Stock Exchange News Service

Audited condensed consolidated financial results for the year ended 30 June 2020

MAS Real Estate Inc. 
Registered in British Virgin Islands
Registration number 1750199 
JSE share code: MSP 
ISIN: VGG5884M1041 
LEI code: 213800T1TZPGQ7HS4Q13 
(MAS, the Company or the Group)


The 2020 financial year comprised two distinct stages. Prior to early March 2020 management
were re-positioning the business by disposing of direct and indirect investments in Western
Europe (WE) for redeployment in Central and Eastern Europe (CEE). This would enable MAS
(hereafter referred to as the Group or the Company) to benefit from long-term consumption
growth in CEE, with the aim to generate 5% like-for-like (LFL) net rental income (NRI) growth
from retail holdings in CEE up until 2024 and benefit from retail developments in CEE and
residential developments in Romania through the Development Joint Venture (DJV) with Prime

Operations were robust until the end of February 2020, as reflected in the financial results. From
mid-March, anticipating Covid-19's unprecedented spread, management started preparing the
Group for potential government-enforced lockdowns, social distancing measures and temporary
closure of non-essential tenants' premises, which could significantly affect operations.
Contingency plans were implemented to reduce disruption in operations and mitigate negative
financial impact. Trading conditions and prospects deteriorated and the Group initiated plans to
deal with the predicted long-term recessionary consequences including a potential significant
and prolonged reduction in consumer spending. This turmoil inevitably precipitated weak
operating metrics and financial performance during the last four months of the financial year.

The financial results include, in addition to the reported IFRS results, segmental reporting
prepared on a proportionate, consolidated basis. These do not replace IFRS results but assist
with interpretation. Detailed financial results, and Company Profile, updated as of 30 June 2020,
including highlights and supplemental operational information, are available on the Company's

All amounts in the Directors' commentary are presented on a proportionate consolidated basis,
unless otherwise indicated.


MAS recorded an adjusted total loss of EUR85.5million for the six months ending 30 June 2020,
leading to an adjusted total loss of EUR39.0million for the twelve months ending 30 June 2020.
The loss in the second half of the financial year comprises adjusted distributable earnings of
EUR21.9million and an adjusted non-distributable loss of EUR107.4million. Adjusted net asset value
(NAV) is EUR1.07 per share as of 30 June 2020 (down 13.7% from 31 December 2019).

Adjusted distributable earnings were 3.11eurocents per share for the six months ending 30 June
2020 (compared to 4.24eurocents per share for the previous six months period). A cash dividend
of 4.24eurocents per share was paid for the six months ending 31 December 2019. Due to Covid-
19's impact, the Company declined to declare a final dividend for the financial year.

MAS will consider resuming dividend payments when the pandemic is effectively over, funding
commitments (detailed below), are sustained, business is sufficiently profitable, and depending
on the attractiveness of investment opportunities relative to available liquidity at the time. This
list is not comprehensive and, if relevant, other factors will be considered.


Group adjusted total earnings are, on a segmented basis, the combined return of (i) directly
owned income property and operations in CEE, (ii) investment in the DJV with Prime Kapital
in CEE (including earnings from a proportion of completed DJV-owned income properties and
development activities, which are reported on separately under 'Developments, extensions
and refurbishments' below), (iii) directly owned income property operations in WE and (iv)
investments in listed securities (together with other elements disclosed as Corporate). In the
context of the current extraordinary circumstances, the Directors' commentary on operations is
focused on the measures taken since March 2020 and Covid-19's impact on the business rather
than discussing the pre-pandemic operational performance. Relevant information relating to
the period after 30 June 2020, facilitating a complete picture of the Company's financial health,
operational performance and prospects of the business, is included but has not been audited.

MAS owns and operates retail assets in CEE, specifically Romania, Bulgaria, and Poland. The
Group also owns the following in WE: retail and logistic assets in Germany, a logistic asset in
Switzerland (sold post 30 June 2020) and hospitality, retail, office, and industrial assets and
development land in UK. The Company has retail and residential development exposure in
Romania via the DJV.

Covid-19 continues to significantly impact on MAS' CEE operations due to the high concentration
of retail assets. UK hospitality and retail assets were also hit hard, however, the German retail
assets, due to a high concentration of essential tenants, suffered less severe damage. The
Company's office, logistics and industrial assets have not, so far, been materially affected. NRI of
EUR27.2million for the six months ending on 30 June 2020 (EUR28.6million for the prior six months) is
net of EUR5.97million in provisions, rent holidays and rent discounts granted due to the pandemic.


When Covid-19 infections spread exponentially in Italy, management anticipated the disease
would spread to Romania and Bulgaria because of the high numbers of migrant workers from
these countries working in Italy. All contingencies designed to deal with the anticipated impacts
(detailed above), were implemented by the end of March 2020, and included:

1.  IT frameworks enabling telecommuting.
2.  Operational cost reductions minimising the impact on tenants during mall closures.
3.  Draw-downs of all available bank facilities mitigating potential negative impact on the
    financial system.
4.  Preparation for suspension of all non-essential/uncommitted development and extension
    works, as well as other non-essential capital expenditure (capex) and investments.
5.  For developments that could not be halted, plans were put in place to limit disruption
    including, inter alia, accelerating materials' orders, on site storage solutions, and agreeing
    extensions to opening dates for tenants committed to ongoing retail developments. This
    applied to - Dambovita Mall, refurbishments at Stara Zagora and Arad, the works in Zurich,
    committed capital expenditure in UK, completion of basements and the first two residential
    towers at Marmura Residence (where 78% of the apartments in the two buildings are sold)
    and work on phase one of Avalon Estate.


