UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN
PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of October 2024
Commission File
Number: 001-41730
Corporación Inmobiliaria Vesta, S.A.B.
de C.V.
(Exact name of registrant as specified in its
charter)
Paseo de los Tamarindos No. 90,
Torre II, Piso 28, Col. Bosques de las
Lomas
Cuajimalpa, C.P. 05120
Mexico City
United Mexican States
+52 (55) 5950-0070
(Address of principal executive office)
Indicate by check mark whether the registrant files
or will file annual reports under cover of Form 20-F or Form 40-F:
TABLE OF CONTENTS
SIGNATURE
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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Corporación Inmobiliaria Vesta, S.A.B. de C.V. |
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By: |
/s/ Juan Felipe Sottil Achutegui |
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Name: |
Juan Felipe Sottil Achutegui |
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Title: |
Chief Financial Officer |
Date: October 24, 2024
EXHIBIT 99.1
2024
EARNINGS RESULTS
Conference Call
Friday, October 25, 2024
9:00 a.m. (Mexico City Time)
11:00 a.m. (Eastern Time)
To participate in the conference call please connect
via webcast or by dialing:
International Toll-Free: |
+1 (888) 350-3870 |
International Toll: |
+1 (646) 960-0308 |
International Numbers: |
https://events.q4irportal.com/custom/access/2324/ |
Participant Code: |
1849111 |
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Webcast: |
https://events.q4inc.com/attendee/535529886 |
The replay will be available two hours after the
call has ended and can be accessed from Vesta’s IR website.
Juan Sottil
CFO
+52 55 5950-0070 ext. 133
jsottil@vesta.com.mx
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Fernanda Bettinger
IRO
+52 55 5950-0070 ext. 163
mfbettinger@vesta.com.mx
investor.relations@vesta.com.mx
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Barbara Cano
InspIR Group
+1 (646) 452-2334
barbara@inspirgroup.com |
Mexico City, October 24, 2024 – Corporación
Inmobiliaria Vesta S.A.B. de C.V., (“Vesta”, or the “Company”) (BMV: VESTA; NYSE: VTMX), a leading industrial
real estate company in Mexico, today announced results for the third quarter ended September 30, 2024. All figures included herein were
prepared in accordance with International Financial Reporting Standards (IFRS), which differs in certain significant respects from U.S.
GAAP. This information should be read in conjunction with, and is qualified in its entirety by reference to, our consolidated financial
statements, including the notes thereto. Vesta’s financial results are stated in US dollars unless otherwise noted.
Q3 2024 Highlights
| · | Vesta updated its full year 2024 guidance: revenue
guidance has been upwardly revised and is expected to exceed 17%, an increase from the Company´s prior guidance of 16-17%, Adjusted
NOI margin has been revised to 94.5% from 94.0% and Adjusted EBITDA has been revised to 83.5% from 83.0%. This reflects Vesta’s
financial discipline and strong leasing activity throughout the year. |
| · | Vesta’s
third quarter 2024 total income was US$ 63.7 million; a 14.4% year over year increase. third
quarter 2024 Adjusted NOI1 margin
and Adjusted EBITDA2 margin
reached 94.2% and 84.5%, respectively. Vesta FFO ended third quarter 2024 at US$ 40.4 million;
a 20.3% increase compared to US$ 33.6 million in the third quarter 2023. |
| · | Third quarter 2024 leasing activity reached 1.3
million sf: 476 thousand sf in new contracts in the Bajio and Mexico City, with best-in-class automotive and e-commerce sector companies,
and 787 thousand sf in lease renewals. Vesta’s third quarter 2024 total portfolio occupancy therefore reached 93.9%, while stabilized
and same-store occupancy reached 95.8% and 98.3%, respectively. |
| · | During the quarter renewals and re-leasing reached
787 thousand sf with a trailing twelve-month weighted average spread of 7.1%. Same-store NOI increased by around 3% year on year. |
| · | Vesta finalized a new strategic land acquisition
in Tijuana, Baja California, comprised of 35.7 hectares of landbank directly adjacent to the Company´s existing Vesta Park Mega
Region. The new park will ultimately total 1.0 million square feet with six LEED certified world-class buildings aligned with the highest
global sustainability standards. |
| · | Vesta’s current construction in progress
reached 3.4 million sf by the end of the third quarter 2024, representing a US$ 328.9 million estimated investment and a 10.4% yield on
cost, in markets including Mexico City, Puebla, Ciudad Juarez, Monterrey and the Bajio region. |
| · | The Company continued to strengthen its balance
sheet and successfully signed in October, after the third quarter’s end, a mandate letter for a US$ 500 million syndicated credit
facility comprised by a US$ 300 million term loan, with an 18-month availability period, and a US$ 200 million revolving credit facility
replacing the current revolving credit line. |
| · | During the quarter Vesta paid US$ 65 million of
the first tranche of the Company’s 2017 private placement bond which matured in September 2024. |
| · | Vesta´s
share repurchase program was approximately US$ 15 million during the third quarter 2024. The Company’s strategy remains focused
on consistently allocating capital to ensure the most significant shareholder return. |
1
Adjusted NOI and Adjusted NOI Margin calculations have been modified, please refer to Notes
and Disclaimers.
2 Adjusted EBITDA and Adjusted
EBITDA Margin calculations have been modified, please refer to Notes and Disclaimers
| 2 |
| · | During October 14th, Vesta paid dividends
for US$ 16.2 million equivalent to PS$ 0.3576 per ordinary share for the third quarter. |
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9 months |
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Financial Indicators (million) |
Q3 2024 |
Q3 2023 |
Chg. % |
2024 |
2023 |
Chg. % |
Total Rental Income |
63.7 |
55.7 |
14.4 |
187.3 |
157.1 |
19.2 |
Total Revenues (-) Energy |
61.1 |
55.3 |
10.4 |
180.8 |
157.1 |
15.1 |
Adjusted NOI |
57.6 |
51.7 |
11.4 |
171.7 |
148.8 |
15.3 |
Adjusted NOI Margin % |
94.2% |
93.4% |
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95.0% |
94.8% |
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Adjusted EBITDA |
51.6 |
45.0 |
14.8 |
151.4 |
130.8 |
15.8 |
Adjusted EBITDA Margin % |
84.5% |
81.3% |
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83.7% |
83.2% |
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EBITDA Per Share |
0.0545 |
0.0649 |
(16.0) |
0.1698 |
0.1762 |
(3.6) |
Total Comprehensive Income |
50.2 |
79.0 |
(36.4) |
283.5 |
212.2 |
33.6 |
Vesta FFO |
40.4 |
33.6 |
20.3 |
117.7 |
96.0 |
22.6 |
Vesta FFO Per Share |
0.0427 |
0.0485 |
(12.0) |
0.1320 |
0.1294 |
2.0 |
Vesta FFO (-) Tax Expense |
34.9 |
2.0 |
1628.0 |
87.3 |
22.4 |
290.6 |
Vesta FFO (-) Tax Expense Per Share |
0.0368 |
0.0029 |
1164.5 |
0.0980 |
0.0301 |
225.1 |
Diluted EPS |
0.0530 |
0.1140 |
(53.5) |
0.3181 |
0.2861 |
11.2 |
Shares (average) |
947.0 |
693.0 |
36.6 |
891.3 |
741.9 |
20.1 |
| · | Third
quarter 2024 revenue reached US$ 63.7 million; a 14.4% year on year increase from US$ 55.7 million in the third quarter 2023 primarily
due to US$ 7.4 million in new revenue-generating contracts during the quarter and a US$ 2.0 million inflationary benefit on third quarter
2024 results. |
| · | Third
quarter 2024 Adjusted Net Operating Income (Adjusted NOI) increased 11.4% to US$ 57.6 million, compared to US$ 51.7 million in the third
quarter 2023. The third quarter 2024 Adjusted NOI margin was 94.2%; an 87-basis-point year on year increase due to higher rental revenue. |
| · | Adjusted
EBITDA for the quarter increased 14.8% to US$ 51.6 million, as compared to US$ 45.0 million in the third quarter 2023. The Adjusted EBITDA
margin was 84.5%; a 322-basis-point increase primarily due to a decrease in administrative expenses during the quarter. |
| · | Third
quarter 2024 Vesta funds from operations after tax (Vesta FFO (-) Tax Expense) increased to US$ 34.9 million, from US$ 2.0 million for
the same period in 2023. Vesta FFO per share was US$ 0.0368 for the third quarter 2024 compared with US$ 0.0029 for the same period in
2023; the increase is due to a decrease in current taxes for the third quarter 2024. Third quarter 2024 Vesta FFO excluding current tax
was US$ 40.4 million compared to US$ 33.6 million in the third quarter 2023, due to higher profit relative to the same period in 2023. |
| · | Third
quarter 2024 total comprehensive gain was US$ 27.7 million, versus US$ 79.0 million in the third quarter 2023, primarily due to a decrease
in profit from the revaluation of investment properties during the quarter. |
| · | The
total value of Vesta’s investment property portfolio was US$ 3.6 billion as of September 30, 2024; an 11.8% increase compared to
US$ 3.2 billion at the end of December 31, 2023. |
| 3 |
Letter from the CEO
CONSISTENCY AND DISCIPLINE PAVING THE WAY FOR OUR NEXT STAGE
While the outlook for U.S. trade is challenging
regardless of the ultimate outcome of November’s election, signs of easing inflation are supporting gradual US market stabilization.
As has been the case in many prior situations of macro uncertainty, Vesta remains steadfastly committed to consistency and profitability,
maintaining our enduring focus on the long-term with the prudent and disciplined approach to our operations and strategy- which has proven
successful time and time again.
Claudia Sheinbaum took office on October 1, and
during her inauguration speech she committed to developing a national plan that attracts more companies to Mexico. Ms. Sheinbaum also
urged safety and stability in private investment in Mexico during her recent speech at the 14th annual U.S.-Mexico CEO Dialogue, a business
summit which brought together nearly 250 global executive corporate leaders in Mexico City last week. While it’s difficult to predict
how the future will unfold, these and other public statements are certainly positive signs that the administration is incentivizing investment
in Mexico and is also encouraging for the future of Mexico’s energy policy and environmental sustainability, among others.
From Vesta’s perspective, nearshoring trends
remain robust. An example of this was Foxconn’s recent announcement that it has committed to build the largest plant for Nvidia's
GB200 super chip servers in Mexico, to produce 20,000 units by 2025 in order to meet global AI demand. Foxconn, which is our third largest
tenant, already has its digital twin at one of Vesta’s facilities in Guadalajara- Mexico’s electronics industry hub- where
Foxconn’s engineers are defining processes and training robots in this virtual environment to enable the future physical plant
to highly efficiently produce the next engine of accelerated computing: NVIDIA Blackwell HGX systems.
This underscores Mexico’s growing appeal for high-tech manufacturing while decoupling global technology supply chains from
China.
Vesta’s leasing activity reached nearly 1.3
million square feet in the third quarter 2024; 476 thousand square feet from new leases and 787 thousand in renewals. We expect to close
the year with strong leasing activity similar to 2023, led by the sustained demand we’re seeing in the Mexican market and continued
execution on our robust pipeline during the final quarter of the year. Further, we’re seeing continued recovery in the Bajio market,
with new leases during the third quarter with three major companies in Querétaro as well as increased, sector-diversified demand-
particularly in the automotive, consumer goods, e-commerce and electronics sectors. We’re achieving longer-term commitments from
clients with a 10-year average contract, attractive rental rates and an 8.0% spread in renewals during the third quarter 2024.
While there were no new construction starts during
the third quarter, our development pipeline remains strong, with 1.3 million sf delivered this quarter and 3.4 million sf under construction.
We continue to carefully evaluate future projects with a focus on Mexico’s most desirable, in-demand geographies and by leveraging
our deep understanding of these markets’ dynamics to capture opportunities.
Importantly, we maintain a very prudent approach
to capital management while anticipating client needs in the future ahead. Along these lines, Vesta acquired 35.7 hectares of land in
Tijuana during the quarter, ensuring continuity for our iconic Vesta Park Mega Region’s next phase of growth. Importantly, this
land- which we will begin developing in 2025 with buildings available by 2026- has assured energy and all necessary infrastructure. The
acquisition therefore enables us to deliver state-of-the-art facilities for companies seeking to expand, adding 1.0 million square feet
of gross leasing area to this market.
Third quarter 2024 NOI margin and EBITDA margin
reached 94.2% and 84.5%, respectively, compared to 93.4% and 81.3% during the same period last year. Vesta FFO reached US$ 40.4 million;
a 20.3% increase compared to US$ 33.6 million in the third quarter of last year.
| 4 |
In closing, the proven success of Vesta’s
consistent and disciplined execution on our strategy cannot be understated. It’s led by our unwavering commitment to profitability
and by our strong, dedicated team that will drive our strategy’s continued success. Together, we will navigate any challenges ahead
and achieve our goals as we have throughout our more than 25-year history in elevating standards.
Thank you for your support,
Lorenzo D. Berho
CEO
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Third Quarter Financial Summary
Consolidated Statutory Accounts
The accompanying consolidated condensed interim
financial statements have been prepared based on International Accounting Standards (IFRS), which
differs in certain significant respects from U.S. GAAP. This information should be read in conjunction with, and is qualified in its entirety
by reference to, our financial consolidated statements, including the notes thereto and are stated in US dollars unless otherwise noted.
All consolidated financial statements have been
prepared using an historical cost basis, excluding investment properties and financial instruments at the end of each reporting period.
Historical cost is largely based on the fair value of the consideration given in exchange for assets. Third quarter 2024 results are presented
in comparison to the same period of the prior year and on an adjusted basis based on the same accounting rules.
Revenues
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9 months |
Consolidated Interim and Annual Statements of Profit and Other Comprehensive Income (million) |
Q3 2024 |
Q3 2023 |
Chg. % |
2024 |
2023 |
Chg. % |
Revenues |
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Rental income |
58.4 |
51.6 |
13.1 |
171.9 |
147.3 |
16.7 |
Reimbursable building services |
2.7 |
3.1 |
(12.1) |
8.5 |
8.8 |
(3.7) |
Energy Income |
2.6 |
0.3 |
689.7 |
6.5 |
0.0 |
na |
Management Fees |
0.0 |
0.6 |
0.0 |
0.4 |
1.0 |
(57.3) |
Total Revenues |
63.7 |
55.7 |
14.4 |
187.3 |
157.1 |
19.2 |
Total Operating Property Costs |
(6.5) |
(5.3) |
21.7 |
(17.2) |
(12.1) |
41.7 |
Related to properties that generate rental income |
(5.4) |
(3.9) |
37.9 |
(14.2) |
(9.1) |
56.7 |
Costs related to properties |
(3.5) |
(3.7) |
(4.0) |
(9.1) |
(8.2) |
10.6 |
Costs related to energy |
(1.9) |
(0.3) |
649.4 |
(5.1) |
(0.8) |
511.1 |
Related to properties that did not generate rental income |
(1.07) |
(1.40) |
(23.8) |
(3.0) |
(3.0) |
(2.8) |
Adjusted Net Operating Income |
57.6 |
51.7 |
11.4 |
171.7 |
148.8 |
15.3 |
Vesta’s third quarter 2024 total revenues
increased 14.4% to US$ 63.7 million in the third quarter 2024, from US$ 55.7 million in the third quarter 2023. The US$ 8.0 million rental
revenue increase was primarily due to: [i] a US$ 7.4 million, or 13.3%, increase from space rented in the third quarter of 2024 which
had previously been vacant in the third quarter of 2023; [ii] a US$ 2.0 million, or 3.6%, increase related to inflationary adjustments
on rented property in the third quarter of 2024; and [iii] a U$ 2.3 million increase in energy income resulting from charges to tenants
for their energy use.
This results were partially offset by: [i] a US$
1.9 million, or 3.3%, decrease related to lease agreements which expired and were not renewed during the third quarter 2024; [ii] a US$
0.7 million, or 1.2%, decrease in rental income due to the conversion of peso-denominated rental income into US dollars; [iii] a US$ 0.4
| 6 |
million decrease in other income which represents
reimbursements for expenses paid by Vesta on behalf of clients but not considered to be rental revenue; [iv] US$ 0.1 million, or 0.2%,
decrease related to lease agreements which were renewed during the third quarter 2024 at a lower rental rate in order to extend a short
term renewal option to a longer term lease agreement; and [v] US$ 0.6 million decrease related to management fee that was collected during
2023 but not in 2024.
89.2% of Vesta’s third quarter 2024 rental
revenues were US dollar denominated and indexed to the US Consumer Price Index (CPI), an increase from 86.4% in the third quarter 2023.
