TIDMAFRB TIDMAFID

RNS Number : 1847Z

AFI Development PLC

30 August 2018

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION

IN OR INTO THE RUSSIAN FEDERATION, THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN

30 August 2018

AFI DEVELOPMENT PLC

("AFI DEVELOPMENT" OR "THE COMPANY")

RESULTS FOR THE SIX MONTHS TO 30 JUNE 2018

Robust performance supported by strong contribution from residential segment

AFI Development, a leading real estate company focused on developing property in Russia, today announces its financial results for the six months ended 30 June 2018.

H1 2018 financial highlights

-- Revenue for H1 2018 increased by 34% year-on-year to US$142.0 million, including proceeds from the sale of trading properties:

   -    Rental and hotel operating income increased by 12% year-on-year to US$62.7 million 

- AFIMALL City contribution grew by 9% year-on-year to US$43.6 million (H1 2017: US$39.8 million)

- Sale of residential properties made a strong contribution of US$78.7 million to total revenue (US$49.8 million in H1 2017), a 58% increase year-on-year, mostly due to revenue recognition from delivery of apartments in AFI Residence Paveletskaya in Q2 2018 and the implementation of IFRS 15[1]

   --    Gross profit increased by 88% year-on-year to US$55.8 million (H1 2017: US$29.7 million) 

-- Net profit for H1 2018 amounted to US$76.7 million (including US$42.6 million valuation gain and US$16.6 million forex gain), compared to US$7.9 million in H1 2017

-- Total gross value of portfolio of properties stood at US$1.34 billion (versus US$1.42 billion as of end-2017)

-- Cash, cash equivalents and marketable securities as of 30 June 2018 amounted to US$108.0 million (versus US$106.0 million at end- 2017)

H1 2018 operational highlights

-- Delivery of apartments sold to customers in Phase 1 of AFI Residence Paveletskaya close to completion; marketing progressing well with 457 pre-sale contracts (73% of total) signed as of 20 August 2018

-- At Odinburg, construction works and pre-sales continue at Building 3 (phase I) and Building 6 (phase II)

- As of 20 August 2018, the number of signed sale contracts stood at 677 (96% of total) in Building 2, 281 (31% of total) in Building 3 and 161 (72% of total) in Building 6

   --    At Bolshaya Pochtovaya, construction and pre-sale progressing to plan 
   -    As of 20 August 2018, 156 apartments (84% of Phase I) pre-sold 
   --    The construction and pre-sale of properties at Botanic Garden remain on track 
   -    As of 20 August 2018, 213 apartments (27% of Phase I) pre-sold 

-- AFIMALL City continues to record solid NOI growth, up 15% year-on-year to US$32.8 million in H1 2018, from US$28.5 million in H1 2017

Commenting on today's announcement, Lev Leviev, Executive Chairman of AFI Development, said:

"Although we have reported good results for H1 2018, we are concerned with ongoing weakening of the rouble against the dollar, which started in the second quarter 2018 and accelerated in the third. If weakening of the rouble continues, it may negatively affect the value of our property portfolio and the revenue from residential sales, which in turn may cause a negative effect on our results for the current financial year."

H1 2018 Results Conference Call:

AFI Development will hold a conference call for analysts and investors to discuss its H1 2018 financial results on Friday, 31 August 2018.

Details for the conference call are as follows:

 
 Date:           Friday, 31 August 
                  2018 
 Time:           3pm BST (5pm Moscow) 
 Dial-in Tel:    International:          +44 (0)20 3003 2666 
  UK toll free:                          0808 109 0700 
  US toll-free:                          1 866 966 5335 
  Russia toll-free:                      8 10 8002 4902044 
 Password:       AFI 
 

Please dial in 5-10 minutes prior to the start time giving your name, company and stating that you are dialling into the AFI Development conference call quoting the reference AFI.

Prior to the conference call, the H1 2018 Investor Presentation of AFI Development will be published on the Company website at http://www.afi-development.com/en/investor-relations/reports-presentations on 31 August 2018 by 11am BST (1pm Moscow time).

- ends -

For further information, please contact:

AFI Development, +7 495 796 9988

Ilya Kutnov, Corporate Affairs/Investments Director (Responsible for arranging the release of this announcement)

Citigate Dewe Rogerson, London +44 20 7638 9571

Sandra Novakov

Lucy Eyles

This announcement contains inside information.

About AFI Development

Established in 2001, AFI Development is one of the leading real estate development companies operating in Russia.

AFI Development is listed on the Main Market of the London Stock Exchange and aims to deliver shareholder value through a commitment to innovation and continuous project development, coupled with the highest standards of design, construction and quality of customer service.

AFI Development focuses on developing and redeveloping high quality commercial and residential real estate assets across Russia, with Moscow being its main market. The Company's existing portfolio comprises commercial projects focused on offices, shopping centres, hotels and mixed-use properties, and residential projects. AFI Development's strategy is to sell the residential properties it develops and to either lease the commercial properties or sell them for a favourable return.

AFI Development is a leading force in urban regeneration, breathing new life into city squares and neighbourhoods and transforming congested and underdeveloped areas into thriving new communities. The Company's long-term, large-scale regeneration and city infrastructure projects establish the necessary groundwork for the successful launch of commercial and residential properties, providing a strong base for the future.

Legal disclaimer

Some of the information in these materials may contain projections or other forward-looking statements regarding future events, the future financial performance of the Company, its intentions, beliefs or current expectations and those of its officers, directors and employees concerning, among other things, the Company's results of operations, financial condition, liquidity, prospects, growth, strategies and business.

You can identify forward looking statements by terms such as "expect", "believe", "anticipate", "estimate", "intend", "will", "could," "may" or "might" or the negative of such terms or other similar expressions. These statements are only predictions and that actual events or results may differ materially. Unless otherwise required by applicable law, regulation or accounting standard, the Company does not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in projections or forward-looking statements of the Company, including, among others, general economic conditions, the competitive environment, risks associated with operating in Russia and market change in the industries the Company operates in, as well as many other risks specifically related to the Company and its operations.

Executive Chairman's statement

While the general macroeconomic environment in Russia continued to stabilise during Q2 2018, the recent threat of new US sanctions against Russia had a negative effect on the rouble and overshadowed the otherwise improving economic outlook.

AFI Development reported strong growth in revenue and profits, supported by a significant increase in residential sales. The rental and hotel operating income increased 12% year-on-year to US$62.7 million for the six months, reflecting the strong performance of AFIMALL City. Sales revenue from our residential segment saw a 58% year-on-year increase to US$78.7 million, reflecting our move to IFRS 15 reporting and the delivery of apartments to customers in Phase I of AFI Residence Paveletskaya.

Our gross profit for the first half of the year increased by 88% year-on-year to US$55.8 million, reflecting strong residential revenue and higher profitability of our residential projects in Moscow (relative to Odinburg, which accounted for all of our recognised residential sales revenue in 2017). We recorded a net profit of US$76.7 million for the six-month period, up significantly from US$7.9 million in H1 2017.

We remain cautiously optimistic regarding the market environment for both our commercial and residential projects. We believe that with our high-quality, competitive projects, we are well placed to generate solid revenue and profits in the coming years.

Projects update

AFIMALL City

Continued improvement in the performance of AFIMALL City is reflected in the 9% year-on-year increase in revenue to US$43.6 million for the quarter, and 15% year-on-year increase in NOI to US$32.8 million. Occupancy at the end of the second quarter was 90%.

Odinburg

At the Odinburg residential development, Building 3 (Phase 1) and Building 6 (Phase II) are under construction and currently being marketed to customers. The last remaining apartments at the delivered Building 2 of Phase I are in the process of being sold.

As of 20 August 2018, 677 apartments (96% of total) were sold in Building 2, 281 (31% of total) in Building 3 and 161 (72% of total) in Building 6.

AFI Residence Paveletskaya

In Q2 2018 we virtually completed the delivery of apartments to customers who bought apartments in Phase I. Meanwhile, construction works and marketing of apartments and special units in Phase II continue to plan. As of 20 August 2018, 457 contracts for pre-sales of both apartments and "special units" have been signed (73% of Phase I and Phase II combined).

Bolshaya Pochtovaya

During H1 2018 the construction and marketing of the project progressed according to plan and as of 20 August 2018, 156 apartments (84% of Phase I) had been pre-sold to customers.

