Business Context and Reporting Period
Company: Logistic Properties of the Americas (LPA)
Filing Type: Form 20-F (Annual Report)
Reporting Period: Fiscal year ended December 31, 2025
Accounting Basis: International Financial Reporting Standards (IFRS)
Business Overview: LPA is a Cayman Islands exempted company and a foreign private issuer that develops, owns, and manages a portfolio of Class A logistics and industrial real estate across Latin America (Costa Rica, Colombia, Peru, and Mexico). The company operates as a holding company with its primary operating subsidiary being LatAm Logistic Properties, S.A. (LLP). As of December 31, 2025, the portfolio consisted of 34 operating properties with approximately 5.8 million square feet of Gross Leasable Area (GLA) and a stabilized occupancy rate of 100%.
Key Financial Metrics
| Metric | 2025 | 2024 | 2023 |
|---|---|---|---|
| Total Revenues | $50.1 million | $43.9 million | $39.4 million |
| Profit (Loss) for the Year | $16.1 million | $(19.4) million | $7.2 million |
| Net Operating Income (NOI) | $41.0 million | $36.6 million | $34.2 million |
| Cash NOI | $40.3 million | $35.8 million | $33.1 million |
| Adjusted EBITDA | $28.7 million | $25.6 million | $26.0 million |
| Investment Property Valuation Gain | $20.6 million | $32.3 million | $20.2 million |
| Total Debt Outstanding | $295.3 million | $265.9 million | $269.9 million |
| Cash and Cash Equivalents | $27.3 million | $28.8 million | $35.2 million |
| Net Debt | $261.3 million | $231.2 million | $231.9 million |
| Net Debt to NOI | 6.4x | 6.3x | 6.8x |
Material Changes vs. Prior Period
- Revenue Growth: Total revenues increased 14.3% to $50.1 million, driven by rental rate growth, lease expansions, and the addition of a new operating segment in Mexico (acquired in August 2025). Peru revenue grew 31.0% due to the stabilization of new buildings in Callao.
- Profitability Turnaround: The company reported a net profit of $16.1 million in 2025, a significant improvement from a net loss of $19.4 million in 2024. The 2024 loss was heavily impacted by a one-time listing expense of $44.5 million related to the Business Combination consummated in March 2024.
- Valuation Gains: Investment property valuation gains decreased 36.2% to $20.6 million, primarily due to a reduction in gains recognized in Peru and Colombia, partially offset by gains in Costa Rica and the new Mexico portfolio.
- Debt Profile: Total debt increased to $295.3 million. The mix of debt shifted, with 73.9% now subject to floating interest rates compared to 36.8% in 2024 (63.2% fixed).
- Portfolio Expansion: The company entered the Mexican market with two operating properties in Puebla, increasing the total operating portfolio to 34 properties.
Guidance, Outlook, Risks, and Unusual Items
Outlook and Capital Resources
Management believes existing cash and operating cash flows are sufficient to meet working capital and capital expenditure needs for at least the next 12 months. The company entered into a Standby Equity Purchase Agreement (SEPA) with New Circle Principal Investments LLC on September 23, 2025, providing access to up to $30.0 million in equity financing. A share repurchase program authorized in late 2024 was terminated in June 2025 after repurchasing 376,028 shares.
Material Risks and Contingencies
- Internal Control Weaknesses: The company identified material weaknesses in its internal control over financial reporting, leading to the restatement of 2021 and 2022 financial statements. While remediation efforts are underway, management concluded that disclosure controls and procedures were not effective as of December 31, 2025.
- Debt Covenants: The company has a history of covenant breaches (e.g., with Bancolombia) requiring waivers. While compliant or waived as of year-end, the high level of variable-rate debt exposes the company to interest rate fluctuations.
- Geopolitical and Economic Risks: Operations in Costa Rica, Colombia, Peru, and Mexico expose the company to political instability (notably in Peru), currency devaluation, inflation, and supply chain disruptions. Approximately 19.4% of revenue is denominated in Colombian pesos.
- Tenant Concentration: The 10 largest tenants accounted for 44.2% of rental income in 2025. Key tenants include Kuehne + Nagel, Alicorp, and IKEA.
- Legal Proceedings: The company is defending a lawsuit from a former affiliate (LLI) regarding a foreclosure of collateralized shares, claiming an alleged excess value of approximately $14 million. Management believes the claims are without merit.
Investor Verification Checklist
- Internal Control Remediation: Verify the progress and timeline for remediation of the identified material weaknesses in internal controls over financial reporting.
- Debt Covenant Compliance: Monitor upcoming covenant testing dates (next Bancolombia test June 30, 2026) and the potential need for further waivers given the shift to variable-rate debt.
- Valuation Sensitivity: Review the sensitivity of the $649.8 million investment property portfolio to changes in discount rates and capitalization rates, as fair value adjustments significantly impact net income.
- SEPA Utilization: Track the utilization of the $30 million New Circle SEPA facility and the potential dilution impact on existing shareholders.
- Legal Exposure: Monitor the status of the litigation with Latam Logistic Investments, LLC (LLI) regarding the $14 million claim.
- Foreign Exchange Exposure: Assess the impact of currency fluctuations, particularly the Colombian peso, on future revenue and earnings.