Samhällsbyggnadsbolaget i Norden AB (publ) (STO:SBB.B)
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Earnings Call: Q3 2022

Oct 27, 2022

Operator

Good morning, and welcome to the SBB Conference Call. All participants will be in listen-only mode. Should you need assistance, please signal a conference specialist by pressing star then zero on your telephone keypad. After today's presentation, there will be an opportunity to ask questions. To ask a question, you may press star then one on your telephone keypad. To withdraw your questions, please press star then two. Please note, this event is being recorded. I would now like to turn the conference over to Mr. Ilija Batljan. Please go ahead.

Ilija Batljan
CEO, SBB Norden

Thank you very much and welcome everyone. SBB is a social infrastructure champion in Europe, and with this report we are continuing to strengthen our position in field. Next slide, please. We presented today a very strong report. Our strongest net operating income ever. We are delivering high interest coverage ratio and also at the same time delivering strong increase in cash flow. Despite that we are being conservative and doing write-downs of our JM position also having negative value changes in our residential portfolio and also have unrealized exchange rate differences. Those you can say the non-cash costs are affecting our profit negatively.

On the other side, our core business is continuing to deliver very strong profit. In this quarter, we are delivering adjusted profits from property management of SEK 1.144 billion or an increase with 24%. Our strongest profits from property management also beating estimates with almost double. That is why it is important to look at our current earnings capacity that you can see at this slide. You can see that we at the end of this quarter have rental income of SEK 7.2 billion. We have property costs where we also are taking maintenance costs through P&L.

After that we have a NOI of SEK 5.53 billion. This leads to operating profit after financial expenses of SEK 4.4 billion, which is SEK 3.03 per share. However, we have very strong pricing power. Given the latest inflation in our markets, we are expecting impact on NOI from indexation for the next year to be SEK 300 million almost SEK 400 million. Including that, our adjusted operating profit expected for the next year is SEK 4.8 billion or SEK 3.29 per share.

If you then look, because those numbers are affected by profits from joint ventures and associated companies, and those numbers don't include our dividends to equity instruments, excluding SBB shares like these shares and hybrids. That is what you can see at the lower part of the slide, showing that our operating profit from cash flow in terms just counting pure expected dividends from joint ventures will land at SEK 3.9 billion or 2.66 SEK per share. We have SEK 926 million in dividends to these shares and hybrids.

as said before, we are expecting at least SEK 392 million from inflation adjustments, which will result in a cash profit of SEK 3.341 billion or SEK 3.3 billion or SEK 2.3 per share. Our expected cash profit according to current earnings capacity for the next 12 months is SEK 2.3 per share. Next slide, please. This report is on top of very strong profit from property management.

Also recognizing uncertainties and challenges in the market and our choice to be proactive and to act in order to make sure to be responsive to change and adapting to changing conditions.

We think that is our main strength, and we see adaptation as the basis for long-term sustainability. Adaptation is requiring from our employees capacity for new thinking, creativity and resolve. Those measures that you can see at slide three are results of that. The first is, of course, that we started relatively early this year to sell assets. We are continuing to sell assets. We are hustling on the balance sheet, as I said of those SEK 48 billion, SEK 2 billion are full term plan disposals of joint ventures. We have great visibility on those, and those are also expecting to be closed before the year end.

The second important work that we have been doing last year is focusing on diversifying our financing. As you know, we did USPP in this summer, unsecured financing from U.S. with very strong and very good conditions. We have this report is showing very good relationship with the leading global and Nordic banks. On the same line on the diversified financing, we are also signed the new credit facility of EUR 750 million in October. All in all, very strong position and continuing to strengthen our position in diversified financing.

The third point that we are emphasizing, and that we also announced this morning is that we intend to increase our focus on social infrastructure by evaluating the possibility of distributing a residential company to the shareholders. This residential company is expected to have properties for SEK 18 billion, and only bank loans with an LTV of approximately 55%. This will create one of the largest listed residential companies or the largest. This will be actually largest listed residential, pure residential company in the Nordics.

As we emphasize in press releases, if the condition for a split or for this distribution are met, shares in the residential portfolio are intended to be distributed to SBB shareholders of A and B shares by resolution of an extra general meeting. This is expected to be done before year end. Distribution is expected to be done before year end, and the intention is to list the residential property company shares in the first quarter of 2022. The fourth important point of strength in our work and presented in this report is our work with long-term institutional capital.

We experience large demand for community service properties, and we have already structured two subsidiaries within the community service segment. We have intensive ongoing work stream with potential minority owners with long-term institutional capital. There we are doing work with legal and financial advisory teams. All those four points are not plans or ideas. Those are the points that are currently executed. Next slide, please. When you present a report, it is always good to look back and to compare how we are delivering also in relationship to our own published metrics.

