Flows
|
6
|
Notes to the Unaudited Condensed Interim Consolidated Financial
Statements:
|
|
Note 1 – The Group’s business and general
information
|
7
|
Note 2 – Summary of significant accounting
policies
|
7
|
Note 3 – Seasonal effects on operations
|
8
|
Note 4 – Acquisitions and disposals
|
9
|
Note 5 – Financial risk management and fair value
estimates
|
9
|
Note 6 – Segment information
|
10
|
Note 7 – Investments in associates and joint
ventures
|
11
|
Note 8 – Investment properties
|
12
|
Note 9 – Property, plant and equipment
|
15
|
Note 10 – Trading properties
|
15
|
Note 11 – Intangible assets
|
16
|
Note 12 – Right-of-use assets and lease
liabilities
|
16
|
Note 13 – Financial instruments by
category
|
17
|
Note 14 – Trade and other receivables
|
19
|
Note 15 – Cash flow and cash equivalent
information
|
19
|
Note 16 – Trade and other payables
|
20
|
Note 17 – Borrowings
|
20
|
Note 18 – Provisions
|
21
|
Note 19 – Taxes
|
22
|
Note 20 – Revenues
|
23
|
Note 21 – Expenses by nature
|
23
|
Note 22 – Costs
|
23
|
Note 23 – Other operating results, net
|
24
|
Note 24 – Financial results, net
|
24
|
Note 25 – Related party transactions
|
24
|
Note 26 – CNV General Resolution N°
622
|
27
|
Note 27 – Foreign currency assets and
liabilities
|
27
|
Note 28 – Other relevant events of the
period
|
28
|
Note 29 – Subsequent events
|
28
|
The
following are not technical definitions, but help the reader to
understand certain terms used in the wording of the notes to the
Group´s Financial Statements.
Terms
|
|
Definitions
|
Annual
Financial Statements
|
|
Consolidated
Financial Statements as of June 30, 2024
|
BACS
|
|
Banco
de Crédito y Securitización S.A.
|
BHSA
|
|
Banco
Hipotecario S.A.
|
BYMA
|
|
Buenos
Aires Stock Exchange
|
CNV
|
|
Securities
Exchange Commission (Argentina)
|
CODM
|
|
Chief
Operating Decision Maker
|
CPI
|
|
Consumer
Price Index
|
Cresud
|
|
Cresud
S.A.C.I.F. y A.
|
Financial
Statements
|
|
Unaudited
Condensed Interim Consolidated Financial Statements
|
GCDI
|
|
GCDI
S.A.
|
IAS
|
|
International
Accounting Standards
|
IASB
|
|
International
Accounting Standards Board
|
IFRS
|
|
International
Financial Reporting Standards
|
INDEC
|
|
Argentine
Institute of Statistics and Census
|
IRSA,
The Company”, “Us”, “We”
|
|
IRSA
Inversiones y Representaciones Sociedad Anónima
|
MEP
|
|
Electronic
Payment Market
|
NIS
|
|
New
Israeli Shekel
|
New
Lipstick
|
|
New
Lipstick LLC
|
Puerto
Retiro
|
|
Puerto
Retiro S.A.
|
|
|
|
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Consolidated Statement
of Financial Position
as of September 30, 2024 and June 30, 2024
(All
amounts in millions of Argentine pesos, except otherwise
indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Note
|
|
|
ASSETS
|
|
|
|
Non-current assets
|
|
|
|
Investment
properties
|
8
|
1,697,606
|
1,909,319
|
Property,
plant and equipment
|
9
|
41,988
|
40,993
|
Trading
properties
|
10,
22
|
20,820
|
21,903
|
Intangible
assets
|
11
|
67,894
|
72,427
|
Right-of-use
assets
|
12
|
6,112
|
11,972
|
Investments
in associates and joint ventures
|
7
|
151,518
|
145,066
|
Deferred
income tax assets
|
19
|
5,201
|
6,834
|
Income
tax credit
|
|
11
|
12
|
Trade
and other receivables
|
13,
14
|
29,252
|
38,345
|
Investments
in financial assets
|
13
|
8,743
|
11,428
|
Derivative
financial instruments
|
13
|
60
|
63
|
Total non-current assets
|
|
2,029,205
|
2,258,362
|
Current assets
|
|
|
|
Trading
properties
|
10,
22
|
583
|
461
|
Inventories
|
22
|
1,187
|
1,211
|
Income
tax credit
|
|
290
|
1,205
|
Trade
and other receivables
|
13,
14
|
75,531
|
85,442
|
Investments
in financial assets
|
13
|
149,379
|
135,301
|
Derivative
financial instruments
|
13
|
77
|
-
|
Cash
and cash equivalents
|
13
|
30,243
|
31,730
|
Total current assets
|
|
257,290
|
255,350
|
TOTAL ASSETS
|
|
2,286,495
|
2,513,712
|
SHAREHOLDERS’ EQUITY
|
|
|
|
Shareholders'
equity attributable to equity holders of the parent (according to
corresponding statement)
|
|
1,089,615
|
1,209,497
|
Non-controlling
interest
|
|
75,902
|
82,744
|
TOTAL SHAREHOLDERS’ EQUITY
|
|
1,165,517
|
1,292,241
|
LIABILITIES
|
|
|
|
Non-current liabilities
|
|
|
|
Borrowings
|
13,
17
|
170,404
|
207,834
|
Lease
liabilities
|
12
|
3,280
|
10,157
|
Deferred
income tax liabilities
|
19
|
551,604
|
628,563
|
Trade
and other payables
|
13,
16
|
41,314
|
42,965
|
Income
tax liabilities
|
|
17,190
|
-
|
Provisions
|
18
|
23,287
|
23,569
|
Salaries
and social security liabilities
|
|
114
|
125
|
Total non-current liabilities
|
|
807,193
|
913,213
|
Current liabilities
|
|
|
|
Borrowings
|
13,
17
|
209,991
|
203,411
|
Lease
liabilities
|
12
|
807
|
2,120
|
Trade
and other payables
|
13,
16
|
85,885
|
81,505
|
Income
tax liabilities
|
|
6,190
|
7,508
|
Provisions
|
18
|
3,676
|
4,131
|
Derivative
financial instruments
|
13
|
-
|
4
|
Salaries
and social security liabilities
|
|
7,236
|
9,579
|
Total current liabilities
|
|
313,785
|
308,258
|
TOTAL LIABILITIES
|
|
1,120,978
|
1,221,471
|
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
|
|
2,286,495
|
2,513,712
|
|
|
|
The
accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
|
.
Eduardo S. Elsztain
President
|
2
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Consolidated Statement
of Income and Other Comprehensive Income
for the three-month periods ended September 30, 2024 and
2023
(All
amounts in millions of Argentine pesos, except otherwise
indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Note
|
|
|
Revenues
|
20
|
89,873
|
94,939
|
Costs
|
21,
22
|
(32,458)
|
(30,894)
|
Gross profit
|
|
57,415
|
64,045
|
Net
(loss) / gain from fair value adjustment of investment
properties
|
8
|
(225,499)
|
316,084
|
General
and administrative expenses
|
21
|
(11,105)
|
1,266
|
Selling
expenses
|
21
|
(4,349)
|
(4,975)
|
Other
operating results, net
|
23
|
(4,046)
|
(1,278)
|
(Loss) / profit from operations
|
|
(187,584)
|
375,142
|
Share
of profit of associates and joint ventures
|
7
|
8,162
|
6,850
|
(Loss) / profit before financial results and income
tax
|
|
(179,422)
|
381,992
|
Finance
income
|
24
|
722
|
1,169
|
Finance
costs
|
24
|
(11,644)
|
(12,736)
|
Other
financial results
|
24
|
21,691
|
(7,288)
|
Inflation
adjustment
|
24
|
4,245
|
20,116
|
Financial results, net
|
|
15,014
|
1,261
|
(Loss) / profit before income tax
|
|
(164,408)
|
383,253
|
Income
tax expense
|
19
|
55,373
|
(132,715)
|
(Loss) / profit for the period
|
|
(109,035)
|
250,538
|
Other comprehensive loss:
|
|
|
|
Items that may be reclassified subsequently to profit or
loss:
|
|
|
|
Currency
translation adjustment and other comprehensive loss from
subsidiaries and associates (i)
|
|
(497)
|
(1,037)
|
Total other comprehensive loss for the period
|
|
(497)
|
(1,037)
|
Total comprehensive (loss) / income for the period
|
|
(109,532)
|
249,501
|
|
|
|
(Loss) / profit for the period attributable to:
|
|
|
|
Equity
holders of the parent
|
|
(105,646)
|
238,061
|
Non-controlling
interest
|
|
(3,389)
|
12,477
|
|
|
|
Total comprehensive (loss) / income attributable to:
|
|
|
|
Equity
holders of the parent
|
|
(105,931)
|
237,055
|
Non-controlling
interest
|
|
(3,601)
|
12,446
|
|
|
|
(Loss) / profit per share attributable to equity holders of the
parent: (ii)
|
|
|
|
Basic
|
|
(145.92)
|
323.89
|
Diluted
|
|
|
319.12
|
(i)
Components
of other comprehensive income have no impact on income
tax.
(ii)
See
note 28 to the Annual Consolidated Financial Statements as of June
30, 2024.
(iii)
Given
that the result for the period showed losses, there is no diluted
effect of such result.
The
accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
|
.
Eduardo S. Elsztain
President
|
3
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Consolidated Statement
of Changes in Shareholders’ Equity
for the three-month period ended September 30, 2024
(All
amounts in millions of Argentine pesos, except otherwise
indicated)
Free translation from the original prepared in Spanish for
publication in Argentina
|
Attributable to equity holders of the parent
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inflation adjustment of share capital and treasury shares
(i)
|
|
|
Additional paid-in capital from treasury shares
|
|
Special reserve Resolution CNV 609/12
|
|
|
|
|
Total Shareholders’ equity
|
Balance as of June 30, 2024
|
7,181
|
234
|
366,751
|
24,782
|
536,420
|
(11,556)
|
53,754
|
207,970
|
8,487
|
15,474
|
1,209,497
|
82,744
|
1,292,241
|
Net
loss for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(105,646)
|
(105,646)
|
(3,389)
|
(109,035)
|
Other
comprehensive loss for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(285)
|
-
|
(285)
|
(212)
|
(497)
|
Total comprehensive loss for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(285)
|
(105,646)
|
(105,931)
|
(3,601)
|
(109,532)
|
Repurchase
of treasury shares (iii)
|
(115)
|
115
|
-
|
-
|
-
|
-
|
-
|
-
|
(15,686)
|
-
|
(15,686)
|
-
|
(15,686)
|
Warrants
exercise (ii)
|
54
|
-
|
-
|
(1,362)
|
3,048
|
-
|
-
|
-
|
-
|
-
|
1,740
|
-
|
1,740
|
Capitalization
of irrevocable contributions
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
86
|
86
|
Dividend
distribution
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(3,332)
|
(3,332)
|
Changes
in non-controlling interest
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(5)
|
-
|
(5)
|
5
|
-
|
Balance as of September 30, 2024
|
7,120
|
349
|
366,751
|
23,420
|
539,468
|
(11,556)
|
53,754
|
207,970
|
(7,489)
|
(90,172)
|
1,089,615
|
75,902
|
1,165,517
|
(i)
Includes ARS 28 of Inflation adjustment of treasury shares. See
Note 17 to the Annual Consolidated Financial Statements as of June
30,2024.
(ii) As of September 30, 2024, the remaining warrants
to exercise amount to 71,510,561. See Note 28 to
these Financial
Statements.
(iii)
Related to the Shares Buyback Programs approved by the Board on
July 11, 2024. As of September 30, 2024 the Company has bought
11,541,885 shares. See Note 28 to these Financial
Statements.
(iv)
Group´s other reserves for the period ended September 30, 2024
are comprised as follows:
|
|
Reserve for future dividends
|
Currency translation adjustment reserve
|
|
|
|
Balance as of June 30, 2024
|
(30,145)
|
81,807
|
(3,269)
|
65,122
|
(105,028)
|
8,487
|
Other
comprehensive loss for the period
|
-
|
-
|
(285)
|
-
|
-
|
(285)
|
Total comprehensive loss for the period
|
-
|
-
|
(285)
|
-
|
-
|
(285)
|
Repurchase
of treasury shares
|
(15,686)
|
-
|
-
|
-
|
-
|
(15,686)
|
Changes
in non-controlling interest
|
-
|
-
|
-
|
-
|
(5)
|
(5)
|
Balance as of September 30, 2024
|
(45,831)
|
81,807
|
(3,554)
|
65,122
|
(105,033)
|
(7,489)
|
(1) Includes
revaluation surplus.
The
Company does not hold any preferred shares, therefore there are no
unpaid dividends on such shares.
The
accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
IRSA
Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Consolidated Statement of Changes in
Shareholders’ Equity
for the three-month period ended September 30, 2023
(All
amounts in millions of Argentine pesos, except otherwise
indicated)
Free translation from the original prepared in Spanish for
publication in Argentina
|
Attributable to equity holders of the parent
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Inflation adjustment of share capital and treasury shares
(i)
|
|
|
Additional paid-in capital from treasury shares
|
|
Special reserve Resolution CNV 609/12
|
|
|
|
|
Total Shareholders’ equity
|
Balance as of June 30, 2023
|
799
|
6,553
|
12
|
366,736
|
26,105
|
533,334
|
2,091
|
41,808
|
207,970
|
49,004
|
273,886
|
1,508,298
|
93,031
|
1,601,329
|
Net
profit for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
238,061
|
238,061
|
12,477
|
250,538
|
Other
comprehensive loss for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(1,006)
|
-
|
(1,006)
|
(31)
|
(1,037)
|
Total comprehensive (loss) / income for the period
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(1,006)
|
238,061
|
237,055
|
12,446
|
249,501
|
Repurchase
of treasury shares
|
(132)
|
-
|
132
|
-
|
-
|
-
|
-
|
-
|
-
|
(5,384)
|
-
|
(5,384)
|
-
|
(5,384)
|
Warrants
exercise
|
-
|
-
|
-
|
-
|
(21)
|
64
|
-
|
-
|
-
|
-
|
-
|
43
|
-
|
43
|
Issuance
of shares
|
6,553
|
(6,553)
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Capitalization
of irrevocable contributions
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
71
|
71
|
Dividend
distribution
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(4,669)
|
(4,669)
|
Changes
in non-controlling interest
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
(11)
|
-
|
(11)
|
-
|
(11)
|
Balance as of September 30, 2023
|
7,220
|
-
|
144
|
366,736
|
26,084
|
533,398
|
2,091
|
41,808
|
207,970
|
42,603
|
511,947
|
1,740,001
|
100,879
|
1,840,880
|
(i) Includes ARS 13
of Inflation adjustment of treasury shares. See Note 17 to the
Annual Consolidated Financial Statements as of June
30,2024.
(ii) Group’s
other reserves for the period ended September 30, 2023 are
comprised as follows:
|
|
Reserve for future dividends
|
Currency translation adjustment reserve
|
|
|
|
Balance as of June 30, 2023
|
(13,845)
|
37,431
|
787
|
129,616
|
(104,985)
|
49,004
|
Other
comprehensive loss for the period
|
-
|
-
|
(1,006)
|
-
|
-
|
(1,006)
|
Total comprehensive loss for the period
|
-
|
-
|
(1,006)
|
-
|
-
|
(1,006)
|
Repurchase
of treasury shares
|
(5,384)
|
-
|
-
|
-
|
-
|
(5,384)
|
Changes
in non-controlling interest
|
-
|
-
|
-
|
-
|
(11)
|
(11)
|
Balance as of September 30, 2023
|
(19,229)
|
37,431
|
(219)
|
129,616
|
(104,996)
|
42,603
|
(1) Includes
revaluation surplus.
The
Company does not hold any preferred shares, therefore there are no
unpaid dividends on such shares.
The
accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
|
.
Eduardo S. Elsztain
President
|
5
IRSA Inversiones y Representaciones Sociedad
Anónima
Unaudited Condensed Interim
Consolidated Statement of Cash Flows
for the three-month periods ended September 30, 2024 and
2023
(All
amounts in millions of Argentine pesos, except otherwise
indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
|
Note
|
|
|
Operating activities:
|
|
|
|
Net
cash generated from operating activities before income tax
paid
|
15
|
49,800
|
36,478
|
Income
tax paid
|
|
(1,989)
|
(3,501)
|
Net cash generated from operating activities
|
|
47,811
|
32,977
|
Investing activities:
|
|
|
|
Acquisition
and improvements of investment properties
|
|
(13,872)
|
(4,172)
|
Proceeds
from sales of investment properties
|
|
105
|
14,977
|
Acquisitions
and improvements of property, plant and equipment
|
|
(1,247)
|
(760)
|
Proceeds
from sales of property, plant and equipment
|
|
-
|
3
|
Acquisitions
of intangible assets
|
|
(960)
|
(309)
|
Proceeds
from sales of interest held in associates and joint
ventures
|
|
2,433
|
26,179
|
Proceeds
from derivative financial instruments
|
|
23
|
-
|
Acquisitions
of investments in financial assets
|
|
(58,069)
|
(61,574)
|
Proceeds
from disposal of investments in financial assets
|
|
47,229
|
45,899
|
Interest
received from financial assets
|
|
3,494
|
1,267
|
Proceeds
from loans granted to related parties
|
|
222
|
-
|
Increase
of loans granted to related parties
|
|
-
|
(161)
|
Net cash (used in) / generated from investing
activities
|
|
(20,642)
|
21,349
|
Financing activities:
|
|
|
|
Borrowings,
issuance and new placement of non-convertible notes
|
|
4,464
|
3,062
|
Payment
of borrowings and non-convertible notes
|
|
(12,779)
|
(8,980)
|
Obtaining
/ (payments) of short term loans, net
|
|
13,370
|
(6,143)
|
Interests
paid
|
|
(10,216)
|
(6,418)
|
Repurchase
of non-convertible notes
|
|
(7,828)
|
-
|
Capital
contributions from non-controlling interest in
subsidiaries
|
|
86
|
71
|
Warrants
exercise
|
|
1,740
|
43
|
Payment
of lease liabilities
|
|
(763)
|
(151)
|
Repurchase
of treasury shares
|
|
(15,686)
|
(5,384)
|
Net cash used in financing activities
|
|
(27,612)
|
(23,900)
|
Net
(decrease) / increase in cash and cash equivalents
|
|
(443)
|
30,426
|
Cash and cash
equivalents at the beginning of the period
|
13
|
31,730
|
36,391
|
Inflation
adjustment of cash and cash equivalents
|
|
(68)
|
(1,900)
|
Foreign
exchange (loss) / gain on cash and cash equivalents and unrealized
fair value result for cash equivalents
|
|
(976)
|
1,830
|
Cash and cash equivalents at end of the period
|
13
|
30,243
|
66,747
|
|
|
|
The
accompanying notes are an integral part of these Unaudited
Condensed Interim Consolidated Financial Statements.
|
.
