Shaftesbury Capital PLC (LON:SHC)
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May 1, 2026, 4:47 PM GMT
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Investor Update

Mar 20, 2025

Operator

Good morning and welcome. This morning's call, hosted by Shaftesbury Capital, will comprise a short presentation followed by a Q&A session for analysts. Those who have joined via conference call this morning, if you would like to ask a question during the Q&A session this morning, please signal this by pressing star one on your telephone keypad at any time. I would now like to hand the call over to Ian Hawksworth, Chief Executive. Game the session. Please go ahead.

Ian Hawksworth
Chief Executive, Shaftesbury Capital

Thank you, Laura. Very good morning to everybody. Thank you so much for joining us today. We're very pleased to announce the formation of a GBP 2.7 billion long-term strategic partnership with the Norwegian Sovereign Wealth Fund, Norges Bank Investment Management, which highlights the fundamental value and attractiveness of our portfolio. I'll begin with an overview, provide details on our strategic partnership, Situl will then take you through the financial benefits, and then we'll finish with the Q&A. We're delighted to be entering into this partnership with a leading global investor.

NBIM will make a 25% investment in the Covent Garden estate at the December 2024 valuation. Shaftesbury Capital will retain a 75% interest with control and management of the estate. The partnership will invest in the growth of Covent Garden whilst releasing approximately GBP 570 million to Shaftesbury Capital, further strengthening our financial position and creating significant optionality for the company.

It provides financial flexibility with a range of accretive options to deploy the proceeds, including acquisitions, investment into our existing portfolio, and debt reduction. Through partnering with private capital, this transaction will leverage our operating expertise and property portfolio to enhance investment and expansion opportunities at Covent Garden and our wider portfolio. NBIM is a leading global institution with a long-term investment horizon and knowledge of and presence in London's West End. The transaction underlines how such long-term investors place value on our prime central London estates with aggregated ownership, high occupancy, low capital requirements, and reliable growing long-term cash flows. With our enhanced access to liquidity, we will look at opportunities to expand selectively, adding to our growth prospects.

There's a rich pipeline of repositioning opportunities across the wider portfolio, and so far this year we've deployed GBP 35 million towards acquisitions across Soho and Covent Garden, with a number of properties currently under review. This investment by a leading global real estate investor demonstrates the quality of our portfolio, and we look forward to delivering sustained growth in rental income and valuation from our unique West End investments. Situl will now take you through the financial benefits of the transaction.

Situl Jobanputra
CFO, Shaftesbury Capital

Good morning. As you've heard, there are a number of strategic and financial benefits from the long-term partnership with NBIM. The proceeds of the transaction, expected to be in the order of GBP 570 million, will be used towards growing our business through investment in existing assets and new opportunities, both in Covent Garden and across our other estates. The transaction is expected to be NTA neutral and earnings enhancing. As a result of the transaction, the group's financial flexibility will be enhanced significantly. Net debt halves from GBP 1.4 billion to GBP 700 million, and loan to value is reduced from 27% to 16%. Net debt to EBITDA will also be reduced significantly from 11x to 7x.

Proceeds will be used in the nearer term to reduce drawn debt, including partial repayment of the Canada Life term loan and in due course repayment of GBP 275 million of exchangeable bonds due in March 2026. In the meantime, cash will be held on deposit. Before deployment of the proceeds, available liquidity will increase to over GBP 1 billion, including GBP 450 million of undrawn committed facilities. The transaction involves NBIM taking a 25% shareholding in the Covent Garden estate, which was independently valued at GBP 2.7 billion at the end of 2024. This part of the business has GBP 380 million of debt in the form of unsecured private placements and will initially have GBP 25 million of cash. The company maintains control and management, with fee income reflecting the costs of running Covent Garden. There will be customary governance arrangements in place, reflecting the non-controlling interest.

Covent Garden will elect for REIT status as part of these arrangements. The transaction is expected to complete in early April, and we very much look forward to working with our partner and to pursuing investment, growth, and expansion opportunities across the business. I will now hand back to Ian.

Ian Hawksworth
Chief Executive, Shaftesbury Capital

Thank you, Situl. As we said, the GBP 2.7 billion partnership brings together two long-term investors with shared confidence in the ambitions for the growth prospects of the Covent Garden estate. As demonstrated by our recent 2024 results, our irreplaceable West End portfolio is anticipated to deliver sustained income and value growth. We're confident in our targets of 5%-7% rental growth, which with stable yields we expect to deliver total accounting returns of 8%-10% over the medium term. With our enhanced liquidity position, we'll pursue accretive opportunities for investment and expansion of our assets under management. Backed by our strong balance sheet, we're well positioned to grow the business and take full advantage of market opportunities in London's West End. That concludes the formal presentation. I'll now hand back to the operator, and if you could let her know if you'd like to ask questions.