If you compare our adjusted profit from property management, you will see that we are delivering even stronger than our communicated earnings capacity. As I said before, strong deliverable from core business, and showing the strength of our property management and showing very strong operating profit. Next slide, please. Just to try to on top of the main points that I presented, just to try to do some extra highlights for third quarter.

As I said before, I am very impressed with our people's ability to adapt with strong work, and that is what is delivering those lines of successful disposals and diversified financing, innovative ideas such as this new residential company that will be the largest listed pure residential company in Sweden to be distributed to the shareholders, but also working with long-term institutional capital to take in minority investors given the large interest for community service properties. Our focus on core business is continuing, and as I said before, we deliver strong adjusted profits from property management. Also, if you look at whichever line when you look, you will see that it's very high.

Operating income for the third quarter was SEK 1.333 billion, which is highest to date. We also deliver very strong rental income. Strong base for continuing organic growth coming from a strong performance from core business. Number three, just to emphasize, the important part of this chain, as I mentioned before, highest net operating income ever, but also high interest coverage ratio, 4.8x , one of the highest interest coverage ratios in the real estate market. This should lead to stronger rating because our outlook was adjusted with reference to interest coverage ratio.

Now we are showing that we have very strong and sustainably strong interest coverage ratio of 4.8x . If you look at our cash flow, you will see that we also are delivering very strong increase in cash flow. Our operating cash flow before changes in working capital, which means our real operating cash flow, increased from SEK 1.7 billion first nine months 2021 to SEK 2.7 billion first nine months 2022, with increase of 53%. We had strong increase in Q3 alone. Number four, important in those volatile times, 80% of our gross debt has a fixed interest rate.

As I'm showing in my CEO letter, that will have big impact on average interest rates, because we have a long duration of fixed interest rates of 3.6 years, and we are at the same time divesting assets. A combination of using divestments to repay short-term debt and having a long fixed interest rate is creating a very strong position for continuing income growth from, and this is all connected in the point number five, that we are again emphasizing that we will do everything necessary to strengthen our balance sheet and get a better rating.

We are showing that we are delivering on key ratios. Also this quarter on very high discovery ratio. Given the signed divestments where cash is coming in in Q4, also our LTV will decrease significantly in Q4. You see also this slide that this strong business is underpinned by our unique portfolio, where we have properties in very good location. 79% of our portfolio is located in major cities and university towns. We have very strong focus for social infrastructure and like positions in Sweden and Norway, and building in Finland and starting to build in Denmark.

Important point here is also that our initial yield 2023, even today valuation is 4.1%, which is also given the nature of our low risk assets, a relatively high net initial yield with 11 years worth for a portfolio where income is 99% coming from social infrastructure. Next slide, please. Key ratios for the quarter, I mentioned some of those. I mentioned a strong increase in net operating income, increasing with 22% in the quarter to SEK 1,333 million. A strong increase in operating cash flow before changes in working capital increasing with 45% to SEK 884 million.

Also continuing to deliver on rental income that we are having 3.7% increase in rental income on like-for-like basis. That is if you compare with inflation at the end of the last year, that is actually 90 basis points better than inflation. I mentioned before strong interest coverage ratio and almost unchanged LTV to the last quarter. That will decrease significantly in Q4 when the cash from closed deals is coming in. The average period of fixed interest rate 3.4 years. Average debt maturity four years.

Long term net asset value per share, SEK 40.10, SEK 40.10 per share. This quarter we also deliver strong surplus ratio despite that energy prices are soaring, despite that all costs is increasing and that inflation is high. We managed to deliver very strong surplus ratio. We also increased our economic letting ratio to 95.2%. That combined with 11 years average contract length of social infrastructure is resulting in very stable and strong delivery from the core business. Next slide, please.

Just the next few slides, just to mention a few numbers, and to emphasize deliverables, as you can see from our rental income to our net operating income, we are having a strong deliverables on rental income. The only large difference is on property administration, there we have higher costs than the last year. Partly that is affected by high activity on the investments. But despite that, we have very strong increase in NOI. As I said before, delivering the strongest NOI ever.

I mentioned also before that, we are increasing our rental income on like-for-like basis with 3.7%, 90 basis points over CPI last year. Next slide, please. Going from the net operating income to operating profit, and our profit from property management that is landing at SEK 397 million, affected by the translation gains. We have said before that in this volatile market, we are not fully hedging our long euro debt. That is, those are unrealized losses. If you control for that then, you will see that our profit from property management excluding FX is landing at SEK 1,076 million.