Contracts denominated in pesos are adjusted annually based on the equivalent Mexican Consumer Price Index, the “Indice Nacional
de Precios al Consumidor” (INPC).
Property Operating Costs
Vesta’s third quarter 2024 total operating
costs reached US$ 6.5 million, compared to US$ 5.3 million in the third quarter 2023; a US$ 1.2 million, or 21.7%, increase due to increased
costs related to rental income generating properties.
During the third quarter 2024, costs related to
investment properties generating rental revenues amounted to US$ 5.4 million, compared to US$ 3.9 million for the same period in 2023.
This was primarily attributable to an increase in energy-related costs, which increased to US$ 1.9 million in the third quarter 2024 from
US$ 0.3 million in the third quarter 2023.
Costs from investment properties which did not
generate rental revenues during the third quarter 2024 decreased by US$ 0.3 million to US$ 1.1 million. This was primarily due to a decrease
in real estate taxes, maintenance and other property expenses.
Adjusted Net Operating Income (Adjusted
NOI) 3
Third quarter Adjusted Net Operating Income increased
11.4% to US$ 57.6 million year on year with an 87-basis-point NOI margin increase, to 94.2%. This increase was due to higher rental income
excluding energy income, while costs excluding energy decreased during the quarter, resulting in a higher margin.
General and Administrative Expenses
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9 months |
Consolidated Interim and Annual Statements of Profit and Other Comprehensive Income (million) |
Q3 2024 |
Q3 2023 |
Chg. % |
2024 |
2023 |
Chg. % |
General and Administrative Expenses |
(7.0) |
(7.1) |
(0.7) |
(24.3) |
(21.3) |
13.8 |
Stock-based Compensation Expenses |
2.1 |
1.8 |
20.2 |
7.0 |
6.3 |
10.7 |
Depreciation |
(0.4) |
(0.3) |
60.0 |
(0.9) |
(1.0) |
(11.0) |
Adjusted EBITDA |
51.6 |
45.0 |
14.8 |
151.4 |
130.8 |
15.8 |
3
NOI and NOI Margin calculations have been modified, please refer to Notes and Disclaimers
| 7 |
Third quarter 2024 administrative expenses totaled
US$ 7.0 million, compared to US$ 7.1 million in the third quarter of 2023; a 0.7% decrease. The decrease is due to peso depreciation relative
to the same period last year which subsequently decreased expenses related to auditing, legal and consulting expenses, marketing and other
expenses, as well as a positive effect resulting from reimbursement of expenses.
Expenses related to the share-based payment of
Vesta’s compensation plan amounted to US$ 2.1 million for the third quarter of 2024. For more detailed information on Vesta’s
expenses, please see Note 18 within the Company’s Financial Statements.
Depreciation
Third quarter 2024 depreciation was US$ 0.4 million,
compared to US$ 0.3 million in the third quarter of 2023. This was related to office space and office equipment depreciation during the
quarter and the amortization of Vesta´s operating systems.
Adjusted EBITDA 4
Third quarter 2024 Adjusted EBITDA increased 14.8%
to US$ 51.6 million, from US$ 45.0 million in the third quarter 2023, and EBITDA margin increased 322-basis-points to 84.5%, as compared
to 81.3% for the same period of last year. This margin increase was due to lower expenses during the third quarter 2024.
Other Income and Expense
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9 months |
Consolidated Interim and Annual Statements of Profit and Other Comprehensive Income (million) |
Q3 2024 |
Q3 2023 |
Chg. % |
2024 |
2023 |
Chg. % |
Other Income and Expenses |
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Interest income |
4.0 |
4.4 |
(0.1) |
13.1 |
5.5 |
1.4 |
Other (expenses) income |
0.4 |
1.7 |
(0.8) |
(1.2) |
2.4 |
(1.5) |
Other net income energy |
0.1 |
0.2 |
(0.5) |
0.3 |
0.2 |
0.6 |
Transaction cost on debt issuance |
0.0 |
0.0 |
na |
0.0 |
0.0 |
na |
Interest expense |
(11.2) |
(11.4) |
(0.0) |
(33.7) |
(34.7) |
(0.0) |
Exchange gain (loss) |
(4.3) |
(2.1) |
1.0 |
(10.0) |
6.2 |
(2.6) |
Gain from properties sold |
0.0 |
0.0 |
na |
0.3 |
0.0 |
na |
Gain on revaluation of investment properties |
24.0 |
95.2 |
(0.7) |
231.4 |
179.5 |
0.3 |
Total other income (expenses) |
12.9 |
88.0 |
(0.9) |
200.2 |
159.1 |
0.3 |
Total third quarter 2024 other
income reached US$ 12.9 million, compared to US$ 88.0 million in other income at the end of the third quarter 2023, a decrease primarily
due to lower gain on revaluation of investment properties.
4
EBITDA and EBITDA Margin calculations have been modified, please refer to Notes and Disclaimers
| 8 |
Third quarter 2024 interest income
decreased to US$ 4.0 million year on year, from US$ 4.4 million in the third quarter 2023, due to a lower cash position during the third
quarter 2024 relative to that of the third quarter 2023.
Third quarter 2024 other expense
resulted in a US$ 0.4 million gain due to the net result of the Company’s other accounting expenses.
Third quarter 2024 other net
gain related to energy resulted in a US$ 0.1 million gain, this gain reflects energy sold to companies which are not Vesta´s clients.
Third quarter 2024 interest expense
decreased to US$ 11.2 million, from US$ 11.4 million for the same quarter in 2023, reflecting a lower debt balance resulting from the
payment of the first tranche of the 2017 private bond.
Vesta’s third quarter 2024
foreign exchange loss was US$ 4.3 million, compared to a US$ 2.1 million loss in third quarter 2023. This loss relates primarily to sequential
currency movement in Vesta’s dollar-denominated debt balance during third quarter 2024 within WTN, the Company’s only subsidiary
that uses the Mexican peso as its functional currency.
Third quarter 2024 valuation
of investment properties resulted in a US$ 24.0 million gain, compared to a US$ 95.2 million gain in the third quarter of 2023. This year-on-year
decrease was due to a lower increase in the amount of properties in the portfolio.
Profit Before Income Taxes
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9 months |
Consolidated Interim and Annual Statements of Profit and Other Comprehensive Income (million) |
Q3 2024 |
Q3 2023 |
Chg. % |
2024 |
2023 |
Chg. % |
Profit Before Income Taxes |
62.7 |
131.0 |
(52.1) |
345.1 |
281.8 |
22.5 |
Income Tax Expense |
(10.7) |
(54.8) |
(80.4) |
(59.0) |
(79.0) |
na |
Current Tax |
(5.5) |
(31.6) |
(0.8) |
(30.4) |
(73.6) |
na |
Deferred Tax |
(5.2) |
(23.2) |
(0.8) |
(28.6) |
(5.3) |
na |
Profit for the Period |
52.0 |
76.2 |
(31.8) |
286.2 |
202.8 |
41.1 |
Valuation of derivative financial instruments |
0.0 |
0.0 |
na |
0.0 |
0.0 |
na |
Exchange differences on translating other functional currency operations |
(8.6) |
2.8 |
(4.1) |
(9.5) |
9.4 |
(2.0) |
Total Comprehensive Income for the period |
43.4 |
79.0 |
(0.5) |
276.7 |
212.2 |
0.3 |
Due to the above factors, third quarter 2024 profit
before income tax reached US$ 62.7 million, compared to US$ 131.0 million for the same quarter last year.
Income Tax Expense
Vesta reported a US$ 10.7 million income tax expense
in the third quarter 2024, compared to a US$ 54.8 million expense in the third quarter 2023.
| 9 |
To calculate the income tax expense for each quarter
of the year the Company estimated 2024 ETR, considering stable balances, takes into consideration the statutory rate, the effects of expected
exchange rates on tax balances and the expected effects of inflation.
Third Quarter 2024 Profit
Due to the above, the Company’s third quarter 2024 profit was
US$ 52.0 million, compared to US$ 76.2 million profit in the third quarter 2023.
Total Comprehensive Income (Loss) for the Period
Vesta closed the third quarter 2024 with US$ 43.4
million in total comprehensive income gain, compared to a US$ 79.0 million gain at the end of the third quarter of 2023, due to the above
factors. This comprehensive income was partially offset by a US$ 8.6 million comprehensive loss in exchange differences when translating
other functional currency operations.
Funds from Operations (FFO)
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9 months |
|
FFO Reconciliation (million) |
Q3 2024 |
Q3 2023 |
Chg. % |
2024 |
2023 |
Chg. % |
Profit for the year |
52.0 |
76.2 |
(31.8) |
286.2 |
202.8 |
41.1 |
Gain on revaluation of investment properties |
(24.0) |
(95.2) |
(74.8) |
(231.4) |
(179.5) |
28.9 |
Gain in properties sold |
0.0 |
0.0 |
na |
(0.3) |
0.0 |
na |
FFO |
28.0 |
(18.9) |
(247.9) |
54.5 |
23.3 |
134.5 |
Stock- based Compensation Expenses |
2.1 |
1.8 |
20.2 |
7.0 |
6.3 |
10.7 |
Exchange Gain (Loss) |
4.3 |
2.1 |
100.3 |
10.0 |
(6.2) |
(261.0) |
Depreciation |
0.4 |
0.3 |
60.0 |
0.9 |
1.0 |
(11.0) |
Other income |
(0.4) |
(1.7) |
(79.0) |
1.2 |
(2.4) |
(148.9) |
Other income energy |
(0.1) |
(0.2) |
(48.5) |
(0.3) |
(0.2) |
56.4 |
Energy |
(0.7) |
(0.1) |
818.9 |
(1.4) |
0.8 |
(269.6) |
Interest income |
(4.0) |
(4.4) |
(9.3) |
(13.1) |
(5.5) |
137.7 |
Income Tax Expense |
10.7 |
54.8 |
(80.4) |
59.0 |
79.0 |
na |
Vesta FFO |
40.4 |
33.6 |
20.3 |
117.7 |
96.0 |
22.6 |
Vesta FFO per share |
0.0427 |
0.0485 |
(12.0) |
0.1320 |
0.1294 |
2.0 |
Current Tax |
(5.5) |
(31.6) |
(82.5) |
(30.4) |
(73.6) |
na |
Vesta FFO (-) Tax Expense |
34.9 |
2.0 |
1628.0 |
87.3 |
22.4 |
290.6 |
Vesta FFO (-) Tax Expense per share |
0.0368 |
0.0029 |
1164.5 |
0.0980 |
0.0301 |
225.1 |
Third quarter 2024 Vesta Funds from Operations
(Vesta FFO) after tax expense resulted in a US$ 34.9 million, or US$ 0.0368 per share, gain compared with a US$ 2.0 million, or US$ 0.0029
per share, gain for third quarter 2023.
Vesta FFO for the third quarter 2024 reached US$
40.4 million; a 20.3% increase compared with US$ 33.6 million in the third quarter 2023.
| 10 |
Capex
Investing
activities during the third quarter of 2024 were primarily related to payments for works in progress in the construction of new buildings
in the Northern, Bajio and Central regions, reflected in a US$ 45.2 million total expense.
Debt
As of September 30, 2024, the Company´s overall
balance of debt was US$ 847.8 million, of which US$ 4.8 million is related to short-term liabilities and US$ 843.0 million is related
to long-term liabilities. The secured portion of the debt is approximately 34.7% of total debt and is guaranteed by some of the Company’s
investment properties, as well as by the related income derived from these properties. As of third quarter 2024, 100% of Vesta’s
debt was denominated in US dollars and 100% of its interest rate was fixed.
Stabilized Portfolio
Vesta currently reports stabilized portfolio occupancy
and same store occupancy as management believes these metrics are useful indicators of the performance of the Company’s operating
portfolio. The additional metrics are intended to reflect market best practices and better enable the comparison of Vesta’s performance
with the performance of its publicly traded industrial real estate peers.
The "operating portfolio" calculation
includes properties which have reached 80% occupancy or have been completed for more than one year, whichever occurs first.
|
Q3 2023 |
|
Q3 2024 |
Region |
Stabilized Portfolio |
Growth SF |
Stabilized Portfolio |
SF |
% |
SF |
SF |
% |
Central Mexico |
7,179,938 |
20.6% |
76,372 |
7,256,310 |
19.0% |
Bajio |
16,598,688 |
47.7% |
1,702,704 |
18,301,392 |
48.0% |
North |
11,027,030 |
31.7% |
1,533,372 |
12,560,402 |
33.0% |
Total |
34,805,657 |
100% |
3,312,447 |
38,118,104 |
100% |
|
Q3 2023 |
Q3 2024 |
|
Occupancy SF |
% Total |
Occupancy SF |
% Total |
Central Mexico |
6,981,537 |
97.2% |
7,256,310 |
100.0% |
Bajio |
15,847,979 |
95.5% |
17,532,132 |
95.8% |
North |
11,027,030 |
100.0% |
11,738,520 |
93.5% |
Total |
33,856,547 |
97.3% |
36,526,962 |
95.8% |
| 11 |
Same-Store Portfolio
Based on the updated calculation, this metric will
only include properties within the Company’s portfolio which have been stabilized for the entirety of current and comparable periods.
This amended definition is intended to reflect market best practices and aid in the comparison of Vesta’s performance with the performance
of its publicly traded industrial real estate peers. Vesta has provided below a reconciliation of the updated definition versus the prior
definition.
|
Q3 2023 |
|
Q3 2024 |
Region |
Same Store Portfolio |
Growth SF |
Same Store Portfolio |
SF |
% |
SF |
SF |
% |
Central Mexico |
6,992,821 |
21.8% |
187,117 |
7,179,938 |
20.7% |
Bajio |
15,496,009 |
48.2% |
1,038,066 |
16,534,075 |
47.6% |
North |
9,633,004 |
30.0% |
1,399,616 |
11,032,620 |
31.8% |
Total |
32,121,834 |
100% |
2,624,799 |
34,746,633 |
100% |
|
Q3 2023 |
Q3 2024 |
|
Occupancy SF |
% Total |
Occupancy SF |
% Total |
Central Mexico |
6,794,420 |
97.2% |
7,179,938 |
100.0% |
Bajio |
14,915,284 |
96.3% |
15,996,067 |
96.7% |
North |
9,633,004 |
100.0% |
10,964,240 |
99.4% |
Total |
31,342,708 |
97.6% |
34,140,245 |
98.3% |
Total Portfolio
As of September 30, 2024, the Company’s portfolio
was comprised of 221 high-quality industrial assets, with a total gross leased area (“GLA”) of 39.1 million sf (3.6 million
square meters “m2”) and with 89.2% of the Company’s income denominated in US dollars. The majority of Vesta’s
properties are located in markets representing the most significant economic growth in the country, such as the Northern, Central and
Bajio regions. Vesta’s tenants are predominantly multinational companies, and the Company has balanced industry exposure to sectors
such as e-commerce/online retail, food and beverage, automotive, aerospace and logistics, among others.
|
Q2 2024 |
Q3 2024 |
Region |
Total Portfolio |
Growth SF |
Total Portfolio |
SF |
% |
SF |
SF |
% |
Central Mexico |
7,256,310 |
19.2% |
0 |
7,256,310 |
18.6% |
Bajio |
18,255,502 |
48.3% |
778,032 |
19,033,534 |
48.7% |
North |
12,281,380 |
32.5% |
505,279 |
12,786,659 |
32.7% |
Total |
37,793,191 |
100% |
1,283,311 |
39,076,503 |
100% |
* Adjusted
by changes in the initial size of the portfolio.
| 12 |
Total Vacancy
Vesta’s property portfolio had a 6.1% vacancy
rate as of September 30, 2024.
|
Q2 2024 |
Q3 2024 |
|
Vacant SF |
% Total |
Vacant SF |
% Total |
Central Mexico |
0 |
0.0% |
0 |
0.0% |
Bajio |
1,067,211 |
5.8% |
1,350,556 |
7.1% |
North |
821,882 |
6.7% |
1,048,139 |
8.2% |
Total |
1,889,093 |
5.0% |
2,398,695 |
6.1% |
Projects Under Construction
Vesta is currently developing 3,391,804 sf (315,109 m2) in
inventory and BTS buildings.