By the end of March, authorities in all MAS' regions of operation had introduced pandemic
related restrictions, closing all non-essential retail property and hospitality operations. Duration
varied with jurisdiction. Inevitably, this directly and negatively impacted the performance of
MAS' non-essential retail and hospitality tenants and the operations of smaller essential retailers,
such as opticians and laundries.

For non-essential retail tenants, invoicing was suspended until the full impact of lockdowns on
the businesses and financial standing of tenants was evident, at which point management could
hold informed negotiations regarding rent deferrals and discounts. Additional plans were made
to support retail tenants' sales post-lockdown.

Typically, closures commenced in March and remained in full effect until mid-May. By July, most
restrictions had been lifted and tenants representing approximately 95.2% of gross rental income
were allowed to trade. Notable exceptions were indoor food and beverages and leisure tenants
in Romania and the hotel and retail tenants in Scotland. At the date of publication, all Company's
tenants have re-opened for trade, excluding aforementioned indoor food and beverages tenants
and leisure tenants in Romania.


In preparation for re-opening, MAS implemented numerous initiatives to create safe retail
environments and attract clients, thus boosting sales. Temperature reading equipment and
hand sanitising stations were installed, free disposable face masks were provided to shoppers,
outdoor food courts' seating solutions were implemented where possible and integrated with
food operators in the malls. A network of drive in and outdoor cinemas was designed, permitted
and rolled out by the DJV. Where relevant, these facilities were provided at cost to MAS. The
first opened at Roman, Baia Mare, Militari, DN1, and Zalau open air malls, followed by another
three at enclosed malls. With screens up to 300m2, reserved parking for approximately 100
cars and seating for approximately 50 patrons per venue (while respecting social distancing
recommendations), these cinemas are particularly impressive. Operated by the asset
management team, and integrated with the food and beverages tenants' operations, they have
significantly improved evening footfall, providing a lifeline to these tenants.


Footfall was typically encouraging at open-air malls. Anchor tenants benefitted from the issues
faced by enclosed malls, and generally reported satisfactory sales levels post-lockdown (sales
figures in many cases improved substantially compared to previous years and pre-lockdown).
Fashion sales were heavily discounted as tenants cleared out previous season's stock.

Unsurprisingly, footfall in CEE was significantly down during lockdown, from March to June
2020, compared to the same period in 2019. While the number of visitors for this period across
the malls is down 51%, the impact of restrictions varied dramatically between open-air malls
(36% reduction), and enclosed malls (64% reduction). By July 2020, the total reduction in visitors
improved to 21% compared to July 2019. This improvement is driven by open-air malls where
comparable footfall was down only 9%; the comparable reduction in visitors for the enclosed
malls is 33%. In WE, the Group has a large proportion of essential tenants, single tenant retail
assets and assets with exterior entrances. Footfall is measured at Flensburg Galerie (Germany)
and was significantly reduced as well, by 52% during the lockdown period and 22% in July, as
compared to the same period in 2019.

Total sales in CEE, March to June 2020, were down 48% compared to the same period in
2019 (excluding hypermarket turnovers, as figures were not available on publication of this
report). Enclosed malls were significantly affected, reporting a 62% reduction, while sales at
open-air malls were down 23% for tenants with exterior entrances and 51% for those with only
interior access. During July 2020 tenants' sales were down 15% compared to July 2019. While
comparative July sales for open-air mall tenants with exterior entrances improved by 3%, sales
were down 27% for enclosed malls and 8% for tenants in open-air malls with only interior access.
While do-it-yourself (DIY) sales improved, services, entertainment, food and beverages and
smaller retailers were severely hit. Similar sales patterns were reported in WE for non-essential


Given the significant impact on non-essential retail tenants and some essential retailers, MAS
offered, post-lockdown, conditional rental holidays to severely affected Romanian and Bulgarian
retail tenants. If specified conditions are not met, rental holidays are retrospectively cancelled
and full rent becomes payable. Tenants that did not accept the terms offered, were invoiced
in full for the lockdown period. In Poland, legislation made rent and service charges during
lockdown unrecoverable. Additionally, on a case-by-case basis and dependent on post lockdown
sales, partial rent deferrals were offered to smaller and financially vulnerable tenants for the post
lockdown period. Similar measures were introduced for some retail tenants in WE. Terms offered
were widely accepted by retail tenants across CEE and WE. To date contracts were agreed in
respect of 80% of lease agreements of non-essential and other affected retail tenants currently
allowed to trade in Romania, 89% in Poland and 57% in Bulgaria, with many contract amendments
still being negotiated on publication date.


In CEE, 24.7% of rental income is generated by tenants with uninterrupted trade who were
invoiced normally. The table below illustrates invoicing and cash collections in this region
compared to pre-pandemic entitlements (the total income that would have been invoiced
disregarding support measures), for the March to June 2020 period, when the harshest trading
limitations were imposed, and for July 2020, when most restrictions were lifted. Please note, all
figures were reported as at 27 August and were not audited.