Eduardo S. Elsztain
President
|
6
IRSA Inversiones y Representaciones Sociedad
Anónima
Notes to the Unaudited Condensed Interim Consolidated Financial
Statements
(Amounts
in millions of Argentine pesos, except otherwise
indicated)
Free
translation from the original prepared in Spanish for publication
in Argentina
1.
The Group’s business and
general information
These
Financial Statements have been approved for issuance by the Board
of Directors, on November 5, 2024.
IRSA
was founded in 1943, and it has engaged in diverse real estate
activities in Argentina since 1991. IRSA and its subsidiaries are
collectively referred to hereinafter as “the
Group”.
Cresud
is our direct parent company, whose main shareholders are
Inversiones Financieras del Sur S.A., Agroinvestment S.A. and
Consultores Venture Capital Uruguay S.A., and whose final
beneficiary is Eduardo Sergio Elsztain.
As of
the end of these Consolidated Financial Statements, the Group owns
15 shopping malls, 5 office buildings, three hotels and an
extensive land reserve for future mixed-use developments.
Additionally, the Group holds a 29.50% interest in Banco
Hipotecario S.A. (BHSA) (see note 7), which is a leading commercial
bank in the provision of mortgaged loans in Argentina. BHSA's
shares are listed on the BYMA.
The
Group operates and holds a majority interest (with the exception of
La Ribera Shopping Center, of which it has a 50% ownership
interest) in a portfolio of 14 shopping malls in Argentina, six of
which are located in the Autonomous City of Buenos Aires (Abasto
Shopping, Alcorta Shopping, Alto Palermo, Patio Bullrich, Dot
Baires Shopping and Distrito Arcos), two in Buenos Aires province
(Alto Avellaneda and Soleil Premium Outlet) and the rest are
situated in different provinces (Alto Noa in the City of Salta,
Alto Rosario in the City of Rosario, Mendoza Plaza in the City of
Mendoza, Córdoba Shopping Villa Cabrera in the City of
Córdoba, Alto Comahue in the City of Neuquén and La
Ribera Shopping in the City of Santa Fe). The Group also owns the
historic building where the Patio Olmos Shopping Mall is located,
operated by a third party.
Likewise, the Group
manages a 5 office buildings portfolio and has majority stakes in 3
luxury hotels including the Libertador and Intercontinental hotels
in the Autonomous City of Buenos Aires and the exclusive Llao Llao
resort, in the city of San Carlos de Bariloche, in southern
Argentina. Additionally, the Group participates in the development
of residential properties for sale, as well as in other
investments.
2.
Summary of significant
accounting policies
2.1.
Basis
of preparation
These
financial statements have been prepared in accordance with IAS 34
“Interim financial reporting” and should therefore be
read in conjunction with the Group's annual Consolidated Financial
Statements as of June 30, 2024 prepared in accordance with IFRS
Accounting Standards issued by the IASB. Also, these financial
statements include additional information required by Law No.
19,550 and / or regulations of the CNV. Such information is
included in the notes to these financial statements, as accepted by
IFRS Accounting Standards.
These
financial statements for the interim periods of three months ended
September 30, 2024 and 2023 have not been audited. Management
considers that they include all the necessary adjustments to fairly
present the results of each period. Intermediate period results do
not necessarily reflect the proportion of the Group's results for
the entire fiscal years.
IAS 29
"Financial Reporting in Hyperinflationary Economies" requires that
the financial statements of an entity whose functional currency is
one of a hyperinflationary economy be expressed in terms of the
current unit of measurement at the closing date of the reporting
period, regardless of whether they are based on the historical cost
method or the current cost method. To do so, in general terms, the
inflation produced from the date of acquisition or from the
revaluation date, as applicable, must be calculated by non-monetary
items. This requirement also includes the comparative information
of the financial statements.
IRSA Inversiones y Representaciones Sociedad
Anónima
In
order to conclude on whether an economy is categorized as highly
inflationary in the terms of IAS 29, the standard details a series
of factors to be considered, including the existence of an
accumulated inflation rate in three years that approximates or
exceeds 100%. Accumulated inflation in Argentina in three years is
over 100%. For that reason, in accordance with IAS 29, Argentina
must be considered a country with a highly inflationary economy
starting July 1, 2018.
In
relation to the inflation index to be used and in accordance with
Argentine Federation of Professional Councils in Economic Sciences
(FACPCE) Resolution No. 539/18, it is determined based on the
Wholesale Price Index (IPIM) until 2016, considering the average
variation of the Consumer Price Index (CPI) of the Autonomous City
of Buenos Aires for the months of November and December 2015,
because during those two months there were no national IPIM
measurements. Then, from January 2017, the National Consumer Price
Index (National CPI) is considered.
The
table below presents the index for the period between the last
fiscal year and as of September 30, 2024, and for the 12-month
period ending on the same date, according to official statistics
(INDEC) and following the guidelines described in Resolution
539/18.
|
As of
September 30, 2024 (three months)
|
As of
September 30, 2024 (twelve months)
|
Price
variation
|
12%
|
209%
|
As a
consequence of the aforementioned, these Unaudited Condensed
Interim Consolidated Financial Statements as of September 30, 2024
and their comparative information were restated in accordance with
IAS 29.
2.2.
Significant
accounting policies
The
accounting policies applied in the presentation of these Financial
Statements are consistent with those applied in the preparation of
the Annual Financial Statements, as described in Note 2 to those
Financial Statements.
2.3.
Comparability
of information
Balance
items as of June 30, 2024 and September 30, 2023 presented in these
Unaudited Condensed Interim Consolidated Financial Statements for
comparative purposes arise from the financial statements as of and
for such periods restated according to IAS 29 (See note
2.1).
The
preparation of Financial Statements at a certain date requires
Management to make estimations and evaluations affecting the amount
of assets and liabilities recorded and contingent assets and
liabilities disclosed at such date, as well as income and expenses
recorded during the period. Actual results might differ from the
estimates and evaluations made at the date of preparation of these
financial statements. In the preparation of these financial
statements, the significant judgments made by Management in
applying the Group’s accounting policies and the main sources
of uncertainty were the same as the ones applied by the Group in
the preparation of the Annual Financial Statements described in
Note 3 to those Financial Statements.
3.
Seasonal effects on
operations
The
operations of the Group’s shopping malls are subject to
seasonal effects, which affect the level of sales recorded by
lessees. During summertime in Argentina (January and February), the
lessees of shopping malls experience the lowest sales levels in
comparison with the winter holidays (July) and Christmas and
year-end holidays celebrated in December, when they tend to record
peaks of sales. Apparel stores generally change their collections
during the spring and the fall, which impacts positively on
shopping malls sales. Sale discounts at the end of each season also
affect the business. As a consequence, for shopping mall
operations, a higher level of business activity is expected in the
period from July through December, compared to the period from
January through June.
IRSA Inversiones y Representaciones Sociedad
Anónima
4.
Acquisitions and
disposals
Significant
acquisitions and disposals for the three-month period ended
September 30, 2024 are detailed below. Significant acquisitions and
disposals for the fiscal year ended June 30, 2024, are detailed in
Note 4 to the Annual Financial Statements.
1.
Zetol
- Payment of installments for share purchase
On July
12, 2024, the payment of the installments for the purchase of
shares in Zetol, corresponding to Towers 3 and 4, was completed for
a total amount of USD 8.9 million, including units, parking spaces,
and credits in favor of VAM and Zetol for Towers 1 and
2.
2.
Purchase
of property adjacent to Alto Avellaneda shopping mall
On
August 1, 2024, IRSA acquired a property adjacent to its Alto
Avellaneda shopping mall, located at Gral. Güemes 861,
Avellaneda, Province of Buenos Aires.
The
property has a total area of 86,861 square meters and a built-up
area of 32,660 square meters, with potential for future
expansion.
The
purchase price was set at USD 12.2 million, of which USD 9.2
million has already been paid, and the remaining USD 3 million will
be settled upon the transfer of the title deed, which will be
granted within 3 years from the signing of the preliminary sales
agreement. The transaction includes the assignment to IRSA of the
existing lease agreements until their original expiration and the
signing of a new lease agreement with the supermarket for 3
years.
3.
Merger
by absorption of IRSA and Centro de Entretenimiento La Plata
S.A.
On
September 11, 2024, IRSA and Centro de Entretenimiento La Plata
S.A. (CELAP) Boards of Directors approved the prior merger
agreement between both companies and the corresponding special
financial statements as of June 30, 2024, initiating the corporate
reorganization process under the terms of art. 82 et seq. of the
General Law of Companies. The merger process has particular
characteristics given that IRSA is included in the public offering
regime, reason why, not only apply the current provisions of the
General Law of Companies but also the procedures established
regarding reorganization of companies of the Regulations of the
“Comisión Nacional de Valores” (National
Securities Commission) and the markets, both national and foreign,
where its shares are listed.
The
Merger was carried out in order to streamline the technical,
administrative, operational and economic resources of both
Companies.
On
October 28, 2024, the Shareholders' Meetings of IRSA and CELAP were
held, approving the merger by absorption, whose effective date was
established on July 1, 2024. As of that date, the transfer to the
absorbent of the totality of the equity of the absorbed company,
thereby incorporating all its rights and obligations, assets and
liabilities into the equity of the absorbing company.
Likewise, and in
accordance with the prior merger agreement, there is no exchange
ratio, since IRSA, in its capacity as the controlling company of
CELAP with a 100% share, does not receive its own shares given that
its holding in CELAP already it is incorporated into its
equity.
5.
Financial risk management and
fair value estimates
These
Financial Statements do not include all the information and
disclosures on financial risk management; therefore, they should be
read along with Note 5 to the Annual Financial
Statements. There
have been no changes in risk management or risk management policies
applied by the Group since year-end.
IRSA Inversiones y Representaciones Sociedad
Anónima
From
June 30, 2024 and up to the date of issuance of these Financial
Statements, there have been no significant changes in business or
economic circumstances affecting the fair value of the Group's
assets or liabilities (either measured at fair value or amortized
cost).
Segment information was prepared and classified
according to the business in which the Group operates, they were
described in Note 6 to the Annual Financial
Statements.
Below is a summary of the Group’s operating
segments and a reconciliation between the operating income
according to segment information and the operating income of the
Statements of Income and Other Comprehensive Income of the Group
for the three-month periods
ended September 30, 2024 and 2023:
|
|
|
|
|
Expenses and collective promotion funds
|
Elimination of inter-segment transactions and non-reportable assets
/ liabilities (2)
|
Total as per statement of income / statement of financial
position
|
Revenues
|
72,495
|
(426)
|
17,804
|
-
|
89,873
|
Costs
|
(14,595)
|
42
|
(17,905)
|
-
|
(32,458)
|
Gross profit / (loss)
|
57,900
|
(384)
|
(101)
|
-
|
57,415
|
Net
loss from fair value adjustment of investment
properties
|
(225,633)
|
134
|
-
|
-
|
(225,499)
|
General
and administrative expenses
|
(11,201)
|
65
|
-
|
31
|
(11,105)
|
Selling
expenses
|
(4,377)
|
28
|
-
|
-
|
(4,349)
|
Other
operating results, net
|
(4,059)
|
(3)
|
47
|
(31)
|
(4,046)
|
(Loss) / profit from operations
|
(187,370)
|
(160)
|
(54)
|
-
|
(187,584)
|
Share
of profit of associates and joint ventures
|
7,927
|
235
|
-
|
-
|
8,162
|
Segment loss
|
(179,443)
|
75
|
(54)
|
-
|
(179,422)
|
Reportable
assets
|
1,968,707
|
519
|
-
|
317,269
|
2,286,495
|
Reportable
liabilities (i)
|
-
|
-
|
-
|
(1,120,978)
|
(1,120,978)
|
Net reportable assets
|
1,968,707
|
519
|
-
|
(803,709)
|
1,165,517
|
|
|
|
|
|
|
|
|
|
|
|
Expenses and collective promotion funds
|
Elimination of inter-segment transactions and non-reportable assets
/ liabilities (2)
|
Total as per statement of income / statement of financial
position
|
Revenues
|
78,185
|
(448)
|
17,202
|
-
|
94,939
|
Costs
|
(13,370)
|
43
|
(17,567)
|
-
|
(30,894)
|
Gross profit / (loss)
|
64,815
|
(405)
|
(365)
|
-
|
64,045
|
Net
gain / (loss) from fair value adjustment of investment
properties
|
316,055
|
29
|
-
|
-
|
316,084
|
General
and administrative expenses
|
1,060
|
58
|
-
|
148
|
1,266
|
Selling
expenses
|
(5,018)
|
43
|
-
|
-
|
(4,975)
|
Other
operating results, net
|
(1,300)
|
(3)
|
173
|
(148)
|
(1,278)
|
Profit / (loss) from operations
|
375,612
|
(278)
|
(192)
|
-
|
375,142
|
Share
of profit of associates and joint ventures
|
6,427
|
423
|
-
|
-
|
6,850
|
Segment profit / (loss)
|
382,039
|
145
|
(192)
|
-
|
381,992
|
Reportable
assets
|
2,909,481
|
225
|
-
|
369,918
|
3,279,624
|
Reportable
liabilities (i)
|
-
|
-
|
-
|
(1,438,728)
|
(1,438,728)
|
Net reportable assets
|
2,909,481
|
225
|
-
|
(1,068,810)
|
1,840,896
|
|
|
|
|
|
|
(1) Represents the
equity value of joint ventures that were proportionately
consolidated for segment information.
(2) Includes
amounts pertaining to building administration expenses and
collective promotion funds (“FPC”, as per its Spanish
acronym) as well as total recovered costs, whether by way of
expenses or other concepts included under financial results (for
example default interest and other concepts). Includes deferred
income tax assets, income tax credits, trade and other receivables,
investment in financial assets, cash and cash equivalents and
intangible assets except for rights to receive future units under
barter agreements.
(i) The CODM
focuses its review on reportable assets.
IRSA Inversiones y Representaciones Sociedad
Anónima
Below
is a summarized analysis of the segments from the Group for the
three-month periods ended
September 30, 2024 and 2023:
|
|
|
|
|
|
|
|
|
Revenues
|
51,841
|
4,101
|
1,462
|
13,822
|
1,269
|
72,495
|
Costs
|
(3,665)
|
(287)
|
(1,382)
|
(8,445)
|
(816)
|
(14,595)
|
Gross profit
|
48,176
|
3,814
|
80
|
5,377
|
453
|
57,900
|
Net
loss from fair value adjustment of investment
properties
|
(5,574)
|
(67,743)
|
(152,130)
|
-
|
(186)
|
(225,633)
|
General
and administrative expenses
|
(5,074)
|
(418)
|
(1,980)
|
(2,452)
|
(1,277)
|
(11,201)
|
Selling
expenses
|
(2,471)
|
(96)
|
(421)
|
(1,055)
|
(334)
|
(4,377)
|
Other
operating results, net
|
(73)
|
(65)
|
(6,860)
|
(54)
|
2,993
|
(4,059)
|
Profit / (loss) from operations
|
34,984
|
(64,508)
|
(161,311)
|
1,816
|
1,649
|
(187,370)
|
Share
of profit of associates and joint ventures
|
-
|
-
|
-
|
-
|
7,927
|
7,927
|
Segment profit / (loss)
|
34,984
|
(64,508)
|
(161,311)
|
1,816
|
9,576
|
(179,443)
|
|
|
|
|
|
|
|
Investment
properties and trading properties
|
776,243
|
268,025
|
677,282
|
-
|
2,212
|
1,723,762
|
Investment
in associates and joint ventures
|
-
|
-
|
-
|
-
|
145,977
|
145,977
|
Other
operating assets
|
3,715
|
388
|
53,620
|
35,629
|
5,616
|
98,968
|
Reportable assets
|
779,958
|
268,413
|
730,902
|
35,629
|
153,805
|
1,968,707
|
|
|
|
|
|
|
|
|
|
Revenues
|
52,994
|
4,895
|
810
|
18,500
|
986
|
78,185
|
Costs
|
(3,087)
|
(303)
|
(664)
|
(8,488)
|
(828)
|
(13,370)
|
Gross profit
|
49,907
|
4,592
|
146
|
10,012
|
158
|
64,815
|
Net
(loss) / gain from fair value adjustment of investment
properties
|
(7,697)
|
99,430
|
224,659
|
-
|
(337)
|
316,055
|
General
and administrative expenses
|
(5,958)
|
(491)
|
(2,370)
|
(2,858)
|
12,737
|
1,060
|
Selling
expenses
|
(2,648)
|
(114)
|
(720)
|
(1,335)
|
(201)
|
(5,018)
|
Other
operating results, net
|
(612)
|
(83)
|
(1,897)
|
(142)
|
1,434
|
(1,300)
|
Profit from operations
|
32,992
|
103,334
|
219,818
|
5,677
|
13,791
|
375,612
|
Share
of profit of associates and joint ventures
|
-
|
-
|
-
|
-
|
6,427
|
6,427
|
Segment profit
|
32,992
|
103,334
|
219,818
|
5,677
|
20,218
|
382,039
|
|
|
|
|
|
|
|
Investment
properties and trading properties
|
771,869
|
574,036
|
1,359,042
|
-
|
3,027
|
2,707,974
|
Investment
in associates and joint ventures
|
-
|
-
|
-
|
-
|
126,264
|
126,264
|
Other
operating assets
|
2,759
|
426
|
29,973
|
36,039
|
6,046
|
75,243
|
Reportable assets
|
774,628
|
574,462
|
1,389,015
|
36,039
|
135,337
|
2,909,481
|
|
|
|
|
|
|
|
7.
