Rapport financier annuel 2024 (EN)

This Universal Registration Document (URD) has been filed with the FSMA, which is the competent authority in accordance with Regulation (EU) 2017/1129, without prior approval in accordance with Article 9 of Regulation (EU) 2017/1129.

The Universal Registration Document may be used to offer securities to a regulated market for trading, provided that where appropriate, the FSMA has approved it together with any amendments and a securities note and summary as approved in accordance with Regulation (EU) 2017/1129..

1. RISK FACTORS 14

1. Market risks 15

   1. Risks associated with supply and demand in the student housing market 15

2. Property-related risks 16

   1. Risks associated with the evolution of the Fair Value of the property portfolio 16

   2. Construction, development and conversion risks 17

   3. Risks associated with (the rejection or delay of) permits and other authorisations and the requirements to be met by the property 18

   4. Risks associated with the execution of maintenance work and repairs 18

3. Operational risks 19

   1. Risks associated with the inability to conclude leases and have leases executed (in particular risks associated with the impact

      of changes to the Dutch Housing Valuation System), vacancy and loss of rent 19

   2. Risks associated with mergers, demergers or takeovers and processing/integration of acquired activities 21

   3. Risks associated with the large-scale digitalisation project 21

   4. Risks associated with disturbances caused by students as tenants and resulting reputational damage 22

   5. Risks of defaulting tenants 22

   6. Risks associated with (the inability to pay) dividends 22

   7. Risks associated with operations in Poland 23

4. Financial risks 24

   1. Risks associated with financing - exceeding the debt ratio 24

   2. Risks associated with financing agreements (including compliance with covenants) - liquidity 24

   3. Risks associated with fluctuating interest rates and fluctuating fair values of hedging instruments 25

   4. Risks associated with inflation and rising energy prices 25

   5. Risks associated with exchange rates 26

5. Regulatory and other risks 26

   1. Risks associated with the status of a Public RREC and the applicable taxation 26

6. ESG risks 27

   1. Extreme weather conditions 27

   2. Impairment of non-energy efficient buildings due to stricter regulations 27

   3. War for talent 27

   4. Compliance with safety and maintenance regulations 27

   5. Online customer reviews 28

   6. Business integration and transformation 28

   7. Cyber attacks 28

1. Who we are - our profile 37

2. Why we do it - our purpose 39

3. What we do - our product & organisation 40

   5. MANAGEMENT REPORT 48

1. How we do it - our strategy 42

1. Public RREC status 48

2. Comments on the consolidated financial statements for financial year 2024 49

   1. Consolidated balance sheet 49

   2. Consolidated income statement 51

   3. Appropriation of profit 52

   4. Research and development 52

   5. Branches 52

3. Management and use of financial resources 52

   1. Financing agreements 52

   2. Interest rate risk hedging 54

   3. Capitalisation and debt 54

4. Transactions and achievements 54

5. Divestments 55

6. Operational update 55

7. Post balance sheet events 56

8. Outlook for 2025 56

   1. Growth prospects for financial year 2025 56

9. Data according to the EPRA reference system 57

   1. EPRA Key Performance Indicatoren 57

   2. EPRA net rental income on a constant comparison basis 58

   3. EPRA Capex table 58

      6. CORPORATE GOVERNANCE 60

1. Required elements of the Annual Report 58

1. Corporate Governance Statement 61

   1. Code of Reference and Corporate Governance Charter 61

   2. Internal control and risk management systems 61

   3. Shareholders 64

   4. The Company's Board of Directors 65

   5. Composition 65

   6. Brief description of the directors' professional careers 66

   7. Chair of the Board of Directors 66

   8. Reliability, expertise and experience 69

   9. Roles and duties of the Board of Directors 69

   10. Summary of the Board of Directors' activities in 2024 69

   11. Managing Director and effective management 71

   12. Executive management 71

   13. Committees of the Board of Directors 73

   14. Conflicts of interest 75

   15. Specific conflicts of interest 75

   16. Statements 80

   17. Remuneration report 80

2. Information pursuant to Article 34 of the Royal Decree of 14 November 2007 85

   1. Capital structure 85

   2. Decision-making bodies 86

   3. Authorised capital 86

   4. Purchase of shares 86

      7 THE XIOR SHARE 87

1. Contractual provisions 86

1. The share on Euronext Brussels 87

2. Shareholders 91

3. Coupon information 91

4. Financial calendar 2025 92

5. Dividend policy 92

6. Outlook - Profit forecast 93

   1. General 93

   2. Hypotheses 93

   3. Forecast of the consolidated results and dividend expectations 95

      8. PROPERTY REPORT 97

1. Auditor's report on profit forecast 96

1. Property market 97

   1. Student housing market in Belgium 99

   2. Student housing market in The Netherlands 101

   3. Student housing market in Spain 103

   4. Student housing market in Portugal 105

   5. Student housing market in Poland 107

   6. Student housing market in Germany 109

   7. Student housing market in Denmark 111

   8. Student housing market in Sweden 113

2. Property portfolio 115

   1. Valuation of the property portfolio as of December 31 2024 115

   2. Description and diversification of the property portfolio 123

   3. Description of real estate portfolio properties 131

      9. CORPORATE SOCIAL RESPONSIBILITY 167

1. Valuation of the property portfolio by the Valuation Experts 164