Period             Pre-COVID     Invoiced     Collected    Pre-COVID      Invoiced   Collected
                total income                                    rent
                 expectation                             expectation
                  EURmillion   EURmillion    EURmillion   EURmillion    EURmillion  EURmillion
Mar 20                   3.9    3.1 (79%)     3.1 (78%)          2.8     2.1 (75%)   2.1 (76%)
Apr 20                   3.9    1.9 (50%)     1.5 (40%)          2.7     1.1 (40%)   0.9 (31%)
May 20                   3.8    2.6 (68%)     2.1 (55%)          2.7     1.7 (61%)   1.4 (51%)
Jun 20                   3.8    3.5 (92%)     2.8 (74%)          2.7     2.4 (91%)   2.0 (75%)
Mar-Jun 20              15.4   11.1 (72%)     9.5 (62%)         10.9     7.3 (67%)   6.4 (58%)
Jul 20                   3.8    3.7 (97%)     2.9 (76%)          2.7     2.6 (96%)   2.1 (77%)

In CEE, from March to June, 38% of the pre-Covid-19 total property income entitlement was
deferred and rescheduled (1%), written-off due to conditional payment holidays or otherwise
(28%) or not paid (9%). Invoicing and collection figures for open-air malls were significantly
better than for the enclosed malls. The Group invoiced 79% of the former, and collected, to date,
74% of its total pre-Covid-19 entitlements for the March to June 2020 period (compared to 65%
and 49% respectively for the enclosed malls).

By July 2020, 24% of the pre-Covid-19 total property income entitlement in CEE was deferred
and rescheduled (1%), likely to be written-off (3%) or not paid (20%). July invoicing and collection
figures for the open-air malls stood at 97% and 89% respectively of the pre-Covid-19 entitlement,
compared to 97% and 62% respectively for the enclosed malls. Non-collection in CEE is more
prevalent in Poland and Bulgaria than in Romania and due in part to tenants holding out for
discounts (risking late payment penalties), not paying invoices and occasionally absconding
(1,938m2 in CEE).

In WE 78.7% of rental income is from tenants with operations unaffected by the pandemic, and,
to date, 85.5% of the EUR11.3million pre-Covid-19 entitlements were collected to date for March to
June 2020 period. Collections in respect of July improved to 91.9% of pre-Covid-19 entitlements.
The total portfolio occupancy at 31 July 2020 reduced to 95.6%, with 93.1% in CEE and 97.5% in
WE, as compared to 96.3% at 31 December 2019.


The pandemic altered consumer behaviour and severely disrupted retailers' operations. Leisure
and food and beverages tenants including indoor cinema's, playgrounds, restaurants, casinos
and fast food operators in food courts (especially in enclosed malls) will continue to experience
extremely low turnover until the pandemic ends and shoppers' confidence is restored. These
categories amount to approximately 11.2% of rental income in CEE and 2.7% in WE.

Current evidence reveals that larger non-leisure anchor tenants, especially in open-air malls,
are performing satisfactorily, showing a 19% increase in sales from mid-May to end of July 2020
compared to the same period in 2019. Smaller retailers and leisure tenants are not performing
well and may require ongoing support, which, where warranted, the Group will provide. If
present trends continue, consumption stabilises at current levels, and tenants remain solvent,
MAS should recover approximately 83% of pre-discounted contractual rental income in CEE and
94% in WE, in respect of the 2021 financial year. However, there is considerable uncertainty over
the depth of the recession and strength of the recovery expected to follow pandemic. Initial
lockdowns are lifted, and trading restrictions eased, but measures may be re-introduced if
there are significant secondary Covid-19 infection outbreaks in the Group's markets, resulting in
additional forced trading closures or limitations.


In the six months ending 30 June 2020, EUR44.1million of negative fair value adjustments to income
property was recorded, based on independent external valuations. This is the result of negative
fair value adjustments to income property of EUR35.7million in CEE (decrease of 6.8% compared
to valuations at 31 December 2019) and EUR8.4million in WE (a decrease of 3.7% compared to
valuations at 31 December 2019). Valuations are primarily based on discounted forecast cash
flows and hence forward looking. The weighted average unlevered discount rate for income
property in CEE increased to 10.24% from 9.81%, while cash flows forecasted by valuers were
lower than expected at 31 December 2019. The reduction in valuations for WE is mostly a
result of negative exchange rate movements in relation to UK properties, partially offset by a
substantial increase in the valuation of the Swiss property, where extension and noise reduction
works were nearly complete on the valuation date. The management likely-deficit-to-book-
value estimate for sales of assets in WE (costs related to punitive fixed-interest arrangements,
early debt repayment penalties, agency fees and potential discounts required to facilitate sales
where buyers do not agree with valuers' capital expenditure assumptions or ERV assumptions
for properties with high vacancies and other costs) were increased by EUR16.6million as a result of
vendor due diligence findings.


