Wrap Text
Reviewed interim financial results for the six months to 31 December 2023 and changes to board committee
MAS P.L.C.
Registered in Malta
Registration number: C99355
JSE share code: MSP
ISIN: VGG5884M1041
LEI code: 213800T1TZPGQ7HS4Q13
(MAS, the Company or the Group)
REVIEWED CONDENSED CONSOLIDATED INTERIM FINANCIAL RESULTS FOR THE SIX MONTHS TO 31 DECEMBER 2023
AND CHANGES TO BOARD COMMITTEE
INTRODUCTION AND BACKGROUND
MAS (hereafter Group or Company) performed very well in the six months to 31 December 2023, achieving adjusted total earnings
of EUR94.3million and adjusted distributable earnings per share of 4.79eurocents (6% increase compared to the previous six months).
The Group's financial results and progress with strategic matters are detailed in this commentary.
In addition to the International Financial Reporting Standards (IFRS) based reported results, segmental reporting, prepared on
a proportionate consolidated basis, is included to assist interpretation of the former rather than replacing it. Detailed financial
results and Company Profile (updated on 31 December 2023), including highlights and supplemental operational information, are
available on MAS' corporate website. Unless otherwise stated, amounts included in this commentary are presented on an adjusted
proportionate consolidated basis.
The Group remains committed to maximising total long-term returns from property investments on a per share basis, aimed
to be achieved by continued focus on capital allocation, operational excellence, sensible leveraging, and cost efficiency. MAS
operates directly-owned income property in Central and Eastern Europe (CEE) and employs capital in commercial and residential
developments owned indirectly via the Development Joint Venture (DJV(1)) with co-investor and developer Prime Kapital. Benefiting
from the long-term, continual high growth in consumption in CEE, and leveraging its strong asset prospects and asset management
capabilities to generate robust like-for-like (LFL) net rental income (NRI) growth from retail operations through increasing tenants'
sales and implementing asset management initiatives, as well as its downside-protected exposure to high-quality commercial and
residential developments via DJV, MAS is well positioned to provide its shareholders with best-in-class total long-term returns.
FINANCIAL RESULTS
Group's adjusted total earnings are, on a segmented basis, the combined return of: (i) directly-owned income property and
operations in CEE; (ii) Central and Eastern European investments with Prime Kapital in DJV (including earnings from a proportion of
completed DJV-owned income properties, net results of residential sales and development activities); (iii) remaining directly-owned
Western European income property, and (iv) investments in listed securities (including other elements disclosed as Corporate).
Adjusted total earnings for the six months to 31 December 2023 were EUR94.3million, consisting of adjusted distributable earnings of
EUR31.6million (EUR29.7million during the previous six months) and adjusted non-distributable earnings of EUR62.7million (EUR11.5million
during the previous six months). Tangible net asset value (NAV) on 31 December 2023 was EUR1.60 per share (an 10% increase to the
Tangible NAV of EUR1.45 per share on 30 June 2023), and total shareholders return (TSR) was 20.4eurocents per share for the trailing
12-months to 31 December 2023.
This exceptional financial performance is the result of a number of factors impacting MAS' adjusted total earnings compared to the
preceding six months (to 30 June 2023), including:
(i) standing retail properties' exceptional operational performance in CEE, leading to increases in passing NRI and improved
asset valuations, enhanced by excellent rental and service charge collections, as well as the positive effect of DJV opening
Carolina Mall on 31 August 2023;
(ii) the removal of management's estimate of disposal realisation costs and losses for Flensburg Galerie, in Western Europe (WE),
offsetting the negative impact of further asset valuation decreases, mainly due to the Group's decision to continue operating
Flensburg Galerie until the German retail real estate transactional market improves;
(iii) realised gains on MAS bonds repurchased during the six months to 31 December 2023;
(iv) a reduction in net interest expenditure due to a higher proportion of debt being capitalised on DJV's developments, partially
offsetting unfavourable variances in interest rate derivatives' valuations (cap assets), and
(v) income increases from MAS' preferred equity investment in DJV.
CAPITAL STRUCTURE
In May 2021, MAS issued an inaugural EUR300million green Eurobond, and undertook to pay cash dividends until the bond's maturity,
provided its ambitious but achievable strategic objectives were not at undue risk or alternative, attractive investment opportunities
not available. The achievement of its strategic objectives by June 2026 would have implied an increase in scale, partially via
increases in gearing levels, and positioned the Group well for an investment grade (IG) credit rating, allowing MAS to refinance with
a EUR500million bond in 2025/2026, in advance of the current bond's maturity.
Unforeseen changes in circumstances have occurred since May 2021, significantly reducing the likelihood of MAS achieving IG credit
rating in time for a bond issue in 2025/2026 and making bond issues unviable for non-IG real estate issuers. Many of the bonds
maturing in 2025/2026 are, therefore, expected to require refinancing on the secured debt market, increasing competition and
putting pressure on bank debt availability.
