• FINANCIAL REPORT
    Parent Company financial statements at 31 December 2023
    5.2 PARENT COMPANY FINANCIAL STATEMENTS AT 31 DECEMBER 2023

5.2.1 Condensed consolidated financial statements

5.2.2 Notes to the Parent Company financial statements

Note 1 Information on the Company and significant developments

GENERAL INFORMATION

Note 2 Accounting principles

Note 3 Change of method

Note 4 Estimates and assumptions

Note 5 Accounting policies

STATEMENT OF FINANCIAL POSITION - ASSETS

Note 6 Noncurrent assets

Note 7 Current assets

STATEMENT OF FINANCIAL POSITION - LIABILITIES

Note 8

Equity

Note 9

Provisions

Note 10

Payables

299

ADDITIONAL INFORMATION

315

Note 22 Analysis by type of regulated provisions,

303

provisions, amortisation, depreciation

and impairment

315

303

Note 23

Schedules of receivables and payables

316

Note 24

Adjustment accounts

316

304 Note 25 Analysis of the statement of cash flows

304

and change in net debt

317

304

Note 26

Offbalance sheet commitments

317

304

Note 27

Workforce

318

305

Note 28

Free share plans

318

306

Note 29

Information on related parties

319

Note 30

Events after the reporting period

319

306

Note 31

List of significant subsidiaries and holdings

320

309

5.2.3

Statutory Auditors' report on the financial

310

322

statements

310

310

311

INCOME STATEMENT

312

Note 11

Operating income

312

Note 12

Operating expenses

313

Note 13 Analysis of operating profit/(loss)

313

Note 14 Impact of share buyback on operating profit/

313

(loss)

Note 15

Financial income

314

Note 16

Financial expenses

314

Note 17 Analysis of the net finance income (expense)

314

Note 18 Analysis of nonrecurring profit/(loss)

314

Note 19

Employee profitsharing

315

Note 20

Income taxes

315

Note 21

Net profit

315

298 / Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023

FINANCIAL REPORT

Parent Company financial statements at 31 December 2023

5.2.1

Condensed consolidated financial statements

Statement of financial position

Assets

31/12/2023

31/12/2022

Gross Amortisation, depreciation

(in thousands of euros)

Notes

amount

and impairments

Net amount

Net amount

Intangible assets

Concessions, patents and similar rights

6.1

196,131

(73,947)

122,184

93,511

Goodwill

6.1

-

-

-

-

Other intangible assets

6.1

48,304

-

48,304

78,188

Property, plant and equipment

Property, plant and equipment

6.2

53,992

(41,138)

12,854

5,976

5

Assets in progress

2,654

-

2,654

6,362

Financial investments

Equity investments

6.3

2,537,554

(275,308)

2,262,246

2,062,850

Receivables from equity investments

6.4

57,200

(17,394)

39,806

78,978

Other equity securities

6.5

25,978

(12,404)

13,574

21,177

Loans

6.6

298,973

(52,442)

246,531

267,689

Other financial investments

6.7

177,651

-

177,651

179,187

current assets

6.8

3,398,437

(472,633)

2,793,918

2,925,804

Inventories and work in progress

Advances and deposits paid on orders

559

-

559

296

Receivables

Trade and other receivables

7.1

36,026

(641)

35,385

47,705

Other receivables

7.2

882,149

(68,632)

813,516

835,811

Other

Marketable securities

-

-

-

-

Treasury shares held

7.3

13,410

-

13,410

18,854

Cash and cash equivalents

7.4

242,468

-

242,468

319,755

Adjustment accounts

Prepaid expenses

7.5

6,130

-

6,130

4,886

Current assets

1,180,742

(69,273)

1,227,307

1,111,468

Deferred expenses

7.6

5,500

-

5,500

2,603

Translation differences assets

-

-

-

4,141

TOTAL ASSETS

4,584,679

(541,907)

4,042,772

4,027,969

Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023 / 299

  • FINANCIAL REPORT
    Parent Company financial statements at 31 December 2023

Liabilities and equity

(in thousands of euros)