Projects under Construction |
Project |
GLA (SF) |
GLA (m2) |
Investment (1) (thousand USD) |
Type |
Expected Termination Date |
City |
Region |
Apodaca 5 |
476,964 |
44,311 |
44,733 |
Inventory |
Mar-25 |
Monterrey |
North Region |
Apodaca 6 |
190,640 |
17,711 |
15,695 |
Inventory |
Dec-24 |
Monterrey |
North Region |
Apodaca 7 |
202,179 |
18,783 |
17,106 |
Inventory |
Dec-24 |
Monterrey |
North Region |
Apodaca 8 |
730,762 |
67,890 |
57,180 |
Inventory |
Jun-25 |
Monterrey |
North Region |
Aguascalientes 4 |
122,063 |
11,340 |
8,265 |
Inventory |
Mar-25 |
Aguascalientes |
North Region |
Aguascalientes 5 |
217,093 |
20,169 |
12,393 |
Inventory |
Feb-25 |
Aguascalientes |
North Region |
Tres Naciones 10 |
131,571 |
12,223 |
8,323 |
Inventory |
Dec-24 |
SLP |
Bajio Region |
La Villa |
213,065 |
19,794 |
32,098 |
Inventory |
Oct-24 |
Valle de México |
Bajio Region |
Punta Norte 1 |
850,048 |
78,972 |
108,396 |
Inventory |
Dec-24 |
Valle de México |
Bajio Region |
Punta Norte 2 |
171,286 |
15,913 |
18,650 |
Inventory |
Oct-24 |
Valle de México |
Bajio Region |
Puebla 4 |
86,133 |
8,002 |
6,105 |
Inventory |
Feb-25 |
Puebla |
Bajio Region |
Total |
3,391,804 |
315,109 |
328,944 |
|
|
|
|
(1)
Investment includes proportional cost of land and infrastructure. |
|
|
Land Reserves
The Company had 29.1 million sf in land
reserves as of September 30, 2024.
|
June 30, 2024 |
September 30, 2024 |
|
Region |
Gross Land Area (SF) |
Gross Land Area (SF) |
% Chg. |
Tijuana |
0 |
3,847,171 |
na |
Monterrey |
0 |
0 |
na |
Juárez |
0 |
0 |
na |
San Luis Potosí |
2,555,692 |
2,555,692 |
0.0% |
Querétaro |
4,701,268 |
4,701,268 |
0.0% |
| 13 |
Guanajuato |
3,404,979 |
3,404,979 |
0.0% |
Aguascalientes |
10,981,487 |
10,981,487 |
0.0% |
SMA |
3,597,220 |
3,597,220 |
0.0% |
Guadalajara |
0 |
0 |
na |
Puebla |
0 |
0 |
-100.0% |
Mexico City |
0 |
0 |
na |
Total |
25,240,645 |
29,087,817 |
15.2% |
| 14 |
Summary of 9-Month 2024 Results
|
|
|
|
9 month |
Consolidated Interim and Annual Statements of Profit and Other Comprehensive Income (million) |
Q3 2024 |
Q3 2023 |
Chg. % |
2024 |
2023 |
Chg. % |
Revenues |
|
|
|
|
|
|
Rental income |
58.4 |
51.6 |
13.1 |
171.9 |
147.3 |
16.7 |
Reimbursable building services |
2.7 |
3.1 |
(12.1) |
8.5 |
8.8 |
(3.7) |
Energy Income |
2.6 |
0.3 |
689.7 |
6.5 |
0.0 |
na |
Management Fees |
0.0 |
0.6 |
0.0 |
0.4 |
1.0 |
(57.3) |
Total Revenues |
63.7 |
55.7 |
14.4 |
187.3 |
157.1 |
19.2 |
Total Operating Property Costs |
(6.5) |
(5.3) |
21.7 |
(17.2) |
(12.1) |
41.7 |
Related to properties that generate rental income |
(5.4) |
(3.9) |
37.9 |
(14.2) |
(9.1) |
56.7 |
Costs related to properties |
(3.5) |
(3.7) |
(4.0) |
(9.1) |
(8.2) |
10.6 |
Costs related to energy |
(1.9) |
(0.3) |
649.4 |
(5.1) |
(0.8) |
511.1 |
Related to properties that did not generate rental income |
(1.07) |
(1.40) |
(23.8) |
(3.0) |
(3.0) |
(2.8) |
Adjusted Net Operating Income |
57.6 |
51.7 |
11.4 |
171.7 |
148.8 |
15.3 |
General and Administrative Expenses |
(7.0) |
(7.1) |
(0.7) |
(24.3) |
(21.3) |
13.8 |
Stock- based Compensation Expenses |
2.1 |
1.8 |
20.2 |
7.0 |
6.3 |
10.7 |
Depreciation |
(0.4) |
(0.3) |
60.0 |
(0.9) |
(1.0) |
(11.0) |
Adjusted EBITDA |
51.6 |
45.0 |
14.8 |
151.4 |
130.8 |
15.8 |
Other Income and Expenses |
|
|
|
|
|
|
Interest income |
4.0 |
4.4 |
(0.1) |
13.1 |
5.5 |
1.4 |
Other (expenses) income |
0.4 |
1.7 |
(0.8) |
(1.2) |
2.4 |
(1.5) |
Other net income energy |
0.1 |
0.2 |
(0.5) |
0.3 |
0.2 |
0.6 |
Transaction cost on debt issuance |
0.0 |
0.0 |
na |
0.0 |
0.0 |
na |
Interest expense |
(11.2) |
(11.4) |
(0.0) |
(33.7) |
(34.7) |
(0.0) |
Exchange gain (loss) |
(4.3) |
(2.1) |
1.0 |
(10.0) |
6.2 |
(2.6) |
Gain from properties sold |
0.0 |
0.0 |
na |
0.3 |
0.0 |
na |
Gain on revaluation of investment properties |
24.0 |
95.2 |
(0.7) |
231.4 |
179.5 |
0.3 |
Total other income (expenses) |
12.9 |
88.0 |
(0.9) |
200.2 |
159.1 |
0.3 |
Profit Before Income Taxes |
62.7 |
131.0 |
(52.1) |
345.1 |
281.8 |
22.5 |
Income Tax Expense |
(10.7) |
(54.8) |
(80.4) |
(59.0) |
(79.0) |
na |
Current Tax |
(5.5) |
(31.6) |
(0.8) |
(30.4) |
(73.6) |
na |
Deferred Tax |
(5.2) |
(23.2) |
(0.8) |
(28.6) |
(5.3) |
na |
Profit for the Period |
52.0 |
76.2 |
(31.8) |
286.2 |
202.8 |
41.1 |
Valuation of derivative financial instruments |
0.0 |
0.0 |
na |
0.0 |
0.0 |
na |
Exchange differences on translating other functional currency operations |
(8.6) |
2.8 |
(4.1) |
(9.5) |
9.4 |
(2.0) |
Total Comprehensive Income for the period |
43.4 |
79.0 |
(0.5) |
276.7 |
212.2 |
0.3 |
Shares (average) |
947.0 |
693.0 |
36.6 |
891.3 |
741.9 |
20.1 |
Diluted EPS |
0.0458 |
0.1140 |
|
0.3104 |
0.2861 |
|
Revenues increased 19.2% to US$ 187.3 million for
the accumulated nine months of 2024, compared to US$ 157.1 million in 2023, while operating costs increased to US$ 17.2 million, or 41.7%
compared to US$ 12.1 million in 2023, primarily due to the increase in properties that generate income expenses. Adjusted Net operating
income for the nine months 2024 was US$ 171.7 million compared to US$ 148.8 million in the same period of 2023.
| 15 |
At the close of September 30, 2024, administrative
expenses increased by 13.8% to US$ 24.3 million in 2024, from US$ 21.3 million in 2023, primarily due to an increase in marketing expenses,
other expenses and to Vesta´s stock-based compensation.
Total other income for the nine months of 2024
was US$ 200.2 million, compared to US$ 159.1 million in the prior year. The result reflects an increase in interest income, lower interest
expense and higher gain on revaluation of investment properties.
The Company’s profit before tax therefore
amounted to US$ 345.1 million for the first nine months of 2024.
Income tax for the first nine months ending September
30, 2024 resulted in a US$ 59.0 million expense, compared to US$ 79.0 million expense for same period last year. This year-on-year decrease
was primarily due to a decrease in current taxes.
Profit for the nine months of 2024 was US$ 286.2
million, compared to US$ 202.8 million in the same period of 2023, due to factors described above.
Vesta ended the nine-month period ending September
30, 2024, with US$ 276.7 million in total comprehensive income, compared to US$ 212.2 million at the end of the nine-months of 2023 period,
due to the factors previously described. This gain was partially decreased by a US$ 9.5 million loss in functional currency operations.
Capex for the nine-months of 2024 reached US$ 172.5 million and was
related to investment property development.
| 16 |
Subsequent Events
Dividends:
Vesta shareholders approved a US$ 64.7 million-dollar
dividend at its Annual General Shareholders Meeting held on March 21, 2024, to be paid in quarterly installments at the closing exchange
rate of the day prior to payment. The quarterly dividend per share will be determined based on the outstanding number of shares on the
distribution date.
Vesta paid a cash dividend for the third quarter
2024 equivalent to PS$ 0.3576 per ordinary share on October 14, 2024. The dividend was paid through the S.D. Indeval S.A. de C.V. Institución
para el Depósito de Valores (INDEVAL). This amount was provisioned within the Company’s financial statements at the end of
the third quarter 2024 as dividends payable.
|
Dividends per share |
Q1 2024 |
0.2915 |
Q2 2024 |
0.3233 |
Q3 2024 |
0.3576 |
| 17 |
Appendix: Financial Tables
|
|
|
|
9 month |
Consolidated Interim and Annual Statements of Profit and Other Comprehensive Income (million) |
Q3 2024 |
Q3 2023 |
Chg. % |
2024 |
2023 |
Chg. % |
Revenues |
|
|
|
|
|
|
Rental income |
58.4 |
51.6 |
13.1 |
171.9 |
147.3 |
16.7 |
Reimbursable building services |
2.7 |
3.1 |
(12.1) |
8.5 |
8.8 |
(3.7) |
Energy Income |
2.6 |
0.3 |
689.7 |
6.5 |
0.0 |
na |
Management Fees |
0.0 |
0.6 |
0.0 |
0.4 |
1.0 |
(57.3) |
Total Revenues |
63.7 |
55.7 |
14.4 |
187.3 |
157.1 |
19.2 |
Total Operating Property Costs |
(6.5) |
(5.3) |
21.7 |
(17.2) |
(12.1) |
41.7 |
Related to properties that generate rental income |
(5.4) |
(3.9) |
37.9 |
(14.2) |
(9.1) |
56.7 |
Costs related to properties |
(3.5) |
(3.7) |
(4.0) |
(9.1) |
(8.2) |
10.6 |
Costs related to energy |
(1.9) |
(0.3) |
649.4 |
(5.1) |
(0.8) |
511.1 |
Related to properties that did not generate rental income |
(1.07) |
(1.40) |
(23.8) |
(3.0) |
(3.0) |
(2.8) |
Adjusted Net Operating Income |
57.6 |
51.7 |
11.4 |
171.7 |
148.8 |
15.3 |
General and Administrative Expenses |
(7.0) |
(7.1) |
(0.7) |
(24.3) |
(21.3) |
13.8 |
Stock- based Compensation Expenses |
2.1 |
1.8 |
20.2 |
7.0 |
6.3 |
10.7 |
Depreciation |
(0.4) |
(0.3) |
60.0 |
(0.9) |
(1.0) |
(11.0) |
Adjusted EBITDA |
51.6 |
45.0 |
14.8 |
151.4 |
130.8 |
15.8 |
Other Income and Expenses |
|
|
|
|
|
|
Interest income |
4.0 |
4.4 |
(0.1) |
13.1 |
5.5 |
1.4 |
Other (expenses) income |
0.4 |
1.7 |
(0.8) |
(1.2) |
2.4 |
(1.5) |
Other net income energy |
0.1 |
0.2 |
(0.5) |
0.3 |
0.2 |
0.6 |
Transaction cost on debt issuance |
0.0 |
0.0 |
na |
0.0 |
0.0 |
na |
Interest expense |
(11.2) |
(11.4) |
(0.0) |
(33.7) |
(34.7) |
(0.0) |
Exchange gain (loss) |
(4.3) |
(2.1) |
1.0 |
(10.0) |
6.2 |
(2.6) |
Gain from properties sold |
0.0 |
0.0 |
na |
0.3 |
0.0 |
na |
Gain on revaluation of investment properties |
24.0 |
95.2 |
(0.7) |
231.4 |
179.5 |
0.3 |
Total other income (expenses) |
12.9 |
88.0 |
(0.9) |
200.2 |
159.1 |
0.3 |
Profit Before Income Taxes |
62.7 |
131.0 |
(52.1) |
345.1 |
281.8 |
22.5 |
Income Tax Expense |
(10.7) |
(54.8) |
(80.4) |
(59.0) |
(79.0) |
na |
Current Tax |
(5.5) |
(31.6) |
(0.8) |
(30.4) |
(73.6) |
na |
Deferred Tax |
(5.2) |
(23.2) |
(0.8) |
(28.6) |
(5.3) |
na |
Profit for the Period |
52.0 |
76.2 |
(31.8) |
286.2 |
202.8 |
41.1 |
Valuation of derivative financial instruments |
0.0 |
0.0 |
na |
0.0 |
0.0 |
na |
Exchange differences on translating other functional currency operations |
(8.6) |
2.8 |
(4.1) |
(9.5) |
9.4 |
(2.0) |
Total Comprehensive Income for the period |
43.4 |
79.0 |
(0.5) |
276.7 |
212.2 |
0.3 |
Shares (average) |
947.0 |
693.0 |
36.6 |
891.3 |
741.9 |
20.1 |
Diluted EPS |
0.0458 |
0.1140 |
|
0.3104 |
0.2861 |
|
| 18 |
Consolidated Statements of Financial Position (million) |
September 30, 2024 |
December 31, 2023 |
ASSETS |
|
|
CURRENT |
|
|
Cash and cash equivalents |
281.2 |
501.2 |
Financial assets held for trading |
0.0 |
0.0 |
Accounts receivable- net |
32.7 |
33.9 |
Operating lease receivable |
8.1 |
10.1 |
Due from related parties |
0.0 |
0.0 |
Prepaid expenses |
7.0 |
21.3 |
Guarantee deposits made |
0.0 |
0.0 |
Total current assets |
329.0 |
566.4 |
NON-CURRENT |
|
|
Investment properties |
3589.6 |
3212.2 |
Leasing Terms |
0.4 |
0.8 |
Office equipment - net |
2.1 |
2.5 |
Derivative financial instruments |
0.0 |
0.0 |
Guarantee Deposits made |
9.3 |
10.2 |
Total non-current assets |
3601.4 |
3225.8 |
|
|
|
TOTAL ASSETS |
3930.3 |
3792.2 |
|
|
|
LIABILITIES AND SHAREHOLDERS' EQUITY |
|
|
CURRENT LIABILITIES |
|
|
Current portion of long-term debt |
4.8 |
69.6 |
Financial leases payable-short term |
0.4 |
0.6 |
Accrued interest |
7.9 |
3.1 |
Accounts payable |
15.9 |
13.2 |
Income tax payable |
4.3 |
38.8 |
Dividends payable |
32.3 |
15.2 |
Accrued expenses |
5.9 |
7.1 |
Total current liabilities |
71.7 |
147.6 |
NON-CURRENT |
|
|
Long-term debt |
843.0 |
845.6 |
Financial leases payable-long term |
0.0 |
0.3 |
Derivative financial instruments |
0.0 |
0.0 |
Guarantee deposits received |
31.3 |
25.7 |
Long-term accounts payable |
0.0 |
7.7 |
Employees benefits |
2.1 |
1.5 |
Deferred income taxes |
290.6 |
276.9 |
Total non-current liabilities |
1167.1 |
1157.7 |
|
|
|
TOTAL LIABILITIES |
1238.8 |
1305.2 |
|
|
|
STOCKHOLDERS' EQUITY |
|
|
Capital stock |
591.3 |
591.6 |
Additional paid-in capital |
936.9 |
934.9 |
Retained earnings |
1211.2 |
989.7 |
Share-base payments reserve |
(5.3) |
3.7 |
Foreign currency translation |
(42.5) |
(33.0) |
Valuation of derivative financial instruments |
0.0 |
0.0 |
Total shareholders' equity |
2691.6 |
2487.0 |
|
|
|
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY |
3930.3 |
3792.2 |
| 19 |
Consolidated Statements of Cash Flows (million) |
September 30, 2024 |
September 30, 2023 |
Cash flow from operating activities: |
|
|
Profit before income taxes |
345.1 |
281.8 |
Adjustments: |
|
|
Depreciation |
0.5 |
0.6 |
Depreciation of right of use assets |
0.4 |
0.4 |
Gain on revaluation of investment properties |
(231.4) |
(179.5) |
Effect of foreign exchange rates |
0.5 |
3.2 |
Interest income |
(13.1) |
(5.5) |
Interest expense |
32.2 |
33.4 |
Amortization debt issuance-related expenses |
1.5 |
1.4 |
Expense recognized related to share-based payments |
7.0 |
6.3 |
Employee Benefits |
0.5 |
1.0 |
Gain in sale of investment property |
(0.3) |
0.0 |
Income tax benefit from equity issuance costs |
0.0 |
0.0 |
Working capital adjustments |
|
|
(Increase) decrease in: |
|
|
Operating leases receivables- net |
2.0 |
(1.2) |
Recoverable taxes |
1.1 |
(1.2) |
Guarantee Deposits made |
0.6 |
(0.4) |
Prepaid expenses |
14.3 |
3.9 |
(Increase) decrease in: |
|
|
Accounts payable |
(19.8) |
15.9 |
Accrued expenses |
(1.1) |
0.6 |
Guarantee Deposits received |
5.7 |
4.4 |
Interest received |
13.1 |
5.5 |
Income Tax Paid |
(79.7) |
(41.4) |
Net cash generated by operating activities |
79.25 |
128.9 |
|
|
|
Cash flow from investing activities |
|
|
Purchases of investment property |
(172.5) |
(195.7) |
Non-tenant reimburstments |
28.4 |
0.0 |
Sale of investment property |
0.8 |
0.0 |
Acquisition of office furniture |
(0.0) |
(0.1) |
Net cash used in investing activities |
(143.3) |
(195.8) |
|
|
|
Cash flow from financing activities |
|
|
Interest paid |
(27.4) |
(29.7) |
Loans obtained |
0.0 |
0.0 |
Loans Paid |
(68.5) |
(3.5) |
Cost of debt issuance |
0.0 |
0.0 |
Dividends paid |
(47.5) |
(44.4) |
Repurchase of treasury shares |
(14.3) |
0.0 |
Equity issuance |
0.0 |
444.0 |
Costs of equity issuance |
0.0 |
(21.3) |
Payment of lease liabilities |
(0.5) |
(0.5) |
Net cash (used in) generated by financing activities |
(158.2) |
344.6 |
|
|
|
Effects of exchange rates changes on cash |
2.3 |
(8.7) |
Net Increase in cash and cash equivalents |
(220.0) |
269.0 |
Cash, restricted cash and cash equivalents at the beginning of period |
501.9 |
139.1 |
Cash, restricted cash and cash equivalents at the end of period |
281.9 |
408.2 |
| 20 |
Consolidated Statements of Changes in Stockholders’ Equity (million) |
Capital Stock |
Additional Paid-in Capital |
Retained Earnings |
Share-based payment reserve |
Foreign Currency Translation |
Total Stockholders´ Equity |
|
|
|
|
|
|
|
Balances as of January 1, 2023 |
480.6 |
460.7 |
733.4 |
6.0 |
(40.9) |
1639.8 |
Equity Issuance |
84.3 |
338.4 |
0.0 |
0.0 |
0.0 |
422.7 |
Vested shares |
2.2 |
8.0 |
0.0 |
(10.3) |
0.0 |
(0.0) |
Share-based payments |
0.0 |
0.0 |
0.0 |
6.3 |
0.0 |
6.3 |
Dividends declared |
0.0 |
0.0 |
(60.3) |
0.0 |
0.0 |
(60.3) |
Comprehensive income (loss) |
0.0 |
0.0 |
202.8 |
0.0 |
9.4 |
212.2 |
Balances as of September 30, 2023 |
567.1 |
807.1 |
875.9 |
2.0 |
(31.5) |
2220.7 |
Balances as of January 1, 2024 |
591.6 |
934.9 |
989.7 |
3.7 |
(33.0) |
2487.0 |
Vested shares |
2.4 |
13.7 |
0.0 |
(16.0) |
0.0 |
0.0 |
Share-based payments |
0.0 |
0.0 |
0.0 |
7.0 |
0.0 |
7.0 |
Repurchase of shares |
(2.7) |
(11.7) |
0.0 |
0.0 |
0.0 |
(14.3) |
Dividends payments |
0.0 |
0.0 |
(64.7) |
0.0 |
0.0 |
(64.7) |
Comprehensive income |
0.0 |
0.0 |
286.2 |
0.0 |
(9.5) |
276.7 |
Balances as of September 30, 2024 |
591.3 |
936.9 |
1211.2 |
(5.3) |
(42.5) |
2691.6 |
| 21 |
Notes and Disclaimers
Interim Consolidated Condensed Financial Statements:
The figures presented within this release for the three-month periods ending September 30, 2024 and 2023 have not been audited.
