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AGM 2019

Mar 13, 2019

Speaker 1

On behalf of the management of Citicom, I'd like to, welcome you and thank you to, for coming to the annual general meeting. It's great to have you here. It's great to to meet you. Hopefully, after the meeting, I get a chance to, meet more of you face to face and have a chance to chat. As has been mentioned and most of you know, I have recently started as the CEO for Citicon as of the first of the year.

I was asked to say a few words about my background. I started my career, as you can tell from the white hair, many years ago. About thirty years ago, I was I joined a company called the Rouse Company. It was a publicly traded REIT in The United States. I started as a shopping center manager.

And over a period of years, kind of worked my way through the ranks. After Rouse, I did a variety of things. I was at one point the CEO for a private developer in Los Angeles, California. I was also the Head of Retail for a pension fund based in Canada. I worked briefly for a private equity firm that owned a retail chain of 3,000 stores, 1,000 of which were in Europe.

So, I spent a fair amount of time in Europe during that period of my career. I then was the I helped co found Starwood Retail Partners, which was a retail platform that was developed by Starwood Capital and its some of its key investors. We started with no assets, no people. And when I left, we had about 30 assets that we had acquired and redeveloped, about $6,000,000,000 worth of assets and a team of about three fifty people. And then most recently, I have been an adviser or prior to joining Citicom, was an adviser for a private equity investor in real estate in New York.

And then my other clients included a private developer and a couple of retail clients as well. So, thrilled to be here at Citicom. More importantly, we also have a new Chief Operating Officer, Enrica Gengstrom. Enrica, can you stand up? So, Enrica has been with the company for about eight years.

She started or she worked in the Investor Relations group. And then before her recent promotion, she was a Commercial Director for us in Norway. So, she has great experience within the company, both on the finance side as well as the operating side and then also from the standpoint of having worked in the corporate office as well as out in the field. So, very well rounded and bringing tremendous energy to this position. As a side note, Enrique and I were chatting before the meeting, and she actually grew up very close to Issa Homana.

And in fact, when she was a child, this was a forest, I guess. And so she would play in the forest. She told me some other stuff that I'm not going to share with you because she asked me not to, but anyway. So, this is a homecoming for Enrique, but she's been I will tell you, she has been amazing in her first sixty days here. I was also asked to say a bit about my first impressions of the company.

I mentioned Enrique already. We also happen to have a CFO extraordinaire in Aero, whom most of you already know. Aero has been an amazing partner for me, really helped bring somebody who is new to the market and new to the company and really embraced me and really helped bring me up to speed because I have a lot to learn. And he's been a great teacher so far. I should mention in addition to Eero and Enrica, we actually have my first impressions of the company were that we have an amazing bench of talent within this organization, some of whom have already been elevated and promoted, And I'll get to that in a minute and some of the changes that we've made in the organization already.

But I was really taken aback and it's very, very heartwarming to know that we have so much talent sitting in this company. Other first impressions were that we have a really strong core of properties from which to build upon in this company. And within those properties, we have lots of opportunities of growth that's embedded within those shopping centers themselves. We can get tremendous growth out of this company even if we don't go acquire another shopping center. I think there's real opportunity within this platform.

I think also that the focus of the company is spot on in today's challenging retail environment and that focus being that we want to own these large dominant shopping centers in major metro areas that are very densely populated, that have some connection to transportation. And as I mentioned just a minute ago, have some opportunity for growth. And then my last kind of observation of the company was that I think there is real opportunity for us to begin to take advantage of this pan Nordic scale that's been built and move away from a company that's probably been operated as individual countries and really start to become more central in terms of how we manage and operate the shopping the company. So, what have we been doing in the first sixty days? We've got two months under our belt.

And I promise you, we have not been it's not just been sitting there and learning. We've actually been hitting the ground running, as we like to say internally here. I'm told that's an American thing. But anyway, that's what we say inside the shop. We have developed and begun to implement a whole new organization within the company, starting even at the property level, where we have collapsed roles and created specific P and L responsibility for the shopping center managers who are operating those shopping centers, working up through the ranks all the way to kind of the senior team where we have, as I mentioned before, begun to put in place the positions and the people to really take advantage of the scale of the company.