1. Word from the CEO 169

2. Sustainability strategy 170

   11

   ANNUAL FINANCIAL REPORT 2024 XIOR

   SUMMARY 2024 XIOR 12

   1. Double Materiality Assessment (DMA) 171

   2. Stakeholder engagement 173

   3. Xior's ESG Framework: Housing the future is Respecting the future 175

   4. Xior's contribution to the SDGs 176

   5. Action plans & KPI's 177

3. Energy 178

   1. Climate impact: towards net zero by 2050 178

   2. General results 180

4. Social 189

   1. Social employees: staff welfare, health, safety 189

   2. Social tenants: student welfare, health safety 195

5. Governance: Ethics and integrity 200

6. Measurement methodology and assumptions 202

   1. Reporting period and organisational boundaries 202

   2. Measurement scope and coverage 202

   3. Estimation and extrapolation of consumption data under the responsibility of xior 202

   4. Reporting of consumption data under xior and student responsibility 203

   5. Reporting from own headquarters 203

   6. Analysis of the calculation 203

      10 FINANCIAL REPORT 208

1. External verification of reporting 205

1. Consolidated income statement 209

2. Consolidated comprehensive result 211

3. Consolidated balance sheet 212

4. Consolidated statement of changes in equity 215

5. Consolidated cash flow statement 219

6. Notes to the consolidated annual financial statements 221

   1. General corporate information 221

   2. Important financial reporting principles 221

   3. Accounting principles 221

   4. Significant accounting estimates and key uncertainties 221

   5. Principle for consolidation 222

   6. Business combinations and goodwill 222

   7. Foreign currency 223

   8. Investment property 223

   9. Property developments 224

   10. Expenses for works to investment property 225

   11. Disposal of an investment property 225

   12. Other tangible fixed assets 225

   13. Fixed assets or groups of assets held for sale 225

   14. Financial instruments 226

   15. Current assets 226

   16. Equity 226

   17. Provisions 226

   18. Financial liabilities 226

   19. Property result 227

   20. Property charges 227

   21. Overhead expenses for the Company and other operational income and costs 228

   22. Financial result 228

   23. Profit tax 228

   24. Exit tax 229

   25. Financial risk management 230

7. Segment information 231

8. Alternative performance measures (APMs) 235

9. Other notes 243

   1. Property result 243

   2. Property charges 245

   3. General expenses 246

   4. Other operating income and costs 246

   5. Result on the portfolio 247

   6. Financial result 248

   7. Corporation tax 249

   8. Investment property 250

   9. Other tangible fixed assets 257

   10. Financial fixed assets 257

   11. Trade receivables and other fixed assets 260

   12. Participating interests in joint ventures - equity method 260

   13. Trade receivables 260

   14. Tax receivables and other current assets 261

   15. Cash and cash equivalents 261

   16. Accruals and deferred payments - Assets 261

   17. Capital and issue premiums 261

   18. Shareholder structure 266

   19. Earnings per share 266

   20. Other non-current liabilities 266

   21. Deferred taxes 266

   22. Financial debt 267

   23. Trade debts 268

   24. Other current liabilities 268

   25. Accrued liabilities and deferred income 268

   26. Financial assets and liabilities 269

   27. Transactions with related parties 270

   28. Statutory Auditor's fee 270

   29. Acquired real estate companies and investment property 270

   30. Average headcount and breakdown of staffing costs 271

   31. Post balance sheet events 271

   32. Scope of consolidation 272

   33. Debt ratio 274

   34. Off-balance sheet rights and obligations 275

   35. Legal and arbitration proceedings 275

   36. Statutory Auditor's report on the consolidated annual financial statements 277

10. Condensed version of Xior Student Housing NV's separate annual financial statements 290

    1. Statutory income statement 291

    2. Comprehensive income statement 293

    3. Statutory balance sheet 294

    4. Statement of changes in equity 297

    5. Detail of the reserves 299

    6. Appropriation of income under the Articles of Association 301

    7. Distribution obligation in accordance with Article 13, Section 1, first paragraph of the Royal Decree of 13 July 2014 regarding the RREC 302

       11. STATEMENTS 306

1. Non-distributable equity in accordance with Article 7:212 of the Belgian Companies and Associations Code 303

1. Forward-looking statements 307

2. Party responsible for the content of the registration document 307

   12.

   PERMANENT DOCUMENT: GENERAL INFORMATION ABOUT THE COMPANY AND THE COORDINATED ARTICLES OF

   ASSOCIATION 309

3. Information provided by third parties 307

1. Company details 311

   1. Name, legal form, status, duration and registration data 311

   2. Registered office and further contact details 311

   3. Incorporation 311

   4. History of the Company 311

   5. External group structure 315

   6. Internal organisational structure 317

   7. Subsidiaries 317

   8. Availability of company documents and further information 319

2. Service providers of the Company 319

   1. Valuation experts 319

   2. Statutory auditor 320

   3. Financial services 320

   4. Liquidity provider 320

      13. LEXICON 336

1. Consolidated Articles of Association of the Company as at 12 September 2024 321

14. ANNEX 341

1. EPRA SBPR tables of environmental performance indicators - full portfolio & head office, segment analysis by region 343

2. EPRA SBPR table of social performance indicators 349

3. EPRA SBPR table of governance performance indicators 350

15 IDENTITYCARD 352