Investments in associates and
joint ventures
Changes
in the Group’s investments in associates and joint ventures
for the three-month period ended September 30, 2024 and for the
year ended June 30, 2024 were as follows:
|
|
|
Beginning of the period / year
|
145,049
|
154,441
|
Sale
of interest in associates and joint ventures (i)
|
(1,487)
|
(29,373)
|
Capital
contributions
|
28
|
-
|
Share
of profit
|
8,162
|
38,166
|
Currency
translation adjustment
|
77
|
(93)
|
Dividends
(Note 25)
|
(311)
|
(18,092)
|
End of the period / year (ii)
|
151,518
|
145,049
|
(i)
As of June 30,
2024, mainly corresponds to the sale of interest in Quality Invest
S.A. and GCDI S.A.
(ii)
As of June 30, 2024
includes ARS (17) reflecting interests in companies with negative
equity, which were disclosed in “Provisions” (Note
18).
IRSA Inversiones y Representaciones Sociedad
Anónima
|
|
Value of Group's interest in equity
|
Group's interest in comprehensive income / (loss)
|
Name of the entity
|
|
|
|
|
|
|
Associates and joint ventures
|
|
|
|
|
|
|
New
Lipstick
|
49.96%
|
49.96%
|
1,147
|
1,211
|
(64)
|
9
|
BHSA
|
29.50%
|
29.89%
|
119,291
|
116,381
|
4,398
|
6,081
|
BACS
(1)
|
56.34%
|
56.35%
|
8,432
|
8,520
|
(88)
|
387
|
Nuevo
Puerto Santa Fe
|
50.00%
|
50.00%
|
4,918
|
4,990
|
240
|
432
|
La
Rural SA
|
50.00%
|
50.00%
|
14,972
|
11,906
|
3,065
|
1,378
|
GCDI
|
27.39%
|
27.39%
|
2,135
|
1,442
|
692
|
(1,376)
|
Other
joint ventures
|
N/A
|
N/A
|
623
|
599
|
(4)
|
215
|
Total associates and joint ventures
|
|
|
151,518
|
145,049
|
8,239
|
7,126
|
Below
is additional information about the Group’s main investments
in associates and joint ventures:
|
|
|
|
Latest financial statements issued
|
Name of the entity
|
Place of business / Country of incorporation
|
Main activity
|
|
Share capital (nominal value)
|
(Loss) / profit for the period
|
|
Associates and joint ventures
|
|
|
|
|
|
|
New
Lipstick
|
USA
|
Real
estate
|
23,631,037
|
(*) 47
|
(*) (1)
|
(*) (48)
|
BHSA
|
Argentina
|
Financial
|
442,469,223
|
(**) 1,500
|
(**) 14,909
|
(**) 394,755
|
BACS
(1)
|
Argentina
|
Financial
|
33,125,751
|
(**) 88
|
(**) (235)
|
(**) 22,352
|
Nuevo
Puerto Santa Fe
|
Argentina
|
Real
estate
|
138,750
|
28
|
481
|
9,374
|
La
Rural SA
|
Argentina
|
Organization
of events
|
714,998
|
1
|
6,196
|
29,621
|
GCDI
|
Argentina
|
Real
estate
|
250,729,447
|
915
|
2,023
|
7,792
|
(1)
BHSA
owns a 62.28% stake in BACS.
(*)
Amounts
in millions of US Dollars under US GAAP.
(**)
Information
as of September 30, 2024 according to IFRS.
Puerto Retiro and La Rural (joint venture):
There
have been no changes to what was informed in Note 8 to the Annual
Financial Statements.
Arcos del Gourmet S.A. (“Arcos” or
“AGSA”)
There
have been no changes to what was informed in Note 7 to the Annual
Financial Statements
Changes
in the Group’s investment properties for the three-month
period ended September 30, 2024 and for the year ended June 30,
2024 were as follows:
|
|
|
|
|
|
|
|
Fair value at the beginning of the period / year
|
1,165,804
|
743,515
|
1,637,680
|
736,980
|
Additions
|
12,880
|
4,037
|
5,000
|
9,973
|
Capitalized
leasing costs
|
-
|
38
|
18
|
240
|
Amortization
of capitalized leasing costs (i)
|
(25)
|
(52)
|
(151)
|
(198)
|
Transfers
|
(198)
|
(2,721)
|
(30,742)
|
(7)
|
Disposals
|
(117)
|
(14)
|
(56,342)
|
-
|
Currency
translation adjustment
|
(42)
|
-
|
(9)
|
-
|
Net
(loss) / gain from fair value adjustment (ii)
|
(227,633)
|
2,134
|
(389,650)
|
(3,473)
|
Fair value at the end of the period / year
|
950,669
|
746,937
|
1,165,804
|
743,515
|
(i)
Amortization
charges of capitalized leasing costs were recognized in "Costs" in
the Statement of Income and Other Comprehensive Income (Note
21).
(ii)
For the three-month
period ended September 30, 2024, the net loss from fair value
adjustment of investment properties was ARS 225,499. The net impact
of the values in pesos of our properties was mainly a consequence
of the change in macroeconomic conditions:
IRSA Inversiones y Representaciones Sociedad
Anónima
Level 2:
a)
The value of our
office buildings and other rental properties measured in real terms
decreased by 18.47% during the three-month period ended as of
September 30, 2024, due to the variation of the implicit exchange
rate which was well below inflation. Likewise, there is an impact
for the sales of the period.
Level 3:
b)
gain of ARS 26,824
as a consequence of the variation in the projected income growth
rate increase and the conversion to dollars of the projected cash
flow in pesos according to the exchange rate estimates used in the
cash flow from shopping malls.
c)
positive impact of
ARS 45,164 resulting from the conversion into pesos of the value of
the shopping malls in dollars based on the exchange rate at the end
of the period.
d)
a decrease of 16
basis points in the discount rate used for cash flows and a
decrease of 26 basis points in the discount rate used for
perpetuity, mainly due to a decrease in the country-risk rate
component and risk-free rate of the WACC discount rate used to
discount the cash flow, which led to an increase in the value of
the shopping malls of ARS 11,877.
Additionally, due
to the impact of the inflation adjustment, ARS 83,217 were
reclassified for shopping malls from “Net (loss) / gain from
fair value adjustment” to “Inflation Adjustment”
in the Statement of Income and Other Comprehensive
Income.
The
following is the balance by type of investment property of the
Group for the three-month period ended September 30, 2024 and for
the year ended June 30, 2024:
|
|
|
Shopping
Malls (i)
|
766,567
|
769,201
|
Offices
and other rental properties
|
301,820
|
376,509
|
Undeveloped
parcels of land
|
627,082
|
761,307
|
Properties
under development
|
523
|
523
|
Others
|
1,614
|
1,779
|
Total
|
1,697,606
|
1,909,319
|
|
|
|
(i)
Includes parking spaces.
The
following amounts have been recognized in the Statements of Income
and Other Comprehensive Income:
|
|
|
Revenues
(Note 20)
|
75,000
|
76,345
|
Direct
operating costs
|
(22,964)
|
(21,896)
|
Development
costs
|
(512)
|
(349)
|
Net
realized gain from fair value adjustment of investment properties
(i)
|
11
|
7,203
|
Net
unrealized (loss) / gain from fair value adjustment of investment
properties (ii)
|
(225,510)
|
308,881
|
|
|
|
(i) As of September
30, 2024 corresponds (ARS 5) to the realized result from fair value
adjustment for the period ((ARS 5) for the sale of parking spaces
in Libertador 498) and ARS 16 for realized result from fair value
adjustment made in previous years (ARS 16 for the sale of parking
spaces in Libertador 498). As of September 30, 2023 corresponds
(ARS 9,148) to the realized result from fair value adjustment for
the period ((ARS 1,861) for the sale of floors in the “261
Della Paolera” building and (ARS 7,287) for the sale of Maple
Building) and ARS 16,351 for realized result from fair value
adjustment made in previous years (ARS 8,202 for the sale of floors
in the “261 Della Paolera” building, ARS 130 for the
sale of parking spaces in Libertador 498 and ARS 8,019 for the sale
of Maple Building).
(ii) Includes the result from changes in the fair value of
those investment properties that are in the portfolio and have not
yet been sold. This was generated in accordance with what is
described in the section named "valuation techniques" in Note 9 to
the Annual Consolidated Financial Statements as of June 30, 2024,
mainly affected by the macroeconomic effects of inflation and
changes in the reference exchange rates mentioned
therein.
Valuation
techniques are described in Note 9 to the Annual Financial
Statements. There were no changes to such techniques.
IRSA Inversiones y Representaciones Sociedad
Anónima
Ramblas del Plata (former Costa Urbana) - Costanera Sur, Buenos
Aires City
On
December 21, 2021, it was published the law from Buenos Aires City
congress approving the Regulations for the development of the
property of approximately 70 hectares, owned by the Company since
1997, previously known as "Solares de Santa María", located in
front of the Río de la Plata in the South Coast of the
Autonomous City of Buenos Aires, southeast of Puerto Madero. The
published law grants a New Standard, designated: "U73 - Public Park
and Costa Urbana Urbanization", which enables the combination of
diverse uses such as homes, offices, retail, services, public
spaces, education, and entertainment.
The
Company will have a construction capacity of 866,806 sqm, which
will drive growth for the coming years through the development of
mixed-use projects.
IRSA
agreed to give in 50.8 hectares for public use, which represents
approximately 71% of the total area of the property to the
development of public green spaces, pedestrian streets, roadways
and will contribute with three additional lots of the property, two
for the Sustainable Urban Development Fund (FODUS, by its acronym
in Spanish) and one for the Innovation Trust, Science and
Technology of the Government of the Autonomous City of Buenos
Aires, and the sum of USD 2 million in cash and the amount of
3,000,000 sovereign bonds (AL35) which have already been
paid.
Likewise, IRSA will
be in charge of the infrastructure and road works on the property
and will carry out the public space works contributing up to USD 40
million together with the maintenance of the public spaces assigned
for 10 years or until the sum of USD 10 million is
completed.
On March 2023, Mensura was approved with a
proposal for subdivision, fractioning, transfer of streets and
public space. On November 15, 2023 the 3 plots were deeded in favor
of the Government of the Autonomous City of Buenos Aires
as well as the Public Park lot, and
the 61 IRSA´s lots were created, receiving the parcel ballots
corresponding to those 61 private plots on May 22,
2024.
As of
September 30, 2024, the Construction Management was already hired
and in the bidding process for Infrastructure Works for the start
of works of Stage I (which includes the first stage of the public
park that includes the central bay sector). As of the date of
issuance of these Unaudited Condensed Interim Consolidated
Financial Statements, the Certificate of Environmental Aptitude of
Stagge I has already been obtained after the Environmental Public
Hearing and begin the works for Stage 1.
“Ramblas del
Plata” will change the landscape of Buenos Aires City, giving
life to an undeveloped area and will be in an exceptional property
due to its size, location and connectivity, providing the City the
possibility of expanding and recovering access to the Río de
la Plata coast with areas for walks, recreation, green spaces,
public parks and mixed uses.
IRSA Inversiones y Representaciones Sociedad
Anónima
9.
Property, plant and
equipment
Changes
in the Group’s property, plant and equipment for the
three-month period ended September 30, 2024 and for the year ended
June 30, 2024 were as follows:
|
|
|
|
|
|
Costs
|
97,206
|
39,480
|
9,217
|
145,903
|
142,180
|
Accumulated
depreciation
|
(60,098)
|
(37,554)
|
(7,258)
|
(104,910)
|
(99,903)
|
Net book amount at the beginning of the period / year
|
37,108
|
1,926
|
1,959
|
40,993
|
42,277
|
Additions
|
1,009
|
120
|
118
|
1,247
|
3,731
|
Disposals
|
-
|
-
|
-
|
-
|
(13)
|
Currency
translation adjustment
|
-
|
-
|
(4)
|
(4)
|
(6)
|
Transfers
|
-
|
1,010
|
-
|
1,010
|
11
|
Depreciation
charges (ii)
|
(905)
|
(256)
|
(97)
|
(1,258)
|
(5,007)
|
Balances at the end of the period / year
|
37,212
|
2,800
|
1,976
|
41,988
|
40,993
|
Costs
|
98,215
|
40,610
|
9,331
|
148,156
|
145,903
|
Accumulated
depreciation
|
(61,003)
|
(37,810)
|
(7,355)
|
(106,168)
|
(104,910)
|
Net book amount at the end of the period / year
|
37,212
|
2,800
|
1,976
|
41,988
|
40,993
|
|
|
|
|
|
|
(i)
Includes furniture
and fixtures and vehicles.
(ii)
As of September 30,
2024, depreciation charges of property, plant and equipment were
recognized as follows: ARS 925 in "Costs", ARS 331 in "General and
administrative expenses" and ARS 2 in "Selling expenses",
respectively in the Statement of Income and Other Comprehensive
Income (Note 21).
Changes
in the Group’s trading properties for the three-month period
ended September 30, 2024 and for the year ended June 30, 2024 were
as follows:
|
|
Properties under development
|
|
|
|
Beginning of the period / year
|
2,394
|
10,034
|
9,936
|
22,364
|
25,742
|
Additions
|
-
|
230
|
163
|
393
|
1,020
|
Currency
translation adjustment
|
-
|
(919)
|
-
|
(919)
|
(1,190)
|
Disposals
|
-
|
(431)
|
(4)
|
(435)
|
(3,208)
|
End of the period / year
|
2,394
|
8,914
|
10,095
|
21,403
|
22,364
|
Non-current
|
|
|
|
20,820
|
21,903
|
Current
|
|
|
|
583
|
461
|
Total
|
|
|
|
21,403
|
22,364
|
|
|
|
|
|
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Changes
in the Group’s intangible assets for the three-month period
ended September 30, 2024 and for the year ended June 30, 2024 were
as follows:
|
|
Information systems and software
|
Future units to be received from barters and others
|
|
|
Costs
|
2,000
|
13,038
|
74,243
|
89,281
|
49,139
|
Accumulated
amortization
|
-
|
(12,172)
|
(4,682)
|
(16,854)
|
(16,039)
|
Net book amount at the beginning of the period / year
|
2,000
|
866
|
69,561
|
72,427
|
33,100
|
Additions
|
-
|
960
|
-
|
960
|
9,671
|
Disposals
|
-
|
-
|
(125)
|
(125)
|
(266)
|
Impairment
|
-
|
-
|
(7,002)
|
(7,002)
|
-
|
Transfers
|
-
|
1,909
|
-
|
1,909
|
30,737
|
Amortization
charges (i)
|
-
|
(264)
|
(11)
|
(275)
|
(815)
|
Balances at the end of the period / year
|
2,000
|
3,471
|
62,423
|
67,894
|
72,427
|
Costs
|
2,000
|
15,907
|
67,116
|
85,023
|
89,281
|
Accumulated
amortization
|
-
|
(12,436)
|
(4,693)
|
(17,129)
|
(16,854)
|
Net book amount at the end of the period / year
|
2,000
|
3,471
|
62,423
|
67,894
|
72,427
|
|
|
|
|
|
|
(i)
As of September 30,
2024, amortization charges were recognized in the amount of ARS 247
in "Costs", ARS 26 in "General and administrative expenses" and ARS
2 in "Selling expenses", in the Statement of Income and Other
Comprehensive Income (Note 21).
12.
Right-of-use assets and lease
liabilities
The
Group’s right-of-use assets as of September 30, 2024 and June
30, 2024 are the following:
|
|
|
Offices,
shopping malls and other rental properties
|
2,188
|
2,316
|
Convention
center
|
3,924
|
9,656
|
Total Right-of-use assets
|
6,112
|
11,972
|
Non-current
|
6,112
|
11,972
|
Total
|
6,112
|
11,972
|
|
|
|
The
depreciation charge of the right-of use-assets is detailed
below:
|
|
|
Offices,
shopping malls and other rental properties
|
128
|
109
|
Convention
center
|
244
|
163
|
Total depreciation of right-of-use assets (i)
|
372
|
272
|
|
|
|
(i)
As of September 30,
2024, amortization charges were recognized as follows: ARS 253 in
"Costs", ARS 21 in "General and administrative expenses" and ARS 98
in "Selling expenses", respectively in the Consolidated Statement
of Income and Other Comprehensive Income (Note 21).