Notes

31/12/2023

31/12/2022

Equity

Share capital

8.1

280,649

280,649

Share issue, merger, contribution premiums

1,130,173

1,130,173

Legal reserve

28,065

28,065

Other reserves (o/w purchase of original works)

-

-

Retained earnings

247,922

322,705

Profit (loss) for the period

195,157

64,458

Regulated provisions

6,508

7,588

TOTAL EQUITY

8

1,888,474

1,833,638

Provisions

39,280

43,935

TOTAL PROVISIONS

9

39,280

43,935

Financial debt

Convertible bonds

10.1

440,599

440,599

Euro PP bonds

10.1

362,816

393,643

Loans and borrowings from financial institutions

10.2

170,780

130,262

Borrowings and financial liabilities

10.3

997,884

1,081,353

Operating liabilities

Advances and deposits received on orders in progress

10.4

783

-

Trade payables

54,524

62,911

Tax payable and social security contributions

52,411

32,519

Other liabilities

Liabilities on noncurrent assets and related accounts

4,490

3,645

Other liabilities

27,008

4,105

Adjustment account

Deferred income

3,724

-

TOTAL PAYABLES

2,115,019

2,149,037

Translation differences liabilities

-

1,359

TOTAL LIABILITIES AND EQUITY

4,042,773

4,027,969

300 / Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023

FINANCIAL REPORT

Parent Company financial statements at 31 December 2023

Income statement

(in thousands of euros)

Notes

31/12/2023

31/12/2022

Production of services sold

148,920

150,497

Revenue

150,497

148,920

Capitalised production

21,605

23,414

Operating subsidies

335

183

Reversals on depreciation, provisions, transfers of charges

27,667

13,994

Other income

16

16

Operating income

11

188,104

198,543

Purchase of raw materials and other supplies

(24)

(12)

Other purchases and external expenses

(119,928)

(113,854)

Taxes, duties and other levies

(3,807)

(2,903)

5

Wages

(60,862)

(61,378)

Social security contributions

(21,963)

(21,031)

Operating additions

On noncurrent assets: depreciation, amortisation and impairment

(17,479)

(16,732)

On noncurrent assets: provisions

-

-

On current assets: provisions

-

-

For risks and charges: provisions

(12,256)

(15,539)

Other expenses

(4,194)

(4,919)

Operating expenses

12

(236,368)

(240,513)

OPERATING RESULTS

13

(48,264)

(41,970)

Financial income from investments

274,469

219,755

Income from other securities and receivables from noncurrent assets

9,232

8,009

Other interest and equivalent

2,976

6,831

Reversals on provisions and transfers of charges

26,885

32,582

Positive exchange rate differences

20

13

Net income on disposals of marketable securities

61

-

Financial income

15

267,190

313,643

Financial additions to depreciation, amortisation and provisions

(66,033)

(144,738)

Interest and equivalent expenses

(90,943)

(40,246)

Negative exchange rate differences

(2,047)

(720)

Net expenses on sales of marketable securities

-

(14)

Financial expenses

16

(185,718)

(159,023)

NET FINANCIAL INCOME/(EXPENSE)

17

154,620

81,472

CURRENT PROFIT/(LOSS) BEFORE TAX

112,650

33,208

Nonrecurring income from management operations

-

151

Nonrecurring income from equity operations

141,493

1,087

Reversals on provisions and transfers of charges

15,602

5,231

Non recurring income

6,469

157,095

Nonrecurring expenses from management operations

(6,980)

(1,748)

Nonrecurring expenses from equity operations

(87,173)

(6,787)

Nonrecurring additions to depreciation, amortisation and provisions

(547)

(754)

Non recurring expenses

(9,289)

(94,700)

NON RECURRING PROFIT/(LOSS)

18

62,395

(2,820)

Employee profitsharing

19

(310)

(283)

Income tax

20

20,422

34,353

Total income

461,763

669,281

Total expenses

(397,305)

(474,124)

