CG malls europe - Commerz Real

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the future net tax income to the closing date. The amounts that were actually paid as compensation for the company’s equity in 2007 equalled EUR 1,858,855.52 for Almada Lda. and EUR 658,649.67 for Montijo Lda. It was intended to activate these payments in the balance sheets of the acquiring companies as goodwill and amortize this position during the term of the underlying deferred income positions. The Fund’s auditor decided that such approach is not feasible, i.e. that these payments fail to qualify as goodwill pursuant to IFRS requirements. Accordingly, the sum total of EUR 2,517,505.19 had to be written off in 2007. We believe that this treatment of the paid compensation fails to reflect the Fund’s fairvalue trading NAV, and that it may cause a dissimilar treatment of investors because future investors will pay too little for purchased shares. Therefore, we suggested to our investors to adjust the trading NAV of the Fund in the PPM by the amortized value of the compensation paid for the deferred key money. Once investors accepted the proposal to adjust the PPM by end of March 2008, the written off amount of 2007 was activated on a reduced level (EUR 2,279,515.51 by the end of 2008) and included in all NAV calculations since 2008. Amortisation of key monies Capitalised key monies Almada 1,858,855.52 Capitalised key monies Montijo 658,649.67 Total key monies 2,517,505.19 Amortisation Nov 2007 - Dec 2009 -441,376.20 Key monies as at 31 December 2009 2,076,128.99 With the revaluation of the two existing loans that were purchased in context with acquiring Almada Cda. and Brafero S.A., the two companies made an unrealised capital gain. According to IFRS, the companies had to account for a respective deferred tax position because – theoretically speaking – this gain was realised and is therefore subject to Portuguese CIT tax rate of 26.5% in case the loans would be sold to a third party. Since these loans are not supposed to be sold, these positions are not to be taken into account for calculating the trading NAV. The deferred tax liabilities will be written-off in the future in accordance with the write-up of the loans up to their respective redemption amount. The following table shows the calculation of the deferred tax liabilities as at 31 December 2009. Financial Report Company DTL due to Valuation End Days Total write-off DTL end loan valuation date of period amount 2007-2009 of period Almada Cda. 426,724.73 31/10/2007 31/12/2009 793 317,441.57 109,283.16 Brafero S.A. 260,042.91 31/10/2007 31/12/2009 793 193,992.50 66,050.41 Total 686,767.64 511,434.07 175,333.57 53
54 The adjustments between IFRS NAV and Trading NAV (Fund GAAP) add up to a total positive adjustment of EUR 2,986,274.04. 2009 2008 Pure IFRS NAV 204,200,157.83 252,753,043.28 Non- IFRS capitalised expenses 1,603,225.00 1,603,225.00 Amortization of Non-IFRS capitalised expenses - 868,413.53 - 467,561.75 Capitalization of key monies 2,517,505.19 2,517,505.19 Amortization of capitalised Key-moneys - 441,376.20 - 237,989.68 Elimination of Deferred Tax Liability Portugal 175,333.58 677,364.15 Trading NAV 207,186,431.87 256,845,586.19 2. Financing Strategy The overall financing has been structured in such a way as to maximize the return on equity for the investors of CG malls europe. To achieve this, a mix of internal and external financing facilities is in place. While external financing is only found on the level of the property holding companies and – in Portugal – the operating companies, the internal loans are used throughout the structure to fund the various entities. Property Currency Redemption Draw-down Maturity amount date Almada Forum EUR 35,800,000.00 31.10.2007 24.10.2017 Almada Forum EUR 90,175,323.50 27.06.2001 31.12.2012 Almada Forum EUR 45,000,000,00 24.10.2007 18.10.2017 Forum Montijo EUR 90,670,000.00 31.10.2007 24.10.2017 Forum Montijo EUR 55,000,000.00 29.09.2003 29.09.2010 Espacio León EUR 61,980,000.00 31.10.2007 04.09.2017 Total: 378,625,323.50
Page 1 and 2:
Annual Report 2009 as at 31 Decembe
Page 3 and 4: 2 General Information Fund name: CG
Page 5 and 6: Almada Forum
Page 7 and 8: 6 Financials Balance Sheet by Fund
Page 9 and 10: Almada Forum
Page 11 and 12: 10 Manager‘s Report on the Fund O
Page 13 and 14: 12 For 2010, the Economist Intellig
Page 15 and 16: 14 Larger shopping centres of more
Page 17 and 18: 16 Shopping Centre Prime Initial Yi
Page 19 and 20: 18 As the figure above shows, many
Page 21 and 22: 20 All three Luxembourg companies a
Page 23 and 24: 22 5.2 Forum Montijo The acquisitio
Page 25 and 26: 24 The following list shows the per
Page 27 and 28: 26 6.2.1 Service and Management Cha
Page 29 and 30: 28 Property Report 1. Portfolio Ove
Page 31 and 32: 30 Tenancy information Almada Forum
Page 33 and 34: 32 The following table shows the to
Page 35 and 36: 34 Almada Forum As at 31 December 2
Page 37 and 38: 36 Shops by group of activity - lev
Page 39 and 40: 38 Almada Forum these malls are loc
Page 41 and 42: 40 Located next to the main entranc
Page 43 and 44: 42 Shops by group of activity - Gro
Page 45 and 46: 44 Forum Montijo Forum Montijo Catc
Page 47 and 48: 46 4. Espacio León The city of Le
Page 49 and 50: 48 Parking Parking Espacio León fl
Page 51: 50 Espacio León streets in the inn
Page 56 and 57: 2.1 Internal Loan Portfolio The tab
Page 58 and 59: With the purchase of Almada Cda. an
Page 60 and 61: CG Real Estate Luxembourg S.à.r.l.
Page 62: Financial Statements Financial Stat
Page 65 and 66: 64 Commerz Real Estate Master FCP -
Page 95 and 96: Commerz Real Estate Master FCP - SI
Page 101 and 102: 100 Commerz Real Estate Master FCP
Page 103 and 104: 102 Commerz Real Estate Master FCP
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104 Commerz Real Estate Master FCP
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