Quarterly Report • Nov 8, 2018
Quarterly Report
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Self Storage Group ASA
| KEY FIGURES (Unaudited figures in NOK million) |
Q3 2018 |
Q3 2017 |
YTD 2018 |
YTD 2017 |
Full year 2017 |
|---|---|---|---|---|---|
| Revenue | 60.6 | 55.6 | 177.6 | 156.8 | 212.1 |
| Total operating costs 1 | 38.2 | 38.2 | 121.6 | 117.8 | 158.0 |
| Non-recurring costs | - | 4.6 | 1.9 | 5.5 | 11.3 |
| Adjusted EBITDA | 22.4 | 17.4 | 56.0 | 39.0 | 54.2 |
| Adjusted EBIT | 19.2 | 15.2 | 48.0 | 34.3 | 46.9 |
| Change in fair value of investment properties | - | 0.8 | 2.5 | 13.9 | 29.8 |
| Adjusted Profit before tax | 18.3 | 14.6 | 47.6 | 45.3 | 73.5 |
| Adjusted Net Profit | 15.1 | 11.3 | 37.7 | 34.2 | 59.7 |
| Current lettable area (in thousands m 2 ) |
114.9 | 101.0 | 114.9 | 101.0 | 103.7 |
| Lettable area under development (in thousands m 2 ) |
12.8 | 11.8 | 12.8 | 11.8 | 12.3 |
1 Adjusted for non-recurring costs
Alternative performance measures (APMs) are described in the corresponding section in the back of the report
Revenue for Q3 2018 was NOK 60.6 million, an increase of NOK 5.0 million from Q3 2017. The increase in revenue is related to growth in lettable area, and increased demand for self-storage. Revenue from the Minilager Norge group, which is consolidated from January 2018, contributed with NOK 1.7 million. NOK 4.5 million of the revenue in Q3 2018 is attributable to income from ancillary services and rent income from industries other than self-storage , which is the same level as in Q3 2017.
Revenue in the first nine months of 2018 increased by NOK 20.8 million to NOK 177.6 million compared with the same period 2017. NOK 5.3 million of the increase is revenue from the Minilager Norge group. The remaining part of the increase is related to organic growth due to opening of new facilities and expansions. Income from ancillary services and rent income from industries other than self-storage contributed with NOK 15.4 million.
Property related expenses consist of lease expenses, maintenance and other operating costs. The City Self-Storage segment has mainly leasehold properties (92% of CLA is leasehold), while OK Minilager has 53% freehold properties. The share of freehold property is increasing in both segments. As of end September 2018, 28% of current lettable area in SSG is freehold.
Property related expenses in Q3 2018 were NOK 23.5 million, an increase of NOK 0.1 million compared to Q3 2017. Lease expenses constitutes NOK 17.7 million of the property related expenses. Lease expenses has been reduced by NOK 0.4 million since Q3 2017 due to renegotiation of certain leasehold agreements in Sweden. This is offset by an increase in other property expenses from growth in lettable area.
Property related expenses in the first nine months of 2018 increased by NOK 1.2 million compared to the same period in 2017. NOK 1.0 million is attributed to acquired companies. In the period lettable area in SSG has increased with 13 300 m2 ,and the number of facilities has increased by 14. Two facilities were opened during the quarter and one container-facility was closed down due to expiry of a lease contract. The containers are moved to other facilities.
Salary and other employee benefits in Q3 2018 were NOK 8.4 million, a decrease of NOK 0.1 million from Q3 2017. Salary and other employee benefits have decreased in the CSS-segment by NOK 0.9 million due to reduction of staff, but this is offset by an increased number of employees in the OKM-segment and HQ compared to Q3 2017.
Salary in SSG in the third quarter is always impacted by holiday pay for full time employees in the Norwegian companies, which leads to lower salary-expenses in July. Salary and other employee benefits constituted in comparison NOK 9.9 million in Q2 2018.
Salary and other employee benefits in the first nine months of 2018 increased by NOK 2.2 million from a year earlier to NOK 27.7 million. NOK 0.7 million of the increase is related to severance packages for two
employees in CSS and is a non-recurring cost. The increase adjusted for non-recurring costs is NOK 1.5 million. NOK 0.7 million relates to costs from the acquired company Minilager Norge group. Salary and other employee benefits have decreased in the CSS-segment since Q3 2017. However, the construction team has been strengthened in order to deliver on our strategy of consistent growth, and some new roles have been added to HQ during 2017. SSG has a total of 68 full time equivalents (FTEs) as of September 2018.
Depreciation in Q3 2018 was NOK 3.2 million, an increase of NOK 1.0 million from Q3 2017. The depreciation is mainly related to fitout and other equipment for new facilities and expansions.