Exchange Rate: The exchange rates used for the figures expressed
in US dollars (US$) were:
Date |
Exchange Rate |
Balance Sheet |
September 30, 2023 |
17.620 |
September 30, 2024 |
19.629 |
Income Statement |
Q3 2023 (average) |
17.058 |
Q3 2024 (average) |
18.915 |
9M2023 (average) |
17.822 |
9M2024 (average) |
17.710 |
“Adjusted EBITDA” as the sum
of profit for the year adjusted by (a) total income tax expense (b) interest income, (c) other income, (d) other expense (e) finance costs,
(f) exchange gain (loss) – net, (g) gain on sale of investment property, (h) gain on revaluation of investment property, (i) depreciation,
(j) stock-based compensation expense (k) energy income and (l) energy costs during the relevant period
“Adjusted EBITDA margin” means
Adjusted EBITDA divided by total revenues minus energy income.
“NOI” means the sum of Adjusted
EBITDA plus general and administrative expenses, reversing the discrete depreciation expense impact in Adjusted EBITDA minus and stock-based
compensation expense during the relevant period.
“Adjusted NOI”
means the sum of NOI plus property operating costs related to properties that did not generate rental income during the relevant period
minus energy costs.
“Adjusted NOI margin” means
Adjusted NOI divided by total revenues minus energy income.
“FFO” means profit for the period,
excluding: (i) gain on sale of investment property and (ii) gain on revaluation of investment property.
“Vesta FFO” means the sum of
FFO, as adjusted for the impact of exchange gain (loss) - net, other income – net, other energy income net, interest income, total
income tax expense, depreciation and stock-based compensation expense and equity plus.
Prior period: Unless otherwise stated, the
comparison of operating and financial figures compares the same prior year period.
Percentages may not sum to total due to
rounding.
Build to Suit (BTS): a building which is
custom-made in design and construction in order to meet client-specific needs.
| 22 |
Inventory buildings: buildings constructed
in accordance with standard industry specifications, for those clients that do not require a BTS Building.
Analyst Coverage
In compliance with the internal regulation of the BMV, article 4.033.01
Frac. VIII, Vesta is covered by analysts at the following brokers:
| · | Barclays
Bank Mexico, S.A. |
| · | BTG
Pactual US Capital LLC |
| · | Casa
de Bolsa Credit Suisse S.A. de C.V. |
| · | Casa
de Bolsa Santander S.A. de C.V. |
| · | Citigroup
Global Markets Inc. |
| · | GBM
Grupo Bursátil Mexicano S.A. de C.V. |
| · | Grupo
Financiero Interacciones S.A. de C.V. |
| · | Grupo
Signum, S.A. de C.V. |
| · | Itaú
Corretora de Valores S.A |
| · | J.P.
Morgan Casa de Bolsa, S.A. de C.V. |
| · | Scotia
Inverlat Casa de Bolsa S.A. de C.V. |
Vesta is a real estate owner, developer and asset manager of industrial buildings and distribution centers in Mexico. As of September
30, 2024, Vesta owned 221 properties located in modern industrial parks in 16 states of Mexico totaling a GLA of 39.1 million sf (3.6
million m2). Vesta has several world-class clients participating in a variety of industries such as automotive, aerospace, retail, high-tech,
pharmaceuticals, electronics, food and beverage and packaging. For additional information visit: www.vesta.com.mx.
| 23 |
Note on Forward-Looking Statements
This report may contain certain forward-looking
statements and information relating to the Company and its expected future performance that reflects the current views and/or expectations
of the Company and its management with respect to its performance, business and future events. Forward looking statements include, without
limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words
like “believe,” “anticipate,” “expect,” “envisages,” “will likely result,”
or any other words or phrases of similar meaning. Such statements are subject to a number of risks, uncertainties and assumptions. Some
of the factors that may affect outcomes and results include, but are not limited to: (i) national, regional and local economic and political
climates; (ii) changes in global financial markets, interest rates and foreign currency exchange rates; (iii) increased or unanticipated
competition for our properties; (iv) risks associated with acquisitions, dispositions and development of properties; (v) tax structuring
and changes in income tax laws and rates; (vi) availability of financing and capital, the levels of debt that we maintain; (vii) environmental
uncertainties, including risks of natural disasters; (viii) risks related to any potential health crisis and the measures that governments,
agencies, law enforcement and/or health authorities implement to address such crisis; and (ix) those additional factors discussed in reports
filed with the Bolsa Mexicana de Valores and in the U.S. Securities and Exchange Commission. We caution you that these important factors
could cause actual results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in this presentation
and in oral statements made by authorized officers of the Company. Readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of their dates. The Company undertakes no obligation to update or revise any forward-looking statements,
including any financial guidance, whether as a result of new information, future events or otherwise except as may be required by law.
Definitions / Discussion of Non-GAAP Financial Measures:
Change
in Adjusted EBITDA, NOI, Adjusted NOI and Vesta FFO calculation methodology
During the year ended December
31, 2023, our business began to experience different effects associated with our tenants growing their operations in Mexico that among
other impacts resulted in increased energy consumption which we recognize as an energy income and energy cost during the period. Our management
considered these income and costs represent a business activity not actively managed by us and does not relate directly to our business
operation and strategy; therefore, we updated our policy to further adjust our Adjusted EBITDA, NOI, Adjusted NOI and Vesta FFO to exclude
energy income and energy costs.
We have applied the change
in calculation methodology retroactively. This change had an impact on Adjusted EBITDA, NOI, Adjusted NOI and Vesta FFO of $0.3 million,
($0.4) million and $0.0 million as of December 31, 2023, 2022 and 2021.
Reconciliation
of Adjusted EBITDA, NOI and Adjusted NOI
The table below sets forth
a reconciliation of Adjusted EBITDA, NOI and Adjusted NOI to profit for the year, the most directly comparable IFRS financial measure,
for each of the periods indicated, as reported in the Company’s financial statements. We calculate Adjusted EBITDA as the sum of
profit for the year adjusted by (a) total income tax expense (b) interest income, (c) other income, (d) other expense (e) finance costs,
(f) exchange gain (loss) – net, (g) gain on sale of investment property, (h) gain on revaluation of investment property, (i) depreciation,
(j) stock-based compensation expense (k) energy income and (l) energy costs during the relevant period. We calculate NOI as the sum of
Adjusted EBITDA plus general and administrative
| 24 |
expenses, reversing the discrete
depreciation expense impact in Adjusted EBITDA minus and stock-based compensation expense during the relevant period. We calculate Adjusted
NOI as the sum of NOI plus property operating costs related to properties that did not generate rental income during the relevant period.
Adjusted EBITDA is not a financial
measure recognized under IFRS and does not purport to be an alternative to profit or total comprehensive income for the period as a measure
of operating performance or to cash flows from operating activities as a measure of liquidity. Additionally, Adjusted EBITDA is not intended
to be a measure of free cash flow available for management’s discretionary use, as it does not consider certain cash requirements
such as interest payments and tax payments. Our presentation of Adjusted EBITDA has limitations as an analytical tool, and you should
not consider it in isolation or as a substitute for analysis of our results as reported under IFRS. Management uses Adjusted EBITDA to
measure and evaluate the operating performance of our principal business (which consists of developing, leasing and managing industrial
properties) before our cost of capital and income tax expense. Adjusted EBITDA is a measure commonly used in our industry, and we present
Adjusted EBITDA to supplement investor understanding of our operating performance. We believe that Adjusted EBITDA provides investors
and analysts with a measure of operating results unaffected by differences in tenant’s operation, capital structures, capital investment
cycles and fair value adjustments of related assets among otherwise comparable companies.
NOI or Adjusted NOI are not
financial measures recognized under IFRS and do not purport to be alternatives to profit for the period or total comprehensive income
as measures of operating performance. NOI and Adjusted NOI are supplemental industry reporting measures used to evaluate the performance
of our investments in real estate assets and our operating results. In addition, Adjusted NOI is a leading indicator of the trends related
to NOI as we typically have a strong development portfolio of “speculative buildings.” Under IAS 40, we have adopted the fair
value model to measure our investment property and, for that reason, our financial statements do not reflect depreciation nor amortization
of our investment properties, and therefore such items are not part of the calculations of NOI or Adjusted NOI. We believe that NOI is
useful to investors as a performance measure and that it provides useful information regarding our results of operations and financial
condition because, when compared across periods, it reflects the impact on operations from trends in occupancy rates, rental rates, operating
costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from profit for
the year. For example, interest expense is not necessarily linked to the operating performance of a real estate asset and is often incurred
at the corporate level as opposed to the property level. Similarly, interest expense may be incurred at the property level even though
the financing proceeds may be used at the corporate level (e.g., used for other investment activity). As so defined, NOI and Adjusted
NOI may not be comparable to net operating income or similar measures reported by other real estate companies that define NOI or Adjusted
NOI differently.
Adjusted EBITDA
margin, NOI margin and Adjusted NOI margin
The table below also includes
a reconciliation of Adjusted EBITDA margin, NOI margin and Adjusted NOI margin to profit for the year, the most directly comparable IFRS
financial measure, for each of the periods indicated, as reported in the Company’s financial statements. We present margin ratios
to rental income plus management fees minus electricity income to compliment the understanding of our operating performance; measuring
our profitability compared to the revenues directly related to our business activities.
| 25 |
| |
| For the Three-Month | | |
| 9 months | |
| |
| Period Ended September 30, | | |
| Cumulative | |
| |
| 2024 | | |
| 2023 | | |
| 2024 | |
|
| 2023 | |
| |
| (millions of US$) | |
Profit for the period | |
| 52.0 | | |
| 76.2 | | |
| 286.2 | |
|
| 202.8 | |
(+) Total income tax expense | |
| 10.7 | | |
| 54.8 | | |
| 59.0 | |
|
| 79.0 | |
(-) Interest income | |
| (4.0 | ) | |
| (4.4 | ) | |
| (13.1 | ) |
|
| (5.5 | ) |
(-) Other income – net(1) | |
| (0.4 | ) | |
| (1.7 | ) | |
| 1.2 | |
|
| (2.4 | ) |
(-) Other income energy | |
| (0.1 | ) | |
| (0.2 | ) | |
| (0.3 | ) |
|
| (0.2 | ) |
(+) Finance costs | |
| 11.2 | | |
| 11.4 | | |
| 33.7 | |
|
| 34.7 | |
(-) Exchange gain (loss) - net | |
| 4.3 | | |
| 2.1 | | |
| 10.0 | |
|
| (6.2 | ) |
(-) Gain on sale of investment property | |
| 0.0 | | |
| 0.0 | | |
| (0.3 | ) |
|
| 0.0 | |
(-) Gain on revaluation of investment property | |
| (24.0 | ) | |
| (95.2 | ) | |
| (231.4 | ) |
|
| (179.5 | ) |
(+) Depreciation | |
| 0.4 | | |
| 0.3 | | |
| 0.9 | |
|
| 1.0 | |
(+) Long-term incentive plan and Equity plus | |
| 2.1 | | |
| 1.8 | | |
| 7.0 | |
|
| 6.3 | |
(+) Energy net | |
| (0.7 | ) | |
| (0.1 | ) | |
| (1.4 | ) |
|
| 0.8 | |
Adjusted EBITDA | |
| 51.6 | | |
| 45.0 | | |
| 151.4 | |
|
| 130.8 | |
(+) General and administrative expenses | |
| 7.0 | | |
| 7.1 | | |
| 24.3 | |
|
| 21.3 | |
(-) Long-term incentive plan and Equity plus | |
| (2.1 | ) | |
| (1.8 | ) | |
| (7.0 | ) |
|
| (6.3 | ) |
NOI | |
| 56.5 | | |
| 50.3 | | |
| 168.7 | |
|
| 145.8 | |
(+) Property operating costs related to properties that did not generate rental income | |
| 1.1 | | |
| 1.4 | | |
| 3.0 | |
|
| 3.0 | |
Adjusted NOI | |
| 57.6 | | |
| 51.7 | | |
| 171.7 | |
|
| 148.8 | |
(1) |
|
Includes other
income and expenses unrelated to our operations, such as reimbursements from insurance proceeds, and sales of office equipment. For more
information, see note 15 to our audited consolidated financial statements. |
Reconciliation of FFO and Vesta FFO
The table below sets forth a
reconciliation of FFO and Vesta FFO to profit for the period, the most directly comparable IFRS financial measure, for each of the periods
indicated, as reported in the Company’s financial statements. FFO is calculated as profit for the period, excluding: (i) gain on
sale of investment property and (ii) gain on revaluation of investment property. We calculate Vesta FFO as the sum of FFO, as adjusted
for the impact of exchange gain (loss) - net, other income – net, interest income, total income tax expense, depreciation and long-term
incentive plan and equity plus.