MAS considered all its available capital allocation options in this context, with the overarching goal to maximise long-term TSR per
share, and aiming to source capital required to replace the bond maturing in 2026, including the additional EUR200million planned to
be raised by then. Thus, MAS adopted a combination of two options, which are value enhancing to long-term TSR per share. Plans
were put in place, and their implementation continues, to raise new secured debt on all unencumbered properties and as dividends
are discretionary, the Group is retaining earnings from its operations to cover the shortfall.
MAS previously estimated that the Group could raise EUR343million of new secured debt (compared to secured debt on 30 June 2023),
provided MAS takes on secured debt on all its directly-owned properties unencumbered on 30 June 2023. MAS further needs to
retain all earnings generated from its directly-owned income property assets, as well as earnings generated from a full distribution
by DJV of distributable earnings from its operations until the bond's maturity in May 2026.
From a credit perspective, banks typically view MAS and DJV as a single group, despite their separate corporate governance
structures. This assumption negatively impacts the overall amount of secured debt finance MAS and DJV can raise with a funding
counterparty, due to banks' internal credit exposure limits placed on groups. The combination of increasing difficulty in raising bank
funding, MAS suspending dividend payments (affecting DJV's liquidity) and DJV's attractive growing development pipeline, led to
DJV deciding to limit distributions to its shareholders. If this continues until 2026, as much as EUR71million in capital may be required
to be additionally raised, in the form of unsecured debt or otherwise. As a result, MAS' new debt target may increase to EUR414million.
This and any other change that may cause material decreases in MAS' anticipated funds from operations, exacerbate the risk of MAS
being required to raise additional capital via (i) the issue of unsecured debt, which is likely to be subject to covenants that could
further restrict MAS' ability to declare dividends post the 2026 calendar year, (ii) a sale of assets, which will further negatively
impact the Group's future ability to achieve IG, or (iii) a rights issue. The Board will continue monitoring the situation and consider
alternatives in the context of maximising long-term TSR per share.
LIQUIDITY, DEBT AND COST OF DEBT
On 31 December 2023, MAS had EUR101.8million in cash and undrawn credit facilities (figure not proportionally consolidated). After
disposing of its remaining investment of EUR36.5million in NEPI Rockcastle NV shares during the six-month period, at a realised profit
of EUR1.1million (compared to 30 June 2023), MAS does not hold any listed securities.
MAS' management has made considerable progress to date in raising new secured debt finance. Secured loans of EUR156million were
finalised since 30 June 2023, of which EUR95million was also drawn by 31 December 2023 (debt secured on Militari Shopping and
Flensburg Galerie), and the Group has term sheets in place for an additional EUR60.5million of secured debt, subject to banks' credit
committee approvals and documentation being finalised. Terms are under discussion, and processes ongoing, with respect to an
additional EUR33.1million in secured bank finance. The Group has extended the maturity of its EUR20million revolving credit facility to
November 2025.
During December 2023, the Group repurchased, via public tender, bonds issued by its subsidiary, MAS Securities BV, at a 9.3%
discount to their nominal value of EUR80.7million. Therefore, on 31 December 2023, the Group had EUR436million of outstanding debt
(bonds and secured bank loans), and its loan-to-value (LTV) ratio was 24.3% on a proportionate consolidated basis (28.1% on
30 June 2023) and 24.8% on an IFRS consolidated basis (28.8% on 30 June 2023).
MAS' weighted average cost of debt (WACD) for the period, on an IFRS consolidated basis, increased to 5.34% per annum (4.42%
for the financial year to 30 June 2023). Except for MAS' undrawn revolving credit facility, all debt interest rates are hedged. The
new secured debt is subject to margins above EURIBOR rates, and the Group hedges its interest rate exposure, typically via interest
rate caps, protecting against future increases in variable rates over loans' terms to maturity. The Group expects the WACD to
continue to increase as the debt management plan progresses and secured debt is drawn down in the current elevated interest
rate environment.
The Group's self-imposed, long-term overall debt limit is a maximum LTV ratio of 35%, or, on a forward-looking basis, seven times,
targeted to decrease to six times NRI, which is considerably more restrictive than its covenant tolerances. On 31 December 2023,
the Group's bond and unsecured facility ratios demonstrated significant headroom compared to covenant tolerances, on both IFRS
and proportionate consolidation bases.
Tolerance Actual IFRS Actual proportionate consolidation basis
Solvency ratio Shall not exceed 0.6 0.28 0.28
Consolidated coverage ratio At least 2.5:1 4.01 5.01
Unencumbered consolidated total assets/ Minimum 180% 436% 443%
unsecured consolidated total debt
FUNDING COMMITMENTS TO DJV
By 31 December 2023, MAS had invested EUR349.2million in preferred equity and the fully drawn revolving credit facility and had an
ongoing undrawn commitment to invest EUR150.8million in DJV preferred equity (figures not proportionally consolidated). MAS must
ensure it can subscribe for preferred equity of up to EUR120million in a rolling six-month period.