IRSA Inversiones y Representaciones Sociedad
Anónima
The
Group’s lease liabilities as of September 30, 2024 and June
30, 2024 are the following:
|
|
|
Offices,
shopping malls and other rental properties
|
2,013
|
2,218
|
Convention
center
|
2,074
|
10,059
|
Total lease liabilities
|
4,087
|
12,277
|
Non-current
|
3,280
|
10,157
|
Current
|
807
|
2,120
|
Total
|
4,087
|
12,277
|
13.
Financial instruments by
category
This
note presents the financial assets and financial liabilities by
category of financial instrument and a reconciliation to the
corresponding line in the Consolidated Statements of Financial
Position, as appropriate. Financial assets and liabilities measured
at fair value are assigned based on their different levels in the
fair value hierarchy. For further information related to fair value
hierarchy refer to Note 14 to the Annual Financial Statements.
Financial assets and financial liabilities as of September 30, 2024
are the following:
|
Financial assets at amortized cost
|
Financial assets at fair value through profit or loss
|
Subtotal financial assets
|
|
|
|
|
|
|
|
|
|
September 30, 2024
|
|
|
|
|
|
|
Assets as per Statements of Financial Position
|
|
|
|
|
|
|
Trade
and other receivables (excluding the allowance for doubtful
accounts and other receivables) (Note 14)
|
86,206
|
-
|
-
|
86,206
|
21,738
|
107,944
|
Investments
in financial assets:
|
|
|
|
|
|
|
-
Public companies’ securities
|
-
|
17,684
|
-
|
17,684
|
-
|
17,684
|
-
Mutual funds
|
-
|
77,407
|
-
|
77,407
|
-
|
77,407
|
-
Bonds
|
-
|
54,288
|
-
|
54,288
|
-
|
54,288
|
-
Others
|
3,715
|
5,028
|
-
|
8,743
|
-
|
8,743
|
Derivative
financial instruments:
|
|
|
|
|
|
|
-
Options on companies
|
60
|
-
|
-
|
60
|
-
|
60
|
-
Bond futures
|
-
|
63
|
-
|
63
|
-
|
63
|
-
Warrants
|
-
|
-
|
14
|
14
|
-
|
14
|
Cash
and cash equivalents:
|
|
|
|
|
|
|
-
Cash at bank and on hand
|
19,778
|
-
|
-
|
19,778
|
-
|
19,778
|
-
Short-term investments
|
6,905
|
3,560
|
-
|
10,465
|
-
|
10,465
|
Total assets
|
116,664
|
158,030
|
14
|
274,708
|
21,738
|
296,446
|
|
Financial liabilities at amortized cost
|
Financial liabilities at fair value through profit or
loss
|
Subtotal financial liabilities
|
Non-financial liabilities
|
|
|
|
|
|
|
|
|
September 30, 2024
|
|
|
|
|
|
|
Liabilities as per Statements of Financial Position
|
|
|
|
|
|
|
Trade
and other payables (Note 16)
|
46,892
|
-
|
-
|
46,892
|
80,307
|
127,199
|
Borrowings
(Note 17)
|
380,395
|
-
|
-
|
380,395
|
-
|
380,395
|
Total liabilities
|
427,287
|
-
|
-
|
427,287
|
80,307
|
507,594
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Financial assets
and financial liabilities as of June 30, 2024 were as
follows:
|
Financial assets at amortized cost
|
Financial assets at fair value through profit or loss
|
Subtotal financial assets
|
|
|
|
|
|
|
|
|
|
June 30, 2024
|
|
|
|
|
|
|
Assets as per Statements of Financial Position
|
|
|
|
|
|
|
Trade
and other receivables (excluding the allowance for doubtful
accounts and other receivables) (Note 14)
|
100,871
|
-
|
-
|
100,871
|
26,366
|
127,237
|
Investments
in financial assets:
|
|
|
|
|
|
|
-
Public companies’ securities
|
-
|
19,691
|
-
|
19,691
|
-
|
19,691
|
-
Mutual funds
|
-
|
68,614
|
-
|
68,614
|
-
|
68,614
|
-
Bonds
|
-
|
46,968
|
-
|
46,968
|
-
|
46,968
|
-
Others
|
6,186
|
5,242
|
28
|
11,456
|
-
|
11,456
|
Derivative
financial instruments
|
|
|
|
|
|
|
-
Options on companies
|
63
|
-
|
-
|
63
|
-
|
63
|
Cash
and cash equivalents:
|
|
|
|
|
|
|
-
Cash at bank and on hand
|
22,991
|
-
|
-
|
22,991
|
-
|
22,991
|
-
Short term investments
|
-
|
8,739
|
-
|
8,739
|
-
|
8,739
|
Total assets
|
130,111
|
149,254
|
28
|
279,393
|
26,366
|
305,759
|
|
|
|
|
|
|
|
|
Financial liabilities at amortized cost
|
Financial liabilities at fair value through profit or
loss
|
Subtotal financial liabilities
|
Non-financial liabilities
|
|
|
|
|
|
|
|
|
June 30, 2024
|
|
|
|
|
|
|
Liabilities as per Statements of Financial Position
|
|
|
|
|
|
|
Trade
and other payables (Note 16)
|
41,151
|
-
|
-
|
41,151
|
83,319
|
124,470
|
Borrowings
(Note 17)
|
411,245
|
-
|
-
|
411,245
|
-
|
411,245
|
Derivative
financial instruments:
|
|
|
|
|
|
|
-
Bond futures
|
-
|
4
|
-
|
4
|
-
|
4
|
Total liabilities
|
452,396
|
4
|
-
|
452,400
|
83,319
|
535,719
|
|
|
|
|
|
|
|
As of
September 30, 2024, there have been no changes to the economic or
business circumstances affecting the fair value of the financial
assets and liabilities of the Group.
The
Group uses a range of valuation models for the measurement of Level
3 instruments, details of which may be obtained from the following
table. When there are no quoted prices available in an active
market, fair values (especially derivative instruments) are based
on recognized valuation methods.
Description
|
Pricing model / method
|
Parameters
|
Fair value hierarchy
|
|
Purchase
option - Warrant (Others)
|
Black
& Scholes with dilution
|
Underlying
asset price and volatility
|
Level
3
|
-
|
IRSA Inversiones y Representaciones Sociedad
Anónima
14.
Trade and other
receivables
Group’s trade
and other receivables as of September 30, 2024 and June 30, 2024
are as follows:
|
|
|
Sale,
leases and services receivables
|
40,775
|
48,492
|
Less:
Allowance for doubtful accounts
|
(3,161)
|
(3,450)
|
Total trade receivables
|
37,614
|
45,042
|
Borrowings,
deposits and others
|
44,038
|
45,072
|
Advances
to suppliers
|
10,953
|
10,453
|
Tax
receivables
|
5,630
|
5,526
|
Prepaid
expenses
|
2,900
|
2,789
|
Long-term
incentive plan
|
1
|
1
|
Dividends
receivable
|
-
|
5,305
|
Others
|
3,647
|
9,599
|
Total other receivables
|
67,169
|
78,745
|
Total trade and other receivables
|
104,783
|
123,787
|
Non-current
|
29,252
|
38,345
|
Current
|
75,531
|
85,442
|
Total
|
104,783
|
123,787
|
Movements on the
Group’s allowance for doubtful accounts were as
follows:
|
|
|
Beginning of the period / year
|
3,450
|
4,974
|
Additions
(i)
|
215
|
943
|
Recovery
(i)
|
(128)
|
(238)
|
Exchange
rate differences
|
135
|
3,359
|
Receivables
written off during the period/year as uncollectible
|
(135)
|
(12)
|
Inflation
adjustment
|
(376)
|
(5,576)
|
End of the period / year
|
3,161
|
3,450
|
(i)
Additions and
recovery of the allowance for doubtful accounts have been included
in “Selling expenses” in the Statement of Income and
Other Comprehensive Income (Note 21).
15.
Cash flow and cash equivalent
information
Following is a
detailed description of cash flows generated by the Group’s
operations for the three-month periods ended September 30, 2024 and
2023:
|
Note
|
|
|
(Loss)
/ profit for the period
|
|
(109,035)
|
250,538
|
Adjustments
for:
|
|
|
|
Income
tax
|
19
|
(55,373)
|
132,715
|
Amortization
and depreciation
|
21
|
1,982
|
1,776
|
Loss
from disposal of property, plant and equipment
|
23
|
-
|
4
|
Net
loss / (gain) from fair value adjustment of investment
properties
|
8
|
225,499
|
(316,084)
|
Gain
from lease modification
|
|
(1,555)
|
-
|
Impairment
of intangible assets
|
|
7,002
|
-
|
(Gain)
/ loss from disposal of associates and joint ventures
|
23
|
(946)
|
1,725
|
Gain
on sale of trading properties
|
|
(493)
|
(80)
|
Financial
results, net
|
|
(17,091)
|
(8,331)
|
Provisions
and allowances
|
|
3,051
|
(9,173)
|
Share
of profit of associates and joint ventures
|
8
|
(8,162)
|
(6,850)
|
Changes in operating assets and liabilities:
|
|
|
|
Increase
in inventories
|
|
(6)
|
(275)
|
Decrease
/ (increase) in trading properties
|
|
221
|
(62)
|
Decrease
in trade and other receivables
|
|
11,107
|
9,474
|
Decrease
in trade and other payables
|
|
(3,955)
|
(14,060)
|
Decrease
in salaries and social security liabilities
|
|
(2,379)
|
(4,555)
|
Decrease
in provisions
|
|
(67)
|
(284)
|
Net cash generated by operating activities before income tax
paid
|
|
49,800
|
36,478
|
|
|
|
IRSA Inversiones y Representaciones Sociedad
Anónima
The
following table presents a detail of significant non-cash
transactions occurred in the three-month periods ended September
30, 2024 and 2023:
|
|
|
Increase
of investments in financial assets through a decrease of
investments in associates and joint ventures
|
311
|
-
|
Other
comprehensive loss for the period
|
497
|
1,037
|
Decrease
in investment properties through an increase in property, plant and
equipment
|
1,010
|
12
|
Decrease
in Shareholders’ Equity through a decrease in trade and other
receivables
|
-
|
4,669
|
Increase
in right-of-use assets through an increase in lease
liabilities
|
-
|
915
|
Decrease
in Shareholders’ Equity through an increase in trade and
other payables
|
3,332
|
-
|
Barter
transactions of investment properties
|
14
|
698
|
Decrease
in investment properties through an increase in trade and other
receivables
|
-
|
2,793
|
Decrease
in investments in associates and joint ventures through an increase
in trade and other receivables
|
-
|
2,012
|
Increase
in intangible assets through a decrease in investment
properties
|
1,909
|
-
|
Decrease
in borrowings through an increase in trade and other
payables
|
2,654
|
-
|
Increase
in investments in associates and joint ventures through an increase
in trade and other payables
|
28
|
-
|
Increase
in investment properties through an increase in trade and other
payables
|
3,069
|
-
|
Decrease
in right-of-use assets through a decrease in lease
liabilities
|
5,487
|
-
|
Decrease
of investment in financial assets through an increase in derivative
financial instruments
|
28
|
-
|
Group’s trade
and other payables as of September 30, 2024 and June 30, 2024 were
as follows:
|
|
|
Customers´
advances (*)
|
40,571
|
43,539
|
Trade
payables
|
15,537
|
10,608
|
Accrued
invoices
|
8,139
|
8,728
|
Admission
fees (*)
|
32,797
|
32,977
|
Other
income to be accrued
|
511
|
530
|
Tenant
deposits
|
525
|
542
|
Total trade payables
|
98,080
|
96,924
|
Taxes
payable
|
6,428
|
6,273
|
Other
payables
|
22,691
|
21,273
|
Total other payables
|
29,119
|
27,546
|
Total trade and other payables
|
127,199
|
124,470
|
Non-current
|
41,314
|
42,965
|
Current
|
85,885
|
81,505
|
Total
|
127,199
|
124,470
|
(*)
Mainly, corresponds to admission rights and rents collected in
advance, which will accrue in an average term of 3 to 5
years.
The
breakdown of the Group’s borrowings as of September 30, 2024
and June 30, 2024 was as follows:
|
|
|
|
|
|
|
|
Non-convertible
notes
|
333,616
|
368,135
|
338,481
|
347,346
|
Bank
loans and others
|
4,140
|
7,365
|
4,140
|
7,365
|
Bank
overdrafts
|
38,761
|
28,813
|
38,761
|
28,813
|
Other
borrowings
|
1,883
|
4,840
|
1,883
|
4,840
|
Loans
with non-controlling interests
|
1,995
|
2,092
|
1,995
|
2,092
|
Total borrowings
|
380,395
|
411,245
|
385,260
|
390,456
|
Non-current
|
170,404
|
207,834
|
|
|
Current
|
209,991
|
203,411
|
|
|
Total
|
380,395
|
411,245
|
|
|
|
|
|
|
|
IRSA Inversiones y Representaciones Sociedad
Anónima
The
table below shows the movements in the Group's provisions
categorized by type:
|
|
Investments in associates and joint ventures (ii)
|
|
|
Beginning of the period / year
|
27,683
|
17
|
27,700
|
28,175
|
Additions
(i)
|
1,125
|
-
|
1,125
|
7,589
|
Share
of loss of associates
|
-
|
12
|
12
|
12
|
Recovery
(i)
|
(301)
|
(29)
|
(330)
|
(84)
|
Used
during the period / year
|
(67)
|
-
|
(67)
|
(690)
|
Inflation
adjustment
|
(1,477)
|
-
|
(1,477)
|
(7,302)
|
End of the period / year
|
26,963
|
-
|
26,963
|
27,700
|
Non-current
|
|
|
23,287
|
23,569
|
Current
|
|
|
3,676
|
4,131
|
Total
|
|
|
26,963
|
27,700
|
|
|
|
|
|
(i) Additions and
recovery of legal claims are included in "Other operating results,
net".
(ii) Corresponds to
investments in Puerto Retiro, a joint venture with negative
equity.
(iii) Includes the
provision for the IDBD demand.
IDBD
The
Group lost control of IDBD on September 25, 2020.
On
September 21, 2020, IDBD filed a lawsuit against Dolphin
Netherlands B.V. (“Dolphin BV”) and IRSA before the
Tel-Aviv Jaffa District Court (civil case no. 29694-09-20). The
amount claimed by IDBD is NIS 140 million, alleging that Dolphin BV
and IRSA breached an alleged legally binding commitment to transfer
to IDBD 2 installments of NIS 70 million. On December 24, 2020, and
following approval by the insolvency court, the IDBD trustee filed
a motion to dismiss the claim, maintaining the right as IDBD
trustee, to file a new inter alia claim in the same matter, after
conduct an investigation into the reasons for IDBD's insolvency. On
December 24, 2020, the court entered a judgment to dismiss the
claim as requested. On October 31, 2021, the Insolvency
Commissioner notified that he did not oppose the motion, and on
that same date, the court affirmed the motion initiated by the
trustee of IDBD.
On
December 26, 2021 IDBD filed the lawsuit against Dolphin BV and
IRSA for the sum of NIS 140 million, plus interest and
costs.
On
January 30, 2023, a copy of the lawsuit was sent to us and we
evaluated the legal defense alternatives for the company's
interests. Throughout the year 2023 and up to the present date, the
legal process has continued as usual, and the Company has responded
to all requests made to it.
On
January 17, 2024, the Court dismissed the request for asset
injunction and embargo on IRSA requested by IDBD. A hearing date
has been set in the file dealing with the appeal of jurisdiction
and the notification of the lawsuit. A hearing date has also been
set in the main claim file, which is currently in the evidentiary
stage.
On
April 9, 2024, the Court rejected the appeal filed by IRSA
regarding the applicable jurisdiction and the form of notification
of the claim, ordering that IRSA and Dolphin pay IDBD the sum of
NIS 25,000 as expenses. The Court's decision was appealed to the
Supreme Court on June 16, 2024 and on June 18, 2024, the Supreme
Court refused to address the issue raised.
IRSA Inversiones y Representaciones Sociedad
Anónima
September 15, 2024
has been set as the deadline for IDBD, IRSA and Dolphin to report
to the Court the status of the documentation exchange process. In
this process, the parties show each other the requested
documentation as part of the evidentiary stage. In a preliminary
hearing the parties discussed document requests and agreed to
attempt to reach a consensus on the facts of the case. In that
hearing, the parties were given until October to present
witnesses.
The
company is discussing the origin of the claim in terms of its
passive legitimacy and, subsidiarily, refuting the substantive
arguments raised by IDBD. Notwithstanding this, based on the
analysis of the Company's lawyers based on the actions carried out
to date, an accounting provision related to this claim has been
recorded under the applicable accounting standards. As of the
issuance date of these condensed interim financial statements, the
legal process is still ongoing.