Botanic Garden

The construction and pre-sales are also progressing at Botanic Garden. As of 20 August 2018, 213 apartments (27% of Phase I) have been pre-sold to customers.

Aquamarine III Business Centre (Ozerkovskaya III)

In Q1 2018 the Company successfully completed the disposal of Buildings 2 and 4 to one of the leading Russian banks for circa US$135 million.

Following the disposal and the restructuring of the loans of Aquamarine III and AFIMALL City with VTB Bank PJSC, the Aquamarine III loan was fully repaid in January 2018.

AFI Development currently owns one remaining building in the complex (GBA 18,805 sq.m including underground parking), which is leased to Deutsche Bank, Brown-Forman and other tenants. The occupancy of the building as of the end of H1 2018 was 89%.

Aquamarine Hotel

In July 2018 the Company concluded a franchising agreement with Intercontinental Hotel Group to allow the Aquamarine Hotel to be rebranded as Crowne Plaza. The Company believes that, in light of increasing competition in central Moscow, branding is crucial to successful long-term competitiveness of the Hotel and its financial performance. The Hotel will be renamed "Crowne Plaza Tretyakovskaya".

Subsequent events

On 29(th) August 2018 the Board of Directors of the Company approved granting of a loan in the maximum amount of EUR5 million to Grosolim Ltd, a Company controlled by Mr Leviev. The loan will be provided at Euribor + 5.2% annual interest rate, the interest will be paid quarterly while the principal amount will be paid at 5-year maturity. The loan will be secured by a personal guarantee of Mr Lev Leviev.

On 29(th) August 2018 the Board has accepted resignation of Mr Lev Leviev from the position of Executive Chairman of the Company effective from 31(st) August 2018. The Board appointed Mr David Tahan as non-executive Chairman of the Company effective from 1(st) September 2018. The Board has also appointed Mr Mark Groysman as an executive director: Mr Groysman will serve as a Board member for an interim period till a new Board member is appointed.

Market overview - general Moscow real estate

Macroeconomic environment

The Organisation for Economic Co-operation and Development ("OECD") has maintained its 2018 GDP forecast for Russia at +1.5%.

In Q2 2018, the rouble/dollar spot exchange rate fluctuated within a higher range relative to Q1 2018, between 57.4 and 64.0. The rate at 30.06.2018 was RUR62.76 (versus RUR57.26 on 31.03.2018) for 1 US dollar.

During the second quarter, the Central Bank of Russia ("CBR") maintained its key lending rate at 7.25% (unchanged since March 2018). Drastic reductions in the key lending rate are not expected in light of an unstable external environment and the threat of new US sanctions against Russia.

Annualised consumer price inflation was 2.4% in July 2018, well below the CBR target of 4%.

(Source: OECD, the Bank of Russia, RBC)

Moscow office market

A 40% increase in take up in H1 2018 to 633 thousand sq.m relative to H1 2017 was driven mainly by the manufacturing and retail sectors.

Only one small office development was delivered in Q2 2018, the 2,300 sq.m Nikolin Park in New Moscow. In total, according to Jones Lang LaSalle ("JLL"), 39,000 sq.m of new office space was delivered in H1 2018 (compared to 21,000 sqm in H1 2017).

Vacancy rates in class A and B offices are in slow decline. According to JLL, in Class A properties the average vacancy rate recorded in Q2 2018 was 12.9% (versus 14.0 % in Q2 2017) with Class B properties at 14.3% (versus 14.7% in Q1 2017). The overall vacancy rate within the office real estate market was 12.0% (versus 15% in Q2 2017).

Rental rates remained relatively stable throughout H1 2018. Asking rents for Class A prime central premises stood at US$600-750 per sq.m per year. Asking rents for Class A office buildings were US$420-700 and for Class B $210-440. Rouble denominated rents continue to prevail, with Class B properties being let almost exclusively in roubles.

(Source: JLL, C&W)

Moscow retail market

Whilst development activity in the retail segment remains at historically low levels, three new shopping centres were opened in Moscow in H1 2018 (total GBA of 98,500 sq.m), with Kashirskaya Plaza being the largest (71,000 sq.m).

Six new brands entered the market in H1 2018, most from the premium fashion segment. Notable debuts include the monobrand boutiques of Karl Lagerfeld and Coach.

The vacancy rate across Moscow shopping centres as of the end of H1 2018 was at 5.2% (JLL).

The most common lease structure continues to include a combination of a low minimum rent coupled with turnover rent, with fixed exchange rates commonly offered to tenants.

(Source: JLL, C&W, CBRE)

Moscow and Moscow Region residential market

Moscow

At the end of Q2 2018, supply to the "Old Moscow" primary residential market (excluding "apartments") was about 2.48 million sq.m (c. 37,600 residential units), a 14% decrease versus Q1 2018. Supply to the "New Moscow" market was about 407.0 thousand sq.m, a 3% increase versus Q1 2018.

By the end of Q2 2018, the weighted average asking price in the newly built business class residential market in Moscow amounted to RUR245,800 per sq.m p.a. (circa US$3,964). This represents a 2% increase versus Q1 2018 in rouble terms. In the comfort class, the weighted average asking price was RUR160.3 per sq.m (circa US$2,585).

The Moscow region

The primary market supply (newly built residential units) in the Moscow region amounted to 2.6 million sq.m in Q2 2018.

The weighted average price per sq.m in the Moscow region as of end-June 2018 was RUR75,800 (circa US$1,223).

(Source: Miel Real Estate, Azbuka Zhilya)

 
 Lev Leviev 
  Executive Chairman of the Board 
 

CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the period from 1 January 2018 to 30 June 2018

C O N T E N T S

Independent auditors' report on review of condensed consolidated interim financial information

Condensed consolidated income statement

Condensed consolidated statement of comprehensive income

Condensed consolidated statement of changes in equity

Condensed consolidated statement of financial position

Condensed consolidated statement of cash flows

Notes to the condensed consolidated interim financial statements

Independent auditors' report on review of condensed consolidated interim financial information to the members of AFI DEVELOPMENT PLC

Introduction

We have reviewed the accompanying condensed consolidated statement of financial position of AFI Development PLC as at 30 June 2018, the condensed consolidated statements of income, comprehensive income, changes in equity and cash flows for the six-month period then ended, and notes to the interim financial statements ('the condensed consolidated interim financial statements'). The Company's Board of Directors is responsible for the preparation and presentation of these condensed consolidated interim financial statements in accordance with IAS 34 "Interim Financial Reporting". Our responsibility is to express a conclusion on these condensed consolidated interim financial statements based on our review.

Scope of Review

We conducted our review in accordance with the International Standard on Review Engagements 2410, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity". A review of interim financial statements consists of making inquiries, primarily of persons responsible for financial and accounting matters, 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.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed consolidated interim financial statements as at 30 June 2018 are not prepared, in all material respects, in accordance with IAS 34 "Interim Financial Reporting".

Marios G. Gregoriades, CPA

Certified Public Accountant and Register Auditor

For and on behalf of

KPMG Limited

Certified Public Accountants and Registered Auditors

14 Esperidon Street

1087 Nicosia, Cyprus

29 August 2018

CONDENSED CONSOLIDATED INCOME STATEMENT

For the period from 1 January 2018 to 30 June 2018

 
                                                              For the        For the 
                                                             six months     six months 
                                                               ended          ended 
                                                              30/6/18        30/6/17 
                                                        US$ '000            US$ '000 
                                        Note 
 
 Revenue                                  6                     142,021        106,069 
 
 Other income                                                       781            542 
 
 Operating expenses                       8                    (30,421)       (26,422) 
 Cost of sales of trading properties    14,15                  (50,415)       (47,303) 
 Administrative expenses                  7                     (2,576)        (3,122) 
 Other expenses                                                 (3,627)        (2,063) 
 Total expenses                                                (87,039)       (78,910) 
 
 Share of the after-tax profit 
  of joint ventures                                                   -          1,957 
 
 Gross Profit                                                    55,763         29,658 
 
 Gain on 100% acquisition of 
  previously held interest in 
  a joint venture                                                     -          7,532 
 Increase/(decrease) in fair 
  value of properties                   11,12                    42,567          (927) 
 
 Results from operating activities                               98,330         36,263 
 
 Finance income                                                  17,365          5,713 
 Finance costs                                                 (19,212)       (24,774) 
 Net finance (costs)/income               9                     (1,847)       (19,061) 
 
 Profit before tax                                               96,483         17,202 
 Tax expense                             10                    (19,815)        (9,270) 
 
 Profit for the period                                           76,668          7,932 
 
 Profit attributable to: 
 Owners of the Company                                           76,452          7,637 
 Non-controlling interest                                           216            295 
                                                                 76,668          7,932 
 
 Earnings per share 
 Basic and diluted earnings per 
  share (cent)                                                     7.30           0.73 
 

The notes form an integral part of the condensed consolidated interim financial statements.

