Good morning, everyone. I’m Santiago Donato, Investor Relations Officer of IRSA, and I welcome you to the Second Quarter of Fiscal Year 2022 Results Conference Call.

First of all, I would like to remind you that both audio and a slide show may be accessed through company’s Investor Relations website at www.irsa.com.ar by clicking on the banner webcast link. The following presentation and the earnings release are also available for download on the company website.

After management remarks, there will be a question-and-answer session for analysts and investors. Before we begin, I would like to remind you that this call is being recorded and that information discussed today may include forward-looking statements regarding the company’s financial and operating performance.

All projections are subject to risks and uncertainties and actual results may differ materially. Please refer to the detailed note in the company’s earnings release regarding forward-looking statements. I will now turn the call over to Mr. Eduardo Elsztain, CEO..

Welcome to the Second Quarter of the Financial Results of Year 2022 Results Conference Call. I am very glad to be hosting this webcast and sharing with you all our investors and the analysts, the main highlights of IRSA for the period.

A new IRSA merged with IRCP and consolidated in only one real estate that brings me closer to the operation again, and with the satisfaction of having the approval of Costa Urbana project. This combination, it’s incredible. The company consolidation, the 2 of them into will save a lot of cost, will save a lot of operational cost, tax cost.

We think it’s an incredible achievement and the fact that we got after 20-year, the approval of a project that came to the legislation more than 5 times. It’s an incredible achievement of the group that shows resilience, patience, and persistence to go in the project.

I also believe that this year is going to be a very special year, even though it’s not all common share by all the investors in Argentina, I see that this cycle of liquidity in the world go into commodity will really affect our market in a very good way. I want to pass this now to Matías, our CFO, who will get with you on to the details.

And thank you very much again for joining us today to the webcast of IRSA..

Thank you, Eduardo. Good morning, everybody. So we start the presentation in Page 3 with our merger process. The merge, as you know, was approved in December with our shareholders meeting with the approval of 99.88% in IRSA and 94.57% in IRCP. The process is ongoing. We are surprised with the speed of the process so far.

In January, we presented the Definitive Merger Agreement and all the information to the SEC and to the CNV locally, and we are waiting for the final approval that will take place in the coming months to exchange the shares of IRCP for IRSA shares. We expect that to happen probably in the next 2 to 3 months.

Regarding the outstanding shares post merge of IRSA. Currently, we have outstanding 658 million shares. We will issue 152 million shares, because of this exchange and after the merge the outstanding shares will be 810.1 million shares of IRSA. Remember that ADRs trade, 10 common shares per ADR.

So the company structure after this merge and how IRSA will look forward, we have the rental segment that we used to have it at IRCP level with shoppings and offices, now we include the hotels as well.

Then, we will have a development segment that will be drive basically by Costa Urbana and other mixed-use land bank that we used to have in IRCP and IRSA as well. And then, the financial segment with our stake in Banco Hipotecario – with 30% stake in Banco Hipotecario. We used to have the international segment.

In December, we conclude the disposal of our shares of Condor. Condor sold all the portfolio of hotels and then distributes a dividend, IRSA collected $25.3 million from that dividend and also some other loans that that IRSA lend to Condor.

So now, we basically don’t have international assets only minor assets or one project in and other minor assets abroad Argentina. If we move to Page 5, we can see the evolution on the operational side of our shopping malls. Regarding our stock, we’ve finished the expansion of Alto Palermo, now we have 335,000 square meters of GLA.

The occupancy remained stable compared with the previous quarter, when we analyze comparing with pre-pandemic levels; we are below 95% of the pre-pandemic levels. Basically here we suffered the departure of some big spaces like Falabella, Walmart and a new home appliance store that they close their operations, so we suffered that departure.

If we eliminate the weak spaces, the occupancy will be 95%. So we will be working in replacing the big spaces with probably small proposals and recovered as the occupancy going forward. If we see the same-store sales, in real terms, we are very happy that for first time in many, many quarters.