Depreciation in the first nine months of 2018 increased by NOK 3.2 million from a year earlier. The increase is mainly explained by a positive one-time effect related to change in depreciation method in Q1 2017.
Other operating expenses consist of IT and related costs, sales and advertising, and other operating expenses. In Q3 2018 other operating expenses were NOK 6.3 million, a decrease of NOK 4.6 million from Q3 2017. There were no non-recurring costs in Q3 2018, but the operating earnings in Q3 2017 were impacted by non-recurring costs related to the IPO and the acquisition of Minilageret AS. Adjusted for non-recurring costs recognised in Q3 2017, other operating expenses has been reduced by NOK 0.1 million. Costs have been reduced with NOK 1.4 million in CSS since Q3 2017, but this is offset by increased costs in the OKM segment and HQ related to the growth of the Group.
In the first nine months of 2018 adjusted other operating costs increased by NOK 0.4 million from a year earlier to NOK 21.2 million. There have been increased costs given the growth of the group during 2017 in addition to costs related to being a listed company.
| (NOK 1 000) | Q3 | Q3 | YTD | YTD | Full year |
|---|---|---|---|---|---|
| Non-recurring costs | 2018 | 2017 | 2018 | 2017 | 2017 |
| Costs related to IPO | - | 2 700 | - | 3 600 | 6 947 |
| Acquisition costs | - | 1 900 | 640 | 1 900 | 2 503 |
| Option to employee | - | - | - | - | 1 803 |
| Restructuring of legal structure | - | - | 390 | - | - |
| First time value-assessment of freehold portfolio |
- | - | 199 | - | - |
| Severance packages | - | - | 713 | - | - |
| Total non-recurring costs | - | 4 600 | 1 942 | 5 500 | 11 253 |
The fair value of investment property is based on external valuations in combination with management estimates and judgments for new properties that not yet are appraised. There was no change in fair value in P&L during Q3 2018. For the first nine months of 2018 the change in fair value recognised in P&L was NOK 2.5 million. Fair value of investment property at 30 September 2018 was NOK 456.4 million. Fair value of investment property at 31 December 2017 was NOK 338.6 million.
EBITDA in Q3 was NOK 22.4 million, an increase of NOK 9.6 million since Q3 2017. EBITDA adjusted for non-recurring costs increased by NOK 5.0 million. There were no non-recurring costs to adjust for in Q3 2018.
Adjusted EBITDA for the first nine months of 2018 is NOK 56.0 million, an increase of NOK 16.9 million compared to the same period 2017. The increase is related to both organic growth and acquisitions.
Adjusted profit before tax in Q3 2018 was NOK 18.3 million, an increase of NOK 3.7 million from Q3 2017. For the first nine months of 2018 adjusted profit before tax was NOK 47.6 million, an increase of NOK 2.4 million from first nine months of 2017. The change in fair value of investment properties was NOK 11.4 million higher in the first nine months of 2017, which impacts the comparison significantly.
Total assets were NOK 758.6 million at the end of Q3 2018, compared to NOK 685.0 million at 31 December 2017. Investment property has increased by NOK 117.8 million from 31 December 2017 to NOK 456.4 million as of 30 September 2018.
Cash and bank deposits have decreased by NOK 87.1 million from 31 december 2017 to NOK 108.1 million at the end of September 2018. The reductions in cash is related to the cash consideration in the acquisition of Minilager Norge group and purchase of seven investment properties.
SSG invoices the customers in advance, which reduces credit risks and provides stable working capital. Current liabilities consist mainly of prepaid income.
Total equity was NOK 581.2 million. Thus, the equity ratio was 77%. Cash minus interest-bearing debt was positive with NOK 17.4 million.
SSG has a strong cash flow. Net cash flow from operating activities at the end of Q3 2018 was NOK 17.9 million, compared to NOK 18.8 million at the end of Q3 2017. Net cash flow from operating activities is influenced by increase in trade receivables not due, increase in prepaid expenses and reduced level of trade payables. Net cash flow from investing activities was NOK -16.7 million compared to NOK -23.8 million at the end of Q3 2017, related to the settlement of contingent consideration of NOK 6.0 million to the seller of Minilager Norge group, cash consideration in connection with purchase of investment properties and establishment of new facilities. This is in line with the Group's strategy. Net cash flow from financing activities was NOK -1.2 million at the end of Q3 2018, compared to NOK 25.4 million at the end of Q3 2017 where a new loan was issued og loan repaid.