Of course, if you adjust for our support for Ukraine, where we have sent SEK 50 million to support Ukraine, Ukrainian people and some other one-off costs, then you will land at adjusted profit, as I said before, of SEK 1.144 billion, or SEK 1.08 per share. The shown profit at the next slide nine, you can see that changes in value of the properties, and before that, our write-down of JM have affected our profits before tax. We are not bothered with that.

Rather, we see that as a strength that we can, in those times, both do write-downs of JM and also have these write-downs on residential properties and at the same time continue to deliver strong key ratio. All our properties are valued by external valuers. As I mentioned, we do have write-downs on residential properties. However, community service properties are continuing to perform well, despite that valuers are still assuming lower valuations than we have seen in actual numbers. I just put in my report as an illustration so you can see that difference between the latest inflation numbers for Sweden and the valuers' assumptions.

That means that there is actually additional upside in our valuations, particularly on the community service property side. The change in values on residentials and projects are explained by higher yield requirements. Next slide, please. Our debt portfolio. We think a very strong position. How the composition of our debt portfolio is, as you can see, the total portfolio of SEK 77 billion in bonds. If you look at our euro bond portfolio, you will see that we have long euro debt. Our first euro bond is expiring in February 2024.

The majority of our euro debt is at good levels. EUR 4.2 billion of our total euro bond portfolio of EUR 4.2 billion outstanding as of end of Q3. The debt maturity on average is 4.7 years. It is 1.2% average interest rate, and it is 100% fixed. We have a unique position there. Also in terms of the bonds in the Nordic markets, we have just SEK 5.2 billion in bonds that are maturing in next 10 months. Of those, SEK 600 million has been already paid in the beginning of this quarter.

You can also see that we have been having relatively long debt maturity of around four years. Our average interest rate at the end of Q3 was 1.89%. In my full letter, in order to give you a flavor so you can compare our numbers, I also put in some sensitivity analysis where I'm assuming that pricing of interest rates or what our market is pricing interest rates currently. That means that new loans, according to market, should be at levels of 4.9%, fixed.

Showing which kind of effect is as a result of our divestments and just as an example, repayment of debt of SEK 9 billion. You can see that we will continue to have very strong interest coverage also in coming years in all scenarios. Our capital structure is very diversified with different sources of financing, we will continue on that path.

As I said before, we are probably the only business in the Nordic area that is able to do in those markets USPP, which we shown in late July this year. Before that, we did a Schuldscheindarlehen in Germany. We are exploring to continue to diversify our financing. The latest EUR 750 million credit facility that we signed last week is also proof of that. In terms of liquidity, we feel that we have a strong position to be able to act in this market.

We have, as I said before, relatively few maturities in the bond markets, and can repay all bonds, for example, next year, just directly through cash. Next slide, please. To sum it up, as I said before, we are delivering a very strong quarter, our strongest profit from property management, strongest NOI for a quarter ever. At the same time, we are adapting to new market conditions where we are conservative and doing write-downs of JM, despite that JM is still an amazing company where we are long-term owner. In this focus on execution, we are continuing to execute on disposals.

As I said before, we have a large amount of cash coming in in Q4 from disposals, and our work with Amasten is in full process, where our counterparties are investing a large amount of money in order to close the transaction. We are expecting that to be done in a number of weeks. We continue to work very focused on the diversified financing. We have strong relationships with the leading global and Nordic banks. We also signed the new credit facilities of EUR 750 million in October. Number three, we do think that in this market, we will continue to increase our focus on social infrastructure properties.

That is why we are evaluating the possibility of distributing residential company to shareholders. This is the pure residential company, SEK 18 billion of assets with only bank loans. This, according to our advisors, should create the largest listed residential company in the Nordics. As I said before, this distribution, that is, of course, that it has to be decided by the extraordinary general meeting. It is expecting to be done before year-end. Listing of the shares is expecting to be done in the first quarter.

Number four, you can hear this not only from us, there are many market participants that see that there is strong demand for community service properties and for social infrastructure. That is why we have already structured the two subsidiaries within our community service segment. We are having intensive ongoing workstream together with legal and financial advisory team to take in minority owners with long-term institutional capital. That will, of course, strengthen SBB's position to continue to grow and even be stronger as Europe's champion in social infra space.

There are many municipalities that will need large investments in years to come, and having strong SBB is also having strong partner to municipalities to deliver social infrastructure. I was just a week ago in one of the Swedish cities, and it was amazing. I was there to cut the ribbon to open a new sports center, where we have a long lease with municipality. It came 1,500 people. That just shows how important the investments that we are doing in social infrastructure are for our communities. As I mentioned many times through presentation, our focus on core business is even increasing. We focus to continue to deliver strong operating profit.