OPERATIONS
Information regarding MAS' Central and Eastern European LFL footfall and tenants' sales (compared to the same period in 2022)
and collection rates for the six months to 31 December 2023 is detailed in Table 1. All figures were reported on 28 February 2024.
Table 1
Jul 23 Aug 23 Sep 23 Oct 23 Nov 23 Dec 23 Total
Footfall (2023 compared to 2022) % 110 107 109 106 111 107 108
Open-air malls % 110 107 111 107 112 108 109
Enclosed malls % 109 106 105 105 109 104 106
Tenants' sales per m2 (2023 compared to 2022) % 110 105 106 107 112 110 108
Open-air malls % 108 103 106 106 112 111 108
Enclosed malls % 113 107 106 108 111 109 109
Collection rate % 99.3 99.6 99.6 99.6 99.8 99.7 99.6
Robust consumption continued in all Central and Eastern European countries where the Group operates, with exceptional trading
and footfall in all Group's properties for the six months to 31 December 2023. During this period, collection rates were excellent,
and occupancy of Central and Eastern European assets further improved to 97.7% on 31 December 2023 (97.3% on 30 June 2023).
Occupancy cost ratios on 31 December 2023 (excluding certain tenant categories: supermarkets, DIY stores, entertainment and
services) were healthy, at 10.7% (same as 30 June 2023).
During this period, on a LFL basis, Central and Eastern European tenants' sales continued to be outstanding, and both open-air malls
and enclosed malls outperformed by 8% and 9%, respectively, compared to the same period in 2022. Significant outperformance
of the aggregate was achieved by services, entertainment, health and beauty, home appliances, complements and food service
tenant categories. In contrast, DIY and specialist categories have performed less admirably. At Carolina Mall (opened on 31 August
2023 with 92% of the 28,900m2 gross leasable area (GLA) occupied), the record-breaking first month was followed by continued
strong tenants' sales.
Passing NRI of the Group's properties in CEE increased by 7.2% during the six months to 31 December 2023 and 14.5% year-on-year,
which is partly attributable to rent indexation and rental from overage, but also to the positive effect of Carolina Mall becoming
operational.
Flensburg Galerie (Germany) continued to benefit from MAS' proactive internalised asset management. Occupancy increased to
89.6% (86.0% on 30 June 2023), and both footfall and tenants' sales outperformed by 2% compared to the six months to 31 December 2022.
The collection rate achieved for the six months to 31 December 2023 was 98%.
Regarding DJV's residential business, MAS' adjusted distributable earnings for the six months to 31 December 2023 include a loss
of EUR1.1million, being its proportion of net results from residential operations. This loss includes the result of completing significant
pre-construction sales from the first phases of Avalon Estate and Silk District (from 2018 and 2021 financial years, respectively) at
prices considerably lower than the current market sales levels. Costs of these assets included preferred equity coupon capitalised
over the development cycle, which was significantly extended due to Covid-19. Comparatively, sales for Silk District's Phase II are
at significantly improved prices, and the combined sales for the first two phases (92% and 87% of residential units in respect of
Phases I and II, respectively, sold by 31 December 2023) are expected to deliver a positive combined margin.
PROPERTY VALUATIONS
The overall EUR40.8million income property fair value uplift was the result of positive fair value adjustments of EUR44.2million to income
property in CEE (LFL improvement of 4.3% compared to valuations on 30 June 2023) and a decrease of EUR3.4million in WE (5.1%
decrease compared to valuations on 30 June 2023, mainly due to an increase in the valuation discount rate for Flensburg Galerie).
Valuation of MAS' (and DJV's) properties is determined biannually by external, independent professional valuers, with appropriate,
recognised qualifications and recent experience in the relevant location and property category. Valuations are primarily based on
discounted forecast cash flows and are therefore forward-looking. Compared to valuations on 30 June 2023, the weighted average
unlevered discount rate for income property in CEE decreased from 9.94% to 9.56%.
ASSET SALES IN WE
Flensburg Galerie and Arches street retail units (UK) remain the last of MAS' Western European properties. On 31 December 2023,
they had a combined book value of EUR55.8million, with EUR20.1million secured bank debt outstanding. After discontinuing the sale of
Flensburg Galerie in July 2023, as the potential buyer did not secure appropriate funding to complete the transaction, the Group
partially extended the property's debt funding (previously EUR33.4million at its maturity on 30 November 2023) for three years. The
asset remains available for sale, and will be disposed of, should an appropriate opportunity arise. However, the Group intends to
continue operating the property and achieve further progress with asset management initiatives until such time as the German real
estate market improves sufficiently to facilitate optimal disposal.