We surpassed inflation, the quarter finished with a real evolution of 7.6% above pre-pandemic levels. Here we are not comparing with previous year, because previous year the operation was almost closed. And so, all these comparison is against pre-pandemic levels. So we are very happy with that.

If we see visitors, we are recovering but still some lag comparing with pre-pandemic levels. So that gives us more space to grow going forward. Next page, we see here the expansion of Alto Palermo shopping, we finish it and we open the new spaces. We are happy with the development.

We have fully occupied all the spaces available with world class tenants and local important tenants. The total investment was around $23.5 million, it’s still $3 million pending, but also expanding the movement of the food court in new food hall, and then replacing the oldest food court with new stores.

If we move to Page 7, we can see the office building evolution. Here, we have been working in doing a flight to quality over the last years. We can see that this square meters now that we own 109,000 square meters more or less the same than the previous quarters. We have been selling some floors.

The last years we sold the Boston Tower and the Bouchard Tower, and then we open 200 Della Paolera, and then we start to sell some floors of 200 Della Paolera. So now we have 109,000 square meters. If we see the leases per square meters remained stable at $25 per square meter and occupancy is lower than the previous year at 76.7%.

Basically when we sold last year the 2 buildings were fully occupied and now with the incorporation of Della Paolera building that is not fully occupied, we are suffering that impact in vacancy. In regarding, the B Buildings, basically the Suipacha building that is fully – is completely empty.

And we are working trying to sell that that building in the next going forward. In Page 8, we can see the disposals that we did during November and December; we sold 4 floors of the 200 Della Paolera building at very good prices received for $1.2 million, an average of $8,600 per square meter of the official exchange rate.

We still have 20 floors with 24,000 square meters available in these building, probably one of the best buildings in the City of Buenos Aires. In Page 9, regarding the hotels, this is our industry that was very, very affected by the pandemic.

We still have the impact on restrictions on tourism into Argentina, although, was start to open in the end of the last year, the occupancy on the Buenos Aires hotels still very low at 36% occupancy, that we hope to recover going forward.

And in the Llao Llao hotel, we see a big evolution and a big recovery regarding the same occupancy in the pre-pandemic level, but here affected by some closure of some rooms that we are developing and turn around some rooms here, so that also affect the occupancy. But going forward, we see a big, big recovery for the Llao Llao hotel.

Probably one of the main events of the last 20 years of the company is the approval of Costa Urbana project. We are very glad on the approval. This is a major development for the history of the group. We hope that this project will drive the future growth of our company going forward.

As you know, Costa Urbana is a plot of land of 70 hectares close to Puerto Madero in the City of Buenos Aires. If you see in the right part of the graph, you can see that this is like a natural expansion of Puerto Madero that it probably is one of the best neighborhoods of the City of Buenos Aires. The City Congress finally approved the project.

The agreement that will reach with the city was that IRSA will donate around two-thirds of the land to the city for public uses basically parks and some other plot of lands to the city, and in exchange of that the city approved construction capacity of almost 900,000 square meters that we will do different uses homes, offices, shops, services, education, entertainment, so this will be a new neighborhood in the city.

The contributions to the city, as I said was the two-thirds of the project. So this will be probably the second largest park in the City of Buenos Aires, also, we committed to contribute around $5 million in cash and in bonds, so this $2 million in cash and $3 million in bonds that we will do in the next month.

And then we committed to invest around $40 million in infrastructure and road works in the project in the next years. The location is very premium, probably it’s one of the few plot of lands in the City of Buenos Aires with. So we are very, very happy on this new development.

Here you can see the picture of the current stage of the land, and the current status that was an empty land for almost 20 years and this is the render of the project is a huge project will take many years to develop. But we will be working going forward in defining the final project and start structuring how we will developing this going forward.