The
details of the Group’s income tax, is as
follows:
|
|
|
Current
income tax
|
(19,953)
|
(4,397)
|
Deferred
income tax
|
75,326
|
(128,318)
|
Income tax
|
55,373
|
(132,715)
|
|
|
|
Below
is a reconciliation between income tax recognized and the amount
which would result from applying the prevailing tax rate on profit
before income tax for the three-month periods ended September 30,
2024 and 2023:
|
|
|
Loss / (profit) for the period at tax rate applicable in the
respective countries
|
56,036
|
(135,302)
|
Permanent differences:
|
|
|
Share
of profit of associates and joint ventures
|
3,760
|
3,927
|
Provision
of tax loss carry forwards
|
507
|
(402)
|
Accounting
Inflation adjustment permanent difference
|
4,134
|
(4,623)
|
Difference
between provision and tax return
|
(2)
|
4,737
|
Non-taxable
profit, non-deductible expenses and others
|
(3,117)
|
(4,531)
|
Tax
inflation adjustment permanent difference
|
(5,945)
|
3,479
|
Income tax
|
55,373
|
(132,715)
|
|
|
|
The
gross movement in the deferred income tax account is as
follows:
|
|
|
Beginning of period / year
|
(621,729)
|
(686,695)
|
Deferred
income tax charge
|
75,326
|
64,966
|
End of period / year
|
(546,403)
|
(621,729)
|
Deferred
income tax assets
|
5,201
|
6,834
|
Deferred
income tax liabilities
|
(551,604)
|
(628,563)
|
Deferred income tax liabilities, net
|
(546,403)
|
(621,729)
|
|
|
|
IRSA Inversiones y Representaciones Sociedad
Anónima
|
|
|
Base
rent
|
34,337
|
28,900
|
Contingent
rent
|
11,923
|
20,333
|
Admission
rights
|
5,016
|
4,598
|
Parking
fees
|
2,929
|
2,859
|
Commissions
|
1,743
|
677
|
Property
management fees
|
498
|
463
|
Others
|
688
|
573
|
Averaging
of scheduled rent escalation
|
62
|
740
|
Rentals and services income
|
57,196
|
59,143
|
Revenue
from hotels operation and tourism services
|
13,820
|
18,482
|
Sale
of trading properties
|
1,053
|
112
|
Total revenues from sales, rentals and services
|
72,069
|
77,737
|
Expenses
and collective promotion fund
|
17,804
|
17,202
|
Total revenues from expenses and collective promotion
funds
|
17,804
|
17,202
|
Total Group’s revenues
|
89,873
|
94,939
|
The
Group discloses expenses in the statements of income by function as
part of the line items “Costs”, “General and
administrative expenses” and “Selling expenses”.
The following table provides additional disclosures regarding
expenses by nature and their relationship to the function within
the Group.
|
|
General and administrative expenses
|
|
|
|
Cost
of sale of goods and services
|
1,807
|
-
|
-
|
1,807
|
1,558
|
Salaries,
social security costs and other personnel expenses
|
11,926
|
4,947
|
639
|
17,512
|
17,305
|
Depreciation
and amortization
|
1,502
|
378
|
102
|
1,982
|
1,776
|
Fees
and payments for services
|
1,160
|
1,399
|
361
|
2,920
|
3,087
|
Maintenance,
security, cleaning, repairs and others
|
10,131
|
1,075
|
15
|
11,221
|
10,664
|
Advertising
and other selling expenses
|
2,632
|
10
|
929
|
3,571
|
4,610
|
Taxes,
rates and contributions
|
2,105
|
529
|
2,171
|
4,805
|
5,043
|
Director´s
fees (Note 25) (i)
|
-
|
2,140
|
-
|
2,140
|
(11,387)
|
Leases
and service charges
|
434
|
142
|
6
|
582
|
364
|
Allowance
for doubtful accounts, net
|
-
|
-
|
87
|
87
|
167
|
Other
expenses
|
761
|
485
|
39
|
1,285
|
1,416
|
Total as of September 30, 2024
|
32,458
|
11,105
|
4,349
|
47,912
|
-
|
Total as of September 30, 2023
|
30,894
|
(1,266)
|
4,975
|
-
|
34,603
|
|
|
|
|
|
|
(i) On
5 October 2023, fees to the Board of Directors were approved at the
General Ordinary and Extraordinary Shareholders' Meeting for ARS
9,050 (nominal values). The Board of Directors of the Company had
proposed Director´s fees for ARS 13,500 (nominal values) and
accordingly made provision for such amount in the Annual Consolidated
Financial Statements as of June 30, 2023, issued on September 5,
2023, and submitted to the CNV. During the period ended September
30, 2023, with the final approval of said fee, the Company
proceeded to recover the excess in the provision restated at the
end of the period, with a balancing entry in the line that gave
rise to it.
|
|
|
Inventories
at the beginning of the period
|
23,575
|
27,118
|
Purchases
and expenses
|
32,827
|
30,885
|
Currency
translation adjustment
|
(919)
|
(226)
|
Disposals
|
(435)
|
(31)
|
Inventories
at the end of the period
|
(22,590)
|
(26,852)
|
Total costs
|
32,458
|
30,894
|
|
|
|
IRSA Inversiones y Representaciones Sociedad
Anónima
The
following table presents the composition of the Group’s
inventories as of September 30, 2024 and June 30,
2024:
|
|
|
Real
estate
|
21,403
|
22,364
|
Others
|
1,187
|
1,211
|
Total inventories at the end of the period (*)
|
22,590
|
23,575
|
(*)
Inventories include trading properties and
inventories.
23.
Other operating results,
net
|
|
|
Donations
|
(164)
|
(102)
|
Share
of (gain) / loss from disposal of associates and joint
ventures
|
946
|
(1,725)
|
Lawsuits
and other contingencies
|
(824)
|
(2,047)
|
Administration
fees
|
140
|
104
|
Interest
and allowances generated by operating credits
|
239
|
936
|
Loss
from disposal of property, plant and equipment
|
-
|
(4)
|
Impairment
of intangible assets
|
(7,002)
|
-
|
Others
|
2,619
|
1,560
|
Total other operating results, net
|
(4,046)
|
(1,278)
|
|
|
|
|
|
|
Finance
income:
|
|
|
-
Interest income
|
722
|
1,169
|
Total finance income
|
722
|
1,169
|
Finance
costs:
|
|
|
-
Interest expenses
|
(10,904)
|
(11,432)
|
-
Other finance costs
|
(740)
|
(1,304)
|
Total finance costs
|
(11,644)
|
(12,736)
|
Other
financial results:
|
|
|
-
Fair value gain of financial assets and liabilities at fair value
through profit or loss, net
|
7,232
|
895
|
-
Exchange rate differences, net
|
14,324
|
(12,384)
|
-
Gain / (loss) from repurchase of non-convertible notes
|
27
|
(97)
|
-
Gain / (loss) from derivative financial instruments,
net
|
108
|
(25)
|
-
Other financial results
|
-
|
4,323
|
Total other financial results
|
21,691
|
(7,288)
|
- Inflation
adjustment
|
4,245
|
20,116
|
Total financial results, net
|
15,014
|
1,261
|
|
|
|
25.
Related party
transactions
The
following is a summary of the balances with related parties as of
September 30, 2024 and June 30, 2024:
Item
|
|
|
Trade
and other receivables
|
25,371
|
31,685
|
Investments
in financial assets
|
4,480
|
4,717
|
Borrowings
|
(818)
|
(874)
|
Trade
and other payables
|
(21,349)
|
(19,176)
|
Total
|
7,684
|
16,352
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Related party
|
|
|
Description of transaction
|
Item
|
New
Lipstick LLC
|
235
|
248
|
Reimbursement
of expenses receivable
|
Trade
and other receivable
|
Comparaencasa
Ltd.
|
2,111
|
2,223
|
Other
investments
|
Investments
in financial assets
|
|
272
|
279
|
Loans
granted
|
Trade
and other receivable
|
Banco
Hipotecario S.A.
|
42
|
43
|
Leases
and/or rights of use receivable
|
Trade
and other receivable
|
|
-
|
5,305
|
Dividends
receivable
|
Trade
and other receivable
|
La
Rural S.A.
|
2,031
|
1,542
|
Canon
|
Trade
and other receivable
|
|
(1)
|
(2)
|
Others
|
Trade
and other payables
|
|
3
|
18
|
Others
|
Trade
and other receivable
|
|
(1)
|
-
|
Leases
and/or rights of use payable
|
Trade
and other payables
|
Other
associates and joint ventures (1)
|
(539)
|
(586)
|
Loans
obtained
|
Borrowings
|
|
(28)
|
-
|
Irrevocable
contributions pending integration
|
Trade
and other payables
|
|
101
|
33
|
Management
Fee
|
Trade
and other receivable
|
|
(13)
|
(24)
|
Others
|
Trade
and other payables
|
|
11
|
12
|
Others
|
Trade
and other receivable
|
|
1
|
1
|
Share
based payments
|
Trade
and other payables
|
|
12
|
12
|
Loans
granted
|
Trade
and other receivable
|
Total associates and joint ventures
|
4,237
|
9,104
|
|
|
Cresud
|
18
|
626
|
Reimbursement
of expenses receivable
|
Trade
and other receivable
|
|
(3,391)
|
(2,378)
|
Corporate
services payable
|
Trade
and other payables
|
|
454
|
476
|
Non-convertible
notes
|
Investments
in financial assets
|
|
(3)
|
(3)
|
Share
based payments
|
Trade
and other payables
|
Total parent company
|
(2,922)
|
(1,279)
|
|
|
Futuros
y Opciones S.A.
|
8
|
5
|
Others
|
Trade
and other receivable
|
Helmir
S.A.
|
(279)
|
(288)
|
Non-convertible
notes
|
Borrowings
|
Total subsidiaries of parent company
|
(271)
|
(283)
|
|
|
Directors
|
(7,472)
|
(6,252)
|
Fees
for services received
|
Trade
and other payables
|
Galerias
Pacifico
|
3,474
|
3,643
|
Loans
granted
|
Trade
and other receivable
|
|
2
|
3
|
Others
|
Trade
and other payables
|
Rundel
Global LTD
|
1,915
|
2,018
|
Other
investments
|
Investments
in financial assets
|
Yad
Levim LTD
|
19,088
|
19,816
|
Loans
granted
|
Trade
and other receivable
|
Sociedad
Rural Argentina S.A.
|
(10,267)
|
(10,332)
|
Others
|
Trade
and other payables
|
Others
|
(34)
|
(53)
|
Leases
and/or rights of use receivable
|
Trade
and other payables
|
|
48
|
35
|
Others
|
Trade
and other receivable
|
|
(140)
|
(133)
|
Others
|
Trade
and other payables
|
|
26
|
65
|
Reimbursement
of expenses receivable
|
Trade
and other receivable
|
Total directors and others
|
6,640
|
8,810
|
|
|
Total at the end of the period / year
|
7,684
|
16,352
|
|
|
(1)
Includes Avenida
Compras S.A., Avenida Inc., BHN Vida S.A., Puerto Retiro S.A.,
Cyrsa S.A. (in liquidation) and Nuevo Puerto Santa Fe
S.A.
IRSA Inversiones y Representaciones Sociedad
Anónima
The following is a summary of the results with related parties for
the three-month periods ended September 30, 2024 and
2023:
Related party
|
|
|
Description of transaction
|
BHN
Vida S.A
|
-
|
(11)
|
Leases
and/or rights of use
|
BHN
Seguros Generales S.A.
|
-
|
(4)
|
Leases
and/or rights of use
|
Comparaencasa
Ltd.
|
(115)
|
133
|
Financial
operations
|
Other
associates and joint ventures (1)
|
12
|
34
|
Financial
operations
|
|
(1)
|
(28)
|
Leases
and/or rights of use
|
|
117
|
87
|
Corporate
services
|
Total associates and joint ventures
|
13
|
211
|
|
Cresud
|
15
|
39
|
Leases
and/or rights of use
|
|
(2,664)
|
(3,050)
|
Corporate
services
|
|
(7)
|
43
|
Financial
operations
|
Total parent company
|
(2,656)
|
(2,968)
|
|
Helmir
|
6
|
(12)
|
Financial
operations
|
Total subsidiaries of parent company
|
6
|
(12)
|
|
Directors
(2)
|
(2,140)
|
11,387
|
Fees
and remunerations
|
Senior
Management
|
(159)
|
(167)
|
Fees
and remunerations
|
Rundel
Globa LTD
|
-
|
921
|
Financial
operations
|
Yad
Leviim LTD
|
286
|
235
|
Financial
operations
|
Sociedad
Rural Argentina S.A.
|
677
|
(170)
|
Financial
operations
|
Others
|
23
|
15
|
Corporate
services
|
|
(52)
|
(37)
|
Leases
and/or rights of use
|
|
(416)
|
(3)
|
Financial
operations
|
|
(137)
|
(93)
|
Donations
|
|
(275)
|
(340)
|
Fees
and remuneration
|
|
(104)
|
(148)
|
Legal
services
|
Total others
|
(2,297)
|
11,600
|
|
Total at the end of the period
|
(4,934)
|
8,831
|
|
(1)
Includes Avenida Inc., Banco
Hipotecario S.A., Cyrsa S.A. (in liquidation), BHN Sociedad de
Inversión S.A., La Rural S.A., Nuevo Puerto Santa Fe S.A. and
Quality Invest S.A.
(2)
See Note 21 these
Financial Statements.
The
following is a summary of the transactions with related parties for
the three-month periods ended September 30, 2024 and
2023:
Related party
|
|
|
Description of the operation
|
Banco
Hipotecario S.A.
|
(1,487)
|
-
|
Sale
of shares
|
Quality
Invest S.A.
|
-
|
(29,111)
|
Sale
of shares
|
Total sale of shares
|
(1,487)
|
(29,111)
|
|
Puerto
Retiro S.A.
|
(28)
|
-
|
Irrevocable
contributions
|
Total irrevocable contributions
|
(28)
|
-
|
|
Nuevo
Puerto Santa Fe S.A.
|
311
|
494
|
Dividends
received
|
Total dividends received
|
311
|
494
|
|
IRSA Inversiones y Representaciones Sociedad
Anónima
26.
CNV General Resolution N°
622
As
required by Section 1°, Chapter III, Title IV of CNV General
Resolution N° 622, below there is a detail of the notes to the
Unaudited Condensed Interim Consolidated Financial Statements that
disclose the information required by the Resolution in
Exhibits.
Exhibit
A - Property, plant and equipment
|
Note 8
Investment properties and Note 9 Property, plant and
equipment
|
Exhibit
B - Intangible assets
|
Note 11
Intangible assets
|
Exhibit
C - Investment in associates
|
Note 7
Investments in associates and joint ventures
|
Exhibit
D - Other investments
|
Note 13
Financial instruments by category
|
Exhibit
E - Provisions and allowances
|
Note 14
Trade and other receivables and Note 18 Provisions
|
Exhibit
F - Cost of sales and services provided
|
Note 22
Costs
|
Exhibit
G - Foreign currency assets and liabilities
|
Note 27
Foreign currency assets and liabilities
|
27.
Foreign currency assets and
liabilities
Book
amounts of foreign currency assets and liabilities are as
follows:
Item / Currency (1)
|
|
|
|
|
Assets
|
|
|
|
|
Trade and other receivables
|
|
|
|
|
US
Dollar
|
19.75
|
967.50
|
19,112
|
26,849
|
Euros
|
0.01
|
1,078.09
|
11
|
11
|
Uruguayan
pesos
|
0.04
|
23.34
|
1
|
-
|
Receivables with related parties:
|
|
|
|
|
US
Dollar
|
20.24
|
970.50
|
19,647
|
20,400
|
Total trade and other receivables
|
|
|
38,771
|
47,260
|
Investments in financial assets
|
|
|
|
|
US
Dollar
|
90.10
|
967.50
|
87,170
|
94,744
|
Pounds
|
0.72
|
1,295.58
|
934
|
905
|
New
Israel Shekel
|
4.29
|
260.32
|
1,118
|
1,046
|
Investments with related parties:
|
|
|
|
|
US
Dollar
|
2.64
|
970.50
|
2,565
|
2,700
|
Total investments in financial assets
|
|
|
91,787
|
99,395
|
Derivative financial instruments
|
|
|
|
|
US
Dollar
|
0.08
|
967.50
|
77
|
-
|
Total Derivative financial instruments
|
|
|
77
|
-
|
Cash and cash equivalents
|
|
|
|
|
US
Dollar
|
24.19
|
967.50
|
23,402
|
20,274
|
Uruguayan
pesos
|
0.04
|
23.34
|
1
|
13
|
Pounds
|
-
|
1,295.58
|
3
|
2
|
Euros
|
0.01
|
1,078.09
|
8
|
4
|
New
Israel Shekel
|
-
|
260.32
|
1
|
1
|
Brazilian
Reais
|
0.01
|
182.70
|
2
|
-
|
Total cash and cash equivalents
|
|
|
23,417
|
20,294
|
Total Assets
|
|
|
154,052
|
166,949
|
|
|
|
|
|
Liabilities
|
|
|
|
|
Trade and other payables
|
|
|
|
|
US
Dollar
|
18.49
|
970.50
|
17,943
|
18,493
|
Uruguayan
pesos
|
1.07
|
23.34
|
25
|
34
|
Payables to related parties:
|
|
|
|
|
US
Dollar
|
10.56
|
970.50
|
10,245
|
10,236
|
Total Trade and other payables
|
|
|
28,213
|
28,763
|
Borrowings
|
|
|
|
|
US
Dollar
|
301.41
|
970.50
|
292,522
|
325,512
|
Borrowings with related parties
|
|
|
|
|
US
Dollar
|
0.82
|
970.50
|
798
|
851
|
Total Borrowings
|
|
|
293,320
|
326,363
|
Derivative financial instruments
|
|
|
|
|
US
Dollar
|
-
|
970.50
|
-
|
4
|
Total derivative financial instruments
|
|
|
-
|
4
|
Lease liabilities
|
|
|
|
|
US
Dollar
|
4.11
|
970.50
|
3,988
|
12,165
|
Total lease liabilities
|
|
|
3,988
|
12,165
|
Provisions
|
|
|
|
|
New
Israel Shekel
|
85.89
|
260.32
|
22,359
|
22,778
|
Total Provisions
|
|
|
22,359
|
22,778
|
Total Liabilities
|
|
|
347,880
|
390,073
|
IRSA Inversiones y Representaciones Sociedad
Anónima
(1) Considering
foreign currencies as those that differ from each Group’s
subsidiaries functional currency at each
period/year-end.
