6-K 1 irsaconsolidadoingles3103.htm FINANCIAL STATEMENT IIIQ20 irsaconsolidadoingles3103
 
 
 
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
Unaudited Condensed Interim Consolidated Financial Statements as of March 31, 2020 and for the nine-month period ended as of that date, presented comparatively
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Legal information
 
 
Denomination: IRSA Inversiones y Representaciones Sociedad Anónima.
 
Fiscal year N°: 77, beginning on July 1st, 2019.
 
Legal address: 108 Bolívar St., 1st floor, Autonomous City of Buenos Aires, Argentina.
 
Company activity: Real estate investment and development.
 
Date of registration of the by-laws in the Public Registry of Commerce: June 23, 1943.
 
Date of registration of last amendment of the by-laws in the Public Registry of Commerce: October 29, 2018.
 
Expiration of the Company’s by-laws: April 5, 2043.
 
Registration number with the Superintendence: 213,036.
 
Capital: 578,676,460 shares.
 
Common Stock subscribed, issued and paid up nominal value (in millions of Ps.): 579.
 
Parent Company: Cresud Sociedad Anónima, Comercial, Inmobiliaria, Financiera y Agropecuaria
(Cresud S.A.C.I.F. y A.).
 
Legal Address: 877 Moreno St., 23rd. floor, Autonomous City of Buenos Aires, Argentina.
 
Main activity: Real estate, agricultural, commercial and financial activities.
 
Direct and indirect interest of the Parent Company on the capital stock: 359,102,219 common shares.
 
Percentage of votes of the Parent Company (direct and indirect interest) on the shareholders’ equity: 62.34% (1).
 
 
Type of stock
CAPITAL STATUS
Shares authorized for Public Offering (2)
Subscribed, issued and paid up nominal value
(in millions of Pesos)
Common stock with a face value of Ps. 1 per share and entitled to 1 vote each
578,676,460
579
 
(1) For computation purposes, treasury shares have been subtracted.
(2) Company not included in the Optional Statutory System of Public Offer of Compulsory Acquisition.
 
 
 
 
 
 
 
 
Index
 
Glossary  ...
1
Unaudited Condensed Interim Consolidated Statements of Financial Position
2
Unaudited Condensed Interim Consolidated Statements of Income and Other Comprehensive Income
3
Unaudited Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
4
Unaudited Condensed Interim Consolidated Statements of Cash Flows
6
Notes to the Unaudited Condensed Interim Consolidated Financial Statements:
 
Note 1 – The Group’s business and general information 
7
Note 2 – Summary of significant accounting policies 
8
Note 3 – Seasonal effects on operations 
11
Note 4 – Acquisitions and disposals 
11
Note 5 – Financial risk management and fair value estimates 
16
Note 6 – Segment information 
17
Note 7 – Investments in associates and joint ventures 
20
Note 8 – Investment properties 
21
Note 9 – Property, plant and equipment 
22
Note 10 – Trading properties 
22
Note 11 – Intangible assets 
23
Note 12 – Right-of-use assets 
23
Note 13 – Financial instruments by category 
24
Note 14 – Trade and other receivables 
27
Note 15 – Cash flow information 
27
Note 16 – Trade and other payables 
28
Note 17 – Borrowings 
29
Note 18 – Provisions 
29
Note 19 – Taxes 
30
Note 20 – Revenues 
31
Note 21 – Expenses by nature 
31
Note 22 – Cost of goods sold and services provided 
31
Note 23 – Other operating results, net 
32
Note 24 – Financial results, net 
32
Note 25 – Related party transactions 
33
Note 26 – CNV General Resolution N° 622 
35
Note 27 – Foreign currency assets and liabilities 
35
Note 28 – Groups of assets and liabilities held for sale 
36
Note 29 – Results from discontinued operations 
36
Note 30 – Other significant events of the period 
37
Note 31 – Subsequent Events 
39
 
 
 
 
 
 
Glossary
 
The following are not technical definitions, but help the reader to understand certain terms used in the wording of the notes to the Group´s Financial Statements.
 
Terms
 
Definitions
BACS
 
Banco de Crédito y Securitización S.A.
BCRA
 
Central Bank of the Argentine Republic
BHSA
 
Banco Hipotecario S.A.
Cellcom
 
Cellcom Israel Ltd.
Clal
 
Clal Holdings Insurance Enterprises Ltd.
CNV
 
Securities Exchange Commission
CODM
 
Chief operating decision maker
CPF
 
Collective Promotion Funds
Condor
 
Condor Hospitality Trust Inc.
Cresud
 
Cresud S.A.C.I.F. y A.
DIC
 
Discount Investment Corporation Ltd.
Eclsa
 
E-Comerce Latina S.A.
Efanur
 
Efanur S.A.
Financial Statements
 
Unaudited Condensed Interim Consolidated Financial Statements
Gav-Yam
 
Gav-Yam, Bayside Land Corporation Ltd
Annual Financial Statements
 
Consolidated Financial Statements as of June 30, 2019
HASAU
 
Hoteles Argentinos S.A.U.
IAS
 
International Accounting Standards
IASB
IBC
 
International Accounting Standards Board
Israel Broadband Company
IDBT
 
IDB Tourism (2009) Ltd
IDBD
 
IDB Development Corporation Ltd.
IFISA
 
Inversiones Financieras del Sur S.A.
ISPRO
 
Ispro the Israel Properties Rental Corp. Ltd.
IFRS
 
International Financial Reporting Standards
IRSA, The Company”, “Us”, “We”
 
IRSA Inversiones y Representaciones Sociedad Anónima
IRSA CP
 
IRSA Propiedades Comerciales S.A.
Israir
 
Israir Airlines & Tourism Ltd.
LRSA
Mehadrin
 
La Rural S.A.
Mehadrin Ltd.
Metropolitan
 
Metropolitan 885 Third Avenue Leasehold LLC
MPIT
 
Minimum presumed income tax
NCN
 
Non-convertible notes
New Lipstick
 
New Lipstick LLC
NFSA
 
Nuevas Fronteras S.A.
NIS
 
New Israeli Shekel
PBC
 
Property & Building Corporation Ltd.
PBEL
 
PBEL Real Estate LTD
Quality
 
Quality Invest S.A.
Shufersal
 
Shufersal Ltd.
Tarshop
 
Tarshop S.A.
TGLT
 
TGLT S.A
Tyrus
 
Tyrus S.A.
 
 
 
 
 
1
IRSA Inversiones y Representaciones Sociedad Anónima
 
Unaudited Condensed Interim Consolidated Statements of Financial Position
as of March 31, 2020 and June 30, 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
Note
03.31.2020
 
06.30.2019
ASSETS
 
 
 
 
Non-current assets
 
 
 
 
Investment properties
8
175,432
 
316,514
Property, plant and equipment
9
33,802
 
30,277
Trading properties
10, 22
4,319
 
7,437
Intangible assets
11
24,326
 
24,297
Right-of-use assets
12
17,916
 
 -
Other assets
 
 -
 
33
Investments in associates and joint ventures
7
66,871
 
42,172
Deferred income tax assets
19
430
 
542
Income tax and MPIT credit
 
13
 
205
Restricted assets
13
641
 
4,176
Trade and other receivables
14
20,554
 
16,778
Investments in financial assets
13
3,201
 
3,917
Financial assets held for sale
13
 -
 
5,667
Derivative financial instruments
13
121
 
129
Total non-current assets
 
347,626
 
452,144
Current assets
 
 
 
 
Trading properties
10, 22
1,935
 
496
Inventories
22
3,724
 
1,556
Restricted assets
13
6,637
 
5,942
Income tax and MPIT credit
 
354
 
529
Group of assets held for sale
28
36,685
 
10,912
Trade and other receivables
14
35,048
 
30,577
Investments in financial assets
13
32,902
 
43,700
Financial assets held for sale
13
4,369
 
15,816
Derivative financial instruments
13
78
 
56
Cash and cash equivalents
13
56,638
 
82,034
Total current assets
 
178,370
 
191,618
TOTAL ASSETS
 
525,996
 
643,762
SHAREHOLDERS’ EQUITY
 
 
 
 
Shareholders' equity attributable to equity holders of the parent (according to corresponding statement)
 
28,710
 
43,506
Non-controlling interest
 
54,398
 
72,896
TOTAL SHAREHOLDERS’ EQUITY
 
83,108
 
116,402
LIABILITIES
 
 
 
 
Non-current liabilities
 
 
 
 
Borrowings
17
256,209
 
362,173
Lease liabilities
 
12,312
 
 -
Deferred income tax liabilities
19
36,070
 
49,908
Trade and other payables
16
2,232
 
2,378
Provisions
18
10,772
 
10,868
Employee benefits
 
364
 
180
Derivative financial instruments
13
23
 
1,394
Salaries and social security liabilities
 
176
 
149
Total non-current liabilities
 
318,158
 
427,050
Current liabilities
 
 
 
 
Trade and other payables
16
24,674
 
25,175
Borrowings
17
68,302
 
61,719
Lease liabilities
 
4,398
 
 -
Provisions
18
2,078
 
2,337
Group of liabilities held for sale
28
19,920
 
7,722
Salaries and social security liabilities
 
3,665
 
2,854
Income tax and MPIT liabilities
 
394
 
469
Derivative financial instruments
13
1,299
 
34
Total current liabilities
 
124,730
 
100,310
TOTAL LIABILITIES
 
442,888
 
527,360
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
 
525,996
 
643,762
 
 

The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
 
 
 
 
                                                      
Eduardo S. Elsztain              
President                       
 
 
2
IRSA Inversiones y Representaciones Sociedad Anónima
 
Unaudited Condensed Interim Consolidated Statements of Income and Other Comprehensive Income
for the nine and three-month periods ended March 31, 2020 and 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
 
Nine month
 
Three month
 
Note
03.31.2020
 
03.31.2019
 
03.31.2020
 
03.31.2019
Revenues
20
69,564
 
66,184
 
23,441
 
23,367
Costs
21, 22
(43,824)
 
(42,213)
 
(15,317)
 
(15,499)
Gross profit
 
25,740
 
23,971
 
8,124
 
7,868
Net loss/ (gain) from fair value adjustment of investment properties
8
(275)
 
(8,396)
 
(4,289)
 
1,393
General and administrative expenses
21
(7,747)
 
(7,783)
 
(2,745)
 
(2,699)
Selling expenses
21
(9,846)
 
(8,793)
 
(3,609)
 
(3,084)
Impairment of associates and joint ventures
 
(2,344)
 
 -
 
 -
 
 -
Other operating results, net
23
1,477
 
387
 
1,889
 
(573)
Profit / (loss) from operations
 
7,005
 
(614)
 
(630)
 
2,905
Share of profit/ (loss) of associates and joint ventures
7
1,115
 
(1,969)
 
2,916
 
(662)
Profit / (loss) before financial results and income tax
 
8,120
 
(2,583)
 
2,286
 
2,243
Finance income
24
849
 
1,337
 
271
 
552
Finance costs
24
(16,188)
 
(15,618)
 
(4,883)
 
(4,674)
Other financial results
24
(12,345)
 
(2,797)
 
(6,864)
 
(2,540)
Inflation adjustment
 
339
 
(686)
 
117
 
(62)
Financial results, net
 
(27,345)
 
(17,764)
 
(11,359)
 
(6,724)
Loss before income tax
 
(19,225)
 
(20,347)
 
(9,073)
 
(4,481)
Income tax
19
(2,142)
 
3,225
 
407
 
(345)
Loss for the period from continuing operations
 
(21,367)
 
(17,122)
 
(8,666)
 
(4,826)
Profit/ (loss) for the period from discontinued operations
29
17,180
 
3,680
 
(757)
 
401
Loss for the period
 
(4,187)
 
(13,442)
 
(9,423)
 
(4,425)
Other comprehensive income:
 
 
 
 
 
 
 
 
Items that may be reclassified subsequently to profit or loss:
 
 
 
 
 
 
 
 
Currency translation adjustment
 
2,024
 
1,332
 
(1,593)
 
(1,268)
Change in the fair value of hedging instruments net of income taxes
 
(80)
 
53
 
 -
 
4
Items that may not be reclassified subsequently to profit or loss, net of income tax:
 
 -
 
 -
 
 -
 
 -
Actuarial loss from defined contribution plans
 
(198)
 
(15)
 
(88)
 
(15)
Other comprehensive income/ (loss) for the period from continuing operations
 
1,746
 
1,370
 
(1,681)
 
(1,279)
Other comprehensive income for the period from discontinued operations
 
4,673
 
4,437
 
135
 
6,681
Total other comprehensive income/ (loss) for the period
 
6,419
 
5,807
 
(1,546)
 
5,402
Total comprehensive income / (loss) for the period
 
2,232
 
(7,635)
 
(10,969)
 
977
 
 
 
 
 
 
 
 
 
Total comprehensive loss from continuing operations
 
(19,621)
 
(15,752)
 
(10,347)
 
(6,105)
Total comprehensive income/ (loss) from discontinued operations
 
21,853
 
8,117
 
(622)
 
7,082
Total comprehensive income / (loss) for the period
 
2,232
 
(7,635)
 
(10,969)
 
977
 
 
 
 
 
 
 
 
 
(Loss)/ Profit for the period attributable to:
 
 
 
 
 
 
 
 
Equity holders of the parent
 
(9,567)
 
(13,050)
 
(8,035)
 
(4,325)
Non-controlling interest
 
5,380
 
(392)
 
(1,388)
 
(100)
 
 
 
 
 
 
 
 
 
Loss from continuing operations attributable to:
 
 
 
 
 
 
 
 
Equity holders of the parent
 
(19,124)
 
(14,411)
 
(8,012)
 
(3,933)
Non-controlling interest
 
(2,243)
 
(2,711)
 
(654)
 
(893)
 
 
 
 
 
 
 
 
 
Total comprehensive (loss) / income attributable to:
 
 
 
 
 
 
 
 
Equity holders of the parent
 
(12,331)
 
(12,338)
 
(8,125)
 
(3,303)
Non-controlling interest
 
14,563
 
4,703
 
(2,844)
 
4,280
 
 
 
 
 
 
 
 
 
Total comprehensive loss from continuing operations attributable to:
 
 
 
 
 
 
 
 
Equity holders of the parent
 
(15,769)
 
(15,145)
 
(8,274)
 
(4,918)
Non-controlling interest
 
(3,852)
 
(607)
 
(2,073)
 
(1,187)
 
 
 
 
 
 
 
 
 
Loss per share attributable to equity holders of the parent:
 
 
 
 
 
 
 
 
Basic
 
(16.61)
 
(22.68)
 
(13.95)
 
(7.52)
Diluted
 
(16.61)
 
(22.68)
 
(13.95)
 
(7.52)
 
 
 
 
 
 
 
 
 
Loss per share from continuing operations attributable to equity holders of the parent:
 
 
 
 
 
 
 
 
Basic
 
(33.19)
 
(25.04)
 
(13.91)
 
(6.83)
Diluted
 
(33.19)
 
(25.04)
 
(13.91)
 
(6.83)
 
 
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
 
 
 
 
 
 
                                                      
Eduardo S. Elsztain              
President                       
                                   
 
3
IRSA Inversiones y Representaciones Sociedad Anónima
 
Unaudited Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
for the nine-month period ended March 31, 2020
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
Attributable to equity holders of the parent
 
 
 
Share capital
Treasury shares
Inflation adjustment of share capital and treasury shares (1)
Share premium
Additional paid-in capital from treasury shares
Legal reserve
Special reserve Resolution CNV 609/12 (2)
Other reserves (3)
Retained earnings
Subtotal
Non-controlling interest
Total Shareholders’ equity
Balance as of July 1, 2019
575
4
12,813
13,798
74
460
8,925
64,579
(57,722)
43,506
72,896
116,402
Adjustments previous periods (IFRS 16 and IAS 28) (Note 2.2)
 -
 -
 -
 -
 -
 -
 -
 -
(1,239)
(1,239)
(816)
(2,055)
Restated balance as of July 1, 2018
575
4
12,813
13,798
74
460
8,925
64,579
(58,961)
42,267
72,080
114,347
(Loss) / profit for the period
 -
 -
 -
 -
 -
 -
 -
 -
(9,567)
(9,567)
5,380
(4,187)
Other comprehensive (loss) / income for the period
 -
 -
 -
 -
 -
 -
 -
(2,764)
 -
(2,764)
9,183
6,419
Total profit and other comprehensive (loss) / income for the period
 -
 -
 -
 -
 -
 -
 -
(2,764)
(9,567)
(12,331)
14,563
2,232
Allocation of results according to general shareholders meeting
 -
 -
 -
 -
 -
 -
 -
 -
 -
 -
 -
 -
Loss absorption
 -
 -
 -
 -
 -
 -
 -
(57,369)
57,369
 -
 -
 -
Distribution of dividends in shares
 -
 -
 -
 -
 -
 -
 -
(562)
 -
(562)
 -
(562)
Capitalisation of irrevocable contributions
 -
 -
 -
 -
 -
 -
 -
 -
 -
 -
26
26
Dividend distribution
 -
 -
 -
 -
 -
 -
 -
 -
 -
 -
(2,132)
(2,132)
Decrease due to loss of control
 -
 -
 -
 -
 -
 -
 -
 -
 -
 -
(41,093)
(41,093)
Other changes in equity
 -
 -
 -
 -
 -
 -
 -
 -
21
21
163
184
Incorporation by business combination
 -
 -
 -
 -
 -
 -
 -
-
-
-
7,063
7,063
Changes in non-controlling interest
 -
 -
 -
 -
 -
 -
 -
(685)
 -
(685)
3,728
3,043
Balance as of March 31, 2020
575
4
12,813
13,798
74
460
8,925
3,199
(11,138)
28,710
54,398
83,108
 
(1)
Includes Ps. 1 of Inflation adjustment of treasury shares. See Note 16 to the Annual Financial Statements.
(2)
Related to CNV General Resolution N° 609/12.
(3)
 Group´s other reserves for the period ended March 31, 2020 are comprised as follows:
 
 
Cost of treasury stock
Changes in non-controlling interest
Reserve for share-based payments
Reserve for future dividends
Currency translation adjustment reserve
Hedging instruments
Special reserve
Reserve for defined contribution plans
Other reserves from subsidiaries
Revaluation superplus
Total Other reserves
Balance as of July 1, 2019
(157)
(5,009)
197
1,606
250
(7)
67,794
(294)
99
100
64,579
Other comprehensive loss for the period
 -
 -
 -
 -
(2,598)
 -
 -
 -
(166)
 -
(2,764)
Total comprehensive loss for the period
 -
 -
 -
 -
(2,598)
 -
 -
 -
(166)
 -
(2,764)
Reserve for share-based payments
5
 -
(5)
 -
 -
 -
 -
 -
 -
 -
 -
Distribution of dividends in shares
 -
 -
 -
 -
 -
 -
(562)
 -
 -
 -
(562)
Changes in non-controlling interst
 -
(685)
 -
 -
 -
 -
 -
 -
 -
 -
(685)
Loss absorption
 -
 -
 -
 -
 -
 -
(57,369)
 -
 -
 -
(57,369)
Balance as of March 31, 2020
(152)
(5,694)
192
1,606
(2,348)
(7)
9,863
(294)
(67)
100
3,199

 
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
 
 
 
 
 
                                                      
Eduardo S. Elsztain              
President                       
 
 
4
IRSA Inversiones y Representaciones Sociedad Anónima
 
Unaudited Condensed Interim Consolidated Statements of Changes in Shareholders’ Equity
for the nine-month period ended March 31, 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
Attributable to equity holders of the parent
 
 
 
Share capital
Treasury shares
Inflation adjustment of share capital and treasury shares (1)
Share premium
Additional paid-in capital from treasury shares
Legal reserve
Special reserve Resolution CNV 609/12 (2)
Other reserves (3)
Retained earnings
Subtotal
Non-controlling interest
Total Shareholders’ equity
Balance as of July 1, 2018
575
4
12,813
13,798
74
460
8,925
4,656
41,890
83,195
78,911
162,106
Adjustments previous periods (IFRS 9 and 15)
 -
 -
 -
 -
 -
 -
 -
 -
(313)
(313)
(7)
(320)
Balance as of July 1, 2018 (recast)
575
4
12,813
13,798
74
460
8,925
4,656
41,577
82,882
78,904
161,786
Loss for the period
 -
 -
 -
 -
 -
 -
 -
 -
(13,050)
(13,050)
(392)
(13,442)
Other comprehensive income for the period
 -
 -
 -
 -
 -
 -
 -
712
 -
712
5,095
5,807
Total profit / (loss) and other comprehensive income for the period
 -
 -
 -
 -
 -
 -
 -
712
(13,050)
(12,338)
4,703
(7,635)
Incorporation by business combination
 -
 -
 -
 -
 -
 -
 -
 -
 -
 -
(15)
(15)
Changes in non-controlling interest
 -
 -
 -
 -
 -
 -
 -
(890)
 -
(890)
(162)
(1,052)
Dividend distribution
 -
 -
 -
 -
 -
 -
 -
 -
(2,479)
(2,479)
(3,142)
(5,621)
Reserve for share-based payments
 -
 -
 -
 -
 -
 -
 -
 -
 -
 -
47
47
Assignment of results according to general sheraholders meeting at 10.31.18
 -
 -
 -
 -
 -
 -
 -
62,110
(62,110)
 -
 -
 -
Balance as of March 31, 2019
575
4
12,813
13,798
74
460
8,925
66,588
(36,062)
67,175
80,335
147,510
 
(1)   Includes Ps. 1 of Inflation adjustment of treasury shares. See Note 16 to the Annual Financial Statements.
(2)   Related to CNV General Resolution N° 609/12.
(3)   Group’s other reserves for the period ended December 31, 2018 are comprised as follows:
 
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements
 
 
Cost of treasury stock
Changes in non-controlling interest
Reserve for share-based payments
Reserve for future dividends
Currency translation adjustment reserve
Hedging instruments
Reserve for defined contribution plans
Special Reserve
Other reserves from subsidiaries
Revaluation superplus
Total Other reserves
Balance as of July 1, 2018
(173)
(3,707)
214
1,606
1,028
99
(295)
5,685
102
97
4,656
Other comprehensive income/ ( loss) for the period
 -
 -
 -
 -
838
(80)
(61)
 -
 -
15
712
Total comprehensive loss for the period
 -
 -
 -
 -
838
(80)
(61)
 -
 -
15
712
Share-based compensation
1
 -
(1)
 -
 -
 -
 -
 -
 -
 -
 -
Allocation of results according to A.G.O. at 10.31.18
 -
 -
 -
 -
 -
 -
 -
62,110
 -
 -
62,110
Changes in non-controlling interest
 -
(890)
 -
 -
 -
 -
 -
 -
 -
 -
(890)
Balance as of March 31, 2019
(172)
(4,597)
213
1,606
1,866
19
(356)
67,795
102
112
66,588
 
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
 
 
 
 
 
 
                                            .
                                                      
Eduardo S. Elsztain              
President                       

 
5
IRSA Inversiones y Representaciones Sociedad Anónima
 
Unaudited Condensed Interim Consolidated Statements of Cash Flows
for the nine-month periods ended March 31, 2020 and 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
 
Note
03.31.2020
 
03.31.2019
Operating activities:
 
 
 
 
Net cash generated from continuing operating activities before income tax paid
15
21,232
 
13,317
Income tax and MPIT paid
 
(471)
 
(443)
Net cash generated from continuing operating activities
 
20,761
 
12,874
Net cash generated from discontinued operating activities
 
2,566
 
4,523
Net cash generated from operating activities
 
23,327
 
17,397
Investing activities:
 
 
 
 
Acquisition of interest in associates and joint ventures
 
(1,074)
 
(159)
Contributions and issuance of capital in associates and joint ventures
 
(122)
 
 -
Acquisition and improvements of investment properties
 
(2,557)
 
(3,056)
Decrease in cash due to deconsolidation of subsidiary
 
 -
 
(89)
Payment for acquisition of non-controlling interest
 
 -
 
(804)
Proceeds from sales of investment properties
 
11,012
 
1,247
Acquisitions and improvements of property, plant and equipment
 
(3,432)
 
(3,932)
Proceeds from sales of property, plant and equipment
 
3,114
 
15
Acquisitions of intangible assets
 
(2,913)
 
(2,878)
Proceeds from sales of property, plant and equipment
 
1,765
 
(33)
Net increase / (decrease) of restricted deposits
 
4,839
 
(756)
Dividends collected from associates and joint ventures
 
1,498
 
362
Proceeds from sales of interest in associates and joint ventures
 
256
 
7,816
Proceeds from loans granted
 
 -
 
225
Acquisitions of investments in financial assets
 
(7,388)
 
(32,378)
Proceeds from disposal of investments in financial assets
 
11,172
 
48,420
Interest collected from financial assets
 
929
 
1,096
Dividends collected from financial assets
 
102
 
(30)
Proceeds from sales of intangible assets
 
27
 
 -
Loans granted to related parties
 
(2,481)
 
(178)
Loans granted
 
(902)
 
(125)
Net cash generated from continuing investing activities
 
13,845
 
14,763
Net cash generated from/ (used in) discontinued investing activities
 
2,330
 
(4,208)
Net cash generated from investing activities
 
16,175
 
10,555
Financing activities:
 
 
 
 
Borrowings and issuance of non-convertible notes
 
21,807
 
28,575
Payment of borrowings and non-convertible notes
 
(56,922)
 
(30,959)
Collections / (Payment) of short term loans, net
 
2,631
 
(265)
Interests paid
 
(15,781)
 
(15,651)
Repurchase of non-convertible notes
 
(12,840)
 
(5,599)
Capital contributions from non-controlling interest in subsidiaries
 
 -
 
2,172
Acquisition of non-controlling interest in subsidiaries
 
(589)
 
(5,454)
Proceeds from sales of non-controlling interest in subsidiaries
 
 -
 
13
Loans received from associates and joint ventures, net
 
 -
 
248
Payment of borrowings to related parties
 
 -
 
(6)
Dividends paid to non-controlling interest in subsidiaries
 
(323)
 
(568)
Proceeds for issuance of shares and other equity instruments
 
2,658
 
 -
Dividends paid
 
 -
 
(136)
Proceeds from sale at non-controlling interest
 
70
 
 -
Net (payments)/ proceeds from derivate financial instrument
 
(1,698)
 
7
Net cash used in continuing financing activities
 
(60,987)
 
(27,623)
Net cash (used in) / generated from discontinued financing activities
 
(4,806)
 
9,487
Net cash used in from financing activities
 
(65,793)
 
(18,136)
Net (decrease) / increase in cash and cash equivalents from continuing activities
 
(26,381)
 
14
Net increase in cash and cash equivalents from discontinued activities
 
90
 
9,802
Net (decrease) / increase in cash and cash equivalents
 
(26,291)
 
9,816
Cash and cash equivalents at beginning of period
 
82,034
 
78,745
Cash and cash equivalents reclassified as held-for-sale
 
(597)
 
(632)
Foreign exchange gain and inflation adjustment on cash and changes in fair value of cash equivalents
 
1,492
 
3,049
Cash and cash equivalents at end of period
13
56,638
 
90,978
 
 
 
The accompanying notes are an integral part of these Unaudited Condensed Interim Consolidated Financial Statements.
 
 
 
 
 
                                                      
Eduardo S. Elsztain              
President                       
 
 
6
IRSA Inversiones y Representaciones Sociedad Anónima
 
Notes to the Unaudited Condensed Interim Consolidated Financial Statements
(Amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
1.
The Group’s business and general information
 
These Financial Statements have been approved for issuance by the Board of Directors, on June 8, 2020.
 
IRSA was founded in 1943, and it is engaged in a diversified range of real estate activities in Argentina since 1991. IRSA and its subsidiaries are collectively referred to hereinafter as “the Group”. Cresud is our direct parent company and IFIS Limited is our ultimate parent company.
 
The Group has established two Operations Centers, Argentina and Israel, to manage its global business, mainly through the following companies:
  (*) See note 4. to the Annual Financial Statements for more information about the changes within the Operations Center in Israel.
 
Operations Center in Israel
 
IDBD and DIC have certain restrictions and financial agreements in relation to their financial debt, including their debentures and loans with banks and financial institutions. Regarding IDBD's financial position, its cash flow and its ability to meet its financial debt commitments, it should be considered that certain bondholders have hired representative and legal advisors, over the last months to evaluate potential courses of actions including procedures for declaring IDBD’s insolvency.
 
 
              The financial situation of the IDBD subsidiary as of March 31, 2020, presents a negative shareholder’s equity, negative operating cash flows and a downgrade of its credit rating, which casts substantial doubt on IDBD's ability to continue operating as a going concern. In order to meet its liabilities, including short-term liabilities, IDBD’s cash flows are based on the sales of assets, the dates of which are not under the control of IDBD.. These assets include Clal's current share price and its implications on the deposits of the swap transaction (see Note 31) and the assumption that IDBD will receive, among other things, cash from private investments that are directly held by IDBD.
  
 
Additionally, IRSA’s Board of Directors has approved a commitment with Dolphin to make capital contributions to Dolphin for up to NIS 210 (approximately Ps. 3,641 as of the date of these financial statements), wich is described in Note 1 to the Annual Financial Statements.
 
 
 
 
 
7
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
The commitments and other restrictions that result from IDBD and DIC’s indebtedness do not have effect over IRSA since such indebtedness has no recourse against IRSA, nor has IRSA guaranteed it with its assets, except for the commitment to make contributions to Dolphin that was described above.
 
Considering the above, as of March 31, 2020, the financial risk of IRSA with respect to the Operations Center in Israel is limited to the abovementioned commitments and the equity risk, as a result of the pledges granted over DIC shares to certain bondholders of IDBD, is limited to the value of IRSA’s net assets in the Operations Center of Israel, which amounted to NIS 137 (Ps. 2,369) as of March 31, 2020.
 
 
2.
Summary of significant accounting policies
 
2.1.
Basis of preparation
 
These financial statements have been prepared in accordance with IAS 34 “Interim financial reporting” and should therefore be read in conjunction with the Group's annual Consolidated Financial Statements as of June 30, 2019 prepared in accordance with IFRS. Also, these financial statements include additional information required by Law No. 19,550 and / or regulations of the CNV. Such information is included in the notes to these financial statements, as accepted by IFRS.
 
These financial statements for the interim periods of nine months ended March 31, 2020 and 2019 have not been audited. Management considers that they include all the necessary adjustments to fairly present the results of each period. Intermediate period results do not necessarily reflect the proportion of the Group's results for the entire fiscal years.
 
IAS 29 "Financial Reporting in Hyperinflationary Economies" requires that the financial statements of an entity whose functional currency is one of a hyperinflationary economy be expressed in terms of the current unit of measurement at the closing date of the reporting period, regardless of whether they are based on the historical cost method or the current cost method. To do so, in general terms, the inflation produced from the date of acquisition or from the revaluation date, as applicable, must be calculated by non-monetary items. This requirement also includes the comparative information of the financial statements.
 
In order to conclude on whether an economy is categorized as highly inflationary in the terms of IAS 29, the standard details a series of factors to be considered, including the existence of an accumulated inflation rate in three years that approximates or exceed 100%. Accumulated inflation in Argentina in three years is over 100%. For that reason, in accordance with IAS 29, Argentina must be considered a country with a highly inflationary economy starting July 1, 2018.
 
In relation to the inflation index to be used and in accordance with FACPCE Resolution No. 539/18, it 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 ended March 31, 2020, according to official statistics (INDEC) and following the guidelines described in Resolution 539/18.
 
 
As of March 31, 2020 (accumulated nine months)
Price variation
36%
 
 
As a consequence of the aforementioned, these financial statements as of March 31, 2020 were restated in accordance with IAS 29.
 
 
 
 
 
 
 
 
8
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
2.2.
Significant accounting policies
 
The accounting policies applied in the presentation of these Financial Statements are consistent with those applied in the preparation of the Annual Financial Statements, as described in Note 2 to those Financial Statements.
 
As described in Note 2.2 to the annual financial statements, the Group has adopted IFRS 16: “Leases” and Amendment to IAS 28 “Investment in associates and joint ventures” in the current year, applying the cumulative effect approach, therefore, accumulated impact was recognized in retained earnings as of July 1, 2019. Comparative figures were not restated
 
 
The main changes were the following:
 
IFRS 16: Leases
 
The standard establishes the criteria for recognition and valuation of leases for lessees and lessors. The changes incorporated mainly impact the tenant's accounting. IFRS 16 provides that the lessee recognizes an asset for the right of use and a liability at present value with respect to those contracts that meet the definition of lease agreements according to IFRS 16. In accordance with the standard, a lease agreement is one that provides the right to control the use of an identified asset for a specific period. In order for a company to have control over the use of an identified asset: a) it must have the right to substantially obtain all the economic benefits of the identified asset and b) it must have the right to direct the use of the identified asset.
The standard allows to exclude short-term contracts (under 12 months) and those in which the underlying asset has low value.
 
Amendment to IAS 28 “Investment in associates and joint ventures”
 
In accordance with the amendment to IAS 28, an entity shall implement the provisions of IFRS 9 to Long-term Investments that are essentially part of the entity's net investment in the associate or in the joint venture according to the definitions of said standard. The provisions of IFRS 9 shall apply to such investments with respect to the interest in the losses of an associate or a joint venture, as well as with respect to the recognition of the impairment of an investment in an associate or joint venture. In addition, when applying IFRS 9 to such long-term investments, the entity will make it prior to the adjustments made to the book value of the investment in accordance with IAS 28.
 
Additionally, the Company opted for an accounting policy where the currency translation adjustments arising from these loans are recorded as part of other comprehensive income.
 