Now, we go to the financial results. We are presenting our first 6 months of the year – sorry, this is the first time that we present our financial statements as merged company with IRCP. So, basically what change is that before we eliminated the non-controlling interest of IRCP now is fully consolidated or fully inside IRSA.

So, if you see the 6 months column, we are finishing the 6 months period with a gain of ARS 25.5 billion compared with a loss of ARS 1.7 billion in the previous year. Here we have different impacts. The main impact is in the line for the change in the fair value, we can see a gain of ARS 22.4 billion against almost ARS 14 billion last year.

This year is related to the approval of Costa Urbana. After the approval, we reevaluated the land value of $360 million compared with the previous stage or without the approval at $210 million.

Besides the changes in the fair value, there is another important effect that is in the Line 9, the net financial results that we can see a gain of ARS 4.3 billion that I will explain later.

The income tax that we are recognizing a deferred tax of ARS 4.5 billion that is related to the change in the fair value that we are – all the time that we reevaluate the land, we recognize a deferred tax that is a potential tax that we have to pay if we sell the land.

And the other important effect last year was the deconsolidation of the investment in Israel that generated a loss of ARA 10.7 billion that this year we have no more results from Israel.

If we move to Page 15, we can see the different effects of adjusted EBITDA by segment, shopping malls in the 6 months we see a big recovery 227% reaching ARS 4.3 billion of adjusted EBITDA that if we compare with pre-pandemic levels is still below. The pre-pandemic level was ARS 5.5 billion, so there is still room to reach pre-pandemic levels here.

In the offices, the results are lower than the previous year in pesos terms since we have revenues are tied to dollars at the official exchange rate and the official exchange rate the devaluation was lower than the inflation when we show the last year numbers adjusted by inflation are generating these big impact in pesos term, in dollar term, this is different than I will show in the next slide.

But this segment is affected by some higher vacancy and the disposals of some floors that we sold during the last years. The hotels are showing a recovery against the last year, but still very affected with pre-pandemic levels, and sales and developments here we show the effect of disposals.

This year, we sold only 4 floors of the office buildings compared with the previous year that we sold to one entire building and another half another building. In Page 16, we see the numbers in dollar terms and here is different, the comparison we see in shopping malls, big recovery in dollar terms at $25.1 million in the last quarter.

So we are recovering levels – good levels of EBITDA, again, after the fact of the COVID situation. And in the offices, we see that basically we have more or less the same results than last year. This is a combination of different effects.

We sold some square meters that used to generate $1.6 million of EBITDA, new square meters that generate $2.9 million. The vacancy that generate $1.6 million of difference and rent prize that generates $0.5 million decrease in EBITDA. If we move to Page 17, we can see the evolution of the net financial results.

As I mentioned, we finished 6 months with a gain in the financial line of ARS 4.3 billion. This is basically related to the evolution of the exchange rate in Argentina, the exchange rate, the devaluation was only 7%, while the inflation during that semester was 20% that is a real appreciation of the pesos at 11%.

And these generate again in the net foreign exchange differences that you can see in Line 2, that we generated a gain of ARS 6 billion. Then in the net interest losses, we see a decrease in 25%. This is related to the decrease in our debt as well on the results of the lower devaluation compared with deflation.

So Page 18, here we try to show our net asset value at the official exchange rate, here we have all the distortions of the difference between the blue chip swap and the official exchange rate, that some part of our portfolio we are recognizing in pesos term of the blue chip swap, and some of the official exchange rate in the shoppings, we are showing all the results in pesos at the official exchange rate and in the offices and in the land bank of the blue chip swap.

So here we have the distortion of the gap between the official and the blue chip swap in the offices and in the land bank. So basically, if you want to compare this at the blue chip swap, you have to divide by two, more or less. The office is under land bank.

But here compared with the previous quarters, the main effect or the main impact was the approval of Costa Urbana that generated $150 million more in valuation that at the official exchange rate that is like $300 million.