In January 2024, following a competitive sales process, MAS concluded an agreement for the disposal of the Arches street retail
units, at a price close to its book value on 31 December 2023. Completion of the transaction, which is conditional on MAS finalising
agreed minor capital expenditure works, as well as on consent to transfer the long leasehold interest being received from Edinburgh
City Council, is estimated by 30 June 2024.
Progress at Arches street retail units, further decreases in Western European assets' valuations and Flensburg Galerie no longer
actively being sold, resulted in management's estimate of the Western European disposal realisation costs and losses being
significantly reduced from EUR19.9million to EUR0.5million. The remainder represents costs for completing the Arches sale and winding
down other nearly dormant Western European structures.
DEVELOPMENTS, EXTENSIONS AND REFURBISHMENTS IN DJV
Progress with developments and changes to DJV's secured pipeline are detailed below.
Commercial developments
The DJV's commercial developments pipeline is becoming larger and more diverse, with numerous projects being considered and
work being done on securing these, despite a value centre project previously disclosed being removed from the pipeline.
Carolina Mall (Alba Iulia, Romania) was completed, and opened for trade on 31 August 2023 with 92% of the 28,900m2 GLA occupied
by tenants. The yield on cost is 9.1%, which, combined with high collection rates and occupancy increasing to 93.7% since opening,
highlights the development's quality. Footfall and trading levels experienced since opening were well above expectations.
The first phase of the Silk District office component was also completed during this six-month period. Tenant fit-outs are ongoing,
with the first office tenant to become operational during April 2024. Although leasing demand for office is subdued, leasing
continues, and alternative options are available for the remaining phases of the office component of the project.
Construction at Arges Mall continues, with the 51,400m2 enclosed mall's opening brought forward to April 2024. Leasing is
progressing very well (currently over 91% leased) and estimated rental value (ERV) income has increased significantly, by
approximately 18% on previous estimates. The centre is anchored by a Carrefour hypermarket, and the tenant mix benefits from
national and international tenants such as Altex, Bershka, Burger King, C&A, CCC, Colin's, Cropp, Deichmann, DM, Douglas, Dr. Max,
Flanco, Fressnapf, Hervis, House, JD Sports, KFC, LC Waikiki, Mango, Maxipet, Mohito, Motivi, New Yorker, Peek&Cloppenburg,
Pepco, Popeye's, Pull&Bear, Reserved, Sephora, Sinsay, Smyk, Sportisimo, Sportvision, Terranova, Tezyo, Tom Tailor, and Zara.
Work continues on extending and redeveloping the existing Era Shopping Centre (26,000m2 GLA) into Romania's second
super-regional enclosed mall and retail node, Mall Moldova, incorporating approximately 122,600m2 of destination GLA. Retailer
interest remains strong and significant progress has been achieved in leasing the project to national and international tenants. Over
89% of the project's GLA is subject to leases in the process of finalisation. DJV has agreed to sell approximately 5.25ha of the site to
IKEA for it to build and operate its first store in the Moldova region.
Zoning continues on a 17ha land plot in Cluj-Napoca, the second-largest economic hub in Romania, with a thriving IT and
telecommunications sector where the DJV plans a large-scale mixed-use urban regeneration including a 130,000m2 GLA
super regional mall seamlessly integrated with a large-scale residential development, as well as on a 17.8ha land plot in Bucharest
where the DJV plans a major residential development complemented by a 28,000m2 GLA open-air mall.
DJV has secured an approximately 10.6ha site in a high-density residential area of Bacau, Romania for the development of an
approximately 51,200m2 GLA regionally dominant mall, with approximately 500,000 residents within a 60-minute drive. The
land, which will provide the project with good visibility and access to a main boulevard, is part of a former industrial platform of
approximately 34.2ha, that is planned to be rejuvenated by additional retail areas and introducing several social functions, thus
transforming it into a major attraction for the city.
Residential developments
Phase I of Avalon Estate is complete, and on 31 December 2023, 76% of its 352 units sold. Some of the unsold completed units are
being retained for rental, addressing Bucharest's rising rental demand for quality rental properties, while preserving the option to
sell in due course.
Sales of the first two phases of Silk District's residential component progressed very well, with 89% of the 661 units (Phase I: 315
units, Phase II: 346 units) sold by 31 December 2023. Phase I was completed, and 184 units handed over to clients by 31 December
2023. Construction of Phase II is nearing finalisation, and handovers to clients are expected to commence by June 2024. Permitting
for Phase III (380 units) was obtained, and sales are planned to begin in March 2024.
Construction of Pleiades Residence's first phase is ongoing, with the first two buildings' 142 units planned to be completed and
delivered to clients by 30 June 2024. Sales are progressing, with 53% of the first phase units having been contracted to date. Further
phases (five buildings) have been put on hold, and the unsold completed units will be put to market for renting.