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

For the period from 1 January 2018 to 30 June 2018

 
                                                              For the                      For the 
                                                             six months                   six months 
                                                               ended                        ended 
                                                              30/6/18                     30/6/17 
                                                      US$ '000                     US$ '000 
 
 Profit for the period                                           76,668                        7,932 
 
 Other comprehensive income 
  Items that are or may be reclassified 
  subsequently to profit or loss 
 Realised translation differences on 
  100% acquisition of previously held 
  interest in a joint venture transferred 
  to income statement                                                 -                      (4,271) 
 Foreign currency translation differences 
  for foreign operations                                       (41,108)                        6,537 
 Other comprehensive income for the 
  period                                                       (41,108)                        2,266 
 
 Total comprehensive income for the 
  period                                                         35,560                       10,198 
 
 Total comprehensive income attributable 
  to: 
 Owners of the parent                                            35,332                        9,938 
 Non-controlling interests                                          228                          260 
 
                                                                 35,560                       10,198 
 
 
 
 
 
 

The notes form an integral part of the condensed consolidated interim financial statements.

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

For the period from 1 January 2018 to 30 June 2018

 
                                          Attributable to the owners of the Company                          Non-controlling     Total 
                                                                                                                interests        equity 
                      Share          Share          Capital      Translation   Retained 
                     Capital        Premium         Reserve        Reserve     Earnings           Total 
                       US$         US$ '000         US$ '000      US$ '000        US$ '000       US$ '000           US$        US$ '000 
                       '000                                                                                         '000 
 
 Balance at 1 
  January 
  2018 as 
  reported 
  previously            1,048         1,763,409       (19,333)     (301,287)        (672,719)      771,118             (171)     770,947 
 Adjustment on 
  initial 
  application of 
  IFRS 
  15 net of tax             -                 -              -           581           13,885       14,466                73      14,539 
 Adjusted balance 
  at 1 January 
  2018                  1,048         1,763,409       (19,333)     (300,706)        (658,834)      785,584              (98)     785,486 
 
 Total 
 comprehensive 
 income for the 
 period 
 Profit for the 
  period                    -                 -              -             -           76,452       76,452               216      76,668 
 Other 
  comprehensive 
  income                    -                 -              -      (41,120)                -     (41,120)                12    (41,108) 
 Total 
  comprehensive 
  income for the 
  period                    -                 -              -      (41,120)           76,452       35,332               228      35,560 
 
 Balance at 30 
  June 
  2018                  1,048         1,763,409       (19,333)     (341,826)        (582,382)      820,916               130     821,046 
 
 
 Balance at 1 
  January 
  2017                  1,048         1,763,409        (9,201)     (311,331)        (667,801)      776,124           (3,827)     772,297 
 
 Total 
 comprehensive 
 income for the 
 period 
 Profit for the 
  period                    -                 -              -             -            7,637        7,637               295       7,932 
 Other 
  comprehensive 
  income                    -                 -              -         2,301                -        2,301              (35)       2,266 
 Total 
  comprehensive 
  income for the 
  period                    -                 -              -         2,301            7,637        9,938               260      10,198 
 
 Transactions with owners of the 
  Company Changes in ownership 
  interests 
 Acquisition of 
  non-controlling 
  interests                 -                 -       (10,145)             -                -     (10,145)             3,435     (6,710) 
 
 Balance at 30 
  June 
  2017                  1,048         1,763,409       (19,346)     (309,030)        (660,164)      775,917             (132)     775,785 
 
 

The notes form an integral part of the condensed consolidated interim financial statements.

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

AS AT 30 JUNE 2018

 
                                                  30/6/18      31/12/17 
                     Note                        US$ '000      US$ '000 
 Assets 
 Investment property                       11      818,060       818,060 
 Investment property under development     12      163,240       163,240 
 Property, plant and equipment             13       72,845        77,633 
 Long-term loans receivable                          3,492         1,669 
 Intangible assets                                     540           204 
 VAT recoverable                                        36            48 
 Other investments                         18        5,075             - 
 Non-current assets                              1,063,288     1,060,854 
 
 Trading properties                        14       29,300        10,792 
 Trading properties under construction     15      264,484       349,735 
 Other investments                         18       19,924        10,515 
 Inventories                                         1,104         1,318 
 Short-term loans receivable                           608         1,090 
 Trade and other receivables               16       64,772        70,402 
 Current tax assets                                  1,520         4,114 
 Cash and cash equivalents                 17       88,026        95,468 
 Current assets                                    469,738       543,434 
 
 Total assets                                    1,533,026     1,604,288 
 
 Equity 
 Share capital                                       1,048         1,048 
 Share premium                                   1,763,409     1,763,409 
 Translation reserve                             (341,826)     (301,287) 
 Capital reserve                                  (19,333)      (19,333) 
 Retained earnings                               (582,382)     (672,719) 
 Equity attributable to owners of the 
  Company                                  19      820,916       771,118 
 Non-controlling interests                             130         (171) 
 Total equity                                      821,046       770,947 
 
 Liabilities 
 Long-term loans and borrowings            20      520,585       492,484 
 Deferred tax liabilities                           62,851        42,652 
 Deferred income                                    13,052        12,641 
 Non-current liabilities                           596,488       547,777 
 
 Short-term loans and borrowings           20       16,932        86,775 
 Trade and other payables                  21       41,942        65,106 
 Advances from customers                   23       54,041       123,766 
 Current tax liabilities                             2,577         9,917 
 Current liabilities                               115,492       285,564 
 
 Total liabilities                                 711,980       833,341 
 
 Total equity and liabilities                    1,533,026     1,604,288 
 
 

The condensed consolidated interim financial statements were approved by the Board of Directors on 29 August 2018.

The notes form an integral part of the condensed consolidated interim financial statements.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

For the period from 1 January 2018 to 30 June 2018

 
                                                             1/1/18-       1/1/17- 
                                                             30/6/18       30/6/17 
                                                 Note          US$ '000    US$ '000 
 Cash flows from operating activities 
 Profit/(loss) for the period                                    76,668       7,932 
 Adjustments for: 
 Depreciation                                     13                463         409 
 Net finance costs                                 9                947      18,672 
 (Increase)/Decrease in fair value of 
  properties                                     11,12         (42,567)         927 
 Share of profit in joint ventures                                    -     (1,957) 
 Gain on 100% acquisition of previously 
  held interest in a joint venture                                    -     (7,532) 
 Tax expense                                      10             19,815       9,270 
                                                                 55,326      27,721 
 Change in trade and other receivables                           13,314       1,192 
 Change in inventories                                              112          98 
 Change in trading properties and trading 
  properties under construction                                 (9,832)       3,854 
 Change in advances and amounts payable 
  to builders of trading properties under 
  construction                                                  (9,764)     (5,157) 
 Change in advances from customers                23             12,605     (6,062) 
 Change in trade and other payables                            (24,200)       3,208 
 Change in VAT recoverable                                        5,871     (1,661) 
 Change in deferred income                                        1,533         555 
 Cash generated from operating activities                        44,965      23,748 
 Taxes paid                                                    (10,304)       (909) 
 Net cash from operating activities                              34,661      22,839 
 
 Cash flows from investing activities 
 Acquisition of subsidiary net of cash 
  acquired                                                            -       (786) 
 Proceeds from sale of other investments                          5,752       5,944 
 Proceeds from sale of property, plant 
  and equipment                                                      55          55 
 Interest received                                                  561         314 
 Change in advances and amounts payable 
  to builders                                    16,21            (235)       2,483 
 Payments for construction of investment 
  property under development                       12           (1,320)     (1,711) 
 Payments for the acquisition/renovation 
  of investment property                           11             (383)       (291) 
 Change in VAT recoverable                                        (355)         389 
 Acquisition of property, plant and equipment     13              (639)        (88) 
 Acquisition of other investments                              (21,241)     (6,051) 
 Acquisition of intangible assets                                 (930)           - 
 Proceeds from repayments of loans receivable                       447       4,178 
 Payments for loans receivable                                  (2,023)     (1,784) 
 Net cash from investing activities                            (20,311)       2,652 
 

The notes form an integral part of the condensed consolidated interim financial statements.