(2) Exchange rates as
of September 30, 2024 according to Banco de la Nación
Argentina and Central Bank of the Argentine Republic.
28.
Other relevant events of the
period
Shares Buyback Program – New program
On
July 11, 2024, the Board of Directors of IRSA approved a new
program for the buyback program of shares issued by the Company and
established the terms and conditions for the acquisition of
treasury shares issued by the Company, under the terms of Article
64. of Law No. 26,831 and the CNV regulations, for up to a maximum
amount of ARS 15,000 million and up to 10% of the share capital, up
to a daily limit of up to 25% of the average volume of daily
transactions that the shares have experienced of the Company,
jointly in the markets it is listed, during the previous 90
business days, and up to a maximum price of USD 11 per GDS and ARS
1,550 per share. Likewise, the repurchase period was set at up to
180 days, beginning the day following the date of publication of
the information in the Daily Bulletin of the Buenos Aires Stock
Exchange.
On
September 12, 2024, we completed the share buyback program, having
acquired 11,541,885 common shares, representing approximately
99.93% of the approved program and 1.56% of the capital stock of
IRSA.
Warrants exercise
During
the three-month period ended September 30, 2024, certain warrant
holders exercised their right to purchase additional shares. For
this reason, USD 1.8 million were received, for converted warrants
of 4,157,623.
“261 Della Paolera” floor sale
On
October 15, 2024, we informed that we have sold a floor of the
“261 Della Paolera” tower located in the Catalinas
district of the Autonomous City of Buenos Aires for a total
leasable area of approximately 1,197 square meters and 8 parking
lots located in the building.
The
transaction price was approximately USD 7.1 million (MEP) (USD/
square meters 6,000), of which USD 6.0 million has already been
paid and the balance of USD 1.1 million, granted with a mortgage,
will be paid in 24 monthly installments accruing an interest rate
of 8% annually.
After
this operation, IRSA retains ownership of 3 floors of the building
with an approximate leasable area of 3,670 square meters in
addition to parking lots and other complementary
spaces.
Local Notes Issuance – Series XXII & XXIII
Notes
On
October 23, 2024, IRSA informed the results of the auction for two
series of notes on the local market for a total amount of USD 67.3
million through the following instruments:
●
Series XXII:
Denominated in dollars for USD 15.8 million, with 5.75% interest
rate and semiannual interests’ payments (first payment will
be on July 23, 2025). The Capital amortization will be 100% at
maturity, on October 23, 2027. The issuance price will be
100.0%.
●
Series XXIII:
Denominated in dollars for USD 51.5 million, with 7.25% interest
rate and semiannual interests’ payments (first payment will
be on July 23, 2025). The Capital amortization will be 100% at
maturity, on October 23, 2029. The issuance price will be
100.0%.
The
funds will be used as defined in the issuance
documents.
IRSA Inversiones y Representaciones Sociedad
Anónima
General Ordinary and Extraordinary Shareholders’ Meeting -
IRSA
On
October 28, 2024, the General Ordinary and Extraordinary
Shareholders’ Meeting was held, where it was resolved to
distribute a dividend to shareholders in proportion to their
shareholdings, payable in cash for the sum of ARS 90,000 million.
The amounts are expressed in currency defined as approved by the
Ordinary and Extraordinary Shareholders' Meeting.
Likewise, it was
approved to distribute the amount of 25,700,000 treasury shares in
the portfolio of nominal value ARS 10, derived from the share
repurchase programs, to the shareholders in proportion to their
shareholdings, and the request for the issuance and public offer of
complementary common shares to those authorized by the CNV on
February 8, 2021, within the agreement of the share capital
increase by subscription of shares approved by the
Shareholders´ Meeting held on October 30, 2019 and the Board
of Directors on January 20, 2021 for a total of 80,000,000 common
shares of par value ARS 1 (currently par value ARS 10) and with the
right to one vote per share and 80,000,000 options with the right
to receive common shares.
Free
translation from the original prepared in Spanish for publication
in Argentina
REVIEW REPORT ON THE UNAUDITED CONDENSED INTERIM CONSOLIDATED
FINANCIAL STATEMENTS
To the
Shareholders, President and Directors of
IRSA
Inversiones y Representaciones Sociedad Anónima
Legal
address: Carlos Della Paolera 261 - 9th floor
Autonomous City of
Buenos Aires
Tax
Registration Number: 30-52532274-9
Introduction
We have
reviewed the accompanying unaudited condensed interim consolidated
financial statements of IRSA Inversiones y Representaciones
Sociedad Anónima and its subsidiaries (hereinafter “the
Company”), which comprise the unaudited condensed interim
consolidated statement of financial position as of September 30,
2024, the unaudited condensed interim consolidated statements of
income and other comprehensive income, of changes in
shareholders’ equity and of cash flows for the three month
period then ended, and selected explanatory notes.
Management’s
responsibility
The
Board of Directors of the Company is responsible for the
preparation and presentation of these unaudited condensed interim
consolidated financial statements in accordance with IFRS
accounting standards and is therefore responsible for the
preparation and presentation of the unaudited condensed interim
consolidated financial statements mentioned in the first paragraph,
in accordance with International Accounting Standard 34 Interim
Financial Information (IAS 34).
Scope
of our review
Our
review was limited to the application of the procedures established
under International Standards on Review Engagements ISRE 2410
Review of Interim Financial Information Performed by the
Independent Auditor of the Entity, adopted as a review standard in
Argentina by Technical Pronouncement No. 33 of the FACPCE and
approved by the International Auditing and Assurance Standards
Board (IAASB). A review of interim financial information consists
of inquiries of Company staff responsible for preparing the
information included in the unaudited condensed interim
consolidated financial statements and of analytical and other
review procedures. This 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.
Free
translation from the original prepared in Spanish for publication
in Argentina
Conclusion
On the
basis of our review, nothing has come to our attention that causes
us to believe that the unaudited condensed interim consolidated
financial statements mentioned in the first paragraph of this
report have not been prepared, in all material respects, in
accordance with International Accounting Standard 34 Interim
Financial Reporting.
Report
on compliance with current regulations
In
accordance with current regulations, we report, in connection with
IRSA Inversiones y Representaciones Sociedad Anónima,
that:
a)
the unaudited
condensed interim consolidated financial statements of IRSA
Inversiones y Representaciones Sociedad Anónima have not been
transcribed into the Inventory and Balance Sheet book and, except
for the above mentioned situation, as regards those matters that
are within our competence, they are in compliance with the
provisions of the General Companies Law and pertinent resolutions
of the National Securities Commission;
b)
the unaudited
condensed interim separate financial statements of IRSA Inversiones
y Representaciones Sociedad Anónima arise from accounting
records carried in all formal aspects in accordance with legal
requirements except for i) the lack of transcription to the
Inventories and Balance Sheet Book, and ii) the lack of
transcription to the General Journal Book of the accounting entries
corresponding to the month of September 2024;
c)
we have read the
Business Summary (“Reseña Informativa”), on which
we have no observations to make regarding matters that are within
our competence;
d)
as of September 30,
2024 the debt of IRSA Inversiones y Representaciones Sociedad
Anónima accrued in favor of the Argentine Integrated Social
Security System, as shown by the Company’s accounting
records, amounted to ARS 503,742,891, which was not due at that
date.
Autonomous City of
Buenos Aires, November 5, 2024.
PRICE
WATERHOUSE & CO. S.R.L.
(Partner)
|
|
ABELOVICH,
POLANO & ASOCIADOS S.R.L.
(Partner)
|
Carlos Brondo
Public Accountant
|
|
Marcelo
Héctor Fuxman
Public Accountant
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
I. Brief comment on the Company’s activities during the
period, including references to significant events occurred after
the end of the period.
Consolidated Results
(in millions of ARS)
|
|
|
|
Revenues
|
89,873
|
94,939
|
(5.3)%
|
Result
from fair value adjustment of investment properties
|
(225,499)
|
316,084
|
(171.3)%
|
Result from operations
|
(187,584)
|
375,142
|
(150.0)%
|
Depreciation
and amortization
|
1,982
|
1,776
|
11.6%
|
EBITDA (1)
|
(185,602)
|
376,918
|
(149.2)%
|
Adjusted EBITDA (1)
|
46,910
|
52,621
|
(10.9)%
|
Result for the period
|
(109,035)
|
250,538
|
(143.5)%
|
Attributable
to equity holders of the parent
|
(105,646)
|
238,061
|
(144.4)%
|
Attributable
to non-controlling interest
|
(3,389)
|
12,477
|
(127.2)%
|
(1)
See Point XVI: EBITDA Reconciliation
Group revenues decreased by 5.3% during the three-months period of
2025 compared to the same period in 2024, primarily due to a
decrease in Hotels segment revenues caused by a drop in its
activity levels.
Adjusted EBITDA from the rental segments reached ARS 47,118
million, 8.8% lower than the three-month period of the previous
year, ARS 41,166 million coming from the Shopping Centers segment,
ARS 3,298 million from the office segment and ARS 2,654 million
from Hotels segment. Total Adjusted EBITDA reached ARS 46,910
million, decreasing 10.9% compared to the same period of the
previous fiscal year.
The net result for the three-month period of fiscal year 2025
registered a loss of ARS 109,035 million, compared to a gain of ARS
250,538 million in the same period of the previous year. This is
mainly explained by the loss recorded from changes in the fair
value of investment properties due to the impact of a devaluation
lower than inflation on those properties valued in
USD.
II. Shopping Malls
Our portfolio’s leasable area totaled 336,884 sqm of GLA.
Real tenants’ sales of our shopping centers reached ARS
609,121 million in the three-months period of fiscal year 2025,
12.1% lower than in the same period of the previous fiscal
year.
Portfolio occupancy during the first quarter of fiscal year 2025
was 96.8%.
Shopping Malls’ Operating Indicators
|
|
|
|
|
|
Gross
leasable area (sqm)
|
336,884
|
336,545
|
335,866
|
334,845
|
334,737
|
Tenants’
sales (3 months cumulative in current currency)
|
609,121
|
569,139
|
464,738
|
808,284
|
692,694
|
Occupancy
|
96.8%
|
97.6%
|
97.9%
|
98.0%
|
98.0%
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
Shopping Malls’ Financial Indicators
|
|
|
|
Revenues
from sales, leases, and services
|
51,841
|
52,994
|
(2.2)%
|
Net
result from fair value adjustment on investment
properties
|
(5,574)
|
(7,697)
|
(27.6)%
|
Result from operations
|
34,984
|
32,992
|
6.0%
|
Depreciation
and amortization
|
608
|
473
|
28.5%
|
EBITDA (1)
|
35,592
|
33,465
|
6.4%
|
Adjusted EBITDA (1)
|
41,166
|
41,162
|
0.0%
|
(1)
See Point XVI: EBITDA Reconciliation
Income from this segment during the first quarter of fiscal year
2025 reached ARS 51,841 million, 2.2% lower compared with the same
period of the previous fiscal year. Adjusted EBITDA reached ARS
41,166 million, in line with the amount recorded in the same period
of 2024.
Operating data of our shopping malls
|
Date of acquisition
|
Location
|
Gross Leasable Area (sqm)(1)
|
|
|
|
Alto
Palermo
|
Dec-97
|
City
of Buenos Aires
|
20,705
|
139
|
99.2%
|
100%
|
Abasto Shopping(4)
|
Nov-99
|
City
of Buenos Aires
|
37,167
|
152
|
99.5%
|
100%
|
Alto
Avellaneda
|
Dec-97
|
Province
of Buenos Aires
|
39,559
|
119
|
92.7%
|
100%
|
Alcorta
Shopping
|
Jun-97
|
City
of Buenos Aires
|
15,843
|
107
|
99.9%
|
100%
|
Patio
Bullrich
|
Oct-98
|
City
of Buenos Aires
|
11,472
|
90
|
92.6%
|
100%
|
Dot
Baires Shopping
|
May-09
|
City
of Buenos Aires
|
48,019
|
160
|
96.4%
|
80%
|
Soleil
|
Jul-10
|
Province
of Buenos Aires
|
15,673
|
73
|
100.0%
|
100%
|
Distrito
Arcos
|
Dec-14
|
City
of Buenos Aires
|
14,663
|
63
|
99.3%
|
90,0%
|
Alto
Noa Shopping
|
Mar-95
|
Salta
|
19,428
|
83
|
99.4%
|
100%
|
Alto
Rosario Shopping
|
Nov-04
|
Santa
Fe
|
34,992
|
131
|
92.7%
|
100%
|
Mendoza
Plaza Shopping
|
Dec-94
|
Mendoza
|
41,511
|
117
|
98.9%
|
100%
|
Córdoba
Shopping
|
Dec-06
|
Córdoba
|
15,604
|
98
|
98.5%
|
100%
|
La
Ribera Shopping
|
Aug-11
|
Santa
Fe
|
10,544
|
66
|
89.6%
|
50%
|
Alto
Comahue
|
Mar-15
|
Neuquén
|
11,704
|
84
|
97.0%
|
99,95%
|
Patio Olmos(5)
|
Sep-07
|
Córdoba
|
-
|
-
|
-
|
|
Total
|
|
|
336,884
|
1,482
|
96.8%
|
|
(1)
Corresponds to gross leasable area in each property. Excludes
common areas and parking spaces.
(2)
Calculated dividing occupied square meters by leasable area as of
the last day of the fiscal period.
(3)
Company’s effective interest in each of its business
units.
(4)
Excludes Museo de los Niños (3,732 square meters in
Abasto).
(5)
IRSA owns the historic building of the Patio Olmos shopping mall in
the Province of Córdoba, operated by a third
party.
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
Quarterly tenants’ sales as of the first quarter of FY 2025,
compared to the same period of fiscal years 2024, 2023, 2022, and
2021
(ARS million)
|
|
|
|
|
|
|
Alto
Palermo
|
72,872
|
94,245
|
(22.7)%
|
80,773
|
54,354
|
2,618
|
Abasto
Shopping
|
83,074
|
98,056
|
(15.3)%
|
92,128
|
53,824
|
1,922
|
Alto
Avellaneda
|
67,115
|
67,433
|
(0.5)%
|
59,909
|
40,194
|
1,879
|
Alcorta
Shopping
|
40,430
|
51,836
|
(22.0)%
|
45,736
|
40,435
|
338
|
Patio
Bullrich
|
22,304
|
29,241
|
(23.7)%
|
27,399
|
19,474
|
3,442
|
Dot
Baires Shopping
|
52,574
|
55,048
|
(4.5)%
|
48,240
|
35,207
|
1,710
|
Soleil
|
41,372
|
39,475
|
4.8%
|
34,364
|
29,938
|
3,780
|
Distrito
Arcos
|
44,840
|
56,815
|
(21.1)%
|
49,516
|
34,962
|
10,283
|
Alto
Noa Shopping
|
23,503
|
27,907
|
(15.8)%
|
27,172
|
22,616
|
13,430
|
Alto
Rosario Shopping
|
65,370
|
72,149
|
(9.4)%
|
72,407
|
56,832
|
25,276
|
Mendoza
Plaza Shopping
|
41,384
|
42,964
|
(3.7)%
|
39,537
|
32,524
|
25,191
|
Córdoba
Shopping
|
19,746
|
22,564
|
(12.5)%
|
21,271
|
18,677
|
10,389
|
La Ribera Shopping(1)
|
9,797
|
12,147
|
(19.3)%
|
11,903
|
8,143
|
2,914
|
Alto
Comahue
|
24,740
|
22,814
|
8.4%
|
18,892
|
13,689
|
3,125
|
Total sales
|
609,121
|
692,694
|
(12.1)%
|
629,247
|
460,869
|
106,297
|
(1)
Through our joint venture Nuevo Puerto Santa Fe S.A.
Quarterly
tenants’ sales per type of business as of the first quarter
of FY 2025, compared to the same period of fiscal years 2024,
2023, 2022, and
2021 (1)
(ARS million)
|
|
|
|
|
|
|
Department
Store
|
2,220
|
-
|
-
|
-
|
-
|
7,813
|
Clothes
and footwear
|
337,035
|
389,944
|
(13.6)%
|
358,566
|
274,053
|
50,867
|
Entertainment
|
19,747
|
23,694
|
(16.7)%
|
24,120
|
10,304
|
106
|
Home
and decoration
|
15,194
|
17,738
|
(14.3)%
|
15,183
|
13,002
|
2,724
|
Restaurants
|
75,604
|
86,620
|
(12.7)%
|
72,876
|
43,947
|
8,932
|
Miscellaneous
|
79,535
|
82,757
|
(3.9)%
|
73,690
|
69,311
|
19,764
|
Services
|
14,519
|
14,835
|
(2.1)%
|
11,090
|
7,413
|
486
|
Home
Appliances
|
65,267
|
77,106
|
(15.4)%
|
73,722
|
42,839
|
15,605
|
Total
|
609,121
|
692,694
|
(12.1)%
|
629,247
|
460,869
|
106,297
|
(1)
Includes
sales from stands and excludes spaces used for special
exhibitions.
