INVL BALTIC REAL ESTATE THE FIRST LISTED REIT IN THE BALTIC STATES 2018
BRIEF OVERVIEW Team Economic environment INVL Baltic Real Estate's management company is INVL Asset Management. The management company has been working with real estate portfolios for more than 14 years. INVL Baltic Real Estate operates as a REIT (real estate investment trust) and its managers have more than 10 years of experience in real estate management which they are successfully applying to increase the value of INVL Baltic Real Estate. The real estate market in Vilnius is characterized by high occupancy levels at commercial premises.** Rental prices of commercial properties in prime locations are well below those both in Central and Eastern Europe and Scandinavia.** Properties in Vilnius typically offer a yield premium of 200-300 basis points over those in Central and Eastern Europe and Scandinavia.** Established portfolio of assets The portfolio comprises 5 main investment properties with a total value of EUR 56 million as of 31 December 2017. The occupancy of the properties is stable and regularly exceeds 90%.* The cash flow generated by the properties is growing steadily and consolidated net operating income for 2018 is planned at EUR 3.7 million. *Occupancy estimates for 2016-2017 excluding the Vilnus Gates business center which was under construction. ** BNP Paribas information, 2017 March Rational use of debt: Target < 50% Actual 38.5% An attractive investment Liquidity and transparency through listing on the Nasdaq Baltic exchange. An approved dividend policy and regular payment of dividends. The dividend yield proposed in the policy is 5% on the basis of the NAV per share at the end of 2017. A target return to investors of 8%+: Dividends NAV growth
MANAGEMENT COMPANY COMPANY INVL Asset Management UAB, established in 2003 SHAREHOLDER Invalda INVL AB ACTIVITY Manages a broad range of investments LICENCES Licenced and supervised as an asset management company by the Bank of Lithuania ASSETS UNDER MANAGEMENT More than EUR 530 mln (end-2017) NUMBER OF EMPLOYEES More than 70 AUDITORS The management company and all its funds are audited by Big 4 auditors (currently PwC)
INVESTMENT MANAGEMENT STRUCTURE Investors Invalda INVL and its shareholders Institutional investors Wealth management clients Decisions Investment Committee 3 management company representatives Appointment Investments INVL Baltic Real Estate Listed on the Nasdaq Baltic stock exchange Asset Management Income Investments
THE INVESTMENT ENVIRONMENT AND THE PRODUCT
FAVOURABLE ECONOMIC ENVIRONMENT GDP growth forecast is twice as high as the eurozone average Strong export orientation: exports of goods and services (% of GDP) Falling unemployment (shown) is stimulating internal consumption % 5 4 3 2 1 0-1 -2 2012 2013 2014 2015 2016 2017f 2018f Euro zone Lithuania Latvia Estonia 90 80 70 60 50 40 30 2012 2013 2014 2015 2016 Euro zone Lithuania Latvia Estonia % 14 12 10 8 6 4 2 0 Lithuania Latvia Estonia Euro area zone 2014 2015 2016 Source: Eurostat, IMF Source: Eurostat Source: Eurostat Solid returns: prime location commercial RE yield (%) Attractive prices: prime location commercial RE rentals (EUR/sq.m.) Market demand: prime location commercial RE vacancy rate (%) 8 7 6 5 4 3 2 1 0 The Baltic States CEE Scandinavia 50 40 30 20 10 0 The Baltic States CEE Scandinavia The Baltic States CEE Scandinavia 16 14 12 10 8 6 4 2 0 Source: BNP Paribas, 2017 March Source: BNP Paribas, 2017 March Source: BNP Paribas, 2017 March
PROFESSIONAL TEAM Experience (years) Profile Responsibilities Vytautas Bakšinskas RE investment Management General team Finding investments RE management Financing Supervision Sales Prior to joining INVL Baltic Real Estate oversaw more than 100 000 sq. m. of space as head of 10+ 7+ 5+ the leasing division at Inreal. Acquired extensive management experience Real Estate Fund Manager, Member of the Investment Committee working at a number of Inreal Valdymas companies. Andrius Daukšas More than a decade of professional experience in the investment management field 7+ 10+ 5+ A member of the board in real estate management and production companies Former director of the Treasury Department at Finasta and Investment Manager at Invalda INVL Investment Manager, Member of the Investment Committee Managing bodies Laura Križinauskienė Darius Šulnis Nerijus Drobavičius Vytautas Plunksnis Chief Executive Officer Chairman of the Board Member of the Board Member of the Board