 
 
 
 
 
 
 
 
9
IRSA Inversiones y Representaciones Sociedad Anónima
 
     
The effect on retained earnings as of July 1, 2019 for the first implementation of IFRS 16 and IAS 28 is the following:
 
 
 
 
 
 
 
 
07.01.2019
 
 
Implementación NIIF 16
 
Implementación IAS 28
 
Total
ASSETS
 
 
 
 
 
 
Non- Current Assets
 
 
 
 
 
 
Investment properties
 
405
 
 -
 
405
Right-of-use assets
 
13,367
 
 -
 
13,367
Investments in associates and joint ventures
 
 -
 
(1,927)
 
(1,927)
Trade and other receivables
 
114
 
 -
 
114
Total Non-Current Assets
 
13,886
 
(1,927)
 
11,959
Current assets
 
 -
 
 -
 
 -
Income tax and MPIT credit
 
16
 
 -
 
16
Trade and other receivables
 
(161)
 
 -
 
(161)
Group of assets held for sale
 
2,962
 
 -
 
2,962
Total current assets
 
2,817
 
 -
 
2,817
TOTAL ASSETS
 
16,703
 
(1,927)
 
14,776
SHAREHOLDERS’ EQUITY
 
 -
 
 -
 
 -
Capital and reserves attributable to equity holders of the parent
 
 -
 
 -
 
 -
Retained earnings
 
(128)
 
(1,111)
 
(1,239)
Total capital and reserves attributable to equity holders of the parent
 
(128)
 
(1,111)
 
(1,239)
Non-controlling interest
 
 -
 
(816)
 
(816)
TOTAL SHAREHOLDERS’ EQUITY
 
(128)
 
(1,927)
 
(2,055)
LIABILITIES
 
 -
 
 -
 
 -
Non-Current Liabilities
 
 -
 
 -
 
 -
Lease liabilities
 
10,080
 
 -
 
10,080
Total Non-Current Liabilities
 
10,080
 
 -
 
10,080
Current Liabilities
 
 -
 
 -
 
 -
Lease liabilities
 
3,725
 
 -
 
3,725
Trade and other payables
 
(85)
 
 -
 
(85)
Group of liabilities held for sale
 
3,111
 
 -
 
3,111
Total Current Liabilities
 
6,751
 
 -
 
6,751
TOTAL LIABILITIES
 
16,831
 
 -
 
16,831
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
 
16,703
 
(1,927)
 
14,776
 
 
 
2.3.
Comparability of information
 
Balance items as of June 30, 2019 and March 31, 2019 presented in these Unaudited Condensed Interim Consolidated Financial Statements for comparative purposes arise from the financial statements as of and for such periods restated according to IAS 29 (See note 2.1). Certain items from prior periods have been reclassified for consistency purposes regarding the loss of control in Gav-Yam. See note 4.A. to these Financial Statements.
 
2.4.
Use of estimates
 
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, except for those mentioned in Note 30.
 
 
 
 
 
 
10
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
3.
Seasonal effects on operations
 
Operations Center in Argentina
 
The operations of the Group’s shopping malls are subject to seasonal effects, which affect the level of sales recorded by lessees. During summer time in Argentina (January and February), the lessees of shopping malls experience the lowest sales levels in comparison with the winter holidays (July) and Christmas and year-end holidays celebrated in December, when they tend to record peaks of sales. Apparel stores generally change their collections during the spring and the fall, which impacts positively on shopping malls sales. Sale discounts at the end of each season also affect the business. As a consequence, for shopping mall operations, a higher level of business activity is expected in the period ranging between July and December, compared to the period between January and June.
 
Operations Center in Israel
 
The results of operations of telecommunications and tourism are usually affected by seasonality in summer months in Israel and by the Jewish New Year, given a higher consumption due to internal and external tourism.
 
4.
Acquisitions and disposals
 
Significant acquisitions and disposals for the nine month period ended March 31, 2020 are detailed below. Significant acquisitions and disposals for the fiscal year ended June 30, 2019, are detailed in Note 4 to the Annual Financial Statements.
 
Operations Center in Argentina
 
A.
Condor merger agreement
 
On July 19, 2019, Condor signed an agreement and merger plan with a company not related to the Group. The agreement set that each ordinary share, whose nominal value is US$ 0.01 per share will be canceled before the merger and will be replaced by the right to receive a cash amount equivalent to US$ 11.10 per ordinary share. Additionally, in accordance with the terms and conditions of the merger agreement, each Series E convertible share will be automatically canceled and shareholders will become entitled to receive a cash amount equal to US$ 10.00 per share.
 
The closing of the acquisition, scheduled for March 23, 2020, did not occur and has not occurred until the date of issuance of these financial statements. The Company continues to review its options and reserves all rights and resources under the Merger Agreement.
 
At the date of issuance of these financial statements, the Group held 2,197,023 ordinary shares and 325,752 Series E shares.
 
 
B.
Distribution of dividends in kind
 
On October 30, 2019, the Ordinary Shareholders’ Meeting of IRSA approved a dividend distribution in kind for the equivalent amount of Ps. 480 (representative of Ps. 0.83 per share) payable in shares of IRSA CP. IRSA CP’s quoted price per share as of October 29, 2019, which amounted to Ps. 205 per share, was considered for the distribution. As a result, 2,341,463 shares were distributed. This transaction was accounted for as a change in equity generating a reduction of the equity attributable to the controlling shareholders for Ps. 478 restated for inflation as of the date of this financial statements. As of the end of the period the groups’ interest in IRSA CP amounts to 80.65%.
 
 
 
 
 
 
 
 
11
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
C.
TGLT – Recapitalization agreement
 
On August 8, 2019, we entered into certain arrangements with TGLT S.A. (“TGLT”) providing for collaboration in TGLT’s financial restructuring and recapitalization. Through the recapitalization agreement TGLT committed to: (i) make a public offering to subscribe Class A preferred shares at a subscription price of US$1.00 per TGLT share; (ii) make a public offering of new Class B preferred shares which may be subscribed by (a) the exchange for ordinary shares of TGLT, at an exchange ratio of one Class B preferred share for every 6.94 ordinary shares of the Company and / or (b) the exchange for convertible notes, at an exchange ratio of a Class B preferred share for each US$1.00 of convertible notes (including accumulated and unpaid interests under the existing convertible notes); and (iii) grant an option to subscribe new Class C preferred shares in a public offer for cash to be carried out if: (a) the public offer of Class A and Class B preferred shares is completed and (b) a minimum number of option holders have exercised that option at a subscription price of US$1.00 per Class C preferred share (or its equivalent in pesos).
 
Finally, supporting the recapitalization plan, IRSA CP signed a subscription commitment with TGLT for Class A preferred shares under the Class A Public Offering to make a contribution in kind of shares of La Maltería S.A., 100% of its ownership, for an amount of up to US$ 24 and promised to exchange its convertible notes into Class B preferred shares.
 
Moreover, on November 22, 2019, TGLT held a meeting with bondholders of convertible notes in order to consider the amendment to different clauses of the indenture in force at that date, and in line with what was agreed in the recapitalization agreement, IRSA CP approved the amendments.
 
Under the agreements described above, the successful consummation of the offer by TGLT, and having reached the thresholds of consent from the bondholders of convertible notes of TGLT, on December 11, 2019, the Company concluded the process scheduled in the recapitalization agreement and related documents through the subscription of Class A preferred shares, integrating them in kind through the contribution of the shares of the La Maltería S.A., 100% of their ownership and, moreover, proceeded to the exchange of the convertible note - including deferred interest and accrued interest from August 15, 2019 to December 11, 2019 - in preferred class B shares.
 
 
Operations Center in Israel
 
A.
Sale of Gav-Yam
 
On July 1, 2019, PBC sold approximately 11.7% of its equity interest in Gav-Yam's through private agreements. After this transaction, the interest of PBC in Gav-Yam decreased from 51.7% to 40.0%. The consideration received for said sale was NIS 456 (approximately $ 6,595 restated as of the date of these financial statements).
 
 
Additionally, on September 1, 2019, PBC sold approximately an additional 5.14% of Gav-Yam, therefore the interest of PBC in Gav-Yam went from 40.0% to 34.9%. As a consequence of the aforementioned sales, PBC has lost the right to nominate the majority of the members of the Board of Directors, and to appoint or remove the key members of management. Consequently, PBC has lost control of Gav-Yam and has deconsolidated such investment since that date.
 
 
 
 
 
 
 
 
12
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
Below is a detail of the sale:
 
 
09.30.2019
Cash received
13,534
Remeasurement of the fair value of the remaining investment
30,524
Total
44,058
Net assets written off including goodwill
(26,692)
Gain from sale of subsidiary, net of taxes (*)
17,366
 
 
              (*) These results are presented within discontinued operations, in the line “Other operating results, net”.
 
 
Below is a detail of the net assets deconsolidated:
 
 
09.30.2019
Investment properties
147,897
Property, plant and equipment
1,007
Intangible assets
3,113
Right-of-use assets
40
Investments in associates and joint ventures
4,172
Restricted assets
359
Trade and other receivables
1,098
Investments in financial assets
12,853
Trading properties
147
Income tax credit
180
Cash and cash equivalents
10,081
TOTAL ASSETS
180,947
Borrowings
90,575
Lease liabilities
40
Deferred income tax liabilities
20,072
Trade and other payables
2,276
Employee benefits
20
Salaries and social security liabilities
60
Income tax and MPIT liabilities
119
TOTAL LIABILITIES
113,162
Non-controlling interest
41,093
Net assets written off including business key
26,692
 
 
B.
Agreement for sale of a plot of land in the US
 
As mentioned in Note 4. D of the Operations Center in Israel, the agreement for the sale of the land attached to the Tivoli project has been breached and terminated. In July 2019, the Group signed a new agreement for the sale of the aforementioned land, for a total amount of US$ 18. At this stage, there is no certainty that the sale transaction will be completed.
 
C.
IDBD financing agreement
 
On August 31, 2019, IDBD’s Board of Directors gave its approval to accept a commitment by Dolphin to make a capital contribution ("the Commitment"), whose main points are the following:
 
Dolphin undertook the irrevocable commitment to make capital contributions to IDBD for a total amount of NIS 210 in three equal annual payments (NIS 70 each) on September 2, in each of the years 2019-2021 ("Payments" and "payment dates", respectively). The aforementioned payments will be made in exchange for the company’s shares or as a subordinated loan in similar terms to the subordinated loan that Dolphin advanced in the past to IDBD. On September 2, 2019, the first payment for NIS 70 was made, (approximately $ 1,271 restated as of the date of these financial statements).
 
 
IRSA committed unilaterally and irrevocably to transfer to Dolphin the amounts it requires to comply with the Commitment ("IRSA Commitment"). If Dolphin does not make the capital contributions in accordance with the Commitment, then Dolphin's rights in accordance with the IRSA Commitment will be automatically assigned to IDBD, and IDBD will have the right to act to carry out the IRSA Commitment.
 
 
 
 
 
13
IRSA Inversiones y Representaciones Sociedad Anónima
 
The Commitment will automatically expire in each of the following cases: (a) if motions are filed to decree insolvency against IDBD (whether voluntarily or involuntarily filed) in the courts of Israel and they are valid in any of the Payment Dates, in which case the corresponding Payment Date will be postponed for a period of 90 days and the corresponding payment will be transferred to IDBD only if the procedures are canceled during the mentioned period of 90 days. If the procedures for declaring insolvency are not canceled within 90 days as mentioned above, the entire commitment will expire; (b) if an insolvency decree is given as set forth in section 3 of the Israel Insolvency and Economic Recovery Act, 5778-2018; and (c) a trustee, fiduciary, special manager or any officer of this type (temporary or permanent) is appointed in IDBD, or the court issues a similar order (with respect to the insolvency of IDBD).
 
              Additionally, during March 2020, IRSA transferred approximately NIS 12 (approximately $ 235 restated as of the date of these financial statements).
 
D.
Advance payment of Ispro debentures
 
In August 2019, the Audit Committee and Ispro Board approved the full advance payment of the debentures (Series B), which were quoted in the TASE, the total amount was NIS 131 (approximately $ 2,339 restated as of the date of these financial statements). The early repayment of these debentures will make Ispro an unlisted company for the TASE.
 
E.
Sale of Clal shares
 
On August 28, 2019, the second buyer of the transaction described in Note 4.A. notified the decision to exercise the option for the remaining 3% at a price of NIS 50 per share for a total of NIS 83 million (approximately $ 1,655 restated as of the date of these financial statements). These shares were delivered through a swap contract.
 
On September 3, 2019, IDB concluded an agreement for the sale of an additional 6% of Clal shares, of which 1% would be collected in cash (approximately NIS 29) and the remaining 5% through the receipt of IDBD’s own debentures for a nominal value of approximately NIS 190 (approximately $ 3,789 restated as of the date of these financial statements). The agreed price of Clal share was NIS 52.5 and the discount value applied to the IDBD debentures was between 25% - 21% discount with respect to the nominal value.
 
As mentioned in Note 4.A. to the annual financial statements, IDBD was looking for different ways of financing the purchase of Clal's to the third buyer. On October 27, 2019, IDBD signed an agreement with a financial entity which offered to buy all rights and obligations related to the financing of said purchase.
 
On November 7, the sale transaction has been completed and the loan has been granted by a financial entity. It should be clarified that the amount of 2,771,309 of Clal Insurance Enterprises shares sold was subject to a swap transaction between IDBD and a financial entity, that ended with the Company's notice to that entity.
 
On December 16, Clal made a public capital increase of 12,066,000 shares at a price of NIS/share 53.87 in which IDBD did not take part.
 
Additionally, on the same date, IDBD sold 200,000 shares of Clal at a price of NIS/share 53.95, representative of 0.3% of the new share capital.
 
On December 18, IDBD sold 617,017 shares of Clal at a price of NIS/share 53.77, representative of 0.9% of the share capital.
 
Additionally, during December 2019, a swap transaction, which IDBD had agreed for 2.771.309 shares, expired. The price per share was of NIS 52.25.
 
              During the period between January and March 2020, a swap for 751,000 shares expired. The closing price was NIS 45.09 per share.
 
 
 
 
 
 
 
 
14
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
As a result of said transaction, as of March 31, 2020, IDBD’s equity interest in Clal Insurance Enterprises decreased to 8.5% and it owned an additional 7.1% through swap transactions.
 
On February 4, 2020, Dolphin granted financial entities, through which IDB carried out the Clal share swap transactions in August and November 2018, guarantees for approximately NIS 11, which will be part of the committed deposits IDB assumed as part of the terms of such transactions. Likewise, on February 18, it deposited additional guarantees for NIS 9. As of March 31, the total of the guarantees granted amounted to a total of NIS 37.4.
 
Additionally, if swap transactions conclude before the second payment deadline (reported in note 4.C to these financial statements), the unrealized parts of the guarantees will be returned to Dolphin, while the exercised parts of the guarantees until that date, it will be considered as part of the second payment, so Dolphin will transfer the balance of said payment to IDBD; If the swap transactions are still effective as of the second disbursement deadline, Dolphin will inject the second payment into IDB and the guarantees will be returned to you.
 
F.
Capital Increase in Cellcom
 
On December 5, 2019, Cellcom made a tender offer for the issuance of shares, of which DIC participated and acquired 50% of the issuance. The amount received for the shares was of NIS 307 (approximately Ps. 6,011 as of that date) and Cellcom issued a total amount of 30,600,000 ordinary shares, 7,038,000 share options (Series 3) and 6,426,000 share options (Series 4) for an amount of NIS 1.021 per unit (each unit will consist of 100 ordinary shares, 23 share options Series 3 and 21 share options Series 4).
 
After this transaction, DIC holds 46.2% of the issued capital and approximately 48.5% of the voting rights of Cellcom (directly and over agreements with other shareholders of Cellcom).
 
G.
PBC distribution of dividends in kind, Purchase of Mehadrin shares and acquisition of control
 
On December 10, 2019 PBC distributed all its interest in Mehadrin as a dividend in kind. As a result, DIC holds a direct interest in Mehadrin of 31.4%. As of December 2019, Mehadrin is classified as an associate.
 
              During January and February 2020, DIC acquired approximately 8.8% of Mehadrin's issued share capital, for a total cost of NIS 39 (approximately $ 676), so that Mehadrin's interest increased from 31.4% to approximately 40.6%.These acquisitions resulted in DIC gaining control of Mehadrin at the end of February, since it has a majority of votes due to the fact that the remaining interest is atomized in several shareholders.
 
As a result of obtaining the aforementioned control, as of March 31, 2020, the Group has consolidated the operations of this company.
 
 
 
 
 
 
 
 
 
 
15
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
The assets incorporated and the result generated by said transaction are detailed below. The Group is still completing the process of determining the fair value of the assets incorporated, estimating to complete it at the end of the annual fiscal year of June 30, 2020:
 
 
 
 
03.31.2020
Fair value of identifiable assets and assumed liabilities:
 
Investment properties
232
Property, plant and equipment
6.385
Intangible assets
54
Investments in associates and joint ventures
1.783
Restricted assets
156
Income tax and MPIT credit
139
Trade and other receivables
9.101
Right-of-use assets
3.814
Derivative financial instruments
35
Inventories
2.375
Borrowings
(6.987)
Deferred income tax liabilities
(963)
Trade and other payables
(4.404)
Lease liabilities
(2.011)
Provisions
(54)
Employee benefits
(121)
Salaries and social security liabilities
(191)
Income tax and MPIT liabilities
(17)
Cash and cash equivalents
2.479
Total identifiable net assets
11.805
Non-controlling interest
(7.063)
Bargain purchase gain(*)
(357)
Previously held interest
3.709
Cash and cash equivalents
676
Total consideration
4.385
 
 
(*) Included in "Other operating results, net"
 
H.
 Agreement for the sale of Ispro
 
On January 26, 2020, PBC entered into an agreement for the sale of all its holdings in ISPRO and the rights under the shareholders’ loans provided to ISPRO, for an amount of NIS 885. Completion of the transaction was subject to receipt of approval from the Commissioner for Competition, which should be received within 150 days of the signature of the agreement.
 
At the signing date of the agreement the buyer deposited NIS 15 million in a trust account, and committed to deposit additional NIS 40 million after completion of the due diligence.
 
On March 23, 2020, the purchaser approached PBC with a request to postpone deadlines set in the agreement, and PBC informed that it would review its application and all without violating PBC’s rights and claims under the agreement. On March 26, 2020, when the due diligence ended, the purchaser breached its commitment to deposit the second deposit in the amount of NIS 40 million in a trust account.
 
PBC required the purchaser to correct the breach and immediately deposit the amount of the second deposit and move forward to complete the transaction under its terms, without derogating from all its rights and claims and remedies it has against the purchaser pursuant to the agreement and the law, until April 20, 2020. The breach was not amended as of April 20, 2020, so the agreement was canceled. 
 
On April, 2020, PBC entered into an agreement with another purchaser for the sale of all its holdings in ISPRO for NIS 800 and the rights under the shareholders’ loans provided to ISPRO. As a result of this agreement the Group has reclassified the total net assets of Ps. 14,684 as “Group of assets available for sale”. The net result that will be recorded at the closing of the sale is NIS 47 (equivalent to Ps. 799 as of the end of the period).
 
 
 
 
 
 
16
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
I.
Cellcom - Golan Telecom Agreement
 
In February 2020, Cellcom, the shareholders of Golan Telecom and Golan Telecom engaged in a binding memorandum of understanding regarding the acquisition of the entire issued share capital of Golan Telecom, for a total of NIS 590 million, to be paid in cash, in two payments: a total of NIS 413 million on the closing date of the transaction, and a total of NIS 177 million within 3 years after the closing date of the transaction. Cellcom will issue and deposit 8.2 million shares of the company with a trustee (the “Shares in Escrow”).
 
The transaction includes standard conditions and representations, and is subject to the completion of due diligence by Cellcom and the receipt of regulatory approvals and approvals from material third parties. The parties will negotiate regarding a detailed agreement; however, they are bound by the memorandum of understanding, regardless of whether or not the agreement is signed. In case the conditions for closing the transaction have not been fulfilled by December 31, 2020, the memorandum of understanding, or the detailed agreement, as applicable, will expire.
 
There is no certainty the conditions for the completion of the transaction will be fulfilled, including the receipt of the required approvals.
 
 
5.
Financial risk management and fair value estimates
 
These Financial Statements do not include all the information and disclosures on financial risk management; therefore, they should be read along with Note 5 to the Annual Financial Statements. There have been no changes in risk management or risk management policies applied by the Group since year-end.
 
From June 30, 2019 and up to the date of issuance of these Financial Statements, there have been no significant changes in business or economic circumstances affecting the fair value of the Group's assets or liabilities (either measured at fair value or amortized cost) except for what is mentioned in note 30 in relation to COVID-19. Furthermore, there have been no transfers between the different hierarchies used to assess the fair value of the Group’s financial instruments, except as mentioned in note 30.
 
 
 
 
 
 
 
 
 
 
 
 
17
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
6.
Segment information
 
As explained in Note 6 to the Annual Financial Statements, the Group reports its financial performance separately in two Operations Centers. As described in Note 4.A for the Operations Center in Israel to these Financial Statements, the Group lost control of Gav-Yam as of September 30, 2019 and has reclassified its results to discontinued operations. Segment information for the period ended March 31, 2019 has been recast for the purposes of comparability with the present period.
 
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 periods ended March 31, 2020 and 2019:
 
 
 
Nine months ended March 31, 2020
 
Operations Center in Argentina
Operations Center in Israel
Total
Joint ventures (1)
Expensesand collectivepromotion funds
Elimination of inter-segment transactions and non-reportable assets / liabilities (2)
Total as per statement of income / statement of financial position
Revenues
9,764
57,387
67,151
(54)
2,482
(15)
69,564
Costs
(2,136)
(39,144)
(41,280)
36
(2,580)
 -
(43,824)
Gross profit / (loss)
7,628
18,243
25,871
(18)
(98)
(15)
25,740
Net gain / (loss) from fair value adjustment of investment properties
2,565
(2,585)
(20)
(255)
 -
 -
(275)
General and administrative expenses
(1,626)
(6,156)
(7,782)
13
 -
22
(7,747)
Selling expenses
(850)
(9,010)
(9,860)
14
 -
 -
(9,846)
Impairment of associates and joint ventures
 -
(2,344)
(2,344)
 -
 -
 -
(2,344)
Other operating results, net
(33)
1,475
1,442
19
23
(7)
1,477
Profit / (loss) from operations
7,684
(377)
7,307
(227)
(75)
 -
7,005
Share of profit of associates and joint ventures
232
722
954
161
 -
 -
1,115
Segment profit / (loss)
7,916
345
8,261
(66)
(75)
 -
8,120
Reportable assets
110,773
392,585
503,358
(672)
 -
23,310
525,996
Reportable liabilities
 -
(349,712)
(349,712)
 -
 -
(93,176)
(442,888)
Net reportable assets
110,773
42,873
153,646
(672)
 -
(69,866)
83,108
 
 
 
Nine months ended March 31, 2019
 
 
Operations Center in Argentina
Operations Center in Israel
Total
Joint ventures (1)
Expensesand collectivepromotion funds
Elimination of inter-segment transactions and non-reportable assets / liabilities (2)
Total as per statement of income / statement of financial position
Revenues
11,174
52,420
63,594
(67)
2,673
(16)
66,184
Costs
(2,212)
(37,257)
(39,469)
47
(2,791)
 -
(42,213)
Gross profit / (loss)
8,962
15,163
24,125
(20)
(118)
(16)
23,971
Net (loss) / gain from fair value adjustment of investment properties
(8,689)
386
(8,303)
(93)
 -
 -
(8,396)
General and administrative expenses
(1,938)
(5,882)
(7,820)
13
 -
24
(7,783)
Selling expenses
(773)
(8,025)
(8,798)
5
 -
 -
(8,793)
Other operating results, net
(604)
808
204
173
18
(8)
387
(Loss) / profit from operations
(3,042)
2,450
(592)
78
(100)
 -
(614)
Share of (loss) of associates and joint ventures
(1,294)
(560)
(1,854)
(115)
 -
 -
(1,969)
Segment (loss) / profit
(4,336)
1,890
(2,446)
(37)
(100)
 -
(2,583)
Reportable assets
137,721
560,385
698,106
(753)
 -
31,911
729,264
Reportable liabilities
 -
(486,098)
(486,098)
 -
 -
(95,656)
(581,754)
Net reportable assets
137,721
74,287
212,008
(753)
 -
(63,745)
147,510
 
 
(1)
Represents the equity value of joint ventures that were proportionately consolidated for segment information.
(2)
Includes deferred income tax assets, income tax and MPIT credits, trade and other receivables, investment in financial assets, cash and cash equivalents and intangible assets except for rights to receive future units under barter agreements, net of investments in associates with negative equity which are included in provisions in the amount of Ps. 8,482 and Ps. 6,051 as of March 31, 2020 and 2019 respectively.
 
 
 
 
 
18
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
Below is a summarized analysis of the segments from the Group’s Operations Center in Argentina for the periods ended March 31, 2020 and 2019:
 
 
Nine months ended March 31, 2020
 
Operations Center in Argentina
 
Shopping Malls
Offices
Sales and developments
Hotels
International
Corporate
Others
Total
Revenues
5,345
1,730
683
1,928
7
 -
71
9,764
Costs
(434)
(103)
(433)
(1,086)
(8)
 -
(72)
(2,136)
Gross profit / (loss)
4,911
1,627
250
842
(1)
 -
(1)
7,628
Net (loss) / gain from fair value adjustment of investment properties
(3,711)
3,241
2,673
 -
 -
 -
362
2,565
General and administrative expenses
(620)
(200)
(137)
(279)
(87)
(212)
(91)
(1,626)
Selling expenses
(405)
(66)
(168)
(203)
 -
 -
(8)
(850)
Other operating results, net
(47)
(28)
(16)
(11)
(1)
 -
70
(33)
Profit / (loss) from operations
128
4,574
2,602
349
(89)
(212)
332
7,684
Share of (loss)/ profit of associates and joint ventures
 -
 -
(6)
 -
648
 -
(410)
232
Segment profit / (loss)
128
4,574
2,596
349
559
(212)
(78)
7,916
 
 
 
 
 
 
 
 
 
Investment properties and trading properties
44,747
33,545
28,162
 -
95
 -
1,159
107,708
Investment in associates and joint ventures
 -
 -
499
 -
(7,024)
 -
6,307
(218)
Other operating assets
270
203
769
1,766
189
 -
86
3,283
Operating assets
45,017
33,748
29,430
1,766
(6,740)
 -
7,552
110,773
 
 
 
(i)
For the nine-month period ended March 31, 2020, the net gain from fair value adjustment of investment properties was Ps. 2,565. The net impact of the values in pesos of our properties was mainly a consequence of the change in macroeconomic conditions:
(a) gain of Ps.19,713.7 as a consequence of an increase in the projected inflation rate plus GDP, with the resulting increase in the cash flows from shopping malls revenues;
(b) loss of Ps.22,963.3 due to the conversion to dollars of the projected cash flow in pesos according to the exchange rate estimates used in the cash flow;
(c) an increase of 72 basis points in the discount rate, mainly due to an increase in the country-risk rate component of the WACC discount rate used to discount the cash flow, which led to a decrease in the value of the shopping malls of Ps.2,244.
(d) positive impact of Ps.14,539.7 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;
(e) Additionally, due to the impact of the inflation adjustment, Ps. 12,160.3 were reclassified for shopping malls from “Net gain from fair value adjustment” to “Inflation Adjustment” in the Statement of Income and Other Comprehensive Income.
 
The value of our office buildings and other rental properties measured in real terms increased by 11.9% during the nine-month period ended as of March 31, 2020, due to a devaluation of the peso which exceeded the period's inflation rate.
 
 
Nine months ended March 31, 2019
 
Operations Center in Argentina
 
Shopping Malls
Offices
Sales and developments
Hotels
International
Corporate
Others
Total
Revenues
6,311
1,539
927
2,282
10
 -
105
11,174
Costs
(517)
(67)
(375)
(1,139)
(4)
 -
(110)
(2,212)
Gross profit / (loss)
5,794
1,472
552
1,143
6
 -
(5)
8,962
Net (loss) / gain from fair value adjustment of investment properties
(15,130)
4,729
1,864
 -
4
 -
(156)
(8,689)
General and administrative expenses
(688)
(157)
(185)
(354)
(76)
(393)
(85)
(1,938)
Selling expenses
(426)
(70)
(36)
(228)
 -
 -
(13)
(773)
Other operating results, net
(60)
(22)
(200)
37
(19)
 -
(340)
(604)
(Loss) / profit from operations
(10,510)
5,952
1,995
598
(85)
(393)
(599)
(3,042)
Share of (loss) / profit of associates and joint ventures
 -
 -
(30)
 -
(534)
 -
(730)
(1,294)
Segment (loss) / profit
(10,510)
5,952
1,965
598
(619)
(393)
(1,329)
(4,336)
 
 
 
 
 
 
 
 
 
Investment properties and trading properties
70,920
33,948
26,800
 -
95
 -
1,114
132,877
Investment in associates and joint ventures
 -
 -
396
 -
(4,515)
 -
6,201
2,082
Other operating assets
297
159
173
1,856
191
 -
86
2,762
Operating assets
71,217
34,107
27,369
1,856
(4,229)
 -
7,401
137,721
 
 
 
 
 
19
IRSA Inversiones y Representaciones Sociedad Anónima
 
   
Below is a summarized analysis of the segments from the Group’s Operations Center in Israel for the periods ended March 31, 2020 and 2019:
 
 
 
Nine months ended March 31, 2020
 
Operations Center in Israel
 
Real Estate
Supermarkets
Telecommunications
Insurance
Corporate
Others
Total
Revenues
9,809
 -
46,142
 -
 -
1,436
57,387
Costs
(4,942)
 -
(33,775)
 -
 -
(427)
(39,144)
Gross profit
4,867
 -
12,367
 -
 -
1,009
18,243
Net loss from fair value adjustment of investment properties
(2,585)
 -
 -
 -
 -
 -
(2,585)
General and administrative expenses
(583)
 -
(3,892)
 -
(779)
(902)
(6,156)
Selling expenses
(177)
 -
(8,507)
 -
 -
(326)
(9,010)
Impairment of associates and joint ventures
(2,344)
 -
 -
 -
 -
 -
(2,344)
Other operating results, net
538
 -
357
 -
(46)
626
1,475
(Loss) / profit from operations
(284)
 -
325
 -
(825)
407
(377)
Share of profit / (loss) of associates and joint ventures
906
 -
(166)
 -
 -
(18)
722
Segment profit
622
 -
159
 -
(825)
389
345
 
 
 
 
 
 
 
 
Operating assets
128,934
23,578
122,866
4,369
15,478
97,360
392,585
Operating liabilities
(123,524)
 -
(93,688)
 -
(95,930)
(36,570)
(349,712)
Operating assets (liabilities), net
5,410
23,578
29,178
4,369
(80,452)
60,790
42,873
 
 
 
Nine months ended March 31, 2019
 
Operations Center in Israel
 
Real Estate
Supermarkets
Telecommunications
Insurance
Corporate
Others
Total
Revenues
10,510
 -
40,234
 -
 -
1,676
52,420
Costs
(6,687)
 -
(29,863)
 -
 -
(707)
(37,257)
Gross profit
3,823
 -
10,371
 -
 -
969
15,163
Net gain from fair value adjustment of investment properties
386
 -
 -
 -
 -
 -
386
General and administrative expenses
(509)
 -
(3,520)
 -
(758)
(1,095)
(5,882)
Selling expenses
(144)
 -
(7,546)
 -
 -
(335)
(8,025)
Other operating results, net
 -
 -
288
 -
323
197
808
Profit / (loss) from operations
3,556
 -
(407)
 -
(435)
(264)
2,450
Share of (loss) / profit of associates and joint ventures
(399)
504
 -
 -
 -
(665)
(560)
Segment profit / (loss)
3,157
504
(407)
 -
(435)
(929)
1,890
 
 
 
 
 
 
 
 
Operating assets
308,160
23,627
120,948
24,035
45,919
37,696
560,385
Operating liabilities
(239,335)
 -
(95,324)
 -
(133,277)
(18,162)
(486,098)
Operating assets (liabilities), net
68,825
23,627
25,624
24,035
(87,358)
19,534
74,287
 
 
 
 
 
 
20
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
7.
Investments in associates and joint ventures
 
Changes in the Group’s investments in associates and joint ventures for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019 were as follows:
 
 
March 31, 2020
 
June 30, 2019
Beginning of the period / year
33,955
 
49,516
Adjustment previous periods (IFRS 9 and IAS 28)
(1,927)
 
(145)
Increase in equity interest in associates and joint ventures
3,123
 
662
Capital contributions
2,438
 
125
Capital reduction
(101)
 
(637)
Decrease of interest in associate
 -
 
(6,811)
Deconsolidation (iii)
25,982
 
 -
Share of profit / (loss)
1,176
 
(6,631)
Currency translation adjustment
(3,344)
 
(384)
Dividends (i)
(1,727)
 
(1,630)
Other comprehensive income
(1,046)
 
 -
Reclassification to held-for-sale
(1,963)
 
 -
Others
40
 
(110)
Incorporation by business combination
1,783
 
 -
End of the period / year (ii)
58,389
 
33,955
 
(i)
 Note 25.
(ii)
 As of March 31, 2020 and June 30, 2019 includes Ps. (8,482) and Ps. (8,217), reflecting interests in companies with negative equity, which were disclosed in “Provisions” (Note 18).
(iii)
 Corresponds to the initial recognition of the residual investment in Gav-Yam after the loss of control. See Note 4.A.
 