Investments in listed securities caused a EUR0.6million adjusted distributable loss for the six
months ending 30 June 2020, as dividends declared and recognised in relation to the six months
ending 31 December 2019 were suspended by retail REITs post declaration and previously
recognised income was written back. Prior to the pandemic, MAS had commenced restructuring
its listed securities portfolio, by selling holdings in illiquid companies and is currently holding
shares in Unibail-Rodamco-Westfield and Klepierre, valued at EUR35.5million at 30 June 2020. On
31 December 2019, MAS held listed securities to the value of EUR131.4million, with EUR61.9million
of debt secured against it. EUR57.6million of securities were disposed of by June 2020 at a realised
loss of EUR0.9million (compared to values as at 31 December 2019) while the difference to the
EUR36.2million adjusted non-distributable loss reported for the six months ending 30 June 2020 is


Disposal of Western European property remains a strategic priority, but during lockdown
purchasers initially adopted a wait-and-see approach. The sale of the Langley plot detailed in
the results for the six months ending 31 December 2019 failed when the purchasers' financiers
withdrew from the transaction. Additionally, some ongoing, off-market processes launched
to select purchasers, prior to the management restructuring in December 2019, stalled when
counter parties attempted to exploit market uncertainty. Management quickly responded by
re-scheduling sales, enabling comprehensive vendor due diligences and detailed relevant
information to be disseminated to numerous potential purchasers. This approach produced an
early success with the disposal of the Zurich warehouse (the sale is subject to the completion
of works by 31 December 2020) on 7 July 2020 for CHF38.5million, which should lead to a
net cash inflow of EUR19million post bank settlements, taxes and costs by end September 2020.
The remaining land in the residential development at New Waverley, Edinburgh, was sold for
GBP6.9million to Queensbury Properties Limited after the buyer exercised an option granted to it in
November 2018 when it acquired the first of two adjacent plots. The proceeds are receivable in
three instalments, the first was received on 10 August 2020, with the second and third payable
on the first and second anniversaries.

MAS aims to dispose of EUR310.9million of additional property in WE by December 2020,
EUR166.9million by June 2021 and EUR33.2million by December 2022, with estimated net proceeds of
EUR143.5million, EUR48.9million and EUR14.3million, respectively.

Due to Covid-19, the Group expects to manage some assets in WE for longer than anticipated.
This includes the Flensburg, Braunschweig and Bruchsal retail assets in Germany as well as the
Adagio hotel and the remaining land holdings in UK. The Company is changing the management
of these assets to improve operations and reduce the high operating costs. A reconfiguration
plan of the shopping centre in Flensburg has been designed.


MAS drew down in full all available bank debt facilities at the start of the Covid-19 crisis in
Europe, and, as a result, had EUR456.4million of secured and unsecured debt on 30 June 2020.
The Group's loan to value (LTV) ratio was 33% on 30 June 2020. The long-term Group set overall
net debt limit is a maximum LTV ratio of 40%, or, on a forward-looking basis, seven times net rental
income. The weighted average cost of debt is 3.28% per annum as of 30 June 2020.

The Company's secured bank debt requires compliance with both income-based covenants
(twelve-month rolling debt service coverage ratios that are backward looking based on reported
numbers, and forward looking, based on management forecast) and LTV covenants. As
expected, no LTV covenants were breached, and MAS obtained waivers from banks in relation
to income covenants on some loans due to lockdown. In addition to secured bank debt, the
Company has an unsecured revolving facility at MAS Real Estate Inc level, which is currently fully
drawn. Financial covenants governing this facility include a Group wide minimum consolidated
net asset value of EUR600million, a minimum 2.5 ratio of consolidated EBITDA to accrued interest
on Group senior debt and a Group LTV ratio not exceeding 50%. The debt expiry profile is
published in the Company Profile.

The Group held EUR51.4million in cash and a further EUR28.4million in net listed securities at 30
June 2020 (figures not proportionally consolidated) and expects net estimated proceeds of
EUR22.7million from the sales of the Zurich asset and New Waverley plot by September 2020.
MAS is in a strong position to meet day-to-day financial obligations, including commitments
to the DJV. On 30 June 2020, the Group had an ongoing undrawn commitment to the DJV of
EUR241.3million. If funding is requested, but not immediately available, MAS' obligations are
limited to EUR120million on a rolling six-month basis. Even though no relevant drawdown request
has currently been made and the DJV has deferred most construction costs associated with its
development pipeline, it may seek to drawdown funds as new investment opportunities are
identified. These may include, in addition to development and redevelopment opportunities,
acquisitions of income producing assets and investments in listed securities.


In the DJV, Prime Kapital completed the Zalau Value Centre and DN1 Value Centre developments
(both in Romania) prior to the pandemic, and they opened for trade in November and December
2019, respectively. The planned May 2020 opening of the 32,800m2 GLA mall in Targoviste,
Romania, was delayed, and it opened on 20 August 2020, with 92% occupancy of 31,200m2
completed GLA. The fit-out and opening of the cinema, representing 1,700m2 GLA of the
originally planned space were postponed while tenants who committed to 1,312m2 GLA did not
perform fit out and did not open. The development has a potential for a further approximate
10,000m2 GLA extension in addition to the space allocated for the cinema.

Construction works on Mall Moldova, a 92,000m2 GLA super-regional enclosed mall in
Iasi (Romania), and the 17,000m2 GLA open-air mall in Sfantu Gheorghe (Romania) were
suspended. A significant reduction in consumption will also affect the feasibility of development
opportunities in the current pipeline, which is why MAS and DJV are reconsidering the
developments and extensions opportunities previously reported. This assessment will be
completed when adequate data relating to the second half of the 2020 calendar year is available,
assuming further strict trading restrictions are not introduced during this period and that there is
a low probability of lockdowns during 2021 calendar year.