 
                                                        1/1/18-       1/1/17- 
                                                        30/6/18       30/6/17 
                                             Note         US$ '000    US$ '000 
 Cash flows from financing activities 
 Acquisition of non-controlling interests                        -     (1,369) 
 Proceeds from loans and borrowings           20           542,873      13,737 
 Repayment of loans and borrowings            20         (548,196)     (4,944) 
 Interest paid                                            (16,980)    (24,462) 
 Net cash used in financing activities                    (22,303)    (17,038) 
 
 Effect of exchange rate fluctuations                          511         158 
 
 Net (decrease)/increase in cash and cash 
  equivalents                                              (7,442)       8,611 
 Cash and cash equivalents at 1 January                     95,468      10,619 
 Cash and cash equivalents at 30 June         17            88,026      19,230 
 

The notes form an integral part of the condensed consolidated interim financial statements.

NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS

For the period from 1 January 2018 to 30 June 2018

   1.    INCORPORATION AND PRINCIPAL ACTIVITY 

AFI Development PLC (the "Company") was incorporated in Cyprus on 13 February 2001 as a limited liability company under the name Donkamill Holdings Limited. In April 2007 the Company was transformed into public company and changed its name to AFI Development PLC. The address of the Company's registered office is 165 Spyrou Araouzou Street, Lordos Waterfront Building, 5(th) floor, Flat/office 505, 3035 Limassol, Cyprus. As of 7 September 2016 the Company is a 64.88% subsidiary of Flotonic Limited, a private holding company registered in Cyprus, 100% owned by Mr Lev Leviev. Prior to that, the Company was a 64.88% subsidiary of Africa Israel Investments Ltd ("Africa-Israel"), which is listed in the Tel Aviv Stock Exchange ("TASE"). The remaining shareholding of "A" shares is held by a custodian bank in exchange for the GDRs issued and listed in the London Stock Exchange ("LSE"). On 5 July 2010 the Company issued by way of a bonus issue 523,847,027 "B" shares, which were admitted to a premium listing on the Official List of the UK Listing Authority and to trading on the main market of LSE. On the same date, the ordinary shares of the Company were designated as "A" shares.

These condensed consolidated interim financial statements ("interim financial statements") as at and for the six months ended 30 June 2018 comprise the Company and its subsidiaries (together referred to as the "Group") and the Group's interest in jointly controlled entities.

The principal activity of the Group is real estate investment and development. The principal activity of the Company is the holding of investments in subsidiaries and joint ventures.

   2.    basis of Accounting 
   i.          Going concern basis of accounting 

The Group had experienced, during the several past years, difficult trading conditions driven by macro-economic and geopolitical developments affecting the Russian economy as a whole and a deterioration in demand for real estate assets across the country. Whilst the general economy has shown some signs of stabilisation during the year 2016 and 2017 with higher oil prices, strengthening of the Rouble and inflation on a downward trend, the performance of the real estate sector remains weak. In the first half of 2018 Russia's economic recovery continued amidst relatively high oil prices, enhanced macroeconomic stability, gradual monetary loosening, and ongoing momentum in global economic growth.

The Group has recognised a net profit after tax of US$76.7 million for the six-month period ended 30 June 2018, and due to the disposal of two building of Ozerkovskaya III at the end of 2017, its cash and cash equivalents and marketable securities improved to US$108.0 million. Its current liabilities decreased to US$115.5 million due to final repayment of Ozerkovskaya III loan in January 2018 (note 20) and recognition of revenue from sales of trading property in accordance with the new IFRS 15 (note 4).

The management estimates that the Group will continue to generate sufficient operating cash flows from yielding properties such as AFI Mall, the hotels and BC Ozerkovskaya III so as to meet loan interest and principal payments of the new loans. The disposal of two buildings of Ozerkovskaya III in December 2017 generated sale proceeds for partial debt repayment of Ozerkovskaya III loan and refinancing of the outstanding amount by AFIMALL City loan for a 5-year term (note 20). The management succeeded in reducing debt and refinancing loans at lower interest rates and allowing repayment of the principal and securing further operational existence for the foreseeable future. Based on cash flow projection for a year period the management reached a conclusion that the Group is in a position to secure further financing for its projects under construction by sales proceeds to generate enough cash to cover its working capital requirements in order to continue its operations in the foreseeable future.

Considering all the above conditions and assumptions, management concluded that the Group had adequate resources to continue in operational existence for the foreseeable future and adopted the going concern basis in preparing the interim consolidated financial statements.

   ii.         Statement of compliance 

These interim financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting" and should be read in conjunction with the Group's last annual consolidated financial statements as at and for the year ended 31 December 2017 ('last annual financial statements'). They do not include all of the information required for a complete set of IFRS financial statements. However, selected explanatory notes are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and performance since the last financial statements.

This is the first set of the Group's financial statements where IFRS 15 and IFRS 9 have been adopted. Changes to significant accounting policies are described in Note 4.

   iii.        Functional and presentation currency 

These consolidated financial statements are presented in United States Dollars which is the Company's functional currency. All financial information presented in United States Dollars has been rounded to the nearest thousands, except when otherwise indicated.

Foreign operations

Each entity of the Group determines its own functional currency and items included in the financial statements of each entity are measured using its functional currency. Where the functional currency of an entity of the Group is other than US Dollars, which is the presentation currency of the Group, then the financial statements of the entity are translated in accordance with IAS 21 'The effects of changes in foreign exchange rates".

The table below shows the exchange rates of Russian Roubles, which is the functional currency of the Russian subsidiaries of the Group, to the US Dollar which is the presentation currency of the Group:

Exchange rate % change % change

                                                                        Russian Roubles           six months          year 
   As of:                                                                 for US$1 

30 June 2018 62.7565 9.0

31 December 2017 57.6002 (5.0)

30 June 2017 59.0855 (2.6)

Average rate during:

Six-month period ended 30 June 2018 59.3536 2.4

Six-month period ended 30 June 2017 57.9862 (17.5)

   3.    use of judgements and estimates 

In preparing these interim financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates.

The significant judgments made by management in applying the Group's accounting policies and the key sources of estimation uncertainty were the same as those that applied to the consolidated financial statements as at and for the year ended 31 December 2017, except for new significant judgements and key sources of estimation uncertainty related to the application of IFRS 15, which are disclosed in Note 4.

   a.   Measurement of fair values 

The Group has an established control framework with respect to the measurement of fair values. This includes a valuation team that has overall responsibility for overseeing all significant fair value measurements, including Level 3 fair values, and reports directly to the chief financial officer.

The valuation team regularly reviews significant unobservable inputs and valuation adjustments. If third party information, such as broker quotes or pricing services, is used to measure fair values, then the valuation team assesses the evidence obtained from the third parties to support the conclusion that these valuations meet the requirements of IFRS, including the level in the fair value hierarchy in which such valuations should be classified.

Significant valuation issues are reported to the group audit committee.

When measuring the fair value of an asset or a liability, the Group uses market observable data as far as possible. Fair values are categorised into different levels in a fair value hierarchy based on the inputs used in the valuation techniques as follows:

   --   Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities. 

-- Level 2: inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).

-- Level 3: inputs for the asset or liability that are not based on observable market data (unobservable inputs).

If the inputs used to measure the fair value of an asset or a liability might be categorised in different levels of the fair value hierarchy, then the fair value measurement is categorised in its entirety in the same level of the fair value hierarchy as the lowest level input that is significant to the entire measurement.

The Group recognises transfers between levels of the fair value hierarchy at the end of the reporting period during which the change has occurred.

   4.    CHANGES IN significant accounting policies 

Except as described below, the accounting policies applied in these interim financial statements are the same as those applied in the Group's consolidated financial statements as at and for the year ended 31 December 2017.

