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,
2026
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, 2026, 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
|
|
|
03/31/2026
|
03/31/2025
|
|
Results of the fiscal year (Nine month
period)
|
239,741
|
46,497
|
|
Attributable to: |
|
|
|
Shareholders
of the controlling company
|
227,537
|
44,314
|
|
Non-controlling
interest
|
12,204
|
2,183
|
|
|
|
|
|
2. Other comprehensive income for the fiscal
year
|
in million of ARS
|
|
|
03/31/2026
|
|
|
Other comprehensive income for the fiscal
year (Nine month
period)
|
(1,444)
|
(1,034)
|
|
Attributable to:
|
|
|
|
Shareholders
of the controlling company
|
(1,010)
|
(490)
|
|
Non-controlling
interest
|
(434)
|
(544)
|
|
|
|
|
|
3. Total comprehensive income for fiscal year
|
in million of ARS
|
|
|
03/31/2026
|
|
|
Total comprehensive income for fiscal year
(Nine month
period)
|
238,297
|
45,463
|
|
Attributable to:
|
|
|
|
Shareholders of the controlling
company
|
226,527
|
43,824
|
|
Non-controlling
interest
|
11,770
|
1,639
|
|
|
|
|
|
4. Equity details
|
in million of ARS
|
|
|
03/31/2026
|
03/31/2025
|
|
Share
Capital
|
8,020
|
7,485
|
|
Treasury
shares
|
88
|
92
|
|
Comprehensive
adjustment of capital stock and of treasury shares
|
574,615
|
574,583
|
|
Warrants
|
-
|
32,710
|
|
Share
Premium
|
808,381
|
847,076
|
|
Premium
for trading of treasury shares
|
(79,646)
|
(80,071)
|
|
Legal
Reserve
|
|
83,603
|
|
Special
Reserve (Resolution CNV 609/12)
|
323,450
|
323,450
|
|
Cost
of treasury share
|
(8,205)
|
(8,981)
|
|
Reserve
for future dividends
|
|
-
|
|
Reserve
for conversion
|
(6,850)
|
(5,574)
|
|
Special
Reserve
|
89,286
|
61,900
|
|
Other
reserves
|
(163,909)
|
(163,571)
|
|
Retained
earnings
|
281,294
|
98,691
|
|
Shareholders’ Equity attributable to controlling
company’s shareholders
|
1,922,365
|
1,771,393
|
|
Non-controlling
interest
|
115,884
|
119,237
|
|
Total shareholder's equity
|
2,038,249
|
1,890,630
|
Pursuant to Article 63, last
paragraph, of the aforementioned
Regulation,
we inform that at the closing date of the financial statements, the
share capital of the Company is ARS 8,107,971,200 (including
treasury shares) represented by
810,797,120 non-endorsable
nominative ordinary shares of Nominal Value ARS 10
each with the right
to 1 vote each, of which
774,190,153 registered, non-endosable common shares with Nominal
Value of ARS 10 each with the right to 1 vote each, are issued and
duly registered and 36,606,967 registered, non-endosable common
shares with Nominal Value of ARS 10 each and entitled to 1 vote
each are in the process of registration. The total number of
outstanding shares is 810,676,192.
The Company's market capitalization as of March 31, 2026 was
approximately USD 1,314 million (81,079,712 GDS with a price per
GDS of USD 16.21).
The
main shareholder of the Company is Cresud S.A.C.I.F. y A. (Cresud)
with 433,202,111 shares directly, which represents 53.44% 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, 2026, subtracting the direct and
indirect ownership of Cresud and the treasury shares, the remaining
shareholders held the amount of 377,474,081 common shares, with a
nominal value of ARS 10 each and one vote per share from the
Company that represents 46.56% of the issued share
capital.
It should be noted 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 the filing date, the number of
outstanding warrants is 26,392,876.
In
the case that all warrants were converted, the number of shares
issued and subscribed would increase to 853,994,340
(considering the
current conversion ratio of 1.6367 shares of nominal value ARS 10
per option). We
also inform that if Cresud, were to exercise its warrants like the
rest of the shareholders, its stake would increase by 40,626,679
ordinary shares, which would mean a 55.49% stake on the share
capital (net of treasury shares), it corresponds to 473,828,790
ordinary shares.
Among the news of the period ended on March 31, 2026, and
subsequent, the following can be highlighted:
●
Net income for the
first nine months of 2026 amounted to ARS 239,741 million, compared
to ARS 46,497 million in the same period of the previous year,
while Adjusted EBITDA from rental segments reached ARS 232,327
million in the first nine months of 2026, increasing 4.6%
year-over-year, with solid performance across all three segments:
shopping malls, offices, and hotels.
●
In the
Shopping Malls segment, revenues and Adjusted
EBITDA increased by 2.4%
and 2.0%, respectively, during the first nine months of fiscal year
2026, driven by higher base rent and other fixed
components.
●
We maintained 100%
occupancy in our premium office portfolio during the third quarter,
while the Hotels segment continued to show a recovery in revenue
and EBITDA levels .
●
During
the
quarter, we launched a new 15,350 sqm GLA office building at Polo
Dot (northern area of the City of Buenos Aires), which will expand
and integrate the Zetta building, with Mercado Libre as the main
tenant. We also continued advancing the construction of the
Distrito Diagonal shopping mall in La Plata and the Del Plata
building in downtown Buenos Aires .
●
During the
quarter, we executed swap
agreements for two new lots at Ramblas del Plata for USD 11.3
million and continued advancing infrastructure works at the plot,
while awaiting project definition and the start of construction of
the first buildings, expected in the next fiscal year.
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.
|
|
IRSA
Inversiones y Representaciones Sociedad
Anónima
|
|
|
|
|
|
By:
|
/S/ Saúl
Zang
|
|
|
|
|
Name:
Saúl Zang
|
|
|
|
|
Title:
Responsible for the Relationship with the Markets
|
|
Dated: May 6,
2026