Based on the strong performance of anchor tenants in open-air malls post Covid-19 pandemic
lockdowns, the DJV decided to proceed with construction at Sfantu Gheorghe in September
2020. The opening of a first phase of the open-air mall (16,300m2 GLA), focused on anchor
tenants, is scheduled for April 2021. Resumption of further open-air mall developments is
expected by March 2021, provided that the end of the pandemic is in sight and that the financial
health of anchor tenants for the planned developments remains strong. New estimated start
dates, opening dates, updated expected costs and ERVs for retail developments are published in
the updated Company Profile and will be further adjusted in line with emerging evidence over the
following months. Given the unfolding events, ongoing extension and refurbishment works to
retail assets, except for the refurbishment and reconfiguration of Atrium Mall and Galleria Stara
Zagora, are on hold. Exposure to suspended DJV projects and retail projects under permitting is
EUR25million on 30 June 2020.

Work continues at the DJV's first residential development in Bucharest, Marmura Residence, with
159 of 459 apartments sold to date (the previously reported 465 units included six small offices).
The urban development, consisting of five high-rise buildings above integrated underground
parking and 5,000m2 of green and pedestrian areas, is the first in a series of high-quality
residences sold at lower-quality prices. This is a deliberate strategy aimed at establishing the
developer's reputation for reliable, superior housing. Sales figures are encouraging. Currently,
152 (78%) of the 194 apartments in the first two towers have been sold, and consequently the
third tower, with 83 apartments, was put on the market late July 2020. Works at Avalon Estate
are expected to start in September 2020, and 39 villas, townhouses and apartments were
released for sale prior to the issue of the building permit. A further 83 apartments were released
for sale in late July 2020. To date, 45 dwellings (including all phase one villas), representing 37%
of the phase one units (51% of the estimated sales proceeds thereof), have been sold, prior to
the start of construction works. Zoning approval was obtained for The Silk District, a mixed-use
office and residential development (Iasi, Romania), that represents EUR277.2million of DJV projects
under permitting. The approved masterplan allows for significant flexibility between office and
residential allocations. Given the potential negative impact of the pandemic on office demand,
planning continues with primary emphasis on the residential elements.

The DJV achieved two industry firsts in Romania intended to boost residential client confidence
and to support property sales during and post-Covid-19. First, all past and future customer
deposits paid are now held in independent fiduciary accounts, which means that if the developer
fails to complete the project, the return of these deposits is secured. This builds trust with clients
and highlights the potential financial risks of acquiring apartments off-plan from competitors
that seek high and unsegregated deposits from clients to use as development capital. Second,
FlexAssist, an unique help-to-buy scheme for clients seeking to purchase primary residences,
was extended into a 'solidarity' program. Qualifying clients obtain the right to occupy a newly
built unit on completion, while simultaneously agreeing to complete the acquisition through a
promissory sale and purchase agreement with developer that provides finance once they qualify
for mortgage. This limited duration offer significantly reduces rent in the first three years of


The DJV acquired 29,993,638 MAS shares on the open market, as reported in a series of
announcements commencing 5 June 2020. Although the DJV was established in early 2016
following negotiations between MAS and Prime Kapital with the primary objective to develop
assets in CEE, the mandate includes direct investment in real estate in the CEE and real estate
listed securities and other instruments.

The rationale for this wide mandate should be considered in the context of DJV's formation. MAS
was seeking access to CEE expertise and wished to negotiate an arrangement with Prime Kapital
and its partners. Under the terms of this agreement, Prime Kapital (i) would not be allowed to
undertake CEE real estate development outside of the DJV, (ii) would invest substantial equity
upfront for the duration of the arrangement (iii) would contribute its secured development
pipeline to the DJV at cost, (iv) would take responsibility for sourcing further developments (v)
would provide the DJV with all the necessary construction and development services utilising
its integrated in-house platform and (vi) do all of this exclusively in the DJV. In exchange, Prime
Kapital required from MAS an irrevocable funding commitment, management control and an
investment mandate to allow it to optimise returns in case of changes in market circumstances.
If not, an exclusive arrangement between MAS and Prime Kapital would not have been possible.
The DJV's drawdown rights remain the same under any scenario in relation to its investment

The wide investment mandate serves the DJV and its shareholders (including MAS) better than
a limited mandate as, given changes in circumstances precipitated by the pandemic, the latter
would incentivise the DJV to focus on developments that, even though profitable, would be sub-
optimal compared to other investment opportunities in its area of expertise. There is no doubt
that the Company and its shareholders are best served by decisions that are optimal and always
maximise (risk- adjusted) returns. Markets are dynamic, therefore capital should be allocated
where the best (risk-adjusted) returns are likely to be achieved and flexibility is necessary to
achieve this. That being the case, the Board considers the acquisition of MAS shares by the DJV
to be beneficial to the Group and its shareholders, as economically it serves as a partial buyback
(the DJV is an investment by an associate, as MAS owns a substantial stake therein) with added
flexibility as the shares could later be 're-issued' by the DJV at a better price (by selling shares
owned) when development opportunities or direct investment opportunities become relatively
more attractive. If not, the MAS shares acquired by the DJV could potentially be used at the
end of the DJV's term to partially settle the preference shares outstanding by the DJV to MAS).
Selling assets in WE and indirectly re-investing in assets in CEE (by acquiring MAS shares)
at a substantial implied discount to fair value (at a NAV discount which compares well to the
extraordinary development margins achieved by the DJV to date) is an appealing investment. In
the current market there are unlikely to be any investments which offer stronger returns and this
is highly valuable to the Company and for its long-term investors.

MAS decided to hold off with share buybacks as it has substantial funding commitments,
including those towards the DJV, and will consider buying back its own shares once it has
provided for its funding commitments in full. This decision is not in any way related to the
decision to buy MAS shares in the DJV, as this was taken by the DJV independently from MAS'
governance structures.


