SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
6-K
REPORT
OF FOREIGN ISSUER
PURSUANT
TO RULE 13a-16 OR 15b-16 OF
THE
SECURITIES EXCHANGE ACT OF 1934
For
the month of May,
2025
IRSA
Inversiones y Representaciones Sociedad
Anónima
(Exact name of Registrant as specified in its charter)
IRSA
Investments and Representations Inc.
(Translation of registrant´s name into English)
Republic
of Argentina
(Jurisdiction of incorporation or organization)
Carlos Della Paolera
261
(C1001ADA)
Buenos
Aires, Argentina
(Address of principal
executive offices)
Form 20-F ⌧ Form
40-F ☐
Indicate by
check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information
to the Commission pursuant to Rule 12g3-2(b) under the Securities
Exchange Act of 1934.
Yes ☐ No
x
IRSA
INVERSIONES Y REPRESENTACIONES SOCIEDAD
ANÓNIMA
(THE
“COMPANY”)
REPORT
ON FORM 6-K
By letter dated May
6, 2025, the Company reported that in compliance with Section 63 of
the Regulations issued by the Buenos Aires Stock Exchange, this is
to report the following information:
|
1. Profit of the fiscal year
|
in million of ARS
|
|
|
|
3/31/2025
|
3/31/2024
|
|
Results of the fiscal year (Nine month period)
|
35,063
|
(174,216)
|
| Attributable to: |
|
|
|
Shareholders
of the controlling company
|
33,417
|
(163,611)
|
|
Non-controlling
interest
|
1,646
|
(10,605)
|
|
|
|
|
|
2. Other comprehensive income for the fiscal
year
|
in million of ARS
|
|
|
|
3/31/2025
|
3/31/2024
|
|
Other comprehensive income for the fiscal year
(Nine month period)
|
(781)
|
(5,132)
|
|
Attributable to:
|
|
|
|
Shareholders
of the controlling company
|
(370)
|
(5,282)
|
|
Non-controlling
interest
|
(411)
|
150
|
|
|
|
|
|
3. Total comprehensive income for fiscal year
|
in million of ARS
|
|
|
|
3/31/2025
|
3/31/2024
|
|
Total comprehensive for fiscal year
(Nine month period)
|
34,282
|
(179,348)
|
|
Attributable to:
|
|
|
|
Shareholders of the controlling
company
|
33,047
|
(168,893)
|
|
Non-controlling
interest
|
1,235
|
(10,445)
|
|
|
|
|
|
4. Equity details
|
in million of ARS
|
|
|
|
3/31/2025
|
3/31/2024
|
|
Share
Capital
|
7,485
|
7,265
|
|
Treasury
shares
|
92
|
124
|
|
Comprehensive
adjustment of capital stock and of treasury shares
|
431,436
|
431,417
|
|
Warrants
|
24,667
|
29,817
|
|
Share
Premium
|
638,788
|
627,428
|
|
Premium
for trading of treasury shares
|
(60,382)
|
(13,553)
|
|
Legal
Reserve
|
63,046
|
63,046
|
|
Special
Reserve (Resolution CNV 609/12)
|
243,917
|
243,917
|
|
Cost
of treasury share
|
(6,773)
|
(26,758)
|
|
Reserve
for future dividends
|
-
|
95,948
|
|
Reserve
for conversion
|
(4,204)
|
(4,359)
|
|
Special
Reserve
|
46,680
|
152,020
|
|
Other
reserves
|
(123,351)
|
(123,189)
|
|
Retained
earnings
|
74,423
|
(122,605)
|
|
Shareholders’ Equity attributable to controlling
company’s shareholders
|
1,335,824
|
1,360,518
|
|
Non-controlling
interest
|
89,918
|
92,995
|
|
Total shareholder's equity
|
1,425,742
|
1,453,513
|
Pursuant to Article
63 paragraph l) sections 6) and 8) of the next Regulation, we
inform that at the closing date of the financial statements, the
share capital of the Company is ARS 7,576,996,630 (including
treasury shares) represented by 757,699,633 non-endorsable
nominative ordinary shares of Nominal Value ARS 10
each with the right
to 1 vote each, of which
748,297,907 non-endorsable registered ordinary shares of ARS 10
each and with the right to 1 vote each are issued and duly
registered and 9,401,756 non-endorsable registered ordinary shares
of ARS 10 each and with the right to 1 vote each are in the process
of registration. The amount of outstanding shares is
748,495,410.
The Company's market capitalization as of March 31, 2025 was
approximately USD 977 million (75,769,996 GDS with a price per GDS
of USD 12.9).
The
main shareholder of the Company is Cresud S.A.C.I.F. y A. (Cresud)
with 412,158,780 shares directly and indirectly (through Helmir
S.A.), which represents 55.06% of the share capital (net of
treasury shares). Cresud is a company incorporated and registered
with the General Inspection of Justice domiciled at Carlos Della
Paolera 261, 9th floor, Autonomous City of Buenos Aires,
Argentina.
We
also inform that as of March 31, 2025, subtracting the direct and
indirect ownership of Cresud and the treasury shares, the remaining
shareholders held the amount of 336,336,360 common shares, with a
nominal value of ARS 10 each and one vote per share from the
Company that represents 44.94% of the issued share
capital.
It should be considered that in May 2021 the company increased its
share capital by 80 million shares. For each subscribed share, each
shareholder received at no additional cost 1 warrant, that is, 80
million warrants were issued. The options expire on May 12,
2026 and are listed on the Buenos Aires Stock Exchange under the
symbol “IRS2W” and on the NYSE under the symbol
“IRSWS”. As of today, the number of outstanding
warrants is 64,217,648.
In
the case that all warrants were converted, the number of shares
issued and subscribed would increase to 852,857,373
(considering the
current conversion ratio of 1.4818 shares of nominal value ARS 10
per option). We
also inform that if Cresud, through its subsidiary Helmir S.A.,
were to exercise its warrants like the rest of the shareholders,
its stake would increase by 73,563,406 ordinary shares, which would
mean a 57.57% stake on the share capital (net of treasury shares),
it corresponds to 485,722,186 ordinary shares.
Among the news of the period ended on March 31, 2025, and
subsequent, the following can be highlighted:
●
The net result for
the nine-month period of fiscal year 2025 recorded a profit of ARS
35,063 million compared to a loss of ARS 174,216 million in the
same period of the previous year.
●
The shopping malls
continued their recovery process and observed very good results in
the third quarter of fiscal year 2025. Tenant sales grew by 13.4%
compared to the same quarter in 2024, and portfolio occupancy
increased to 98.1%. The segment's adjusted EBITDA reached ARS
147,914 million in the nine-month period, 9.7% higher than the same
period in 2024.
●
We maintained full
occupancy of our premium office portfolio in the third quarter of
FY25.
●
The Hotels segment
recorded lower revenues and occupancy in a context of greater
appreciation of the Argentine peso against the
dollar.
●
During the quarter
and thereafter, we signed sale and exchange agreements for eleven
lots of the Ramblas del Plata project, with an estimated sellable
area of 95,000 sqm for USD 66.1 million.
●
During the quarter,
we issued the Series XXIV Notes in the international market for USD
300 million, maturing in 2035. The funds will be used to cancel
existing liabilities and finance investment
projects.
SIGNATURES
Pursuant to the
requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized, in the city of
Buenos Aires, Argentina.
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IRSA
Inversiones y Representaciones Sociedad
Anónima
|
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By:
|
/S/ Saúl
Zang
|
|
|
|
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Name:
Saúl Zang
|
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|
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Title:
Responsible for the Relationship with the Markets
|
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Dated: May 6,
2025