UNIVERSAL REGISTRATION DOCUMENT 2019 2003063_ALTAREIT_DDR_2019_GB_COUV.indd 1 08/04/2020 17:11 THE ESSENTIAL 3 5 RISK MANAGEMENT 145 1 5.1 Organisation of internal control BUSINESS REVIEW 2019 7 and risk management 146 1.1 A pure player in property development in France 8 5.2 Risk factors and risk control systems 151 1.2 Consolidated results 18 5.3 Insurance 158 1.3 Financial resources 21 CONTENTS 6 2 CORPORATE GOVERNANCE 159 CONSOLIDATED FINANCIAL STATEMENTS 2019 25 6.1 Framework of the report and Reference Code 160 2.1 Financial statements 26 6.2 Composition and practices 2.2 Notes – Consolidated income statement of the administrative, management by segment 31 and supervisory bodies 161 2.3 Other information attached to 6.3 Compensation of administrative, the consolidated fi nancial statements 32 management and supervisory bodies 170 2.4 Statutory Auditors’ report on 6.4 Delegations concerning a share capital increase 178 the consolidated fi nancial statements 74 6.5 Conditions of participation in the General Shareholders’ Meeting 180 6.6 Items that may have an impact in case 3 of a take-over bid or public exchange off er 180 ANNUAL FINANCIAL STATEMENTS 2019 79 3.1 Income statement 80 3.2 Balance sheet 82 7 3.3 Notes to the annual fi nancial statements 84 CAPITAL AND OWNERSHIP STRUCTURE 181 3.4 Other information about the annual 7.1 General information about the share capital 182 fi nancial statements 91 7.2 Market in the Company’s fi nancial instruments 186 3.5 Statutory Auditors’ report on 7.3 Simplifi ed organisational structure 187 the annual fi nancial statements 93 7.4 Dividend policy 188 3.6 Statutory Auditors’ special report on related-party agreements 96 8 ADDITIONAL INFORMATION 189 4 8.1 Company information 190 CORPORATE SOCIAL RESPONSIBILITY (CSR) 97 8.2 Other information 192 4.1 A CSR approach integrated with Group strategy 100 8.3 Persons responsible for the Universal 4.2 Working as a public interest partner for cities 106 Registration Document and the audit 4.3 Customers at the core of the processes 118 of the fi nancial statements 193 4.4 Talents at the service of Altareit’s growth 129 8.4 Documents and information 194 4.5 CSR performance: ratings and indicators 137 4.6 Methodology and cross-reference table 139 4.7 Independent third-party report 143 CROSS-REFERENCE TABLES 195 UNIVERSAL REGISTRATION DOCUMENT (New name for the Registration Document) Including the 2019 annual fi nancial report 2019 The Universal Registration Document was fi led on 30 March 2020 with the French Financial Markets Authority (AMF), as the competent authority according to EU regulation 2017/1129, without prior approval per Article 9 of the same regulation. The Universal Registration Document can be used for the purposes of a public off ering of fi nancial securities or the listing of financial securities on a regulated market if accompanied by an securities note and a summary of any amendments made to the Universal Registration Document. The resulting package is then approved by the AMF in accordance with EU regulation 2017/1129. ALTAREIT UNIVERSAL REGISTRATION DOCUMENT 2019 1 2 ALTAREIT UNIVERSAL REGISTRATION DOCUMENT 2019 THE ESSENTIAL ALTAREIT UNIVERSAL REGISTRATION DOCUMENT 2019 3 4 ALTAREIT UNIVERSAL REGISTRATION DOCUMENT 2019 2003063_ALTAREIT_DDR_2019_GB.indd Toutes les pages 17/03/2020 16:25 ALTAREIT UNIVERSAL REGISTRATION DOCUMENT 2019 5 2003063_ALTAREIT_DDR_2019_GB.indd Toutes les pages 17/03/2020 16:25 6 ALTAREIT UNIVERSAL REGISTRATION DOCUMENT 2019 1 BUSINESS REVIEW 31 DECEMBER 2019 1.1 A PURE PLAYER IN PROPERTY DEVELOPMENT IN FRANCE 8 1.1.1 A unique model 8 1.1.2 2019 Highlights 9 1.1.3 Residential 11 1.1.4 Business property 15 1.2 CONSOLIDATED RESULTS 18 1.2.1 Impacts of the application of IFRS 16 and IAS 23 18 1.2.2 Financial results 19 1.3 FINANCIAL RESOURCES 21 ALTAREIT UNIVERSAL REGISTRATION DOCUMENT 2019 7 BUSINESS REVIEW 31 DECEMBER 2019 1 A pure player in property development in France 1.1 A pure player in property development in France 1.1.1 A unique model A 99.85 % owned subsidiary of the Altarea Group, Altareit off ers a in major mixed-use urban redevelopment projects, which constitute skills platform covering all asset classes (residential, retail, offi ces, a particularly dynamic market segment. logistics, hotels, serviced residences, etc.) in order to challenges of Added to these long-term trends is the ecological emergency, which urban transformation(1). is revolutionising expectations with regard to real estate (energy Residential: Altareit is the second largest residential developer performance, mobility, reversibility, mixed use, new consumer habits, in France, with 12,128 units sold in 2019 (+3%) for €3,278 million etc.). (+12%). At the end of December 2019, Altareit has secured a huge portfolio Business property: Altareit has developed a unique model that of projects with