The changes in accounting policies are also expected to be reflected in the Group's consolidated financial statements as at and for the year ending 31 December 2018.

The Group has initially adopted IFRS 15 Revenue from Contracts with Customers as from 1 January 2018. A number of other new standards, including IFRS 9 Financial Instruments, are effective from 1 January 2018 but they do not have a material effect on the Group's financial statements.

The effect of initially applying this standard, IFRS 15, is mainly attributed to the following:

- Earlier recognition of revenue from sales of residential properties under DDU contracts (see below)

- Recognition of significant financial component on payments received in advance from customers for residential properties under DDU contracts (see below)

IFRS 15 establishes a comprehensive framework for determining whether, how much and when revenue is recognised. It replaces existing revenue recognition guidance, including IAS 18 Revenue, IAS 11 Construction Contracts and related interpretations.

The Group has adopted IFRS 15 using the cumulative effect method (without practical expedients), with the effect of initially applying these standards recognised at the date of initial application (i.e. 1 January 2018). Accordingly, the information presented for 2017, has not been restated, i.e. it is presented, as previously reported, under IAS 18 and related interpretations.

The following table summarises the impact, net of tax, of transition to IFRS 15 on retained earnings and Non-controlling interests at 1 January 2018.

 
                                                 Impact of adopting 
                                                     IFRS 15 at 
                                                   1 January 2018 
                                                       US$ '000 
 Retained earnings 
 Profit from sales of trading properties 
  before tax                                                 17,357 
 Related tax                                                (3,472) 
 Impact on 1 January 2018                                    13,885 
 
 Non-controlling interests 
 Profit from sales of trading properties 
  before tax                                                     91 
 Related tax                                                   (18) 
 Impact on 1 January 2018                                        73 
 
 Translation reserve 
 Net profit from sales of trading properties                    581 
 Impact on 1 January 2018                                       581 
 

The following table summarises the impacts of adopting IFRS 15 on the Group's interim statement of financial position as at 30 June 2018 and its interim statement of profit or loss and other comprehensive income for the six months then ended for each of the line items affected. There was no material impact on the Group's interim statement of cash flows for the six-month period ended 30 June 2018.

Impact on the condensed consolidated interim statement of profit or loss

 
 For the six months ended                                      Amounts without 
  30 June 2018                                                        adoption 
                                 As reported     Adjustments        of IFRS 15 
                                    US$ '000        US$ '000          US$ '000 
 
 
 Revenue                             142,021        (12,187)           129,834 
 
 Cost of sales of trading 
  properties                        (50,415)           3,251          (47,164) 
 Total expenses                     (87,039)           3,251          (83,788) 
 
 Gross Profit                         55,763         (8,936)            46,827 
 
 Results from operating 
  activities                          98,330         (8,936)            89,394 
 
 Net finance (costs)/income          (1,847)               -           (1,847) 
 
 Profit before tax                    96,483         (8,936)            87,547 
 Tax expense                        (19,815)           1,787          (18,028) 
 
 Profit for the period                76,668         (7,149)            69,519 
 
 
 

Impact on the condensed consolidated interim statement of financial position

 
 30 June 2018                                                    Amounts without 
                                                                        adoption 
                                   As reported     Adjustments        of IFRS 15 
                                      US$ '000        US$ '000          US$ '000 
 Assets 
 Non-current assets                  1,063,288               -         1,063,288 
 
 Trading properties under 
  construction                         264,484          56,943           321,427 
 Current assets                        469,738          56,943           526,681 
 
 Total assets                        1,533,026          56,943         1,589,969 
 
 Equity 
 Translation reserve                 (341,826)           3,951         (337,875) 
 Retained earnings                   (582,382)        (21,035)         (603,417) 
 
 Equity attributable to 
  owners of the Company                820,916        (17,084)           803,832 
 Non-controlling interests                 130            (24)               106 
 Total equity                          821,046        (17,108)           803,938 
 
 Liabilities 
 Deferred tax liabilities               62,851         (4,909)            57,942 
 Non-current liabilities               596,488         (4,909)           591,579 
 
 Advances from customers                54,041          78,960           133,001 
 Current liabilities                   115,492          78,960           194,452 
 
 Total liabilities                     711,980          74,051           786,031 
 
 Total equity and liabilities        1,533,026          56,943         1,589,969 
 

The details of the new accounting policy and the nature of the changes to previous accounting policy in relation to the Group's revenue from sales of trading properties under DDU contracts is set below. The adoption of IFRS 15 did not have a significant impact on the accounting policies in relation to the remaining sources of revenue.

 
 Type of product     Nature, timing of satisfaction      Nature of change in 
                      of performance obligations,         accounting policy 
                      significant payment terms 
------------------  ----------------------------------  ---------------------- 
 Sales of trading    The revenue from the contracts      Under IAS 18, revenue 
  properties under    with customers for sale             from these contracts 
  DDU contracts       of trading properties under         and associated costs 
                      DDU contracts is recognised         were recognised when 
                      over period of time as              risks and rewards 
                      the construction progresses.        of ownership were 
                      The Group has determined            transferred to the 
                      that this results in revenue        customer (i.e. when 
                      and associated costs to             act of transfer was 
                      fulfil the contracts being          signed). 
                      recognised over time, i.e. 
                      before the ownership of 
                      flats is actually transferred 
                      to the customer. The transaction 
                      price for such contract 
                      is determined by adjusting 
                      the promised amount of 
                      consideration which is 
                      received in advance, for 
                      the effect of significant 
                      finance component. The 
                      contract liability is presented 
                      in the statement of financial 
                      position as Advances from 
                      customers. 
 

Under IFRS 15, revenue is recognised when a customer obtains control of the goods or services. Determining the timing of the transfer of control - at a point in time or over time - requires judgement.

Standards issued but not yet effective

A number of new standards and amendments to standards are effective for annual periods beginning after 1 January 2019 and earlier application is permitted; however, the Group has not early adopted any new or amended standards in preparing these condensed consolidated interim financial statements.

The Group has no updates to information provided in the consolidated financial statements as at and for the year ended 31 December 2017 about the standards issued but not yet effective that may have a significant impact on the Group's consolidated financial statements.

   5.     OPERATING SEGMENTS 

The Group has 5 reportable segments, as described below, which are the Group's strategic business units. The following summary describes the operation in each of the Group's reportable segments:

-- Development Projects - Residential projects: Include construction and selling of residential properties.

   --    Asset Management: Includes the operation of investment property for lease. 
   --    Hotel Operation: Includes the operation of Hotels. 
   --    Land bank: Includes the investment and holding of property for future development. 
   --    Other: Includes the management services provided for the projects. 

Information regarding the results of each reportable segment is included below. Performance is measured based on segment profit before income tax, as included in the internal management reports that are reviewed by the Group's management team. Segment profit is used to measure performance as management believes that such information is the most relevant in evaluating the results of certain segments relative to other entities that operate within these industries. Inter-segment pricing is determined on an arm's length basis.

 
    Development projects    Asset management   Hotel Operation   Land bank   Other     Total 
       Residential 
         projects 
 
 
 
                   30/6/18     30/6/17   30/6/18    30/6/17    30/6/18    30/6/17    30/6/18    30/6/17     30/6/18     30/6/17     30/6/18     30/6/17 
                   US$'000     US$'000    US$'000    US$'000   US$'000   US$'000     US$'000    US$'000     US$'000     US$'000     US$'000     US$'000 
 
 External 
  revenues          78,759      49,912     45,601     41,629    16,076     13,446      1,026      1,035           3          47     141,465     106,069 
                 ---------  ----------  ---------  ---------  --------  ---------  ---------  ---------  ----------  ----------  ----------  ---------- 
 
 Inter-segment 
  revenue                1       9,305      2,714      3,164         3          2         15         13       4,386       4,964       7,119      17,448 
                 ---------  ----------  ---------  ---------  --------  ---------  ---------  ---------  ----------  ----------  ----------  ---------- 
 
 Segment 
  profit/(loss) 
  before tax        27,162     (1,090)     60,298      9,822     3,649      4,869      8,350      8,258     (2,780)     (4,528)      96,679      17,331 
                 ---------  ----------  ---------  ---------  --------  ---------  ---------  ---------  ----------  ----------  ----------  ---------- 
 
