Citycon Oyj (HEL:CTY1S)
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Apr 28, 2026, 6:29 PM EET
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AGM 2022

Mar 22, 2022

Speaker 3

Dear shareholders, I'm pleased to welcome you all to Citycon's Virtual Annual General Meeting 2022. To begin, I would like to thank Citycon's management team and all Citycon's associates for their hard work and commitment during 2021. We are encouraged to see continued performance and valuation improvements at Citycon centers with operations nearly back to pre-COVID levels. The positive development reflects the quality of Citycon's necessity-based urban hubs, which have a high proportion of tenants providing easy access to groceries and other critical goods and services connected to public transportation and conveniently located in the largest and fastest-growing Nordic markets. Looking at the key financial figures, I'm pleased that Citycon delivered solid operational performance during the year, despite the continued presence of the COVID-19 pandemic.

The trend is clearly positive, as during the last quarter of the year, the like-for-like net rental income increased by 2.9% compared to the previous year. At the same time, operating properties recorded a fourth consecutive quarter of uplift in valuations, which clearly demonstrates the quality of Citycon's grocery-anchored urban hubs. It is also notable that in 2021, tenant sales exceeded not only 2020 but also 2019 levels, which directly results from Citycon's tenant mix and large shares of necessity categories such as groceries, pharmacies, municipal, and healthcare services. For the full year, net rental income was EUR 202, 300, 000 and declined by only 1.5% on a like-for-like basis. The decline was relatively modest, especially when taking into account the fact that the first quarter of 2020 was effectively a pre-COVID operating environment.

We were also pleased to see that leasing activity was very strong with Citycon recording an all-time record of over 245,000 sq m of new leases in 2021. Citycon continues to strategically transform its portfolio through the sale of non-core assets and through the development and transformation of its existing necessity-based centers into mixed-use urban hubs with a clear focus on increasing the share of residentials in our portfolio to enhance our core centers, while correspondingly decreasing the proportion of non-essential retail in our assets, such as fashion. We have a strong team in place to execute on this portfolio transformation, and in August 2021, we agreed with Mr. Scott Ball that he will continue as CEO of the company through January 2025. Mr. Ball's appointment provides an important continuation to the business.

In addition to providing the necessary support and overall development of the organization. Furthermore, I'd like to welcome Citycon's new CFO, Bret McLeod, to the team. Mr. McLeod replaced Eero Sihvonen, who served in his position since 2005, and transferred his duties to Mr. McLeod on December 31st, 2021 as a result of the planned retirement. I would like to thank Sihvonen, Mr. Sihvonen for his valuable contribution to Citycon for over 17 years and all the help he provided me and the company. I would also like to thank our talented board of directors for their contributions and expertise. Together with our corporate management committee, we have an excellent foundation to continue to grow our business. Looking at the year ahead, Citycon is committed to sustaining and further improving its strong operational and financial performance, which are the cornerstones of growth in future.

In the long term, Citycon's ambition is to become the premier mixed-use urban hub real estate investor and owner, and Lippulaiva is a great example of Citycon's comprehensive strategy in action. A full service, mixed-use urban hub with several large grocery anchors, a wide range of private and municipal services, direct connection to the metro, surrounded by eight residential towers comprising approximately 500 apartments, as well as being, of course, a net zero emitter with sustainable technologies. In addition, Citycon will continue to execute on the 600,000 sq m development potential across the Nordics. The upcoming residential projects are distributed across our operating countries with multiple locations spread out across Norway, Sweden, Finland, and Estonia. In short, we are pleased with our results in 2021 and look forward to continued strong performance in 2022.

Thank you all for joining us today, and we appreciate your continued support.

Scott Ball
CEO, Citycon

Good morning. On behalf of the company, I'd like to welcome you to Citycon's virtual 2022 annual general meeting. I'd like to start by providing a quick overview of Citycon. We are the largest player in the Nordics in our space, with 35 urban hubs located in the largest and fastest-growing Nordic cities. These hubs effectively act as the last-mile logistics delivery location for our tenants and customers. Combine that with our presence in dense and growing population centers, direct connection of public transportation, and the overall macroeconomic stability of the Nordic market, and you have a recipe for the relative operational outperformance that we once again demonstrated in 2021. Additionally, we are increasingly a mixed-use operator that combines necessity retail with housing, offices, and municipal services, all connected by public transportation.