Revenues from quarterly leases as of the first quarter of FY 2025,
compared to the same period of fiscal year 2024, 2023, 2022 and
2021
(ARS million)
|
|
|
|
|
|
|
Base rent(1)
|
27,512
|
21,661
|
27.0%
|
17,156
|
9,636
|
1,334
|
Percentage
rent
|
11,984
|
20,422
|
(41.3)%
|
19,504
|
14,918
|
1,294
|
Total rent
|
39,496
|
42,083
|
(6.1)%
|
36,660
|
24,554
|
2,628
|
Non-traditional
advertising
|
1,906
|
1,564
|
21.9%
|
1,082
|
593
|
674
|
Revenues
from admission rights
|
5,049
|
4,629
|
9.1%
|
3,652
|
2,668
|
3,005
|
Fees
|
466
|
426
|
9.4%
|
420
|
472
|
512
|
Parking
|
2,904
|
2,858
|
1.6%
|
1,892
|
836
|
67
|
Commissions
|
1,737
|
674
|
157.7%
|
670
|
728
|
593
|
Other
|
283
|
760
|
(62.8)%
|
74
|
135
|
67
|
Subtotal(2)
|
51,841
|
52,994
|
(2.2)%
|
44,450
|
29,986
|
7,546
|
Expenses
and Collective Promotion Fund
|
16,895
|
16,532
|
2.2%
|
16,927
|
12,978
|
7,277
|
Total
|
68,736
|
69,526
|
(1.1)%
|
61,377
|
42,964
|
14,823
|
(1)
Includes Revenues
from stands for ARS 3,011 million cumulative as of September
2024.
(2)
Includes ARS 66.3
million from Patio Olmos and ARS 185.1 million from sponsorship
income from “Buenos Aire Fashion Week”
Production.
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
III. Offices
According to Colliers, the quarter closes with a slight increase in
vacancy standing at 17.3%, in the Buenos Aires City premium market
(A+ & A), while prices remain stable at average levels of USD
22.6 per sqm.
Offices’ Operating Indicators
|
|
|
|
|
|
Gross
Leasable area
|
59,271
|
59,348
|
59,348
|
59,348
|
61,742
|
Total
Occupancy
|
92.3%
|
89.4%
|
86.6%
|
84.8%
|
83.0%
|
Class
A+ & A Occupancy
|
97.9%
|
95.5%
|
92.8%
|
92.8%
|
88.5%
|
Class
B Occupancy
|
56.1%
|
50.6%
|
46.7%
|
33.8%
|
46.4%
|
Rent
USD/sqm
|
24.6
|
24.4
|
24.6
|
24.9
|
25.2
|
The gross leasable area in the first quarter of fiscal year 2025
was 59,271 sqm. After the end of the period, one floor of the
“261 Della Paolera” building was sold (see Point XI:
Material & Subsequent Events). The average occupancy of the
premium portfolio increased to 97.9% and of the total portfolio to
92.3%, mainly driven by the improvement at the Dot Building. The
portfolio’s average rent reached USD 24.6 per
sqm.
Offices’ Financial Indicators
(in ARS
million)
|
|
|
|
Revenues
from sales, leases and services
|
4,101
|
4,895
|
(16.2)%
|
Net
result from fair value adjustment on investment properties,
PP&E e inventories
|
(67,743)
|
99,430
|
(168.1)%
|
Profit from operations
|
(64,508)
|
103,334
|
(162.4)%
|
Depreciation
and amortization
|
63
|
59
|
6.8%
|
EBITDA(1)
|
(64,445)
|
103,393
|
(162.3)%
|
Adjusted EBITDA (1)
|
3,298
|
3,963
|
(16.8)%
|
(1)
See Point XVI: EBITDA Reconciliation
During the first quarter of fiscal year 2025, revenues from the
offices segment decreased by 16.2% and Adjusted EBITDA decreased
16.8% compared to the previous fiscal year, mainly explained by the
impact of asset sales. Adjusted EBITDA margin was
80.4%.
Below is information on our office segment:
Offices & Others
|
Date of Acquisition
|
Gross Leasable Area (sqm)(1)
|
|
|
3M 25 - Rental revenues (ARS million) (4)
|
AAA & A Offices
|
|
|
|
|
|
Boston
Tower
|
Dec-14
|
|
|
|
8
|
Intercontinental Plaza (3)
|
Dec-14
|
2,979
|
100.0%
|
100%
|
233
|
Dot
Building
|
Nov-06
|
11,242
|
92.6%
|
80%
|
656
|
Zetta
|
May-19
|
32,173
|
99.3%
|
80%
|
2,499
|
261 Della Paolera(5)
|
Dec-20
|
4,937
|
100%
|
100%
|
485
|
Total AAA & A Offices
|
|
51,331
|
97.9%
|
|
3,881
|
|
|
|
|
|
B Offices
|
|
|
|
|
|
Philips
|
Jun-17
|
7,940
|
56.1%
|
100%
|
220
|
Total B Buildings
|
|
7,940
|
56.1%
|
100%
|
220
|
Subtotal Offices
|
|
59,271
|
92.3%
|
|
4,101
|
(1)
Corresponds to the total gross leasable area of each property as of
September 30, 2024. Excludes common areas and parking
lots.
(2)
Calculated by dividing occupied square meters by gross leasable
area as of September 30, 2024.
(3)
We own 13.2% of the building that has 22,535 square meters of gross
leasable area.
(4) Corresponds
to the accumulated income of the period.
(5)
As of September 30, 2024, we owned 13.8% of the building that has
35,872 square meters of gross leasable area.
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
IV. Hotels
After two years of historic record activity levels, the company's
hotels have experienced a decline in their income and occupancy
levels. This is due to a decrease in international tourism inflows,
resulting from lower exchange rate competitiveness in the
country.
(in ARS
million)
|
|
|
|
Revenues
|
13,822
|
18,500
|
(25.3)%
|
Profit from operations
|
1,816
|
5,677
|
(68.0)%
|
Depreciation
and amortization
|
838
|
844
|
(0.7)%
|
EBITDA
|
2,654
|
6,521
|
(59.3)%
|
During the first quarter of fiscal year 2025, Hotels segment
recorded an decrease in revenues of 25.3% compared with the same
period of fiscal year 2024 while the segment’s EBITDA reached
ARS 2,654 million, a 59.3% decrease when compared to the same
period of fiscal year 2024.
The
following chart shows certain information regarding our luxury
hotels:
Hotels
|
|
|
|
|
Intercontinental (1)
|
|
76,34%
|
313
|
55.9%
|
Sheraton Libertador (2)
|
|
100,00%
|
200
|
41.8%
|
Llao Llao (3)
|
|
50,00%
|
205
|
67.0%
|
Total
|
-
|
-
|
718
|
55.1%
|
(1) Through Nuevas
Fronteras S.A. (Subsidiary of IRSA).
(2) Through Hoteles
Argentinos S.A.U.
(3) Through Llao Llao
Resorts S.A.
(4) Three months
cumulated average.
Hotels’ operating and financial indicators.
|
|
|
|
|
|
Average
Occupancy
|
55.1%
|
49.8%
|
68.7%
|
71.6%
|
66.4%
|
Average
Rate per Room (USD/night)
|
256.4
|
197.7
|
257.0
|
239.5
|
266.8
|
V. Sales and Developments
(in ARS million)
|
|
|
|
Revenues
|
1,462
|
810
|
80.5%
|
Net
result from fair value adjustment on investment
properties
|
(152,130)
|
224,659
|
(167.7)%
|
Result from operations
|
(161,311)
|
219,818
|
(173.4)%
|
Depreciation
and amortization
|
45
|
59
|
(23.7)%
|
Net
result from fair value adjustment on investment
properties
|
11
|
7,203
|
(99.8)%
|
Impairment
loss on intangible assets
|
(7,002)
|
-
|
-
|
EBITDA (1)
|
(161,266)
|
219,877
|
(173.3)%
|
Adjusted EBITDA (1)
|
(2,123)
|
2,421
|
(187.7)%
|
(1)
See Point XVI: EBITDA Reconciliation
Adjusted EBITDA of “Sales and Developments” segment
recorded a loss of ARS 2,123 million during the first quarter of
fiscal year 2025, 187.7% lower than the same period in the previous
year, due to the impact of changes in the fair value of investment
properties.
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
VI. Others
(in millions of ARS)
|
|
|
|
Revenues
|
1,269
|
986
|
28,7%
|
Net
result from fair value adjustment on investment
properties
|
(186)
|
(337)
|
(44,8)%
|
Result from operations
|
1,649
|
13,791
|
(88,0)%
|
Depreciation
and amortization
|
449
|
366
|
22,7%
|
Recovery
of provision
|
-
|
15,416
|
(100,0)%
|
EBITDA
|
2,098
|
14,157
|
(85,2)%
|
Adjusted EBITDA
|
2,284
|
(922)
|
-
|
VII. Financial Operations and Others
Interest in Banco Hipotecario S.A.
(“BHSA”)
BHSA is a leading bank in the mortgage lending
industry, in which IRSA held an equity interest of 29.5% as of
September 30, 2024. During the three-month period of fiscal year
2025, the investment in Banco Hipotecario generated an ARS 4,938
million gain compared to ARS 6,081 million gain during the same
period of 2024. For further information, visit
http://www.cnv.gob.ar or http://www.hipotecario.com.ar.
VIII. EBITDA by Segment (ARS million)
3M 25
|
|
|
|
|
|
|
Result from operations
|
34,984
|
(64,508)
|
(161,311)
|
1,816
|
1,649
|
(187,370)
|
Depreciation
and amortization
|
608
|
63
|
45
|
838
|
449
|
2,003
|
EBITDA
|
35,592
|
(64,445)
|
(161,266)
|
2,654
|
2,098
|
(185,367)
|
3M 24
|
|
|
|
|
|
|
Result from operations
|
32,992
|
103,334
|
219,818
|
5,677
|
13,791
|
375,612
|
Depreciation
and amortization
|
473
|
59
|
59
|
844
|
366
|
1,801
|
EBITDA
|
33,465
|
103,393
|
219,877
|
6,521
|
14,157
|
377,413
|
EBITDA Var
|
6.4%
|
(162.3)%
|
(173.3)%
|
(59.3)%
|
(85.2)%
|
(149.1)%
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
IX. Reconciliation with Consolidated Statements of Income (ARS
million)
Below is an explanation of the reconciliation of the
company’s profit by segment with its Consolidated Statements
of Income. The difference lies in the presence of joint ventures
included in the segment but not in the Statements of
Income.
|
|
|
|
Elimination of inter-segment transactions
|
Total as per Statements of Income
|
Revenues
|
72.495
|
(426)
|
17.804
|
-
|
89.873
|
Costs
|
(14.595)
|
42
|
(17.905)
|
-
|
(32.458)
|
Gross result
|
57.900
|
(384)
|
(101)
|
-
|
57.415
|
Result
from sales of investment properties
|
(225.633)
|
134
|
-
|
-
|
(225.499)
|
General
and administrative expenses
|
(11.201)
|
65
|
-
|
31
|
(11.105)
|
Selling
expenses
|
(4.377)
|
28
|
-
|
-
|
(4.349)
|
Other
operating results, net
|
(4.059)
|
(3)
|
47
|
-31
|
(4.046)
|
Result from operations
|
(187.370)
|
(160)
|
(54)
|
-
|
(187.584)
|
Share
of loss of associates and joint ventures
|
7.927
|
235
|
-
|
-
|
8.162
|
Result before financial results and income tax
|
(179.443)
|
75
|
(54)
|
-
|
(179.422)
|
*Includes Puerto Retiro & Nuevo Puerto Santa Fe.
X. Financial Debt and Other Indebtedness
The following table describes our total indebtedness as of
September 30, 2024:
Description
|
Currency
|
|
|
Maturity
|
Bank
overdrafts
|
ARS
|
43,0
|
|
<
360 days
|
Series
XIX
|
ARS
|
27.0
|
|
Feb-25
|
Series
XV
|
USD
|
61.7
|
8.00%
|
Mar-25
|
Series
XXI
|
ARS
|
17.5
|
|
Jun-25
|
Series
XVI
|
USD
|
28.3
|
7.00%
|
Jul-25
|
Series
XVII
|
USD
|
25.0
|
5.00%
|
Dec-25
|
Series
XX
|
USD
|
23.0
|
6.00%
|
Jun-26
|
Series
XVIII
|
USD
|
21.4
|
7.00%
|
Feb-27
|
Series
XIV
|
USD
|
132.5
|
8.75%
|
Jun-28
|
IRSA’s Total Debt
|
USD
|
379.4
|
|
|
Cash & Cash Equivalents + Investments
(2)
|
USD
|
174.8
|
|
|
IRSA’s Net Debt
|
USD
|
204.6
|
|
|
(1)
Principal
amount in USD (million) at an exchange rate of ARS 970.0/USD,
without considering accrued interest or eliminations of balances
with subsidiaries.
(2)
Includes
Cash and cash equivalents, Investments in Current Financial Assets
and related companies notes holding.
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
XI. Material and Subsequent Events
July 2024: Shares Buyback Program – Start and
Completion
On July 11, 2024, the Board of Directors has approved the terms and
conditions for the acquisition of the common shares issued by the
Company under the provisions of Section 64 of Law Nº 26,831
and the Rules of the Argentine National Securities
Commission.
●
Maximum
amount of the investment: Up to ARS 15,000 million
●
Maximum
number of shares to be acquired: Up to 10% of the capital stock of
the Company, in accordance with the provisions of the applicable
regulations.
●
Daily
limitation on market transactions: In accordance with the
applicable regulation, the limitation will be up to 25% of the
average volume of the daily transactions for the Shares and GDS in
the markets during the previous 90 days.
●
Payable
Price: Up to ARS 1,550 per Share and up to USD 11.00 per
GDS.
●
Period
in which the acquisitions will take place: up to 180 days after the
publication of the minutes, subject to any renewal or extension of
the term, which will be informed to the investing
public.
●
Origin of the Funds: The acquisitions will be made
with realized and liquid earnings pending of distribution of the
Company.
To make such decision, the Board of Directors has considered the
economic and market situation, as well as the discount of the
current share price in relation to the fair value of the assets,
determined by independent appraisers, and its objective is to
strengthen the shares and reduce the fluctuations in the market
value, that does not reflect the real economic value of the
assets.
On September 12, 2024, the Company completed the shares buyback
program, having acquired in the local market 11,541,885 ordinary
shares, which represent approximately 99.93% of the approved
program and 1.56% of the outstanding shares.
August 2024: Alto Avellaneda Adjoining Property
Acquisition
On August 1, 2024, the Company acquired a property next to its Alto
Avellaneda shopping center, located at Gral. Güemes 861,
Avellaneda, Buenos Aires Province. The property has a total area of
86,861 sqm and a built area of 32,660 sqm with potential for future
expansion.
The purchase price was set at USD 12.2 million, of which USD 9.2
million have already been paid and the balance of USD 3 million
will be cancelled with the transfer of the deed, which is still
pending. The transaction includes the transfer to IRSA of the
existing lease contracts until their original term and the sign of
a new contract with the supermarket for 3 years.
September 2024: Warrants Exercise
Between September 17 and 25, 2024, certain warrants holders have
exercised their right to acquire additional shares and 5,433,980
ordinary shares of the Company will be registered, with a face
value of ARS 10. As a result of the exercise, USD 1,797,017 was
collected by the Company.
After the exercise of these warrants, the number of shares of the
Company increased from 741,459,162 to 746,893,142 with a face value
of ARS 10, and the new number of outstanding warrants decreased
from 75,668,184 to 71,510,561.
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
October 2024: “261 Della Paolera” floor
sale
After the end of the period, on October 15, 2024, the company
reported that it has sold a floor of the “261 Della
Paolera” tower located in the Catalinas district of the
Autonomous City of Buenos Aires for a total leasable area of
approximately 1,197 sqm and 8 parking lots located in the
building.
The transaction price was approximately USD 7.1 million (USD MEP)
(~USD/m2 6,000), of which USD 6.0 million has already been paid and
the balance of USD 1.1 million, granted with a mortgage, will be
paid in 24 monthly installments accruing an interest rate of 8%
annually.
After this operation, IRSA retains ownership of 3 floors of the
tower with an approximate rental area of 3,670 sqm in
addition to parking lots and other complementary spaces and the
accounting result of this operation will be recognized in the
Company's Financial Statements for the 2nd quarter of FY
2025.
October 2024: Notes issuance
After
the end of the period, on October 23, 2024, IRSA issued two series
of dollar MEP notes on the local market for a total amount of USD
67.3 million through the following instruments:
●
Series XXII: Denominated in dollars for USD 15.8
million with a fixed rate of 5.75%, with semi-annual interest
payments (except
for the first payment on July 23, 2025, and the last payment at
maturity). The principal will be paid at maturity on October 23,
2027. The issuance price was 100.0% of the nominal
value.
●
Series
XXIII: Denominated in dollars for USD 51.5 million with a fixed
rate of 7.25%, with semi-annual interest payments (except for the
first payment on July 23, 2025, and the last payment at maturity).