The Company believes that Vesta
FFO is useful to investors as a supplemental performance measure because it excludes the effects of certain items which can create significant
earnings volatility, but which do not directly relate to our business operations. We believe Vesta FFO can facilitate comparisons of operating
performance between periods, while also providing a more meaningful predictor of future earnings potential. Additionally, since Vesta
FFO does not capture the level of capital expenditures per maintenance and improvements to maintain the operating performance of properties,
which has a material economic impact on operating results, we believe Vesta FFO’s usefulness as a measure of performance may be
limited.
| 26 |
Our computation of FFO and Vesta
FFO may not be comparable to FFO measures reported by other REITs or real estate companies that define or interpret the FFO definition
differently. FFO and Vesta FFO should not be considered as a substitute for net profit for the period attributable to our common shareholders.
| |
| For the Three-Month | | |
| 9 months | |
| |
| Period Ended September 30, | | |
| Cumulative | |
| |
| 2024 | | |
| 2023 | | |
| 2024 | | |
| 2023 | |
| |
| (millions
of US$) |
Profit for the period | |
| 52.0 | | |
| 76.2 | | |
| 286.2 | | |
| 202.8 | |
(-) Gain on sale of investment property | |
| 0.0 | | |
| 0.0 | | |
| (0.3 | ) | |
| 0.0 | |
(-) Gain on revaluation of investment property | |
| (24.0 | ) | |
| (95.2 | ) | |
| (231.4 | ) | |
| (179.5 | ) |
FFO | |
| 28.0 | | |
| (18.9 | ) | |
| 54.5 | | |
| 23.3 | |
(-) Exchange gain (loss) – net | |
| 4.3 | | |
| 2.1 | | |
| 10.0 | | |
| (6.2 | ) |
(-) Other income – net(1) | |
| (0.4 | ) | |
| (1.7 | ) | |
| 1.2 | | |
| (2.4 | ) |
(-) Other income energy | |
| (0.1 | ) | |
| (0.2 | ) | |
| (0.3 | ) | |
| (0.2 | ) |
(-) Interest income | |
| (4.0 | ) | |
| (4.4 | ) | |
| (13.1 | ) | |
| (5.5 | ) |
(+) Total income tax expense | |
| 10.7 | | |
| 54.8 | | |
| 59.0 | | |
| 79.0 | |
(+) Depreciation | |
| 0.4 | | |
| 0.3 | | |
| 0.9 | | |
| 1.0 | |
(+) Long-term incentive plan and Equity plus | |
| 2.1 | | |
| 1.8 | | |
| 7.0 | | |
| 6.3 | |
(+) Energy net | |
| (0.7 | ) | |
| (0.1 | ) | |
| (1.4 | ) | |
| 0.8 | |
Vesta FFO | |
| 40.4 | | |
| 33.6 | | |
| 117.7 | | |
| 96.0 | |
(1) |
Includes other income and expenses unrelated to our operations,
such as reimbursements from insurance proceeds, and sales of office equipment. For more information, see note 15 to Vesta’s
consolidated financial statements. |
| 27 |
EXHIBIT 99.2
Corporación
Inmobiliaria Vesta, S. A. B. de C. V. and Subsidiaries
Condensed
Consolidated Interim Financial Statements for the Nine-Months Periods Ended September 30, 2024 and 2023 (unaudited)
Corporación
Inmobiliaria Vesta, S. A. B. de C. V. and Subsidiaries
Unaudited
Condensed Consolidated Interim Financial Statements as of and for the nine and three-month periods ended September 30, 2024 and 2023
(unaudited)
Table of contents |
Page |
|
|
|
|
|
|
Unaudited Condensed Consolidated Interim Statements
of Financial Position |
1 |
|
|
Unaudited Condensed Consolidated Interim Statements
of Profit and Other Comprehensive |
|
Income |
2 |
|
|
Unaudited Condensed Consolidated Interim Statements
of Changes in Stockholders’ Equity |
3 |
|
|
Unaudited Condensed Consolidated Interim Statements
of Cash Flows |
4 |
|
|
Notes to Unaudited Condensed Consolidated Interim Financial
Statements |
6 |
Corporación Inmobiliaria Vesta, S. A. B. de C. V. and Subsidiaries
Unaudited Condensed Consolidated Interim Statements of Financial
Position
As of September 30, 2024 and December 31, 2023
(In US dollars)
Assets | |
Notes | |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
Current assets: | |
| | | |
| | | |
| | |
Cash, cash equivalents and restricted cash | |
| 5 | | |
$ | 281,197,607 | | |
$ | 501,166,136 | |
Recoverable taxes | |
| 6 | | |
| 32,745,406 | | |
| 33,864,821 | |
Operating lease receivables | |
| 7 | | |
| 8,091,875 | | |
| 10,100,832 | |
Prepaid expenses and advance payments | |
| 7.vi | | |
| 6,954,413 | | |
| 21,299,392 | |
Total current assets | |
| | | |
| 328,989,301 | | |
| 566,431,181 | |
| |
| | | |
| | | |
| | |
Non-current assets: | |
| | | |
| | | |
| | |
Investment property | |
| 8 | | |
| 3,589,613,509 | | |
| 3,212,164,164 | |
Office furniture – Net | |
| | | |
| 2,073,209 | | |
| 2,541,990 | |
Right-of-use asset - Net of depreciation | |
| 9 | | |
| 414,070 | | |
| 834,199 | |
Security deposits made, restricted cash and others | |
| | | |
| 9,256,430 | | |
| 10,244,759 | |
Total non-current assets | |
| | | |
| 3,601,357,218 | | |
| 3,225,785,112 | |
| |
| | | |
| | | |
| | |
Total assets | |
| | | |
$ | 3,930,346,519 | | |
$ | 3,792,216,293 | |
| |
| | | |
| | | |
| | |
Liabilities and stockholders’ equity | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | |
Current liabilities: | |
| | | |
| | | |
| | |
Current portion of long-term debt | |
| 10 | | |
$ | 4,799,371 | | |
$ | 69,613,002 | |
Lease liabilities – short-term | |
| 9 | | |
| 429,948 | | |
| 607,481 | |
Accrued interest | |
| | | |
| 7,902,233 | | |
| 3,148,767 | |
Accounts payable | |
| | | |
| 15,925,594 | | |
| 13,188,966 | |
Income taxes payable | |
| | | |
| 4,338,349 | | |
| 38,773,726 | |
Accrued expenses and taxes | |
| | | |
| 5,949,231 | | |
| 7,078,988 | |
Dividends payable | |
| 11.4 | | |
| 32,343,243 | | |
| 15,155,311 | |
Total current liabilities | |
| | | |
| 71,687,969 | | |
| 147,566,241 | |
| |
| | | |
| | | |
| | |
Non-current liabilities: | |
| | | |
| | | |
| | |
Long-term debt | |
| 10 | | |
| 843,044,931 | | |
| 845,573,752 | |
Lease liabilities - long-term | |
| 9 | | |
| 11,202 | | |
| 290,170 | |
Guarantee deposits received | |
| | | |
| 31,338,989 | | |
| 25,680,958 | |
Long-term accounts payable | |
| | | |
| — | | |
| 7,706,450 | |
Employee benefits | |
| | | |
| 2,062,044 | | |
| 1,519,790 | |
Deferred income taxes | |
| 17 | | |
| 290,636,750 | | |
| 276,910,507 | |
Total non-current liabilities | |
| | | |
| 1,167,093,916 | | |
| 1,157,681,627 | |
Total liabilities | |
| | | |
| 1,238,781,885 | | |
| 1,305,247,868 | |
| |
| | | |
| | | |
| | |
Litigation and commitments | |
| 21 | | |
| | | |
| | |
| |
| | | |
| | | |
| | |
Stockholders’ equity: | |
| | | |
| | | |
| | |
Capital stock | |
| 11.1 | | |
| 591,293,932 | | |
| 591,600,113 | |
Additional paid-in capital | |
| 11.3 | | |
| 936,946,298 | | |
| 934,944,456 | |
Retained earnings | |
| | | |
| 1,211,205,324 | | |
| 989,736,218 | |
Share-based payments reserve | |
| 19 | | |
| (5,347,603 | ) | |
| 3,732,350 | |
Foreign currency translation | |
| | | | |
| (42,533,317 | ) | |
| (33,044,712 | ) |
Total stockholders’ equity | |
| | | |
| 2,691,564,634 | | |
| 2,486,968,425 | |
| |
| | | |
| | | |
| | |
Total liabilities and stockholders’ equity | |
| | | |
$ | 3,930,346,519 | | |
$ | 3,792,216,293 | |
See accompanying notes to unaudited condensed consolidated interim
financial statements.
Corporación Inmobiliaria Vesta, S. A. B. de C. V. and Subsidiaries
Unaudited Condensed Consolidated Interim Statements of Profit
or
Loss and Other Comprehensive Income
For the nine- and three-month periods ended September 30, 2024,
and 2023
(In US dollars)
| |
| |
For the nine-month period ended | |
For the three-month period ended |
| |
Notes | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
Revenues: | |
| |
| |
| |
| |
|
Rental income | |
| 12 | | |
$ | 186,881,830 | | |
$ | 156,117,790 | | |
$ | 63,690,201 | | |
$ | 55,016,852 | |
Management fees | |
| | | |
| 413,263 | | |
| 967,551 | | |
| — | | |
| 639,933 | |
| |
| | | |
| 187,295,093 | | |
| 157,085,341 | | |
| 63,690,201 | | |
| 55,656,785 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Property operating costs related to properties that generated rental income | |
| 13.1 | | |
| (14,213,189 | ) | |
| (9,071,735 | ) | |
| (5,412,651 | ) | |
| (3,924,533 | ) |
Property operating costs related to properties that did not generate rental income | |
| 13.1 | | |
| (2,962,219 | ) | |
| (3,046,433 | ) | |
| (1,067,008 | ) | |
| (1,400,458 | ) |
General and administrative expenses | |
| 13.2 | | |
| (25,182,005 | ) | |
| (22,340,322 | ) | |
| (7,431,606 | ) | |
| (7,320,445 | ) |
Interest income | |
| | | |
| 13,140,475 | | |
| 5,527,899 | | |
| 4,010,121 | | |
| 4,423,263 | |
Other income | |
| 14 | | |
| 3,407,033 | | |
| 3,877,913 | | |
| 1,371,257 | | |
| 2,451,051 | |
Other expenses | |
| 15 | | |
| (4,313,591 | ) | |
| (1,253,934 | ) | |
| (897,920 | ) | |
| (520,290 | ) |
Finance cost | |
| 16 | | |
| (33,694,009 | ) | |
| (34,748,522 | ) | |
| (11,229,820 | ) | |
| (11,395,892 | ) |
Exchange gain – Net | |
| | | |
| (9,974,705 | ) | |
| 6,194,010 | | |
| (4,305,296 | ) | |
| (2,149,238 | ) |
Gain on sale of investment property | |
| | | |
| 250,000 | | |
| — | | |
| — | | |
| — | |
Gain on revaluation of investment property | |
| 8 | | |
| 231,374,529 | | |
| 179,549,769 | | |
| 23,969,004 | | |
| 95,162,184 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Profit before income taxes | |
| | | |
| 345,127,412 | | |
| 281,773,986 | | |
| 62,696,282 | | |
| 130,982,427 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Income tax expense | |
| 17 | | |
| (58,971,819 | ) | |
| (78,966,274 | ) | |
| (10,712,706 | ) | |
| (54,764,299 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Profit for the period | |
| | | |
| 286,155,593 | | |
| 202,807,712 | | |
| 51,983,576 | | |
| 76,218,128 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Other comprehensive gain - Net of tax: | |
| | | |
| | | |
| | | |
| | | |
| | |
Items that may be reclassified subsequently to profit and loss: | |
| | | |
| | | |
| | | |
| | | |
| | |
Exchange differences on translating other functional currency operations | |
| | | |
| (9,488,605 | ) | |
| 9,433,734 | | |
| (8,628,610 | ) | |
| 2,761,939 | |
Total other comprehensive income | |
| | | |
| (9,488,605 | ) | |
| 9,433,734 | | |
| (8,628,610 | ) | |
| 2,761,939 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Total comprehensive income for the period | |
| | | |
$ | 276,666,988 | | |
$ | 212,241,446 | | |
$ | 43,354,966 | | |
$ | 78,980,067 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Basic earnings per share | |
| 11.5 | | |
$ | 0.2681 | | |
$ | 0.2777 | | |
$ | 0.1253 | | |
$ | 0.0928 | |
| |
| | | |
| | | |
| | | |
| | | |
| | |
Diluted earnings per share | |
| 11.5 | | |
$ | 0.2627 | | |
$ | 0.2734 | | |
$ | 0.1154 | | |
$ | 0.0914 | |
See accompanying notes to unaudited condensed consolidated interim
financial statements.
Corporación Inmobiliaria Vesta, S. A. B. de C. V. and Subsidiaries
Unaudited Condensed Consolidated Interim
Statements of Changes in Stockholders’ Equity
For the nine-month periods ended September 30, 2024, and 2023
(In US dollars)
| |
| Capital stock | | |
| Additional paid-in capital | | |
| Retained earnings | | |
| Share-based payments reserve | | |
| Foreign currency translation | | |
| Total stockholders’
equity | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Balances as of January 1, 2023 | |
$ | 480,623,919 | | |
$ | 460,677,234 | | |
$ | 733,405,749 | | |
$ | 5,984,051 | | |
$ | (40,903,125 | ) | |
$ | 1,639,787,828 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Equity issuance | |
| 84,302,445 | | |
| 338,375,392 | | |
| — | | |
| — | | |
| — | | |
| 422,677,837 | |
Dividends declared | |
| — | | |
| — | | |
| (60,307,043 | ) | |
| — | | |
| — | | |
| (60,307,043 | ) |
Vested shares | |
| 2,204,586 | | |
| 8,048,945 | | |
| — | | |
| (10,253,531 | ) | |
| — | | |
| — | |
Share-based payments | |
| — | | |
| — | | |
| — | | |
| 6,280,391 | | |
| — | | |
| 6,280,391 | |
Comprehensive income | |
| — | | |
| — | | |
| 202,807,712 | | |
| — | | |
| 9,433,734 | | |
| 212,241,446 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Balances as of September 30, 2023 (Unaudited) | |
$ | 567,130,950 | | |
$ | 807,101,571 | | |
$ | 875,906,418 | | |
$ | 2,010,911 | | |
$ | (31,469,391 | ) | |
$ | 2,220,680,459 | |
Balances as of January 1, 2024 | |
$ | 591,600,113 | | |
$ | 934,944,456 | | |
$ | 989,736,218 | | |
$ | 3,732,350 | | |
$ | (33,044,712 | ) | |
$ | 2,486,968,425 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Dividends declared | |
| — | | |
| — | | |
| (64,686,487 | ) | |
| — | | |
| — | | |
| (64,686,487 | ) |
Vested shares | |
| 2,377,647 | | |
| 13,654,820 | | |
| — | | |
| (16,032,467 | ) | |
| — | | |
| — | |
Share-based payments | |
| — | | |
| — | | |
| — | | |
| 6,952,514 | | |
| — | | |
| 6,952,514 | |
Repurchase of shares | |
| (2,683,828 | ) | |
| (11,652,978 | ) | |
| — | | |
| — | | |
| — | | |
| (14,336,806 | ) |
Comprehensive income | |
| — | | |
| — | | |
| 286,155,593 | | |
| — | | |
| (9,488,605 | ) | |
| 276,666,988 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Balances as of September 30, 2024 (Unaudited) | |
$ | 591,293,932 | | |
$ | 936,946,298 | | |
$ | 1,211,205,324 | | |
$ | (5,347,603 | ) | |
$ | (42,533,317 | ) | |
$ | 2,691,564,634 | |
See accompanying notes to unaudited condensed consolidated interim
financial statements.