                  30/6/18     31/12/17    30/6/18   31/12/17   30/6/18   31/12/17    30/6/18   31/12/17    30/6/18     31/12/17     30/6/18    31/12/17 
                  US$'000     US$'000    US$'000    US$'000    US$'000   US$'000     US$'000    US$'000    US$'000      US$'000     US$'000    US$'000 
 
 Segment assets    362,720     418,891    852,193    866,433    78,799     81,487    195,892    196,326       1,493       1,270   1,491,097   1,564,407 
                 ---------  ----------  ---------  ---------  --------  ---------  ---------  ---------  ----------  ----------  ----------  ---------- 
 
 Segment 
  liabilities       86,624     145,918    560,173   622,352     59,816     61,360      3,313      1,646       1,395       1,409     711,321     832,685 
                 ---------  ----------  ---------  ---------  --------  ---------  ---------  ---------  ----------  ----------  ----------  ---------- 
 

Reconciliation of reportable segment profit or loss

 
                                                              1/1/18-     1/1/17- 
                                                              30/6/18      30/6/17 
                                                            US$ '000      US$ '000 
 
       Total profit before tax for reportable segments          96,679      17,331 
       Unallocated amounts: 
       Other profit or loss                                      (196)     (9,618) 
       Gain on 100% acquisition of previously held 
        interest in a 
        joint venture                                                -       7,532 
       Share of profit of joint ventures, net of tax                 -       1,957 
       Profit before tax                                        96,483      17,202 
 

Reconciliation of reportable segment revenue

 
                                                  1/1/18-       1/1/17- 
                                                   30/6/18       30/6/17 
                                                 US$ '000     US$ '000 
 
       Total revenue for reportable segments       141,465         106,069 
       Unallocated revenue: 
       Non-core activity revenue                       556               - 
       Revenue                                     142,021         106,069 
 
   6.     REVENUE 
 
                                                      For the     For the 
                                                          six         six 
                                                       months      months 
                                                        ended       ended 
                                                     30/6/18     30/6/17 
                                                     US$ '000    US$ '000 
 
       Investment property rental income               46,661      42,691 
       Revenue from sale of trading properties - 
        transferred at a point in time (note 4)         3,974      49,783 
       Revenue from sale of trading properties - 
        transferred over time                          74,751           - 
        (note 4) 
       Hotel operation income                          16,076      13,446 
       Non-core activity revenue                          556           - 
       Construction consulting/management fees              3         149 
                                                      142,021     106,069 
 
   7.     ADMINISTRATIVE EXPENSES 
 
                                         For the     For the 
                                             six         six 
                                          months      months 
                                           ended       ended 
                                        30/6/18     30/6/17 
                                        US$ '000    US$ '000 
 
       Consultancy fees                      217         189 
       Legal fees                            814         882 
       Auditors' remuneration                212         340 
       Valuation expenses                     33          37 
       Directors' remuneration               658         666 
       Depreciation                           54          57 
       Insurance                              76          75 
       Provision for Doubtful Debts        (292)          40 
       Donations                               5          15 
       Other administrative expense          799         821 
                                           2,576       3,122 
 
   8.    OPERATING EXPENSES 
 
                                                       For the six      For the 
                                                      months ended          six 
                                                                         months 
                                                                          ended 
                                                      30/6/18          30/6/17 
                                                      US$ '000        US$ '000 
 
       Maintenance, utility and security expenses           10,444        9,316 
       Agency and brokerage fees                             1,234          644 
       Advertising expenses                                  3,709        2,261 
       Salaries and wages                                    7,542        7,373 
       Consultancy fees                                      1,269          282 
       Depreciation                                            408          352 
       Insurance                                               216          278 
       Rent                                                    665          960 
       Property and other taxes                              4,897        4,926 
       Other operating expenses                                 37           30 
                                                            30,421       26,422 
 

The increase in comparison with the respective period of prior year is mainly due to increase in maintenance, agency, advertising and consultancy expenses, which correlates with the increase in revenue.

   9.    FINANCE COST AND FINANCE INCOME 
 
                                                             For the          For the 
                                                                 six              six 
                                                              months           months 
                                                               ended            ended 
                                                             30/6/18          30/6/17 
                                                            US$ '000         US$ '000 
 
       Interest income                                           756              500 
       Net foreign exchange gain                              16,609            5,209 
       Net change in fair value of financial assets                -                4 
       Finance income                                         17,365            5,713 
 
       Interest expense on loans and borrowings             (16,773)         (24,385) 
       Net foreign exchange loss                                   -                - 
       Net change in fair value of financial assets          (1,537)                - 
       Other finance costs                                     (902)            (389) 
       Finance costs                                        (19,212)         (24,774) 
 
       Net finance cost                                      (1,847)         (19,061) 
 
   10.   tAX EXPENSE 
 
                                                         For the          For the 
                                                             six              six 
                                                          months           months 
                                                           ended            ended 
                                                        30/6/18           30/6/17 
                                                        US$ '000      US$ '000 
  Current tax expense 
  Current year                                             4,099            2,244 
 
  Deferred tax expense 
  Origination and reversal of temporary differences       15,716            7,026 
 
    Total income tax expense                              19,815            9,270 
 
 
   11.   INVESTMENT PROPERTY 

Reconciliation of carrying amount

 
                                                   30/6/18     31/12/17 
                                                   US$ '000    US$ '000 
 
 Balance 1 January                                  818,060      915,350 
 Renovations/additional cost                            383          998 
 Disposals                                          (1,319)    (140,026) 
 Fair value adjustment                               34,810       18,218 
 Effect of movement in foreign exchange rates      (33,874)       23,520 
 Balance 30 June / 31 December                      818,060      818,060 
 

The decrease due to the effect of the foreign exchange fluctuation is a result of the Rouble weakening compared to the US Dollar by 9% during the first half of 2018. The fair value adjustment is mainly related to this Rouble weakening. Based on the management's assessment the fair value of the properties within the portfolio reported has not significantly changed since 31 December 2017 when a valuation by external appraisers took place. The same applies for investment property under development. See note 12 below.

   12.   INVESTMENT PROPERTY UNDER DEVELOPMENT 
 
                                                       30/6/18     31/12/17 
                                                       US$ '000    US$ '000 
 
 Balance 1 January                                      163,240     232,900 
 Construction costs                                       1,320       4,865 
 Transfer to trading properties under construction 
  (note 15)                                                   -    (74,100) 
 Fair value adjustment                                    7,757     (6,648) 
 Effect of movements in foreign exchange 
  rates                                                 (9,077)       6,223 
 Balance 30 June / 31 December                          163,240     163,240 
 

The decrease due to the effect of the foreign exchange fluctuation is a result of the Rouble weakening compared to the US Dollar by 9% during the first half of 2018. The fair value adjustment is mainly related to this Rouble weakening. Based on the management's assessment the fair value of the properties within the portfolio reported has not significantly changed since 31 December 2017, when a valuation by external appraisers took place.

   13.   PROPERTY, PLANT AND EQUIPMENT 
 
                                             30/6/18   31/12/17 
                                            US$ '000   US$ '000 
 
 Balance 1 January                            77,633     31,215 
 Effect of acquisition of subsidiary               -     45,580 
 Additions                                       639        484 
 Depreciation for the period / year            (463)      (846) 
 Disposals                                      (55)      (137) 
 Effect of movements in foreign exchange 
  rates                                      (4,909)      1,337 
 Balance 30 June / 31 December                72,845     77,633 
 
   14.   TRADING PROPERTIES 
 
                                           30/6/18    31/12/17 
                                           US$ '000   US$ '000 
 
  Balance 1 January                          10,792      6,854 
 Transfer from trading properties under 
  construction (note 15)                     22,842     63,202 
  Cost of sales of trading properties       (3,382)   (59,747) 
  Effect of movements in exchange rates       (952)        483 
  Balance 30 June / 31 December              29,300     10,792 
 

Trading properties comprise unsold apartments and parking spaces. The transfer from trading properties under construction represents the completion of the construction of a number of flats, offices and parking places of AFI Residence Paveletskaya project during the six months period of 2018, and of "Odinburg" project during the year 2017.

The amount recognised to cost of sales of trading properties represents the sale of completed flats or parking places recognised at a point in time. For the year ended 31 December 2017 this amount represents the amount transferred to the income statements upon transferring of the rights to the buyers according to the signed acts of transfer in accordance with the previous accounting policy as per IAS18.