 
Name of the entity
 
% ownership interest
 
Value of Group's interest in equity
 
Group's interest in comprehensive income / (loss)
 
March 31, 2020
June 30, 2019
 
March 31, 2020
June 30, 2019
 
March 31, 2020
March 31, 2019
Associates
 
 
 
 
 
 
 
 
 
New Lipstick (1)
 
49.96%
49.96%
 
(8,467)
(8,217)
 
(257)
(856)
BHSA
 
29.91%
29.91%
 
3,740
4,224
 
(486)
(790)
Condor
 
18.89%
18.89%
 
1,395
1,321
 
103
101
PBEL
 
45.00%
45.40%
 
 -
1,879
 
 -
178
Shufersal
 
26.02%
26.02%
 
23,578
21,840
 
1,887
2,100
Mehadrin
 
N/A
45.41%
 
 -
4,598
 
 -
(172)
Gav-Yam
 
34.90%
N/A
 
26,612
N/A
 
(4,185)
N/A
Quality
 
50.00%
50.00%
 
1,996
1,774
 
183
90
La Rural SA
 
50.00%
50.00%
 
179
96
 
83
79
TGLT
 
30.50%
N/A
 
2,047
N/A
 
(17)
N/A
Other associates and joint ventures
 
N/A
N/A
 
7,309
6,440
 
521
(374)
Total associates and joint ventures
 
 
 
 
58,389
33,955
 
(2,168)
356
 
(1)
In March 2020, Metropolitan, a subsidiary of New Lipstick, received the cancellation of its debt with the Royal Bank of Canada, without any consideration. Said cancellation generated a positive result in Metropolitan of US $ 40 (the Group having recorded a result of US $ 20 according to the ownership of this investment). As of March 31, after giving effect to the aforementioned gain, the net liability exposure held by IRSA at the end of the period in said company is 2,538 (disclosed in liabilities and currency translation adjustment reserve).
 
Below is additional information about the Group’s investments in associates and joint ventures:
 
Name of the entity
 
Place of business / Country of incorporation
 
Main activity
 
Common shares 1 vote
 
Latest financial statements issued
 
 
 
 
Share capital (nominal value)
 
Profit / (loss) for the period
 
Shareholders’ equity
Associates
 
 
 
 
 
 
 
 
 
 
 
 
New Lipstick
 
U.S.
 
Real estate
 
N/A
 
-
 
 (*) 17
 
 (*) (198)
BHSA
 
Argentina
 
Financial
 
448,689,072
 
(***) 1,500
 
 (***) (498)
 
 (***) 12,955
Condor
 
EE.UU.
 
Hotel
 
2,245,100
 
 (*) 232
 
 (*) (2)
 
 (*) 86
PBEL
 
India
 
Real estate
 
 (**) 1
 
 (**) (2)
 
 (**) -
 
(**) 3,254
Shufersal
 
Israel
 
Retail
 
123,917,650
 
(**) 242
 
 (**) 220
 
 (**) 1,834
Mehadrin
 
Israel
 
Agropecuaria
 
N/A
 
N/A
 
N/A
 
N/A
Gav-Yam
 
Israel
 
Inmobiliaria
 
N/A
 
N/A
 
 (**) 328
 
 (**) 3,596
Quality
 
Argentina
 
Real estate
 
163,039,244
 
326
 
366
 
3,932
La Rural SA
 
Argentina
 
Organization of events
 
714,498
 
1
 
175
 
273
TGLT (1)
 
Argentina
 
Real estate
 
279,502,813
 
925
 
(27)
 
5,958
Other joint ventures
 
 
 
 
 
 -
 
N/A
 
N/A
 
N/A
 
(*)    
 Amounts in millions of US Dollars under USGAAP. Condor’s year-end falls on December 31, so the Group estimates their interest with a three-month lag, including material adjustments, if any.
(**)  
 Amounts in millions of NIS.
(***) 
Information as of March 31, 2020 according to BCRA's standards.
(1)
 Additionally, 21,600,000 preferred class A shares and 24,948,798 preferred class B shares were subscribed, subject to conversion. As of the date of issuance of these financial statements, these preferred shares have not yet been converted.
 
 
 
 
 
21
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
Puerto Retiro (joint venture):
 
There have been no changes to what was informed in Note 8 to the Annual Financial Statements.
 
 
8.
Investment properties
 
Changes in the Group’s investment properties for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019 were as follows:
 
 
 
Nine months ended March 31, 2020
 
Year ended June 30, 2019
 
Rental properties
 
Undeveloped parcels of land
 
Properties under development
 
Total
 
Total
Fair value at the beginning of the period / year
278,527
 
27,054
 
10,933
 
316,514
 
343,476
Adjustments previous periods
405
 
 -
 
 -
 
405
 
 -
Additions
1,155
 
1
 
2,339
 
3,495
 
11,019
Incorporation by business combination
232
 
 -
 
 -
 
232
 
 -
Capitalized finance costs
 -
 
 -
 
 -
 
 -
 
221
Capitalized leasing costs
19
 
 -
 
 -
 
19
 
15
Amortization of capitalized leasing costs (i)
(12)
 
 -
 
 -
 
(12)
 
(20)
Transfers
24
 
(47)
 
16
 
(7)
 
411
Reclassification to assets held for sale
(21,271)
 
(1,657)
 
(613)
 
(23,541)
 
 -
Deconsolidation
(137,197)
 
(7,739)
 
(4,532)
 
(149,468)
 
 -
Disposals
(11,664)
 
(369)
 
 -
 
(12,033)
 
(3,556)
Currency translation adjustment
37,404
 
1,556
 
1,143
 
40,103
 
(2,893)
Net (loss)/ gain from fair value adjustment
(2,736)
 
2,166
 
295
 
(275)
 
(32,159)
Fair value at the end of the period / year
144,886
 
20,965
 
9,581
 
175,432
 
316,514
 
(i)
Amortization charges of capitalized leasing costs were included in “Costs” in the Statements of Income (Note 21).
 
The following amounts have been recognized in the Statements of Income:
 
 
03.31.2020
 
03.31.2019
Rental and services income
15,423
 
21,472
Direct operating expenses
(5,249)
 
(5,698)
Development reimbursements / (expenses)
70
 
(4,907)
Net unrealized loss from fair value adjustment of investment properties
(275)
 
(8,396)
 
 
Valuation techniques are described in Note 9 to the Annual Financial Statements. There were no changes to such techniques. The Group has reassessed the assumptions March 31, 2020, considering the market conditions existing at that date due to the pandemic described in Note 30, incorporating the effect of the variation in the exchange rate in other assets denominated in US Dollars.
 
 
 
 
 
 
 
 
 
 
22
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
9.
Property, plant and equipment
 
Changes in the Group’s property, plant and equipment for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019 were as follows:
 
 
 
Nine month ended March 31, 2020
 
Year ended June 30, 2019
 
 
Agricultural establishments
 
Buildings and facilities
 
Machinery and equipment
 
Communication networks
 
Others
 
Total
 
Total
Costs
 -
 
10,090
 
2,293
 
86,649
 
11,602
 
110,634
 
104,584
Accumulated depreciation
 -
 
(6,292)
 
(1,568)
 
(66,154)
 
(6,343)
 
(80,357)
 
(74,604)
Net book amount at the beginning of the period / year
 -
 
3,798
 
725
 
20,495
 
5,259
 
30,277
 
29,980
Additions
 -
 
279
 
58
 
2,885
 
1,081
 
4,303
 
6,780
Disposals
 -
 
(59)
 
(5)
 
(3,033)
 
(39)
 
(3,136)
 
(57)
Incorporation by business combination
4,138
 
1,784
 
375
 
 -
 
88
 
6,385
 
 -
Deconsolidation
 -
 
(401)
 
(564)
 
 -
 
(42)
 
(1,007)
 
 -
Reclassification to assets held for sale
 -
 
(260)
 
 -
 
 -
 
 -
 
(260)
 
 -
Currency translation adjustment
(116)
 
185
 
126
 
1,341
 
607
 
2,143
 
(683)
Transfers
 -
 
 -
 
(14)
 
357
 
(357)
 
(14)
 
11
Depreciation charges (i)
 -
 
(310)
 
(58)
 
(3,408)
 
(1,113)
 
(4,889)
 
(5,754)
Balances at the end of the period / year
4,022
 
5,016
 
643
 
18,637
 
5,484
 
33,802
 
30,277
Costs
4,022
 
8,881
 
2,154
 
86,459
 
10,272
 
111,788
 
110,634
Accumulated depreciation
 -
 
(3,865)
 
(1,511)
 
(67,822)
 
(4,788)
 
(77,986)
 
(80,357)
Net book amount at the end of the period / year
4,022
 
5,016
 
643
 
18,637
 
5,484
 
33,802
 
30,277
 
 
(i)
As of March 31, 2020, depreciation charges of property, plant and equipment were recognized as follows: Ps. 4,132 in "Costs", Ps. 661 in "General and administrative expenses" and Ps. 96 in "Selling expenses", respectively in the Statement of Income (Note 21).
 
 
 
10.
Trading properties
 
Changes in the Group’s trading properties for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019 were as follows:
 
 
 
 
Nine month ended March 31, 2020
 
Year ended June 30, 2019
 
Completed properties
 
Properties under development
 
Undeveloped sites
 
Total
 
Total
Beginning of the period / year
2,549
 
2,270
 
3,114
 
7,933
 
20,943
Adjustment previous periods (IFRS 15)
 -
 
 -
 
 -
 
 -
 
(7,901)
Additions
24
 
1,299
 
415
 
1,738
 
3,478
Desconsolidation
 -
 
(147)
 
 -
 
(147)
 
 -
Capitalized financial costs
 -
 
94
 
 -
 
94
 
 -
Currency translation adjustment
108
 
(10)
 
165
 
263
 
(1,283)
Transfers
(557)
 
588
 
(31)
 
 -
 
50
Impairment
 -
 
 -
 
 -
 
 -
 
(43)
Capitalized finance costs
 -
 
 -
 
 -
 
 -
 
16
Disposals
(943)
 
(2,651)
 
(33)
 
(3,627)
 
(7,327)
End of the period / year
1,181
 
1,443
 
3,630
 
6,254
 
7,933
Non-current
 
 
 
 
 
 
4,319
 
7,437
Current
 
 
 
 
 
 
1,935
 
496
Total
 
 
 
 
 
 
6,254
 
7,933
 
 
 
 
23
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
11.
Intangible assets
 
Changes in the Group’s intangible assets for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019 were as follows:
 
 
Nine month ended March 31, 2020
Year ended June 30, 2019
 
Goodwill
Trademarks
Licenses
Customer relations
Information systems and software
Contracts and others
Total
Total
Costs
6,226
6,703
8,984
19,245
6,122
8,172
55,452
49,986
Accumulated amortization
 -
(518)
(6,799)
(16,255)
(2,504)
(5,079)
(31,155)
(23,823)
Net book amount at the beginning of the period / year
6,226
6,185
2,185
2,990
3,618
3,093
24,297
26,163
Additions
 -
 -
 -
 -
1,170
2,263
3,433
3,532
Disposals
 -
 -
 -
 -
(113)
 -
(113)
(58)
Deconsolidation
(3,092)
 -
 -
 -
(21)
 -
(3,113)
 -
Impairment
 -
 -
 -
 -
 -
 -
 -
(175)
Assets incorporated by business combination
 -
 -
 -
36
18
 -
54
 -
Currency translation adjustment
1,886
433
143
171
258
200
3,091
(762)
Amortization charges (i)
 -
(82)
(196)
(866)
(1,208)
(971)
(3,323)
(4,403)
Balances at the end of the period / year
5,020
6,536
2,132
2,331
3,722
4,585
24,326
24,297
Costs
5,020
7,177
9,622
20,552
6,595
10,982
59,948
55,452
Accumulated amortization
 -
(641)
(7,490)
(18,221)
(2,873)
(6,397)
(35,622)
(31,155)
Net book amount at the end of the period / year
5,020
6,536
2,132
2,331
3,722
4,585
24,326
24,297
 
     (i)
As of March 31, 2020, amortization charges were recognized in the amount of Ps. 179 in "Costs", Ps. 1,144 in "General and administrative expenses" and
        Ps. 2,000 in "Selling expenses", in the Statement of Income (Note 21).
 
 
12.
Right-of-use assets
 
The Group’s right-of-use assets as of March 31, 2020 and June 30, 2019 are the following:
 
 
 
March 31, 2020
 
June 30, 2019
Real Estate
6,838
 
 -
Telecommunications
9,865
 
 -
Machinery and equipment
14
 
 -
Others
1,199
 
 -
Total Right-of-use assets
17,916
 
 -
Non-current
17,916
 
 -
Total
17,916
 
 -
 
 
 
The depreciation charge of the right-of use-assets is detailed below:
 
 
 
March 31, 2020
 
March 31, 2019
Real Estate
397
 
 -
Telecommunications
2.293
 
 -
Others
646
 
 -
Total depreciation of right-of-use assets
3.336
 
 -
 
 
 
 
 
 
 
24
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
13.
Financial instruments by category
 
This note presents the financial assets and financial liabilities by category of financial instrument and a reconciliation to the corresponding line in the Consolidated Statements of Financial Position, as appropriate. Financial assets and liabilities measured at fair value are assigned based on their different levels in the fair value hierarchy. For further information related to fair value hierarchy refer to Note 13 to the Annual Financial Statements. Financial assets and financial liabilities as of March 31, 2020 are the following:
 
 
 
 
Financial assets at amortized cost
 
Financial assets at fair value through profit or loss
 
Subtotal financial assets
 
Non-financial assets
 
Total
 
 
 
Level 1
Level 2
Level 3
 
 
 
 
 
 
March 31, 2020
 
 
 
 
 
 
 
 
 
 
 
Assets as per Statement of Financial Position
 
 
 
 
 
 
 
 
 
 
 
Trade and other receivables (excluding the allowance for doubtful accounts and other receivables)
46,926
 
 -
 -
 -
 
46,926
 
11,547
 
58,473
Investments in financial assets:
 
 
 
 
 
 
 
 
 
 
 
  - Public companies’ securities
 -
 
519
210
 -
 
729
 
 -
 
729
  - Private companies’ securities
 -
 
 -
 -
2,514
 
2,514
 
 -
 
2,514
  - Deposits
884
 
52
 -
 -
 
936
 
 -
 
936
  - Bonds
 -
 
17,511
2,011
 -
 
19,522
 
 -
 
19,522
  - Investments in financial assets with quotation
 -
 
11,434
612
356
 
12,402
 
 -
 
12,402
Derivative financial instruments:
 
 
 
 
 
 
 
 
 
 
 
  - Foreign-currency future contracts
 -
 
 -
9
 -
 
9
 
 -
 
9
  - Others
52
 
 -
17
121
 
190
 
 -
 
190
Restricted assets (i)
7,278
 
 -
 -
 -
 
7,278
 
 -
 
7,278
Financial assets available for sale:
 
 
 
 
 
 
 
 
 
 
 
  - Clal
 -
 
4,369
 -
 -
 
4,369
 
 -
 
4,369
Cash and cash equivalents:
 
 
 
 
 
 
 
 
 
 
 
  - Cash at bank and on hand
10,556
 
 -
 -
 -
 
10,556
 
 -
 
10,556
  - Short-term investments
44,677
 
1,405
 -
 -
 
46,082
 
 -
 
46,082
Total assets
110,373
 
35,290
2,859
2,991
 
151,513
 
11,547
 
163,060
 
 
 
Financial liabilities at amortized cost
 
Financial liabilities at fair value through profit or loss
 
Subtotal financial liabilities
 
Non-financial liabilities
 
Total
 
 
 
Level 1
Level 2
Level 3
 
 
 
 
 
 
March 31, 2020
 
 
 
 
 
 
 
 
 
 
 
Liabilities as per Statement of Financial Position
 
 
 
 
 
 
 
 
 
 
 
Trade and other payables
23,184
 
 -
 -
 -
 
23,184
 
3,722
 
26,906
Borrowings (excluding finance leases)
324,511
 
 -
 -
 -
 
324,511
 
 -
 
324,511
Derivative financial instruments:
 
 
 
 
 
 
 
 
 
 
 
  - Foreign-currency future contracts
 -
 
 -
108
 -
 
108
 
 -
 
108
  - Others
17
 
 -
1,162
 -
 
1,179
 
 -
 
1,179
  - Forwards
 -
 
 -
35
 -
 
35
 
 -
 
35
Total liabilities
347,712
 
 -
1,305
 -
 
349,017
 
3,722
 
352,739
 
 
 
 
 
 
 
 
25
IRSA Inversiones y Representaciones Sociedad Anónima
 
  
Financial assets and financial liabilities as of June 30, 2019 were as follows:
 
 
 
Financial assets at amortized cost
 
Financial assets at fair value through profit or loss
 
Subtotal financial assets
 
Non-financial assets
 
Total
 
 
 
Level 1
Level 2
Level 3
 
 
 
 
 
 
June 30, 2019
 
 
 
 
 
 
 
 
 
 
 
Assets as per Statements of Financial Position
 
 
 
 
 
 
 
 
 
 
 
Trade and other receivables (excluding the allowance for doubtful accounts and other receivables)
39,317
 
 -
 -
 -
 
39,317
 
10,555
 
49,872
Investments in financial assets:
 -
 
 -
 -
 -
 
 -
 
 -
 
 -
  - Public companies’ securities
 -
 
1,298
187
38
 
1,523
 
 -
 
1,523
  - Private companies’ securities
 -
 
 -
 -
2,477
 
2,477
 
 -
 
2,477
  - Deposits
4,969
 
49
 -
 -
 
5,018
 
 -
 
5,018
  - Bonds
 -
 
22,689
1,440
1,354
 
25,483
 
 -
 
25,483
  - Investments in financial assets with quotation
 -
 
12,525
591
 -
 
13,116
 
 -
 
13,116
Derivative financial instruments
 -
 
 -
 -
 -
 
 -
 
 -
 
 -
  - Foreign-currency future contracts
 -
 
 -
39
 -
 
39
 
 -
 
39
  - Others
 -
 
 -
17
129
 
146
 
 -
 
146
Restricted assets (i)
10,118
 
 -
 -
 -
 
10,118
 
 -
 
10,118
Financial assets available for sale:
 -
 
 -
 -
 -
 
 -
 
 -
 
 -
  - Clal
 -
 
21,483
 -
 -
 
21,483
 
 -
 
21,483
Cash and cash equivalents:
 -
 
 -
 -
 -
 
 -
 
 -
 
 -
  - Cash at bank and on hand
9,122
 
 -
 -
 -
 
9,122
 
 -
 
9,122
  - Short term investments
71,054
 
1,858
 -
 -
 
72,912
 
 -
 
72,912
Total assets
134,580
 
59,902
2,274
3,998
 
200,754
 
10,555
 
211,309
 
 
Financial liabilities at amortized cost
 
Financial liabilities at fair value through profit or loss
 
Subtotal financial liabilities
 
Non-financial liabilities
 
Total
 
 
 
Level 1
Level 2
Level 3
 
 
 
 
 
 
June 30, 2019
 
 
 
 
 
 
 
 
 
 
 
Liabilities as per Statement of Financial Position
 
 
 
 
 
 
 
 
 
 
 
Trade and other payables
20,030
 
 -
 -
 -
 
20,030
 
7,523
 
27,553
Borrowings (excluding finance leases)
423,892
 
 -
 -
 -
 
423,892
 
 -
 
423,892
Derivative financial instruments:
 -
 
 
 
 
 
 
 
 
 
 
  - Swaps
 -
 
 -
182
 -
 
182
 
 -
 
182
  - Others
 -
 
 -
1,181
65
 
1,246
 
 -
 
1,246
Total liabilities
443,922
 
 -
1,363
65
 
445,350
 
7,523
 
452,873
 
(i) Corresponds to security deposits and escrows.
 
 
 
The fair value of financial assets and liabilities at their amortized cost does not differ significantly from their book value, except for borrowings (Note 17). The fair value of payables approximates their respective carrying amounts because, due to their short-term nature, the effect of discounting is not considered significant. Fair values are based on discounted cash flows (Level 3).
 
The valuation models used by the Group for the measurement of Level 2 and Level 3 instruments are no different from those used as of June 30, 2019.
 
As of March 31, 2020, there have been no changes to the economic or business circumstances affecting the fair value of the financial assets and liabilities of the Group.
 
 
 
 
 
 
 
26
IRSA Inversiones y Representaciones Sociedad Anónima
 
The Group uses a range of valuation models for the measurement of Level 2 and Level 3 instruments. Details of such models are presented in the following table. When no quoted prices are available in an active market, fair values (particularly with derivatives) are based on recognized valuation methods.
 
 
 
 
 
 
 
 
 
 
 
Description
 
Pricing model / method
 
Parameters
 
Fair value hierarchy
 
Range
 
 
 
 
 
 
 
 
 
Promissory note
 
Theoretical price
 
Acquisition agreement.
 
 
Level 2
 
-
Investments in financial assets - Other private companies’ securities
 
Cash flow / NAV - Theoretical price
 
Projected revenue discounted at the discount rate /
The value is calculated in accordance with shares in the equity funds on the basis of their Financial Statements, based on fair value or investments assessments.
 
Level 3
 
1 - 3.5
Investments in financial assets - Others
 
Discounted cash flow - Theoretical price
 
Projected revenue discounted at the discount rate /
The value is calculated in accordance with shares in the equity funds on the basis of their Financial Statements, based on fair value or investment assessments.
 
Level 3
 
1 - 3.5
Derivative financial instruments – Forwards
 
Theoretical price
 
Underlying asset price and volatility
 
Level 2 and 3
 
-
 
 
 
The following table presents the changes in Level 3 instruments as of March 31, 2020 and June 30, 2019:
 
 
 
Derivative financial instruments - Forwards
 
Investments in financial assets - Private companies' securities
 
nvestments in financial assets - Others
 
Derivative financial instruments
 
Total as of March 31, 2020
 
Total as of June 30, 2019
Balances at beginning of the period / year
(65)
 
2,477
 
1,392
 
129
 
3,933
 
4,374
Additions and acquisitions
 -
 
16
 
 -
 
 -
 
16
 
163
Transfer to level 1
 -
 
 -
 
 -
 
(4)
 
(4)
 
56
Currency translation adjustment
(5)
 
121
 
72
 
(23)
 
165
 
(71)
Write off
 -
 
 -
 
(917)
 
 -
 
(917)
 
 -
Gain / (loss) for the period / year (i)
70
 
(100)
 
(191)
 
19
 
(202)
 
(589)
Balances at the end of the period / year
 -
 
2,514
 
356
 
121
 
2,991
 
3,933
 
 
(i)
Included within “Financial results, net” in the Statements of Income.
 
 
 
 
 
 
 
 
 
 
 
 
27
IRSA Inversiones y Representaciones Sociedad Anónima
 
14.
Trade and other receivables
 
Group’s trade and other receivables as of March 31, 2020 and June 30, 2019 are as follows:
 
 
March 31, 2020
 
June 30, 2019
Sale, leases and services receivables
33,857
 
33,649
Less: Allowance for doubtful accounts
(2,871)
 
(2,517)
Total trade receivables
30,986
 
31,132
Prepaid expenses
10,544
 
7,575
Borrowings, deposits and others
7,966
 
3,909
Advances to suppliers
1,046
 
1,229
Tax receivables
562
 
605
Others
4,498
 
2,905
Total other receivables
24,616
 
16,223
Total trade and other receivables
55,602
 
47,355
Non-current
20,554
 
16,778
Current
35,048
 
30,577
Total
55,602
 
47,355
 
 
Movements on the Group’s allowance for doubtful accounts were as follows:
 
 
March 31, 2020
 
June 30, 2019
Beginning of the period / year
2,517
 
1,699
Adjustments previous periods (IFRS 9)
 -
 
184
Additions
585
 
741
Recovery
(114)
 
(58)
Currency translation adjustment
558
 
602
Deconsolidation
(19)
 
 -
Receivables written off during the period/year as uncollectable
(510)
 
(441)
Transfer to assets held for sale
(19)
 
 
Inflation adjustment
(127)
 
(210)
End of the period / year
2,871
 
2,517
 
 
The creation and release of the allowance for doubtful accounts have been included in “Selling expenses” in the Statement of Income (Note 21).
 
15.
Cash flow information
 
Following is a detailed description of cash flows generated by the Group’s operations for the nine month periods ended March 31, 2020 and 2019:
 
Note
Nine months ended 03.31.2020
 
Nine months ended 03.31.2019
Loss for the period
 
(4,187)
 
(13,442)
Profit for the period from discontinued operations
 
(17,180)
 
(3,680)
Adjustments for:
 
 
 
 
Income tax
19
2,142
 
(3,225)
Amortization and depreciation
21
11,604
 
7,859
Net loss from fair value adjustment of investment properties
 
275
 
8,396
Share-based compensation
 
133
 
47
Impairment associates
 
2,344
 
301
Impairment of goodwill
 
 -
 
175
Net gain from disposal of intangible assets
 
 -
 
(13)
Gain from disposal of subsidiary and associates
 
 -
 
(902)
Gain from business combination
 
(1,615)
 
 -
Financial results, net
 
27,748
 
16,431
Provisions and allowances
 
607
 
1,228
Share of (profit) / loss of associates and joint ventures
7
(1,115)
 
1,969
Changes in operating assets and liabilities:
 
 
 
 
Decrease / (increase) in inventories
 
79
 
(369)
Decrease in trading properties
 
976
 
209
Increase in restricted assets
 
(1,038)
 
(193)
Decrease in trade and other receivables
 
3,975
 
833
Decrease in trade and other payables
 
(2,676)
 
(1,676)
Decrease in salaries and social security liabilities
 
(103)
 
(329)
Decrease in provisions
 
(737)
 
(302)
Net cash generated by continuing operating activities before income tax paid
 
21,232
 
13,317
Net cash generated by discontinued operating activities before income tax paid
 
2,566
 
4,523
Net cash generated by operating activities before income tax paid
 
23,798
 
17,840

 
28
IRSA Inversiones y Representaciones Sociedad Anónima
 

The following table shows the incorporation of balances by business combination:
 
 
03.31.2020
Investment properties
(232)
Property, plant and equipment
(6,385)
Intangible assets
(54)
Investments in associates and joint ventures
(1,783)
Restricted assets
(156)
Income tax and MPIT credit
(139)
Trade and other receivables
(9,101)
Right-of-use assets
(3,814)
Derivative financial instruments
(35)
Inventories
(2,375)
Borrowings
6,987
Deferred income tax liabilities
963
Trade and other payables
4,404
Lease liabilities
2,011
Provisions
54
Employee benefits
121
Salaries and social security liabilities
191
Income tax and MPIT liabilities
17
Net value of incorporated assets that do not affect cash
(9,326)
Cash and cash equivalents
4,385
Non-controlling interest
7,063
Bargain purchase gain
(357)
Net cash incorporated
1,765
 
 
The following table presents a detail of significant non-cash transactions occurred in the nine-month periods ended March 31, 2020 and 2019:
 
 
 
Nine months ended 03.31.2020
 
Nine months ended 03.31.2019
Decrease of associates and joint ventures through an increase of trade and other receivables
 
 -
 
1,097
Decrease of associates and joint ventures through a decrease of shareholders’ equity
 
 -
 
147
Increase of investment properties through a decrease of financial assets
 
596
 
 -
Increase of trade and other receivables through a decrease of associates and joint ventures
 
 -
 
411
Increase of property, plant and equipment through an increase of trade and other payables
 
871
 
1,385
Increase of intangible assets through an increase of trade and other payables
 
522
 
313
Increase of trading properties through an increase of trade and other payables
 
94
 
99
Distribution of dividends to non-controlling interest pending payment
 
746
 
2,567
Increase of investments in financial assets through a decrease of investments in associates and joint ventures
27
 
 -
Increase of investments in associates and joint ventures through a decrease of investments in financial assets
793
 
 -
Decrease of in investments in associates and joint ventures through a decrease in borrowings
 
20
 
7
Increase of associates due to loss of control in subsidiaries
 
1,271
 
 -
Decrease in borrowings through a decrease in financial assets
 
2,329
 
 -
Distribution of dividends in shares
 
562
 
 -
Increase of investment properties through an increase of borrowings
 
 -
 
42
Decrease of trade and other receivables through an increase of investments in associates and joint ventures
 
 -
 
7
 
 
16.
Trade and other payables
 
Group’s trade and other payables as of March 31, 2020 and June 30, 2019 were as follows:
 
 
 
March 31, 2020
 
June 30, 2019
Trade payables
16,329
 
16,481
Advances from sales, leases and services
2,812
 
4,282
Construction obligations
572
 
1,263
Accrued invoices
457
 
639
Deferred income
104
 
129
Total trade payables
20,274
 
22,794
Dividends payable to non-controlling interest
746
 
194
Taxes payable
297
 
397
Construction provisions
 -
 
1,377
Other payables
5,589
 
2,791
Total other payables
6,632
 
4,759
Total trade and other payables
26,906
 
27,553
Non-current
2,232
 
2,378
Current
24,674
 
25,175
Total
26,906
 
27,553
 
 
 
 
29
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
17.
Borrowings
 
The breakdown of the Group’s borrowings as of March 31, 2020 and June 30, 2019 was as follows:
 
 
 
Total as of March 31, 2020 (ii)
 
Total as of June 30, 2019 (ii)
 
Fair value as of March 31, 2020
 
Fair value as of June 30, 2019
NCN
267,445
 
362,183
 
257,381
 
357,354
Bank loans
52,943
 
55,348
 
46,454
 
52,905
Bank overdrafts
2,727
 
381
 
2,727
 
381
Other borrowings (i)
1,396
 
5,980
 
1,396
 
8,412
Total borrowings
324,511
 
423,892
 
307,958
 
419,052
Non-current
256,209
 
362,173
 
 
 
 
Current
68,302
 
61,719
 
 
 
 
 
324,511
 
423,892
 
 
 
 
 
 
(i)  Includes finance leases in the amount of Ps. 20 as of June 30, 2019.
(ii) Includes Ps. 269,504 and Ps. 373,564 as of March 31, 2020 and June 30, 2019, respectively, corresponding to the Operations Center in Israel.
 
The following table describes the Group’s issuance of debt during the present period:
 
Entity
Class
Issuance / expansion date
Amount in original currency
Maturity date
Nominal rate of
Principal payment
Interest payment
 
interest
IRSA
Class I 2nd tranche
Aug-19
USD 85
11/15/2020
10.00% e.a.
At maturity
quarterly
(1)
IRSA
Class II
Aug-19
CLP 31 (2)
08/06/2020
10.50% e.a.
At maturity
quarterly
 
IDBD
Serie 15
Nov-19
NIS 237
06/30/2022
4.70% e.a.
2 payments
quarterly
 
 
(1)
Corresponds to an expansion of the series.
(2)
Equivalent to USD 45 as of the issuance date.
 
18.
Provisions
 
The table below shows the movements in the Group's provisions categorized by type:
 
 
 
Nine month ended March 31, 2020
 
Year ended June 30, 2019
 
Legal claims (i)
 
Investments in associates and joint ventures (ii)
 
Site dismantling and remediation
 
Other provisions
 
Total
 
Total
Beginning of period / year
2,266
 
8,217
 
326
 
2,396
 
13,205
 
9,710
Additions
324
 
 -
 
32
 
 -
 
356
 
4,419
Share of los of associates
 -
 
(689)
 
 -
 
 -
 
(689)
 
 -
Incorporated by business combination
54
 
 -
 
 -
 
 -
 
54
 
 -
Recovery
(38)
 
 -
 
 -
 
 -
 
(38)
 
(103)
Used during the period / year
(549)
 
 -
 
 -
 
(499)
 
(1,048)
 
(336)
Inflation adjustment
(55)
 
 -
 
 -
 
 -
 
(55)
 
(72)
Currency translation adjustment
130
 
954
 
23
 
(42)
 
1,065
 
(413)
End of period / year
2,132
 
8,482
 
381
 
1,855
 
12,850
 
13,205
Non-current
 
 
 
 
 
 
 
 
10,772
 
10,868
Current
 
 
 
 
 
 
 
 
2,078
 
2,337
Total
 
 
 
 
 
 
 
 
12,850
 
13,205
 
 
(i)
Additions and recovery are included in "Other operating results, net".
(ii)
Corresponds to investments in New Lipstick and Puerto Retiro, companies that have negative equity. The increase and recovery is included in "Share of profit of associates and joint ventures ".
.
There were no significant changes to the processes mentioned in Note 18 to the Annual Financial Statements.
 
 
 
 
30
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
19.
Taxes
 
The details of the Group’s income tax, is as follows:
 
 
March 31, 2020
 
March 31, 2019
Current income tax
(485)
 
(1,168)
Deferred income tax
(1,657)
 
4,393
Income tax from continuing operations
(2,142)
 
3,225
 
 
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 nine-month periods ended March 31, 2020 and 2019:
 
 
 
Nine months ended March 31, 2020
 
Nine months ended March 31, 2019
Profit from continuing operations at tax rate applicable in the respective countries (*)
6,957
 
5,474
Permanent differences:
 
 
 
Share of profit of associates and joint ventures
472
 
82
Unrecognized tax loss carryforwards (i)
(3,117)
 
(1,677)
Changes in fair value of financial instruments
(1,598)
 
 -
Inflation adjustment permanent difference
(597)
 
(601)
Tax rate differential
1,182
 
1,254
Non-taxable profit, non-deductible expenses and others
(2,019)
 
(1,307)
Fiscal transparency
101
 
 -
Tax inflation adjustment
(3,523)
 
 
Income tax from continuing operations
(2,142)
 
3,225
 
 
(i)
 Corresponds principally to Operations Center in Argentina.
 
 
The gross movement in the deferred income tax account is as follows:
 
 
March 31, 2020
 
June 30, 2019
Beginning of period / year
(49,366)
 
(55,254)
Use of tax loss carryforwards
(65)
 
 -
Currency translation adjustment
(3,661)
 
1,775
Incorporated by business combination
(963)
 
 -
Deconsolidation
20,072
 
 -
Deferred income tax charge
(1,657)
 
4,113
End of period / year
(35,640)
 
(49,366)
Deferred income tax assets
430
 
542
Deferred income tax liabilities
(36,070)
 
(49,908)
Deferred income tax liabilities, net
(35,640)
 
(49,366)
 
 
 
Tax law modifications in the operation center Argentina
 
 Law No. 27,541 of solidarity and production recovery, published on December 23, 2019 introduced certain amendments to different taxes and the creation of the Tax for an Inclusive and Selfless Argentina (PAIS).
 