Corporación Inmobiliaria Vesta, S. A. B. de C. V. and Subsidiaries
Unaudited Condensed Consolidated Interim Statements of Cash Flows
For the nine-months periods ended September 30, 2024, and 2023
(In US dollars)
| |
September
30, 2024 (Unaudited) | |
September
30, 2023 (Unaudited) |
Cash flows from operating activities: | |
| | | |
| | |
Profit before income taxes | |
$ | 345,127,412 | | |
$ | 281,773,986 | |
Adjustments: | |
| | | |
| | |
Depreciation | |
| 479,225 | | |
| 570,332 | |
Right-of-use asset depreciation | |
| 420,129 | | |
| 440,622 | |
Gain on revaluation of investment property | |
| (231,374,529 | ) | |
| (179,549,769 | ) |
Unrealized effect of foreign exchange rates | |
| 486,100 | | |
| 3,239,724 | |
Interest income | |
| (13,140,475 | ) | |
| (5,527,899 | ) |
Interest expense | |
| 32,215,343 | | |
| 33,379,051 | |
Amortization of debt issuance costs | |
| 1,478,666 | | |
| 1,369,471 | |
Expense recognized in respect of share-based payments | |
| 6,952,514 | | |
| 6,280,391 | |
Employee benefits and pension costs | |
| 542,254 | | |
| 961,286 | |
Gain on sale of investment property | |
| (250,000 | ) | |
| — | |
| |
| | | |
| | |
Working capital adjustments: | |
| | | |
| | |
(Increase) decrease in: | |
| | | |
| | |
Operating lease receivables – Net | |
| 2,008,957 | | |
| (1,216,366 | ) |
Recoverable taxes | |
| 1,119,415 | | |
| (1,176,506 | ) |
Guarantee deposits paid | |
| 617,356 | | |
| (437,122 | ) |
Prepaid expenses and other receivables | |
| 14,344,979 | | |
| 3,874,754 | |
Increase (decrease) in: | |
| | | |
| | |
Accounts payable and client advances | |
| (19,768,972 | ) | |
| 15,933,767 | |
Accrued expenses and taxes | |
| (1,129,748 | ) | |
| 570,771 | |
Guarantee deposits collected | |
| 5,658,031 | | |
| 4,354,645 | |
Interest received | |
| 13,140,475 | | |
| 5,527,899 | |
Income taxes paid | |
| (79,680,953 | ) | |
| (41,421,299 | ) |
Net cash generated by operating activities | |
| 79,246,179 | | |
| 128,947,738 | |
| |
| | | |
| | |
Cash flows from investing activities: | |
| | | |
| | |
Purchases of investment property | |
| (172,493,271 | ) | |
| (195,666,429 | ) |
Non-tenant and tenant Reimbursements | |
| 28,444,283 | | |
| — | |
Sale of investment property | |
| 780,000 | | |
| — | |
Purchases of office furniture and
vehicles | |
| (10,444 | ) | |
| (109,674 | ) |
Net cash used in investing activities | |
| (143,279,432 | ) | |
| (195,776,103 | ) |
| |
| | | |
| | |
Cash flows from financing activities: | |
| | | |
| | |
Interest paid | |
| (27,416,097 | ) | |
| (29,677,100 | ) |
Loans paid | |
| (68,450,145 | ) | |
| (3,477,928 | ) |
Dividends paid | |
| (47,498,555 | ) | |
| (44,433,165 | ) |
Equity issuance proceeds | |
| — | | |
| 444,018,137 | |
Equity issuance costs paid | |
| — | | |
| (21,340,300 | ) |
Repurchase of treasury shares | |
| (14,336,806 | ) | |
| — | |
Payment of lease liabilities | |
| (502,290 | ) | |
| (536,880 | ) |
Net cash used in financing activities | |
| (158,203,893 | ) | |
| 344,552,764 | |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| |
|
Effects of exchange
rates changes on cash | |
| 2,268,617 | | |
| (8,688,827 | ) |
| |
| | | |
| | |
Net decrease in cash, cash equivalents
and restricted cash | |
| (219,968,529 | ) | |
| 269,035,572 | |
| |
| | | |
| | |
Cash, cash
equivalents and restricted cash at the beginning of year | |
| 501,901,448 | | |
| 139,147,085 | |
| |
| | | |
| | |
Cash, cash
equivalents and restricted cash at the end of the period - Note 5 | |
$ | 281,932,919 | | |
$ | 408,182,657 | |
See accompanying notes to unaudited condensed consolidated interim
financial statements.
Corporación Inmobiliaria Vesta, S. A. B. de C. V. and Subsidiaries
Unaudited Notes to Condensed Consolidated Interim Financial Statements
As of September 30, 2024 and December 31, 2023 and for the nine-month
periods ended September 30, 2024, and 2023
(In US dollars)
Corporación Inmobiliaria Vesta, S. A. B. de C. V.
(“Vesta”) is an entity incorporated in Mexico. The address of its registered office and principal place of business is Paseo
de los Tamarindos 90, 28th floor, Mexico City.
Vesta and subsidiaries (collectively, the “Entity”)
are engaged in the development, acquisition and operation of industrial buildings and distribution facilities that are rented to corporations
in eleven states throughout Mexico.
| 2. | Application of new and revised International Financial Reporting Standards (IFRS) |
New and amended IFRS Accounting Standards that are
effective for the current period
There are no accounting pronouncements which have become
effective from January 1, 2024 that have a significant impact on the Group’s interim condensed consolidated financial statements.
| 3. | Material accounting policies |
The unaudited condensed consolidated interim financial statements
have been prepared on the historical cost basis except for investment properties and financial instruments that are measured at fair value
at the end of each reporting period, as explained in the accounting policies below.
Historical cost is generally based on the fair value of
the consideration given in exchange for goods and services.
Fair value is the price that would be received to sell
an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of
whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or
a liability, the Entity takes into account the characteristics of the asset or liability if market participants would take those characteristics
into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these
unaudited condensed consolidated interim financial statements is determined on such a basis, except for share-based payment transactions
that are within the scope of IFRS 2, Share-based Payments.
In addition, for financial reporting purposes, fair value
measurements are categorized into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable
and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:
| · | Level 1 inputs are quoted prices (unadjusted) in active markets for identical
assets or liabilities that the entity can access at the measurement date; |
| · | Level 2 inputs are inputs, other than quoted prices included within Level
1, that are observable for the asset or liability, either directly or indirectly; and |
| · | Level 3 inputs are unobservable inputs for the asset or liability. |
The unaudited condensed consolidated interim financial
statements have been prepared by Management assuming that the Entity will continue to operate as a going concern.
| b. | Interim financial condensed statements |
The accompanying condensed consolidated interim financial
statements as of September 30, 2024 have been prepared in accordance with International Accounting Standard (“IAS”) 34, Interim
Financial Reporting, and have not been audited. In the opinion of Entity management, all adjustments (consisting mainly of ordinary,
recurring adjustments) necessary for a fair presentation of the accompanying condensed consolidated interim financial statements are included.
The results of the periods are not necessarily indicative of the results for the full year. These condensed consolidated interim financial
statements should be read in conjunction with the audited annual consolidated financial statements of the Entity and their respective
notes for the year ended December 31, 2023.
The accounting policies and methods of computation are consistent
with the audited consolidated financial statements for the year ended December 31, 2023, except as mentioned in the preceding paragraph.
The Entity’s primary business is the acquisition,
development, and management of industrial and distribution center real estate. Vesta manages its operations on an aggregated, single segment
basis for purposes of assessing performance and making operating decisions and, accordingly, has only one reporting and operating segment.
As of September 30, 2024 and December 31, 2023, all of our assets and operations are derived from assets located within Mexico.
All financial liabilities are measured subsequently at amortized
cost using the effective interest method.
Financial liabilities measured subsequently at amortized
cost
Financial liabilities (including borrowings) that are not
(i) contingent consideration of an acquirer in a business combination, (ii) held-for-trading, or (iii) designated as at FVTPL, are measured
subsequently at amortized cost using the effective interest method.
The effective interest method is a method of calculating
the amortized cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is
the rate that exactly discounts estimated future cash payments (including all fees and expenses paid or received that form an integral
part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the financial liability,
or (where appropriate) a shorter period, to the net carrying amount on initial recognition.
Derecognition of financial liabilities
The Entity derecognizes financial liabilities when, and
only when, the Entity’s obligations are discharged, cancelled or have expired. The difference between the carrying amount of the
financial liability derecognized and the consideration paid and payable is recognized in profit or loss.
When the Entity exchanges with the existing lender a debt
instrument in another with substantially different terms, that exchange is accounted for as an extinction of the original financial liability
and the recognition of a new financial liability. Similarly, the Entity considers the substantial modification of the terms of an existing
liability or part of it as an extinction of the original financial liability and the recognition of a new liability. The terms are assumed
to be substantially different if the discounted present value of the cash flows under the new terms, including any fees paid net of any
fees received and discounted using the original effective rate, is at least 10% different from the current discounted rate. Value of the
remaining cash flows of the original financial liability. If the modification is not material, the difference between: (1) the carrying
amount of the liability before the modification; and (2) the present value of the cash flows after the modification should be recognized
in profit or loss as the gain or loss from the modification within other gains and losses.
The balance as of September 30, 2024 and December 2023 of
short-term accounts payables was:
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
Construction in-progress (1) | |
$ | 3,771,694 | | |
$ | 6,421,225 | |
Land (2) | |
| 7,614,707 | | |
| 275,230 | |
Existing properties | |
| 3,412,750 | | |
| 5,107,983 | |
Others accounts payables | |
| 1,126,443 | | |
| 1,384,528 | |
| |
| | | |
| | |
| |
$ | 15,925,594 | | |
$ | 13,188,966 | |
| (1) | As of September 30, 2024 and December 2023 the Entity began the construction of nine and ten investment properties, the amount of
December 2023 represents the advances according to the construction contract, which will be paid settled during the first quarter of the
following year. |
| (2) | During the third quarter of 2022 the Entity acquired a land reserve and signed promissory agreements for a total of $8,256,912 to
be paid on quarterly installments of $91,744 starting March 2023 plus a final payment of $7,431,218 in June 2025; the long-term payable
portion as of December 31,2023 is $7,706,451. As of September 30, 2024 the amount is short-term. |
| 4. | Critical accounting judgments and key sources of estimation uncertainty |
In preparing these interim financial statements, management
has made judgements and estimates that affect the application of accounting policies and the reported amounts of assets and liabilities,
income and expense. Actual results may differ from these estimates.
The significant judgements made by management in applying
the Entity’s accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual
consolidated financial statements.
| 5. | Cash, cash equivalents and restricted cash |
For purposes of the condensed consolidated interim statement
of cash flows, cash and cash equivalents include cash on hand and in banks, including restricted cash. Cash and cash equivalents at the
end of the reporting period as shown in the condensed consolidated interim statement of cash flows can be reconciled to the related items
in the condensed consolidated interim statements of financial position as follows:
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
Cash and bank balances | |
$ | 281,043,853 | | |
$ | 501,093,921 | |
Restricted cash | |
| 153,754 | | |
| 72,215 | |
| |
| 281,197,607 | | |
| 501,166,136 | |
Non-current restricted cash | |
| 735,312 | | |
| 735,312 | |
| |
| | | |
| | |
Total | |
$ | 281,932,919 | | |
$ | 501,901,448 | |
Restricted cash represents balances held by the Entity
that are only available for use under certain conditions pursuant to the loan agreements entered into by the Entity. Such conditions include
payment of monthly debt service fee and compliance with certain covenants set forth in the loan agreement. These restrictions are classified
according to their restriction period: less than 12 months and over one year, considering the period of time in which such restrictions
are fulfilled. Non-current restricted cash was classified within guaranteed deposits made, restricted cash and others in the accompanying
consolidated statements of financial position.
Non-cash transactions
Changes in liabilities arising from financing activities
not requiring cash relate to a decrease for the amortization of debt issuance costs for $474,003 and $968,633 in the nine-month periods
ended September 30, 2024 and 2023, respectively. Unpaid dividends are included in Note 11.4. Other non-cash investing activities related
to investment properties are included in Note 8.
Additionally, the Entity recognized amortization of opening
cost of a credit line for $370,973 and $370,973 in the nine-month periods ended September 30, 2024 and 2023, respectively; included in
Security deposits made, restricted cash and others balance change.
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
Recoverable value-added tax (“VAT”) | |
$ | 31,063,942 | | |
$ | 33,733,662 | |
Other receivables | |
| 1,681,464 | | |
| 131,159 | |
| |
| | | |
| | |
| |
$ | 32,745,406 | | |
$ | 33,864,821 | |
| 7. | Operating lease receivables, prepaid expenses and advance payments |
| i. | The aging profile of operating lease receivables as of the dates indicated below are as follows: |
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
0-30 days | |
$ | 6,902,797 | | |
$ | 9,338,540 | |
30-60 days | |
| 216,361 | | |
| 335,498 | |
60-90 days | |
| 329,305 | | |
| 146,708 | |
Over 90 days | |
| 643,412 | | |
| 280,086 | |
| |
| | | |
| | |
Total | |
$ | 8,091,875 | | |
$ | 10,100,832 | |
Pursuant to the lease agreements, rental payments should
be received within 30 days following their due date; thereafter the payment is considered past due. As shown in the table above, 85% and
92% of all operating lease receivables are current as of September 30, 2024 and December 31, 2023, respectively.
All rental payments past due are monitored by the Entity;
for receivables outstanding from 30 to 90 days, efforts are made to collect payment from the respective client. Operating lease receivables
outstanding for more than 30 days but less than 60 days represent 3% and 3% of all operating lease receivables as of September 30, 2024
and December 31, 2023, respectively. Operating lease receivables outstanding for more than 60 and less than 90 days represent 4% and 1%
of all operating lease receivable as of September 30, 2024 and December 31, 2023, respectively. Operating lease receivables outstanding
greater than 90 days represent 8% and 3% of all operating lease receivable as of September 30, 2024 and December 31, 2023, respectively.
| ii. | Movement in the allowance for doubtful accounts receivable |
Lifetime ECL represents the expected credit losses that
will result from all possible default events over the expected life of the operating lease receivable.
The following table shows the movement in expected credit
losses that has been recognized for the lease receivable:
| |
Amounts |
| |
|
Balance as of January 1, 2023 | |
$ | 1,916,124 | |
Increase in loss allowance recognized in the period | |
| 684,174 | |
Decrease in loss allowance from derecognition of financial assets in the period | |
| (333,523 | ) |
| |
| | |
Balance as of September 30, 2023 (Unaudited) | |
$ | 2,266,775 | |
| |
| | |
Balance as of January 1, 2024 | |
$ | 2,536,893 | |
Increase in loss allowance recognized in the period | |
| 1,075,818 | |
Decrease in loss allowance from derecognition of financial assets in the period | |
| (1,540,750 | ) |
| |
| | |
Balance as of September 30, 2024 (Unaudited) | |
$ | 2,071,961 | |
| iii. | Client concentration risk |
As of September 30, 2024 and December 31, 2023, one of the
Entity’s client accounts represent for 36% or $3,082,240 (Unaudited) and 45% or $4,525,100 respectively, of the operating lease
receivables balance. The same client accounted for 4.6% and 5.5% (Unaudited) of the total rental income of Entity for the nine-months
period ended September 30, 2024 and 2023, respectively. No other client accounted for more than 10% of the total rental income of the
Entity for the nine-month periods ended September 30, 2024 and 2023.
Operating leases relate to non-cancellable lease agreements
over the investment properties owned by the Entity, which generally have terms ranging between 5 to 15 years, with options to extend the
term up to a total term of 20 years. Rents are customarily payable on a monthly basis and are adjusted annually according to applicable
inflation indices (US and Mexican inflation indices). Security deposits are typically equal to one or two months’ rent. Obtaining
property insurance (third party liability) and operating maintenance are obligations of the tenants.