CONSISTENT GROWTH STORY: THE FIRST REIT IN THE BALTICS NAV change, EUR/share Invalda INVL has been developing real estate projects inside the group since 2003. In 2014 INVL Baltic Real Estate split off from Invalda INVL. Subsequently the company was listed on the Nasdaq Baltic exchange. 2.7 Increase of Dommo stake from 50% to 100% for EUR 3.1 mln. Reorganisation of INVL Baltic Real Estate. Acquisition of Vilnius Gates complex for EUR 7.75 mln. EUR 9 mln of new share capital raised. Dividend policy approved. Dividends: EUR 0.06 Bank of Lithuania approves the SUTNTIB licence. Asset management is transferred to INVL Asset Management on a fiduciary basis Sale of the office and warehousing premises on Kirtimų Street for EUR 1 mln (EUR 200 000 more than the book value). Dividends: EUR 0.06 Completion of Vilnius Gates reorganisation. Occupancy rate above 90%, target ROI 10%. Dividends: EUR 0.13 15% IRR for investments at NAV during the initial listing 2.5 2.3 2.1 1.9 18+% IRR for investments during SPO in 2016 1.7 1.5 1.3 2003-2014 Q2 2014 Q3 2014 Q4 2015 Q1 2015 Q2 2015 Q3 2015 Q4 2016 Q1 2016 Q2 2016 Q3 2016 Q4 2017 Q1 2017 Q2 2017 Q3 2017 Q4 2018 Q1 IRR internal rate of return
MARKET PRICE CLOSELY FOLLOWS ASSET VALUE Shares of INVL Baltic Real Estate 3 Share Price, Eur NAV/Share, Eur 2.5 2 1.5 1 0.5
QUALITY PORTFOLIO OF ASSETS IN PRIME LOCATIONS IBC Business Centre Office building in the centre of Vilnius, Vilniaus/ Palangos St.: Vilnius Gates Business Centre Žygio Business Centre Dommo Business Park: GFA 22 700 sq. m. GLA 17 400 sq. m. GFA 9 800 sq. m. GLA 6 400 sq. m. GFA 8 100 sq. m. GLA 7 000 sq. m. GFA 3 200 sq. m. GLA 2 600 sq. m. GFA 12 800 sq. m. GLA 12 800 sq. m. EUR 56 million Value of investment assets 55 thousand sq. m. Total area 46 thousand sq. m. UFA 42 thousand sq. m. Leased area >120 Tenants Asset value by location Asset value by type Asset value by objects 1% 1% 15% 15% 5% 15% 39% 85% 25% 59% 15% 25% Vilnius Riga Class A and B offices Mix of class A offices, retail Logistics IBC Business Centre Vilnius Gates Business Centre Business centre in the old town of Vilnius, Vilnius St. Other Žygis Business Centre GFA Gross Floor Area GLA Gross Leaseble Area Dommo Business Park Other Data as at 30 November 2017
80% OF MANAGED REAL ESTATE OBJECTS BY ASSET VALUE ARE LOCATED IN THE CENTRAL PART OF VILNIUS
QUALITY ASSET PORTFOLIO High office occupancy Conservative portfolio valuation 96% 92% 88% 84% 80% 76% 2013 2014 2015 2016 2017 General occupancy rate upon elimination of Vilnius Gates effect General occupancy rate Object occupancy average (2013-2017) Diversified tenant structure Relative fair market value as per Oberhaus and Newsec valuations (unless specified otherwise), average, EUR 31-10-2017 31-10-2017 IBC Business Centre 22 601 500 921 Vilnius Gates Business Centre Dommo BusinessPpark (according to Oberhaus appraisal) 13 823 216 1 711 8 101 000 634 Conditional market value according to Oberhaus and Newsec appraisal (unless otherwise determined), average, EUR/sq. m. Office building in the centre of Vilnius on Vilniaus St. 8 306 500 852 Žygis Business Centre 2 645 000 814 Other investment property (as per Oberhaus) 350 000 1 268
PROPERTIES
IBC 17 400 sq. m. GLA EUR 23 million Value of investment property 93% 2018 Q1 occupancy rate 39% Income from TOP 5 tenants 14 WALT Lease agreements ending, % 50% 40% 30% 20% 10% 0% 2016 2017 2018 Ending lease agreements, % Extended lease agreements, % WALT weighted average lease term GLA Gross Leaseble Area
IBC BUSINESS CENTRE NET OPERATING INCOME WATERFALL CHART Net operating income flows, thous. EUR* Structure of properties by contract status, % 100.0% 90.0% 3.7% 5.5% 2.9% 8.0% 11.3% 80.0% 70.0% 25.5% 21.6% 34.5% +6% 60.0% +2% 50.0% 40.0% 30.0% 62.8% 61.6% 62.6% 20.0% 10.0% 0.0% 2016 2017 2018 Unchanged Extended New Unoccupied ** Data for 2017-2018 are forecasts. ** Cumulative effect of new lease agreements and terminated lease agreements.