EXTENSIONS AND REFURBISHMENTS TO DIRECTLY-OWNED ASSETS
Galleria Burgas' refurbishment, which includes reconfiguring the food court and improving the centre's leisure and entertainment
facilities, is progressing as scheduled and will be finalised by June 2024.
Responding to the catchment area's high demand for anchor tenants, MAS is enhancing Prahova Value Centre's tenant mix
with a partial extension of approximately 2,900m2 GLA, scheduled to be completed by June 2024. It is expected that this asset
management initiative will further improve the centre's attractiveness and consolidate its position as the dominant retail node in
the area.
Further updates regarding extensions and refurbishments to MAS' directly-owned assets in CEE will be provided when appropriate.
DIVIDEND
The Company suspended dividends to accumulate liquidity for a more robust capital structure to meet operating requirements of the
business in a more challenging funding environment. MAS does not expect it will be able to consider resuming dividend payments
for financial periods ending prior to December 2026. If MAS supplements planned new secured debt with unsecured financing, it
would likely include covenants that may further restrict MAS' ability to declare dividends post the 2026 calendar year. MAS will
consider resuming dividend payments when capital requirements are sufficient to cover its funding commitments and depending
on the attractiveness of investment opportunities relative to the available liquidity at the time. This list is not comprehensive, and,
if relevant, other factors will be considered. The Board may take a more conservative approach and apply a lower payout ratio to
MAS' diluted adjusted distributable income per share on a proportionate consolidated basis. Accordingly, in keeping with MAS'
approach of providing transparent public communication, and to provide further insight into its liquidity, the Group is introducing
the publication of a new financial performance indicator, cash available from distributable earnings per share (CDEPS). CDEPS is defined
as distributable earnings excluding non-cash items. This performance indicator illustrates the portion of total proportionally
consolidated distributable earnings that have either been collected, or paid, in cash and that is under MAS' direct control, and thus
limit returns from DJV to dividends declared or paid by the DJV in respect of the reporting period. An adjusted version of CDEPS
highlights the impact of amortisation on secured debt paid during the period.
EARNINGS GUIDANCE AND PROSPECTS
Earnings guidance for the 2024 financial year, is adjusted to a range from 8.83 to 9.31 eurocents per share (previously at 9.81 to
10.65 per share). This is mostly a result of a lower investment in DJV-issued preferred equity during the 2024 financial year than
previously estimated.
This guidance is based on the assumptions that no additional material macroeconomic disruption occurs, a stable political
environment prevails in Groups' markets, developments continue as scheduled, and no major corporate failures ensue.
Shareholders should note that MAS' estimates and distributable earnings per share targets have not been reviewed by the Group's
auditors and are subject to change. Inevitably, some assumptions will not materialise, plans will change, and unanticipated events
and circumstances may affect eventual financial results. MAS will not hesitate to adopt changes in strategy, or to take action that
will impact negatively on distributable income per share, if this is considered appropriate from a long-term, risk-adjusted, total
return perspective.
This forecast has not been audited or reviewed by MAS' auditors and is the responsibility of the Board of Directors.
CHANGES TO BOARD COMMITTEE
Following and considering directorship changes during the six months to 31 December 2023, Claudia Pendred was appointed Chair
of the Environmental, Social and Ethics Committee, and Werner Alberts joined as a member. As a result, the composition of Board's
committees is as follows:
Audit and Risk Committee Chair: Vasile Iuga; Members: Brett Nagle, Mihail Vasilescu
Remuneration and Nomination Committee Chair: Dan Pascariu; Members: Mihail Vasilescu, Werner Alberts
Environmental, Social and Ethics Committee Chair: Claudia Pendred; Members: Irina Grigore, Werner Alberts
The change to committee membership is effective 1 March 2024. The Board remains compliant in all material respects, with the King
IV Code on Corporate Governance following these changes to the composition of its committees.
Irina Grigore
Chief Executive Officer
Nadine Bird 1 March 2024, Malta
Chief Financial Officer Released on 4 March 2024
(1) DJV is an abbreviation for a separate corporate entity named PKM Development Ltd (PKM Development), an associate of MAS since 2016 with
independent governance. MAS owns 40% of PKM Development's ordinary equity (EUR20million), an investment conditional on it irrevocably
undertaking to provide preferred equity to PKM Development on notice of drawdown. By 31 December 2023, MAS had invested EUR319.2million
in preferred equity and had an obligation of EUR150.8million outstanding. In addition, MAS has committed to provide PKM Development a
revolving credit facility of EUR30million at a 7.5% fixed rate, which was fully drawn on 31 December 2023 (figures not proportionally
consolidated). The balance of the ordinary equity in PKM Development (EUR30million) was taken up by Prime Kapital in 2016 in cash.