All lease agreements include a rescission clause that entitles
the Entity to collect all unpaid rents during the remaining term of the lease agreement in the event that the client defaults in its rental
payments, vacates the properties, terminates the lease agreement or enters into bankruptcy or insolvency proceedings. All lease agreements
are classified as operating leases and do not include purchase options.
| v. | Non-cancellable operating lease receivables |
Future minimum lease payments receivable under non-cancellable
operating lease agreements are as follows:
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
Not later than 1 year | |
$ | 220,910,904 | | |
$ | 204,723,974 | |
Later than 1 year and not later than 3 years | |
| 363,207,947 | | |
| 344,644,619 | |
Later than 3 year and not later than 5 years | |
| 339,015,248 | | |
| 329,579,421 | |
Later than 5 years | |
| 189,188,664 | | |
| 185,044,052 | |
| |
| | | |
| | |
| |
$ | 1,112,322,763 | | |
$ | 1,063,992,066 | |
| vi. | Prepaid expenses, advance payments and other receivables |
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
Advance payments (1) | |
$ | — | | |
$ | 19,308,297 | |
Other accounts receivables(2) | |
| 2,874,059 | | |
| 328,082 | |
Property expenses | |
| 1,932,065 | | |
| 1,638,607 | |
Prepaid expenses | |
| 2,148,289 | | |
| 24,406 | |
| |
| | | |
| | |
| |
$ | 6,954,413 | | |
$ | 21,299,392 | |
| (1) | During the second quarter of 2022 the Entity entered into an agreement for the procurement, permissioning and other condition of several
plots of land; if the conditions are met within a period of 18 months, or an additional 18-month extension, the advance deposit will be
considered part of the final transaction price, otherwise approximately $1 million will be forfeited to the counterparty and expensed;
the remainder amount will be reimbursed to the Entity. As of September 30, 2024 the amount was recovered. |
| (2) | This amount relates to non-tenant improvements carried out by Vesta in Querétaro Industrial Park and other tenant that remain
pending to be collected as of September 30, 2024. |
The Entity uses external appraisers in order to determine
the fair value for all of its investment properties. The external appraisers hold recognized and relevant professional qualifications
and have vast experience in the types of investment properties owned by the Entity. The external appraisers use valuation techniques such
as the discounted cash flows approach, replacement cost approach and income cap rate approach. The techniques used include assumptions,
the majority of which are not directly observable in the market, to estimate the fair value of the Entity’s investment property
such as discount rates, exit cap rates, long-term NOI, inflation rates, absorption periods and market rents.
The values, determined by the external appraisers quarterly,
are recognized as the fair value of the Entity’s investment property at the end of each reporting period. The appraisers use a discounted
cash flow approach to determine the fair value of land and buildings (using the expected net operating income (“NOI”) of the
investment property) and a market approach to determine the fair value of land reserves. Gains or losses arising from changes in the fair
values are included in the consolidated statements of profit or loss and other comprehensive (loss) income in the period in which they
arise.
The Entity’s investment properties are located in
México and they are classified as Level 3 in the IFRS fair value hierarchy. The following table provides information about how
the fair values of the investment properties are determined (in particular, the valuation technique and inputs used).
Property |
Fair value hierarchy |
Valuation techniques |
Significant unobservable inputs |
Value/range (Unaudited) |
Relationship of unobservable inputs to fair value |
|
|
|
|
|
|
Buildings and land |
Level 3 |
Discounted cash flows |
Discount rate |
Q3 2024: 7.75% to 12.26% 2023:7.00% to 12.21% |
The higher the discount rate, the lower the fair value. |
|
|
|
|
|
|
|
|
|
Exit cap rate |
Q3 2024: 6.50% to 9.25% 2023:6.50% to 8.99% |
The higher the exit cap rate, the lower the fair value |
|
|
|
|
|
|
|
|
|
Long-term NOI |
Based on contractual rent and then on market related rents |
The higher the NOI, the higher the fair value. |
|
|
|
|
|
|
|
|
|
Inflation rates |
Mexico: Q3 2024: 3.66% to 4.0% 2023:3.6% to 4.25% U.S.: Q3 2024: 2.2% to 3.0% 2023: 2.1% to 3.0% |
The higher the inflation rate, the higher the fair value. |
|
|
|
Absorption period |
12 months on average |
The shorter the absorption period, the higher the fair value. |
|
|
|
Market Related rents |
Depending on the park/state |
The higher the market rent, the higher the fair value |
Land reserves |
Level 3 |
Market value |
Price per acre |
Weighted average price per acre Q3 2024: $164,873 2023 $195,196 |
The higher the price, the higher the fair value. |
The table below sets forth the aggregate values of the
Entity’s investment properties for the years indicated:
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
Buildings and land | |
$ | 3,587,130,000 | | |
$ | 3,167,770,000 | |
Land improvements | |
| 769,568 | | |
| 16,277,544 | |
Land reserves | |
| 110,096,179 | | |
| 138,380,000 | |
| |
| 3,697,995,747 | | |
| 3,322,427,544 | |
| |
| | | |
| | |
Less: Cost to conclude construction in-progress | |
| (108,382,238 | ) | |
| (110,263,380 | ) |
| |
| | | |
| | |
Balance at end of period | |
$ | 3,589,613,509 | | |
$ | 3,212,164,164 | |
The reconciliation of investment property is as follows:
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
Balance at beginning of year | |
$ | 3,212,164,165 | | |
$ | 2,738,465,276 | |
Additions | |
| 158,848,138 | | |
| 217,237,958 | |
Foreign currency translation effect | |
| (12,243,323 | ) | |
| 13,001,109 | |
Cost on sale of investment property | |
| (530,000 | ) | |
| — | |
Gain on revaluation of investment property | |
| 231,374,529 | | |
| 243,459,821 | |
| |
| | | |
| | |
Balance at end of period | |
$ | 3,589,613,509 | | |
$ | 3,212,164,164 | |
A total of $14,799,150 and $22,452,314 additions to investment
property related to land reserves and new buildings that were acquired from third parties were not paid as of September 30, 2024 and 2023,
respectively, and were therefore excluded from the condensed consolidated statements of cash flows for those periods.
On January 24, 2024, the Entity sold a land reserve located
in Queretaro totaling 64,583 square feet for $780,000, the cost associated with the sales was $530,000, generating a gain in sale of investment
property of $250,000.
Some of the Entity’s investment properties have been
pledged as collateral to secure its long-term debt.
Right-of-use | |
January 1, 2024 | |
Additions | |
Disposals | |
September 30, 2024 (Unaudited) |
| |
| |
| |
| |
|
Office space | |
$ | 2,552,121 | | |
$ | — | | |
$ | — | | |
$ | 2,552,121 | |
Vehicles and office equipment | |
| 791,773 | | |
| — | | |
| — | | |
| 791,773 | |
| |
| | | |
| | | |
| | | |
| | |
Cost of right-of-use | |
$ | 3,343,894 | | |
$ | — | | |
$ | — | | |
$ | 3,343,894 | |
| |
| | | |
| | | |
| | | |
| | |
Depreciation of right-of-use | |
| | | |
| | | |
| | | |
| | |
| |
| | | |
| | | |
| | | |
| | |
Office space | |
$ | (1,961,025 | ) | |
$ | (328,959 | ) | |
$ | — | | |
$ | (2,289,984 | ) |
Vehicles and office equipment | |
| (548,670 | ) | |
| (91,170 | ) | |
| — | | |
| (639,840 | ) |
Accumulated depreciation | |
| (2,509,695 | ) | |
| (420,129 | ) | |
| — | | |
| (2,929,824 | ) |
| |
| | | |
| | | |
| | | |
| | |
Total | |
$ | 834,199 | | |
$ | (420,129 | ) | |
$ | — | | |
$ | 414,070 | |
Rights to use | |
January 1, 2023 | |
Additions | |
Disposals | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Office space | |
$ | 2,552,121 | | |
$ | — | | |
$ | — | | |
$ | 2,552,121 | |
Vehicles and office equipment | |
| 791,773 | | |
| — | | |
| — | | |
| 791,773 | |
| |
| | | |
| | | |
| | | |
| | |
Cost of rights-of-use | |
| 3,343,894 | | |
| — | | |
| — | | |
| 3,343,894 | |
Depreciation of rights-of-use | |
January 1, 2023 | |
Additions | |
Disposals | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Office space | |
$ | (1,508,871 | ) | |
| (341,928 | ) | |
$ | — | | |
$ | (1,850,799 | ) |
Vehicles and office equipment | |
| (417,078 | ) | |
| (98,694 | ) | |
| — | | |
| (515,772 | ) |
Accumulated depreciation | |
| (1,925,949 | ) | |
| (440,622 | ) | |
| — | | |
| (2,366,571 | ) |
| |
| | | |
| | | |
| | | |
| | |
Total | |
$ | 1,417,945 | | |
$ | (440,622 | ) | |
$ | — | | |
$ | 977,323 | |
| |
January 1, 2024 | |
Additions | |
Disposals | |
Interests accrued | |
Repayments | |
September 30, 2024 (Unaudited) |
| |
| |
| |
| |
| |
| |
|
Lease liabilities | |
$ | 897,651 | | |
$ | — | | |
$ | — | | |
$ | 45,789 | | |
$ | (502,290 | ) | |
$ | 441,150 | |
| |
January 1, 2023 | |
Additions | |
Disposals | |
Interests accrued | |
Repayments | |
September 30, 2023 (Unaudited) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Lease liabilities | |
$ | 1,503,939 | | |
$ | — | | |
$ | — | | |
$ | 82,222 | | |
$ | (536,871 | ) | |
$ | 1,049,290 | |
| 3. | Analysis of maturity of liabilities by lease: |
Finance lease liabilities | |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
Not later than 1 year | |
$ | 449,752 | | |
$ | 662,388 | |
Later than 1 year and not later than 5 years | |
| 11,445 | | |
| 301,099 | |
| |
| 461,197 | | |
| 963,487 | |
Less: future finance cost | |
| (20,047 | ) | |
| (65,836 | ) |
| |
| | | |
| | |
Total lease liability | |
$ | 441,150 | | |
$ | 897,651 | |
| |
| | | |
| | |
Finance lease – short-term | |
$ | 429,948 | | |
$ | 607,481 | |
Finance lease – long-term | |
| 11,202 | | |
| 290,170 | |
| |
| | | |
| | |
Total lease liability | |
$ | 441,150 | | |
$ | 897,651 | |
On September 1, 2022, the Entity obtained a three-year
unsecured sustainability-linked revolving credit facility for $200 million. This loan bears interest at a rate of SOFR plus 1.60 percentage
points. As of September 30, 2023, no provisions have been made for this line. The Entity incurred $1.34 million in prepaid direct expenses
related to opening the credit facility.
On May 13, 2021, the Entity offered $350,000,000 of Senior
Notes (“Vesta ESG Global bond 35/8 05/31”) which matures on May 13, 2031. The notes bear annual interest at a rate of 3.625%.
On August
2, 2019, the Entity entered into a five-year unsecured credit agreement with various financial institutions for an aggregated amount
of $80,000,000, and a revolving credit line of $125,000,000. This loan bears quarterly interest at a rate of LIBOR plus 2.15 percentage
points. As of December 31, 2019, the revolving credit line has not been used. (“Syndicated Loan”). On March 23, 2020 and
April 7, 2020, the Entity disposed $85,000,000 and $40,000,000, respectively, out of the revolving credit line, bearing quarterly interest
at a rate of LIBOR plus 1.85 percentage points.
On June
25, 2019, the Entity entered into a 10-year senior notes series RC and 12-year senior notes series RD with various financial institutions,
for and aggregated amounts of $70,000,000 and $15,000,000, respectively. Each series RC notes and Series RD notes bear interest on the
unpaid balance at the rates of 5.18% and 5.28%, respectively.
On May 31,
2018, the Entity entered into an agreement for the issuance and sale of Series A Senior Notes of $45,000,000 due on May 31, 2025, and
Series B Senior Notes of $45,000,000 due on May 31, 2028. Each Series A Note and Series B Note bear interest on the unpaid balance at
the rates of 5.50% and 5.85%, respectively.
On November
1st, 2017, the Entity entered into a loan agreement with Metropolitan Life Insurance Company for $118,000,000 due on December 1st, 2027.
This loan bears monthly interest at a rate of 4.75%.
On September
22, 2017, the Entity entered into an agreement for an issuance and sale Series A Senior Notes of $65,000,000 due on September 22, 2024,
and Series B Senior Notes of $60,000,000 due on September 22, 2027. Each Series A Note and Series B Note bear interest on the unpaid
balance of such Series A Note and Series B Note at the rates of 5.03% and 5.31%, respectively, per annum payable semiannually on the
September 22 and March 22 of each year. In August 2024, The Entity pay the principal of Series A Senior Notes according to the agreement.
On July
27, 2016, the Entity entered into a 10-year loan agreement with Metropolitan Life Insurance Company (“MetLife”) for a total
amount of $150,000,000 due in August 2026. The proceeds of both of the aforementioned credit facilities were used to settle the Entity’s
debt with Blackstone which matured on August 1st, 2016. This loan bears monthly interest at a rate of 4.55%.
The long-term
debt is comprised by the following notes:
Loan | |
Amount | |
Annual interest rate | |
Monthly amortization | |
Maturity | |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
| |
| |
| |
| |
|
MetLife 10-year | |
| 150,000,000 | | |
| 4.55 | % | |
| (1 | ) | |
| August 2026 | | |
$ | 142,352,360 | | |
$ | 144,266,224 | |
Series A Senior Note | |
| 65,000,000 | | |
| 5.03 | % | |
| (3 | ) | |
| September 2024 | | |
| — | | |
| 65,000,000 | |
Series B Senior Note | |
| 60,000,000 | | |
| 5.31 | % | |
| (3 | ) | |
| September 2027 | | |
| 60,000,000 | | |
| 60,000,000 | |
Series A Senior Note | |
| 45,000,000 | | |
| 5.50 | % | |
| (3 | ) | |
| May 2025 | | |
| 45,000,000 | | |
| 45,000,000 | |
Series B Senior Note | |
| 45,000,000 | | |
| 5.85 | % | |
| (3 | ) | |
| May 2028 | | |
| 45,000,000 | | |
| 45,000,000 | |
MetLife 10-year | |
| 118,000,000 | | |
| 4.75 | % | |
| (2 | ) | |
| December 2027 | | |
| 102,746,916 | | |
| 103,955,374 | |
MetLife 8-year | |
| 26,600,000 | | |
| 4.75 | % | |
| (1 | ) | |
| August 2026 | | |
| 25,293,168 | | |
| 25,620,991 | |
Series RC Senior Note | |
| 70,000,000 | | |
| 5.18 | % | |
| (4 | ) | |
| June 2029 | | |
| 70,000,000 | | |
| 70,000,000 | |
Series RD Senior Note | |
| 15,000,000 | | |
| 5.28 | % | |
| (5 | ) | |
| June 2031 | | |
| 15,000,000 | | |
| 15,000,000 | |
Vesta ESG Global bond 35/8 05/31 | |
| 350,000,000 | | |
| 3.63 | % | |
| (6 | ) | |
| May 2031 | | |
| 350,000,000 | | |
| 350,000,000 | |
| |
| | | |
| | | |
| | | |
| | | |
| 855,392,444 | | |
| 923,842,589 | |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Less: Current portion | |
| | | |
| | | |
| | | |
| | | |
| (4,799,371 | ) | |
| (69,613,002 | ) |
Less: Direct issuance cost | |
| | | |
| | | |
| | | |
| | | |
| (7,548,142 | ) | |
| (8,655,835 | ) |
| |
| | | |
| | | |
| | | |
| | | |
| | | |
| | |
Total Long-term debt | |
| | | |
| | | |
| | | |
| | | |
$ | 843,044,931 | | |
$ | 845,573,752 | |
| (1) | On July 22, 2016 the Entity entered into a 10-year loan agreement with MetLife, interest on this loan is paid on a monthly basis. On March
2021, under this credit facility, an additional loan was contracted for $26,600,000 bearing interest on a monthly basis at a fixed interest
rate of 4.75%. Principal amortization over the two loans will commence on September 1, 2023. This credit facility is guaranteed with 48
of the Entity’s properties. |
| (2) | On November 1, 2017, the Entity entered into a 10-year loan agreement with MetLife, interest on this loan is paid on a monthly basis.
The loan bears monthly interest only for 60 months and thereafter monthly amortizations of principal and interest until it matures on
December 1, 2027. This loan is secured by 21 of the Entity’s investment properties under a Guarantee Trust. |
| (3) | Series A Senior Notes and Series B Senior Notes are not secured by investment properties of the Entity. The interest on these notes
is paid on a monthly basis. As of September 30, 2024, the Entity paid the debt. |
| (4) | On June 25, 2019, the Entity entered into a 10-year senior notes series RC to financial institutions, interest on these loans is paid
on a semiannual basis December 14, 2019. The note payable matures on June 14, 2029. Five of its subsidiaries are joint obligators under
these notes payable. |
| (5) | On June 25, 2019, the Entity entered into a 12-year note payable to financial institutions, interest on these loans is paid on a semiannual
basis beginning December 14, 2019. The note payable matures on June 14, 2031. Five of its subsidiaries are joint obligators under these
notes payable. |
| (6) | On May 13, 2021, the Entity offered $350,000,000 Senior Notes, Vesta ESG Global bond 35/8 05/31 with maturity on May 13, 2031. Interest
is paid on a semiannual basis. The cost incurred for this issuance was $7,746,222. |
These credit agreements require the Entity to maintain
certain financial ratios (such as Cash-on-Cash and debt
Service coverage ratios) and to comply with certain affirmative
and negative covenants. The Entity is in compliance with these covenants as of September 30, 2024.