POTENTIAL OF THE PROPERTY Development potential of up to 40 000 sq. m. under the detailed plan Commercial real estate property Vilnius central business district
VILNIUS GATES BUSINESS CENTRE 7 000 sq. m. GLA EUR 14 million Value of investment property 95% 2018 Q1 occupancy rate 84% Income from TOP 5 tenants 4.8 WALT Lease agreements ending, % 12% 10% 8% 6% 4% 2% 0% 2016 2017 2018 Ending lease agreements, % Extended lease agreements, % WALT weighted average lease term GLA Gross Leaseble Area
VILNIUS GATES BUSINESS CENTRE NET OPERATING INCOME WATERFALL CHART Net operating income flows, thous. EUR* Structure of properties by contract status, % x2.5 100.0% 90.0% 80.0% 41.0% 6.1% 5.9% 1.1% x6.6 70.0% 63.8% 60.0% 50.0% 4.0% 1.1% 40.0% 86.9% 30.0% 20.0% 10.0% 5.0% 5.6% 25.5% 53.9% 0.0% 2016 2017 2018 Unchanged Extended New Unoccupied ** Data for 2017-2018 are forecasts. ** Cumulative effect of new lease agreements and terminated lease agreements.
PALANGOS 4 6 200 sq. m. GLA 8 million euro Value of investment property 77% 2018 Q1 occupancy rate 77% Income from TOP 5 tenants 4.4 WALT Lease agreements ending, % 70% 60% 50% 40% 30% 20% 10% 0% 2016 2017 2018 Ending lease agreements, % Extended lease agreements, % WALT weighted average lease term GLA Gross Leaseble Area
PALANGOS 4 BUSINESS CENTRE NET OPERATING INCOME WATERFALL CHART Net operating income flows, thous. EUR* Structure of properties by contract status, % +79% 100.0% 90.0% 80.0% 2.2% 1.2% 13.3% 4.0% 35.4% 8.9% 7.5% 70.0% -14% 60.0% 50.0% 22.3% 40.0% 83.4% 83.5% 30.0% 20.0% 38.2% 10.0% 0.0% 2016 2017 2018 Unchanged Extended New Unoccupied *Data for 2017-2018 are forecasts. ** Cumulative effect of new lease agreements and terminated lease agreements.
POTENTIAL OF THE PROPERTY Legislation permits reconstruction, during which the area of the property may be increased by 3 500 sq. m. Commercial real estate property Vilnius Old Town
ŽYGIS BUSINESS CENTRE 2 600 sq. m. GLA EUR 3 million Value of investment property 100% 2018 Q1 occupancy rate 80% Income from TOP 5 tenants 3.8 WALT Lease agreements ending, % 20% 15% 10% 5% 0% -5% 2016 2017 2018 Ending lease agreements, % Extended lease agreements, % WALT weighted average lease term GLA Gross Leaseble Area
ŽYGIS BUSINESS CENTRE NET OPERATING INCOME WATERFALL CHART Net operating income flows, thous. EUR* Structure of properties by contract status, % 100.0% 90.0% 10.8% 8.1% 10.5% 0.4% 1.7% 7.2% 80.0% 7.5% 70.0% 60.0% 0% +7% 50.0% 40.0% 89.2% 73.9% 90.7% 30.0% 20.0% 10.0% 0.0% 2016 2017 2018 Unchanged Extended New Unoccupied *Data for 2017-2018 are forecasts. ** Cumulative effect of new lease agreements and terminated lease agreements.