The main modifications affecting the Group in relation to income tax are the following:
 
1)
 In the first and second fiscal year beginning after January 1, 2018 (namely, for the Group’s fiscal years beginning on July 1, 2019 and 2020), the gain or loss resulting from tax inflation adjustment will be charged by one sixth in the determination exercise and the remaining five sixths in the following fiscal years;
 
2)
The tax rate applicable to companies for the third fiscal year beginning after January 1, 2018 was increased from 25% to 30% (namely, for the Group’s fiscal years beginning on July 1, 2019)
 
 
 
 
 
31
IRSA Inversiones y Representaciones Sociedad Anónima
 
20.
Revenues
 
Nine months ended March 31, 2020
 
Nine months ended March 31, 2019
Income from communication services
34,482
 
30,366
Rental and services income
15,423
 
16,351
Sales of communication equipment
11,661
 
9,868
Sales of trading properties and developments
4,636
 
6,176
Revenue from hotels operation and tourism services
2,106
 
2,451
Other revenues
1,256
 
972
Total Group’s revenues
69,564
 
66,184
 
 
21.
Expenses by nature
 
The Group discloses expenses in the statements of income by function as part of the line items “Costs”, “General and administrative expenses” and “Selling expenses”. The following table provides additional disclosures regarding expenses by nature and their relationship to the function within the Group.

 
 
 
 
 
 
 
 
 
 
Costs
 
General and administrative expenses
 
Selling expenses
 
Total as of March 31, 2020
 
Total as of March 31, 2019
Cost of sale of goods and services
12,329
 
 -
 
 -
 
12,329
 
12,667
Salaries, social security costs and other personnel expenses
4,755
 
2,907
 
4,119
 
11,781
 
10,641
Depreciation and amortization
7,146
 
2,138
 
2,320
 
11,604
 
7,859
Fees and payments for services
1,924
 
1,270
 
40
 
3,234
 
6,027
Maintenance, security, cleaning, repairs and others
3,372
 
384
 
300
 
4,056
 
3,968
Advertising and other selling expenses
1,381
 
462
 
211
 
2,054
 
2,034
Taxes, rates and contributions
495
 
62
 
483
 
1,040
 
1,001
Interconnection and roaming expenses
4,787
 
 -
 
 -
 
4,787
 
4,322
Fees to other operators
7,054
 
 -
 
 -
 
7,054
 
6,136
Director´s fees
 -
 
427
 
 -
 
427
 
572
Leases and service charges
85
 
17
 
14
 
116
 
386
Allowance for doubtful accounts, net
 -
 
 -
 
555
 
555
 
600
Other expenses
496
 
80
 
1,804
 
2,380
 
2,576
Total as of March 31, 2020
43,824
 
7,747
 
9,846
 
61,417
 
 
Total as of March 31, 2019
42,213
 
7,783
 
8,793
 
 
 
58,789
 
 
22.
Cost of goods sold and services provided
 
 
Total as of March 31, 2020
 
Total as of March 31, 2019
Inventories at the beginning of the period (*)
9,489
 
22,274
Adjustments previous periods
 -
 
(8,126)
Purchases and expenses (**)
24,146
 
41,852
Capitalized finance costs
 -
 
99
Currency translation adjustment
10,063
 
(369)
Transfers
 -
 
(810)
Disposals
(3,627)
 
(1,231)
Deconsolidation
(147)
 
 -
Incorporated by business combination
2,394
 
 -
Inventories at the end of the period (*)
(9,978)
 
(11,065)
Total costs
32,340
 
42,624
 
 
The following table presents the composition of the Group’s inventories as of March 31, 2020 and June 30, 2019:
 
 
Total as of March 31, 2020
 
Total as of March 31, 2019
Real estate
6,254
 
7,933
Telecommunications
1,349
 
1,556
Fruits
2,375
 
 -
Total inventories at the end of the period (*)
9,978
 
9,489
 
(*)  Inventories include trading properties and inventories.
(**) As of March 31, 2019 includes the cost of goods sold from Gav-Yam which was reclassified to discontinued operations.
 
 
32
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
23.
Other operating results, net
 
 
 
Nine months ended March 31, 2020
 
Nine months ended March 31, 2019
Gain from disposal of subsidiary and associates (1)
357
 
902
Donations
(134)
 
(162)
Lawsuits and other contingencies
(82)
 
(55)
Operating interest expense
491
 
344
Others (2)
845
 
(642)
Total other operating results, net
1.477
 
387
 
 
(1)
As of March 31, 2019, includes the gain from the sale of the Group´s equity interest in Cyber Secdo.
(2)
As of March 31, 2020, includes a loss of Ps. 1,258 from the remeasurement of Mehadrin while incorporating it as an associate, after it was reclassified to assets held for sale and before the business combination.
 
 
 
24.
Financial results, net
 
 
 
Nine months ended March 31, 2020
 
Nine months ended March 31, 2019
Finance income:
 
 
 
 - Interest income
655
 
772
 - Dividend income
122
 
74
 - Other finance income
72
 
491
Total finance income
849
 
1,337
Finance costs:
 
 
 
 - Interest expenses
(15,488)
 
(15,213)
 - Other finance costs
(793)
 
(546)
Subtotal finance costs
(16,281)
 
(15,759)
Capitalized finance costs
93
 
141
Total finance costs
(16,188)
 
(15,618)
Other financial results:
 
 
 
 - Fair value gain of financial assets and liabilities at fair value through profit or loss, net
(9,778)
 
(304)
 - Exchange differences, net
(4,950)
 
(3,099)
 - Gain from repurchase of negotiable obligations
2,738
 
 -
 - Gain from derivative financial instruments, net
(355)
 
606
Total other financial results
(12,345)
 
(2,797)
 - Inflation adjustment
339
 
(686)
Total financial results, net
(27,345)
 
(17,764)
 
 
(i)
Clal's loss for the periods ended March 31, 2020 and 2019 amounts to $ 8,000 and $ 1,460 respectively
 
 
 
 
 
  
 
33
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
25.
Related party transactions
 
The following is a summary of the balances with related parties as of March 31, 2020 and June 30, 2019:
 
 
Item
 
 March 31, 2020
 
 June 30, 2019
 
 
 
 
Trade and other receivables
 
2,046
 
1,561
 
 
 
 
Investments in financial assets
 
1,270
 
1,539
 
 
 
 
Borrowings
 
(79)
 
 -
 
 
 
 
Trade and other payables
 
(225)
 
(453)
 
 
 
 
Total
 
3,012
 
2,647
 
 
 
 
 
 
 
 
 
 
 
 
 
 Related party
 
 March 31, 2020
 
 June 30, 2019
 
 Description of transaction
 
 Item
Manibil S.A.
 
 -
 
 -
 
 Contributions in advance
 
 Trade and other receivables
New Lipstick LLC
 
1,355
 
1,194
 
 Loans granted
 
 Trade and other receivables
 
 
(70)
 
 -
 
 Loans obtained
 
 Borrowings
 
 
16
 
14
 
 Reimbursement of expenses receivable
 
 Trade and other receivables
Condor
 
243
 
225
 
 Public companies securities
 
 Trade and other receivables
IRSA Real Estate Strategies LP
 
105
 
 -
 
 Reimbursement of expenses receivable
 
 Trade and other receivables
Other associates and joint ventures
 
 -
 
1
 
 Reimbursement of expenses receivable
 
 Trade and other receivables
 
 
 -
 
(16)
 
 Leases and/or rights of use payable
 
 Trade and other payables
 
 
(9)
 
 -
 
 Loans obtained
 
 Borrowings
 
 
5
 
 -
 
 Management fees
 
 Trade and other receivables
 
 
82
 
16
 
  Leases and/or rights of use receivable
 
 Trade and other receivables
 
 
203
 
 -
 
 Dividends
 
 Trade and other receivables
 
 
(11)
 
 -
 
 Reimbursement of expenses receivable
 
 Trade and other payables
 
 
 -
 
15
 
 Reimbursement of expenses payable
 
 Trade and other receivables
Total associates and joint ventures
 
1,919
 
1,449
 
 
 
 
Cresud
 
(5)
 
(50)
 
 Reimbursement of expenses receivable
 
 Trade and other payables
 
 
(131)
 
(155)
 
 Corporate services receivable
 
 Trade and other payables
 
 
1,270
 
1,539
 
 NCN
 
 Investment in financial assets
 
 
3
 
7
 
 Leases and/or rights of use receivable
 
 Trade and other payables
 
 
(1)
 
(1)
 
 Management fee
 
 Trade and other payables
 
 
(3)
 
(4)
 
 Share based payments
 
 Trade and other payables
Total parent company
 
1,133
 
1,336
 
 
 
 
Directors
 
(74)
 
(227)
 
 Fees for services received
 
 Trade and other payables
Others (1)
 
 -
 
37
 
  Leases and/or rights of use receivable
 
 Trade and other receivable
 
 
34
 
52
 
 Reimbursement of expenses receivable
 
 Trade and other receivable
Total directors and others
 
(40)
 
(138)
 
 
 
 
 
 
3,012
 
2,647
 
 
 
 
 
 
 
(1)
Includes CAMSA, Estudio Zang, Bergel & Viñes, Austral Gold, Fundación IRSA, Hamonet S.A., CAM Communication LP, Gary Gladstein and Fundación Museo de los Niños.
 
 
 
 
 
34
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
The following is a summary of the results with related parties for the nine month periods ended March 31, 2020 and 2019:
 
 
Related party
 
 Nine months ended March 31, 2020
 
 Nine months ended March 31, 2019
Description of transaction
 BACS
 
41
 
39
 Leases and/or rights of use
 Manibil
 
 -
 
28
 Corporate services
 Tarshop
 
 -
 
39
 Leases and/or rights of use
 
 
 -
 
1
 Commissions
 La Rural S.A.
 
 -
 
36
 Leases and/or rights of use
 Other associates anf joint ventures
 
32
 
10
 Financial operations
 Otras asociadas y negocios conjuntos
7
 
22
 Leases and/or rights of use
Otras asociadas y negocios conjuntos
 
(124)
 
 -
 Honorarios y remuneraciones
Total associates and joint ventures
 
(44)
 
175
 
Cresud
 
13
 
25
 Leases and/or rights of use
Cresud
 
(378)
 
(377)
 Corporate services
Cresud
 
(44)
 
485
 Financial operations
Total parent company
 
(409)
 
133
 
 Directors
 
(328)
 
(534)
 Fees and remunerations
 Otras (1)
 
 -
 
3
 Leases and/or rights of use
 Otras (1)
 
(18)
 
10
 Financial operations
 Otras (1)
 
 -
 
(16)
 Donations
 
 
(20)
 
 -
 Fees
Total others
 
(366)
 
(537)
 
Total at the end of the period
 
(819)
 
(229)
 
 
 
(1)
Includes Isaac Elsztain e Hijos, CAMSA. Hamonet S.A., Ramat Hanassi, Estudio Zang, Bergel y Viñes, Austral Gold, La Rural, New Lipstick, Condor, TGLT and Fundación IRSA.
 
The following is a summary of the transactions with related parties for the nine-month periods ended March 31, 2020 and 2019:
 
 
Related party
 
 Nine months ended March 31, 2020
 
 Nine months ended March 31, 2019
 
Description of the operation
La Rural S.A.
 
                         -
 
411
 
Dividends received
Condor
 
26
 
92
 
Dividends received
Mehadrin
 
 -
 
90
 
Dividends received
Manaman
 
 -
 
101
 
Dividends received
Nuevo Puerto Santa Fe S.A.
 
36
 
15
 
Dividends received
Nave by the sea
 
 -
 
46
 
Dividends received
Shufersal
 
383
 
 -
 
Dividends received
Gav Yam
 
1,266
 
 -
 
Dividends received
Emco
 
16
 
704
 
Dividends received
Total dividends received
 
1,727
 
1,459
 
 
Cresud
 
11
 
1,561
 
Dividends granted
Helmir
 
(194)
 
10
 
Dividends granted
Total dividends distribution
 
(183)
 
1,571
 
 
Quality
 
39
 
 -
 
Capital contributions
Manibil
 
83
 
 -
 
Capital contributions
IBC
 
2,239
 
 -
 
Capitalized loan
Others
 
77
 
37
 
Capital contributions
Total capital contributions
 
2,438
 
37
 
 
TGLT S.A.
 
2,064
 
 -
 
Purchase and exchange of shares
Total other transactions
 
2,064
 
 -
 
 
 
 
 
 
 
 
 
 
35
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
Note 18 Provisions
Exhibit F - Cost of sales and services provided
Note 22 Cost of goods sold and services provided
Exhibit G - Foreign currency assets and liabilities
Note 27 Foreign currency assets and liabilities
 
27.
Foreign currency assets and liabilities
 
Book amounts of foreign currency assets and liabilities are as follows:
 
Item / Currency (1)
Amount (2)
Peso exchange rate (3)
Total as of 03.31.20
Total as of 06.30.19
Assets
 
 
 
 
Trade and other receivables
 
 
 
 
US Dollar
35
59.690
2,107
2,323
Euros
1
66.853
37
187
Receivables with related parties:
 
 
 
 
US Dollar
4
59.890
227
227
Total trade and other receivables
 
 
2,371
2,737
Investments in financial assets
 
 
 
 
US Dollar
13
59.690
780
4,565
Pounds
 -
78.266
 -
65
Investments with related parties:
 
 
 
 
US Dollar
20
59.890
1,212
1,539
Total investments in financial assets
 
 
1,992
6,169
Derivative financial instruments
 
 
 
 
US Dollar
 -
59.690
 -
16
Total Derivative financial instruments
 
 
 -
16
Cash and cash equivalents
 
 
 
 
US Dollar
71
59.690
4,219
15,729
Euros
1
66.853
1
98
Total cash and cash equivalents
 
 
4,220
15,827
Total Assets
 
 
8,583
24,749
 
 
 
 
 
Liabilities
 
 
 
 
Trade and other payables
 
 
 
 
US Dollar
9
59.890
528
9,961
Euros
1
67.227
3
49
Payables to related parties:
 
 
 
 
US Dollar
 -
59.890
 -
19
Total Trade and other payables
 
 
531
10,029
Borrowings
 
 
 
 
US Dollar
539
59.890
32,270
49,044
Borrowings with related parties
 
 
 
 
US Dollar
1
59.890
64
821
Total Borrowings
 
 
32,334
49,865
Derivative financial instruments
 
 
 
 
US Dollar
1
59.890
53
37
Total derivative financial instruments
 
 
53
37
Lease liabilities
 
 
 
 
US Dollar
1
59.890
14
 -
Total lease liabilities
 
 
14
 -
Total Liabilities
 
 
32,932
59,931
 
(1) Considering foreign currencies those that differ from each Group’s subsidiaries functional currency at each period/year-end.
(2) Stated in millions of each foreign currency.
(3) Exchange rates as of March 31, 2020 according to Banco de la Nación Argentina.
 
 
36
IRSA Inversiones y Representaciones Sociedad Anónima
 
28.
Groups of assets and liabilities held for sale
 
As mentioned in Note 4.C. to the Annual Financial Statements, the Group has certain assets and liabilities classified as held for sale. The following table presents the main ones:
 
 
 
March 31, 2020
 
June 30, 2019
Property, plant and equipment
30,894
 
6,006
Intangible assets
832
 
129
Investments in associates
173
 
567
Deferred income tax assets
416
 
275
Investment properties
1,144
 
114
Income tax credits
52
 
 -
Trade and other receivables
1,560
 
2,850
Cash and cash equivalents
1,614
 
971
Total assets held-for-sale
36,685
 
10,912
Trade and other payables
9,362
 
4,598
Salaries and social security liabilities
347
 
 -
Employee benefits
17
 
274
Deferred income tax liabilities
1,768
 
49
Borrowings
8,426
 
2,801
Total liabilities held-for-sale
19,920
 
7,722
Total net assets held-for-sale
16,765
 
3,190
 
 
 
29.
Results from discontinued operations
 
The results from operations of Gav-Yam for the period ended March 31, 2020 and the results from Israir and IDB Tourism for both periods; have been reclassified in the Statements of Income under discontinued operations.
 
 
 
Nine months ended March 31, 2020
 
Nine months ended March 31, 2019
Revenues
17,772
 
20,339
Costs
(13,885)
 
(13,751)
Gross profit
3,887
 
6,588
Net gain from fair value adjustment of investment properties
 -
 
1,465
General and administrative expenses
(864)
 
(882)
Selling expenses
(672)
 
(833)
Other operating results, net
15,893
 
(165)
Profit from operations
18,244
 
6,173
Share of profit of associates and joint ventures
143
 
230
Profit before financial results and income tax
18,387
 
6,403
Finance income
114
 
243
Finance cost
(1,446)
 
(2,068)
Other financial results
109
 
(129)
Financial results, net
(1,223)
 
(1,954)
Profit before income tax
17,164
 
4,449
Income tax
16
 
(769)
Profit from discontinued operations
17,180
 
3,680
 
 
 
 
Profit for the period from discontinued operations attributable to:
 
 
 
Equity holders of the parent
9,557
 
1,361
Non-controlling interest
7,623
 
2,319
Profit per share from discontinued operations attributable to equity holders of the parent:
 
 
 
Basic
16.59
 
2.37
Diluted
16.50
 
2.35
 
(1)
 Includes the fair value remeasurement of remaining interest in Gav-Yam
 
As of March 31, 2020 and 2018, Ps. 2,125 and Ps. 5,239 of the total revenues from discontinued operations and Ps. 17,460 and Ps.3,222 of the total profit from discontinued operations correspond to Gav-Yam.
 
 
 
 
37
IRSA Inversiones y Representaciones Sociedad Anónima
 
30.
Other relevant events of the period
 
Economic context in which the company operates
 
The Company operates within a complex economic context, whose main economic variables have recently had strong volatility, both nationally and internationally.
 
The results of our operations may be affected by fluctuations in the inflation index and in the exchange rate of the Argentine peso against other currencies, specifically the dollar, changes in interest rates that have an impact on the cost of capital, changes in government policies, capital controls and other political or economic events both internationally and locally that affect the country.
 
On December 2019, a new strain of coronavirus (COVID-19) appeared in Wuhan, China. On March 11, 2020, the World Health Organization declared COVID-19 a pandemic. On March 3, 2020, the first case of COVID-19 was registered in the country, which is why the National Executive Power (NEP) implemented a series of sanitary isolation measures, which affected the local economy. These include: the expansion of the public emergency in health matters, the total closure of international borders, the suspension of international and domestic flights, the suspension of medium and long-distance land transportation, the suspension of artistic and sports shows, closure of shopping malls and hotels and the social, preventive and mandatory isolation until June 7, 2020, inclusive (which could be extended for the duration of the epidemiological situation), by virtue of which all residents (with exceptions) must remain in their habitual residences and refrain from attending their work place. This series of measures forced most of the Argentine companies to suspend their commercial operations during these times, stressing their financial situation in the short and medium term, not only due to the fall in their income, but due to the increased risk that their debtors may not comply with the payments. In this context, the Argentine government announced different measures aimed to relieved the financial crisis of the companies affected by the COVID-19 pandemic. In addition, it is worth mentioning that to the slowness of the Argentine economy adds to a context of international crisis as a consequence of the COVID-19 pandemic. In this scenario, a sharp drop in exports and less foreign exchange earnings are expected, which further complicates the possibility that the Argentine government will reactivate the economy during the current year.
 
Additionally, the government faces the challenge of successfully renegotiating the external debt with both the IMF and private holders of debentures and avoiding default. As a result, for all the aforementioned, Argentina could find its access to the international capital market complicated in the coming years. For this reason, the renegotiation of the external debt and its result will directly impact the Argentine economy. If renegotiation times are extended too long, the uncertainty in the financial markets will increase and the country-risk indicators will continue to rise. If Argentina achieves a favorable result from the ongoing renegotiation with public holders of debentures and agrees to restructure its debt with the IMF, this could favorably impact the Argentine economy in the medium and long term. On the contrary, the lack of an agreement with external debt holders could lead to a default on the Argentine sovereign debt and, consequently, this situation could lead to limitations on the capacity of companies to access new financing.
 
At a local level, the following was observed:
 
   
In January 2020, an indicador called “Monthly Estimator of Economic Activity” (“EMAE”) reported by the National Institute of Statistics and Censuses (“INDEC”), registered a variation of 1.8% compared to the same month of 2019, and from -0,1% compared to the previous month.
 
 
The study on market expectations prepared by the Argentine Central Bank in March 2020, called the Market Expectations Survey (“REM”), estimates an inflation of 40.0% for 2020. REM analysts forecast a change in real GDP for 2020 of (4.3%), that is, a drop of 3.1 percentage points compared to the forecast of the previous month. In turn, they foresee that in 2021 the economic activity will vary 3.0%, that is to say, 1.3 percentage points higher than the one predicted a month ago. Although a further contraction of GDP is expected in the first quarters of 2020, there is an expectation of growth for the third quarter of 2020, motivated by the fact that the effect of the pandemic is perceived as transitory and that a recovery in economic activity will begin soon.
 
 
 
 
 
 
 
 
38
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
   
Year-to-year inflation as of December 31, 2019 reached 53.8 %. According to the first four months of the year 2020, rates of 2.3%, 2.0%, 3.3% and 1.5% were registered in January, February, March and April, respectively.
 
 
Throughout the period from July 2019 to March 2020, the Argentinian peso depreciated 51.8% against the US dollar according to the average wholesale exchange rate quoted by Banco de la Nación Argentina. Given the exchange restrictions since August 2019, there is an exchange gap of approximately 70% between the official price of the dollar and its price in parallel markets, which impacts the level of activity of the economy and affects the level of reserves of the Argentine Central Bank. Additionally, these exchange restrictions, or those that may be issued in the future, could affect the Company's ability to access the Single Exchange Free Market (MULC) to acquire the necessary currencies to meet its financial obligations.
 
The outflow of flows to emerging markets and the worldwide impact of the Coronavirus, also affected Argentina, causing a deterioration in its country-risk indicator that reached 3,020 basis points as of May 12, 2020, according to J.P. Morgan EMBI + Index, deteriorating the ability to obtain new external financing.
 
COVID-19 PANDEMIC
 
The COVID-19 pandemic, originated in China and subsequently spread to numerous countries, including Argentina, is adversely impacting the global economy, the Argentine economy and the Company's business. Although the COVID-19 pandemic has had a national impact on the activity carried out by the Company, it is still too early to assess its full extent.
 
On March 12, 2020, the National Executive Power (NEP) ordered a health emergency to handle the crisis caused by COVID-19, and later, on March 19, issued a decree ordering social, preventive and mandatory isolation, which originally applied from March 20 to March 31, 2020 inclusive, and has been extended since then until June 28, 2020. The measures adopted in Argentina include the deceleration or suspension of most of the non-essential activities carried out by individuals and, consequently, are significantly affecting the national and regional economy and economic uncertainty is increasing, evidenced by an increase in asset price volatility.
 
The current estimated impacts of the COVID-19 pandemic on the Company as of the date of these financial statements are established below:
 
Operations Center in Argentina
 
-
As a consequence of the social, preventive and compulsory isolation, the shopping malls across the country were closed, exclusively remaining operational those stores dedicated to activities considered essential such as pharmacies, supermarkets and banks, while some gastronomic and clothing stores are working by delivery and via WhatsApp. Within the country, during May, some provinces proceeded to reduce isolation and open their commercial and recreational activities, such as Salta, where the Alto Noa shopping mall is operating with a strict protocol that includes reduced hours, social distancing and a rigorous control of security and hygiene.
 
-
Given the closure of the shopping malls, our subsidiary IRSA Propiedades Comerciales S.A. (hereinafter IRSA CP) has decided to postpone the maturities of the base rent and the collective promotion fund for the months of April and May 2020, prioritizing the long-term relationship with its tenants. Additionally, an increase in the delinquency rates of some tenants has been detected.
 
-
Regarding the offices, although most tenants are working in home office mode, they are operating with strict safety and hygiene protocols. To date, we have not seen any deterioration in collection.
 
-
La Rural, the Convention Centers of Buenos Aires and Punta del Este and the DirecTV Arena stadium, establishments that the Company owns directly or indirectly, have also been closed since March 20. All scheduled conferences are suspended, most of the fairs and conventions have been postponed, while the shows scheduled at the DirecTV Arena have been mostly canceled. The reopening date of these establishments is uncertain, as well as the future agenda of fairs, conventions and shows.
 
 
 
 
 
 
 
 
 
39
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
-
In order to minimize the risk of spreading the virus and protect public health, Libertador hotel in the City of Buenos Aires and Llao Llao hotel in Río Negro province are temporarily closed, and we do not know with certainty when they may be reopened and when they will be able to operate normally again; meanwhile, Intercontinental hotel in the City of Buenos Aires is working only under a contingency and emergency plan.
 
Israel Business Center
 
-
Although COVID-19 has had a negative impact on the market valuations of IDB, DIC and operating subsidiaries given the sharp drop in prices, the mandatory isolation lasted approximately 10 days with subsequent relaxation of activities under strict safety and hygiene protocols. Regarding operating businesses, there have been mixed impacts:
 
o
in the case of supermarkets (Shufersal) and agriculture (Mehadrin) they have had a short-term positive impact as they are essential activities.
 
o
in telecommunications (Cellcom), especially regarding international roaming service, a decrease in consumption has been experienced due to the significant reduction in international tourism. Cellcom has taken measures to reduce these negative effects, cutting costs and investments during the coronavirus crisis period, including downsizing.
 
o
at PBC, real estate activities and income are affected by the economy and restrictions in circulation, and therefore PBC’s cash flow is expected to be somewhat vulnerable, although it cannot be estimated to what extent at this time. PBC has carried out a valuation of its investment properties on those in which there were signs of impairment and because of this it has recorded a loss of Ps. 2,861 in the value of its properties.
 
Financial instruments measured at fair value through profit and loss: The current situation generated a great volatility in the markets, which generated a decrease of Ps. 9,778 in the valuation of financial instruments measured at fair value. See note 13 for a description of the Company’s financial assets.
 
Regarding the Group financial debt maturities for the next twelve months:
 
1.
IRSA has the maturity of Class II Notes with a face value of USD 71.4, maturing on July 20, 2020; Class II Notes with a nominal value of CLP 31,502.6 million (equivalent to approximately USD 37.2) maturing on August 6, 2020; Class II Notes with a nominal value of USD 181.5, maturing on November 15, 2020 and bank debt for an amount equivalent to USD 55.2.
 
2.
Our subsidiary IRSA CP has the maturity of Class IV Notes with a face value of USD 140 in September 2020 and USD 27.3 with banks.
 
3.
Our subsidiaries IDB-DIC have short-term financial debt with a face value of USD 223 (which include notes and loans with banks and financial institutions), it should be mentioned that these commitments have no effect on IRSA, given that said indebtedness does not have recourse against IRSA, nor has IRSA guaranteed it with its assets, as described in Note 1 to these Financial Statements.
 
As a subsequent event, in May 2020, IRSA has issued Notes in the local market for an approximate amount of USD 67 to refinance short-term debt. With the proceeds from this issuance, it would cover the maturity of Class II Notes for a nominal value of USD 71.4, maturing on July 20, 2020.
 
 
 
 
 
 
 
 
 
 
40
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
Among the alternatives that are being considered to refinance August 2020 and November 2020 Notes maturities, are the capital increase approved by the Annual Shareholders’ Meeting on October 30, 2019 for an approximate amount of between USD 70 and USD 100, and the access to the local and international capital market, either through new debt issuance or liability management operations, for amounts that would be between USD 40 and USD 100, in addition to the operation already carried out in May. Likewise, IRSA has a broad and extensive relationship with banks in the local financial system that could complement and diversify the Company’s sources of financing in addition to the capital market. In this regard, it should be noted that IRSA’s bank debt maturing in April and May 2020 for a total amount of USD 29.4 has been renewed under normal market conditions. Additionally, as part of our strategy, the company could sell part of its assets portfolio (offices and / or land reserves) that would generate additional funds.
 
Finally, IRSA has an approved credit line with IRSA CP for up to USD 180 for 3 years, of which as of March 31, 2020, IRSA used approximately USD 54.7, leaving the balance available. It is worth mentioning that IRSA CP is currently working on different financing alternatives with local banks (Syndicated Loans and / or Bilateral Loans) for amounts estimated in pesos for the equivalent of between USD 50 and USD 100 in order to meet its obligations in the short term, and could eventually have access to debt transactions in the local capital market, either through the issuance of new debt or through liability management operations, for estimated amounts of between USD 40 and USD 100.
 
The final extent of the Coronavirus outbreak and its impact on the country's economy is unknown and cannot be reasonably predicted. However, although it has produced significant short-term effects, they are not expected to affect business continuity. Although there are economic impacts in the short term, the Company estimates that it will be able to continue meeting its financial commitments for the next twelve months.
 
The Company is closely monitoring the situation and taking all necessary measures to preserve the human life and the its business.
 
 
31.
      Subsequent events
 
Court decision to postpone the sale of 3.2% of the shares of Clal Insurance Enterprises
 
 
On May 4, 2020, the Tel Aviv District Court Yafo ordered the postponement of the sale of 3.2% of Clal's shares in accordance with the scheme established by the Israel Capital, Insurance and Savings Market Authority, to September 3, 2020 (instead of May 3, 2020 according to the scheme).
 
 
Sale of interest in Gav-Yam
 
 
On May 2020, PBC agreed to sell approximately 4.96% of the issued capital of Gav-Yam to a non-related third party for an amount of approximately NIS 191. As a result, interest in Gav-Yam decreased from 34.9% to 29.9%. After this sale, the discussion on the loss of control of Gav-Yam from PBC which was argued by the Ministry of Justice has ended.
 
 
 
Issuance of IRSA Class III, IV and V NCN
 
On may 19, 2020 a public tender of Class III, IV and V NCN was made under the Program of up to US$500 approved by the Shareholders Meeting, which was issued and settled on May 21, 2020.Below is the description of the main characteristics of such notes:
 
- Class III NCN: nominated and payable in ARS for Ps. 354 at a variable rate (private BADLAR + 6.0%) with quarterly payments. The principal will be paid in two instalments (30% pabyable 6 months from the Issue and Settlement Date, and 70% on maturitydate). Price of issuance was 100.0% of the nominal value.
 
- Class IV NCN: for a face value of US$ 51.3 (equivalent to 3,547) payable in argentine pesos at the applicable exchange rate at a fixed rate of 7.0%, with quarterly payments and principal expiring on May 21, 2021.
 
 
 
 
 
 
 
41
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
- Class V NCN: for a face value of US$ 9.2, equivalent to Ps. 640, which matures 24 months after the issuance date, with an fixed annual rate of interest of 9%. Interest payments will be made on a quarterly basis and capital repayment will be made in one instalment at maturity.
 
 
 
 
 
 
 
 
 
 
 
42
 
Free translation from the original prepared in Spanish for publication in Argentina
 
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM CONSOLIDATED FINANCIAL STATEMENTS
 
 
To the Shareholders, President and Directors of
IRSA Inversiones y Representaciones Sociedad Anónima
Legal address: Bolivar 108 – 1° floor
Autonomous City Buenos Aires
Tax Code No. 30-52532274-9
 
 
 
Introduction
 
We have reviewed the unaudited condensed interim consolidated financial statements of IRSA Inversiones y Representaciones Sociedad Anónima and its subsidiaries (hereinafter “the Company”) which included the unaudited condensed interim consolidated statements of financial position as of March 31, 2020 and the unaudited condensed interim consolidated statements of income and other comprehensive income for the nine-month period and three-month period ended March 31, 2020, the unaudited condensed interim consolidated statements of changes in shareholders’ equity and the unaudited condensed interim consolidated statements of cash flows for the nine-month period then ended and selected explanatory notes.
 
The balances and other information corresponding to the fiscal year ended June 30, 2019 and the interim periods within that fiscal year are an integral part of these financial statements and, therefore, they should be considered in relation to those financial statements.
 
 
Management responsibility
 
The Board of Directors of the Company is responsible for the preparation and presentation of these unaudited condensed interim consolidated financial statements in accordance with the International Financial Reporting Standards (IFRS), adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE) as professional accounting standards and added by the National Securities Commission (CNV) to its regulations, as approved by the International Accounting Standard Board (IASB) and , for this reason, is responsible for the preparation and presentation of the unaudited condensed interim consolidated financial statements above mentioned in the first paragraph according to the International Accounting Standard No 34 "Interim Financial Reporting" (IAS 34).
 
 
 
 
 
 
 
 
 
 
 

Free translation from the original prepared in Spanish for publication in Argentina
 
REVIEW REPORT ON THE UNAUDITED CONDENSED
 INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Continued)
 
 
Scope of our review
 
Our review was limited to the application of the procedures established in the International Standard on Review Engagements ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity", which was adopted as a review standard in Argentina in Technical Resolution No. 33 of the FACPCE, without modification as approved by the International Auditing and Assurance Standards Board (IAASB). A review of interim financial information consists of making inquiries of persons responsible for the preparation of the information included in the unaudited condensed interim consolidated financial statements, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the consolidated statements of financial position, the consolidated statements of income and other comprehensive income and the consolidated statements of cash flows of the Company.
 
Conclusion
 
Based on our review, nothing has come to our attention that causes us to believe that the accompanying unaudited condensed interim consolidated financial information is not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim financial reporting'.
 
Emphasis paragraph
 
Without qualifying our conclusion, we draw attention to the information in Note 30 to the accompanying unaudited condensed interim consolidated financial statements, in which Management has described the impact of the current economic context and of COVID-19 (Coronavirus) on the financial situation of the Group, as well as the possible alternatives that it is evaluating to face the maturities of its financial liabilities at the maturity date; and the information included in Note 1 to the accompanying unaudited condensed interim consolidated financial statements regarding the financial situation of the subsidiary IDBD from the Operations Center in Israel.
 