So as an example, we have a new head of leasing for the company. That was a position that did not exist. It was by property level before. And the idea being that if you have a single head of leasing, that person can have conversations with retailers across the entire portfolio. And hopefully, at that point, you begin to get a little more leverage when you're talking to those tenants.

We've also and UC is our Head of Leasing, I should mention that. By the way, so UC is a FEN, Enrico is a FEN, Aero is a FEN. So, the FENs are very well represented on our management team. We also have created a new position, which is that of the head of specialty leasing. Specialty leasing are the carts and kiosks in the common area of the shopping center, the walkways, if you will, of the shopping centers, as well as the temporary tenants and digital signage and things like that.

These are revenue producing opportunities for us in the portfolio that we have done a little bit of, but there's clearly a lot more opportunity for us. So, we have created a new position that we will report directly to Enrique. We named we promoted somebody internally out of our office in Oslo, Catherine, and she is she there's a big opportunity for us there as a company. We've also centralized our property management functions, so that we have a head of senior head of property management, Magnus, who reports to Enrique as well. The commercial directors report to him.

That's a change. It used to be that the commercial directors reported to the COO. But our goal was to really put Enrique in a position where she could be out in the field working assets. That's where the real opportunity for us is in these assets. It's not sitting in the office in Helsinki or in Stockholm.

And then last but not least, we've also created a Vice President of Operations who will be responsible for all of the kind of things that happen across the portfolio, whether it be security, sustainability, also purchasing. Purchasing was another opportunity for us to take advantage of our scale. Again, those purchases previously would have occurred at the property level or maybe at the country cluster level. Our thought is really if we have a kind of central purchasing function that's buying across this entire platform that we should gain significant efficiencies. And I think we'll see that in the results.

So let's jump into 2018. I'm going to talk about each of these in a minute and Eero will actually talk about the Eurobond in a minute. So I'm going to jump right in here. As mentioned, I think Mr. Katzmann's remarks, the EPS, the earnings per share for the company in 2018 was $0.01 $64 when you exclude the onetime charge for the management change.

If you include that at $0.01 $61 clearly, it was a solid year for us. Like for like for the company was up 1%, up 1% in a very challenging retail environment, I would say. Occupancy stayed strong at over 96%. And we actually began to see some improvement in our rent spreads or leasing spreads. They we're finally starting to they're starting to get better than what they were.

I think the company has continued on its path that you guys have seen before of transforming the portfolio. If you look at where we are today versus where we were in 2011, we have almost half as many properties, but the average size is almost 4x what it was. And I think this speaks to the idea that we are very focused and are actually delivering on this concept of we're going to own dominant shopping centers in these large metro areas that have some connection to transportation that are densely populated and that there's some opportunity for further growth. Just to reinforce this point, if you look at the top five assets in the company today, they comprise 40% of the value of the company. And if you take that a step further, if you look at the top seven assets, it makes up 50% of the value of the company.

So again, this is just continuing to reinforce the message of what we're trying to accomplish as a company. I should also note, you'll see the football numbers in there for each of the properties. It's pretty impressive when you think about the fact that as a company, we had 170,000,000 visitors in our properties last year. That's an amazing number. And I learned very early on in my career that 90% of the battle in retail is getting customers to come to your shopping center.

So, we've won that 90% battle. Our challenge now is how do we take those shoppers and convert more of them into buyers. Again, this is just a quick map to show you the markets where we are focused and continue to focus. Again, one of the reasons being, if you look at the population growth that's projected for these cities, it's obviously very attractive for us as investors and really generates opportunities for us. A quick update on some development projects.

We opened Mondal Galleria in Gothenburgen last fall, been very successful. It's been terrific. We had a terrific opening. The project looks fantastic. It sits right in the heart of Gothenburg.