DOMMO BUSINESS PARK 12 800 sq. m. GLA EUR 8 million Value of investment property 98% 2018 Q1 occupancy rate 99% Income from TOP 5 tenants 1.3 WALT Lease agreements ending, % 100% 80% 60% 40% 20% 0% 2016 2017 2018 Ending lease agreements, % Extended lease agreements, % WALT weighted average lease term GLA Gross Leaseble Area
DOMMO BUSINESS CENTRE NET OPERATING INCOME WATERFALL CHART Net operating income flows, thous. EUR* Structure of properties by contract status, % +13% 100.0% 90.0% 13.3% 1.6% 11.7% +56% 80.0% 70.0% 46.5% 33.2% 8.1% 60.0% 50.0% 6.8% 40.0% 78.6% 30.0% 46.4% 20.0% 46.7% 10.0% 0.0% 7.1% 2016 2017 2018 Unchanged Extended New Unoccupied *Data for 2017-2018 are forecasts. ** Cumulative effect of new lease agreements and terminated lease agreements.
POTENTIAL OF THE PROPERTY Current regulations allow the development of up to 200 000 sq. m. 9 plots (58 ha in total) with infrastructure for the development of logistics or industrial objects
OPERATIONAL OUTLOOK
RENTAL PROPERTY NET OPERATING INCOME CHANGE AND 2018 FORECAST Thousand, euro +43% 28% * Cumulative effect of new lease agreements and terminated lease agreements.
INCOME FORECAST AND CAPITAL STRUCTURE Thousand euro 2016 2017 2018 forecast Net operating income* 2,002 2,522 3,687 Revaluation 147 2,326 0 Management and success fee (819) (645) (312) Other expenses/income (279) (153) (347) Operating profit* 1,051 4,050 3,028 Reduction of the management fee from 1.5 to 1.0 per cent approved at the shareholder's meeting on 29 December 2017. Net profit* 4,507 3,577 2,566 Equity* 31,073 33,861 34,751 NAV per share* 2.3629 2.5749 2.6427 Million euro 31 December 2017 Investment properties 56.3 Other assets 1.6 Total assets: 58.0 Equity 33.9 Borrowings from credit institutions 21.7 Other liabilities 2.4 According to the latest appraisal, the value of investment property grew by 2.3 million euro in comparison to last year's data. The actual debt ratio of 38.5% is less than the target rate of 50%. Equity and liabilities 58.0 *The compilation of forecast was evaluated by PricewaterhouseCoopers UAB
OFFERING
KEY TERMS OF THE OFFERING Target return Fees Net IRR 1 8% Distribution fee: 0% Payout 2 5% Management fee 4 : Success fee: 1% of the weighted average market capitalization, paid quarterly. 20% of profit above 8% IRR which is the minimum required rate of return. Main terms Supervision Form Closed-end real estate investment company Supervision Lietuvos bankas Fund term Offer term 3 End of 2018 30 (+20) years from issuance of closed-end real estate investment company licence on 22 December 2016 Custody Audit SEB PwC Quarterly, semi-annual and annual reports are published on the Nasdaq Baltic stock exchange Process Size Price First come first served Up to 2,893,000 shares (approx. EUR 7 million) Last publicly announced NAV/share 1 Net IRR annual internal rate of return after fees and profit sharing. 2 Payout in the form of dividends is approved in the company's dividend policy. 3 Open trading periods: from 2 May 2018 to 4 July 2018, from 18 August 2018 to 18 September 2018, from 2 November 2018 to 13 December 2018. 4 Reduced on 5 January 2018 from 1.5% to 1.0% by decision of the management company.
CHANGES IN SHAREHOLDER STRUCTURE FOR MORE LIQUIDITY Current shareholders structure Expected shareholders structure In case of selling all offering shares 5.05% 23.71% 5.05% 45.71% Invalda INVL AB Irena Ona Mišeikienė Other shareholders 19.00% 32.23% 10.23% LJB Investments UAB Alvydas Banys Invalda INVL and core shareholders 20.01% 19.00% 20.01% More Liquidity Price Reflecting asset value 10%+ Invalda INVL stake Core Invalda INVL shareholders To remain main shareholders of the company
KEY TARGETS Increased share liquidity Target return >8% 2018 and beyond Dividend yield 5% Modest leverage policy
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