In terms of applicable contractual undertakings and restrictions, Prime Kapital:
(i) is not permitted to undertake real estate development in CEE outside of PKM Development until the DJV's capital commitments are fully
drawn and invested or 2030 (end of exclusivity period);
(ii) contributes secured development pipeline to PKM Development at cost;
(iii) takes responsibility for sourcing further developments, and
(iv) provides PKM Development with all necessary construction and development services via integrated in-house platform.
All amounts in EUR thousand unless otherwise stated.
CONDENSED CONSOLIDATED STATEMENT Reviewed Reviewed Audited
OF FINANCIAL POSITION 31 Dec 23 31 Dec 22 30 Jun 23
Non-current assets 1,413,960 1,219,323 1,280,460
Current assets 112,007 264,005 193,565
Total assets 1,525,967 1,483,328 1,474,025
Equity attributable to owners of the Group 1,033,526 967,069 964,656
Total equity 1,033,526 967,069 964,656
Non-current liabilities 456,388 442,989 441,850
Current liabilities 36,053 73,270 67,519
Total liabilities 492,441 516,259 509,369
Total shareholder equity and liabilities 1,525,967 1,483,328 1,474,025
Reviewed Reviewed
Six-month Six-month Audited
CONDENSED CONSOLIDATED period to period to Year to
STATEMENT OF PROFIT OR LOSS 31 Dec 23 31 Dec 22 30 Jun 23
Continuing operations
Rental income 35,970 32,391 66,519
Service charge income and other recoveries 11,335 10,044 21,369
Gross revenue 47,305 42,435 87,888
(Impairment)/Reversal of impairment of receivables (183) 47 (76)
Service charge and other property operating expenses (13,515) (12,497) (25,617)
Net rental income 33,607 29,985 62,195
Corporate expenses (3,555) (3,580) (6,965)
Other income 7,694 5,914 10,097
Investment expenses (573) (556) (1,129)
Fair value adjustments 28,275 33,205 40,392
Foreign currency exchange differences (16) (2,068) (2,213)
Share of profit from equity-accounted investee, net of tax 8,072 1,953 4,315
Impairment of share-based payment prepayments (67) - (9,624)
Profit before finance income/(costs) 73,437 64,853 97,068
Finance income 15,175 9,678 20,628
Finance costs (12,297) (9,901) (19,993)
Profit before tax 76,315 64,630 97,703
Current tax (2,132) (1,983) (4,165)
Deferred tax (5,341) (2,536) (6,542)
Profit from continuing operations 68,842 60,111 86,996
Discontinued operations
(Loss)/Profit from discontinued operations, net of tax (207) 4,031 3,836
Profit for the period/year 68,635 64,142 90,832
Attributable to:
Owners of the Group 68,635 64,142 90,832
Profit for the period/year 68,635 64,142 90,832
FINANCIAL PERFORMANCE 31 Dec 23 31 Dec 22 % Change
IFRS Net Asset Value attributable to 1,033,526 967,069 6.87%
owners of the Group (EUR thousand)
IFRS Net Asset Value per share (eurocents) 150.2 140.6 6.83%
IFRS Gross revenue from continuing 47,305 42,435 11.48%
operations (EUR thousand)
IFRS Earnings per share (eurocents) 9.98 9.32 7.08%
Adjusted distributable earnings (EUR thousand) 31,567 29,168 8.22%
Adjusted distributable earnings per share (eurocents) 4.79 4.42 8.37%
Cash dividend (eurocents) - 4.36 -100.00%
Headline earnings (EUR thousand) 34,508 41,601 -17.05%
Headline earnings per share (eurocents) 5.02 6.05 -17.05%
Closing number of shares in issue* 688,045,349 687,906,892 0.02%
* Excluding treasury shares.
The condensed consolidated statement of profit or loss for the comparative period/year, has been
represented as a result of reclassifying certain assets between discontinued and continuing operations,
in accordance with IFRS 5.