more than 4.2 million m² under development with enables it to operate in a highly significant manner and with a potential value of nearly €17.1 billion. moderate risk on this market: (2) Large mixed-use projects: a step ahead ■ as a property developer for external customers with a particularly strong position in the turnkey users market; Altareit is a pioneer in the development of “new urban centres”. The Group develops large mixed-use projects covering all asset classes ■ as a medium-term developer-investor in assets with a strong potential (prime location) to be redeveloped pending sale (via (residential, retail, public facilities, hotels, serviced residences, offi ces, AltaFund)(3). etc.) to improve urban life. This market segment is experiencing very strong momentum driven by the phenomenon of metropolisation. In 2019, Altareit confi rmed its position and won two major new Urban transformation : a huge market projects near Cannes (Cœur Mougins) and in Champigny-sur- Metropolisation is the main underlying trend in real estate markets. Marne near Paris (Les Simonettes district area). Located at the The gathering of populations, businesses and wealth within large end of the future line 15 of the Grand Paris Express metro, this metropolitan areas is a complex phenomenon that is redrafting latest development will include 28,000 m² of housing, 900 m² of geography of territories . shops and services, 12,000 m² allocated to tertiary activities and 15,000 m² dedicated to other activities, including 9,000 m² for the The communities located in these areas are facing multiple “ Cité artisanale of the Compagnons du Tour de France” . challenges, including social inequality, housing affordability, transport and pollution. A large proportion of their property The Group manages 11 projects (for nearly 892,000 m² and infrastructure has become outdated, and must be reshaped to meet 8,600 residential units) with a potential value of approximately the challenges of densifi cation. This phenomenon is behind the boom €3.5 billion as of December 31, 2019. Total surface area Residential Serviced Leisure/ Public Estimated Large projects at 100% (m²)(a) (units) Residences Offi ce Retail Cinemas Hotels infrastructure delivery Aerospace (Toulouse) 64,000 790 - x x x x - 2020 – 2021 Cœur de Ville (Bezons) 67,000 730 - - x x - - 2020 – 2021 Cœur de Ville (Issy les M.) 105,000 610 x x x x x x 2020 – 2022 Joia Meridia (Nice) 47,000 600 x - x - x - 2020 – 2023 Belvédère (Bordeaux) 140,000 1,275 x x x - x x 2021 – 2024 Fischer (Strasbourg) 37,000 490 x - x x - x 2021 – 2024 La Place (Bobigny) 104,000 1,265 x x x x - x 2021 – 2024 Quartier Guillaumet (Toulouse) 101,000 1,200 x x x - - - 2022 – 2023 Les Simonettes (Champigny/Marne) 56,000 450 - x x - - - 2022 – 2023 Cœur Mougins (Mougins) 40,000 570 x - x x x x 2022 – 2025 Quartier des Gassets (Val d’Europe)(b) 131,000 n.d. x x x - x - 2024 TOTAL (11 PROJECTS) 892,000 > 8,600 (a) Floor area. (b) Detailed planning under way. (1) The Group focuses its development on 12 major French regions: Greater Paris, Métropole Nice Côte d’Azur, Marseille-Aix-Toulon, Toulouse Métropole, Bordeaux Métropole, Greater Lyon, Grenoble-Annecy, Eurométropole de Strasbourg, Nantes Métropole, Métropole Européenne de Lille, Montpellier Méditerranée Métropole, Métropole de Rennes. (2) This development activity does not present any commercial risk: Altareit carries only a measured amount of technical risk. (3) AltaFund is a discretionary investment fund, created in 2011, of which Altareit is one of the contributors alongside leading institutional investors. 8 ALTAREIT UNIVERSAL REGISTRATION DOCUMENT 2019 BUSINESS REVIEW 31 DECEMBER 2019 A pure player in property development in France 1 1.1.2 2019 Highlights €4.1 bn in property development consolidated new orders In 2019, Altareit invested nearly €4.1 billion across all products(1), an increaseof 18%. These orders include Issy- Cœur de Ville, an iconic development refl ecting the Group’s know-how in terms of large mixed-use projects including housing, offi ces, shops and cinemas. Property Development (€M) 2019 2018 Change Residential 3,278 2,917 +12% Business property 601 529 +14% Retail component – Large mixed-use projects 192 - n.a. TOTAL 4,071 3,436 +18% Institutional investors represented approximatively 40% of the Group’s orders in 2019, i.e. €1.6 billion (+16% compared with 2018). Residential: sales up in a declining market Pipeline of projects under development Facing the high demand in strained urban areas, Altarea Cogedim Altareit won numerous iconic projects thanks to its multi-brand has decided to develop its off er to gain market shares. Altareit aims platform: at 18,000 to 20,000 units per year in the medium-term and has ■ Cogedim and Histoire & Patrimoine jointly won two major embarked on an investment campaign to boost its production tool.