The delisting from LuxSE is complete and the Isle of Man office rationalised, with the result that
corporate expenses reduced from EUR3.4million for the six months ending on 31 December 2019
to EUR2.6million for the six months ending on 30 June 2020. Plans to move some of the Group's
functions to Malta are progressing, and the Group's Chief Operational Officer relocated there in
July 2020 to oversee set up of functions.


Covid-19 caused the major part of the loss during the six month period ending 30 June 2020.
The pandemic is not yet over and further uncontrolled outbreaks in the Group's markets may
cause further deterioration in trading conditions. The Group is prepared for the impact of the
recession on its retail assets. This includes a significant potential contraction in consumption,
which will continue to affect tenants' financial health and annual rental income growth. In
addition, Covid-19 caused delays in the retail development pipeline and negatively impacted
feasibilities. Early indications are that the DJV's residential developments have been less
impacted by Covid-19, which disproportionally affects lower income groups who are not the
intended market of these developments.

Fortunately, due to early and continued management actions, MAS is well positioned to weather
the Covid-19 storm and the recessionary aftermath. Long-term, consumption growth in CEE is
still expected to outperform WE. Even if less capital is available for investment over the same
timeframe than anticipated prior to the pandemic, it is expected that the downturn should
generate investment opportunities involving the acquisition of assets in CEE at attractive prices
and the circumstances to participate in growth from a lower base. The recession is also expected
to cause a reduction in construction costs and financial distress to competitors. If this occurs,
new development and investment opportunities may emerge.

The Board and management remain optimistic and will continue to steer the Company in line
with the long-term investment approach of maximising total long-term returns from investments
on a per share basis by concentrating on capital allocation, operational excellence, sensible
leveraging and cost efficiency, thereby sustainably growing distributable earnings per share.

Martin Slabbert, CEO     Victor Semionov, CFO              28 August 2020 - Douglas, Isle of Man

All amounts in EUR thousand unless otherwise stated.                           Audited       Audited
CONSOLIDATED STATEMENT OF FINANCIAL POSITION                                 30 Jun 20     30 Jun 19
 Non-current assets                                                            762,978     1,104,097
 Current assets                                                                530,091       285,749
Total assets                                                                 1,293,069     1,389,846
 Equity attributable to owners of the Group                                    796,023       858,119
 Non-controlling interest                                                            -         7,439
Total equity                                                                   796,023       865,558
 Non-current liabilities                                                       266,015       341,760
 Current liabilities                                                           231,031       182,528
Total liabilities                                                              497,046       524,288
Total shareholder equity & liabilities                                       1,293,069     1,389,846

                                                                               Audited       Audited
                                                                            Year ended    Year ended
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME                               30 Jun 20     30 Jun 19
Rental income                                                                   66,834        57,620
Service charge income and other recoveries                                      14,391        12,455
Impairment of revenue                                                          (5,591)             -
Revenue                                                                         75,634        70,075
Service charge and other property operating expenses                          (19,158)      (18,479)
Net rental income                                                               56,476        51,596
Corporate expenses                                                             (6,515)       (5,627)
Profit on sale of inventory property                                               309         8,151
Other income                                                                     6,308         7,259
Investment expenses                                                            (4,530)       (3,210)
Fair value adjustments                                                        (42,399)       (7,632)
Foreign currency exchange differences                                          (1,203)         (365)
Share of profit from equity accounted investee, net of tax                       4,848        11,009
Gain on bargain purchase                                                             -        12,263
Goodwill impairment                                                           (29,452)             -
(Loss)/profit before finance (costs)/income                                   (16,158)        73,444
Finance income                                                                  13,253        12,058
Finance costs                                                                 (13,895)      (10,251)
(Loss)/profit before tax                                                      (16,800)        75,251
Current tax                                                                    (1,424)       (3,948)
Deferred tax                                                                   (1,963)       (9,425)
(Loss)/profit for the year                                                    (20,187)        61,878
Attributable to:
 Owners of the Group                                                          (21,615)        55,035
 Non-controlling interest                                                        1,428         6,843

                                                                               Audited       Audited
FINANCIAL PERFORMANCE                                                        30 Jun 20     30 Jun 19
IFRS Net asset value attributable to owners of the Group                       796,023       858,119
IFRS Net asset value per share (eurocents)                                         113           135
IFRS Revenue                                                                    75,634        70,075
(Loss)/earnings per share (eurocents)*                                          (3.19)          8.63
Gross headline earnings                                                         12,578         5,330
Net headline earnings                                                           12,076        16,037
Gross headline gain/(loss) per share (eurocents)                                  1.86          0.84
Net headline gain/(loss) per share (eurocents)                                    1.78          2.52
Gross diluted headline gain/(loss) per share (eurocents)                          1.86          0.84
Net diluted headline gain/(loss) per share (eurocents)                            1.78          2.52
Closing number of shares in issue**                                        704,493,798   637,493,798

* The Group's earnings per share have decreased by 137% vs. 30 Jun 2019.
** Excluding treasury shares.