As mentioned before, we deliver today operating profit per share that is almost doubled expectations, and at the same time also delivering strong interest coverage ratio that we are expecting should lead to a better rating for SBB. As a last point, given all measures that we are doing, we are strengthening our position from the side, the message is that the dividend to ordinary shareholders A and B during next year will at least be unchanged, which is currently SEK 1.32 per share.

Strong message there and continuing focus to strengthen our balance sheet and strengthen and create opportunity for SBB to be the strongest actor in the Nordic and European real estate in 2023. Thank you very much. I will stay there. On the last slide we have a big thank you. Then you have some appendix figures for those of you that are new to SBB. I will stay there, and I will take some questions. Please.

Operator

Thank you very much. We will now begin the question and answer session. To ask a question, you may press star, then one on your telephone keypad. If you're using a speakerphone, please pick up your handset before pressing the keys. If at any time your question has been addressed and you would like to withdraw your question, please press star then two. At this time, we will pause momentarily to assemble our roster. The first question comes from the line of Ash Thomas from Gain Capital . Please go ahead.

Ash Thomas
Senior Analyst, Polus Capital Management

Hi there. Thank you so much for the presentation and for taking my call. I'd like to ask a few questions about the proposed spin-off, please. Firstly, what led you to choose the particular set of assets you're looking to spin off? It sounds like you would retain some residential assets at SBB, but spin off another portion. If you could just talk us through that decision, that would be helpful.

Ilija Batljan
CEO, SBB Norden

Yeah. It's relatively straightforward. We bought last year a company named Amasten, and that is company that has been listed also in the beginning of this year. We are using that company to distribute to our shareholders. We are making sure to have a company that is focusing on pure residential properties.

Ash Thomas
Senior Analyst, Polus Capital Management

Understood. Thank you. In terms of the financing for the spin, you've mentioned bank debt and the 55% LTV target, but what is the current financing of that set of assets? Do you envisage taking on more debt in association to the spin or would all the bank debt roll across?

Ilija Batljan
CEO, SBB Norden

This information will be published during the process, but it is very straightforward that this company will just have a bank debt, and it will have just ordinary shares. Very simple capital structure, pure residential thing.

Ash Thomas
Senior Analyst, Polus Capital Management

Got it. Lastly, you guys have obviously done a lot of work to do a series of disposals and to try and delever the balance sheet and maintain your credit rating. Doing a distribution of assets to shareholders seems to be sort of inconsistent and working against those efforts. How do you reconcile the proposed spin with the deleveraging targets and trying to maintain the investment grade rating?

Ilija Batljan
CEO, SBB Norden

It is rather the opposite. This is strengthening our credit metrics, because it is decreasing the amount of secured debt in SBB. LTV in SBB will be unchanged or lower. This is actually strengthening credit metrics.

Ash Thomas
Senior Analyst, Polus Capital Management

Have you discussed the proposal with the rating agencies just to get their initial perspective?

Ilija Batljan
CEO, SBB Norden

I'm sure that our bondholders are very happy with this measure because they like when we decrease the secured lending. We have right now in Europe a situation where many companies are rather doing the opposite by increasing secured lending.

Ash Thomas
Senior Analyst, Polus Capital Management

Understood. Thank you. That's very helpful.

Ilija Batljan
CEO, SBB Norden

Thank you. Next, please.

Operator

Thank you. The next question comes from the line of Pranava Boyidapu from Barclays. Please go ahead.

Pranava Boyidapu
Director of Credit Research, Barclays

Hi. Thank you, Ilija. Just to understand this split a little bit more. I understand your secured LTV as of Q3 is 19%, and this, the move, if it goes through, would reduce the LTV. Is there any sense you can give us how much that would reduce to? Like, what would the new secured LTV be in a pro forma situation? And does that mean that you can then increase your secured LTV at SBB again? And what would you say is the rough target where you would like to go to?

Ilija Batljan
CEO, SBB Norden

Yeah, that is exactly as you said. This is very credit positive because it is decreasing secured LTV at SBB level significantly. The decrease is around 25%-30%. That will also give SBB opportunity to take in new secure debt. However, given that we think that in those times when all other companies are chasing secure debt, it is good for our bondholders. We are not expecting to take all of that in use.

We will also continue to be cautious to take on large amounts of secure debt.

Pranava Boyidapu
Director of Credit Research, Barclays

Sure. That makes sense. We noticed in your presentation that you mentioned you're looking at long-term minority owners of the community service segment. Does that mean that you're looking for new equity or trying to sell assets through JVs? Or can you elaborate on that?

Ilija Batljan
CEO, SBB Norden

We don't need new equity. That is relatively easy. However, we think that we have, as I said before, there are many municipalities in Sweden that need us and that need us as a growth company. We are looking to take in minority owners in our subsidiaries in order to be able to continue to grow. It's very exciting that people are also in this crisis. That was the same also 2008 and 2020 that long-term investors really like social infrastructure and want to invest together with us.