It's an unbelievable location. And it has all the I want to keep repeating this because I don't want to bore you, but it has all of those criteria that I've outlined a couple of times already. And so it's a perfect fit for our company. Next up, we have Leap Alive, which I know has been in the press a bit here lately. So, let me address that briefly.

We had an issue with the contractor last year where we decided to part company. We have in fact secured a contractor who will begin the foundation work for us and we are in the process of interviewing general contractors. And we have some very large companies who are very interested in taking this project on our behalf. So, we are committed to it. We are focused on it and we will execute on it.

If you look at what we have underneath that, these are again, I mentioned earlier, we have these projects where we can get growth out of the existing projects themselves. So, Shista, which is a suburb of Stockholm, we have an opportunity there to add more residential. And then we're doing some other things, which I'll talk about in the interim while we wait for the permitting on that. In Bergen, there's an opportunity for us where we have acquired an adjacent office building. There's an opportunity for us to do significant redevelopment there.

Lillie Hulman, which is also outside of Stockholm, we have done a redevelopment of the project, but the next phase of that is really to begin to add residential and to start to do more with that asset. And then last but not least is Turkmen outside of Oslo, where again there is an opportunity for us to add residential. An example of what some of these finished products we hope will look like is the one that we're all sitting in. This has been a tremendous success by any measure. If you look at the footfall, it's pretty astounding, the fact that we've gone from a little over 11,000,000 to 20,000,000 visitors.

It's just it's mind boggling. And it speaks to a little bit of what I mentioned previously about the fact that we created this new specialty leasing position. If you have 20,000,000 people walking through the middle of the shopping center, our most valuable real estate is the middle of the shopping center. And that's where we should really be looking to try to maximize our income opportunity. What also was eye opening about the slide or should make us feel really good is the fact that while footfall grew 74%, our sales only grew 17%.

So, that tells me that there's more upside for us in terms of increased sales. And obviously, with increased sales comes the ability to increase rents. I mentioned Mondal Galleria before. Here's a picture. Again, sits exactly where we want to be located.

And I will tell you the build out of this shopping center is fantastic. It's actually a very beautiful shopping center. And then Shista, I mentioned earlier that we have the opportunity for redevelopment to add resi. But in the interim, one of the things we're doing, we have in process right now, we're in the middle of, we took a vacant department store and we are subdividing it. We are including two grocery stores in this newly subdivided space.

And then we took the upper level and created a space for an H and M concept called a found, which is a it's kind of a discount version of H and M, but selling other brands. But I think this speaks to a bit of where the focus is for us, not just in terms of where we're investing and how we're redeveloping, but also how we're operating and leasing these shopping centers. Again, no secret to anybody in this room. Retail is not necessarily in favor right now. And some of the noise around that relates to the Internet and whether the Internet is stealing sales away from bricks and mortar stores.

I would tell you a couple of things. One, bricks and mortar is not dead. Bricks and mortar is still the dominant way people shop. I will tell you in The U. S.

Where the online sales is a little more has progressed a little further. It really online sales hasn't moved beyond 10%. It's really it's kind of stayed at that level. What has happened and what has impacted retailers is that the ability for people to shop now on their phone or their computers provides complete transparency to the consumer about pricing. So no longer can retailers charge whatever they want to charge.

They are really now they're competing not just with the store next door, they're competing with every store who might sell that same piece of product. So they have to compete on price. And what that has done is put pressure on retailers on their margins. And as a result of that, because there's pressure on the margins, any stores that might have been marginal before in the past now become stores that they don't need to continue to operate anymore because they can probably service that customer in a different way. And so it's caused a lot of retailers to rationalize or rightsize their fleet of stores to make sure that they're operating as efficiently as possible.