Our necessity-based tenant mix with municipal and grocery anchor tenants brings resilience to our portfolio, which distinguishes us against our peers. This stable cash flow from our necessity-based hubs, combined with the significant value creation associated with our development pipeline, provides an attractive value proposition for all stakeholders. We completed a lot of work in 2021 to further stabilize our investment grade balance sheet, and now have no significant near-term maturities until 2024, which puts us in a strong financial position with flexibility. Approximately 80% of our GRI comes from non-fashion tenants, and only 5% of GRI is turnover-based, which further highlights our stable business model consisting of some of the best necessity-based centers in the Nordics. It is notable that 92% of our leases are linked to indexation. This should provide further protection in an inflationary environment.

Municipality and healthcare tenants have been a strategic focus area for Citycon. Public sector and healthcare services account now for 11% of our contracted GLA. This gives us many benefits. First, we benefit from the high creditworthiness of our public sector tenants, which improve the certainty of cash flows and further support the resilience of our assets. Second, the lease period for public tenants is typically longer between 10 and 20 years. Lastly, public tenants also represent an integral part of our densification strategy as they drive footfall to our locations without competing with our existing tenants. In 2021, Citycon continued to demonstrate the strength and stability of its portfolio as operations in our centers are nearly back to pre-COVID levels. Q4 like-for-like net rental income grew at 2.9% compared to the same period of the previous year.

It is notable that we generated 4 consecutive quarters of net valuation gains in our operating properties, equating to EUR 48.6 million. This again demonstrates the quality of our portfolio and the fact that our tenant mix truly differentiates Citycon from other players in the commercial real estate sector. On the transaction front, we continued our opportunistic active capital recycling and sold four non-core assets during the year for EUR 250 million, which was above book value. We continued this success in the first part of this year by selling an additional EUR 145 million of assets in Norway.

In addition to demonstrating strong private market demand for retail assets, we also have demonstrated our disciplined capital allocation by using part of the sale proceeds to repurchase 10 million of our own shares and take advantage of the large discount of those shares relative to NRV. During the year, we also made significant progress in renewing our financial facilities. Citycon issued a green bond of EUR 350 million and a green hybrid bond of EUR 350 million. Following the repayment of debt, Citycon has no significant near-term maturities until 2024. Further, 2021 saw us reaching major zoning and planning milestones for the remainder of our development pipeline, including major projects at Liljeholmen, Herkules, Vallsten, and Trekanten. Like Lippulaiva, these organic developments utilizing our existing building rights will be significant opportunities for growth going forward.

I am pleased to see encouraging results and positive trends, especially during the fourth quarter, where retail occupancy rate increased 50 basis points from the previous quarter to 94.2%. At the same time, the last quarter produced significant like-for-like growth in both footfall at +8.2% and in tenant sales at +7.6%. On the operating side, we are pleased to see that both tenant sales and footfall continued to develop very positively, especially during the last quarter of 2021, both with an 8% like-for-like increase compared to Q4 2020. Notably, for full year 2021, like-for-like tenant sales surpassed not only 2020, but also 2019 levels. Compared to 2020, like-for-like tenant sales increased by 3.8%.

Once again, it is important to note that grocery sales are driving the increase of tenant sales higher compared to pre-COVID environment in 2019. This sets us apart from our peer group and is a strong demonstration of the benefits of our strategy of owning grocery-anchored urban hubs in growing locations. Last year, Citycon continued to make progress and received significant recognition for our efforts to achieve our climate goals while simultaneously working with local governments to provide safe, necessity-based services during the pandemic. We are extremely pleased to have been selected as one of Europe's climate leaders. Our inclusion in the top quarter in Europe by the Financial Times is an acknowledgment of our long-term sustainability work. In our mind, profitability and sustainability go hand in hand. Energy-efficient and environmentally certified buildings are high quality buildings with low operating expenses.