Pranava Boyidapu
Director of Credit Research, Barclays

Got it. A bit more on the disposals, if I could ask. I'm a little bit confused with the numbers, actually. You've done SEK 9 billion already that is completed, and then you've also listed another SEK 9.3 billion in Q3 which will complete. Is that my understanding correct?

Ilija Batljan
CEO, SBB Norden

Yeah. It is very easy to be confused because sometimes you talk about what is sold and then what cash is coming in and so on. I can sum it up in a way to say that we have announced a LOI of divestments of SEK 9 billion. I try to sum up this in my CEO letter saying that we also have additional SEK 4.7 billion in cash coming in from other divestments.

I think that is a fair estimate that we are having like more than SEK 13 billion in cash from divestments coming in in Q4.

Pranava Boyidapu
Director of Credit Research, Barclays

Understood.

Ilija Batljan
CEO, SBB Norden

Which of course will significantly affect our LTV.

Pranava Boyidapu
Director of Credit Research, Barclays

Yes, of course. Is there any cash coming in from the split itself if it goes through, of course?

Ilija Batljan
CEO, SBB Norden

No. Split itself is not. It can be some cash because we have some projects that we have. It can be some additional cash for SBB. This is not done for that. It is basically done to create a new residential company and to distribute it to our shareholders.

Pranava Boyidapu
Director of Credit Research, Barclays

Okay. Thank you very much. That's all from me.

Operator

Thank you.

Ilija Batljan
CEO, SBB Norden

Thanks.

Operator

The next question comes from Clark McPherson from Clearance Capital. Please proceed.

Clark McPherson
Fixed Income Portfolio Manager, Clearance Capital

Morning, Ilija Batljan. Again, thank you for hosting the call. I just wanted to touch back on a previous question regarding your discussions or lack of with S&P on this potential split. Can you confirm whether you have discussed this with S&P? I'm just conscious that the ratings on negative outlook and at the lowest level for investment grade. There's clearly some numbers that need to be worked through here to make sure that it's still consistent with an investment grade rating.

Ilija Batljan
CEO, SBB Norden

This is credit positive and before anything is done, we will make sure that S&P's credit rating is strengthened.

Clark McPherson
Fixed Income Portfolio Manager, Clearance Capital

I think S&P are looking for a debt plus equity ratio of inside 55%. Will that be the case post this transaction? Do you have some pro forma numbers to see where that metric will go to?

Ilija Batljan
CEO, SBB Norden

From our side, we will of course, as I said before, we are strengthening our credit through different measures, including disposals. Also this measure will be done in that setup. Our view is that this is credit positive, and we will make sure that the way the distribution is done in close cooperation with credit agencies.

Clark McPherson
Fixed Income Portfolio Manager, Clearance Capital

Right. Just one final question. The debt that will go into the new entity, will that be affected by a transfer of existing debt, or will it be affected by raising new debt within the new entity?

Ilija Batljan
CEO, SBB Norden

As I said before, the debt will be moved from SBB and of course will be prolonged in the new entity. We will come with the details when we have a proposal for general meeting. The distribution is decreasing SBB's secure debt significantly, which is very positive for our bondholders.

Clark McPherson
Fixed Income Portfolio Manager, Clearance Capital

Just out of interest on that debt that's been transferred, are there covenants on that debt, LTV covenants?

Ilija Batljan
CEO, SBB Norden

That's your new company, respond on that. In SBB, we don't have different covenants.

Clark McPherson
Fixed Income Portfolio Manager, Clearance Capital

Okay. Okay, great. Okay, thank you very much.

Ilija Batljan
CEO, SBB Norden

Thank you.

Operator

Thank you. The next question comes from Bertil Nilsson from Carlsquare. Please go ahead.

Bertil Nilsson
Senior Analyst and Property Advisor, Carlsquare

Yes. Thank you. My first question is about the cash situation. It has been a previous question on that. If you begin with the cash as of third of September, around SEK 5.5 billion, and if you read the report, receivables of some SEK 2 billion, which will be added on divestments not yet carried through. Then you answered SEK 4 billion net cash. Is that the effect of the current property divestments in pipeline? Is it a net effect, including amortization of debt?

Ilija Batljan
CEO, SBB Norden

When I'm saying that we are selling for SEK 4.4 billion, that is net expected proceeds.

Bertil Nilsson
Senior Analyst and Property Advisor, Carlsquare

Okay, very good. I go to the right. Second question is your divestment of this SEK 9 billion property portfolio, which is almost done. I would ask if you look at the tenant lease WAULT of 11 years, I got the impression when I looked at your statement in September that it is very much a triple net portfolio. Would that affect the average WAULT on your portfolio after that divestment in any way?