PROFIT/(LOSS) FOR THE PERIOD

21

195,157

64,458

Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023 / 301

5

FINANCIAL REPORT

Parent Company financial statements at 31 December 2023

Statement of cash flows

(in thousands of euros)

Notes

31/12/2022

31/12/2023

Net accounting profit/(loss)

64,458

195,157

Elimination of noncash income and expenses and gains and losses:

Elimination of depreciation, amortisation and provisions

40,771

132,531

Elimination of gains and losses on asset disposals

(45,827)

3,917

Elimination of losses net of gains arising on mergers of assets

3,305

(4,212)

Other noncash income and expenses

10,630

11,865

Losses net of gains arising on mergers of assets

4,182

Cash flow

208,559

208,217

Change in Working Capital Requirement

(26,026)

(13,640)

Net cash from/(used in) operating activities

194,919

182,191

Purchase of intangible assets

(34,247)

(35,250)

Purchase of property, plant and equipment

(5,944)

(7,872)

Acquisition/increase in equity investments

(265,873)

(61,079)

Increase in receivables attached to investments and other financial investments

(5,832)

(15,409)

Acquisition of treasury shares

(5,186)

-

Proceeds from sale of property, plant, equipment and intangible assets

21,186

6

Proceeds from disposals of equity investments

121,805

617

Decrease in receivables attached to investments and other financial investments

31,623

2,731

Net cash from/(used in) investing activities

(116,256)

(142,468)

Dividends paid

(139,241)

(137,871)

Increase in convertible bond debt

-

-

Increase in bank debt

40,000

100,000

Buyback/Redemption/Conversion of convertible bonds

-

-

Repayment of EURO PP bonds

-

-

Repayment of bank debts

Change in negotiable debt securities (NEU CP and NEU MTN)

(128,000)

28,600

Net change in financial current accounts

110,877

(264,629)

Increase in deferred expenses

(4,763)

-

Net cash flow from/(used in) financing activities

(273,900)

(121,127)

Impact of changes in foreign currency exchange rates

4,141

(1,064)

CHANGE IN CASH AND CASH EQUIVALENTS

25

(196,301)

(77,264)

Cash and cash equivalents at beginning of period

319,731

516,032

Cash and cash equivalents at end of period

242,468

319,731

302 / Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023

FINANCIAL REPORT

Parent Company financial statements at 31 December 2023

5.2.2 Notes to the Parent Company financial statements

Note 1 Information on the Company and significant developments

1.1 Presentation

Notes to the statement of financial position, before appropriation of earnings, for the fiscal year ended 31 December 2023, showing a total of €4,042,772,863.69, and to the income statement showing a profit of €195,156,988.03.

The Company's fiscal year ran from 1 January to 31 December 2023 (12 months).

The notes and tables presented below are an integral part of the Parent Company financial statements.

The Company's press releases and annual reports - including historical financial information about the Company and Parent Company financial statements - are available on the Company's website: www.nexity.fr/en/ group. Copies may also be obtained from Nexity's registered office at 19, rue de Vienne - TSA 50029 - 75801 Paris Cedex 08 (France).

The Company is the central holding company of Nexity

5

group and controls the Group's main subsidiaries (see list of

the main subsidiaries in Note 31).

Nexity's shares are listed on Eurolist of Euronext Paris.

1.2 Significant developments during the fiscal year

2023 was marked by the following significant developments:

Disposal of international activities

  • Disposal of activities in Poland and Portugal.

Strategic and financial partnerships

  • In December 2023, Nexity entered into exclusive negotiations to sell its Services to Individuals business
    to Bridgepoint for an enterprise value of €440 million. The transaction is expected to close in the 1st half of 2024.

Legal restructuring

The Company absorbed Neximmo 65, Neximmo 111 and Pick a Brick through a universal transfer of assets during the fiscal year (see Note 1.3).

Nexity renewed its corporate bank loan in February 2023 for a new period of 5 years with an expanded pool for an amount of €800 million in credit and €2,120 million in commitment authorisations by signature (in particular to allow the issuance of completion bonds for the residential real estate projects).