SEGMENTAL ANALYSIS Proportionate accounts
INCOME STATEMENT (JUL - DEC 2023) Six-month period to 31 Dec 2023
Total CEE DJV WE Co**
EARNINGS 68,635 49,971 21,650 (2,831) (155)
DISTRIBUTABLE EARNINGS 30,990 25,543 12,234 287 (7,074)
Net rental income - income property 34,988 32,539 1,327 1,122 -
Net result - residential property (1,119) - (1,119) - -
Net income - preferred equity and revolving credit facility 8,147 - 8,147 - -
Net dividends - listed securities - - - - -
Net corporate expenses (3,409) (1,476) (200) (294) (1,439)
Interest on debt financing (11,351) (3,958) (46) (502) (6,845)
Interest capitalised on developments 4,480 - 4,480 - -
Other distributable net income/(cost) 1,708 76 (45) (9) 1,686
Income tax (2,454) (1,638) (310) (30) (476)
NON-DISTRIBUTABLE EARNINGS 37,645 24,428 9,416 (3,118) 6,919
Fair value adjustments - income property 40,754 35,253 8,978 (3,477) -
Fair value adjustments - interest rate derivatives (5,234) (4,823) (372) (39) -
Fair value adjustments - listed securities 1,124 - - - 1,124
Investment expenses (826) (56) (12) (387) (371)
Share-based payment expense (596) (235) - - (361)
Other non-distributable income 6,943 - 416 - 6,527
Tax on sale of property 415 - - 415 -
Deferred tax (4,935) (5,711) 406 370 -
Estimation for WE disposal realisation costs - - - - -
Weighted average adjusted number of shares (million)
Diluted weighted average adjusted number of shares (million) ~
Adjusted distributable earnings per share (eurocents)
Diluted adjusted distributable earnings per share (eurocents)
Cash available from distributable earnings per share (eurocents)
SEGMENTAL ANALYSIS Adjustments
INCOME STATEMENT (JUL - DEC 2023) Six-month period to 31 Dec 2023
Total CEE DJV WE Co
EARNINGS 25,623 5,946 (406) 19,435 648
DISTRIBUTABLE EARNINGS 577 - - - 577
Net rental income - income property - - - - -
Net result - residential property - - - - -
Net income - preferred equity and revolving credit facility - - - - -
Net dividends - listed securities 290 - - - 290
Net corporate expenses - - - - -
Interest on debt financing - - - - -
Interest capitalised on developments - - - - -
Other distributable net income/(cost) 287 - - - 287
Income tax - - - - -
NON-DISTRIBUTABLE EARNINGS 25,046 5,946 (406) 19,435 71
Fair value adjustments - income property - - - - -
Fair value adjustments - interest rate derivatives - - - - -
Fair value adjustments - listed securities (290) - - - (290)
Investment expenses - - - - -
Share-based payment expense 596 235 - - 361
Other non-distributable income - - - - -
Tax on sale of property - - - - -
Deferred tax 5,305 5,711 (406) - -
Estimation for WE disposal realisation costs 19,435 - - 19,435 -
Weighted average adjusted number of shares (million)
Diluted weighted average adjusted number of shares (million) ~
Adjusted distributable earnings per share (eurocents)
Diluted adjusted distributable earnings per share (eurocents)
Cash available from distributable earnings per share (eurocents)
SEGMENTAL ANALYSIS Adjusted proportionate accounts
INCOME STATEMENT (JUL - DEC 2023) Six-month period to 31 Dec 2023
Total CEE DJV WE Co
EARNINGS 94,258 55,917 21,244 16,604 493
DISTRIBUTABLE EARNINGS 31,567 25,543 12,234 287 (6,497)
Net rental income - income property 34,988 32,539 1,327 1,122 -
Net result - residential property (1,119) - (1,119) - -
Net income - preferred equity and revolving credit facility 8,147 - 8,147 - -
Net dividends - listed securities 290 - - - 290
Net corporate expenses (3,409) (1,476) (200) (294) (1,439)
Interest on debt financing (11,351) (3,958) (46) (502) (6,845)
Interest capitalised on developments 4,480 - 4,480 - -
Other distributable net income/(cost) 1,995 76 (45) (9) 1,973
Income tax (2,454) (1,638) (310) (30) (476)
NON-DISTRIBUTABLE EARNINGS 62,691 30,374 9,010 16,317 6,990
Fair value adjustments - income property 40,754 35,253 8,978 (3,477) -
Fair value adjustments - interest rate derivatives (5,234) (4,823) (372) (39) -
Fair value adjustments - listed securities 834 - - - 834
Investment expenses (826) (56) (12) (387) (371)
Share-based payment expense - - - - -
Other non-distributable income 6,943 - 416 - 6,527
Tax on sale of property 415 - - 415 -
Deferred tax 370 - - 370 -
Estimation for WE disposal realisation costs 19,435 - - 19,435 -
Weighted average adjusted number of shares (million) 659.5
Diluted weighted average adjusted number of shares (million) ~ 671.2
Adjusted distributable earnings per share (eurocents) 4.79
Diluted adjusted distributable earnings per share (eurocents) 4.70
Cash available from distributable earnings per share (eurocents) 2.29
SEGMENTAL ANALYSIS Proportionate accounts
BALANCE SHEET (DEC 2023) 31 Dec 2023
Total CEE DJV WE Co**
NET ASSET VALUE 1,033,526 735,644 407,632 52,126 (161,876)
ASSETS 1,564,309 987,294 445,977 75,914 55,124
Income property 1,061,946 934,901 71,249 55,796 -
Developments - income property 56,289 5,298 50,991 - -