So the net debt, we reduced the net debt to levels of $501 million, and we have a target here to keep reducing this, when we presented the merge, we talked about $470 million of net debt. So we will keep working to reduce these to those levels. So the net asset value of the official exchange rate reached a level of $1.9 billion and an LTV of only 21%.

So finally, regarding the debt profile, we can see here devaluation of the net debt on a consolidated basis between IRSA and IRSA commercial properties. That will reduce significantly the debt from $755 million before the pandemic to $501 million. So it’s 34% reduction. So we are very happy on this reduction. The debt amortization is scheduled.

We have most part of our debt that expired during fiscal year 2023, so we will be working and trying to extend the tenure of the debt.

But the levels of debt remain conservative in terms of LTV to 21% and in terms of net debt-to-EBITDA still affected by the decrease in the EBITDA levels now that reduced, but EBITDA will reduce as well because of the pandemic. So we hope to see better numbers going forward. So with this, we finished the formal presentation.

Now we open the line to receive your questions..

Now it’s time for the Q&A session. First question comes from. Hello, thanks for the call.

Can you provide a breakdown in dollars of last 12 months EBITDA, this $83.5 million between shopping malls, offices, hotels and sales?.

Yes. Thank you, Huan. The breakdown is we generated around $54.7 million in malls, $18.4 million in offices, $2.5 million in hotels, and $11.6 million in sales and development..

Yeah.

As a follow-up, could you provide more color on the tax impact of the revaluation of Costa Urbana, it creates a deferred tax, but not an immediate cash, tax impact?.

No. Not at all. All the effects of the revaluation of properties and all the fair value of our investment properties are not generating a tax impact or cash impact is only accounting rules that we have to recognize the deferred tax in the case that we sell, but also we have rollover know if we sell, we can reinvest that money in a new project.

So we defer the tax payments. So it’s more tax impact and real cash impact..

Next question is from Gordon Lee from BTG Pactual..

Hi, good morning.

Can you hear me?.

Yes..

Yes. Perfect, Gordon..

Thank you. Good morning. Thank you very much for the call. Just a question on Costa Urbana, and I know it might be a little bit early to ask this question.

But do you have a sense of when we might begin to see capital being deployed towards the development of that project? Do you have a master plan that at some point you will share? Have you selected your partners? How will you finance it? I know its early days yet.

But I was wondering if you could at least maybe provide us a sense of timing of one some of these things may happen. Thank you..

Thank you, Gordon. As you can imagine, we have been working in this approval for 20 years. So all the focus of our team was put in getting the approval, and since we don’t have any certainty that we will reach it, there is some work that we have to do going forward now.

So the final way that we will develop this project we are working on that is a huge project. So there is no absorption for the project like this in 1 or 2 years. So we need to work and do it in stages.

If we analyze, how we develop in the last years at IRSA level, basically, we did many swaps agreement where we put the land someone else develop and pay us with square meters. But here, maybe some of the – or the first plots, we will have to develop, because it’s an empty land and we need to attract people to the project.

So we are defining the way, I don’t expect to see a major CapEx over the next 2 years. For this year, we have to pay to the city around $3 million that will take place in the next month probably.

And then, we need to develop part of the infrastructure and part of the parks that $40 million that we committed to the city or the official exchange rate is something that probably could take place in the next I don’t know 2 to 5 years. We don’t have to do altogether, so we can do it in stages.

So we will see and probably, when we define how we will develop these, we will announce or we will be informing the news about this project going forward. But the team was really focused on getting the approval that that they took place finally in December. So now we are working in how to develop going forward..

Perfect. That’s great. And congratulations, by the way, that’s phenomenal news on that approval. Thank you..

Thanks..

Thanks, Gordon.

Well, here, Alberto also from BTG is asking, can you give us more color on what exactly drove the revaluation at Costa Urbana to $695 million, it was $300 million increase at official rate, but I think you mentioned?.