 Report on compliance with current regulations
 
In accordance with current regulations, we report about IRSA Inversiones y Representaciones Sociedad Anónima that:
 
a) the unaudited condensed interim consolidated financial statements of IRSA Inversiones y Representaciones Sociedad Anónima are being processed for recording in the "Inventory and Balance Sheet Book", and comply, as regards those matters that are within our competence, with the provisions set forth in the Commercial Companies Law and in the corresponding resolutions of the National Securities Commission;
 
 
 
 
 
 
 

Free translation from the original prepared in Spanish for publication in Argentina
 
REVIEW REPORT ON THE UNAUDITED CONDENSED
 INTERIM CONSOLIDATED FINANCIAL STATEMENTS (Continued)
 
 
b) the unaudited condensed interim separate financial statements of IRSA Inversiones y Representaciones Sociedad Anónima arise from accounting records carried in all formal respects in accordance with applicable legal provisions;
 
c) we have read the Business Summary (“Reseña Informativa”) on which, as regards those matters that are within our competence, we have no observations to make;
 
d) at March 31, 2020, the debt of IRSA Inversiones y Representaciones Sociedad Anónima owed in favor of the Argentina Integrated Pension System which arises from accounting records amounted to Ps. 234,549.47, which was not claimable at that date.
  
 
 
 
Autonomous City of Buenos Aires, June 08, 2020. 
 
 
 
 
 
 
 
PRICE WATERHOUSE & CO. S.R.L.
 
 
                                                (Partner)
C.P.C.E.C.A.B.A. Tº 1 Fº 17
Dr. Mariano C. Tomatis
Public Accountant (UBA)
C.P.C.E.C.A.B.A. Tº 241 Fº 118
 
 
ABELOVICH, POLANO & ASOCIADOS S.R.L.
 
 
                                                (Partner)
C.P.C.E. C.A.B.A. T° 1 F° 30
José Daniel Abelovich 
Public Accountant (UBA)
C.P.C.E.C.A.B.A. T° 102 F° 191
 
 
 
 
 
 
 

 
 
 

  
 
 
 
 
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Unaudited Condensed Interim Separate Financial Statements as of March 31, 2020 and for the nine and three-month periods ended as of that date, presented comparatively
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
IRSA Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Separate Statements of Financial Position
as of March 31, 2020 and June 30, 2019
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
 
Note
03.31.20
 
06.30.19
ASSETS
 
 
 
 
Non-current assets
 
 
 
 
Investment properties
7
15,808
 
14,122
Property, plant and equipment
8
18
 
22
Trading properties
9
444
 
500
Intangible assets
10
68
 
69
Investments in subsidiaries, associates and joint ventures
6
42,908
 
53,924
Income tax and MPIT credit
 
 -
 
180
Trade and other receivables
12
211
 
110
Total non-current assets
 
59,457
 
68,927
Current assets
 
 
 
 
Trading properties
9
1,992
 
2,443
Inventories
 
1
 
1
Trade and other receivables
12
1,453
 
1,364
Income tax and MPIT credit
 
4
 
4
Derivative financial instruments
11
3
 
 -
Investments in financial assets
11
7
 
480
Cash and cash equivalents
11
23
 
47
Total current assets
 
3,483
 
4,339
TOTAL ASSETS
 
62,940
 
73,266
SHAREHOLDERS’ EQUITY
 
 
 
 
Shareholders' equity (according to corresponding statements)
 
29,717
 
44,461
TOTAL SHAREHOLDERS’ EQUITY
 
29,717
 
44,461
LIABILITIES
 
 
 
 
Non-current liabilities
 
 
 
 
Trade and other payables
13
70
 
65
Borrowings
14
2,967
 
10,802
Deferred income tax liabilities
15
7,047
 
6,357
Provisions
16
35
 
50
Total non-current liabilities
 
10,119
 
17,274
Current liabilities
 
 
 
 
Trade and other payables
13
564
 
2,040
Salaries and social security liabilities
 
7
 
3
Borrowings
14
22,498
 
9,481
Provisions
16
34
 
7
Lease liabilities
 
1
 
 -
Total current liabilities
 
23,104
 
11,531
TOTAL LIABILITIES
 
33,223
 
28,805
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES
 
62,940
 
73,266
 
 
The accompanying notes are an integral part of these Financial Statements.
 
 
 
 
 
 
 
                                                                    
Saúl Zang                   
Vice President I              
acting as President           
 
 
 
 

1
IRSA Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Separate Statements of Income and Other Comprehensive Income
for the nine and three-month periods ended March 31, 2020 and 2019
 (All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
 
 
 
Nine month
 
Three month
 
Note
03.31.20
 
03.31.19
 
03.31.20
 
03.31.19
Revenues
17
2,740
 
3,468
 
1,336
 
1,776
Costs
18
(2,003)
 
(2,282)
 
(915)
 
(856)
Gross profit
 
737
 
1,186
 
421
 
920
Net gain/(loss) from fair value adjustment of investment properties
7
1,686
 
893
 
(24)
 
251
General and administrative expenses
18
(317)
 
(503)
 
(58)
 
(78)
Selling expenses
18
(140)
 
(55)
 
(55)
 
(17)
Other operating results, net
19
(520)
 
(1,213)
 
(33)
 
(2)
Profit / (Loss) from operations
 
1,446
 
308
 
251
 
1,074
Share of loss of subsidiaries, associates and joint ventures
6
(7,083)
 
(12,860)
 
(7,245)
 
(4,435)
Loss before financial results and income tax
 
(5,637)
 
(12,552)
 
(6,994)
 
(3,361)
Finance income
20
35
 
40
 
7
 
34
Finance costs
20
(2,382)
 
(1,321)
 
(724)
 
(279)
Other financial results
20
(1,259)
 
(748)
 
203
 
(474)
Inflation adjustment
20
40
 
(393)
 
(162)
 
(127)
Financial results, net
 
(3,566)
 
(2,422)
 
(676)
 
(846)
Loss before income tax
 
(9,203)
 
(14,974)
 
(7,670)
 
(4,207)
Income tax
15
(823)
 
1,062
 
(156)
 
(100)
Loss for the period
 
(10,026)
 
(13,912)
 
(7,826)
 
(4,307)
 
 
 
 
 
 
 
 
 
Other comprehensive income:
 
 
 
 
 
 
Items that may be reclassified subsequently to profit or loss:
 
 
 
 
 
 
 
 
Share of other comprehensive (loss)/gain of subsidiaries, associates and joint ventures
 
(166)
 
(128)
 
46
 
(57)
Currency translation adjustment of subsidiaries, associates and joint Ventures
 
(2,599)
 
838
 
868
 
1,195
Total other comprehensive (loss)/gain for the period (i)
6
(2,765)
 
710
 
914
 
1,138
Total comprehensive loss for the period
 
(12,791)
 
(13,202)
 
(6,912)
 
(3,169)
 
 
 
 
 
 
 
 
 
Loss per share for the period:
 
 
 
 
 
 
 
 
Basic
 
(17.40)
 
(24.19)
 
(13.61)
 
(7.49)
Diluted
 
(17.40)
 
(24.19)
 
(13.61)
 
(7.49)
 
 
(i)  Components of other comprehensive income have no impact on income tax.
The accompanying notes are an integral part of these Financial Statements.
 
 
 
 
 
 
 
                                               
Saúl Zang                   
Vice President I              
acting as President           
 



2
IRSA Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Separate Statements of Changes in Shareholders’ Equity
for the nine-month period ended March 31, 2020
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
 
Share capital
Treasury shares
Inflation adjustment of Share Capital and Treasury Shares (1)
Share premium
Additional Paid-in capital from Treasury Shares
Legal reserve
CNV 609/12 Resolution reserve
Other reserves (2)
Retained earnings
Total Shareholders’ equity
Balance as of June 30, 2019
575
4
12,813
13,798
74
460
8,925
65,182
(57,370)
44,461
Adjustments of previous periods (IFRS 16 and IAS 28)
 -
 -
 -
 -
 -
 -
 -
 -
(1,239)
(1,239)
Balance as of June 30, 2019 (recast)
575
4
12,813
13,798
74
460
8,925
65,182
(58,609)
43,222
Loss for the period
 -
 -
 -
 -
 -
 -
 -
 -
(10,026)
(10,026)
Other comprehensive loss for the period
 -
 -
 -
 -
 -
 -
 -
(2,765)
 -
(2,765)
Shareholders’ meeting held as of 10.30.19
 -
 -
 -
 -
 -
 -
 -
(57,370)
57,370
 -
Dividend distribution in shares
 -
 -
 -
 -
 -
 -
 -
(563)
 -
(563)
Changes in non-controlling interest
 -
 -
 -
 -
 -
 -
 -
(172)
 -
(172)
Other changes in subsidiaries` equity
 -
 -
 -
 -
 -
 -
 -
 -
21
21
Balance as of March 31, 2020
575
4
12,813
13,798
74
460
8,925
4,312
(11,244)
29,717
 
 
(1) Includes Ps. 1 of inflation adjustment of treasury shares. See Note 16 of Consolidated Financial Statements as of June 30, 2019.
(2) The composition of Other reserves of the Company as of March 31, 2020 is as follows:
 
 
 
Cost of Treasury shares
 
Changes in non-controlling interest
 
Reserve for share-based payments
 
Reserve for future dividends
 
Currency translation adjustment reserve
 
Special reserve
 
Other reserves of subsidiaries
 
Total Other reserves
Balance as of June 30, 2019
(157)
 
(4,407)
 
197
 
1,606
 
251
 
67,794
 
(102)
 
65,182
Other comprehensive loss for the period
 -
 
 -
 
 -
 
 -
 
(2,599)
 
 -
 
(166)
 
(2,765)
Reserve for share-based payments
5
 
 -
 
(5)
 
 -
 
 -
 
 -
 
 -
 
 -
Shareholders’ meeting held as of 10.30.19
 -
 
 -
 
 -
 
 -
 
 -
 
(57,370)
 
 -
 
(57,370)
Dividend distribution in shares
-
 
 -
 
 -
 
 -
 
 -
 
(563)
 
 -
 
(563)
Changes in non-controlling interest
 -
 
(172)
 
 -
 
 -
 
 -
 
 -
 
 -
 
(172)
Balance as of March 31, 2020
(152)
 
(4,579)
 
192
 
1,606
 
(2,348)
 
9,861
 
(268)
 
4,312
 
 
The accompanying notes are an integral part of these Financial Statements. 
 
 
 
 
 
                                               
 
Saúl Zang                   
Vice President I              
acting as President          
 
 
 
 
 
3

IRSA Inversiones y Representaciones Sociedad Anónima
Unaudited Condensed Interim Separate Statements of Changes in Shareholders’ Equity
for the nine-month period ended March 31, 2020
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
 
Share capital
Treasury shares
Inflation adjustment of Share Capital and Treasury Shares (1)
Share premium
Additional Paid-in capital from Treasury Shares
Legal reserve
CNV 609/12 Resolution reserve
Other reserves (2)
Retained earnings
Total Shareholders’ equity
Balance as of June 30, 2018
575
4
12,813
13,798
74
460
8,925
4,039
41,988
82,676
Adjustments of previous periods (IFRS 9 and 15)
 -
 -
 -
 -
 -
 -
 -
 -
(292)
(292)
Balance as of June 30, 2018 (recast)
575
4
12,813
13,798
74
460
8,925
4,039
41,696
82,384
Loss for the period
 -
 -
 -
 -
 -
 -
 -
 -
(13,912)
(13,912)
Other comprehensive loss for the period
 -
 -
 -
 -
 -
 -
 -
710
 -
710
Shareholders’ meeting held as of 10.29.18
 -
 -
 -
 -
 -
 -
 -
62,110
(62,110)
 -
Dividend distribution in shares
 -
 -
 -
 -
 -
 -
 -
 -
(2,478)
(2,478)
Changes in non-controlling interest
 -
 -
 -
 -
 -
 -
 -
162
 -
162
Balance as of March 31, 2019
575
4
12,813
13,798
74
460
8,925
67,021
(36,804)
66,866
 
 
(1) Includes Ps. 1 of inflation adjustment of treasury shares. See Note 16 of Consolidated Financial Statements as of June 30, 2019.
(2) The composition of Other reserves of the Company as of March 31, 2019 is as follows:
 
 
 
 
Cost of Treasury shares
 
Changes in non-controlling interest
 
Reserve for share-based payments
 
Reserve for future dividends
 
Currency translation adjustment reserve
 
Special reserve
 
Other reserves of subsidiaries
 
Total Other reserves
Balance as of June 30, 2018
(173)
 
(4,327)
 
214
 
1,605
 
1,028
 
5,685
 
7
 
4,039
Other comprehensive loss for the period
 -
 
 -
 
 -
 
 -
 
838
 
 -
 
(128)
 
710
Reserve for share-based payments
1
 
 -
 
(1)
 
 -
 
 -
 
 -
 
 -
 
 -
Shareholders’ meeting held as of 10.29.18
 -
 
 -
 
 -
 
 -
 
 -
 
62,110
 
 -
 
62,110
Changes in non-controlling interest
 -
 
162
 
 -
 
 -
 
 -
 
 -
 
 -
 
162
Balance as of March 31, 2019
(172)
 
(4,165)
 
213
 
1,605
 
1,866
 
67,795
 
(121)
 
67,021
 
The accompanying notes are an integral part of these Financial Statements.
 
 
 
 
   
 
 
                                               
 
Saúl Zang                   
Vice President I              
acting as President          
 
 
 
 
 
 
 
 4
IRSA Inversiones y Representaciones Sociedad Anónima
  Unaudited Condensed Interim Separate Statements of  Cash Flows
for the nine-month period ended March 31, 2020
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
 
 
 
Note
03.31.20
 
03.31.19
Operating activities
 
 
 
 
Loss for the period
 
(10,026)
 
(13,912)
Adjustments:
 
 
 
 
Income tax
15
823
 
(1,062)
Amortization and depreciation
18
7
 
6
Gain from disposal of trading properties
 
(738)
 
(1,153)
Financial results, net
 
5,073
 
2,226
Increase in trading properties
9
(1,140)
 
(713)
Net gain from fair value adjustment of investment properties
7
(1,686)
 
(893)
Share of loss of subsidiaries, associates and joint ventures
6
7,083
 
12,860
Loss from disposal of subsidiaries
 
511
 
1,173
Provisions and allowances
 
(12)
 
39
(Increase) Decrease in trade and other receivables
 
(170)
 
420
Increase in trade and other payables
 
1,440
 
3,730
Increase in payroll and social security liabilities
 
4
 
 -
Net cash flow generated from operating activities
 
1,169
 
2,721
Investing activities
 
 
 
 
Capital contributions to subsidiaries, associates and joint ventures
6
(1,778)
 
(316)
Additions to investment properties
 
 -
 
(212)
Acquisition of property, plant and equipment
8
(1)
 
(1)
Acquisition of intangible assets
10
(1)
 
(4)
Increase of investments in financial assets
 
(57)
 
(285)
Acquisition of interest in subsidiaries
 
 -
 
(68)
Proceeds from sale of investments in financial assets
 
467
 
294
Increase in loans granted to subsidiaries, associates and joint ventures
 
(112)
 
(216)
Proceeds from borrowings granted to subsidiaries, associates and joint ventures
 
 -
 
219
Interest collection of fixed term
 
 -
 
3
Dividends collected from subsidiaries
 
562
 
820
Net cash flow (used in) / generated from investing activities
 
(920)
 
234
Financing activities
 
 
 
 
Short-term loans obtained/(cancelled), net
 
1,953
 
(381)
Payment of loans
 
(521)
 
(578)
Interests paid
 
(1,480)
 
(1,923)
Loans obtained from subsidiaries, associates and joint ventures
 
2,742
 
196
Payment of loans from subsidiaries, associates and joint ventures
 
(624)
 
(239)
Payment of NCN
 
(9,815)
 
 -
Proceeds from derivative financial instruments
 
(168)
 
4
Issuance of NCN
 
7,527
 
 -
Repurchase of NCN
 
 -
 
(61)
Net cash flow used in financing activities
 
(386)
 
(2,982)
Decrease in cash and cash equivalents, net
 
(137)
 
(27)
Cash and cash equivalents at the beginning of the period
11
47
 
34
Foreign exchange gain of cash and changes in fair value of cash equivalents
 
113
 
(3)
Cash and cash equivalents at the end of the period
11
23
 
4
 
 
 
 
 
Additional information
 
 
 
 
Currency translation adjustment
 
(2,599)
 
838
Other comprehensive loss of subsidiaries
 
(166)
 
(128)
Changes in non-controlling interest
 
(172)
 
162
Other changes in the equity
 
21
 
 -
Decrease in borrowings of subsidiaries, associates and joint ventures through a decrease in trade and other receivables
 
 -
 
40
Increase in borrowings through an increase in investment properties
 
 -
 
6
Increase in borrowings through an increase in trading properties
 
93
 
99
Increase in borrowings of subsidiaries, associates and joint ventures through a decrease in trade and other receivables
 
6
 
52
Increase in trading properties through a decrease of investment properties
 
 -
 
1,793
Dividends paid through a decrease of investments in subsidiaries, associates and joint ventures
 
563
 
2,478
Decrease in investments in subsidiaries, associates and joint ventures through an increase in trade and receivables
 
 -
 
202
Issuance of NCN
 
20
 
 -
 
The accompanying notes are an integral part of these Financial Statements.
 
 
 
 
                                               
 
Saúl Zang                   
Vice President I              
acting as President           
 

 
 
 
5
IRSA Inversiones y Representaciones Sociedad Anónima

Notes to the Unaudited Condensed Interim Consolidated Separate Financial Statements
(All amounts in millions, except otherwise indicated)
Free translation from the original prepared in Spanish for publication in Argentina
 
1.
General information and company’s business
 
IRSA Inversiones y Representaciones Sociedad Anónima (“IRSA” or “The Company”) was founded in 1943, it is primarily engaged in managing real estate holdings in Argentina since 1991.
 
IRSA is a corporation incorporated and domiciled in Argentina. The registered office is Bolívar 108, 1st. Floor, Buenos Aires, Argentina.
 
The Company owns, manages and develops, directly and indirectly through its subsidiaries, a portfolio of office and other rental properties in Buenos Aires. In addition, IRSA through its subsidiaries, associates and joint ventures manages and develops shopping malls and branded hotels across Argentina, and also office properties in the United States and in numerous markets and industry sectors in Israel, such as real estate, supermarkets, insurance, telecommunications, etc.
 
These Unaudited Condensed Interim Separate Financial Statements have been approved for issue by the Board of Directors on June 8, 2020.
 
2.
Basis of preparation of the Unaudited Condensed Interim Separate Financial Statements
 
2.1.        
Basis of preparation
 
The National Securities Commission (CNV), in Title IV "Periodic Information Regime" - Chapter III "Rules relating to the presentation and valuation of financial statements" - Article 1, of its standards, has established the application of the Technical Resolution No. 26 (RT 26) of the FACPCE and its amendments, which adopt IFRS, issued by the IASB, for certain companies included in the public offering regime of Law No. 26,831, either because of its share capital or its non-convertible notes, or that have requested authorization to be included in the aforementioned regime.
 
These financial statements for the interim periods of nine months ended March 31, 2020 and 2019 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 for non-monetary items. This requirement also includes the comparative information of the financial statements.
 
In order to conclude on whether an economy is categorized as a high inflation one, in the terms of IAS 29, the standard details a series of factors to be considered, including the existence of an accumulated inflation rate in three years that approximates to or exceeds 100%. Accumulated inflation in Argentina in three years has been over 100%. For this reason, in accordance with IAS 29, the Argentine economy must be considered as a high inflation economy starting July 1, 2018.
 
 
 
 
 
 
 
 
 

6
IRSA Inversiones y Representaciones Sociedad Anónima
  
 
Regarding the inflation index to be used and in accordance with FACPCE Resolution No. 539/18, it will be determined based on the Wholesale Price Index (IPIM) until 2016, considering the average variation of Consumer Price indices (CPI) of the Autonomous City of Buenos Aires for the months of November and December 2015, because during those two months there were no national IPIM measurements. Then, from January 2017, the National Consumer Price Index (National CPI) will be considered. The table below shows the evolution of this index during the period ended March 31, 2020, according to official statistics (INDEC) and following the guidelines described in Resolution 539/18:
 
Price variation:
Quarter ended on 09.30.19
Quarter ended on 12.31.19
03.31.20 (nine month accumulated)
 
13%
26%
36%
 
 
As a consequence of the aforementioned, these Unaudited Consolidated Financial Statements as of March 31, 2020 were restated in accordance with IAS 29.
 
2.2.         Significant accounting policies
 
The accounting policies adopted in the preparation of these Unaudited Condensed Interim Separate Financial Statements are consistent with those applied in the Annual Financial Statements as of June 30, 2019. The main accounting policies are described in Note 2 of those Annual Financial Statements.
 
As described in Note 2.2 to the Annual Financial Statements, the Company has adopted IFRS 16: “Leases” and Amendment to IAS 28 “Investment in associates and joint ventures” in the current year applying the cumulative effect approach, therefore, accumulated impact was recognized in retained earnings as of July 1, 2019 and comparative figures were not restated.
 
The following were the main changes:
 
IFRS 16: Leases
 
The standard establishes the criteria for recognition and valuation of leases for lessees and lessors. The changes incorporated mainly impact the tenant's accounting. IFRS 16 provides that the lessee recognizes an asset for the right of use and a liability at present value with respect to those contracts that meet the definition of lease agreements according to IFRS 16. In accordance with the standard, a lease agreement is one that provides the right to control the use of an identified asset for a specific period. In order for a company to have control over the use of an identified asset: a) it must have the right to obtain substantially all the economic benefits of the identified asset and b) it must have the right to direct the use of the identified asset.
 
The standard allows to exclude short-term contracts (under 12 months) and those in which the underlying asset has low value.
 
Amendment to IAS 28 “Investment in associates and joint ventures”
 
In accordance with the amendment to IAS 28, an entity shall implement the provisions of IFRS 9 to Long-term Investments that are essentially part of the entity's net investment in the associate or in the joint venture according to the definitions of said standard. The provisions of IFRS 9 shall apply to such investments with respect to the interest in the losses of an associate or a joint venture, as well as with respect to the recognition of the impairment of an investment in an associate or joint venture. In addition, when applying IFRS 9 to such long-term investments, the entity will make it prior to the adjustments made to the carrying amount of the investment in accordance with IAS 28.
 
Additionally, the Company opted for an accounting policy where the currency translation adjustments arising from these loans are recorded as part of other comprehensive income.
 
 
2.3.         
Comparability of information
 
The amounts as of June 30, 2019 and March 31, 2019, which are disclosed for comparative purposes, arise from the financial statements at said dates restated in accordance with IAS 29 (Note 2.1). Certain figures have been reclassified for comparison purposes in these financial statements.
 
 
 
 
 
 
 
 
7
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
 2.4.         Use of estimates
 
The preparation of Financial Statements at a certain date requires Management to make estimates and evaluations affecting the amount of assets and liabilities recorded and contingent assets and liabilities disclosed at such date, as well as income and expenses recorded during the period. Actual results might differ from the estimates and evaluations made at the date of preparation of these Unaudited Condensed Interim Separate Financial Statements. In the preparation of these Unaudited Condensed Interim Separate Financial Statements, the main significant judgments made by Management in applying the Company’s accounting policies and the major sources of uncertainty were the same that the Company used in the preparation of the Separate Financial Statements for the fiscal year ended June 30, 2019, described in Note 3 to those financial statements, except for note 25.
 
3.            
Seasonal effects on operations
 
See Note 3 to the Unaudited Condensed Interim Consolidated Financial Statements.
 
4.            
Acquisitions and disposals
 
Significant acquisitions and disposals of the Company and/or its subsidiaries for the nine-month period ended March 31, 2020 are detailed in Note 4 to the Unaudited Condensed Interim Consolidated Financial Statements.
 
5.            
Financial risk management and fair value estimates
 
These Unaudited Condensed Interim Financial Statements do not include all the information and disclosures of the risk management, so they should be read together with the Annual Separate Financial Statements as of June 30, 2019. There has been no changes in the risk management or risk management policies applied by the Company since the end of the annual fiscal year.
 
There have been no changes in management or in the risk management policies applied by the Company as of March 31, 2020. See notes to the consolidated condensed interim financial statements. Furthermore, there have been no transfers between the different hierarchies used to assess the fair value of the Company’s financial instruments.
 
6.            
Information about the main subsidiaries, associates and joint ventures
 
The Company conducts its business through several operating and holding subsidiaries, associates and joint ventures. Its main subsidiaries include IRSA CP and Tyrus. The main associates include BHSA and New Lipstick. Its main joint ventures include Cyrsa S.A. and Puerto Retiro S.A.
 
As stated in Note 1 to these consolidated condensed interim financial statements, the Company indirectly participates through Tyrus in IDBD and DIC. Those companies have certain restrictions and financial agreements in relation to their financial debt, including their debentures and loans with banks and financial institutions. Although the commitments and other restrictions resulting from the indebtedness of IDBD and DIC do not have recursive effects against our subsidiary IRSA, nor has IRSA guaranteed it with its assets, except for commitments of capital contributions described in said note; IRSA's financial risk related to this investment (IDBD and DIC) is limited to the aforementioned capital contribution commitments and the equity risk as of March 31, 2020, as a result of the pledges granted on the shares of DIC, is limited to the amount of the investment in said subsidiaries which amounts to NIS 137 as of March 31, 2020(Ps. 2,369 millions).
 
Detailed below is the evolution of investments in subsidiaries, associates and joint ventures of the Company, for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019:
 
 
03.31.20
 
06.30.19
Beginning of period / year
53,924
 
88,613
Adjustments of previous periods (IFRS 16 and IAS 28)
(1,239)
 
 -
Share of loss
(7,083)
 
(30,138)
Other comprehensive loss
(2,765)
 
(890)
Capital contributions (Note 21)
1,778
 
920
Changes in non-controlling interest
(172)
 
(78)
Dividends
(563)
 
(1,044)
Sale of interest
(993)
 
(3,496)
Other changes in subsidiaries’ equity
21
 
37
End of the period / year
42,908
 
53,924
 
 
 
 
 
 
 
8
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
Name of the entity
 
 
% ownership interest
 
Company´s interest in equity
 
Company’s interest in comprehensive income
03.31.20
06.30.19
 
03.31.20
 
06.30.19
 
03.31.20
 
03.31.19
Subsidiaries
 
 
 
 
 
 
 
 
 
 
 
IRSA CP
 
79.27%
81.13%
 
39,653
 
42,005
 
(751)
 
(5,786)
Tyrus
 
100.00%
100.00%
 
(5,248)
 
3,396
 
(8,934)
 
(5,798)
Efanur
 
100.00%
100.00%
 
1,949
 
1,798
 
150
 
96
Ritelco S.A.
 
100.00%
100.00%
 
1,684
 
1,637
 
49
 
(49)
Inversora Bolívar S.A.
 
95.13%
95.13%
 
932
 
1,063
 
(132)
 
(182)
ECLSA
 
96.74%
96.74%
 
925
 
1,031
 
(145)
 
(344)
Palermo Invest S.A.
 
97.00%
97.00%
 
307
 
423
 
(117)
 
(188)
NFSA
 
76.34%
76.34%
 
427
 
399
 
27
 
4
Llao Llao Resort S.A.
 
50.00%
50.00%
 
331
 
339
 
(7)
 
87
HASAU
 
100.00%
100.00%
 
280
 
285
 
(5)
 
73
Liveck S.A.
 
9.41%
10.01%
 
49
 
39
 
(10)
 
1
Associates
 
 
 
 
 
 
 
 
 
 
 
BHSA (1) (2)
 
4.93%
4.93%
 
596
 
677
 
(80)
 
(130)
Manibil S.A.
 
49.00%
49.00%
 
499
 
422
 
(6)
 
(30)
BACS (2)
 
33.36%
33.36%
 
276
 
274
 
1
 
(39)
Joint ventures
 
 
 
 
 
 
 
 
 
 
 
IRSA - Galerías Pacífico S.A. - U.T.
 
50.00%
50.00%
 
211
 
99
 
112
 
136
Cyrsa S.A.
 
50.00%
50.00%
 
37
 
37
 
 -
 
(1)
Total subsidiaries, associates and joint ventures
 
 
 
 
42,908
 
53,924
 
(9,848)
 
(12,150)
 
  
Name of the entity
 
Location of business / Country of incorporation
Main activity
Common shares 1 vote
 
Latest financial statements issued
 
 
Share capital (nominal value)
Profit / (loss) for the period
Shareholders’ equity
Subsidiaries
 
 
 
 
 
 
 
 
IRSA CP
 
Argentina
Real estate
99,894,541
 
126
(1,763)
49,610
Tyrus
 
Uruguay
Investment
16,025,861,475
 
7,480
(5,995)
(5,246)
Efanur
 
Uruguay
Investment
132,181,770
 
130
(43)
1,949
Ritelco S.A.
 
Uruguay
Investment
94,369,151
 
94
57
1,684
Inversora Bolívar S.A.
 
Argentina
Investment
88,422,547
 
93
(139)
979
ECLSA
 
Argentina
Investment
77,316,130
 
80
(150)
954
Palermo Invest S.A.
 
Argentina
Investment
155,953,673
 
161
(120)
671
NFSA
 
Argentina
Hotel
38,068,999
 
50
26
705
Llao Llao Resort S.A.
 
Argentina
Hotel
73,580,206
 
147
(14)
662
HASAU
 
Argentina
Hotel
25,625,473
 
26
(4)
277
Liveck S.A.
 
Uruguay
Investment
40,244,478
 
427
(58)
301
Associates
 
 
 
 
 
 
 
 
BHSA (1) (2)
 
Argentina
Financial
73,939,835
 
1,500
(1,625)
12,095
Manibil S.A.
 
Argentina
Real estate
151,872,872
 
444
(13)
1,019
BACS (2)
 
Argentina
Financial
29,297,626
 
88
6
827
Joint ventures
 
 
 
 
 
 
 
 
IRSA - Galerías Pacífico S.A. - U.T.
 
Argentina
Hotel
500,000
 
1
223
421
Cyrsa S.A.
 
Argentina
Real estate
8,748,270
 
17
(1)
75
 
 
(1)
Considered significant. See Notes 7 to 8 to the Annual Consolidated Financial Statements.
(2)
Information as of March 31, 2020 according to BCRA's standards. For the purpose of the valuation of the investments in the Company preliminary, figures as of March 31, 2020 have been considered, with the necessary IFRS adjustments. Share market price of Banco Hipotecario S.A. as of March 31, 2020 amounts to Ps. 6.95. See Note 8 to the Consolidated Financial Statements as of June 30, 2019.
 
 
7.            
Investment properties
 
Changes in the Company’s investment properties for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019 were as follows:
 
 
Period ended March 31, 2020
 
Year ended June 30, 2019
 
Rental properties
 
Undeveloped parcels of land
 
Total
 
Total
Fair value at the beginning of the period / year
2,101
 
12,021
 
14,122
 
16,874
Additions
 -
 
 -
 
 -
 
215
Capitalized finance costs
 -
 
 -
 
 -
 
5
Disposals
 -
 
 -
 
 -
 
(8)
Transfers to trading properties
 -
 
 -
 
 -
 
(1,793)
Net gain/(loss) from fair value adjustment
251
 
1,435
 
1,686
 
(1,171)
Fair value at the end of the period / year
2,352
 
13,456
 
15,808
 
14,122
 
 
 
 
 
9
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
                The following amounts have been recognized in the Statements of Comprehensive Income:
 
03.31.20
 
03.31.19
Sale, rental and services´ income (Note 17)
54
 
83
Rental and services´ costs (Note18)
(16)
 
(15)
Cost of sales and developments (Note18)
(22)
 
(30)
Net unrealized gain from fair value adjustment of investment properties
1,686
 
893
 
                Valuation techniques are described in Note 9 to the Consolidated Financial Statements as of June 30, 2019. There were no changes to the valuation techniques.
 
8.            
Property, plant and equipment
 
               Changes in the Company’s property, plant and equipment for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019 were as follows:
 
 
Period ended March 31, 2020
 
Year ended June 30, 2019
 
Buildings and facilities
 
Furniture and fixtures
 
Machinery and equipment
 
Vehicles
 
Total
 
Total
Costs
177
 
49
 
170
 
4
 
400
 
396
Accumulated depreciation
(162)
 
(49)
 
(163)
 
(4)
 
(378)
 
(369)
Net book amount at the beginning of the period / year
15
 
-
 
7
 
-
 
22
 
27
Additions
-
 
-
 
1
 
-
 
1
 
4
Depreciation (Note 18)
(3)
 
-
 
(2)
 
-
 
(5)
 
(9)
Balances at the end of the period / year
12
 
-
 
6
 
-
 
18
 
22
Costs
177
 
49
 
171
 
4
 
401
 
400
Accumulated depreciation
(165)
 
(49)
 
(165)
 
(4)
 
(383)
 
(378)
Net book amount at the end of the period / year
12
 
-
 
6
 
-
 
18
 
22
 
 
9.            
Trading properties
 
                Changes in the Company’s trading properties for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019 were as follows:
 
 
Period ended March 31, 2020
 
Year ended June 30, 2019
 
Completed properties
 
Undevelopedproperties
 
Properties under development
 
Total
 
Total
Beginning of the period / year
69
 
509
 
2,365
 
2,943
 
2,189
Additions
24
 
-
 
1,324
 
1,348
 
1,845
Capitalized finance costs
-
 
-
 
93
 
93
 
126
Transfers to / from investment properties
-
 
-
 
-
 
-
 
1,793
Disposals (Nota 18)
(24)
 
-
 
(1,924)
 
(1,948)
 
(3,010)
End of the period / year
69
 
509
 
1,858
 
2,436
 
2,943
Non-current
 
 
 
 
 
 
444
 
500
Current
 
 
 
 
 
 
1,992
 
2,443
Total
 
 
 
 
 
 
2,436
 
2,943
 
 
10.            
Intangible assets
 
                 Changes in Company’s intangible assets for the nine-month period ended March 31, 2020 and for the year ended June 30, 2019 were as follows:
 
 
Period ended March 31, 2020
 
Year ended June 30, 2019
 
Computer software
 
Future units to be received from barters
 
Total
 
Total
Costs
30
 
53
 
83
 
77
Accumulated amortization
(14)
 
-
 
(14)
 
(14)
Net book amount at the beginning of the period / year
16
 
53
 
69
 
63
Additions
1
 
-
 
1
 
4
Amortization
(2)
 
-
 
(2)
 
-
Balances at the end of the period / year
15
 
53
 
68
 
67
Costs
31
 
53
 
84
 
83
Accumulated amortization
(16)
 
-
 
(16)
 
(14)
Net book amount at the end of the period / year
15
 
53
 
68
 
69
 
  
 
 
10
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
11.          
Financial instruments by category
 
This note presents financial assets and financial liabilities by category of financial instrument and a reconciliation to the corresponding line item in the Statements of Financial Position, as appropriate. Financial assets and liabilities measured at fair value are assigned based on their different levels in the fair value hierarchy. For further information, related to fair value hierarchy see Note 13 to the Consolidated Financial Statements as of June 30, 2019.
 