Ilija Batljan
CEO, SBB Norden

I mean, the pro forma numbers that we published were for illustrative purposes. We have in our community service portfolio a large share that is double net or triple net leases. We are, I think, on average, that will be almost unchanged, because we are not, how to say, taking the good from the cream and giving away. We are taking an average portfolio that we think is very good. We have a large amount of very good assets.

We think that is good for the investors, and that is also good for us.

Bertil Nilsson
Senior Analyst and Property Advisor, Carlsquare

Okay. Thank you.

Ilija Batljan
CEO, SBB Norden

Thank you.

Operator

The next question comes from Edoardo Gili from Green Street. Please go ahead.

Edoardo Gili
Senior Analyst, Green Street Advisors

Hi. Thank you for taking my question. I have two questions actually. The first one is around the acquisitions for the quarter. I've noticed there's roughly SEK 1.2 billion of acquisitions. Just wondering, what do they refer to?

Ilija Batljan
CEO, SBB Norden

It is, Edoardo, that we during last year did some deals, and that is why we have had some acquisitions and also some programs that have been, some of those have been also at the same time also sold. That is how to say the last part of last year's acquisitions and projects.

Edoardo Gili
Senior Analyst, Green Street Advisors

Thank you. The second question I have is, regarding the new credit facility of EUR 750 million, do you have the marginal cost of debt on that facility?

Ilija Batljan
CEO, SBB Norden

It is market rate for the secured debt. We think that is very good price for that facility.

Edoardo Gili
Senior Analyst, Green Street Advisors

Okay. Thank you. You cannot give us a figure for that one?

Ilija Batljan
CEO, SBB Norden

No, because we are also negotiating with other banks, Edoardo. It's.

Edoardo Gili
Senior Analyst, Green Street Advisors

Perfect. Thank you so much.

Ilija Batljan
CEO, SBB Norden

Okay.

Operator

Thank you. The next question comes from John Wong from Kempen. Please go ahead.

John Wong
Equity Research Analyst, Kempen

Hi, good morning, Ilija Batljan. Thank you for taking my questions. Just going back to the new residential company, I was just wondering why you're only spinning off about one-third of the portfolio and not more, for example, the majority or the entire portfolio.

Ilija Batljan
CEO, SBB Norden

We have, as I said before, for us, it is important to continue to strengthen our credit rating. We have found that this portfolio is both delivering value to our bond investors because we are moving out secured debt delivering value for SBB because it is also increasing financial flexibility for SBB. At the same time, this will be positive for our key ratio. This new company will have only bank debt and we have used Amasten that we acquired in the beginning of this year as base for that.

John Wong
Equity Research Analyst, Kempen

It's fully Amasten and no other assets which were already coming from SBB itself?

Ilija Batljan
CEO, SBB Norden

Yeah. It's not fully Amasten, but it's a large part of the portfolio is Amasten. Then we have some of the old SBB assets.

John Wong
Equity Research Analyst, Kempen

Okay. If I understand correctly, there's also some projects included in this. Is this pretty much your entire portfolio in residential? Or is this only part of it? Will you still do more house building in the SBB vehicle going forward, or is this all going to be in the new residential company?

Ilija Batljan
CEO, SBB Norden

We have already stopped to start new projects in the residential space. So we are focusing to finish ongoing projects and to decrease our exposure to projects. The new company will be able to both continue to manage the current properties, but also to do new projects. It will be fully financed with only bank debts.

John Wong
Equity Research Analyst, Kempen

Okay, that's clear. In terms of building rights, I suppose that's also moved more towards the new company then.

Ilija Batljan
CEO, SBB Norden

No, because we have large portfolio building rights, but that is also used to deliver value for municipalities. Municipality can have a new social infrastructure. That is not obvious. But we will come back with presentation of new company in connection to expected extra general meeting of the shareholders.

John Wong
Equity Research Analyst, Kempen

All right. Just one last one from my side on the SEK 9 billion portfolio that's to be sold. I suppose that's a letter of intent, which is supposed to close next Monday. Do you have any additional color on the progress, and what is this conditional on?

Ilija Batljan
CEO, SBB Norden

I have a lot of color, John. I can tell you our counterparties are investing a large amount of money, and I don't think that no one in this time is throwing away money. They are doing serious job. We have a very good cooperation. As I said before, we are expecting that this will be closed in a number of weeks. Because it is large number of properties, so it is taking some longer time. The large job has already been done and it's continued to be done.

John Wong
Equity Research Analyst, Kempen

Okay, thanks. That's clear.

Ilija Batljan
CEO, SBB Norden

Thank you.