But what it doesn't mean what it means is they're going to close some of the secondary markets and secondary stores, but that makes the stores that they keep even more valuable and more important. And they're in the must have locations. And again, speaks to the idea that we want to own these shopping centers that fit that criteria because we want to be that must have location for those retailers. Beyond retail and beyond apparel, clearly, have been focused and will continue to focus on taking advantage of the fact that we own this great real estate. And so even in a tough retail environment, there's still opportunity for us to maximize value even if it's by doing less retail and doing other things such as shown here on the screen, schools, libraries, medical facilities, offices, mentioned residential before.

And what's interesting about particularly when you start to think about the municipal services and healthcare, these guys pay real rent. And municipal services, not only do you get real rent, you're also getting pretty strong credit. You're getting the credit of the local government behind that tenant. So it's doubly attractive for you. This slide just is meant to show you a bit about where we're at today.

So today, and we call this online resilient, it's basically groceries, services, the things we've talked about, as well as food and beverage and entertainment. And so today we're at 55%. I think if we look at Issa Almina as an example of where we're headed, I think today, we're well above 60% in Issa Almina in terms of that online resiliency. So our leasing people, when they're looking at these shopping centers and they're trying to come up with their merchandising plans, they're looking at opportunities that are outside of retail. We're thinking a bit more creatively.

Some examples of what I just talked about. I guess I got ahead of myself on my remarks. And then in addition to that, the company has as one of its core values has been really focused on sustainability. And this chart, I think, shows you the strides that have been made within the company. The fact that our carbon footprint is almost half.

And I think what really kind of jumps off the screen at you is the fact that our share of renewable electricity today is at 100%, which is amazing. And a good example of that is the roof of this very building. As you can see from the picture, we have solar panels up there and producing 6,700 megawatts of electricity up there. So where are we focused for in 'nineteen? As I mentioned previously, we have already begun the work around how we are structured in the organization.

I think in today's challenging retail environment, it's no longer going to be okay just to open your doors and you'll be successful because you've happened to open your shopping center. It's going to be the winners are going to be those who are really minding the store, if you will, and really paying attention to all of the details of what's happening inside their shopping centers. And it's really going to require some intense focus on asset management. So the changes in the organization that I mentioned earlier that Enrique has really kind of grabbed and run with and put a we call it the dream team, if you will, of people who are leading that charge for the company. That's going to be our focus continuing to move forward.

Also, we are very focused on being good stewards of capital. We are going to be very deliberate about where we invest our capital. Capital is at a premium today. And I think it's incumbent upon us as a management team to make sure we're not trying to be all things to all shopping centers that we have to pick those shopping centers where we really are going to make an investment and get the biggest return for that investment. Coinciding And with that and going alongside of that is the fact that we also need to continue to focus on strengthening our balance sheet.

As you know, we have sold some assets in an attempt to raise cash. And I'm pleased to tell you that, that will continue. We have another couple properties that we hope to announce soon. And that will continue to be our focus as we look at our disposal strategy going forward. So with that, I'm going to turn it over to my friend, Eero.

Thank you very much. Thank

Speaker 2

you. And now we'll hear the review of the Chief Financial Officer and the review of financial statements for 2018. Thank you. And also, I'd like to welcome you on my behalf to the Annual General Meeting of Citicom this year. I want to briefly go through the financial statements, the results and present you the main findings.

Let's start with the share price first. As of the beginning of this year, looking at the financial period when we've had the new management in the company, the share price development, although this is a very short period, nevertheless has been very positive, approximately 8% increase. So very much also the average or even a bit above the average comparing to our peers. So that has been the share development. As to the earnings for the period, and I'll go also each part a bit more in detail through.

But as was mentioned already by the previous speakers, the net rental income was approximately €215,000,000 last year. And regarding this figure and also some other figures, we can see a bit of decline as we sold off the noncore some of the noncore assets. So especially at the 2017, we divested five property portfolio with approximately EUR 200,000,000 worth of value, which was totally according to our strategy. And now we've improved mid quality of our portfolio, done exactly what we've stated. And that is also one of the reasons for it, and I'll shed light on that a bit more later.