1.3 Subsidiaries and investments

Equity investments and the associated technical merger losses went from €2,235 million at 31 December 2022 to €2,435 million net at 31 December 2023, i.e. a net increase of €199 million which corresponds to:

  • -€66million in securities as part of the universal transfers of assets (Pick a Brick, Neximmo 65 and Neximmo 111): -€0.224 million in securities eliminated from companies absorbed through universal transfers of assets; -€66 million mainly related to the disposal of the Polish subsidiaries and NEMOA; and
  • -€0.41million in financial provisions net of impairment on equity investments.

Partially offset by:

  • €243 million related to net acquisitions of shares in companies (Edouard Denis Développement, Bureau Partager, Nexity Studéa and Urban Campus); and
  • €23 million related to the net recapitalisation of shares in companies (Neximmo 132, Nexity Solution, Nexiville 11).

Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023 / 303

5 FINANCIAL REPORT

Parent Company financial statements at 31 December 2023

The table below summarises movements relating to universal transfers of assets:

(in thousands of euros)

31/12/2023

Statement of financial position

Shares eliminated

(224)

Shares contributed

0

Net securities (statement of financial position)

(224)

Gains allocated to assets contributed

0

Current accounts (statement of financial position) and other

2,968

Provision for risk

1,360

Statement of financial position subtotal

4,104

Income

Losses arising on mergers of assets

(3,744)

Gains arising on mergers of assets

438

Universal transfer of assets income subtotal

(3,305)

Provisions reversed

0

NET IMPACT ON NET FINANCE INCOME

(3,305)

GENERAL INFORMATION

Note 2 Accounting principles

The Parent Company financial statements were approved in accordance with the provisions of the French Commercial Code, Ruling No. 201403 of the French Accounting Standards Authority (Autorité des Normes Comptables - ANC) relating to the French General Accounting Plan and the applicable regulations.

The general accounting conventions were applied in compliance with the principle of prudence, in accordance

with the basic assumptions: going concern, consistency of accounting policies from one fiscal year to another, independence of fiscal years, in accordance with the general rules for preparing and presenting Parent Company financial statements.

The basic method selected to assess the items entered into the accounts is the historical cost method.

Note 3 Change of method

The presentation of the Parent Company financial statements and the assessment methods selected have not changed compared to the previous fiscal year.

Note 4 Estimates and assumptions

In the process of preparing the Parent Company financial statements, the measurement of certain statement of financial position and income statement items calls for the use of assumptions or assessments based, in particular, on budgets for real estate projects. These notably concern the valuation of equity investments.

These assumptions, estimates or assessments are established and reviewed regularly on the basis of information available and the actual position of the Company on the date the financial statements are prepared, taking into consideration past experience and other relevant factors. Actual results may differ significantly from estimates due to changes in the underlying conditions and assumptions.

The assumptions, estimates and assessments used to prepare the financial statements for the year ended 31 December 2023 were made in the context of the real estate market crisis (sharp rise in interest rates impacting the purchasing power of real estate buyers, the announced end of the Pinel scheme, the scarcity of land, and changes of commercial property usage, etc.).

Nevertheless, in the medium term, basic housing needs in France will support demand and the Group's activity.

304 / Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023

FINANCIAL REPORT

Parent Company financial statements at 31 December 2023

Note 5 Accounting policies

5.1 Property, plant, equipment and intangible assets

Property, plant, equipment and intangible assets are stated at acquisition (purchase price and associated expenses) or contribution cost. Moreover, in accordance with the obligations placed by the BOI instruction 4 I193 (paragraph 32), the cost of entry of the goods subject to a universal transfer of assets is broken down into gross value and depreciation.

Depreciation is calculated on a straightline basis according to the estimated life of the assets:

  • Software: 1 to 7 years straightline basis;
  • Fixtures and fittings: 7 to 9 years straightline basis;

5.2 Financial investments

Equity investments

Equity investments are stated according to the valuation rules for the cost of entry of assets. Assets acquired subject to payment are recognised at their acquisition cost, comprising the purchase price plus the directly attributable costs. Assets acquired by contribution are recognised at the value indicated on the contribution document.