Operator

Thank you. The next question comes from Andreas Lithander from Fastighetssverige. Please go ahead.

Andreas Lithander
Journalist, Fastighetssverige

Yes, thank you. Good day, Ilija Batljan. I just also had a question starting off with regard to the residential company. When do you think that the new company can be in operation?

Ilija Batljan
CEO, SBB Norden

New company is already in operation, and we are expecting that the extraordinary general meeting will decide to distribute the company to shareholders before year-end. We are expecting company to be listed in First North Growth Market in the first quarter.

Andreas Lithander
Journalist, Fastighetssverige

Okay. Will you appoint an external CEO for this company or hire someone from within SBB?

Ilija Batljan
CEO, SBB Norden

We are never doing CEO announcements on the calls, not even recruiting. We will announce that it's not me, it is the board that is appointing the CEO. The board will announce when it's time.

Andreas Lithander
Journalist, Fastighetssverige

Okay, I understand. I also understand your ambition is to sell more properties. Can you tell me a little bit about what kind of properties we're talking about and how big of a volume do you want to continue to divest?

Ilija Batljan
CEO, SBB Norden

We have been very clear that our expectations are that we will take around SEK 30 billion in cash from divestments in next three months. That is where the focus is on execution.

Andreas Lithander
Journalist, Fastighetssverige

Oh, okay. If we're talking about looking forward to 2023, do you see SBB being net sellers or net buyers next year?

Ilija Batljan
CEO, SBB Norden

We have also now reported this. I don't know if you assume an important point that we have a strong interest from long-term institutional capital to invest together with SBB. Given the measures that we are presenting in the report, we are expecting that SBB will have very strong financial position in 2023, and we'll be able to grow and to support municipalities they need for social infrastructure.

Andreas Lithander
Journalist, Fastighetssverige

Okay. One final question. If you were to go looking to buy properties, which of your four current countries would you prefer to buy in?

Ilija Batljan
CEO, SBB Norden

I think currently for us focus is on divesting the properties, and it's always important to keep focus. Right now we are divesting the properties.

Andreas Lithander
Journalist, Fastighetssverige

Okay, I understand. Thank you. Those were all my questions. Thank you, Ilija.

Ilija Batljan
CEO, SBB Norden

Thank you.

Operator

Thank you. The next question comes from Yi-Ken Kwan from Atlantique Omnium. Please go ahead.

Kwan Yi-Ken
Investment Analyst and Project Manager, Atlantique Omnium

Hi. Thank you for the presentation. I have some questions. The first one were also from the spin-off of the properties. I'm just curious, why not just transfer all the residential properties to the new company so that SBB become a pure social infrastructure-focused company, and then you can maybe even attract a bit minority interest from the municipalities directly at the SBB level?

Ilija Batljan
CEO, SBB Norden

We found this solution best in order to improve our credit metrics and also given that we already own Amasten as a subsidiary. I think that this is the most efficient for all our stakeholders.

Kwan Yi-Ken
Investment Analyst and Project Manager, Atlantique Omnium

In that case, do you consider maybe in the future, after the new company is effective, you might transfer some of the residential properties from SBB to the new company? Or you will keep all the resi at SBB?

Ilija Batljan
CEO, SBB Norden

I mean, it's our focus on the future is basically focusing to have a strong and financially very strong SBB continuing to serve needs of municipalities. Sometimes those needs can involve also residentials. However, our focus is on social infrastructure. This move is.

Kwan Yi-Ken
Investment Analyst and Project Manager, Atlantique Omnium

Okay.

Ilija Batljan
CEO, SBB Norden

Emphasizing that.

Kwan Yi-Ken
Investment Analyst and Project Manager, Atlantique Omnium

It's a bit weird, like, in the Q3 reports, you no longer mention that you are committed to BBB rating. Just wondering whether your rating target remains the same or you might be like, in the short term, you're okay with your current ratings?

Ilija Batljan
CEO, SBB Norden

No, we are not okay with our current rating. Otherwise we should not do this large amount of work that we are doing in order to strengthen our credit metrics. So we have been very clear in our messaging to the market that we are aiming for BBB+ rating. That is basically focus why we are doing so large divestments when cash is coming in Q4. We also are emphasizing several times that we have one of the strongest ICRs in the market, 4.8x . That per se should lead to higher rating given that the reference before when we get change outlook to where, particularly to ICR.

Now with 80%, we are not just talking, we are doing large measures by those divestments where cash is coming in Q4, but also by expanding our base of fixed interest rates, that now 80% of our debt and all of euro debt is fixed.