For example, Lippulaiva will be a zero energy asset right from the opening, with the largest geothermal heating and cooling facility ever built into a commercial building in Europe. Furthermore, we continue supporting the transition to low carbon economy also through our green financing framework. We were one of the earliest Nordic real estate companies to commit to sustainable financing. In 2021, our green issuances totaled EUR 700 million. Tenants and the tenant demand for our shopping centers continued with strong leasing activity as the number of leases increased from the prior year. 245 million sq m of new leases commenced in 2021, which is the highest number in the company's history. At the same time, our average rent increased to EUR 22.6 per sq m compared to EUR 22 in year-end 2020.

We are pleased to see that the retail occupancy rate jumped by 50 basis points in Q4 2021 from the previous quarter being at 94.2%. Our active leasing and asset management have allowed us to optimize the tenant mix in our centers. In line with our stated strategy, we have been increasing the share of groceries and at the same time decreasing the share of fashion. The share of fashion from our tenant mix has decreased from 30% to approximately 20% over the last few years. We intend to continue this trend as centers with our leasing efforts continue to target grocery, municipal, and other service providers. In addition to maximizing operations at our core necessity-based centers, Citycon is undergoing a strategic transformation to a real estate company that combines retail with housing, offices, and municipal services all connected to transportation.

For Citycon, densification provides an attractive add-on business on top of our already strong necessity-based retail assets with a significant portfolio diversification impact and clear synergies with our business. Citycon's urban hubs are perfectly positioned to participate in densification, thus providing a pipeline for growth in our business. On the development front, we will continue to execute on 600,000 sq m of total development potential, of which 300,000 sq m are residential. These development opportunities will provide significant organic growth for us going forward, particularly on the residential front, and serves to enhance and improve our existing hubs. As we've stated previously, increasing the densification and diversity of our urban hubs improves both the stability of our existing assets while providing excellent growth and value enhancement from the newly developed buildings coming online.

These projects are distributed across the operating countries with multiple locations spread out across Norway, Sweden, Finland, and Estonia. Execution and building will involve a case-by-case decision on how to proceed with individual developments. Balance sheet and financing remains a key consideration in this decision-making. Depending on the site, we may choose to develop it ourselves, or as part of a JV, or simply to sell the building rights. It is important to highlight that much of the value creation from densification starts in the zoning phase once saleable building rights are received and prior to potential CapEx outlays. We have now identified EUR 275 million of additional building right potential in our current portfolio, which does not include the actual development.

Lippulaiva is the perfect representation of our mixed-use strategy in action, an efficient, sustainable, net zero emission, necessity-based retail center with eight residential towers and direct connection to a new metro and bus terminal. We are very excited that this first phase of our flagship will be opening its doors on March 31st. Lippulaiva is a pioneer in sustainable energy solutions and will be carbon neutral in terms of energy consumption from its opening day. Energy solutions for the buildings include geo-energy, solar panels, and smart management of electricity consumption. In line with our strategy, there is a significant residential component attached to the center. There will be in total 575 apartments adjacent to the center, of which 400 rental apartments will be owned by Citycon.

By creating and owning a mixed-use urban hub such as Lippulaiva, we are utilizing the development rights we already control to produce incremental cash flow that not only adds to but also diversifies our portfolio. The tenant mix of the new Lippulaiva is heavily necessity-based, with 45% of the GLA reserved for groceries. In total, grocery operators, healthcare, community services such as a public library, preschool, and gym represent almost 70% of the GLA. We are currently 90% pre-leased and most recently announced a healthcare provider and some other important anchor tenants such as Clas Ohlson. Lippulaiva is a concrete showcase of our strategy and future direction. I hope that as many as possible of you are able to attend, visit the center, and see our flagship asset, and witness our strategy execution in action.

To conclude, I'm extremely pleased with the relative performance of the company over the past year, and I am extremely proud of our team and their efforts. We will continue to execute our strategy and to make Citycon a great investment for our shareholders. I would like to turn the meeting over to our new Chief Financial Officer, Bret McLeod.

Bret McLeod
CFO, Citycon

Good morning, everyone, and thank you, Scott. I also would like to welcome all of you to the annual general meeting, and am pleased to be here and to serve as Citycon's next Chief Financial Officer. My name is Bret McLeod, and I officially stepped into the role of CFO following the planned retirement of Eero Sihvonen at the end of 2021. I was fortunate to have joined the company last August and had the pleasure of working closely with Eero and the team throughout the fall to ensure a smooth transition. I'm grateful to Eero and the rest of my colleagues for their support and excited to move forward with the outstanding team we have here at Citycon.