                Financial assets and financial liabilities as of March 31, 2020 and June 30, 2019 are as follows:
 
 
Financial assets at amortized cost (i)
 
Financial assets at fair value through profit or loss
 
Subtotal financial assets
 
Non-financial assets
 
Total
 
 
 
Level 1
 
Level 2
 
 
 
 
 
 
March 31, 2020
 
 
 
 
 
 
 
 
 
 
 
Assets as per Statement of Financial Position
 
 
 
 
 
 
 
 
 
 
 
Trade and other receivables (excluding the allowance for doubtful accounts and other receivables) (Note 12)
1,160
 
-
 
-
 
1,160
 
514
 
1,674
Investments in financial assets:
 
 
 
 
 
 
 
 
 
 
 
 - Mutual funds (ii)
-
 
7
 
-
 
7
 
-
 
7
Derivative financial instruments:
 
 
 
 
 
 
 
 
 
 
 
 - Options
-
 
-
 
3
 
3
 
-
 
3
Cash and cash equivalents:
 
 
 
 
 
 
 
 
 
 
 
 - Cash at bank and on hand
11
 
-
 
-
 
11
 
-
 
11
 - Short-term investments
-
 
12
 
-
 
12
 
-
 
12
Total
1,171
 
19
 
3
 
1,193
 
514
 
1,707
 
 
 
Financial liabilities at amortized cost (i)
 
Financial liabilities at fair value through profit or loss
 
Subtotal financial liabilities
 
Non-financial liabilities
 
Total
 
 
 
Level 1
 
 
 
 
 
 
March 31, 2020
 
 
 
 
 
 
 
 
 
Liabilities as per Statement of Financial Position
 
 
 
 
 
 
 
 
 
Trade and other payables (Note 13)
605
 
-
 
605
 
29
 
634
Borrowings (Note 14)
25,465
 
-
 
25,465
 
-
 
25,465
Total
26,070
 
-
 
26,070
 
29
 
26,099
 
 
 
Financial assets at amortized cost (i)
 
Financial assets at fair value through profit or loss
 
Subtotal financial assets
 
Non-financial assets
 
Total
 
 
 
Level 1
 
Level 2
 
 
 
 
 
 
June 30, 2019
 
 
 
 
 
 
 
 
 
 
 
Assets as per Statement of Financial Position
 
 
 
 
 
 
 
 
 
 
 
Trade and other receivables (excluding the allowance for doubtful accounts and other receivables) (Note 12)
876
 
-
 
-
 
876
 
632
 
1,508
Investments in financial assets:
 
 
 
 
 
 
 
 
 
 
 
 - Mutual funds (ii)
-
 
480
 
-
 
480
 
-
 
480
Cash and cash equivalents:
 
 
 
 
 
 
 
 
 
 
 
 - Cash at bank and on hand
47
 
-
 
-
 
47
 
-
 
47
Total
923
 
480
 
-
 
1,403
 
632
 
2,035
 
 
 
Financial liabilities at amortized cost (i)
 
Financial liabilities at fair value through profit or loss
 
Subtotal financial liabilities
 
Non-financial liabilities
 
Total
 
 
 
Level 1
 
 
 
 
 
 
June 30, 2019
 
 
 
 
 
 
 
 
 
Liabilities as per Statement of Financial Position
 
 
 
 
 
 
 
 
 
Trade and other payables (Note 13)
659
 
-
 
659
 
1,446
 
2,105
Borrowings (excluding finance leases) (Note 14)
20,282
 
-
 
20,282
 
-
 
20,282
Total
20,941
 
-
 
20,941
 
1,446
 
22,387
 
(i)
The fair value of financial assets and liabilities at amortized cost does not differ significantly from their book value, except for borrowings (Note 14). The fair value of payables approximates their respective carrying amounts because, due to their short-term nature, the effect of discounting is not considered significant.
(ii)
See description of the reperfilation of public debt instruments in Note 33 to the consolidated financial statements.
 
                As of March 31, 2020, there have been no changes to the economic or business circumstances affecting the fair value of the financial assets and liabilities of the Company
 
 
 
 
 
11
 
IRSA Inversiones y Representaciones Sociedad Anónima
  
12.     
      Trade and other receivables
 
                 Company’s trade and other receivables, as of March 31, 2020 and June 30, 2019 are comprised as follows:
 
 
March 31, 2020
 
June 30, 2019
Sales, leases and services’ receivables
374
 
194
Less: Allowance for doubtful accounts
(10)
 
(34)
Total trade receivables
364
 
160
Borrowings granted, deposits and others
774
 
662
Advanced payments
231
 
414
Tax credits
256
 
133
Prepaid expenses
20
 
80
Long-term incentive plan
15
 
20
Others
4
 
5
Total other receivables
1,300
 
1,314
Total trade and other receivables
1,664
 
1,474
Non-current
211
 
110
Current
1,453
 
1,364
Total
1,664
 
1,474
 
            Movements on the Company’s allowance for doubtful accounts are as follows:
 
 
March 31, 2020
 
June 30, 2019
Beginning of period /year
(34)
 
(15)
Additions
(3)
 
(43)
Disposals / Recoveries
19
 
9
Inflation adjustment
8
 
15
End of the period / year
(10)
 
(34)
 
 
 The creation and release of the allowance for doubtful accounts have been included in “Selling expenses” in the Statements of Income (Note 18). Amounts charged to the allowance for doubtful accounts are generally written off, when there is no expectation of recovery.
 
 
13.    
      Trade and other payables
 
                Company’s trade and other payables as of March 31, 2020 and June 30, 2019 were as follows:
 
 
March 31, 2020
 
June 30, 2019
Customers´ advances
9
 
1,419
Trade payables
508
 
470
Accrued invoices
84
 
125
Tenant deposits
1
 
1
Total trade payables
602
 
2,015
Director´s fees
-
 
46
Long-term incentive plan
13
 
18
Tax amnesty plans
2
 
3
Other tax payables
17
 
23
Total other payables
32
 
90
Total trade and other payables
634
 
2,105
Non-current
70
 
65
Current
564
 
2,040
Total
634
 
2,105
 
 
  

 
12
IRSA Inversiones y Representaciones Sociedad Anónima
 
14.       Borrowings
 
                Company’s borrowings as of March 31, 2020 and June 30, 2019 are comprised as follows:
 
 
Book value as of 03.31.20
 
Book value as of 06.30.19
 
Fair value as of 03.31.20
 
Fair value as of 06.30.19
NCN
15,828
 
15,870
 
12,834
 
16,058
Bank loans
1,578
 
1,845
 
1,528
 
1,846
Related parties (Note 21)
6,111
 
2,482
 
6,111
 
2,496
Bank overdrafts
1,948
 
85
 
1,948
 
85
Finance leases
-
 
1
 
-
 
1
Total borrowings
25,465
 
20,283
 
22,421
 
20,486
Non-current
2,967
 
10,802
 
 
 
 
Current
22,498
 
9,481
 
 
 
 
Total
25,465
 
20,283
 
 
 
 
 
 
15.
         Current and deferred income tax
 
                The charge for the Company’s income tax is comprised as follows:
 
 
03.31.20
 
03.31.19
Deferred income tax
(690)
 
1,062
Income MPIT
(133)
 
 -
Income tax
(823)
 
1,062
 
 
                 Below is a reconciliation between income tax recognized in the Statements of Income and the amount which would arise from applying the prevailing tax rate on profit before income tax for the nine-month periods ended March 31, 2020 and 2019:
 
 
03.31.20
 
03.31.19
Net income at tax rate (i)
2,760
 
4,492
Permanent differences:
 
 
 
Share of loss of subsidiaries, associates and joint ventures
(2,124)
 
(4,340)
Income tax rate differential
(37)
 
(83)
Difference between provision and tax return
27
 
(240)
Tax loss carryfowards´ allowance
(1,635)
 
-
Inflation adjustment for tax purposes
(1,816)
 
-
Inflation adjustment
2,102
 
1,378
Non deductible expenses and others
33
 
(145)
Income tax - (Loss) / Gain
(690)
 
1,062
Forecast Income MPIT
(133)
 
-
Income tax - (Loss) / Gain
(823)
 
1,062
 
 
(i) Income tax rate in effect in Argentina as of March 31, 2020 and 2019 is 30%.
 
                The gross movement on the deferred income tax account is the following:
 
 
03.31.20
 
06.30.19
Beginning of the period / year
(6,357)
 
(4,492)
Income tax charge
(690)
 
(1,865)
End of the period / year
(7,047)
 
(6,357)
 
 
 
Law No. 27,541 of solidarity and productive revival in the framework of Argentine public emergency, published on December 23, 2019 introduced some modifications to different taxes and the creation of the tax for an Inclusive Selfless Argentina (PAIS).
 
The main modifications affecting the Group in relation to income tax are the following:
 
1)
In the first and second fiscal year beginning after January 1, 2018 (namely, for the Group’s fiscal years beginning on July 1, 2019 and 2020), the gain or loss resulting from tax inflation adjustment will be charged by one sixth in the determination exercise and the remaining five sixths in the following fiscal years;
 
2)
The tax rate applicable to companies for the third fiscal year beginning after January 1, 2018 was increased from 25% to 30% (namely, for the Group’s fiscal years beginning on July 1, 2019)
 
13
IRSA Inversiones y Representaciones Sociedad Anónima
 
16.
          Provisions
 
                 Company’s provisions as of March 31, 2020 and June 30, 2019 are comprised as follows:
 
 
Period ended March 31, 2020
 
Year ended June 30, 2019
 
Labor, legal and other claims (i)
 
Total
 
Total
Beginning of period / year
57
 
57
 
84
Additions
34
 
34
 
20
Decrease
(5)
 
(5)
 
(23)
Utilization
(1)
 
(1)
 
(1)
Inflation adjustment
(16)
 
(16)
 
(23)
End of period / year
69
 
69
 
57
Non current
 
 
35
 
50
Current
 
 
34
 
7
Total
 
 
69
 
57
 
(i)    
Additions and recoveries are included in "Other operating results, net”.
 
 
17.        
          Revenues
 
03.31.20
 
03.31.19
Sale of trading properties
2,686
 
3,385
Rental income, averaging of scheduled rental escalation and expense reimbursements
49
 
73
Property management fees
5
 
10
Sales, rental and services´ income
2,740
 
3,468
 
 
18.            
Expenses by nature
 
The Company discloses expenses in the Statements of Income and Other Comprehensive Income by function as part of the line items “Costs”, “General and administrative expenses” and “Selling expenses”. The following table provides additional disclosure regarding expenses by nature and their relationship to the function within the Company.
 
 
Costs (i)
 
General and administrative expenses
 
Selling expenses
 
03.31.20
 
03.31.19
Cost of sales of trading properties
1,948
 
-
 
-
 
1,948
 
2,232
Salaries, social security costs and other personnel expenses
4
 
141
 
16
 
161
 
180
Taxes, rates and contributions
18
 
-
 
108
 
126
 
31
Fees and payments for services
1
 
52
 
2
 
55
 
40
Director´s fees (Note 21)
-
 
50
 
-
 
50
 
225
Maintenance, security, cleaning, repairs and others
23
 
20
 
-
 
43
 
39
Traveling, transportation and stationery expenses
1
 
25
 
-
 
26
 
34
Leases and services’ charges
6
 
16
 
1
 
23
 
24
Advertising and other selling expenses
-
 
-
 
13
 
13
 
10
Bank charges
2
 
6
 
-
 
8
 
6
Amortization and depreciation (Note 8 and 10)
-
 
7
 
-
 
7
 
6
Allowance for doubtful accounts (charge and recovery, net)
-
 
-
 
-
 
-
 
13
Total expenses by nature as of 03.31.20
2,003
 
317
 
140
 
2,460
 
-
Total expenses by nature as of 03.31.19
2,282
 
503
 
55
 
-
 
2,840
 
 
 (1) For the nine-month period ended March 31, 2020, includes Ps. 16 of rental and services’ costs and Ps. 1,987 of costs of sales and developments, of which Ps. 39 corresponds to investment properties and Ps. 1.948 to trading properties. For the nine-month period ended March 31, 2019, includes Ps. 15 which correspond to rental and services costs; Ps. 2.267 to costs of sales and developments, of which Ps. 30 corresponds to investment properties and Ps. 2.237 to trading properties
 
 
 
 
 
 
 
14
IRSA Inversiones y Representaciones Sociedad Anónima
 
19.            
Other operating results, net
 
 
03.31.20
 
03.31.19
Loss from disposal of subsidiary
(511)
 
(1,173)
Lawsuits and other contingencies (i)
(28)
 
(12)
Donations
(25)
 
(30)
Operating interest expense
4
 
7
Others
40
 
(4)
Expenses from sale of properties
-
 
(1)
Total other operating results, net
(520)
 
(1,213)
 
(i)
Includes legal costs and expenses.
 
 
20.            
Financial results, net
 
 
03.31.20
 
03.31.19
Interest income
35
 
40
Total finance income
35
 
40
Interest expense
(2,380)
 
(1,368)
Other finance costs
(95)
 
(55)
Subtotal finance costs
(2,475)
 
(1,423)
Capitalized finance costs
93
 
102
Total finance costs
(2,382)
 
(1,321)
Net exchange difference
(1,415)
 
(752)
Net gain / (loss) from changes in fair value of financial assets
329
 
(1)
(Loss)/gain from derivative financial instruments, net
(172)
 
4
(Loss)/gain from repurchase of non-convertible notes
(1)
 
1
Total other financial results
(1,259)
 
(748)
Inflation adjustment
40
 
(393)
Total financial results, net
(3,566)
 
(2,422)
 
 
21.            
Related party transactions
 
                 The following is a summary of the balances with related parties as of March 31, 2020 and June 30, 2019:
 
Item
 
March 31, 2020
 
June 30, 2019
Trade and other receivables
 
861
 
697
Trade and other payables
 
(1,112)
 
(1,431)
Borrowings
 
(6,111)
 
(2,482)
Total
 
            (6,362)
 
(3,216)
 
 
 
 
 
 
 
 15
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
Related parties
 
March 31, 2020
 
June 30, 2019
 
Operation description
 
Item
Cresud
 
(1)
 
(1)
 
Long-term incentive plan payable
 
Trade and other payables
 
 
(38)
 
(38)
 
Corporate services payable
 
Trade and other payables
 
 
(4)
 
(14)
 
Reimbursement of expenses payable
 
Trade and other payables
 
 
3
 
5
 
Leases receivable
 
Trade and other receivables
 
 
(1)
 
(1)
 
Management fee
 
Trade and other payables
Total parent company
 
(41)
 
(49)
 
 
 
 
IRSA CP
 
12
 
-
 
Reimbursement of expenses receivable
 
Trade and other receivables
 
 
-
 
(7)
 
Reimbursement of expenses payable
 
Trade and other payables
 
 
(723)
 
(1,038)
 
Reimbursement of expenses receivable
 
Trade and other payables
 
 
(2,198)
 
(1,453)
 
Loans received
 
Borrowings
 
 
(129)
 
(115)
 
Other liabilities
 
Trade and other payables
 
 
(3,257)
 
-
 
Non-Convertible Notes
 
Borrowings
 
 
(99)
 
(77)
 
Corporate services payable
 
Trade and other payables
 
 
(12)
 
(16)
 
Long-term incentive plan payable
 
Trade and other payables
 
 
(1)
 
(1)
 
Commissions
 
Trade and other payables
 
 
(22)
 
-
 
Leases payable
 
Trade and other payables
Tyrus
 
349
 
301
 
Borrowings granted
 
Trade and other receivables
ECLSA
 
250
 
156
 
Borrowings granted
 
Trade and other receivables
 
 
107
 
145
 
Dividends receivable
 
Trade and other receivables
Panamerican Mall S.A.
 
1
 
1
 
Long-term incentive plan receivable
 
Trade and other receivables
Efanur
 
1
 
-
 
Long-term incentive plan receivable
 
Trade and other receivables
Efanur
 
(88)
 
(76)
 
Loans received
 
Borrowings
Torodur S.A.
 
(410)
 
(761)
 
Non-Convertible Notes
 
Borrowings
Ritelco S.A.
 
(25)
 
(22)
 
Loans received
 
Borrowings
NFSA
 
(30)
 
(31)
 
Loans received
 
Borrowings
 
 
2
 
-
 
Hotel services receivable
 
Trade and other receivables
Fibesa S.A.
 
13
 
18
 
Long-term incentive plan receivable
 
Trade and other receivables
Real Estate Investment Group VII LP
 
(24)
 
(20)
 
Loans received
 
Borrowings
Palermo Invest S.A.
 
12
 
16
 
Dividends receivable
 
Trade and other receivables
 
 
15
 
-
 
Borrowings granted
 
Trade and other receivables
 
 
-
 
(15)
 
Loans received
 
Borrowings
Llao Llao Resorts S.A.
 
3
 
4
 
Hotel services receivable
 
Trade and other receivables
 
 
1
 
1
 
Management fee
 
Trade and other receivables
New Lipstick
 
16
 
14
 
Reimbursement of expenses receivable
 
Trade and other receivables
Lipstick Management LLC
 
(70)
 
(60)
 
Loans received
 
Borrowings
Cyrsa S.A.
 
(9)
 
(11)
 
Loans received
 
Borrowings
Inversora Bolívar S.A.
 
10
 
14
 
Dividends receivable
 
Trade and other receivables
 
 
28
 
-
 
Borrowings granted
 
Trade and other receivables
 
 
-
 
(33)
 
Loans received
 
Borrowings
Liveck S.A.
 
-
 
7
 
Borrowings granted
 
Trade and other receivables
IRSA - Galerías Pacífico S.A. - U.T.
 
(81)
 
(77)
 
Other liabilities
 
Trade and other payables
Others subsidiaries, associates and
 
1
 
1
 
Reimbursement of expenses receivable
 
Trade and other receivables
joint ventures (1)
 
-
 
1
 
Long-term incentive plan receivable
 
Trade and other receivables
 
 
(1)
 
-
 
Reimbursement of expenses payable
 
Trade and other payables
Total subsidiaries, associates and joint ventures
 
(6,358)
 
(3,134)
 
 
 
 
Directors
 
22
 
-
 
Fees
 
Trade and other receivables
 
 
-
 
(46)
 
Fees
 
Trade and other payables
Total Directors
 
22
 
(46)
 
 
 
 
Consultores Asset Management S.A.
 
12
 
8
 
Reimbursement of expenses receivable
 
Trade and other receivables
Austral Gold Argentina S.A.
 
1
 
3
 
Management fee
 
Trade and other receivables
Others subsidiaries, associates and
 
-
 
1
 
Management fee
 
Trade and other receivables
joint ventures (2)
 
2
 
1
 
Reimbursement of expenses receivable
 
Trade and other receivables
Total others
 
15
 
13
 
 
 
 
Total at the end of the period/year
 
(6,362)
 
(3,216)
 
 
 
 
 
 
(1)
It includes BHSA, Puerto Retiro S.A., Nuevo Puerto Santa Fe S.A. and Emprendimientos Recoleta S.A.
 (2)  It includes Hamonet S.A. e Isaac Elsztain e Hijos S.C.A.
 
 
 
16
IRSA Inversiones y Representaciones Sociedad Anónima
 

                The following is a summary of the results with related parties for the nine-month period ended March 31, 2020 and 2019:
 
Related parties
 
03.31.20
 
03.31.19
 
Operation description
Cresud
 
5
 
18
 
Leases and rights of use
 
 
(90)
 
(86)
 
Corporate services
Total parent company
 
(85)
 
(68)
 
 
IRSA CP
 
(1)
 
(7)
 
Leases and rights of use
 
 
(664)
 
(429)
 
Financial operations
 
 
(54)
 
(61)
 
Corporate services
ECLSA
 
24
 
19
 
Financial operations
Ritelco
 
(3)
 
 -
 
Financial operations
Efanur
 
(12)
 
 -
 
Financial operations
Tyrus
 
48
 
29
 
Financial operations
Panamerican Mall S.A
 
 -
 
(21)
 
Financial operations
Real Estate Strategies LLC
 
 -
 
 -
 
Financial operations
Lipstick
 
(10)
 
 -
 
Financial operations
REIG VII
 
(1)
 
 -
 
Financial operations
Torodur
 
(76)
 
 -
 
Financial operations
Inversora Bolívar S.A
 
1
 
 -
 
Financial operations
Palermo Invest
 
(2)
 
 -
 
Financial operations
Manibil S.A.
 
 -
 
29
 
Financial operations
Austral Gold S.A
 
3
 
 -
 
Leases and rights of use
Nuevas Fronteras S.A
 
7
 
3
 
Fees
 
 
 -
 
7
 
Financial operations
Others subsidiaries, associates and joint ventures (1)
 
(1)
 
1
 
Financial operations
Total subsidiaries, associates and joint ventures
 
(741)
 
(430)
 
 
Directors
 
(50)
 
(225)
 
Fees
Senior Managment
 
(5)
 
(12)
 
Fees
Total Directors and Senior Managment
 
(55)
 
(237)
 
 
Fundación Puerta 18
 
(7)
 
(6)
 
Donations
Consultores Assets Management
 
1
 
 -
 
Fees
 
 
5
 
4
 
Leases and rights of use
Fundación IRSA
 
(18)
 
(14)
 
Donations
 
 
1
 
1
 
Leases and rights of use
Estudio Zang, Bergel & Viñes
 
(4)
 
(3)
 
Fees
Otras subsidiarias, asociadas y negocios conjuntos (2)
 
(3)
 
 -
 
Leases and rights of use
Total others
 
(25)
 
(18)
 
 
Total at the end of the period
 
(906)
 
(753)
 
 
 
(1)
It includes Inversora Bolívar S.A., Cyrsa S.A., BACS, Palermo Invest S.A., y Liveck S.A
(2)
Austral Gold Argentina S.A., Hamonet S.A., e Isaac Elsztain e Hijos S.C.A.
 
 
The following is a summary of the transactions with related parties without impact in results for the nine-month period ended March 31, 2020 and 2019:
 
Related parties
 
03.31.20
 
03.31.19
 
Operation description
IRSA CP
 
563
 
820
 
Dividends received
ECLSA
 
-
 
171
 
Dividends received
Palermo Invest S.A.
 
-
 
16
 
Dividends received
Inversora Bolivar S.A.
 
-
 
15
 
Dividends received
Cresud
 
(347)
 
(1,561)
 
Dividends distribution
Helmir S.A.
 
(22)
 
(9)
 
Dividends distribution
Total distribution
 
194
 
(548)
 
 
Tyrus
 
(1,678)
 
(304)
 
Contributions granted
Inversora Bolivar S.A.
 
-
 
(9)
 
Contributions granted
Efanur
 
-
 
(3)
 
Contributions granted
Manibil S.A.
 
(83)
 
-
 
Contributions granted
Liveck
 
(17)
 
-
 
Contributions granted
Total contributions to subsidiaries
 
(1,778)
 
(316)
 
 
 
 
17
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
22.
        Foreign currency assets and liabilities
 
               Book amounts of foreign currency assets and liabilities are as follows:
 
Item (1)
 
 Amount (2)
 Foreign exchange rate (3)
Total as of 03.31.20
 Amount (2)
Total as of 06.30.19
 
 
Assets
 
 
 
 
 
 
Trade and other receivables
 
 
 
 
 
 
US Dollar
2.58
64.27
166
6.28
360
 
Euros
0.18
70.77
13
0.29
19
 
Receivables with related parties
 
 
 
 
 
 
US Dollar
10.55
64.47
680
8.32
479
 
Total Trade and other receivables
 
 
                 859
 
                 858
 
Investments in financial assets
 
 
 
 
 
 
US Dollar
0.11
64.27
7
8.39
481
 
Total Investments in financial assets
 
 
                     7
 
                  481
 
Derivative financial instruments
 
 
 
 
 
 
US Dollar
0.05
64.27
3
 -
 -
 
Total Derivative financial instruments
 
 
                     3
 
                    -
 
Cash and cash equivalents
 
 
 
 
 
 
US Dollar
0.13
64.27
8
0.84
48
 
Total Cash and cash equivalents
 
 
                     8
 
                   48
 
Total Assets
 
 
                 877
 
               1,387
 
 
 
 
 
 
 
 
Liabilities
 
 
 
 
 
 
Trade and other payables
 
 
 
 
 
 
US Dollar
1.07
64.47
69
1.01
58
 
Euros
0.05
71.15
4
 -
 -
 
Payables with related parties
 
 
 
 
 
 
US Dollar
2.30
64.47
148
1.96
113
 
Euros
 -
 -
 -
 -
18
 
Total Trade and other payables
 
 
                  221
 
                  189
 
Lease liabilities
 
 
 
 
 
 
US Dollar
0.02
64.47
1
 -
 -
 
Total Lease liabilities
 
 
                      1
 
                    -
 
Borrowings
 
 
 
 
 
 
US Dollar
269.21
64.47
17,356
299.58
17,254
 
Borrowings with related parties
 
 
 
 
 
 
US Dollar
94.18
64.47
6,072
41.79
2,407
 
Total Borrowings
 
 
            23,428
 
              19,661
 
Total Liabilities
 
 
            23,650
 
             19,850
 
 
(1)
Considering foreign currencies those that differ from Group’s functional currency at each period / year.
(2)
Expressed in millions of foreign currency.
(3)   Exchange rate as of March 31, 2020 according to Banco de la Nación Argentina records.
 
 
23.
CNV General Resolution N° 622/13
 
As required by Section 1°, Chapter III, Title IV of CNV General Resolution N° 622/13, below is a detail of the notes to the Unaudited Condensed Interim Separate Financial Statements that disclose the information required by the Resolution in Exhibits.
 
Exhibit A - Property, plant and equipment
Note 7 Investment properties and Note 8 Property, plant and equipment
Exhibit B - Intangible assets
Note 10 Intangible assets
Exhibit C - Equity investments
Note 6 Information about the main subsidiaries, associates and joint ventures
Exhibit D - Other investments
Note 11 Financial instruments by category
Exhibit E - Provisions
Note 12 Trade and other receivables and Note 16 Provisions
Exhibit F - Cost of sales and services provided
Note 9 Trading properties and Note 18 Expenses by nature
Exhibit G - Foreign currency assets and liabilities
Note 22 Foreign currency assets and liabilities
 
 
 
18
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
24.
          CNV General Resolution N° 629/14 – Storage of documentation
 
               On August 14, 2014, the CNV issued General Resolution N° 629 whereby it introduced amendments to rules related to storage and conservation of corporate books, accounting books and commercial documentation. In this sense, it should be noted that the Company has entrusted the storage of certain non-sensitive and old information to the following providers:
 
Storage of documentation responsible
 
Location
Iron Mountain Argentina S.A.
 
Av. Amancio Alcorta 2482, Autonomous City of Buenos Aires
 
Pedro de Mendoza 2143, Autonomous City of Buenos Aires
 
Saraza 6135, Autonomous City of Buenos Aires
 
Azara 1245, Autonomous City of Buenos Aires
 
Polígono industrial Spegazzini, Autopista Ezeiza Km 45, Cañuelas, Province of Buenos Aires
 
 
Cañada de Gómez 3825, Autonomous City of Buenos Aires
 
It is further noted that a detailed list of all documentation held in custody by providers, as well as documentation required in section 5 a.3) of Section I, Chapter V, Title II of the CNV RULES (2013 as amended) are available at the registered office.
 
On February 5, 2014 there was a widely known accident in Iron Mountain’s warehouse. Such company is a supplier of the Company and Company’s documentation was being kept in the mentioned warehouse. Based on the internal review carried out by the Company, duly reported to the CNV on February 12, 2014, the information kept at the Iron Mountain premises that were on fire do not appear to be sensitive or capable of affecting normal operations.
 
 
25.
        Economic context in which the company operates
 
The Company operates within a complex economic context, whose main economic variables have recently had strong volatility, both nationally and internationally.
 
The results of our operations may be affected by fluctuations in the inflation index and in the exchange rate of the Argentine peso against other currencies, specifically the dollar, changes in interest rates that have an impact on the cost of capital, changes in government policies, capital controls and other political or economic events both internationally and locally that affect the country.
 
On December 2019, a new strain of coronavirus (COVID-19) appeared in Wuhan, China. On March 11, 2020, the World Health Organization declared COVID-19 a pandemic. On March 3, 2020, the first case of COVID-19 was registered in the country, which is why the National Executive Power (NEP) implemented a series of sanitary isolation measures, which affected the local economy. These include: the expansion of the public emergency in health matters, the total closure of international borders, the suspension of international and domestic flights, the suspension of medium and long-distance land transportation, the suspension of artistic and sports shows, closure of shopping malls and hotels and the social, preventive and mandatory isolation until June 7, 2020, inclusive (which could be extended for the duration of the epidemiological situation), by virtue of which all residents (with exceptions) must remain in their habitual residences and refrain from attending their work place. This series of measures forced most of the Argentine companies to suspend their commercial operations during these times, stressing their financial situation in the short and medium term, not only due to the fall in their income, but due to the increased risk that their debtors may not comply with the payments. In this context, the Argentine government announced different measures aimed to relieved the financial crisis of the companies affected by the COVID-19 pandemic. In addition, it is worth mentioning that to the slowness of the Argentine economy adds to a context of international crisis as a consequence of the COVID-19 pandemic. In this scenario, a sharp drop in exports and less foreign exchange earnings are expected, which further complicates the possibility that the Argentine government will reactivate the economy during the current year.
 
Additionally, the government faces the challenge of successfully renegotiating the external debt with both the IMF and private holders of debentures and avoiding default. As a result, for all the aforementioned, Argentina could find its access to the international capital market complicated in the coming years. For this reason, the renegotiation of the external debt and its result will directly impact the Argentine economy. If renegotiation times are extended too long, the uncertainty in the financial markets will increase and the country-risk indicators will continue to rise. If Argentina achieves a favorable result from the ongoing renegotiation with public holders of debentures and agrees to restructure its debt with the IMF, this could favorably impact the Argentine economy in the medium and long term. On the contrary, the lack of an agreement with external debt holders could lead to a default on the Argentine sovereign debt and, consequently, this situation could lead to limitations on the capacity of companies to access new financing.
 
 

 
 
 
 
 19
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
At a local level, the following was observed:
 
In January 2020, an indicador called “Monthly Estimator of Economic Activity” (“EMAE”) reported by the National Institute of Statistics and Censuses (“INDEC”), registered a variation of 1.8% compared to the same month of 2019, and from -0,1% compared to the previous month.
 
The study on market expectations prepared by the Argentine Central Bank in March 2020, called the Market Expectations Survey (“REM”), estimates an inflation of 40.0% for 2020. REM analysts forecast a change in real GDP for 2020 of (4.3%), that is, a drop of 3.1 percentage points compared to the forecast of the previous month. In turn, they foresee that in 2021 the economic activity will vary 3.0%, that is to say, 1.3 percentage points higher than the one predicted a month ago. Although a further contraction of GDP is expected in the first quarters of 2020, there is an expectation of growth for the third quarter of 2020, motivated by the fact that the effect of the pandemic is perceived as transitory and that a recovery in economic activity will begin soon.
 
Year-to-year inflation as of December 31, 2019 reached 53.8%. According to the first four months of the year 2020, rates of 2.3%, 2.0%, 3.3% and 1.5% were registered in January, February, March and April, respectively.
 
Throughout the period from July 2019 to March 2020, the Argentinian peso depreciated 51.8% against the US dollar according to the average wholesale exchange rate quoted by Banco de la Nación Argentina. Given the exchange restrictions since August 2019, there is an exchange gap of approximately 70% between the official price of the dollar and its price in parallel markets, which impacts the level of activity of the economy and affects the level of reserves of the Argentine Central Bank. Additionally, these exchange restrictions, or those that may be issued in the future, could affect the Company's ability to access the Single Exchange Free Market (MULC) to acquire the necessary currencies to meet its financial obligations.
 
The outflow of flows to emerging markets and the worldwide impact of the Coronavirus, also affected Argentina, causing a deterioration in its country-risk indicator that reached 3,020 basis points as of May 12, 2020, according to J.P. Morgan EMBI + Index, deteriorating the ability to obtain new external financing.
 
 
 
COVID-19 Pandemic
 
The COVID-19 pandemic, originated in China and subsequently spread to numerous countries, including Argentina, is adversely impacting the global economy, the Argentine economy and the Company's business. Although the COVID-19 pandemic has had a national impact on the activities carried out by the Company, it is still too early to assess its full extent.
 
On March 12, 2020, the Argentine National Executive Power (NEP) ordered a health emergency to handle the crisis caused by COVID-19, and later, on March 19, issued a decree ordering social, preventive and mandatory isolation, which originally applied from March 20 to March 31, 2020 inclusive, and has been extended since then until June 28, 2020. The measures adopted in Argentina include the deceleration or suspension of most of the non-essential activities carried out by individuals and, consequently, are significantly affecting the national and regional economy and economic uncertainty is increasing, evidenced by an increase in asset price volatility.
 
The current estimated impacts of the COVID-19 pandemic on the Company as of the date of these financial statements are established below:
 
 
 
-
Regarding the offices, although most tenants are working in home office mode, they are operating with strict safety and hygiene protocols. To date, we have not seen any deterioration in collection.
 