Impairment is recognised when the current value of an equity investment becomes lower than its cost. The goodwill recognised is subject to impairment. Subsequently, if needed, the receivables held in the subsidiary may be impaired and a provision for risks may be recognised.

The current value of the investment is determined according to the share of the net position and the profitability forecasts.

The profitability outlook of operating subsidiaries is generally determined using the discounted cash flow method, calculated based on the 5year business plan adopted by Executive Management. The business plan includes differentiated growth assumptions depending on the business activity. These assumptions take into account current market conditions, their foreseeable changes, as well as the Group's assumptions on the evolution of the regulatory environment and the intensity of competition. The budgeted margin levels are consistent with the margin targets set by the Commitments Committee for commercial and residential real estate development projects, and higher margin levels for the activities of the Services division given the development of more profitable activities.

Despite a tougher economic environment in the short term, basic housing needs in France will support demand and the Group's activity.

  • Office equipment: 1 to 5 years straightline basis;
  • IT equipment: 1 to 5 years straightline basis; and
  • Office furniture: 8 to 10 years straightline basis.

Technical losses are allocated in the accounts according to Article 7455 et seq. and Article 12 of ANC Ruling No. 201506 of 23 November 2015. The technical losses presented in Nexity's financial statements are all allocated to the equity investments contributed by the absorbed company, and to the related depreciations (Note 6.6).

5

Beyond the 5year plan, the perpetual growth rate used to calculate the terminal value of the terminal cash flow was 2% as at 31 December 2022, in line with the inflation rate used.

This rate is lower than the average growth rate for the business activities over the period of the business plan.

By way of derogation to the General Accounting Plan principle, reversals on amortisation and provisions relating to equity investments are recognised in nonrecurring income if the investments are sold, so that all impacts of the disposal are recognised in nonrecurring profit/(loss).

Loans

Loans are stated at their nominal value. They are assessed on a casebycase basis. Impairment is recognised when there is a strong risk of nonrecovery.

Other financial investments

Nexity shares held as part of a liquidity contract are recognised at their acquisition price less expenses. If at the end of the fiscal year, the average price of the last month of the fiscal year is lower than the purchase price, impairment is recognised. Gains and losses on asset disposals are recognised in nonrecurring profit/(loss) according to the FIFO (First In - First Out) method.

By way of derogation to the General Accounting Plan principle, reversals on amortisation and provisions relating to treasury shares are recognised in nonrecurring income if the investments are sold, so that all impacts of the disposal are recognised in nonrecurring profit/(loss).

The technical losses allocated to the equity investments contributed by the absorbed company are impaired when the current value of the investments becomes lower than the cumulative value of the investments and the losses allocated to them.

5.3 Receivables

Trade and other receivables

Trade receivables are stated at their nominal value. They are assessed on a casebycase basis. Impairment is recognised when there is a strong risk of nonrecovery.

Other receivables

Other receivables are recognised at their nominal value. They are assessed individually and impaired if required.

Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023 / 305

  • FINANCIAL REPORT
    Parent Company financial statements at 31 December 2023

Receivables acquired or contributed for a discounted value are stated at their purchase or contribution price. The difference between the nominal value and the purchase or contribution price is only recognised in profit after cashing a surplus compared to the amount entered in the statement of financial position. The risk of nonrecovery gives rise to the recognition of impairment only if the loss compared to the nominal value of the receivable exceeds the discount amount.

5.4 Marketable securities

They are recognised at the acquisition cost. If at the end of the fiscal year, the asset value is lower than the purchase price, the difference is subject to financial impairment.

5.5 Treasury shares

Treasury shares acquired for the purpose of their free allocation to Group employees (free share plans) are recognised in a "Treasury shares" item according to their destination, pursuant to the share allocation decision.

