form6k.htm
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN ISSUER
PURSUANT
TO RULE 13a-16 OR 15b-16 OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the month of November, 2018
IRSA
Inversiones y Representaciones Sociedad
Anónima
(Exact name of Registrant as specified in its charter)
IRSA
Investments and Representations Inc.
(Translation of registrant´s name into English)
Republic
of Argentina
(Jurisdiction of incorporation or organization)
Bolívar
108
(C1066AAB)
Buenos
Aires, Argentina
(Address of principal
executive offices)
Form 20-F ⌧ Form
40-F ☐
Indicate by
check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes ☐ No
x
IRSA
INVERSIONES Y REPRESENTACIONES SOCIEDAD
ANÓNIMA
(THE
“COMPANY”)
REPORT
ON FORM 6-K
By letter dated
November 7, 2018, the Company reported that in compliance with
Section 63 of the Regulations issued by the Buenos Aires Stock
Exchange, this is to report the following information:
1. Results of the period
|
in million ARS
|
|
09/30/2018
|
09/30/2017
|
Results of the period (nine-month period)
|
11,084
|
74
|
Attributable to:
|
|
|
Shareholders
of the controlling company
|
9,401
|
553
|
Non-controlling
interest
|
1,683
|
(479)
|
|
|
|
2. Other integral results of the period
|
in million ARS
|
|
09/30/2018
|
09/30/2017
|
Other integral results of the period (nine-month
period)
|
17,867
|
(451)
|
Attributable to:
|
|
|
Shareholders
of the controlling company
|
3,956
|
(281)
|
Non-controlling interest
|
13,911
|
(170)
|
|
|
|
3. Total integral results of the period
|
in million ARS
|
|
09/30/2018
|
09/30/2017
|
Total integral results of the period (nine-month
period)
|
28,951
|
(377)
|
Attributable to:
|
|
|
Shareholders
of the controlling company
|
13,357
|
272
|
Non-controlling interest
|
15,594
|
(649)
|
|
|
|
4. Equity details
|
in million ARS
|
|
09/30/2018
|
09/30/2017
|
Share
Capital
|
575
|
575
|
Treasury
shares
|
4
|
4
|
Comprehensive
adjustment of capital stock and of treasury shares
|
123
|
123
|
Additional
paid-in capital
|
793
|
793
|
Premium
for trading of treasury shares
|
19
|
17
|
Legal
Reserve
|
143
|
143
|
Special
Reserve (Resolution CNV 609/12)
|
2,751
|
2,751
|
Cost
of treasury share
|
(24)
|
(28)
|
Changes in
non-controlling interest
|
(2,460)
|
156
|
Reserve
for share-based payments
|
78
|
79
|
Reserve
for future dividends
|
494
|
494
|
Revaluation
Surplus
|
45
|
-
|
Reserve
for conversion
|
5,903
|
1,155
|
Special
Reserve
|
2,081
|
-
|
Reserve
for coverage instruments
|
27
|
15
|
Reserve
for defined benefit plans
|
(103)
|
(53)
|
Other
subsidiary reserves
|
37
|
37
|
Retained
earnings
|
40,230
|
19,846
|
Shareholders’ Equity attributable to controlling
company’s shareholders
|
50,716
|
26,107
|
Non-controlling
interest
|
52,274
|
20,799
|
Total shareholder's equity
|
102,990
|
46,906
|
5. Adjustments of previous results
|
in million ARS
|
|
09/30/2017
|
Change in the valuation method of investment
properties
|
(76)
|
Attributable to:
|
|
Shareholders
of the controlling company
|
(73)
|
Non-controlling
interest
|
(3)
|
Pursuant to Article
62 paragraph l) sections 6) and 8) of the next Regulation, we
inform that at the closing date of the financial statements, the
share capital of the Company is ARS 578,676,460 (including treasury
shares) which is divided into 578,676,460 non-endorsable nominative
ordinary shares of 1 Nominal Value 1 ARS each with the right to 1
vote each.
The main
shareholder of the Company is Cresud S.A.C.I.F. y A. (Cresud) with
366,788,251 shares directly and indirectly (through Helmir S.A.),
which represents 63.74% of the share capital (the treasury shares
are subtracted). Cresud is our ultimate controlling entity and is a
company incorporated and domiciled in the Argentine Republic. The
address of its registered office is Moreno 877, 23rd floor,
Autonomous City of Buenos Aires, Argentina.
We also inform that
on September 30, 2018, subtracting the direct and indirect
ownership of Cresud and the treasury shares, the remaining
shareholders held the amount of 208,664,732 nominative
non-endorsable ordinary shares of 1 Nominal Value 1 ARS each with
the right to 1 vote each from the Company that represents 36.06% of
the issued share capital.
As of September
30,2018 there are no convertible options or negotiable obligations
in circulation to acquire our shares.
Among the news of
the period ended on September 30, 2018, the following can be
highlighted:
●
Adjusted
EBITDA
for the three-month period of FY 2019 was ARS 3,048 million (ARS
855 million from Argentina Business Center and ARS 2,193 million
from Israel Business Center), increasing by 31% with respect to the
same period of FY 2018.
●
Net
result
for the period recorded a gain of ARS 11,084 million compared to a
gain of ARS 74 million in the same period of fiscal year 2018,
mainly explained by higher results due to changes in the fair value
of investment properties in Argentina Business Center and
higher results from our investment in CLAL in Israel Business
Center, valued at market value.
●
Adjusted
EBITDA
of the rental segments in Argentina grew by 31.3% compared to the
same period of previous fiscal year, mainly driven by the office
and hotel businesses, which have income in dollars, partially
offset by an 11% growth in the shopping malls business.
●
We
reached
98.7% occupancy in shopping centers, 93.4% in offices and 64.5% in
our hotel portfolio.
●
On October 29, the
Shareholders Meeting approved a dividend in kind for the sum of ARS
1,412 million payable in shares of IRSA Commercial Properties
(0.0110911403208 shares IRCP/share IRSA and 0.110911403208 IRCP
shares/IRSA ADR). Dividend yield 5%.
●
As a subsequent event,
in November 2018, we sold to our subsidiary IRSA Propiedades
Comerciales the total square meters we owned of the building under
construction "Catalinas" (14,213 sqm) for a fixed amount of USD
60.3 million.
SIGNATURES
Pursuant to the
requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized, in the city of
Buenos Aires, Argentina.
|
IRSA
Inversiones y Representaciones Sociedad
Anónima
|
|
|
|
By:
|
/S/ Saúl
Zang
|
|
|
|
Name:
Saúl Zang
|
|
|
|
Title:
Responsible for the Relationship with the Markets
|
|
Dated: November 9,
2018