As to the total sales of our tenants, they have increased in every country nearly, excluding Norway, and even comparable tenant sales have remained quite stable, which is, of course, very positive, a good achievement in this retail environment, as was just mentioned by Scott. The operating environment is not extremely easy at the moment indeed. And naturally, the impact of Visoromena has been very big and positive as well as also regarding the development of footfall. So therefore, both tenant sales and footfall have been very stable, and the development has been also very positive at a good level. Looking at something which is really important for property companies that is the like for like net rental income and its growth.

And if we take into account Isso Omenal during the comparable period, so therefore, figure is even a bit positive, the total of minus 0.5%. And if we calculate it officially as we've done, so we are slightly negative in terms of the like for like net rental income development. And that in today's tough retail environment is a fairly good achievement. And I'd like to point out at this moment that we've also seen a positive development and that continues on the same figure previous year was a bit more modest. Therefore, the like for like net rental income has improved and is continuing to improve as well.

I already promised to give you more details on the changes of net rental income and reasons for that. Earlier, we had agreed on certain acquisitions, in particular, the Maumdar shopping center and then the other shopping center in Denmark. And then the development projects that we brought to an end, which also has impacted our net rental income by approximately €5,000,000 and further divestments, which had a negative impact approximately of €16,000,000 So that was the biggest single factor. Although Norway and Sweden are quite strong in terms of their economies, however, their currencies saw a decline last year. And therefore, also they have an impact on our net rental income because the Norwegian kroner and the Swedish kroner had an impact of approximately €5,000,000 Therefore, this means approximately per share a €0.5 impact.

When we look at then the net rental income breakdown per country, we can see that Finland is still the biggest country where we operate. And Estonia is included into the figure, but that doesn't change very much the results. So Finland is still the biggest country in operations in many respects and by many indicators, but it is important to note that both in Norway and in Sweden, we are very important actors and players too and not very far from the level of Finland either. Our business is extremely stable. I've been now working in the company for thirteen years, and I think the lowest occupancy rate that I've seen during these thirteen years is 95.5%.

Currently, it is at 96.4%. Beginning of the year and the highest I've seen is approximately 97%. Therefore, this business has been extremely stable. This so called leasing spread has been quite stable as well, and its development also has been positive recently. And this leasing spread has been better this year than the previous year.

So therefore, regarding leases, contrary to what is being discussed, the development of leases, at least for our company, has not been negative at all. If we look at the actual earnings and our position, I'd like to remind you that those companies who are also part of the IFRS system have no exceptional items. So regarding the income statement, we have something here, which is a bit exceptional. That is the fair value either losses or profit. And we have opted for this fair value model.

So therefore, our properties will be valued at market level a couple of times a year by an external evaluator. And therefore, these losses or gains will be evaluated here and that figure last year was €72,500,000 slightly higher than the previous year. The fact that our net gains policies and sale of investment property are quite close to breakeven, that of course describes that our fair values of for our properties in our financial position, our balance sheet are very well placed. Financing costs were slightly higher than previous year due to a one off item that is that we repurchased the bond or reissued the bond refinance the bond, which will be maturing in 2020, which has its own cost, which is also quite reasonable as we were able to then issue a new bond, which was cheaper for us for the duration of eight years with a 2.375% interest rate. I'll come back to that a bit later, too.

The company still has made cost savings, and these programs still continue, and they have been quite successful last year and we were able to adjust the FX cost ratio, which is something that all listed similar companies calculate similarly. So this indicator that takes into account administrative costs as well as also costs of operations then puts that into relation to gross rental income and then is a figure that we managed to take down even last year, and we are very well ranked also amongst our international peers. Then briefly on the fair value chains of the asset portfolio per country. And as we can see in Finland, that was most negative, which also reflects the situation of our real estate property environment and competition both in the capital city area in Finland and elsewhere in the country. Then the average yield requirement has remained the same.

