Irsa Investments & Representations Inc 6-K, filed Feb 11, 2020

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 February, 2020

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)

Bolívar 108

(C1066AAB)

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 February 10, 2020, 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:

Pursuant to Article 62 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 578,676,460 (including treasury shares) which is divided into 578,676,460 non-endorsable nominative ordinary shares of 1 Nominal Value 1 ARS each with the right to 1 vote each.

The main shareholder of the Company is Cresud S.A.C.I.F. y A. (Cresud) with 359,102,211 shares directly and indirectly (through Helmir S.A.), which represents 62.3% of the share capital (the treasury shares are subtracted). Cresud is our ultimate controlling entity and is a company incorporated and domiciled in the Argentine Republic. The address of its registered office is Moreno 877, 23rd floor, Autonomous City of Buenos Aires, Argentina.

We also inform that on December 31, 2019, subtracting the direct and indirect ownership of Cresud and the treasury shares, the remaining shareholders held the amount of 217,049,330 nominative non-endorsable ordinary shares of 1 Nominal Value 1 ARS each with the right to 1 vote each from the Company that represents 37.7% of the issued share capital.

As of December 31, 2019 there are no convertible options or negotiable obligations in circulation to acquire our shares.

Among the news of the period ended on December 31, 2019, the following can be highlighted:

■

Net result of the first half of FY20 recorded a gain of ARS 4,857 million compared to a ARS 8,363 million loss in 6M19, mainly explained by higher results from changes in the fair value of investment properties in the Argentina business center and the result from the deconsolidation of Gav-Yam due to the loss of control, offset by lower results of Clal's market valuation in the Israel business center and losses for exchange rate differences in Argentina.

■

Net result attributable to the controlling shareholder registered a ARS 1,421 million loss compared to an ARS 8,093 million loss in the first half of 2019.

■

Adjusted EBITDA for the first half of FY20 was ARS 11,656 million (ARS 3,442 million from the Argentina business center and ARS 8,214 million from the Israel business center), increasing by 16.1% compared to the same period of 2019.

■

Adjusted EBITDA of the rental segments in Argentina decreased 11.6% in the compared semester, mainly due to the decrease of 18.7% in shopping centers and 29.2% in hotels partially offset by a growth of 38.1% in the office segment.

■

On November 14, 2019, the Company distributed a dividend in kind of ARS 480 million payable in shares of IRSA Propiedades Comerciales (0.00404623926578 IRCP shares / IRSA shares and 0.0404623926578 IRCP shares / ADR IRSA).

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.

Dated: February 11, 2020