For those of you who have not met me, although I was born and raised in Canada, my family and I relocated from the U.S. where I lived for over 20 years. I have over 18 years of experience in real estate and have been involved in over $15 billion of transactions in a wide range of disciplines. Prior to joining Citycon last year, I was the Executive Vice President, Chief Financial Officer at Lakewood Hotel Trust, a private firm I also co-founded. Prior to Lakewood, I served at Host Hotels & Resorts, the largest lodging real estate investment trust, most recently as Senior Vice President, Treasurer, Head of Corporate Strategy, and Investor Relations.

One of the great benefits of this planned CFO transition is that I have had the chance to spend time at our assets and with our people, and I am so impressed with not only the quality of our necessity-based urban hubs, but also by our dedicated associates driving value at these centers for shareholders every day. With that, let's talk about our 2021 results and some of the key fundamentals in our business. Last year, the composition of our portfolio provided a great deal of stability in an uncertain COVID-19 environment. A major driver of this stability is our tenant mix, which is heavily reliant on grocery and municipality tenants, and in turn, much less reliant on fashion. This truly differentiates Citycon from its peer group and has resulted in relative operational outperformance throughout the pandemic.

This is probably best exemplified in our rent collection rate, which is an industry leader and has remained consistently high throughout the pandemic. For 2021, our non-adjusted rent collection rate remained strong throughout the year and stands at 96%. Notably, Q2 2021 initial collections were 94%, but have improved to 97%, reflecting stability and potential improvement over time. As Scott has described, it was a strong quarter on many fronts and a solid year versus a tough 2020 comp, given the first quarter of 2020 was effectively pre-pandemic. Probably the most important takeaways from Q4 are that like-for-like NRI was up 2.9% and net fair value increased nearly EUR 43 million, the largest quarterly gain of 2021 and the fourth consecutive increase of net value gains for our operating properties.

Both are very promising trends as we look forward into 2022. While total fourth quarter NRI of EUR 49.3 million was slightly behind Q4 2020, this was mainly a result of the Swedish and Columbus asset sales and offset somewhat by a stronger NOK currency, which helped quarterly NRI by EUR 1 million. Looking at EPRA earnings, one-time items in direct current and direct deferred taxes were the most impactful, driving the change in Q4 2021 versus Q4 2020. In June 2021, we issued a EUR 350 million hybrid bond that solidified our financial position and overall flexibility. However, the new issuance did result in EUR 3.6 million of incremental hybrid interest expense in Q4, which impacted adjusted EPRA earnings and EPS compared to Q4 2020.

Moving to our full-year results, total NRI in 2021 was lower than 2020 by EUR 3.1 million, mainly driven by the difficult comp of a pre-pandemic Q1 2020, as well as slightly higher energy expenses throughout the year. Strong FX gains during the year were more than offset by the strategic divestments of Columbus and our Swedish assets early in 2021. Importantly, like-for-like NRI was only off 2020 by 1.5% and approaching 2019 levels, a very positive development that we believe sets us apart from our industry peers. Full-year EPRA earnings were impacted by many of the items discussed that occurred in the fourth quarter, as well as the exit of the managed business in Norway early last year. As mentioned, we are pleased with the improvements we saw in EPRA NRV.

Using our actual share count as of the end of the year, this metric now stands at EUR 12.15 per share, an increase of nearly 6% over the same metric as of year-end 2020. As you can see on slide six, net fair value changes for the quarter and the year increased EUR 42.7 million and EUR 48.6 million, respectively. Notably, excluding our development asset Lippulaiva, total net fair value changes for 2021 amounted to nearly EUR 77 million. We received independent appraisals from JLL and CBRE on our assets in the fourth quarter, and overall, we've observed appraisers turning more positive on retail, particularly the type of necessity-based retail that are at the core of our urban hubs and strategy, as evidenced by the gains our portfolio exhibited throughout the year and in the fourth quarter.