   15.   TRADING PROPERTIES UNDER CONSTRUCTION 
 
                                                        30/6/18      31/12/17 
                                                      US$ '000       US$ '000 
 
  Balance 1 January as previously reported              349,735        243,327 
  Effect of adoption of IFRS 15 as at 1 January        (59,801)              - 
   2018* 
  Restated balance at 1 January                         289,934        243,327 
  Transfer from investment property under 
   development (note 12)                                      -         74,100 
  Transfer to trading properties (note 14)             (22,842)       (63,202) 
  Construction costs                                     55,942         96,481 
  Finance cost capitalised                                4,276              - 
  Cost of sales of trading properties                  (47,033)              - 
  Impairment                                                  -        (9,548) 
  Effect of movements in exchange rates                (15,793)          8,577 
  Balance 30 June / 31 December                         264,484        349,735 
 

Trading properties under construction comprise "Odinburg", "Paveletskaya Phase II", "AFI Residence Botanic Garden" and "Bolshaya Pochtovaya" projects which involve primarily the construction of residential properties.

The amount recognised to cost of sales of trading properties, represents the cost incurred to date for the construction of the apartments and flats which were sold but not yet completed based on the new standard IFRS 15 adopted as from 1 January 2018.

*The Group has initially adopted IFRS 15 Revenue from Contracts with Customers as from 1 January 2018. For more details please refer to Note 4.

   16.   TRADE AND OTHER RECEIVABLES 
 
                                                           30/6/18      31/12/17 
                                                           US$ '000     US$ '000 
 
       Advances to builders                                  43,555       29,313 
       Amounts receivable from related parties (note 
        25)                                                     132          109 
       Trade receivables, net                                 5,051        3,458 
       Other receivables                                      7,599       21,713 
       VAT recoverable                                        3,867        9,889 
       Tax receivables                                        4,568        5,920 
                                                             64,772       70,402 
 

Trade receivables net

Trade receivables are presented net of an accumulated provision for doubtful debts and unrecognised revenue of US$8,896 thousand (31/12/2017: US$10,522 thousand).

   17.   CASH AND CASH EQUIVALENTS 
 
                                                   30/6/18      31/12/17 
       Cash and cash equivalents consist of:       US$ '000     US$ '000 
 
       Cash at banks                                 87,791       95,102 
       Cash in hand                                     235          366 
                                                     88,026       95,468 
 
   18.   OTHER INVESTMENTS 

During the current period the Group continued the implementation the Board's decision to invest in various debt and equity instruments. During the period the company invested in total US$21,241 thousand in a private company's shares, in investments in funds and debt securities.

   19.   SHARE CAPITAL AND RESERVES 
 
                                                     30/6/18        31/12/17 
                 1. Share capital                      US$ '000     US$ '000 
 
       Authorised 
       2,000,000,000 shares of US$0.001 each              2,000        2,000 
 
       Issued and fully paid 
       523,847,027 A shares of US$0.001 each                524          524 
        523,847,027 B shares of US$0.001 each               524          524 
                                                          1,048        1,048 
 
 

2. Translation reserve

The translation reserve comprises all foreign currency differences arising from the translation of the financial statements of foreign operations to the Group presentation currency and the foreign exchange differences on loans designated as loans to an investee company which are accounted for as part of the investor's investment (IAS21.15) as their repayment is not planned or likely to occur in the foreseeable future. These foreign exchange differences are recognised directly to Translation Reserve.

3. Retained earnings

Retained earnings are available for distribution at each reporting date. No dividends were proposed, declared or paid during the six-month period ended 30 June 2018.

   4.    Capital reserve 

Represents the effect of the acquisition, in 2015, of the 10% non-controlling interests in Bioka Investments Ltd and its subsidiary Nordservice LLC previously held at 90% and the effect of the acquisitions during the period of the 5% non-controlling interests in Beslaville Management Limited and its subsidiary Zheldoruslugi LLC previously held at 95% and of the 26% non-controlling interest in Bizar LLC previously held at 74%.

   20.   LOANS AND BORROWINGS 
 
                                             30/6/18     31/12/17 
                                            US$ '000      US$ '000 
 Non-current liabilities 
 Secured bank loans                           520,585      492,484 
 
 Current liabilities 
 Secured bank loans                            16,649       86,468 
 Unsecured loans from other non-related 
  companies                                       283          307 
                                               16,932       86,775 
 

The following changes to the loans took place during the six-month period ended 30 June 2018:

A new loan facility was acquired by one of the Group's subsidiaries, Bellgate Construction Ltd ("Bellgate"), based on a loan agreement signed on the 28 December 2017. This new loan facility was used to refinance the previous loan from VTB Bank JSC ("VTB") signed on 22 June 2012 with a maturity date in April 2018 and was also used to repay the remainder amount of US$83 million, of Ozerkovskaya III loan which expired in January 2018. Bellgate received the new loan in five tranches, during January and February 2018, in Euros and in Russian Rubles. The blended interest rate on the new loan is circa 5.6% (assuming current EUR/RUR exchange rate and current Russian Central Bank key lending rate). The interest and the principal of the new loan are to be paid quarterly, while the term of the loan is 5 years.

In January 2018, the Company's subsidiary MKPK PJSC (the owner of the AFI Residence Paveletskaya Project) received a loan from VTB Bank PJSC in the amount of RUR711 million to refinance the previously incurred costs for the construction of the project. The loan bears floating interest rate of the Russian Central Bank key lending rate + 1.5%. The principal on the loan is payable monthly, while the interest is payable quarterly. The loan was fully repaid in June 2018.

   21.   TRADE AND OTHER PAYABLES 
 
                                                 30/6/18     31/12/17 
                                                 US$ '000    US$ '000 
 
       Trade payables                              10,201      13,756 
       Payables to related parties (note 25)          238         183 
       Amount payable to builders                  14,953       8,510 
       Provision                                    6,320       6,830 
       VAT and other taxes payable                  5,535      28,982 
       Other payables                               4,695       6,845 
                                                   41,942      65,106 
 

Provision represents the estimated cost of construction of common use areas of the Odinburg project such as hospital and school which is an obligation of the Group to build and make available for use by the residents.

   22.     FINANCIAL INSTRUMENTS 

A. Accounting classifications and fair values

The following table shows the carrying amounts and fair values of financial assets and financial liabilities, including their levels and the fair value hierarchy for financial instruments measured at fair value. It does not include fair value information for financial assets and financial liabilities not measured at fair value if the carrying amount is a reasonable approximation of fair value.

 
                                Carrying amount                                                Fair value 
-------------------------------------------------------------------------------  ------------------------------------- 
                  Trade                        Cash          Other 
    Loans          and           Other       and cash      financial 
  Receivable      other       investments   equivalents   liabilities     Total    Level     Level     Level     Total 
               receivables                                                           1         2         3 
------------  ------------  -------------  ------------  ------------  --------  -------  --------  --------  -------- 
 
 
 
 30 June 2018   US$'000   US$'000   US$'000   US$'000    US$'000     US$'000    US$'000   US$'000    US$'000     US$'000 
 Financial 
 assets 
 measured at 
 fair value 
 Investment 
  in listed 
  debt 
  securities       -         -      10,493       -              -      10,493   10,493       -          -        10,493 
 Investment 
  in equity        -         -      14,506       -              -      14,506      -         -       14,506      14,506 
-------------  --------  --------  --------  --------  ----------  ----------  --------  --------  ----------  ---------- 
                                    24,999                             24,999 
-------------  --------  --------  --------  --------  ----------  ----------  --------  --------  ----------  ---------- 
 
 Financial 
 assets not 
 measured 
 at fair 
 value 
 Loans 
  receivable     4,100       -         -         -              -       4,100 
 Trade and 
  other 
  receivables      -      12,780       -         -              -      12,780 
 Cash and 
  cash 
  equivalents      -         -         -      88,026            -      88,026 
-------------  --------  --------  --------  --------  ----------  ----------  --------  --------  ----------  ---------- 
                 4,100    12,780              88,026            -     104,906 
-------------  --------  --------  --------  --------  ----------  ----------  --------  --------  ----------  ---------- 
 