The principal will be paid at maturity on October 23, 2029. The
issuance price was 100.0% of the nominal value.
The
funds will be used as defined in the issuance
documents.
October 2024: General Ordinary and Extraordinary
Shareholders’ Meeting
On October 28, 2024, our General Ordinary and Extraordinary
Shareholders’ Meeting was held. The following matters. inter
alia, were resolved by majority of votes:
●
Distribution
of a cash dividend of ARS 90,000 million as of the date of the
Shareholders’ Meeting.
●
Distribution
of 25.700.000. of own shares with NV ARS 10.
●
Designation
of board members.
●
Compensations
to the Board of Directors for the fiscal year ended June 30,
2024.
●
The
issuance and public offering of complementary shares to fulfill the
delivery of shares under the exercise of option holders'
rights.
On November 5, 2024, the Company distributed among its shareholders
the cash dividend in an amount of ARS 90,000,000,000 equivalent to
1,261.1712782686% of the stock capital, an amount per share of ARS
126.11712782686 and an amount per GDS of ARS
1,261.1712782686.
On the same day, the Company distributed own shares, the
distribution of the shares constitutes 0.036013446502 shares per
ordinary share and 0.36013446502 per GDS, a percentage of
3.6013446502% of the stock capital of 713,622,341 shares and NV ARS
10, net of treasury shares.
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
XII. Summarized Comparative Consolidated Balance Sheet
(in ARS
million)
|
|
|
|
|
|
Non-current
assets
|
2,029,205
|
2,960,259
|
2,914,465
|
2,989,014
|
3,847,135
|
Current
assets
|
257,290
|
319,365
|
257,821
|
206,295
|
270,920
|
Total assets
|
2,286,495
|
3,279,624
|
3,172,286
|
3,195,309
|
4,118,055
|
Capital
and reserves attributable to the equity holders of the
parent
|
1,089,615
|
1,740,001
|
1,428,658
|
900,238
|
1,446,039
|
Non-controlling
interest
|
75,902
|
100,879
|
98,309
|
302,175
|
480,073
|
Total shareholders’ equity
|
1,165,517
|
1,840,880
|
1,526,967
|
1,202,413
|
1,926,112
|
Non-current
liabilities
|
807,193
|
1,163,765
|
1,211,515
|
1,706,508
|
1,574,485
|
Current
liabilities
|
313,785
|
274,979
|
433,804
|
286,388
|
617,458
|
Total liabilities
|
1,120,978
|
1,438,744
|
1,645,319
|
1,992,896
|
2,191,943
|
Total liabilities and shareholders’ equity
|
2,286,495
|
3,279,624
|
3,172,286
|
3,195,309
|
4,118,055
|
XIII. Summarized Comparative Consolidated Income
Statement
(in ARS
million)
|
|
|
|
|
|
Profit from operations
|
(187,584)
|
375,142
|
(7,787)
|
(65,774)
|
483,210
|
Share
of profit of associates and joint ventures
|
8,162
|
6,850
|
7,048
|
(2,083)
|
3,034
|
Result from operations before financing and taxation
|
(179,422)
|
381,992
|
(739)
|
(67,857)
|
486,244
|
Financial
income
|
722
|
1,169
|
433
|
831
|
1,156
|
Financial
cost
|
(11,644)
|
(12,736)
|
(13,608)
|
(24,430)
|
(32,736)
|
Other
financial results
|
21,691
|
(7,288)
|
1,582
|
39,982
|
12,827
|
Inflation
adjustment
|
4,245
|
20,116
|
33,063
|
4,579
|
(1,199)
|
Financial results, net
|
15,014
|
1,261
|
21,470
|
20,962
|
(19,952)
|
Results before income tax
|
(164,408)
|
383,253
|
20,731
|
(46,895)
|
466,292
|
Income
tax
|
55,373
|
(132,715)
|
(11,186)
|
33,236
|
(163,508)
|
Result for the period from continued operations
|
(109,035)
|
250,538
|
9,545
|
(13,659)
|
302,784
|
Result
for the period from discontinued operations after
taxes
|
-
|
-
|
-
|
-
|
(131,421)
|
Result of the period
|
(109,035)
|
250,538
|
9,545
|
(13,659)
|
171,363
|
Other
comprehensive results for the period
|
(497)
|
(1,037)
|
(1,916)
|
(2,200)
|
(178,198)
|
Total comprehensive result for the period
|
(109,532)
|
249,501
|
7,629
|
(15,859)
|
(6,835)
|
|
|
|
|
|
|
Attributable
to:
|
|
|
|
|
|
Equity
holders of the parent
|
(105,931)
|
237,055
|
6,749
|
(10,265)
|
59,875
|
Non-controlling
interest
|
(3,601)
|
12,446
|
880
|
(5,594)
|
(66,710)
|
XIV. Summary Comparative Consolidated Cash Flow
(in ARS
million)
|
|
|
|
|
|
Net
cash generated from operating activities
|
47,811
|
32,977
|
31,883
|
22,273
|
69,065
|
Net
cash (used in) / generated from investing activities
|
(20,642)
|
21,349
|
14,307
|
(2,966)
|
851,533
|
Net
cash used in financing activities
|
(27,612)
|
(23,900)
|
(135,664)
|
(13,924)
|
(557,750)
|
Net (decrease) / increase in cash and cash equivalents
|
(443)
|
30,426
|
(89,474)
|
5,383
|
362,848
|
Cash
and cash equivalents at beginning of year
|
31,730
|
36,391
|
114,744
|
28,434
|
1,998,792
|
Inflation
adjustment
|
(68)
|
(1,900)
|
(1,304)
|
(4,925)
|
(640)
|
Deconsolidation
of subsidiaries
|
-
|
-
|
-
|
-
|
(2,140,327)
|
Foreign
exchange (loss) / gain on cash and changes in fair value for cash
equivalents
|
(976)
|
1,830
|
986
|
117
|
(130,330)
|
Cash and cash equivalents at period-end
|
30,243
|
66,747
|
24,952
|
29,009
|
90,343
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
XV. Comparative Ratios
(in ARS
million)
|
|
|
|
|
|
|
|
|
|
|
Liquidity
|
|
|
|
|
|
|
|
|
|
|
CURRENT
ASSETS
|
257,290
|
0.82
|
319,365
|
1.16
|
257,821
|
0.59
|
206,295
|
0.72
|
270,920
|
0.44
|
CURRENT
LIABILITIES
|
313,785
|
|
274,979
|
|
433,804
|
|
286,388
|
|
617,458
|
|
Solvency
|
|
|
|
|
|
|
|
|
|
|
SHAREHOLDERS’
EQUITY
|
1,165,517
|
1.04
|
1,840,880
|
1.28
|
1,526,967
|
0.93
|
1,202,413
|
0.60
|
1,926,112
|
0.88
|
TOTAL
LIABILITIES
|
1,120,978
|
|
1,438,744
|
|
1,645,319
|
|
1,992,896
|
|
2,191,943
|
|
Capital Assets
|
|
|
|
|
|
|
|
|
|
|
NON-CURRENT
ASSETS
|
2,029,205
|
0.89
|
2,960,259
|
0.90
|
2,914,465
|
0.92
|
2,989,014
|
0.94
|
3,847,135
|
0.93
|
TOTAL
ASSETS
|
2,286,495
|
|
3,279,624
|
|
3,172,286
|
|
3,195,309
|
|
4,118,055
|
|
Profitability
|
|
|
|
|
|
|
|
|
|
|
RESULT
OF THE PERIOD
|
(109,035)
|
(0.07)
|
250,538
|
0.15
|
9,545
|
0.01
|
(13,659)
|
(0.01)
|
171,363
|
0.08
|
AVERAGE
SHAREHOLDERS’ EQUITY
|
1,503,199
|
|
1,683,924
|
|
1,364,690
|
|
1,564,263
|
|
2,100,705
|
|
XVI. EBITDA Reconciliation
In
this summary report we present EBITDA and Adjusted EBITDA. We
define EBITDA as profit for the period excluding: (i) interest
income, (ii) interest expense, (iii) income tax expense, and (iv)
depreciation and amortization. We define Adjusted EBITDA as EBITDA
minus (i) total financial results, net excluding interest expense,
net (mainly foreign exchange differences, net gains/losses from
derivative financial instruments; gains/losses of financial assets
and liabilities at fair value through profit or loss; and other
financial results, net) and minus (ii) share of profit of
associates and joint ventures and minus (iii) net profit from fair
value adjustment of investment properties, not
realized.
EBITDA
and Adjusted EBITDA are non-IFRS financial measures that do not
have standardized meanings prescribed by IFRS. We present EBITDA
and adjusted EBITDA because we believe they provide investors
supplemental measures of our financial performance that may
facilitate period-to-period comparisons on a consistent basis. Our
management also uses EBITDA and Adjusted EBITDA from time to time,
among other measures, for internal planning and performance
measurement purposes. EBITDA and Adjusted EBITDA should not be
construed as an alternative to profit from operations, as an
indicator of operating performance or as an alternative to cash
flow provided by operating activities, in each case, as determined
in accordance with IFRS. EBITDA and Adjusted EBITDA, as calculated
by us, may not be comparable to similarly titled measures reported
by other companies. The table below presents a reconciliation of
profit from operations to EBITDA and Adjusted EBITDA for the
periods indicated:
|
|
|
|
Profit
for the period
|
(109,035)
|
250,538
|
Interest
income
|
(722)
|
(1,169)
|
Interest
expense
|
10,904
|
11,432
|
Income
tax
|
(55,373)
|
132,715
|
Depreciation
and amortization
|
1,982
|
1,776
|
EBITDA (unaudited)
|
(152,244)
|
395,292
|
Net
gain / (loss) from fair value adjustment of investment
properties
|
225,499
|
(316,084)
|
Realized
net gain from fair value adjustment of investment
properties
|
11
|
7,203
|
Impairment
Loss on Intangible Assets
|
7,002
|
-
|
Recovery
of provision
|
-
|
(15,416)
|
Share
of profit of associates and joint ventures
|
(8,162)
|
(6,850)
|
Foreign
exchange differences net
|
(14,324)
|
12,384
|
Result
from derivative financial instruments
|
(108)
|
25
|
Fair
value gains of financial assets and liabilities at fair value
through profit or loss
|
(7,232)
|
(895)
|
Inflation
adjustment
|
(4,245)
|
(20,116)
|
Other
financial costs/income
|
713
|
(2,922)
|
Adjusted EBITDA (unaudited)
|
46,910
|
52,621
|
Adjusted EBITDA Margin (unaudited) (1)
|
65.09%
|
67.69%
|
(1)
Adjusted EBITDA margin is calculated as Adjusted EBITDA, divided by
revenue from sales, rents and services.
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
XVII.
NOI Reconciliation
In addition, we present in this summary report Net Operating Income
or “NOI”. We define NOI as gross profit from
operations, less Selling expenses, plus realized result from fair
value adjustments of investment properties, plus Depreciation and
amortization.
NOI is a non-IFRS financial measure that does not have a
standardized meaning prescribed by IFRS. We present NOI because we
believe it provides investors with a supplemental measure of our
financial performance that may facilitate period-to-period
comparisons on a consistent basis. Our management also uses NOI
from time to time, among other measures, for internal planning and
performance measurement purposes. NOI should not be construed as an
alternative to profit from operations, as an indicator of operating
performance or as an alternative to cash flow provided by operating
activities, in each case, as determined in accordance with IFRS.
NOI, as calculated by us, may not be comparable to similarly titled
measures reported by other companies. The table below presents a
reconciliation of profit from operations to NOI for the periods
indicated:
|
|
|
|
Gross
profit
|
57,415
|
64,045
|
Selling
expenses
|
(4,349)
|
(4,975)
|
Depreciation
and amortization
|
1,982
|
1,776
|
Realized
result from fair value of investment properties
|
11
|
7,203
|
Impairment
Loss on Intangible Assets
|
7,002
|
-
|
NOI (unaudited)
|
62,061
|
68,049
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
XVIII.
FFO Reconciliation
We also present in this summary report Adjusted Funds From
Operations attributable to the controlling interest (or
“Adjusted FFO”), which we define as Total profit for
the year or period plus depreciation and amortization of
property, plant and equipment, intangible assets and amortization
of initial costs of leases minus total net financial results
excluding net financial interests, minus unrealized result from
fair value adjustments of investment properties minus inflation
adjustment plus deferred tax, and less non-controlling interest net
of the result for fair value, less the result of participation in
associates and joint ventures.
Adjusted FFO is a non-IFRS financial measure that does not have a
standardized meaning prescribed by IFRS. Adjusted FFO is not
equivalent to our profit for the period as determined under IFRS.
Our definition of Adjusted FFO is not consistent and does not
comply with the standards established by the White Paper on funds
from operations (FFO) approved by the Board of Governors of the
National Association of Real Estate Investment Trusts
(“NAREIT”), as revised in February 2004, or the
“White Paper.”
We present Adjusted FFO because we believe it provides investors a
supplemental measure of our financial performance that may
facilitate period-to-period comparisons on a consistent basis. Our
management also uses Adjusted FFO from time to time, among other
measures, for internal planning and performance measurement
purposes. Adjusted FFO should not be construed as an alternative to
profit from operations, as an indicator of operating performance or
as an alternative to cash flow provided by operating activities, in
each case, as determined in accordance with IFRS. Adjusted FFO, as
calculated by us, may not be comparable to similarly titled
measures reported by other companies. The table below presents a
reconciliation of profit from operations to Adjusted FFO for the
periods indicated:
|
|
|
|
Result
for the period
|
(109,035)
|
250,538
|
Result
from fair value adjustments of investment properties
|
225,499
|
(316,084)
|
Result
from fair value adjustments of investment properties,
realized
|
11
|
7,203
|
Impairment
Loss on Intangible Assets
|
7,002
|
-
|
Recovery
of provision
|
-
|
(15,416)
|
Depreciation
and amortization
|
1,982
|
1,776
|
Foreign
exchange, net
|
(14,324)
|
12,384
|
Other
financial results
|
-
|
(4,323)
|
Results
from derivative financial instruments
|
(108)
|
25
|
Results
of financial assets and liabilities at fair value through profit or
loss
|
(7,232)
|
(895)
|
Other
financial costs
|
740
|
1,304
|
Income tax current /
deferred(1)
|
(75,326)
|
128,318
|
Non-controlling
interest
|
3,389
|
(12,477)
|
Non-controlling
interest related to PAMSA’s fair value
|
(11,282)
|
16,250
|
Results
of associates and joint ventures
|
(8,162)
|
(6,850)
|
Inflation
adjustment
|
(4,245)
|
(20,116)
|
Repurchase
of non-convertible notes
|
(27)
|
97
|
Adjusted FFO (unaudited)
|
8,882
|
41,734
|
IRSA Inversiones y Representaciones Sociedad
Anónima
Summary as of September 30, 2024
XIX. Brief comment on prospects for the Next Quarter
The first quarter of fiscal 2025 concluded with mixed results in
the three rental segments. Signs of recovery began to appear in the
sales of our shopping centers, although they remain below
inflation, the offices evolved favorably, mainly in terms of
occupancy, and the hotels showed a drop in their income levels
compared to the same quarter of the fiscal year 2024.
We are optimistic about the future evolution of our rental segments
and the real estate sector in general. The recent tax amnesty and
launch of mortgage loans in the country are generating a greater
volume of real estate transactions with a growing impact on prices.
In relation to consumer activity, we expect our shopping centers to
evolve favorably in line with the recovery of real wages and
economic activity. We trust in the quality of our premium portfolio
and in the wide variety of offers and services that our shopping
centers offer as meeting and experience places. The greatest
challenge is represented by the hotel and tourism activity, which
faces a situation of lower exchange competitiveness after two years
of record income driven by the influx of international tourism in
the country.
Regarding the sales and development segment, we will continue to
analyze opportunities for real estate acquisition, sale and/or
swaps and evaluate the best timing to launch the mixed-use
developments that the company has in its portfolio in its extensive
land reserve. In this sense, we recently announced ambitious plans
to develop residential real estate in Argentina. We will build
apartments in the Polo Dot complex as well as in the Caballito
neighborhood, we will renovate Del Plata building in front of the
obelisk to transform its offices into homes, we will launch a
“mixed-use center” in La Plata and we will embark on
the largest development of the company's history, Ramblas del
Plata, formerly known as Costa Urbana.
Ramblas del Plata has a potential to develop 866,806 sqm of mixed
uses, which will require a large investment for the next 15 to 20
years, will generate many direct and indirect jobs and will house
approximately 6,000 families. We hope to contribute to the
development of the city with an innovative, modern and sustainable
project, which implies a great opportunity and
responsibility.
During fiscal year 2025, we´ll continue working on the
reduction and efficiency of the cost structure, while we´ll
continue evaluating financial, economic and/or corporate tools that
allow the Company to improve its position in the market in which it
operates and have the necessary liquidity to meet its obligations,
such as public and/or private disposal of assets that may include
real estate as well as negotiable securities owned by the Company,
issuance of negotiable bonds, repurchase of own shares, among other
useful instruments for the proposed objectives.
Looking to the future, we will continue to innovate in the
development of unique real estate projects, betting on the
integration of commercial and residential spaces, offering our
clients a mix of attractive products and services, meeting places
and a memorable experience, with the aim to achieve an increasingly
modern and sustainable portfolio. Although the current economic
context and the political electoral agenda generate uncertainty, we
are confident in the quality of our portfolio and the ability of
our management to carry out the business successfully.
Eduardo S. Elsztain
Chairman
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