Well, basically, Alberto, I like to see these more are the blue chip instead of the official. The land used to – was valued in our books are $210 million and now at $360 million. Basically, the change is the approval, before there was no clarity about what we can do in the land. Now, we have construction capacity of almost 900,000 square meters.

So in the revaluation we are giving the impact on that construction capacity, and using an average cost of land of incidence of the land in that construction capacity. So typically, when you have land, here in – or in all parts of the world, but here what we do is typically you have a price per square meters of the finished unit.

So let’s assume that the finished unit could worth $3,000. And then you’ll give it – you have the incidence of the land of 2030 depends on the location of the land. So that is basically the price of the land.

And here how we reach this valuation, we are using comparable numbers, probably conservative numbers in terms of price per square meter of land is around $400 per square meter of land. That is, I believe, is conservative comparing price of the land in the City of Buenos Aires..

The next question I will take to hear a follow-up one from and Matías Castagnino as well from BCP.

Follow-up on the performance of shopping malls and office buildings, have you seen any significant change in sales traffic occupancy in January and February compared to 2021? The Omicron variant has any significant impact in results in January, February?.

Well, we see a big increasing sale in December, December was an incredible month, when we compare with January and February is the vacation period and the holiday season here in Argentina and also with the Omicron and an increase in in-cases maybe have some impact in sales. So we will see that when we disclose in March numbers.

But, yes, has some impact the combination of the 2 factors, the holiday season, maybe the Omicron variant that in Argentina the cases jump significantly in January..

Did you hear one from couch , did you see the proceeds from the – did you use the proceeds from Condor liquidation to cancel debt using the blue chip swap rate?.

Not yet. The numbers that you see in December are not including that effect. So we still have in cash the Condor proceeds..

There is a question on a potentially which price would you sell Suipacha building, but those type of transactions we do not dissipate any price, we will release it if we finally concrete a transaction. So it will move to the next one.

Regarding office segments, what do you expect after COVID-19 pandemic? At the Zetta Building, the occupancy increased by 8.7 points.

Can you give me some color on how do you see rental activity?.

We hope to see probably the office segment was affected by some turnaround on some decisions of companies to decrease the size of the operation or the size of the offices, and maybe we will start to see new activity going forward, I think all those changes already happened.

So we hope to see better occupancy going forward, prices of premium buildings remain okay at levels of $25 to $30 per square meter. So that is – are not affected by this situation. It’s more affected by the BBB or B Buildings that since the occupancy review significantly the price per square meter decrease also a lot.

And maybe that affect some decisions of the companies to move from AAA to B Buildings, much cheaper levels. But, we – in the premium buildings, we see, no major concerns going forward..

I have one last question from also from BTG Pactual. If you can please comment, expectations to see further sales of floor offices in the coming quarters..

Well, Mariana, typically we don’t give guidance on these kinds of transactions. We just announced when we do it. But I can tell you that the strategy continues. We believe that if we can sell at good prices per square meters, we will keep selling. There is a good opportunity to do new buildings at a replacement cost cheaper than what we are selling.

So for us make sense if we have good demand for the offices to keep selling. So it’s something that we will continue going forward..

Is there any additional questions? If there are no more questions, we conclude the Q&A session. I will now turn back to Matías Gaivironsky, CFO, for his closing remarks..

Well, thank you, Santiago. This was very exciting quarter with 2 major developments, Santa Maria, Costa Urbana and the merge. We are happy now. It’s much simpler, the structure is much clear. So we believe this will increase the liquidity of our shares and also generate synergies, operational and untaxed synergies. So we are happy with that.

Costa Urbana is an amazing news for the company that will drive the company’s growth for the next 10 to 20 years. So we are very happy regarding the pandemic. We believe that we are surpassing the effects of the pandemic and now with a normal operation we will see good levels of cash again in the malls. The hotels are recovering.

So we are very optimistic about the future of IRSA. So thank you very much to all of you to participate in this call, and we hope to see in the next quarter in May. Thank you very much..