Prior to doing so, I'd appreciate it if you'd state your name and your organization. We'll now hand back to Laura. Thank you.

Operator

Thank you. Ladies and gentlemen, as a reminder, if you would like to ask a question, please press star one on your telephone keypad. Thank you. We'll now take our first question from Aaron Guy of Citi. Your line is open. Please go ahead.

Aaron Guy
Real Estate Equity Analyst, Citi

Yeah, thanks very much, Aaron Guy from Citi. Congratulations on the deal. Good pricing at book value. Can you just talk a little bit about how the deal came about? Was it something that you sort of approached them, given the discount on the shares? Was it the other way around? Given the discount that is sort of in the stock, could we see more of this across the portfolio?

Ian Hawksworth
Chief Executive, Shaftesbury Capital

Good morning, Aaron. Thanks very much for the question. These things tend to evolve, don't they ? We've had a long-term relationship with NBIM over many years, and we're delighted that they've chosen to invest at the December valuation in the future growth of Covent Garden. We see this as an opportunity to expand and grow. I think there is the potential for private capital to do more in the West End, and you've seen a number of organizations deploy capital in the market recently. We are delighted with the optionality that this provides for us in the long-term growth of Covent Garden, which remains at the heart of our business, as well as the opportunities that we're seeing emerging elsewhere in our West End portfolio.

Aaron Guy
Real Estate Equity Analyst, Citi

Thanks. Just another one, if I can. In terms of the new opportunities that you're sort of seeing to deploy capital into, I guess the marginal cost of debt that we were discussing is probably around 6%. Who are the sellers potentially of these assets? Is it more sort of little bolt-on acquisitions? Are you starting to see a little bit more sort of motivation sellers coming to the market given refinancing pressures? Just a little bit of a guide on what we might expect roughly on acquisitions.

Ian Hawksworth
Chief Executive, Shaftesbury Capital

Yeah, I mean, it's been an actively traded market in our sector now for the last couple of years. I mean, you'll recall that we've actually disposed of quite a number of properties over the last two years, around about GBP 340 million worth, actually, roughly at book. The market is well traded for mixed-use, relatively small lot-size assets. We are seeing the emergence of properties coming primarily from the private market, but also from some institutional investors that are looking to monetize their positions in the West End. It's a wide range of buyers and sellers. I think it's probably one of the most active markets that we've seen, really, for our type of real estate, for many years. We see that continuing, and we do expect that over the next one to five years, we'll see some larger opportunities emerge as well.

Aaron Guy
Real Estate Equity Analyst, Citi

Okay, great. Thanks very much.

Ian Hawksworth
Chief Executive, Shaftesbury Capital

Thank you.

Operator

Thank you. We will now take our next question from Sam Knott of Kolytics. Please go ahead.

Sam Knott
Equity Analyst, Kolytics

Hi, thanks for taking the question. This is Sam Knott from Kolytics. Can I just first ask about the timing? I'm wondering if this is part of sort of a strategic shift in your asset mix, or particularly to deal with the upcoming debt maturities, or is there some other reason around the timing?

Ian Hawksworth
Chief Executive, Shaftesbury Capital

This is all about the future growth of our assets under management in the West End. We have three wonderful portfolios arranged around Covent Garden, Chinatown, and Carnaby Soho. We are ambitious to grow the business. It does appear that private capital is enthusiastic to be invested in the West End at the moment, and you will be aware of a number of transactions in the sector. We are a very long-term investor, and we are delighted to have a long-term partner alongside us at Covent Garden that shares our ambition for the estate and also has a great understanding and knowledge of the West End. We do expect to see growth in our portfolio over the coming years. I think private capital has always been a major feature of the West End property market and will continue to be so.

Sam Knott
Equity Analyst, Kolytics

Maybe one more, if I can. Just given that you mentioned quite a lot of the uniqueness and possibility to replicate the portfolio, is there a concern that you're sort of selling a long-term asset here that you can't necessarily easily replicate or repurchase in the future?