SEGMENTAL ANALYSIS                                                           Proportionate accounts                               Adjustments           
INCOME STATEMENT (JAN - JUN 2020)                                        Six months ended 30 Jun 2020                     Six months ended 30 Jun 2020  
                                                              Total       CEE      DJV        WE     Co***      Total      CEE    DJV        WE       Co
EARNINGS                                                   (74,182)  (27,787)    2,423   (1,225)  (47,593)   (11,353)    4,698    429  (16,617)      137
Distributable earnings                                       24,790     9,956    6,313     9,347     (826)    (2,918)        -      -         -  (2,918)
Net rental income - income property                          27,241    12,671    1,436    13,134         -          -        -      -         -        -
Net income - preference shares                                3,930         -    3,930         -         -          -        -      -         -        -
Net dividends - listed securities                             2,300         -        -         -     2,300    (2,918)        -      -         -  (2,918)
Net corporate expenses                                      (2,599)     (208)     (71)     (419)   (1,901)          -        -      -         -        -
Interest on debt financing                                  (6,849)   (2,065)    (325)   (3,107)   (1,352)          -        -      -         -        -
Interest capitalised on developments                          1,435         -    1,435         -         -          -        -      -         -        -
Other distributable net income/(cost)                         (240)     (473)     (53)      (12)       298          -        -      -         -        -
Income tax                                                    (428)        31     (39)     (249)     (171)          -        -      -         -        -
Non-distributable earnings                                 (98,972)  (37,743)  (3,890)  (10,572)  (46,767)    (8,435)    4,698    429  (16,617)   3,055 
Fair value adjustments - income property                   (44,078)  (32,398)  (3,300)   (8,380)         -          -        -      -         -       - 
Fair value adjustments - interest rate derivatives          (2,738)     (725)        -   (2,013)         -          -        -      -         -       - 
Fair value adjustments - listed securities                 (39,115)         -        -         -  (39,115)      2,918        -      -         -   2,918 
Fair value adjustments - other financial liabilities        (1,694)   (2,058)        -       364         -      2,058    2,058      -         -       - 
Foreign currency exchange differences                       (5,489)       188        1         -   (5,678)          -        -      -         -       - 
Goodwill impairment                                         (6,826)   (6,826)        -         -         -      6,826    6,826      -         -       - 
Investment expenses                                         (2,282)     (110)     (10)     (454)   (1,708)          -        -      -         -       - 
Share-based payment expense                                   (493)     (356)        -         -     (137)        493      356      -         -     137 
Other non-distributable cost                                  (281)         -    (152)         -     (129)          -        -      -         -       - 
Tax on sale of property                                        (61)         -        -      (61)         -          -        -      -         -       - 
Deferred tax                                                  4,085     4,542    (429)      (28)         -    (4,113)  (4,542)    429         -       - 
Estimation for WE disposal realisation costs and losses           -         -        -         -         -   (16,617)        -      -  (16,617)       - 
Weighted average number of shares (million) ~                                                                                                           
Adjusted distributable earnings per share (eurocents)                                                                                                     

SEGMENTAL ANALYSIS                                                                                                 Adjusted proportionate accounts
INCOME STATEMENT (JAN - JUN 2020)                                                                                   Six months ended 30 Jun 2020
                                                                                                           Total       CEE      DJV        WE        Co
EARNINGS                                                                                                (85,535)  (23,089)    2,852  (17,842)  (47,456)
Distributable earnings                                                                                    21,872     9,956    6,313     9,347   (3,744)
Net rental income - income property                                                                       27,241    12,671    1,436    13,134         -
Net income - preference shares                                                                             3,930         -    3,930         -         -
Net dividends - listed securities                                                                          (618)         -        -         -     (618)
Net corporate expenses                                                                                   (2,599)     (208)     (71)     (419)   (1,901)
Interest on debt financing                                                                               (6,849)   (2,065)    (325)   (3,107)   (1,352)
Interest capitalised on developments                                                                       1,435         -    1,435         -         -
Other distributable net income/(cost)                                                                      (240)     (473)     (53)      (12)       298
Income tax                                                                                                 (428)        31     (39)     (249)     (171)
Non-distributable earnings                                                                             (107,407)  (33,045)  (3,461)  (27,189)  (43,712)
Fair value adjustments - income property                                                                (44,078)  (32,398)  (3,300)   (8,380)         -
Fair value adjustments - interest rate derivatives                                                       (2,738)     (725)        -   (2,013)         -
Fair value adjustments - listed securities                                                              (36,197)         -        -         -  (36,197)
Fair value adjustments - other financial liabilities                                                         364         -        -       364         -
Foreign currency exchange differences                                                                    (5,489)       188        1         -   (5,678)
Goodwill impairment                                                                                            -         -        -         -         -
Investment expenses                                                                                      (2,282)     (110)     (10)     (454)   (1,708)
Share-based payment expense                                                                                    -         -        -         -         -
Other non-distributable cost                                                                               (281)         -    (152)         -     (129)
Tax on sale of property                                                                                     (61)         -        -      (61)         -
Deferred tax                                                                                                (28)         -        -      (28)         -
Estimation for WE disposal realisation costs and losses                                                 (16,617)         -        -  (16,617)         -
Weighted average number of shares (million) ~                                                              703.3
Adjusted distributable earnings per share (eurocents)                                                       3.11