The credit agreements also entitle MetLife to withhold
certain amounts deposited by the Entity in a separate fund as guarantee deposits for the debt service and tenants guarantee deposits of
the Entity’s investment properties pledged as collateral. Such amounts are presented as guaranteed deposit assets in the condensed
consolidated interim statement of financial position.
| 1. | Capital stock as of September 30, 2024 and December 31, 2023 is as follows: |
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
Number of shares | |
Amount | |
Number of shares | |
Amount |
Fixed capital | |
| | | |
| | | |
| | | |
| | |
Series A | |
| 5,000 | | |
$ | 3,696 | | |
| 5,000 | | |
$ | 3,696 | |
| |
| | | |
| | | |
| | | |
| | |
Variable capital | |
| | | |
| | | |
| | | |
| | |
Series B | |
| 868,978,607 | | |
| 591,290,236 | | |
| 870,104,128 | | |
| 591,596,417 | |
| |
| | | |
| | | |
| | | |
| | |
Total | |
| 868,983,607 | | |
$ | 591,293,932 | | |
| 870,109,128 | | |
$ | 591,600,113 | |
As of September 30, 2024 and December 31, 2023 total shares
holding in treasury are as follows:
| |
September 30, 2024 (Unaudited) | |
December 31, 2023 |
| |
| |
|
Shares in treasury (1) | |
| 8,415,124 | | |
| 5,721,638 | |
Shares in long term incentive plan trust (2) | |
| 6,919,810 | | |
| 8,665,670 | |
| |
| | | |
| | |
Total share in treasury | |
| 15,334,934 | | |
| 14,387,308 | |
| (1) | Treasury shares are not included in the Total Capital Stock of the Entity, they represent the total stock outstanding under the repurchase
program approved by the resolution of the general ordinary stockholders meeting on March 13, 2020. |
| (2) | Shares in long-term incentive plan trust are not included in the Total Capital Stock of the Entity. The trust was established in 2018
in accordance with the resolution of the general ordinary stockholders meeting on January 6, 2015 as the 20-20 Long Term Incentive Plan,
this compensation plan was extended for the period 2021 to 2025, “Long Term Incentive Plan” by a resolution of the general
ordinary stockholders meeting on March 13, 2020. Such trust was created by the Entity as a vehicle to distribute shares to employees under
the mentioned incentive plan (see Note 19 and is consolidated by the Entity. The shares granted to the eligible executives and deposited
in the trust accrue dividends for the employee any time the ordinary shareholders receive dividends and those dividends do not need to
be returned to the Entity if the executive forfeits the granted shares. |
| 3. | Fully paid ordinary shares |
| |
Number of shares | |
Capital stock | |
Additional paid-in capital |
| |
| |
| |
|
Balance as of January 1st, 2023 | |
| 679,702,740 | | |
$ | 480,623,919 | | |
$ | 460,677,234 | |
| |
| | | |
| | | |
| | |
Vested shares | |
| 4,156,388 | | |
| 2,204,586 | | |
| 8,048,945 | |
Equity Issuance | |
| 186,250,000 | | |
| 108,771,608 | | |
| 466,218,277 | |
| |
| | | |
| | | |
| | |
Balance as of December 31, 2023 | |
| 870,109,128 | | |
| 591,600,113 | | |
| 934,944,456 | |
| |
| | | |
| | | |
| | |
Vested shares | |
| 4,089,123 | | |
| 2,377,647 | | |
| 13,654,820 | |
Repurchase of shares | |
| (5,214,644 | ) | |
| (2,683,828 | ) | |
| (11,652,978 | ) |
| |
| | | |
| | | |
| | |
Balance as of September 30, 2024 (unaudited) | |
| 868,983,607 | | |
$ | 591,293,932 | | |
$ | 936,946,298 | |
Pursuant to a resolution of the general ordinary stockholders
meeting on March 30, 2024, the Entity declared a dividend of $64,686,487, approximately $0.01832 per share. The dividend will be paid
in four equal installments of $16,171,622 due on April 16, 2024, July 15, 2024, October 15, 2024 and January 15, 2025. As of September
30, 2024, the unpaid dividends are $32,343,243.
The first installment of the 2024 declared dividends, paid
on April 16, 2024, was approximately $0.0183 per share, for a total dividend of $16,171,622.
The second installment of the 2024 declared dividends, paid
on July 16, 2024, was approximately $0.0183 per share, for a total dividend of $16,171,622.
Pursuant to a resolution of the general ordinary stockholders
meeting on March 30, 2023, the Entity declared a dividend of $60,307,043, approximately $0.08782 per share. The dividend will be paid
in four equal installments of $15,076,761 due on April 17, 2023, July 15, 2023, October 15, 2023 and January 15, 2024. As of December
31, 2023, the unpaid dividends are $15,155,311.
The first installment of the 2023 declared dividends, paid
on April 17, 2023, was approximately $0.0218 per share, for a total dividend of $15,076,761.
The second installment of the 2023 declared dividends, paid
on July 17, 2023, was approximately $0.0180 per share, for a total dividend of $15,076,761.
The third installment of the 2023 declared dividends, paid
on October 16, 2023, was approximately $0.0182 per share, for a total dividend of $15,076,761.
The fourth installment of the 2023 declared dividends, paid
on January 15, 2024, was approximately $0.0172 per share, for a total dividend of $15,155,311.
| |
For the nine-month period ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (unaudited) |
Basic earnings per share: | |
| |
|
Earnings attributable to ordinary share to outstanding | |
$ | 234,173,128 | | |
$ | 202,807,712 | |
| |
| | | |
| | |
Weighted average number of ordinary shares outstanding | |
| 868,983,607 | | |
| 730,196,124 | |
| |
| | | |
| | |
Basic earnings per share | |
$ | 0.2681 | | |
$ | 0.2777 | |
| |
For the nine-month period ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
Diluted earnings per share: | |
| |
|
Earnings attributable to ordinary shares outstanding and shares in Incentive Plan Trust | |
$ | 234,173,128 | | |
$ | 202,807,712 | |
| |
| | | |
| | |
Weighted average number of ordinary shares plus shares in Incentive Plan trust | |
| 891,341,227 | | |
| 741,922,679 | |
| |
| | | |
| | |
Diluted earnings per share | |
$ | 0.2627 | | |
$ | 0.2734 | |
| |
For the nine-month period ended | |
For the three-month period ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Rents | |
$ | 171,854,221 | | |
$ | 147,287,405 | | |
$ | 58,377,122 | | |
$ | 51,613,071 | |
Energy income | |
| 5,495,834 | | |
| 1,609,991 | | |
| 2,611,647 | | |
| 330,702 | |
Reimbursable building services | |
| 9,531,775 | | |
| 7,220,394 | | |
| 2,701,432 | | |
| 3,073,079 | |
| |
| | | |
| | | |
| | | |
| | |
Total rental income | |
$ | 186,881,830 | | |
$ | 156,117,790 | | |
$ | 63,690,201 | | |
$ | 55,016,852 | |
| 13. | Property operating costs and administration expenses |
| 1. | Property operating costs consist of the following: |
| a. | Direct property operating costs from investment properties that generate rental income during the period: |
| |
For the nine-month period ended | |
For the three-month period ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Real estate tax | |
$ | 2,390,250 | | |
$ | 1,888,429 | | |
$ | 807,024 | | |
$ | 712,580 | |
Insurance | |
| 1,015,118 | | |
| 712,438 | | |
| 318,780 | | |
| 316,808 | |
Maintenance | |
| 1,596,024 | | |
| 1,366,211 | | |
| 605,518 | | |
| 539,544 | |
Structural maintenance accrual | |
| 88,762 | | |
| 83,632 | | |
| 29,690 | | |
| 28,929 | |
Energy costs | |
| 5,107,660 | | |
| 835,836 | | |
| 1,882,938 | | |
| (251,985 | ) |
Other property related expenses | |
| 4,015,375 | | |
| 4,185,189 | | |
| 1,768,701 | | |
| 2,578,657 | |
| |
| | | |
| | | |
| | | |
| | |
| |
$ | 14,213,189 | | |
$ | 9,071,735 | | |
$ | 5,412,651 | | |
$ | 3,924,533 | |
| b. | Direct property operating costs from investment property that do not generate rental income during the period: |
| |
For the nine-month period ended | |
For the three-month period ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Real estate tax | |
$ | 406,300 | | |
$ | 440,326 | | |
$ | 136,556 | | |
$ | 172,233 | |
Insurance | |
| 37,060 | | |
| 19,849 | | |
| 11,796 | | |
| 10,531 | |
Maintenance | |
| 410,169 | | |
| 357,757 | | |
| 172,715 | | |
| 173,383 | |
Energy costs | |
| 905,409 | | |
| 484,187 | | |
| 332,273 | | |
| — | |
Other property related expenses | |
| 1,203,281 | | |
| 1,744,314 | | |
| 413,668 | | |
| 1,044,311 | |
| |
| | | |
| | | |
| | | |
| | |
| |
| 2,962,219 | | |
| 3,046,433 | | |
| 1,067,008 | | |
| 1,400,458 | |
| |
| | | |
| | | |
| | | |
| | |
Total property operating costs | |
$ | 17,175,408 | | |
$ | 12,118,168 | | |
$ | 6,479,659 | | |
$ | 5,324,991 | |
| 2. | General and administrative expenses consist of the following: |
| |
For the nine-month period ended | |
For the three-month period ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Employee annual salary plus short-terms benefits | |
$ | 14,393,116 | | |
$ | 12,436,861 | | |
$ | 4,374,270 | | |
$ | 4,241,595 | |
Auditing, legal and consulting expenses | |
| 1,608,872 | | |
| 1,543,483 | | |
| 225,236 | | |
| 897,584 | |
Property appraisal and other fees | |
| 453,658 | | |
| 426,232 | | |
| 147,997 | | |
| 148,440 | |
Marketing expenses | |
| 748,795 | | |
| 564,959 | | |
| 233,339 | | |
| 277,065 | |
Other | |
| 125,696 | | |
| 77,442 | | |
| (122,752 | ) | |
| (296,812 | ) |
| |
| 17,330,137 | | |
| 15,048,977 | | |
| 4,858,090 | | |
| 5,267,872 | |
| |
For the nine-month period ended | |
For the three-month period ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Depreciation | |
| 899,354 | | |
| 1,010,954 | | |
| 425,616 | | |
| 265,962 | |
Share-based compensation expense - Note 19.4 | |
| 6,952,514 | | |
| 6,280,391 | | |
| 2,147,900 | | |
| 1,786,611 | |
| |
| | | |
| | | |
| | | |
| | |
Total general and administrative expenses | |
$ | 25,182,005 | | |
$ | 22,340,322 | | |
$ | 7,431,606 | | |
$ | 7,320,445 | |
| |
For the nine-month period ended | |
For the three-month period ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Non-tenant electricity income | |
$ | 2,782,042 | | |
$ | 1,437,542 | | |
$ | 925,766 | | |
$ | 743,245 | |
Inflationary effect on tax recovery | |
| 327,044 | | |
| 91,514 | | |
| 238,557 | | |
| 106,780 | |
Others | |
| 297,947 | | |
| 2,348,857 | | |
| 206,934 | | |
| 1,601,026 | |
| |
| | | |
| | | |
| | | |
| | |
Total | |
$ | 3,407,033 | | |
$ | 3,877,913 | | |
$ | 1,371,257 | | |
$ | 2,451,051 | |
| |
For the nine-month period
ended | |
For the three-month period
ended |
| |
September 30, 2024 (Unaudited | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Non-tenant electricity expense | |
$ | 2,494,807 | | |
$ | 1,253,934 | | |
$ | 810,917 | | |
$ | 520,290 | |
Commissions paid | |
| 163,252 | | |
| — | | |
| 53,717 | | |
| — | |
Others | |
| 1,655,532 | | |
| — | | |
| 33,286 | | |
| — | |
| |
| | | |
| | | |
| | | |
| | |
Total | |
$ | 4,313,591 | | |
$ | 1,253,934 | | |
$ | 897,920 | | |
$ | 520,290 | |
| |
For the nine-month period
ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| |
|
Interest on loans and others | |
$ | 32,285,679 | | |
$ | 33,626,366 | |
Loan prepayment fees | |
| 1,408,330 | | |
| 1,122,156 | |
| |
| | | |
| | |
Total | |
$ | 33,694,009 | | |
$ | 34,748,522 | |
The Entity is subject to Current Income Tax (“ISR”).
The rate of ISR was 30%.
Income tax expense is recognized at an amount determined
by multiplying the profit before tax for the interim reporting period by management’s best estimate of the weighted-average annual
income tax rate expected for the full financial year, adjusted for the tax effect of certain items recognized in full in the interim period.
As such, the effective tax rate in the interim financial statements may differ from management’s estimate of the effective tax rate
for the annual financial statements.
The Entity’s consolidated effective tax rate for
the three-month period ended September 30, 2024 y 2023 was 17.1% and 41.8%, respectively.
| 18. | Transactions and balances with related parties |
Compensation of key management personnel
The remuneration of Entity’s management and key executives
is determined by the remuneration committee taking in to account the individual performance of the officer and market trends. The performance
bonus elected into share-based compensation includes a 20% premium (Equity plus).
The following table details the general and administrative
expense of the annual salary plus short-term benefits as well as the Long-term incentive plan and Equity plus that are reflected in the
general and administrative expense of the Entity:
| |
For the nine-month period ended | |
For the three-month period
ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| |
| |
| |
|
Short-term benefits | |
$ | 5,382,281 | | |
$ | 5,058,489 | | |
$ | 1,860,820 | | |
$ | 1,655,982 | |
Share-based compensation expense | |
| 6,952,515 | | |
| 6,280,391 | | |
| 2,147,902 | | |
| 1,786,611 | |
| |
| | | |
| | | |
| | | |
| | |
| |
$ | 12,334,796 | | |
$ | 11,338,880 | | |
$ | 4,008,722 | | |
$ | 3,442,593 | |
| |
| | | |
| | | |
| | | |
| | |
Number of key executives | |
| 24 | | |
| 23 | | |
| 24 | | |
| 23 | |
| 19.1 | Share units granted during the period |
Vesta Long Term Incentive Plan - a total of 3,722,427 and
3,763,449 shares were granted during the nine-months periods ended September 30, 2024 and 2023, respectively.
| 19.2 | Share units vested during the period |
A total of 4,394,168 and 4,156,386 shares vested during
the nine-month periods ended September 30, 2024 and 2023, respectively under the Vesta Long Term Incentive Plan and the short-term incentive
plan.
| 19.3 | Share awards outstanding at the end of the period |
As of September 30, 2024 and December 31, 2023, there are
8,277,974 (unaudited) and 8,655,670 shares outstanding with a weighted average remaining contractual life of 24 months.
| 19.4 | Compensation expense recognized |
The long-term incentive expense for the nine months ended
September 30, 2024 and 2023 was as follows:
| |
For the nine-month period ended | |
For the three-month period ended |
| |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) | |
September 30, 2024 (Unaudited) | |
September 30, 2023 (Unaudited) |
| |
| | | |
| | | |
| | | |
| | |
Vesta 20-20 Incentive Plan | |
$ | 6,952,514 | | |
$ | 6,280,391 | | |
$ | 2,147,900 | | |
$ | 1,786,611 | |
Compensation expense related to these
plans will continue to be accrued through the end of the service period.
| 20. | Interest rate risk management |
The Entity minimizes its exposure
to interest rate risk by borrowing funds at fixed rates or entering into interest rate swap contracts where funds are borrowed at floating
rates. This minimizes interest rate risk together with the fact that properties owned by the Entity generate a fixed income in the form
of rental income which is indexed to inflation.
| 21. | Litigation and commitments |
Litigation
In the ordinary course of business,
the Entity is party to various legal proceedings. The Entity is not involved in any litigation or arbitration proceeding for which the
Entity believes it is not adequately insured or indemnified, or which, if determined adversely, would have a material adverse effect on
the Entity or its financial position, results of operations or cash flows.
Commitments
All rights to construction, improvements
and infrastructure built by the Entity in the Queretaro Aerospace Park and in the DSP Park automatically revert back to the government
of the State of Queretaro and to Nissan at the end of the concessions, which is approximately in 42 and 35 years, respectively.
| 22. | Events after the reporting period |
The third installment of the 2024 declared dividends was
paid on October 15, 2024, and it was approximately $0.0183 per share, for a total dividend of $16,171,622.
| 23. | Condensed consolidated interim financial statements issuance authorization |
The accompanying condensed consolidated
interim financial statements were approved by the Board of Directors on October 25, 2024.
* * * * *
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