This is being driven both by an improved operating outlook as COVID subsides, and more importantly, by increasing investor appetite for retail properties in the private markets. We've provided strong support of this point with our sales last year and again with our two Norwegian dispositions in February of this year. These valuation increases continue to have a positive impact on our balance sheet, which remains strong and provides flexibility for Citycon to create value for our shareholders. As noted on slide eight, we continue to maintain ample liquidity, which has been enhanced by the Norwegian asset sales and stands at over EUR 660 million, including 100% availability under our EUR 500 million credit facility. In addition, we have a well-laddered maturity schedule with no significant maturities prior to 2024.

100% of our assets are unencumbered, and we carry an investment grade rating and stable outlook from all three major rating agencies. Our credit metrics continued to improve in 2021, with IFRS leverage better by 620 basis points to 40.7%, and interest coverage and net debt to EBITDA materially improved. Post-Norway asset sales, these metrics have only strengthened. I would also point out that these levels are inclusive of our successful reverse ABB share repurchase in Q4 2021, which removed the overhang of a large institutional shareholder. We have already seen the positive impact to stock liquidity since the reverse ABB, as our average daily volume has increased nearly 60%. We continued to be active in the capital markets in 2021, with much of that work solidifying the balance sheet in an uncertain COVID environment.

In 2021, we issued a EUR 350 million senior bond offering, as well as a EUR 350 million hybrid, the latter having solidified our investment grade ratings. Early in 2021, we executed a tender offer for the bonds maturing in 2022 before redeeming the remaining notes outstanding in Q4. In total, we repaid EUR 230 million of senior notes and commercial paper in 2021 and are fortunate to have no material debt maturities until 2024. 2021 was also busy on the transaction front as we continued our disciplined capital allocation and recycling to strategically improve the portfolio. In the last 14 months, we have sold EUR 400 million of non-core assets above book value.

This included several non-core disposals for over EUR 250 million, consisting of three assets in suburban Stockholm in March 2021 and the sale of our Columbus Center in Helsinki in November 2021. As previously mentioned, we continued the strategic capital recycling this year with the divestment of two non-core Norwegian assets for EUR 145 million in February. Again, these asset sales were above book value when considering the near-term capital requirements. These sales continue to demonstrate strong execution on our strategic initiatives to improve the portfolio. They also reflect the underlying quality of our assets and their attractiveness to institutional investors, as well as confirming both the valuation and the liquidity of Citycon's portfolio.

Investor appetite remains strong, and we will continue to selectively pursue capital recycling activities at attractive pricing that supports our strategy of owning core necessity-based urban hubs with development potential. We continue to be measured and disciplined in how we allocate capital, applying a consistent approach to evaluating all investment opportunities. As mentioned, we used a portion of the Columbus sale proceeds to repurchase shares in Q4 at a significant discount to NRV. With our high quality, necessity-based, and development-rich portfolio trading at approximately a 40% discount to NRV, this represents one of the best investment opportunities available to Citycon and all of our shareholders. In total, we repurchased 10 million shares, 9.5 million of which were strategically repurchased from one institutional holder in the reverse ABB, which again reduced the overhang of the share price and increased daily average volume materially.

We also continue to strategically invest in complementary assets to the portfolio. In February, we announced the forward funding purchase of a brand-new 200-unit residential complex for EUR 69.5 million in the fast-growing neighborhood of Barkarbystaden, which is close to our existing necessity-based assets in Kista and Jakobsberg in Stockholm. This off-market transaction has been structured as a forward commitment whereby Citycon made a deposit of EUR 6.6 million after construction began in February 2022, and we will fund the remaining purchase price pro rata at the completion of two construction phases in 2024.

We have demonstrated a strong track record as disciplined allocators of capital, and we will continue to seek to invest in an appropriate risk-adjusted spread to our cost of capital in order to enhance shareholder value, be it through acquisitions, through new development, through investing in our core assets or through equity and debt repurchases and, of course, dividends. In line with our dividend policy, we continue to offer an attractive dividend for our shareholders. For 2022, the board of directors proposes that the board will be authorized to decide on the profit sharing and the maximum amount of profit sharing to be paid as equity repayment and that it will remain the same as last year at EUR 0.50 per share. That concludes our remarks today. We want to thank you for participating in our virtual AGM.

We wish you all a safe 2022 and hope to be able to see you in person next year. Thank you.

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