SEGMENTAL ANALYSIS                                                      Proportionate accounts                             Adjustments                
BALANCE SHEET (JUN 2020)                                                     30 Jun 2020                                   30 Jun 2020                
                                                              Total      CEE      DJV       WE        Co      Total       CEE      DJV         WE   Co
NET ASSET VALUE                                             796,023  299,283  212,729   282,400    1,611   (52,369)     4,132  (3,811)   (52,690)    -
Assets                                                    1,317,243  473,178  229,818   543,505   70,742   (23,369)  (15,396)  (7,973)          -    -
Income property                                           1,007,451  435,699   45,116   526,636        -          -         -        -          -    -
Developments - income property                               41,682      907   40,775         -        -          -         -        -          -    -
Developments - residential property                          15,322        -   15,322         -        -          -         -        -          -    -
Preference shares                                           111,630        -  111,630         -        -          -         -        -          -    -
Listed securities                                            43,469        -    7,973         -   35,496    (7,973)         -  (7,973)          -    -
Goodwill                                                      1,696    1,696        -         -        -    (1,696)   (1,696)        -          -    -
Deferred tax asset                                            3,519    2,218      125     1,176        -          -         -        -          -    -
Other assets                                                  1,756      464      289       783      220          -         -        -          -    -
VAT receivable                                                4,465        2    4,028       347       88          -         -        -          -    -
Share-based payment prepayments                              13,700   13,700        -         -        -   (13,700)  (13,700)        -          -    -
Trade and other receivables                                  17,768    8,914    1,179     7,366      309          -         -        -          -    -
Cash and cash equivalents                                    54,785    9,578    3,381     7,197   34,629          -         -        -          -    -
Liabilities                                                 521,220  173,895   17,089   261,105   69,131     29,000  (19,528)  (4,162)     52,690    -
Debt financing                                              456,484  143,166    4,646   241,999   66,673          -         -        -          -    -
Interest rate derivative financial liabilities                4,175    1,930        -     2,245        -          -         -        -          -    -
Other liabilities                                             1,349        -    1,054       295        -          -         -        -          -    -
Deferred tax liability                                       31,586   19,528    4,162     7,896        -   (23,690)  (19,528)  (4,162)          -    -
Trade and other payables                                     27,626    9,271    7,227     8,670    2,458          -         -        -          -    -
Estimation for WE disposal realisation costs and losses           -        -        -         -        -     52,690         -        -     52,690    -
Closing number of shares in issue (million) ~                                                                                                         
Net asset value per share (eurocents)                           115       43       31        41        -
Tangible net asset value per share (eurocents)                                                                                                        
SEGMENTAL ANALYSIS                                                                                               Adjusted proportionate accounts
BALANCE SHEET (JUN 2020)                                                                                                   30 Jun 2020
                                                                                                          Total       CEE       DJV        WE       Co
NET ASSET VALUE                                                                                         743,654   303,415   208,918   229,710    1,611
Assets                                                                                                1,293,874   457,782   221,845   543,505   70,742
Income property                                                                                       1,007,451   435,699    45,116   526,636        -
Developments - income property                                                                           41,682       907    40,775         -        -
Developments - residential property                                                                      15,322         -    15,322         -        -
Preference shares                                                                                       111,630         -   111,630         -        -
Listed securities                                                                                        35,496         -         -         -   35,496
Goodwill                                                                                                      -         -         -         -        -
Deferred tax asset                                                                                        3,519     2,218       125     1,176        -
Other assets                                                                                              1,756       464       289       783      220
VAT receivable                                                                                            4,465         2     4,028       347       88
Share-based payment prepayments                                                                               -         -         -         -        -
Trade and other receivables                                                                              17,768     8,914     1,179     7,366      309
Cash and cash equivalents                                                                                54,785     9,578     3,381     7,197   34,629
Liabilities                                                                                             550,220   154,367    12,927   313,795   69,131
Debt financing                                                                                          456,484   143,166     4,646   241,999   66,673
Interest rate derivative financial liabilities                                                            4,175     1,930         -     2,245        -
Other liabilities                                                                                         1,349         -     1,054       295        -
Deferred tax liability                                                                                    7,896         -         -     7,896        -
Trade and other payables                                                                                 27,626     9,271     7,227     8,670    2,458
Estimation for WE disposal realisation costs and losses                                                  52,690         -         -    52,690        -
Closing number of shares in issue (million) ~                                                             692.5
Net asset value per share (eurocents)                                                                
Tangible net asset value per share (eurocents)                                                              107        44        30        33        -

*** Corporate (Co), other assets, liabilities and activities related to the Group's management, including investments in listed securities, Group level 
financing, as well as corporate level administration.
~Weighted number of shares for the period and Closing number of shares for proportionate accounting purposes are computed by elimination of MAS' 40% 
share of own shares acquired by the associate.

This short-form announcement is the responsibility of the directors and is only a summary of the information contained in the full announcement 
released on SENS on Friday, 28 August 2020 and available at: or on the Company's 
website: This short-form announcement does not contain full or complete 
details, any investment decisions by investors and/or shareholders should be based on consideration of the full announcement. The full announcement is 
available for inspection or may be requested and obtained in person, at no charge, at the head office of the Company on the 2nd floor, Clarendon House, 
Douglas, Isle of Man, IM1 2LN, and at the offices of our sponsor Java Capital Trustees and Sponsors Proprietary Limited, at 6th Floor, 1 Park Lane, 
Sandton, Johannesburg, 2196, South Africa, during office hours from 28 August 2020 to 11 September 2020. The consolidated annual financial statements 
have been audited by the Company's auditors, PricewaterhouseCoopers LLC, who expressed an unmodified audit opinion thereon. The auditor's opinion 
includes communication of a key audit matter in respect of the implications of Covid-19. The opinion, together with the consolidated annual financial 
statements are available on the Company's website at the above link.

Date: 28-08-2020 05:00:00

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