And we might not notice from this slide that we've also drive first those who have a slightly higher average yield requirement. Therefore, the average yield requirement for the current comparable properties also has slightly increased. Then the financial position, that is also actually quite simple. We have in the assets, our investment properties slightly over EUR4 billion, and that then is divided into the ordinary assets and then those held for sale. And at the end of the year, we have classified the €8,000,000 of our assets to be held for sale.

Therefore, we are expecting to hear some news quite soon. Further, there are certain liabilities as we do and also cash and cash equivalents. So therefore also in our financial position, we have a very simple understandable situation and we do have our own equity, which is about EUR2.1 billion and then approximately EUR2.34 billion. So that makes the total of EUR4.1 billion approximately. The net asset value per share was EUR2.59 9 at the end of the year, and that is then put into relation of our share price, which currently is approximately 1.76.

And we are able to calculate that we have reached approximately the 30% level below the net asset value. As to the occupancy rate and how that develops, as I said, it has been quite stable, improving at the end of last year. And if we take a look at the annual figure, we are now at the best level after 2015. So the situation is not very negative at all, the contrary. As our main tenants, they are big actors, mainly grocery stores and alike.

And there are a couple of bigger Nordic companies selling clothes, and then we have the wholesalers such as GESCO and other groups represented there, also in other countries. A few words about financing as that has become even more important for companies like ourselves and otherwise too. In all of our targets in relation to financing, we have achieved them and the average maturity was over five years. Over 90% of hedging is actually so that we have fixed rates and we won't suffer if interest rates start going up, although currently they are quite low still. But we have prepared for the situation not continuing forever.

We still hold an investment grade credit rating. Our financing still is mainly non collateralized. Our liquidity reserve is important over EUR550 million. So our liquidity position is relatively good. The fact where we are slightly below our targets is the loan to value, which mainly is due to the fact that the divestments of our non core assets have been realized a bit more slowly as we would have wished for.

If you take a look at the interest coverage ratio and its development, as that is something regarding loans where we have committed ourselves to have at least a twofold interest coverage ratio in relation to our EBITDA. Therefore, we have plenty of room in the covenant and the situation is quite stable. We are still remaining at the level of 3.8, which has also existed since 2015. On the contrary, with our active operations, for instance, the repurchase of the earlier bond, we've been able to lower the average interest rate. Currently, it is at 3.3%.

And if you see companies that have even a lower average interest rate, I'd have to remind you that we also operate in Norway where the interest rate is approximately 1% higher in euro terms, which also has an impact on our operations. And we've also decided to opt for a very conservative fixed rate policy. So we do have a 9% rate on the fixed. When we have 95% of credit with the fixed rate interest rate, We can see for the year 2020 that there is loan maturing. And you might remember that we had a figure of EUR 400,000,000 and we've now repurchased for approximately EUR 300,000,000 worth of bonds.

And therefore, we're able to diminish the maturity risk and the financial risk. And therefore, the loan portfolio has a very good maturity profile. And before June year, there is no important loan maturing profile at all. As for future outlook, we have given guidance that our direct operating profit will be within the range of EUR 188,000,000 to EUR $2.00 6,000,000, meaning that we expect it to be slightly better than last year. Regarding the EPRA earnings, our guidance is that it would be between €138 to €156,000,000 So the average would be slightly above last year, and that is all based on the current property portfolio and the current exchange rates.

So they are more or less comparable. The same applies to our EBITDA earnings per share. We preempt it to be between 15.5 to 17.5 with the current asset portfolio. We'll get back to this point later on. But briefly, I'd like to mention that the comparable dividend to be proposed would be €0.13 per share.

And when at the later item, we'll handle this. We'll speak about the reverse share split that will technically transform it, but otherwise doesn't change anything. So currently, the dividend yield, when we put that into relation with our share price, is approximately 7.6%. So therefore, the company is a very lucrative company in terms of dividend yield. We didn't have any new flaggings during the year.

And these are the biggest shareholders. Gazette Globe owns 48.5%, CB BIB 15% and IL-nine 97%. And the fourth major shareholders is Elekta from Sweden with shares approximately 5%. Thank you. That was my review.

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