Ian Hawksworth
Chief Executive, Shaftesbury Capital

This is a long-term partnership in perpetuity with a very well-qualified global investor who has a deep knowledge of the West End. We are ambitious for the growth prospects of Covent Garden. I would point out that we retain 75% of the portfolio. We would not characterize it in that way. This is about using the opportunities that we have within our business to look to expand. Partnering with private capital in the long term is clearly a sensible option for the company.

Sam Knott
Equity Analyst, Kolytics

Thank you.

Ian Hawksworth
Chief Executive, Shaftesbury Capital

Thank you.

Operator

Thank you. We will now move on to our next question from Rob Jones of BNP Paribas. Please go ahead.

Rob Jones
Operations Oversight Analyst, BNP Paribas

Great, thanks. Yeah, morning Ian. The market clearly likes it. Shares up nicely. I got cut off at the start of the Q&A, so apologies if I'm asking a repeat question. I had two. Question one was, was a stake purchased by Norges of a percentage other than 25% ever discussed or on the table? Secondly, when it comes to future acquisition opportunities at the estate, how does it work in terms of parties' investment? Do you put in 75% and they follow their money with their 25%? Or is it only the estate structure that can make acquisitions and therefore it needs to be sufficiently funded from a liquidity perspective to undertake further acquisitions as and when they arise going forward? Thanks.

Ian Hawksworth
Chief Executive, Shaftesbury Capital

Yeah, look, this is a long-term partnership with NBIM. We think the structure of 75/25 is very appropriate. It allows us to continue to steward and manage the estate in the same way that we have done for the last sort of 15 to 20 years. We do see very strong growth coming out of Covent Garden, as you'll have seen in the results that we published for 2024. You have very strong occupier demand at the moment, very good footfall, and you have sales significantly above where they were pre-COVID. The future is looking very positive for Covent Garden, particularly as it's fully occupied. We do look at, we do intend to expand on a careful basis as opportunities actually come to market in the same way that we have done for many years now.

Situl Jobanputra
CFO, Shaftesbury Capital

Rob, on your question about funding, clearly the group and Covent Garden are very well capitalized. In terms of future activity, that will be funded through a combination of debt and also in terms of equity from the two partners, which we'd expect as a placeholder assumption to be done on a pro-rata basis.

Rob Jones
Operations Oversight Analyst, BNP Paribas

All right, understood. Thanks for taking my questions, guys.

Situl Jobanputra
CFO, Shaftesbury Capital

Thanks, Rob.

Operator

Ladies and gentlemen, as a reminder, if you would like to ask a question, please press star one on your telephone keypad. We will now take our next question from Zachary Gauge of UBS. Your line is open. Please go ahead.

Zachary Gauge
Equity Research Analyst, UBS

Yeah, morning everyone, and thanks for taking the question. Just one from me on the fee side. Any sort of more disclosure you could give around how that's structured and what sort of income that would generate? And then sort of touching on that, what the impact that would potentially have on your target of a 30% cost ratio. I presume it makes that slightly more achievable in a quicker time frame, but do correct me if I'm wrong on that.

Situl Jobanputra
CFO, Shaftesbury Capital

Right, it's Situl. Morning. On the question about the impact on the income statement, you'll have seen in the announcement that we've set out the kind of three main areas in terms of the group share accounting for the income, which will obviously change because it will be 75% of Covent Garden rather than 100%. The second area is around asset management income and costs, which are currently borne 100% by the group, which will in the future be borne 75%. That bucket of fee income and costs on a 12-month basis today is around GBP 404.5 million. The third area is obviously the impact on finance costs and the benefit in particular of lower net debt. I think that's your kind of overall picture on earnings and kind of touching on your question on fees in particular.

As far as cost ratios are concerned, clearly that depends on what we do in terms of deployment of proceeds over time. In the nearer term, you'll get a greater benefit to finance costs as those proceeds are deployed over time. That will add to the income generation of the business and will benefit the equity cost ratio over time.

Zachary Gauge
Equity Research Analyst, UBS

Great, thanks.

Ian Hawksworth
Chief Executive, Shaftesbury Capital

Thank you.

Operator

Thank you. There are no further questions in queue. I will now hand it back to Ian for closing remarks.

Ian Hawksworth
Chief Executive, Shaftesbury Capital

Thanks, Laura. Thanks, everybody, for joining. This is a really interesting opportunity for the company to grow our position in Covent Garden and the West End. We are excited by the opportunities that it presents, and I think it's a big vote of confidence in the West End as a whole. Thank you very much for joining. If you have any subsequent questions, please do let us know. Thank you very much.

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