Developments - residential property 62,402 - 62,402 - -
Preferred equity and revolving credit facility 224,456 - 224,456 - -
Listed securities 19,570 - 19,570 - -
Goodwill 1,696 1,696 - - -
Deferred tax asset 3,674 1,015 1,070 1,589 -
Interest rate derivative financial assets 5,970 5,441 492 37 -
Other assets 568 6 190 132 240
VAT receivable 3,411 23 3,206 115 67
Share-based payment prepayments 676 676 - - -
Trade and other receivables 33,886 12,950 4,376 14,887 1,673
Cash and cash equivalents 89,765 25,288 7,975 3,358 53,144
LIABILITIES 530,783 251,650 38,345 23,788 217,000
Debt financing 435,992 185,471 14,555 20,054 215,912
Deferred tax liability 44,786 41,309 3,477 - -
Trade and other payables 50,005 24,870 20,313 3,734 1,088
Estimation for WE disposal realisation costs - - - - -
Adjusted number of shares in issue (million)
Tangible net asset value per share (eurocents)
TSR
SEGMENTAL ANALYSIS Adjustments
BALANCE SHEET (DEC 2023) 31 Dec 2023
Total CEE DJV WE Co
NET ASSET VALUE 22,390 38,937 (16,093) (454) -
ASSETS (21,942) (2,372) (19,570) - -
Income property - - - - -
Developments - income property - - - - -
Developments - residential property - - - - -
Preferred equity and revolving credit facility - - - - -
Listed securities (19,570) - (19,570) - -
Goodwill (1,696) (1,696) - - -
Deferred tax asset - - - - -
Interest rate derivative financial assets - - - - -
Other assets - - - - -
VAT receivable - - - - -
Share-based payment prepayments (676) (676) - - -
Trade and other receivables - - - - -
Cash and cash equivalents - - - - -
LIABILITIES (44,332) (41,309) (3,477) 454 -
Debt financing - - - - -
Deferred tax liability (44,786) (41,309) (3,477) - -
Trade and other payables - - - - -
Estimation for WE disposal realisation costs 454 - - 454 -
Adjusted number of shares in issue (million)
Tangible net asset value per share (eurocents)
TSR
SEGMENTAL ANALYSIS Adjusted proportionate accounts
BALANCE SHEET (DEC 2023) 31 Dec 2023
Total CEE DJV WE Co
NET ASSET VALUE 1,055,916 774,581 391,539 51,672 (161,876)
ASSETS 1,542,367 984,922 426,407 75,914 55,124
Income property 1,061,946 934,901 71,249 55,796 -
Developments - income property 56,289 5,298 50,991 - -
Developments - residential property 62,402 - 62,402 - -
Preferred equity and revolving credit facility 224,456 - 224,456 - -
Listed securities - - - - -
Goodwill - - - - -
Deferred tax asset 3,674 1,015 1,070 1,589 -
Interest rate derivative financial assets 5,970 5,441 492 37 -
Other assets 568 6 190 132 240
VAT receivable 3,411 23 3,206 115 67
Share-based payment prepayments - - - - -
Trade and other receivables 33,886 12,950 4,376 14,887 1,673
Cash and cash equivalents 89,765 25,288 7,975 3,358 53,144
LIABILITIES 486,451 210,341 34,868 24,242 217,000
Debt financing 435,992 185,471 14,555 20,054 215,912
Deferred tax liability - - - - -
Trade and other payables 50,005 24,870 20,313 3,734 1,088
Estimation for WE disposal realisation costs 454 - - 454 -
Adjusted number of shares in issue (million) 659.6
Tangible net asset value per share (eurocents) 160
TSR 14.1%
** Corporate (Co), other assets, liabilities and activities related to the Group's management, including investments in listed securities,
Group level financing, as well as corporate level administration.
~ Diluted weighted average adjusted number of shares in issue are computed by elimination of MAS' 40% proportion of shares owned by the DJV
in MAS and increased by the number of share purchase plan shares (on a proportionate consolidation basis).
This results announcement is the responsibility of the Directors and is only a summary of the information contained in the reviewed condensed
consolidated interim financial statements released on SENS on Monday, 4 March 2024 and available at:
https://senspdf.jse.co.za/documents/2024/jse/isse/msp/MAS.pdf or on the Company's website: https://www.masrei.com/investors/financials.
This results announcement does not contain full or complete details, any investment decisions by investors and/or shareholders should be based
on consideration of the reviewed condensed consolidated interim financial statements. The full announcement is available for inspection or may
be requested and obtained in person, at no charge, at the head office of the Company on Suite 11, Marina Business Centre, Abate Rigord Street,
Ta' Xbiex, XBX1129, Malta, and at the offices of our sponsor, Java Capital Trustees and Sponsors Proprietary Limited,at 6th Floor, 1 Park Lane,
Wierda Valley, Sandton, Johannesburg, 2196, South Africa, during office hours from 4 March 2024 to 18 March 2024. The condensed consolidated
interim financial statements have been reviewed by the Company's auditors, PricewaterhouseCoopers (Malta), who expressed an unmodified review
opinion thereon.
Date: 04-03-2024 07:45:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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