 
 
 
 
 
 
 
20
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
-
Regarding the Company financial debt maturities for the next twelve months: IRSA has the maturity of Class II Notes with a face value of USD 71.4, maturing on July 20, 2020; Class II Notes with a face value of CLP 31,502.6 million (equivalent to approximately USD 37.2) maturing on August 6, 2020; Class II Notes with a nominal value of USD 181.5, maturing on November 15, 2020 and bank debt for an amount equivalent to USD 55.2.
 
As a subsequent event, in May 2020, the company has issued NCN in the local market for an approximate amount of USD 67 to refinance short-term debt. With the proceeds from this issuance, it could cover the maturity of the Class II Notes for a nominal value of USD 71.4, maturing on July 20, 2020.
 
 
Among the alternatives that are being considered to refinance August 2020 and November 2020 Notes maturities, are the capital increase approved by the Annual Shareholders’ Meeting on October 30, 2019 for an approximate amount of between USD 70 and USD 100, and the access to the local and international capital market, either through new debt issuance or liability management operations, for amounts that would be between USD 40 and USD 100, in addition to the operation already carried out in May. Likewise, IRSA has a broad and extensive relationship with banks in the local financial system that could complement and diversify the Company’s sources of financing in addition to the capital market. In this regard, it should be noted that IRSA’s bank debt maturing in April and May 2020 for a total amount of USD 29.4 has been renewed under normal market conditions. Additionally, as part of our strategy, the company could sell part of its assets portfolio (offices and / or land reserves) that would generate additional funds.
 
 
Finally, IRSA has an approved credit line with the subsidiary IRSA CP for up to USD 180 for 3 years, of which as of March 31, 2020, IRSA, along with Tyrus and IRSA International, have used approximately USD 54.7, leaving the remaining balance available.
 
 
It is worth mentioning that IRSA CP is currently working on different financing alternatives with local banks (Syndicated Loans and / or Bilateral Loans) for amounts estimated in pesos for the equivalent of between USD 50 and USD 100 in order to meet its obligations in the short term, and could eventually have access to debt transactions in the local capital market, either through the issuance of new debt or through liability management operations, for estimated amounts of between USD 40 and USD 100.
 
 
The final extent of the Coronavirus outbreak and its impact on the country's economy is unknown and cannot be reasonably predicted. However, although it has produced significant short-term effects, they are not expected to affect business continuity. Although there are economic impacts in the short term, the Company estimates that it will be able to continue meeting its financial commitments for the next twelve months.
 
 
The Company is closely monitoring the situation and taking all necessary measures to preserve the human life and the its business.
 
 
26.
       Subsequents events
 
See subsequent events in Note 31 to Unaudited Condensed Interim Consolidated Financial Statements, in addition are as follows:
 
Issuance of NCN IRSA Class III, IV y V
 
On May 19, 2020 a public tender of Class III, IV and V NCN was made under the Program of up to US$500 approved by the Shareholders Meeting, which was issued and settled on May 21, 2020.Below is the description of the main characteristics of such notes:
 
 -   Class III NCN: nominated and payable in ARS for Ps. 354 at a variable rate (private BADLAR + 6.0%) with quarterly payments. The principal will be paid in two instalments (30% pabyable 6 months from the Issue and Settlement Date, and  70% on maturitydate). Price of issuance was 100.0% of the nominal value.
 
                -   Class IV NCN: for a face value of US$ 51.3 (equivalent to 3,547) payable in argentine pesos at the applicable exchange rate at a fixed rate of 7.0%, with quarterly payments and principal expiring on May 21, 2021.
 
 
 
 
 
 
 
 
 
 21
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
 -   Class V NCN: for a face value of US$ 9.2, equivalent to Ps. 640 which matures 24 months after the issuance date, with a fixed annual rate of interest 9.0%. Interest payments will be made on a quarterly basis and capital repayment will be made in one instalment at maturity.

 
 
 
 
 
 
 
 
 
 
 
 
 
22
IRSA Inversiones y Representaciones Sociedad Anónima
 
  Information required by Section 68 of the Buenos Aires Stock Exchange Regulations and Section 12,
Chapter III, Title IV of the National Securities Commission Regulations
Statement of Financial Position as of March 31, 2020
(Stated in millions)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
1.
Specific and significant systems that imply contingent lapsing or rebirth of benefits envisaged by such provisions.
 
None.
 
2.
Significant changes in the Company´s activities or other similar circumstances that occurred during the fiscal years included in the financial statements, which affect their comparison with financial statements filed in previous fiscal years, or that could affect those to be filed in future fiscal years.
 
See Note 2.3.
 
3.
Receivables and liabilities by maturity date.
 
 
Items
 
Past due
Without term
Without term
To be due

03.31.20
Current
Non-current
Up to 3 months
From 3 to 6 months
From 6 to 9 months
From 9 to 12 months
From 1 to 2 years
From 2 to 3 years
Total

 
Accounts receivables
Trade and other receivables
378
366
7
393
15
50
251
204
-
1,664
 
 
Total
378
366
7
393
15
50
251
204
-
1,664
 
Liabilities
Trade and other payables
457
-
-
50
2
55
-
70
-
634
 
 
Borrowings
105
-
-
2,404
7,818
11,972
199
769
2,198
25,465
 
 
Salaries and social security liabilities
-
1
-
1
5
-
-
-
-
7
 
 
Provisions
-
34
35
-
-
-
-
-
-
69
 
 
Financial instruments
-
-
-
-
-
-
-
-
-
-
 
 
Lease liabilities
-
-
-
-
-
-
1
-
-
1
 
 
Total
562
35
35
2,455
7,825
12,027
200
839
2,198
26,176
 
 
 
 
 
 
 
 
23
IRSA Inversiones y Representaciones Sociedad Anónima
 
 
4.a. 
Breakdown of accounts receivable and liabilities by maturity and currency.
 
 
Items
 
Current
Non-current
Totals
 
Local currency
Foreign currency
Total
Local currency
Foreign currency
Total
Local currency
Foreign currency
Total
 
 
Accounts receivables
Trade and other receivables
602
851
1,453
203
8
211
805
859
1,664
 
 
Total
602
851
1,453
203
8
211
805
859
1,664
 
Liabilities
Trade and other payables
407
157
564
6
64
70
413
221
634
 
 
Borrowings
2,027
20,471
22,498
10
2,957
2,967
2,037
23,428
25,465
 
 
Salaries and social security liabilities
7
-
7
-
-
-
7
-
7
 
 
Provisions
34
-
34
35
-
35
69
-
69
 
 
Financial instruments
-
-
-
-
-
-
-
-
-
 
 
Lease liabilities
-
1
1
-
-
-
-
1
1
 
 
Total
2,475
20,629
23,104
51
3,021
3,072
2,526
23,650
26,176
 
 
 
4.b. 
Breakdown of accounts receivable and liabilities by adjustment clause.
 
    On March 31, 2020 there are no receivables and liabilities subject to adjustment clause.
 
4.c. 
Breakdown of accounts receivable and liabilities by interest clause
 
 
Items
Current
Non-current
Accruing interest
Non-accuinginterest
Total
Accruing interest
Non-accruing interest (*)
Total
Accruing interest
Non-accruing interest (*)
Total
Fixed rate
Floating rate
Fixed rate
Floating rate
Fixed rate
Floating rate
Accounts receivables
Trade and other receivables
106
642
705
1,453
-
-
211
211
106
642
916
1,664
 
Total
106
642
705
1,453
-
-
211
211
106
642
916
1,664
Liabilities
Trade and other payables
-
-
564
564
1
-
69
70
1
-
633
634
 
Borrowings
19,960
1,932
606
22,498
2,685
272
10
2,967
22,645
2,204
616
25,465
 
Salaries and social security liabilities
-
-
7
7
-
-
-
-
-
-
7
7
 
Provisions
-
-
34
34
-
-
35
35
-
-
69
69
 
Financial instruments
-
-
-
-
-
-
-
-
-
-
-
-
 
Lease liabilities
1
-
-
1
-
-
-
-
1
-
-
1
 
Total
19,961
1,932
1,211
23,104
2,686
272
114
3,072
22,647
2,204
1,325
26,176
 
 
(*) Includes the balance as of 03.31.2020 of the interest payable corresponding to the loans.
 
 
 
 
 
 
24
IRSA Inversiones y Representaciones Sociedad Anónima
 
Information required by Section 68 of the Buenos Aires Stock Exchange Regulations and Section 12,
Chapter III, Title IV of the National Securities Commission Regulations
Statement of Financial Position as of March 31, 2020
(Stated in millions)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
5.            
Related parties.
 
a.   
Interest in related parties:
 
Name of the entity
% ownership interest of the Group
Entity's with direct ownership interest of IRSA:
 
IRSA CP
79.27%
E-commerce Latina S.A.
95.13%
Efanur S.A.
100.00%
Hoteles Argentinos S.A.
100.00%
Inversora Bolívar S.A.
95.13%
Llao Llao Resort S.A.
50.00%
Nuevas Fronteras S.A.
76.34%
Palermo Invest S.A.
97.00%
Ritelco S.A.
100.00%
Tyrus S.A.
100.00%
Liveck S.A.
9.41%
 
 
b.
Related parties debit/credit balances. See Note 21 to the Unaudited Condensed Interim Separate Financial Statements.
 
 
6.
Loans to Directors.
 
Refer to Note 21 to the Unaudited Condensed Interim Separate Financial Statements.
 
7.
Physical inventory.
 
In view of the nature of the inventories, no physical inventories are performed and there are no slow turnover assets.
 
8.
Current values.
 
Refer to Notes 7, 8 and 10 to the Unaudited Condensed Interim Separate Financial Statements.
 
9.           
Appraisal revaluation of property, plant and equipment.
 
None.
 
10.         
Obsolete unused property, plant and equipment.
 
None.
 
11.
Equity interest in other companies in excess of that permitted by section 31 of law N° 19,550.
 
None.
 
12.         
Recovery values.
 
Refer to Notes 6, 7, 8 and 10 to the Unaudited Condensed Interim Separate Financial Statements.
 
 
 
 
 
 
 
 
25
IRSA Inversiones y Representaciones Sociedad Anónima
 
Information required by Section 68 of the Buenos Aires Stock Exchange Regulations and Section 12,
Chapter III, Title IV of the National Securities Commission Regulations
Statement of Financial Position as of March 31, 2020
(Stated in millions)
Free translation from the original prepared in Spanish for publication in Argentina
 
 
13.
Insurances.
 
Insured Assets.
 
Real Estate
Insured amounts (1)
Accounting values
Risk covered
Bouchard 551
2
146
All operational risk with additional coverage and minor risks
Libertador 498
4
1,651
All operational risk with additional coverage and minor risks
Santa María del Plata
0.053
9,764
All operational risk with additional coverage and minor risks
Abril Manor House
4
5
All operational risk with additional coverage and minor risks
Catalinas Norte Plot
2
958
All operational risk with additional coverage and minor risks
Subtotal
12
12,524
 
Single policy
15,000
 
Third party liability
 
(1)
The insured amounts are in US Dollars.
 
                 In our opinion, the above-described insurance policies cover current risks adequately.
 
 
14.
Allowances and provisions that, taken individually or as a whole, exceed 2% of the shareholder´s equity.
 
None.
 
15.
Contingent situations at the date of the financial statements which probabilities are not remote and the effects on the Company´s financial position have not been recognized.
 
Not applicable.
 
16.
Status of the proceedings leading to the capitalization of irrevocable contributions towards future subscriptions.
 
Not applicable.
 
17.
Unpaid accumulated dividends on preferred shares.
 
None.
 
18.
Restrictions on distributions of profits.
 
According to Argentine law, 5% of the profit of the year is separated to constitute legal reserves until they reach legal capped amounts (20% of total capital). These legal reserves are not available for dividend distribution.
 
In addition, according to CNV General Resolution N° 609/12, a special reserve was constituted which cannot be released to make distributions in cash or in kind. See Note 16 to the Consolidated Financial Statements at June 30, 2019.
 
 
 
 
Autonomous City of Buenos Aires, June 8, 2020.
 
 


 
 
 
26 
  
Free translation from the original prepared in Spanish for publication in Argentina
 
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM SEPARATE FINANCIAL STATEMENTS
 
 
To the Shareholders, President and Directors of
IRSA Inversiones y Representaciones Sociedad Anónima
Legal address: Bolivar 108 – 1° floor
Autonomous City Buenos Aires
Tax Code No. 30-52532274-9
 
 
 
 
Introduction
 
We have reviewed the unaudited condensed interim separate financial statements of IRSA Inversiones y Representaciones Sociedad Anónima (hereinafter “the Company”) which included the unaudited condensed interim separate statements of financial position as of March 31, 2020, and the unaudited condensed interim separate statements of income and other comprehensive income for the nine-month period and three-month period ended March 31, 2020, the unaudited condensed interim separate statements of changes in shareholders’ equity and the unaudited condensed interim separate statements of cash flows for the nine-month period then ended and selected explanatory notes.
 
The balances and other information corresponding to the fiscal year ended June 30, 2019 and the interim periods within that fiscal year are an integral part of these financial statements and, therefore, they should be considered in relation to those financial statements.
 
 
Management responsibility
 
The Board of Directors of the Company is responsible for the preparation and presentation of these unaudited condensed interim separate financial statements in accordance with the International Financial Reporting Standards (IFRS), adopted by the Argentine Federation of Professional Councils in Economic Sciences (FACPCE) as professional accounting standards and added by the National Securities Commission (CNV) to its regulations, as approved by the International Accounting Standard Board (IASB) and , for this reason, is responsible for the preparation and presentation of the unaudited condensed interim separate financial statements above mentioned in the first paragraph according to the International Accounting Standard No 34 "Interim Financial Reporting" (IAS 34).
 
 
 
 
 
 
 
 
 
 
 
Free translation from the original prepared in Spanish for publication in Argentina
 
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM SEPARATE FINANCIAL STATEMENTS (Continued)
 
 
Scope of our review
 
Our review was limited to the application of the procedures established in the International Standard on Review Engagements ISRE 2410 "Review of interim financial information performed by the independent auditor of the entity", which was adopted as a review standard in Argentina in Technical Resolution No. 33 of the FACPCE, without modification as approved by the International Auditing and Assurance Standards Board (IAASB). A review of interim financial information consists of making inquiries of persons responsible for the preparation of the information included in the unaudited condensed interim separate financial statements, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion on the separate statements of financial position, the separate statements of income and other comprehensive income and the separate statements of cash flows of the Company.
 
 
Conclusion
 
Based on our review, nothing has come to our attention that causes us to believe that the accompanying unaudited condensed interim separate financial information is not prepared, in all material respects, in accordance with International Accounting Standard 34, 'Interim financial reporting'.
 
 
Emphasis paragraph
 
Without qualifying our conclusion, we draw attention to the information in Note 25 to the accompanying unaudited condensed interim separate financial statements, in which Management has described the impact of the current economic context and of COVID-19 (Coronavirus) on the financial situation of the Group, as well as the possible alternatives that it is evaluating to face the maturities of its financial liabilities at the maturity date; and the information included in Note 6 to the accompanying unaudited condensed interim separate financial statements regarding the financial situation of the subsidiary IDBD from the Operations Center in Israel.
 
 
Report on compliance with current regulations
 
In accordance with current regulations, we report about IRSA Inversiones y Representaciones Sociedad Anónima that:
 
 
a)
the unaudited condensed interim separate financial statements of IRSA Inversiones y Representaciones Sociedad Anónima are being processed for recording in the "Inventory and Balance Sheet Book", and comply, as regards those matters that are within our competence, with the provisions set forth in the Commercial Companies Law and in the corresponding resolutions of the National Securities Commission;
 
b)
the unaudited condensed interim separate financial statements of IRSA Inversiones y Representaciones Sociedad Anónima arise from accounting records carried in all formal respects in accordance with applicable legal provisions;
 
 
 
 
 
 
 
 
 
Free translation from the original prepared in Spanish for publication in Argentina
 
REVIEW REPORT ON THE UNAUDITED CONDENSED
INTERIM SEPARATE FINANCIAL STATEMENTS (Continued)
 
c)
we have read the additional information to the notes to the unaudited condensed interim separate statements required by section 12 of Chapter III Title IV of the text of the National Securities Commission, on which, as regards those matters that are within our competence, we have no observations to make;
 
d)
at March 31, 2020, the debt of IRSA Inversiones y Representaciones Sociedad Anónima owed in favor of the Argentina Integrated Pension System which arises from accounting records amounted to Ps. 234,549.47, which was not claimable at that date.
 
 
 
 
Autonomous City of Buenos Aires, June 8, 2020.
 
 
 
 
 
PRICE WATERHOUSE & CO. S.R.L.
 
 
                                                (Partner)
C.P.C.E.C.A.B.A. Tº 1 Fº 17
Dr. Mariano C. Tomatis
Public Accountant (UBA)
C.P.C.E.C.A.B.A. Tº 241 Fº 118
 
 
ABELOVICH, POLANO & ASOCIADOS S.R.L.
 
 
                                                (Partner)
C.P.C.E. C.A.B.A. T° 1 F° 30
José Daniel Abelovich 
Public Accountant (UBA)
C.P.C.E.C.A.B.A. T° 102 F° 191
 
 
 
 
 
 
 

 
 
 
 
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
I. Brief comment on the Company’s activities during the period, including references to significant events occurred after the end of the period.
 
 
COVID-19 PANDEMIC
 
 
The COVID-19 pandemic, originated in China and subsequently spread to numerous countries, including Argentina, is adversely impacting the global economy, the Argentine economy and the Company's business. Although the COVID-19 pandemic has had a national impact on the activity carried out by the Company, it is still too early to assess its full extent.
 
 
On March 12, 2020, the National Executive Power (NEP) decreed a health emergency to handle the crisis caused by COVID-19, and later, on March 19, issued a decree ordering social, preventive and mandatory isolation, which originally applied from March 20 to March 31, 2020 inclusive, and has been extended since then until June 28, 2020. The measures adopted in Argentina include the deceleration or suspension of most of the non-essential activities carried out by individuals and, consequently, are significantly affecting the national and regional economy and economic uncertainty is increasing, evidenced by an increase in asset price volatility.
 
 
The current estimated impacts of the COVID-19 pandemic on the Company as of the date of these financial statements are established below:
 
 
Argentina Business Center
 
 
As a consequence of the social, preventive and compulsory isolation, the shopping centers across the country were closed, exclusively remaining operational those stores dedicated to activities considered essential such as pharmacies, supermarkets and banks, while some gastronomic and clothing stores are working by delivery and sale system by WhatsApp. In the interior of the country, In May, some provinces proceeded to relax isolation and open their commercial and recreational activities, such as Salta, where the Alto Noa shopping center is operating with a strict protocol that It includes reduced hours, social distancing and a rigorous control of security and hygiene.
 
Given the closure of the shopping centers, our subsidiary IRSA Propiedades Comerciales S.A. (hereinafter IRSA CP) has decided to postpone the maturities of the base rent and the collective promotion fund for the months of April and May 2020, prioritizing the long-term relationship with its tenants. Additionally, an increase in the delinquency rates of some tenants has been detected.
 
 
Regarding the offices, although most tenants are working in home office mode, they are operating with strict safety and hygiene protocols. To date, we have not seen any deterioration in collection.
 
 
La Rural, the Convention Centers of Buenos Aires and Punta del Este and the DirecTV Arena stadium, establishments that the Company owns directly or indirectly, have also been closed since March 20. All scheduled conferences are suspended, much of the fairs and conventions have been postponed, while the shows scheduled at the DIRECTV Arena have been mostly canceled. The reopening date of these establishments is uncertain, as well as the future agenda of fairs, conventions and shows.
 
 
In order to minimize the risk of spreading the virus and protect public health, Libertador hotel in the City of Buenos Aires and Llao Llao hotel in Río Negro province are temporarily closed, and we do not know with certainty when they may be reopened and when they will be able to operate normally again;meanwhile, Intercontinental hotel in the City of Buenos Aires is working only under a contingency and emergency plan.
 
 
 
 
 
 
 
1
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
Israel Business Center
 
 
Although COVID-19 has had a negative impact on the market valuations of IDB, DIC and operating subsidiaries given the sharp drop in prices, the mandatory isolation lasted approximately 10 days with subsequent relaxation of activities under strict safety and hygiene protocols. Regarding operating businesses, there have been mixed impacts:
 
 
o
in the case of supermarkets (Shufersal) and agriculture (Mehadrin) they have had a short-term positive impact as they are essential activities.
 
 
o
in telecommunications (Cellcom), especially regarding international roaming service, a decrease in consumption has been experienced due to the significant reduction in international tourism. Cellcom has taken measures to reduce these negative effects, cutting costs and investments during the coronavirus crisis period, including downsizing.
 
 
o
at PBC, real estate activities and income are affected by the economy and restrictions in circulation, and therefore PBC’s cash flow is expected to be somewhat vulnerable, although it cannot be estimated to what extent at this time. PBC has carried out a valuation of its investment properties on those in which there were signs of impairment and as a consequence of this it has registered a decrease of ARS 2,861 million in the value of its properties.
 
 
Financial instruments measured at fair value with a counterpart in results: The current situation generated a great volatility in the markets, which generated a decrease of ARS 9,778 million in the valuation of financial instruments measured at fair value.
 
 
Regarding the Group financial debt maturities for the next twelve months:
 
 
IRSA has the maturity of Class II Notes with a nominal value of USD 71.4 million, maturing on July 20, 2020; Class II Notes with a nominal value of CLP 31,502.6 million (equivalent to approximately USD 37.2 million) maturing on August 6, 2020; Class II Notes with a nominal value of USD 181.5 million, maturing on November 15, 2020 and bank debt for an amount equivalent to USD 55.2 million.
 
 
Our subsidiary IRSA CP has the maturity of Class IV Notes with a nominal value of USD 140 million in September 2020 and USD 27.3 million with banks.
 
 
Our subsidiaries IDB-DIC have short-term financial debt with a nominal value of USD 223 million (which include notes and loans with banks and financial institutions), it should be mentioned that these commitments have no effect on IRSA, given that said indebtedness does not have recourse against IRSA, nor has IRSA guaranteed it with its assets.
 
 
As a subsequent event, in May 2020, IRSA has issued Notes in the local market for an approximate amount of USD 67 million in order to refinance short-term debt. With the proceeds from this issuance, it could cover the maturity of the Class II Notes for a nominal value of USD 71.4 million, maturing on July 20, 2020.
 
 
Among the alternatives that are being considered to refinance August 2020 and November 2020 Notes maturities, are the capital increase approved by the Annual Shareholders’ Meeting on October 30, 2019 for an approximate amount of between USD 70 and USD 100 million, and the access to the local and international capital market, either through new debt issuance or liability management operations, for amounts that would be between USD 40 and USD 100 million, in addition to the operation already carried out in May. Likewise, IRSA has a broad and extensive relationship with banks in the local financial system that could complement and diversify the Company’s sources of financing in addition to the capital market. In this regard, it should be noted that IRSA’s bank debt maturing in April and May 2020 for a total amount of USD 29.4 million has been renewed under normal market conditions. Additionally, as part of our strategy, the company could sell part of its assets portfolio (offices and / or land reserves) that would generate additional funds.
 
 
 
 
 
 
 
 
2
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
 
Finally, IRSA has and approved credit line with IRSA CP for up to USD 180 million for 3 years, of which as of March 31, 2020, IRSA used approximately USD 54.7 million, leaving the balance available. It is worth mentioning that IRSA CP is currently working on different financing alternatives with local banks (Syndicated Loans and / or Bilateral Loans) for amounts estimated in pesos for the equivalent of between 50 and 100 million dollars in order to meet its obligations in the short term, and could eventually have access to debt transactions in the local capital market, either through the issuance of new debt or through liability management operations, for estimated amounts of between 40 and 100 million dollars.
 
 
The final extent of the Coronavirus outbreak and its impact on the country's economy is unknown and cannot be reasonably predicted. However, although it has produced significant short-term effects, they are not expected to affect business continuity. Although there are economic impacts in the short term, it is estimated that the company will be able to continue meeting its financial commitments for the next twelve months.
 
 
The Company is closely monitoring the situation and taking all necessary measures to preserve the human life and the Company's business.
 
 
 
 
 
 
 
 
 
 
3
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
  
 
Consolidated Results
 
(in millions of ARS)
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues
23,441
23,367
0.3%
69,564
66,184
5.1%
Net gain / (loss) from fair value adjustment of investment properties
-4,289
1,393
-407.9%
-275
-8,396
-96.7%
Profit / (Loss) from operations
-630
2,905
-121.7%
7,005
-614
-
Depreciation and amortization
4,153
2,871
44.6%
11,604
7,859
47.7%
EBITDA(1)
3,523
5,776
-39.0%
18,609
7,245
156.9%
Adjusted EBITDA(1)
7,812
4,383
78.2%
20,993
15,207
38.0%
(Loss) / Profit for the period
-9,423
-4,425
112.9%
-4,187
-13,442
-68.9%
Attributable to equity holders of the parent
-8,035
-4,325
85.8%
-9,567
-13,050
-26.7%
Attributable to non-controlling interest
-1,388
-100
1,288.0%
5,380
-392
-
(1)
See Point XIX: EBITDA Reconciliation
 
Company’s income increased by 5.1% during the nine-month period of fiscal year 2020 as compared to the same period of 2019, while Adjusted EBITDA increased 38.0% reaching ARS 20,993 million, ARS 5,168 million from Argentina Business Center, that decreased 6.3%, and ARS 15,825 million from Israel Business Center, that increased by 63.3% mainly due to an increase in the EBITDA of Telecommunications segment (Cellcom) as a consequence of the impact of IFRS 16 implementation: leases costs are now included in Amortizations.
 
 
Profit for the period under review reached a gain of ARS 4,187 million compared to an ARS 13,442 million loss registered in the same period of 2019. This lower loss is mainly explained by the result from the deconsolidation of Gav-Yam, as a result of the loss of control, offset by lower results of the market valuation of Clal in the Israel operations center and net financial losses in Argentina. Net income attributable to the controlling shareholder registered a loss of ARS 9,567 million compared to a loss of ARS 13,050 million in the first half of 2019.
 
 
Argentina Business Center
 
 
II. Shopping Malls (through our subsidiary IRSA Propiedades Comerciales S.A.)
 
 
During the nine-month period of fiscal year 2020, our tenants’ sales reached ARS 64,912 million, 3.7% lower, in real terms, than the same period of 2019. During the third quarter there was a decrease of 11.9% in sales affected by the second half of March without operations due to the isolation decreed as a consequence of COVID-19. Excluding that 15-day period of the quarter in which shopping centers were closed, tenant sales grew 5.8% compared to the same period in 2019, showing that consumption had been recovering and growing in real terms before the pandemic.
 
 
Our portfolio’s leasable area totaled 332,642 sqm during the quarter, in line with the same period of previous fiscal year. Portfolio’s occupancy remained stable at approximately 94.8%.
 
 
Shopping Malls’ Operating Indicators
 
(in ARS million, except indicated)
IIIQ 20
IIQ 20
IQ 20
IVQ 19
IIIQ 19
Gross leasable area (sqm)
332,642
332,812
332,277
332,150
332,774
Tenants’ sales (3 months cumulative)
16,204
26,571
22,137
22,193
18,396
Occupancy
94.8%
95.0%
94.3%
94.7%
94.5%
 
 
 
 
 
 
 
 
4
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
Shopping Malls’ Financial Indicators
 
(in millions of ARS)
 
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues from sales, leases and services
1,417
1,775
-20.2%
5,345
6,311
-15.3%
Net (loss) / gain from fair value adjustment on investment properties
-1,689
-401
321.2%
-3,711
-15,130
-75.5%
Profit / (Loss) from operations
-649
885
-173.3%
128
-10,510
-
Depreciation and amortization
14
27
-48.1%
92
94
-2.1%
EBITDA (1)
-635
912
-169.6%
220
-10,416
-102.1%
Adjusted EBITDA (1)
1,054
1,313
-19.7%
3,931
4,714
-16.6%
(1)
See Point XIX: EBITDA Reconciliation
 
 
Income from this segment decreased 15.3% during the nine-month period of fiscal year 2020, compared with same period of previous fiscal year, mainly due to the impact of fix components that did not accompany tenants sales recovery in the period, especially during first semester, such as base rents that decreased 23.4% in real terms and admission rights that decreased 9.1%, as well as the inclusion in the previous fiscal year of an extraordinary income of ARS 146 million as compensation for Walmart’s contract termination in Dot Baires Shopping. Costs, administrative and marketing expenses (SG&A) of the segment decrease by approximately 10.5%. Adjusted EBITDA reached ARS 3,931 million, 16.6% lower than the same period of fiscal year 2019, mainly due to higher commercial discounts granted during the nine-month period of fiscal year 2020. Adjusted EBITDA margin, excluding income from expenses and collective promotion fund, was 73.6%, 1.1 bps lower than in the same period of previous fiscal year.
 
 
Operating data of our Shopping Malls
 
 
Date of opening
Location
Gross Leasable Area sqm (1)
Stores
Occupancy Rate (2)
IRSA CP’s Interest (3)
Alto Palermo
Dec-97
City of Buenos Aires
18,655
136
98.1%
100%
Abasto Shopping(4)
Nov-99
City of Buenos Aires
36,760
164
97.9%
100%
Alto Avellaneda
Dec-97
Province of Buenos Aires
38,330
127
99.3%
100%
Alcorta Shopping
Jun-97
City of Buenos Aires
15,725
114
99.1%
100%
Patio Bullrich
Oct-98
City of Buenos Aires
11,396
89
92.5%
100%
Buenos Aires Design(5)
Nov-97
City of Buenos Aires
-
-
-
-
Dot Baires Shopping
May-09
City of Buenos Aires
48,805
167
75.7%
80%
Soleil
Jul-10
Province of Buenos Aires
15,156
79
98.3%
100%
Distrito Arcos
Dec-14
City of Buenos Aires
14,335
65
94.5%
90.0%
Alto Noa Shopping
Mar-95
Salta
19,313
85
99.8%
100%
Alto Rosario Shopping(4)
Nov-04
Santa Fe
33,681
141
98.7%
100%
Mendoza Plaza Shopping
Dec-94
Mendoza
42,893
128
98.0%
100%
Córdoba Shopping
Dec-06
Córdoba
15,361
104
98.8%
100%
La Ribera Shopping
Aug-11
Santa Fe
10,530
68
99.4%
50%
Alto Comahue
Mar-15
Neuquén
11,702
95
96.6%
99.95%
Patio Olmos(6)
Sep-07
Córdoba
 
 
 
 
Total
 
 
332,642
1,562
94.8%
 
(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 and 1,261 square meters in Alto Rosario).
(5) End of concession December 5, 2018
(6) IRSA CP owns the historic building of the Patio Olmos shopping mall in the Province of Córdoba, operated by a third party.
 
 
 
 
 
 
 
5
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
Cumulative tenants’ sales as of March 31
 
(per Shopping Mall, in ARS. million)
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Alto Palermo
1,898
2,257
-15.9%
8,084
8,248
-2.0%
Abasto Shopping
2,022
2,369
-14.6%
8,191
8,892
-7.9%
Alto Avellaneda
1,741
2,100
-17.1%
7,254
7,948
-8.7%
Alcorta Shopping
1,165
1,231
-5.4%
4,820
4,663
3.4%
Patio Bullrich
802
852
-5.9%
3,211
3,053
5.2%
Buenos Aires Design(1)
-
-
-
-
534
-100.0%
Dot Baires Shopping
1,633
1,772
-7.8%
6,445
6,782
-5.0%
Soleil
777
1,003
-22.5%
3,348
3,530
-5.2%
Distrito Arcos
878
864
1.6%
3,768
3,238
16.4%
Alto Noa Shopping
809
907
-10.8%
2,824
3,000
-5.9%
Alto Rosario Shopping
1,745
1,812
-3.7%
6,629
6,481
2.3%
Mendoza Plaza Shopping
1,386
1,561
-11.2%
4,935
5,227
-5.6%
Córdoba Shopping
498
598
-16.7%
2,033
2,190
-7.2%
La Ribera Shopping(2)
357
438
-18.5%
1,373
1,522
-9.8%
Alto Comahue
493
632
-22.0%
1,997
2,120
-5.8%
Total
16,204
18,396
-11.9%
64,912
67,428
-3.7%
(1) End of concession December 5, 2018
(2) Through our joint venture Nuevo Puerto Santa Fe S.A.
 
Cumulative tenants’ sales per type of business
 
(per Type of Business. in ARS million)
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Anchor Store
834
958
-12.9%
3,441
3,598
-4.4%
Clothes and Footwear
8,312
9,682
-14.1%
35,783
37,219
-3.9%
Entertainment
590
670
-11.9%
2,037
2,120
-3.9%
Home
342
389
-12.1%
1,331
1,558
-14.6%
Restaurant
2,067
2,316
-10.8%
7,291
7,644
-4.6%
Miscellaneous
2,508
2,486
0.9%
9,026
8,669
4.1%
Services
226
246
-8.1%
758
822
-7.8%
Electronic appliances
1,325
1,649
-19.6%
5,245
5,798
-9.5%
Total
16,204
18,396
-11.9%
64,912
67,428
-3.7%
 
Detailed Revenues as of March 31
 
(in ARS million) 
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Base Rent (1)
759
1,084
-30.0%
2,577
3,362
-23.4%
Percentage Rent
264
283
-6.7%
1,406
1,266
11.1%
Total Rent
1,024
1,369
-25.2%
3,983
4,628
-13.9%
Revenues from non-traditional advertising
36
16
134.7%
139
135
2.7%
Admission rights
197
236
-16.5%
687
756
-9.1%
Fees
25
27
-5.0%
76
88
-13.7%
Parking
74
92
-19.9%
279
351
-20.6%
Commissions
43
48
-9.4%
142
179
-20.5%
Others
17
-12
-
38
173
-77.7%
Subtotal (2)
1,417
1,776
-20.2%
5,345
6,311
-15.3%
Expenses and Collective Promotion Funds
776
860
-9.8%
2,310
2,463
-6.2%
Total
2,193
2,636
-16.8%
7,655
8,774
-12.7%
(1)
Includes Revenues from stands for ARS 400.5 million cumulative as of March 2020
(2)
Does not include Patio Olmos.
 