5.6 Deferred expenses

Bank commissions and miscellaneous costs paid as part of the setting up of loans are spread out as financial expenses over the duration of the loan. When a loan is repaid early,

Receivables on indirect subsidiaries are not subject to impairment when the risks relating to these subsidiaries are entered into the financial statements of their direct parent companies.

Gains and losses on disposals are recognised in net finance income (expense) according to the FIFO (First In - First Out) method.

These shares are not stated at their market value due to the commitment to allocate them to employees, which is subject to a provision for charges.

these commissions and costs are cleared into the net finance income (expense) of the repayment year.

5.7 Regulated provisions

The costs directly attributable to the acquisition of shares, incorporated into their entry costs, are amortised for tax purposes on a straightline basis over a period of 5 years.

5.8 Provisions

The provisions are stated for the amount corresponding to the best estimate of the outflow of resources required to extinguish the obligation, pursuant to ANC Ruling No. 201403. At the reporting date, this estimate is made on the basis of the information known at the date of preparation of the financial statements. The provision for charges representing the obligation to deliver the securities

to the beneficiaries of free shares was stated according to the cost of the purchased shares, the number of shares to be delivered and the services rendered. As each free share plan provides for a vesting period, the provision is calculated for each plan on a pro rata temporis basis for the vesting periods elapsed at the closing date.

Note 6 Noncurrent assets

6.1 Intangible assets

This item comprises:

thousand, net of depreciation, amortisation and

Concessions, patents and similar rights for €122,184

impairment; and

thousand, net

of depreciation

and

amortisation,

Other intangible assets, comprising expenses related to

comprising the

Nexity brand (€56,463 thousand) and

IT projects in progress for €48,304 thousand.

various software used in the

Group

for €65,721

306 / Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023

FINANCIAL REPORT

Parent Company financial statements at 31 December 2023

6.2 Property, plant and equipment

Property, plant and equipment is mainly composed of fixtures and fittings, and office furniture (at the Group's head office and regional offices), and IT equipment. These noncurrent assets are used by the central services and other Group subsidiaries.

6.3 Equity investments

This item includes the shares of the Group's main operating subsidiaries. The main investments are indicated in Note 31.

6.4 Receivables from equity investments

This item mainly consists of contributions granted to Group subsidiaries.

5

6.5

Other equity securities

This item mainly comprises the investments made by the Group in a certain number of investment funds in innovative activities.

The share of the commitments not paid at the end of the fiscal year is presented under "Liabilities on noncurrent assets and related accounts" for €1,522 thousand.

6.6Loans

This item mainly comprises loans granted to subsidiaries and holdings.

It notably includes the loan of €240,000 thousand granted to Nexity Logement, of which €84,000 thousand maturing on 30 November 2026 and €156,000 thousand maturing on 30 November 2027.

6.7 Other financial investments

(in thousands of euros) Guarantees paid

Amounts allocated to the liquidity contract:

Cash account

Treasury shares

Technical losses allocated to equity investments

TOTAL OTHER FINANCIAL INVESTMENTS

This loan granted to Nexity Logement mirrors the Euro PP Green issued in December 2019, the purpose of which is to finance the Group's residential real estate projects, in compliance with the CSR commitments described in the prospectus.

31/12/2023

31/12/2022

676

684

1,203

3,155

3,223

2,798

172,550

172,550

177,651

179,187

Treasury shares held

In accordance with the authorisations granted by the Shareholders' Meeting and implemented by the Board of Directors, the Group may hold treasury shares up to a maximum of 10% of the share capital, i.e. 5,612,972 shares at 31 December 2023.

At the closing date, this holding was carried out for two reasons:

  • Via the liquidity contract entered into with an investment services provider, recorded under "Other financial investments"; and
  • In connection with treasury share buyback programmes implemented to cover free share plans, recorded under "Treasury shares".

Nexity / UNIVERSAL REGISTRATION DOCUMENT 2023 / 307

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Nexity SA published this content on 19 April 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 19 April 2024 14:20:07 UTC.