 Financial 
 liabilities 
 not measured 
 at fair 
 value 
 Interest 
  bearing 
  loans and 
  borrowings       -         -         -         -      (537,517)   (537,517)      -         -      (525,341)   (525,341) 
 Trade and 
  other 
  payables         -         -         -         -       (14,896)    (14,896) 
-------------  --------  --------  --------  --------  ----------  ----------  --------  --------  ----------  ---------- 
                                                        (552,413)   (552,413) 
-------------  --------  --------  --------  --------  ----------  ----------  --------  --------  ----------  ---------- 
 
 
 
                                 Carrying amount                                   Fair value 
--------------------------------------------------------------------------------  ------------------------------------ 
                   Trade                        Cash          Other 
    Loans           and           Other       and cash      financial 
  Receivable       other       investments   equivalents   liabilities     Total    Level    Level     Level     Total 
                receivables                                                           1        2         3 
------------  -------------  -------------  ------------  ------------  --------  -------  -------  --------  -------- 
 
 
 
 31 December    US$'000   US$'000   US$'000   US$'000    US$'000     US$'000     US$'000   US$'000    US$'000     US$'000 
 2017 
 Financial 
 assets 
 measured at 
 fair value 
 Investment 
  in listed 
  debt 
  securities       -         -       5,255       -          -         5,255       5,255       -          -         5,255 
 Investment 
  in fund          -         -       5,240       -          -         5,240         -         -        5,240       5,240 
                   -         -      10,495       -          -         10,495 
               --------  --------  --------  --------  ----------  ----------- 
 
 Financial 
 assets not 
 measured 
 at fair 
 value 
 Loans 
  receivable     2,759       -         -         -          -            2,759 
 Trade and 
  other 
  receivables      -       25,280      -         -          -          25,280 
 Cash and 
  cash 
  equivalents      -         -         -      95,468        -          95,468 
               --------  --------  --------  --------  ----------  ----------- 
                 2,759     25,280      -      95,468        -        123,507 
               --------  --------  --------  --------  ----------  ----------- 
 
 Financial 
 liabilities 
 not measured 
 at fair 
 value 
 Interest 
  bearing 
  loans and 
  borrowings       -         -         -         -      (579,259)   (579,259)       -         -      (579,415)    (579,415) 
 Trade and 
  other 
  payables         -         -         -         -       (25,230)    (25,230) 
                   -         -         -         -      (604,489)   (604,489) 
               --------  --------  --------  --------  ----------  ----------- 
 
 

A. Measurement of fair values

Valuation technics and significant unobservable inputs

The following table shows the valuation techniques used in measuring Level 3 fair values at 30 June 2018 and 31 December 2017 for financial instruments measured in fair value in the statement of financial positions, as well as the significant unobservable inputs used.

 
                                                                   Inter-relationship 
                                                    Significant        between key 
                                                    unobservable      unobservable 
     Type             Valuation technique              inputs        inputs and fair 
                                                                    value measurement 
-----------  ----------------------------------  ---------------  ------------------- 
 Investment   The securities and other            Not applicable   Not applicable 
  in fund      assets of each Segregated 
               Portfolio are valued by 
               the Fund based on market 
               quotations. If market quotations 
               are not readily available, 
               or if the Investment manager 
               determines that special 
               circumstances exist which 
               effect the value of a security, 
               the valuation of those 
               securities and other assets 
               will be determined in good 
               faith by the Investment 
               manager, whose determination 
               will be final, conclusive 
               and binding on all parties. 
 
   23.   ADVANCES FROM CUSTOMERS 
 
                                                    30/6/18     31/12/17 
                                                   US$ '000     US$ '000 
 
  Balance 1 January as previously reported           123,766        51,301 
  Effect of adoption of IFRS 15 as at 1 January     (77,877)             - 
   2018* 
  Restated balance at 1 January                       45,889        51,301 
  Customer advances during period/year                81,095       110,490 
  Effect of recognition of revenue                  (68,490)      (41,647) 
  Effect of movements in exchange rates              (4,453)         3,622 
  Balance 30 June / 31 December                       54,041       123,766 
 

*The Group has initially adopted IFRS 15 Revenue from Contracts with Customers as from 1 January 2018. For more details please refer to Note 4.

   24.   FINANCIAL RISK MANAGEMENT 

The Group's financial risk management objectives and policies are consistent with that disclosed in the consolidated financial statements as at and for the year ended 31 December 2017.

Russian business and economic environment

The Group's operations are primarily located in the Russian Federation. Consequently, the Group is exposed to the economic and financial markets of the Russian Federation which display characteristics of an emerging market. The legal, tax and regulatory frameworks continue development, but are subject to varying interpretations and frequent changes which together with other legal and fiscal impediments contribute to the challenges faced by entities operating in the Russian Federation.

The Russian economy continues to recover despite financial market volatility. The GDP is forecasted to grow by 1.5% in 2018 year-on-year.

Standard & Poor's credit rating for Russia stands at BBB- with a stable outlook, while Moody's (Ba1) and Fitch's (BBB-) credit ratings for Russia were set with positive outlook.

The Central Bank of Russia announced a pause in rate cuts and kept the key rate at the level of 7.25% since March 2018. The consumer prices inflation in July 2018 was at 2.5% (annualised) (with CBR target at 4%). Retail turnover entered a recovery stage with a 3% annualised growth in June.

In H1 2018 total investment volume amounted to US$1.4 billion with domination of residential sites and office transactions accounting for 34% and 32% correspondingly. Foreign investors accounted for 27% of the investment volume in H1 2018.

The interim financial statements reflect management's assessment of the impact of the Russian business environment on the operations and the financial position of the Group. The future business environment may differ from management's assessment.

   25.   RELATED PARTIES 
 
                                                 30/6/18    31/12/17 
 (i) Outstanding balances with related          US$ '000    US$ '000 
  parties 
 Assets 
 Amounts receivable from other related 
  companies (note 16)                                132         109 
 
 
 
                                                 30/6/18    31/12/17 
 (i) Outstanding balances with related          US$ '000    US$ '000 
  parties (continued) 
 Liabilities 
 Amounts payable to other related companies 
  (note 21)                                          238         183 
 Deferred income from related company                 25         101 
 
 
 (ii) Transactions with the key management        1/1/18-       1/1/17- 
  personnel                                       30/6/18       30/6/17 
                                                 US$ '000      US$ '000 
 Key management personnel compensation 
  Short-term employee benefits                      1,387         1,342 
 

Key management personnel are those persons having authority and responsibility for planning, directing and controlling the activities of the entity, directly or indirectly, including any director (whether executive or otherwise) of that entity. The person is a member of the key management personnel of the entity or its parent (includes the immediate, intermediate or ultimate parent). Key management is not limited to directors; other members of the management team also may be key management.

 
                                                 1/1/18-       1/1/17- 
   (iii) Other related party transactions        30/6/18       30/6/17 
                                                US$ '000      US$ '000 
 Revenue 
 Related companies - rental income                   166           234 
 Related companies - other income                      -             1 
 Joint venture - consulting services                   -            31 
 Joint venture - interest income                       -           211 
 
   Expenses 
 Joint venture - operating expenses                    -            10 
 
   26.   SUBSEQUENT EVENTS 

There were no material events that took place after the six-month period and until the date of the approval of these interim financial statements by the Board of Directors on 29 August 2018, except of the following:

On 29 August 2018 the Board of Directors of the Company approved granting of a loan in the maximum amount of EUR5 million to Grosolim Ltd, a Company controlled by Mr Leviev. The 5-year loan will be provided at Euribor plus 5.2% annual interest rate, the interest will be paid quarterly while the principal amount will be paid at maturity. The loan will be secured by a personal guarantee of Mr Lev Leviev.

On 29 August 2018 the Board has accepted resignation of Mr Lev Leviev from the position of Executive Chairman of the Company effective as of 31 August 2018. The Board appointed Mr David Tahan as non-executive Chairman of the Company effective as of 1 September 2018. The Board has also appointed Mr Mark Groysman as an executive director.

[1] AFI Development has adopted IFRS 15 Revenue from Contracts with Customers from 1 January 2018. The "sale of residential properties" figure includes the revenue from sales of residential properties transferred over time calculated under IFRS 15.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.

END

IR FKCDQPBKDQFB

(END) Dow Jones Newswires

August 30, 2018 02:00 ET (06:00 GMT)

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