 
 
 
 
 
6
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
  
III. Offices
 
 
The A+ office market in the City of Buenos Aires remains robust even in times of pandemic, showing its resilience, the high quality of the tenants who occupy them and waiting for the situation to begin to normalize. The price of Premium commercial spaces remains at levels of USD 4,900 per square meter while rental prices slightly decreased at USD 27.2 when compared with same period of previous fiscal year. per square meter for the A+ segment. The vacancy of the premium segment reached 7.8%.
 
 
As concerns the A+ office market in the Northern Area, we have noted a significant improvement in the price of units during the last 10 years, and we believe in its potential during the next years. Nevertheless, rental prices show a downward trend around USD 26.0 per square meter.
 
 
Sale and Rental Prices of A+ Offices – City of Buenos Aires
 
                                                                                                                                                                                        Source: LJ Ramos
 
 
Sale and Rental Prices of A+ Offices – Northern Area
 
                                                                                                                                                                                    Source: LJ Ramos
 
 
Gross leasable area was 115,640 sqm as of the third three-month period of fiscal year 2020, highly increased when compared to the same period of previous year due to the inauguration of the Zetta building in May 2019.
 
 
Portfolio average occupancy slightly decreases compared to previous quarters reaching 87.0%, mainly due to a slightly higher vacancy in our premium portfolio (class A+&A), whose occupancy reached 93.9%. The average rental price reached USD 26.6 per sqm in line with previous quarters.
 
 
Offices’ Operating Indicators
 
 
IIIQ 20
IQ 20
IVQ 19
IIIQ 19
IIQ 19
Leasable area
115,640
115,640
115,640
115,378
83,205
Total Occupancy
87.0%
88.7%
88.1%
88.3%
91.4%
Class A+ & A Occupancy
93.9%
97.1%
96.6%
97.2%
95.0%
Class B Occupancy
53.2%
47.5%
46.2%
45.0%
79.6%
Rent USD/sqm
26.6
26.9
26.6
26.4
26.3
 
 
 
 

 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
Offices’ Financial Indicators
 
(in ARS million) 
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues from sales, leases and services
550
633
-13.1%
1,730
1,539
12.4%
Net gain from fair value adjustment on investment properties, PP&E e inventories
-344
564
-161.0%
3,241
4,729
-31.5%
Profit from operations
71
1,116
-93.6%
4,574
5,952
-23.2%
Depreciation and amortization
10
9
11.1%
33
19
73.7%
EBITDA(1)
81
1,125
-92.8%
4,607
5,971
-22.8%
Adjusted EBITDA (1)
425
561
-24.2%
1,366
1,242
10.0%
(1)
See Point XIX: EBITDA Reconciliation
 
In real terms, during the nine-month period of fiscal year 2020, revenues from the offices segment increased by 12.4% compared to the same period of 2019. Adjusted EBITDA from this segment grew 10.0% compared to the same period of the previous year due to the positive impact of the devaluation in our dollar-denominated contracts and the effect of inauguration and income flattening of the new Zetta building. Adjusted EBITDA margin was 79.0%, 1.7 bps higher than the same period of previous year.
 
 
Below is information on our Office segment and other rental properties as of March 31, 2020.
 
 
Date of Acquisition
Gross Leasable
Area (sqm) (1)
Occupancy (2)
IRSA CP’s Actual Interest
Offices(3)
 
 
 
 
Edificio República
04/28/08
19,885
86.9%
100%
Torre Bankboston
08/27/07
14,865
96.4%
100%
Intercontinental Plaza
11/18/97
2,979
100.0%
100%
Bouchard 710
06/01/05
15,014
92.5%
100%
Suipacha 652/64
11/22/91
11,465
31.2%
100%
Dot Building
11/28/06
11,242
92.6%
80%
Philips Building
06/05/17
8,017
84.6%
100%
Zetta Building
05/06/19
32,173
97.5%
80%
Subtotal Offices
 
115,640
87.0%
N/A
 
 
 
 
 
Other Properties
 
 
 
 
Santa María del Plata S.A
10/17/97
116,100
17.3%
100%
Nobleza Piccardo (4)
05/31/11
109,610
22.5%
50.0%
Other Properties (5)
N/A
12,292
35.6%
N/A
Subtotal Other Properties
 
238,002
20.6%
N/A
 
 
 
 
 
Total Offices and Others
 
353,642
42.3%
N/A
(1) Corresponds to the total leasable surface area of each property. Excludes common areas and parking spaces.
(2) Calculated by dividing occupied square meters by leasable area.
(3) Through IRSA CP.
(4) Through Quality Invest S.A.
(5) Includes the following properties: Dot Adjoining Plot, Intercontinental plot of land, Anchorena 665, Casona Abril, and Rivadavia 2774.
 
IV. Sales and Developments
 
(in millions of ARS)
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues
187
370
-49.5%
683
927
-26.3%
Net gain from fair value adjustment on investment properties
-69
1,652
-104.2%
2,673
1,864
43.4%
Profit from operations
-127
1,617
-107.9%
2,602
1,995
30.4%
Depreciation and amortization
-
4
-100.0%
5
9
-44.4%
Barter Agreements result
-
-
-
235
434
-45.9%
EBITDA(1)
-127
1,621
-107.8%
2,607
2,004
30.1%
Adjusted EBITDA(1)
-58
-31
87.1%
-301
-294
2.4%
(1)
See Point XIX: EBITDA Reconciliation
 
 
 
 
 
 

 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
Revenues from the “Sales and Development” segment decreased 26.3% during the nine-month period of fiscal year 2020 compared to the same period of previous year, due to the recognition in the previous fiscal year of the sale of a plot made by Zetol. Adjusted EBITDA of the segment was ARS 301 million loss, compared to ARS 294 million loss in the same period of fiscal year 2019.
 
 
V. CAPEX (through our subsidiary IRSA Propiedades Comerciales S.A.)
 
 
The works that the company had in progress before the emergence of COVID-19 have been suspended due to the interruption of construction activity in the city of Buenos Aires on March 20. To date, this activity is working with restrictions. Although this suspension will generate a delay in the opening dates, the company hopes to be able to finish its two most important taking all necessary precautions at the current situation.
 
 
200 Della Paolera - Catalinas building
 
 
The building under construction will have 35,000 sqm of GLA consisting of 30 office floors and 316 parking spaces and is located in the “Catalinas” area in the City of Buenos Aires, one of the most sought-after spots for Premium office development in Argentina. The company owns 30,832 square meters consisting of 26 floors and 272 parking spaces in the building. As of March 31, 2020, work progress was 95.0%. As of today, we have 61.5% of the IRSA CP's own GLA sqm with signed lease agreements and there are good commercialization prospects for the rest of the surface.
 
 
Alto Palermo Expansion
 
 
Alto Palermo shopping mall expansion consists in moving the food court to a third level by using the area of an adjacent building acquired in 2015. This expansion will add a gross leasable area of approximately 3,900 square meters to the shopping mall with the highest sales per square meter in our portfolio. Work progress as of March 31, 2020 was 62.0%.
 
 
VI. Hotels
 
 
During the nine-month period of fiscal year 2020, Hotels segment recorded a decrease in revenues of 15.5% mainly due to the decrease in the rate and the growth of the vacancy of Libertador hotel after the company acquisition of 20% of the ownership of Sheraton and began the operation of the hotel on its own. The segment’s EBITDA reached ARS 480 million during the period under review, 33.1% lower than in the previous fiscal year, mainly because the impact during 9M19 of the G-20 in Intercontinental as well as the event of the Emir of Qatar in Llao Llao. Likewise, the quarter under analysis contains 10 days of March without operations given the mandatory Isolation decreed in Argentina on March 20 by COVID-19.
 
 
IIIQ 20
IIQ 20
IQ 20
IVQ 19
IIIQ 19
Average Occupancy
52.8%
68.1%
61.6%
65.2%
69.3%
Average Rate per Room (USD/night)
193
180
163
197
209
 
 
(in millions of ARS)
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues
561
714
-21.4%
1,928
2,282
-15.5%
Profit from operations
90
169
-46.7%
349
598
-41.6%
Depreciation and amortization
33
43
-23.3%
131
119
10.1%
EBITDA
123
212
-42.0%
480
717
-33.1%
 
 
 
 
 
9
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
The following is information on our hotels segment as of March 31, 2020:
 
Hotels
Date of Acquisition
IRSA’s Interest
Number of rooms
Occupancy(1)
Average Price per Room USD. (2)

Intercontinental (3)
11/01/1997
76.34%
313
62.4%
138
Libertador (4)
03/01/1998
100.00%
200
35.0%
90
Llao Llao (5)
06/01/1997
50.00%
205
55.7%
351
Total
-
-
718
52.8%
193
(1)
Accumulated average in the three-month period.
(2)
Accumulated average in the three-month period.
(3)
Through Nuevas Fronteras S.A. (Subsidiary of IRSA).
(4)
Through Hoteles Argentinos S.A.
(5)
Through Llao Llao Resorts S.A.
 
 
VII. International
 
 
Lipstick Building, New York, United States
 
 
The Lipstick Building is a landmark building in the City of New York, located at Third Avenue and 53th Street in Midtown Manhattan, New York. Architects John Burgee and Philip Johnson (Glass House and Seagram Building, among other renowned works) designed it and it is named after its elliptical shape and red façade. Its gross leasable area is approximately 58,000 sqm and consists of 34 floors.
 
 
As of March 31, 2020, the building’s occupancy rate was 95.6%, thus generating an average rent of USD 79.8 per sqm.
 
Lipstick
Mar-20
Mar-19
YoY Var
Gross Leasable Area (sqm)
58,092
58,092
-
Occupancy
95.6%
95.9%
-0.3 bps
Rental price (USD/sqm)
79.8
76.9
3.8%
 
 
 
In March 2020, Metropolitan, a subsidiary of New Lipstick, received the cancellation of the debt that it maintained with the Royal Bank of Canada, without any consideration. Said cancellation generated a positive result in Metropolitan of US$ 40 million.
 
 
Investment in Condor Hospitality Inc.
 
 
On July 19, 2019, Condor signed an agreement and merger plan with a company not related to the group. As agreed, each Condor ordinary share, whose nominal value is USD 0.01 per share will be cancelled before the merger and will become the right to receive a cash amount equivalent to USD 11.10 per ordinary share. Additionally, in accordance with the terms and conditions of the merger agreement, each Series E convertible share will be automatically cancelled and will become entitled to receive a cash amount equal to USD 10.00 per share.
 
 
It was estimated that the operation would be settled prior to March 23, 2020. On March 24, 2020, Condor issued a press release announcing that the aforementioned merger agreement has not finally been executed, so the transaction has not been settled. The Company is in discussions with the buyer regarding the closing of the acquisition and is also reviewing its options and reserves all rights under the merger agreement.
 
 
As of the date of release of these financial statements, the Group owned 2,197,023 ordinary shares and 325,752 Series E shares.
 
 
 
 
 
10
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
VIII. Corporate
 
(in millions of ARS)
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues
-
-
-
-
-
-
Loss from operations
-21
-42
-50.0%
-212
-393
-46.1%
Depreciation and amortization
-
1
-100.0%
2
3
-33.3%
EBITDA
-21
-41
-48.8%
-210
-390
-46.2%
 
IX. Financial Operations and Others
 
 
Interest in Banco Hipotecario S.A. (“BHSA”) through IRSA
 
BHSA is a leading bank in the mortgage lending industry, in which IRSA held an equity interest of 29.91% as of March 31, 2020. During the nine-month period of fiscal year 2020, the investment in Banco Hipotecario generated a ARS 486 million gain compared to a ARS 791 million loss during the same period of 2019. For further information, visit http://www.cnv.gob.ar or http://www.hipotecario.com.ar.
 
Israel Business Center
 
 
X. Investment in IDB Development Corporation and Discount Investment Corporation (“DIC”)
 
 
As of March 31, 2020, IRSA’s indirect equity interest in IDB Development Corp. was 100% of its stock capital and in Discount Corporation Ltd. (“DIC”) was 82.31% of its stock capital.
 
 
Within this operations center, the Group operates the following segments:
 
 
The “Real Estate” segment mainly includes the assets and profit from operations derived from the business related to the DIC subsidiary, Property & Building (“PBC”). Through PBC, the Group operates rental and residential properties in Israel, United States and other locations in the world, and executes commercial projects in Las Vegas, United States of America.
 
 
The “Telecommunications” segment includes the assets and profit from operations derived from the business related to the subsidiary Cellcom. Cellcom is supplier of telecommunication services and its main businesses include the provision of cellular and fixed telephone, data and Internet services, among others.
 
 
The “Insurance” segment includes the investment in Clal. This company is one of the largest insurance groups in Israel, whose businesses mainly comprise pension and social security insurance and other insurance lines. The Group does not hold a controlling interest in Clal; therefore, it is not consolidated on a line-by-line basis, but presented under a single line as a financial instrument at fair value, as required under IFRS for the current circumstances in which no control is exercised.
 
 
The “Others” segment includes the assets and profit from other miscellaneous businesses, such as technological developments, tourism, oil and gas assets, electronics, and other sundry activities.
 
 
 
 
 
 
 
 
 
 
11
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
Segment Results
 
 
Following is the comparative information by segments of our Israel Business Center for the period between July 1, 2019 and March 31, 2020.
 
Real Estate (Property & Building - PBC) - ARS MM
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues
3,042
3,877
-21.5%
9,809
10,510
-6.7%
Result from fair value adjustment of investment properties
-2,408
-139
1.632.4%
-2,585
386
-769.7%
(Loss) / Profit from operations
-942
970
-197.1%
-284
3,556
-108.0%
Depreciation and amortization
15
16
-6.3%
81
43
88.4%
Devaluation of associates and joint ventures
597
-
100.0%
2,344
-
100.0%
EBITDA
-927
986
-194.0%
-203
3,599
-105.6%
Adjusted EBITDA
2,078
1,125
84.7%
4,726
3,213
47.1%
 
Revenues and operating income of the Real Estate segment through the subsidiary PBC reached in the nine-month period of fiscal year 2020 an amount of ARS 9,809 million and a ARS 284 million loss, respectively, and for the same period of fiscal year 2019, reached ARS 10,510 million and ARS 3,566 million respectively. This is mainly due to an average real depreciation of 13.1% of the Argentine peso against the Israeli shekel, offset by an appreciation of the Shekel against the dollar, which makes the income in Shekels for rents lower. At the operational level, the segment suffered Mehadrin's impairment because of the decrease in the share price and the impairment of some group properties due to the decrease in market prices.
 
Telecommunications (Cellcom) ARS MM
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues
16,395
14,343
14.3%
46,142
40,234
14.7%
Profit / (Loss) from operations
506
-453
-
325
-407
-
Depreciation and amortization
4,031
2,761
46.0%
11,002
7,530
46.1%
EBITDA
4,537
2,308
96.6%
11,327
7,123
59.0%
 
The Telecommunications segment carried out by "Cellcom" reached ARS 46,142 million of revenue and an operating gain of ARS 325million in the nine-month period of fiscal year 2020. For the same period of fiscal year 2019, revenues were ARS 40,234 million and the operating loss was ARS 407 million. Income growth is due to a slight increase in the fixed line and a real average depreciation of 13.1% of the Argentine peso against the Israeli shekel. At EBITDA level, lease costs were reduced because these are charged to financial results due to the implementation of IFRS 16.
 
Others (other subsidiaries) ARS MM
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues
471
869
-45.8%
1,436
1,676
-14.3%
Profit / (Loss) from operations
612
-231
-
407
-264
-
Depreciation and amortization
32
16
100.0%
190
56
239.3%
EBITDA
644
-215
-399.5%
597
-208
-387.0%
 
The "Others" segment reached revenues of ARS 1,436 million and an operating gain of ARS 407 million in the nine-month period of fiscal year 2020. During the same period of fiscal year 2019, it reached revenues of ARS 1,676 million and an operating loss of ARS 264 million. This is mainly due a real decrease in Epsilon and Bartan's income together with an average real depreciation of 13.1% of the Argentine peso against the Israeli shekel. Additionally, during the nine-month period of fiscal year 2019 there were sales of associated companies while in the current period it did not register this kind of sales.
 
 
 
 
 
12
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
 
 
Corporate (DIC, IDBD and Dolphin)
ARS MM
IIIQ 20
IIIQ 19
YoY Var
9M 20
9M 19
YoY Var
Revenues
-
-
-
-
-
-
Loss from operations
-288
-425
-32.2%
-825
-435
89.7%
Depreciation and amortization
-
-
-
-
-
-
EBITDA
-288
-425
-32.2%
-825
-435
89.7%
 
The "Corporate" segment reached in the nine-month period of fiscal year 2020 an operating loss of ARS 825 million and for the same period of fiscal year 2019, an operating loss of ARS 435 million. This is mainly due to the fact that during fiscal year 2019 we had positive results from the sale of Shufersal shares.
 
 
Regarding “Clal”, the Group values its holding in the company as a financial asset at market value. The valuation of Clal's shares as of 03/31/2020 amounted to ARS 4,369 million.
 
 
XI. EBITDA by Operations Center (ARS million)
 
 
Operations Center in Argentina
 
IIIQ FY 20
Shopping Malls
Offices
Sales and Developments
Hotels
International
Corporate
Others
Total
Profit from operations
128
4,574
2,602
349
-89
-212
332
7,684
Depreciation and amortization
92
33
5
131
2
2
32
297
EBITDA
220
4,607
2,607
480
-87
-210
364
7,981
 
IIIQ FY 19
Shopping Malls
Offices
Sales and Developments
Hotels
International
Corporate
Others
Total
Loss from operations
-10,510
5,952
1,995
598
-85
-393
-599
-3,042
Depreciation and amortization
94
19
9
119
3
3
7
254
EBITDA
-10,416
5,971
2,004
717
-82
-390
-592
-2,788
EBITDA Var
-
-22.8%
30.1%
-33.1%
6.1%
-46.2%
-161.5%
-
 
Israel Business Center
 
IIQ FY 20
Real Estate
Tele-communications
Others
Corporate
Total
Loss from operations
-284
325
407
-825
-377
Depreciations and amortizations
81
11,002
190
0
11,273
EBITDA
-203
11,327
597
-825
10,896
Net loss from fair value adjustment of investment properties
-2,585
-
-
-
-2,585
Impairment of Associates and Joint
Ventures
2,344
-
-
-
2,344
Adjusted EBITDA
4,726
11,327
597
-825
15,825
 
 
 
 
 
 
 
13
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
IIQ FY 19
Real Estate
Tele-communications
Other
Corporate
Total
Profit from operations
3,556
-407
-264
-435
2,450
Depreciations and amortizations
43
7,530
56
0
7,629
EBITDA
3,599
7,123
-208
-435
10,079
Net gain from fair value adjustment of investment properties
386
                                 -
                                 -
                                 -
386
Impairment of Associates and Joint
Ventures
-
-
-
-
-
Adjusted EBITDA
3,213
7,123
-208
-435
9,693
EBITDA Var
-105.6%
59.0%
-
89.7%
8.1%
Adjusted EBITDA Var
47.1%
59.0%
-
89.7%
63.3%
 
XII. Reconciliation with Consolidated Statements of Income (ARS million)
 
 
Below is an explanation of the reconciliation of the company’s profit by segment with its Consolidated Statements of Income. The difference lies in the presence of joint ventures included in the segment but not in the Statements of Income.
 
 
Total as per segment
Joint ventures*
Expenses and CPF
 Elimination of inter-segment transactions
Total as per Statements of Income
Revenues
67,151
-54
2,482
-15
69,564
Costs
-41,280
36
-2,580
-
-43,824
Gross profit
25,871
-18
-98
-15
25,740
Net loss from fair value adjustment of investment properties
-20
-255
-
-
-275
General and administrative expenses
-7,782
13
-
22
-7,747
Selling expenses
-9,860
14
-
-
-9,846
Impairment of associates and joint ventures
-2,344
-
-
-
-2,344
Other operating results, net
1,442
19
23
-7
1,477
Profit from operations
7,307
-227
-75
-
7,005
Share of loss of associates and joint ventures
954
161
-
-
1,115
Profit before financial results and income tax
8,261
-66
-75
-
8,120
*Includes Puerto Retiro, CYRSA, Nuevo Puerto Santa Fe and Quality (San Martín plot).
 
XIII. Financial Debt and Other Indebtedness
 
 
Operations Center in Argentina
 
 
The following table contains a breakdown of our indebtedness as of March 31, 2020:
Description
Currency
Amount (USD MM) (1)
Interest Rate
Maturity
Bank overdrafts
ARS
31.7
Floating
< 360 days
Series II NCN (USD)
USD
71.4
11.50%
Jul-20
Series II NCN (CLP)
CLP
37.2
10.50%
Aug-20
Series I NCN
USD
181.5
10.00%
Nov-20
Loan with IRSA CP
USD
54.7
-
Mar-22
Other debt
USD
23.5
-
Feb-22
IRSA’s Total Debt
USD
400.0
 
 
Cash & Cash Equivalents + Investments
USD
0.5
 
 
IRSA’s Net Debt
USD
399.5
 
 
Bank loans and overdrafts
ARS
16.4
 -
 < 360 days
IRCP NCN Class IV(2)
USD
129.8
5.0%
Sep-20
PAMSA loan
USD
32.4
Fixed
Feb-23
IRCP NCN Class II
USD
360.0
8.75%
Mar-23
IRSA CP’s Total Debt
USD
538.6
 
 
Cash & Cash Equivalents + Investments (3)
USD
124.3
 
 
Intercompany Credit
USD
54.7
 
 
IRSA CP’s Net Debt
USD
359.6
 
 
(1) 
Principal amount in USD (million) at an exchange rate of ARS 64.469/USD, without considering accrued interest or eliminations of balances with subsidiaries.
(2) 
Net of repurchase.
 (3)  
Includes Cash and cash equivalents, Investments in Current Financial Assets and related companies notes holding.
 
 
14 
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
Israel Business Center
 
 
Financial debt as of March 31, 2020:
 
Net Debt(1)
NIS million
IDBD’s Total Debt
1,847
DIC’s Total Debt
3,002
(1) IDBD's cash balance includes a sum of NIS 197M as collateral for the equity-swap transaction
 
XIV. Subsequent Material Events
 
Operations Center in Argentina
 
 
May 2020: Credit Line Addendum
 
 
As a subsequent event, on May 13, 2020, the Company's Board of Directors approved an addendum to the credit line agreement granted by IRSA Propiedades Comerciales S.A. (“IRCP”) to the Company and / or its subsidiaries that do not consolidate with IRCP for up to USD 180,000,000 (one hundred and eighty million US dollars) subject to the following conditions: (i) the credit line may be granted in US dollars or in Argentine pesos and (ii) the rest of the conditions of the credit line agreement remain in force.
 
 
May 2020: Notes issuance
 
 
On May 21, 2020, as a subsequent event, the company issued in the local market USD 65.8 million through the following Notes:
 
 
Series III: denominated and payable in ARS for ARS 354 million (equivalent to USD 5.2 million) at a variable rate (private BADLAR + 6.0%) with quarterly payments. The principal will be paid in two installments: the first for an amount equivalent to 30% of the nominal value payable 6 (six) months from the Issue and Settlement Date, and the second for an amount equivalent to 70% of the nominal value payable on the due date, February 21, 2021. Price of issuance was 100.0% of the nominal value.
 
 
Series IV: denominated in USD and payable in ARS at the applicable exchange rate for USD 51.4 million at a fixed rate of 7.0%, with quarterly payments and principal expiring on May 21, 2021. Price of issuance was 102.0% of the nominal value (IRR 5.03%).
 
 
Series V: denominated in USD and payable in ARS at the applicable exchange rate for USD 9.2 million at a fixed rate of 9.0%, with quarterly payments and principal expiring on May 21, 2022. Price of issuance was 103.0% of the nominal value (IRR 7.56%).
 
 
The funds will be used to refinance short-term liabilities.
 
 
Operations Center in Israel
 
 
February and March 2020: Dolphin Netherlands – Guarantees granted
 
 
On February 4, 2020, Dolphin Netherlands granted financial entities, through which IDB carried out Clal's stock swap transactions in August and November 2018, guarantees for approximately NIS 11 million, which will be part of the committed deposits that IDB assumed as part of the terms of those transactions. Likewise, on February 18, it deposited additional guarantees for NIS 9 million. As of March 31, the total of the guarantees granted amounted to a total of NIS 37.4 million.
 
 
 
 
 
15 
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
It should be noted that, in relation to Dolphin Netherlands' commitment to make capital injections in IDB in three equal annual payments of NIS 70 million each, on September 2, 2019, 2020 and 2021, it is reported that:
 
 
If swap transactions conclude before the deadline of the second payment (September 2, 2020), the unrealized parts of the guarantees will be returned to Dolphin Netherlands, while the parts exercised of the guarantees until that date will be considered as part of the second payment, so Dolphin Netherlands will transfer the balance of that payment to IDB.
 
 
If swap transactions remain active as of September 2, 2020, Dolphin Netherlands will inject the second payment into IDB and the guarantees will be returned.
 
 
XV. Summarized Comparative Consolidated Balance Sheet
 
(in ARS million) 
03.31.2020
06.30.2019
Non-current assets
347,626
452,144
Current assets
178,370
191,618
Total assets
525,996
643,762
Capital and reserves attributable to the equity holders of the parent
28,710
43,506
Non-controlling interest
54,398
72,896
Total shareholders’ equity
83,108
116,402
Non-current liabilities
318,158
427,050
Current liabilities
124,730
100,310
Total liabilities
442,888
527,360
Total liabilities and shareholders’ equity
525,996
643,762
 
XVI. Summarized Comparative Consolidated Income Statement
 
 (in ARS million) 
03.31.2020
03.31.2019
Profit / (loss) from operations
7,005
-614
Share of profit of associates and joint ventures
1,115
-1,969
Profit / (loss) from operations before financing and taxation
8,120
-2,583
Financial income
849
1,337
Financial cost
-16,188
-15,618
Other financial results
-12,345
-2,797
Inflation adjustment
339
-686
Financial results, net
-27,345
-17,764
Loss before income tax
-19,225
-20,347
Income tax
-2,142
3,225
Loss for the period from continued operations
-21,367
-17,122
Profit from discontinued operations after taxes
17,180
3,680
Profit for the period
-4,187
-13,442
Other comprehensive income for the period
6,419
5,807
Total comprehensive income / (loss) for the period
2,232
-7,635
 
 
 
Attributable to:
 
 
Equity holders of the parent
-12,331
-12,338
Non-controlling interest
14,563
4,703
 
XVII. Summary Comparative Consolidated Cash Flow
 
(in ARS million) 
03.31.2020
03.31.2019
Net cash generated from operating activities
23,327
17,397
Net cash generated from investing activities
16,175
10,555
Net cash used in financing activities
-65,793
-18,136
Net (decrease) / increase in cash and cash equivalents
-26,291
9,816
Cash and cash equivalents at beginning of year
82,034
78,745
Cash and cash equivalents reclassified to held for sale
-597
-632
Foreign exchange gain on cash and changes in fair value of cash equivalents
1,492
3,049
Cash and cash equivalents at period-end
56,638
90,978
 
 
 
 
 
16 
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
XVIII. Comparative Ratios
 
(in ARS million) 
03.31.2020
 
03.31.2019
 
Liquidity
 
 
 
 
CURRENT ASSETS
178,370
1.43
214,075
1.87
CURRENT LIABILITIES
124,730
 
114,256
 
Indebtedness
 
 
 
 
TOTAL LIABILITIES
442,888
15.43
581,754
8.66
SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT
28,710
 
67,175
 
Solvency
 
 
 
 
SHAREHOLDERS’ EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT
28,710
0.06
67,175
0.12
TOTAL LIABILITIES
442,888
 
581,754
 
Capital Assets
 
 
 
 
NON-CURRENT ASSETS
347,626
0.66
515,048
0.71
TOTAL ASSETS
525,996
 
729,123
 
 
XIX. 
EBITDA Reconciliation
 
 
In this summary report we present EBITDA and Adjusted EBITDA. We define EBITDA as profit for the period excluding: (i) interest income, (ii) interest expense, (iii) income tax expense, and (iv) depreciation and amortization. We define Adjusted EBITDA as EBITDA minus (i) total financial results, net excluding interest expense, net (mainly foreign exchange differences, net gains/losses from derivative financial instruments; gains/losses of financial assets and liabilities at fair value through profit or loss; and other financial results, net) and minus (ii) share of profit of associates and joint ventures and minus (iii) net profit from fair value adjustment of investment properties, not realized, excluding barter agreement results and devaluation of Mehadrin shares.
 
 
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:
 
For the nine-month period ended March 31 (in ARS million)
 
2020
2019
Profit for the period
-4,187
-13,442
(Loss) / Profit from discontinued operations
-17180
-3,680
Interest income 
-655
-772
Interest expense 
15,488
15,213
Income tax
2,142
-3,225
Depreciation and amortization 
11,604
7,859
EBITDA (unaudited) 
7,212
1,953
Unrealized net gain from fair value adjustment of investment properties
275
8,396
Share of profit of associates and joint ventures 
-1,115
1,969
Dividends earned
-122
-74
Foreign exchange differences net 
-4,950
-3,099
(Gain) / loss from derivative financial instruments 
355
-606
Fair value gains of financial assets and liabilities at fair value through profit or loss
9778
304
Inflation adjustment
-339
686
Other financial costs/income
7,790
6,112
Devaluation of Associates and joint ventures
2,344
0
Barter Agreements result
-235
-434
Adjusted EBITDA (unaudited) 
20,993
15,207
Adjusted EBITDA Margin (unaudited)(1)
30.2%
23.0%
(1) Adjusted EBITDA margin is calculated as Adjusted EBITDA, divided by revenue from sales, rents and services.
 
 
 
 
 
17 
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
XX. Brief comment on future prospects for the Fiscal Year
 
 
The year 2020 is projected as a great challenge in both operations centers: Argentina and Israel. The COVID-19 pandemic, originated in China and subsequently spread to numerous countries, including Argentina and Israel, is adversely impacting the global economy, the Argentine and Israeli economy and some of the Society's businesses.
 
 
In the Argentine operations center, as a consequence of the social, preventive and compulsory isolation, the shopping centers of our subsidiary IRCP are closed throughout the country since March 20, exclusively operating those stores dedicated to essentials activities like pharmacies, supermarkets and banks while some gastronomic and clothing stores are working by delivery and sale system by WhatsApp. In May, some provinces proceeded to relax isolation and open their commercial and recreational activities, such as Salta and Mendoza, where the Alto Noa and Mendoza Plaza shopping centers are operating with a strict protocol that It includes reduced hours, social distancing and a rigorous control of security and hygiene.
 
 
IRCP has decided to postpone the maturities of the base rent and the collective promotion fund for the months of April and May 2020, prioritizing the long-term relationship with its tenants. Additionally, an increase in the delinquency rates of some tenants has been detected. This will have a significant impact on the revenues of this segment in the fourth quarter of fiscal year 2020. The office segment operated normally during those months.
 
 
The hotel segment has also been affected by social, preventive, and compulsory isolation. The Libertador hotel in the City of Buenos Aires and Llao Llao hotel in Río Negro province have been temporarily closed since March 20, and there is no certainty about their reopening and the reactivation of the sector; in turn, the Intercontinental Hotel in the City of Buenos Aires is working only under a contingency and emergency plan.
 
 
In the Israel operations center, although COVID-19 has had a negative impact on the market valuations of IDB, DIC and operating subsidiaries given the sharp drop in prices, the mandatory isolation lasted approximately 10 days with subsequent relaxation of activities under strict protocols of safety and hygiene. Regarding operating businesses, there have been mixed impacts: in the case of supermarkets (Shuferal) and agriculture (Mehadrin) the short-term impact has been positive as they are essential activities. In the telecommunications business (Cellcom), especially regarding international roaming services, there was a decrease in consumption due to the significant reduction in international tourism. Cellcom took measures to reduce these negative effects by cutting spending and investments during the coronavirus crisis period. In the case of PBC, although its main offices and logistic parks businesses maintained their operations, it is expected that the real estate activity and income will be affected by the economy and circulation restrictions.
 
 
Looking ahead to the next financial year and hoping that Shopping Centers activity will evolve according to the economic recovery, we will work on reducing and making the cost structure more efficient. We are working together with all the tenants of our shopping centers for a gradual, progressive reopening and following a strict protocol of safety and hygiene, giving them all our support to face the unprecedented challenge that the closure of operations represents.
 
 
In the framework of the national and international context previously exposed, the Company’s Board of Directors will continue evaluating financial, economic and / or corporate tools that allow the Company to improve its position in the market in which it operates and to have the necessary liquidity to face its obligations. In the context of this analysis, the indicated tools may be linked to corporate reorganization processes (merger, spin-off or a combination of both), public and / or private disposal of assets that may include real estate as well as negotiable securities owned by the Company, incorporation of shareholders through capital increases through the public offering of shares to raise new capital, issuance of convertible negotiable obligations or subscription options or a combination of these three instruments, all as recently approved by the Shareholders’ Meeting on 30.10.2019, repurchase of shares and instruments similar to those described that are useful for the proposed objectives.
 
 
 
 
 
 
18 
 
IRSA Inversiones y Representaciones Sociedad Anónima
 
Summary as of March 31, 2020
 
 
The Company keeps its commitment to preserve the health and well-being of its clients, employees, tenants and the entire population, constantly reassessing its decisions in accordance with the evolution of events, the regulations that are issued and the guidelines of the competent authorities.
 
 
 
 
 
Saúl Zang                   
 
 
First Vice-Chairman in exercise of
the presidency                
 
 
 
 
 
 
 
19