Kwan Yi-Ken
Investment Analyst and Project Manager, Atlantique Omnium

Okay. Just last one from my side. It's in the report you mentioned like you want to maintain the dividend. I'm just curious about your dividend policy. Is there any, like, at certain point of time, I mean, considering the current market situation, everyone is concerned about everything. Do you think you might stop paying dividend to retain the liquidity at the company level, or you will continue the dividend distribution?

Ilija Batljan
CEO, SBB Norden

Our message has also been very clear from the beginning. We think that the best way to strengthen our financial position is to divest assets. Given that there is large demand for our assets and that we have been very successful in selling the assets, that also means that we can continue to have at least unchanged dividend going forward.

Kwan Yi-Ken
Investment Analyst and Project Manager, Atlantique Omnium

Okay. The cash proceeds from the divestment, it will be used to reduce the debt size, I suppose, like the majority, just to confirm.

Ilija Batljan
CEO, SBB Norden

Exactly. The cash received will be used to repay debt.

Kwan Yi-Ken
Investment Analyst and Project Manager, Atlantique Omnium

Okay. Understood. Thank you very much.

Ilija Batljan
CEO, SBB Norden

Thank you.

Operator

Thank you. The next question comes from Jonathan Kownator from Goldman Sachs. Please proceed.

Jonathan Kownator
Executive Director, Goldman Sachs

Good morning. Thank you for taking my question. I have two questions, actually. First one, in earnings capacity, the contribution from JV seems to be going a fair amount down in your earnings capacity, and you're now splitting a sort of cash effect. That is non-cash effect. Can you help us understand what should be the contribution that JV is going forward? Is it 1.1, or is it more, you know, much less than that? That's first question please. Second question-

Ilija Batljan
CEO, SBB Norden

I can take the first question. It is important, and that is our expectation on the profit in JVs is about SEK 980 million. However, many people are asking, okay, but it's real cash that you are taking out, and that is why we have put expectations on in this slide two. Expectation on what kind of dividends we will get from them.

Jonathan Kownator
Executive Director, Goldman Sachs

Okay, the real cash that is coming in is, you know, should be around SEK 450, that should guide the previous SEK 3 billion mark.

Ilija Batljan
CEO, SBB Norden

That is the dividend, but then it's, I mean, the profit from JVs is not only dividend. The JVs can use some of the cash to buy back shares or there are different ways with the income from JVs to the shareholders.

Jonathan Kownator
Executive Director, Goldman Sachs

Okay. No, that's clear. Thank you. The second question is on cash generation. Can you help us understand a bit, reconcile? Because obviously your assets seems to be performing well, as you were saying, and yet, when I look at cash flow from operating activities, it's close to SEK 800 million for the first nine months of the year, including you know SEK 200 million for the rest of latest quarter, and it's much less than what you used to have previously. Can you help us understand these changes?

Ilija Batljan
CEO, SBB Norden

Sorry, but you are also looking at working capital. Is that true?

Jonathan Kownator
Executive Director, Goldman Sachs

Sure.

Ilija Batljan
CEO, SBB Norden

Yeah.

Jonathan Kownator
Executive Director, Goldman Sachs

Yeah. The increase in working capital that may be explaining these changes in working capital, which continue to affect the present cash flow generation, will be helpful.

Ilija Batljan
CEO, SBB Norden

Have you worked with the real estate business?

Jonathan Kownator
Executive Director, Goldman Sachs

Have I worked with the real estate business? That's your question?

Ilija Batljan
CEO, SBB Norden

Yeah, because.

Jonathan Kownator
Executive Director, Goldman Sachs

Yeah, the answer is yes, actually.

Ilija Batljan
CEO, SBB Norden

Usually real estate businesses don't have much cash flow, right? Like, much working capital, right? That means that for real estate business, the real operating cash flow is cash flow from operating activities before changes in working capital. Because changes in working capital are just related to acquisitions or divestments.

Jonathan Kownator
Executive Director, Goldman Sachs

Can you help us understand these changes then? Because the real cash flow is the cash flow that you have in the till at the end of the month, right? If you can help us understand why you have so much changes in working capital, I think that is really the question, right?

Ilija Batljan
CEO, SBB Norden

Thank you for that detailed question, and please send an email to our CEO and she will give you the detailed response. The real operating cash flow from SBB for the first nine months was SEK 2,673 million, and for this quarter was SEK 884 million. Thank you. Next question, please.

Jonathan Kownator
Executive Director, Goldman Sachs

Thank you very much.

Ilija Batljan
CEO, SBB Norden

I think that this has been a long call, and we have offered you some extra time. If there are any other questions, please send an email to our investor relations, and thank you very much for your interest. Thank you all. Bye-bye. Thank you.

Operator

Ladies and gentlemen, the conference has now concluded. Thank you for attending today's presentation. You may now disconnect.

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