Net cash flow from operating activities for the nine months ended 30 September 2018 was NOK 43.8 million, compared to NOK 31.4 million in the same periode in 2017. The main changes relates to lower income tax paid due to utilization of tax losses carried forward, change in depreciation, change in fair value of investment property, higher trade receivable not due and timing differences for payments. Net cash flow from investing activities year to date 2018 was NOK -112.3 million, compared to NOK -101.8 million year to date 2017. Net cash flow from financing activities was NOK -17.9 million in the first nine months of 2018, compared to NOK 83.1 million in the first nine months of 2017 where equity instruments of the Company were issued, a new loan was issued and loan repaid.
SSG's cash balance at the end of September 2018 was NOK 108.1 million.
SSG engages in the business of renting out self-storage units to both private individuals and businesses. The Group is a leading provider of self-storage services with facilities in Norway, Sweden and Denmark. The business model of the Group is to operate self-storage facilities in Scandinavia with a strong focus on cost effective operations, competitive rent levels and industry leading customer service. In order to achieve this, the Group is constantly working hard in order to increase the level of automation in all parts of the value chain. The Group's vision is to be a leading and preferred self-storage provider to individuals and businesses.
Following the acquisition of City Self-Storage in September 2016, the Group is operating under two separate brands: OK Minilager and City Self-Storage. These two brands focus on different market segments and provide a strong platform serving customers with different preferences and needs.
The Group offers self-storage solutions in all Scandinavian countries, with a primary focus on the major cities through City Self-Storage, and a nationwide presence in Norway through OK Minilager. All City Self-Storage facilities are climate controlled, while OK Minilager offers both climate controlled and container based storage facilities.
The strategy is to develop the Group further and to expand the total lettable area by investing in new and preferably owned facilities. The Group seeks to strengthen its nationwide presence in Norway while at the same time optimising current sites in Denmark and Sweden and search for profitable expansion opportunities. Going forward, new facilities will primarily be established as owned properties to ensure long-term access to attractive locations at a lower running cost. In identifying such properties the Group will focus on factors such as location, capex and conversion time. Investment properties are gathered in the 100% owned company OK Property AS, and leased to the operating companies in the Group.
The Group is operating under both the OK Minilager and City Self-Storage brand and will continue to do so as the two concepts target different market segments.
is a nationwide self-storage concept offered in the Norwegian market and the strategy is to continue to increase its presence in all major regions and communities in Norway. The planned expansion will mainly be composed of owned properties, including a combination of purpose-built facilities and conversion of existing buildings. At the same time OK Minilager will have a strong focus on retaining its position as the most cost-effective player in the Norwegian market by continuously looking for innovative solutions to increase the customer experience and to increase operating efficiency.
is SSG's "urban concept", targeting the population in the major cities, currently serving Oslo, Stockholm and Copenhagen. The strategy is to strengthen the market position in Oslo by establishing more sites at attractive locations in the Greater Oslo area, while at the same time continuing the ongoing cost reduction initiatives and optimising the organisation.
In the other Scandinavian countries, the goal is to improve operating efficiency at existing facilities through cost reductions, upgrades and increased visibility and market awareness. City Self-Storage will however act opportunistically about potential mergers and acquisitions, both with regards to single facilities and other self-storage providers with a complementary portfolio of facilities. As with OK Minilager, the goal for City Self-Storage going forward is to increase the share of owned facilities.
The Group is confident that it has multiple competitive strengths that separates SSG from other self-storage providers. These strengths have enabled the Group to achieve high historical growth and to establish a strong market position in all markets in which it operates. Through leveraging on these competitive strengths, SSG expects to continue to grow and to confirm its position as one of Scandinavia's leading self-storage providers.
The Group is one of the leading self-storage providers in Scandinavia with a particularly strong position in the Norwegian market. SSG has a high market share, both in the Greater Oslo area and on a countrywide basis. City Self-Storage and OK Minilager are on a stand-alone basis the two largest self-storage providers in the Norwegian market. This position has been built through careful planning and a dedicated focus on selecting the right type of facilities. SSG entered the Swedish and the Danish market through the acquisition of City Self-Storage and is today the fourth largest self-storage provider in Copenhagen and third largest self-storage provider in Stockholm measured by the total number of facilities.
The combination of a countrywide presence in the "early stage" Norwegian market and a strong position in the more developed markets in Stockholm and Copenhagen provides a strong foundation for future expansion and growth. The Group can act opportunistically with regards to setting up new facilities while leveraging its strong brand recognition, customer base and knowledge in the respective markets.
Both OK Minilager and City Self-Storage have displayed solid financial track records with increasing revenues and continuously improving EBITDA margins. The Group has an ambitious growth plan and the management team has demonstrated the ability to handle rapid growth without jeopardizing profitability.
Since being established in 2009, OK Minilager has been able to improve the EBITDA margin from 18.8% in 2009 to 48% in 2017.
The goal is to develop the Group further and to expand the total lettable area by investing in new and preferably owned facilities. The Group seeks to strengthen its nationwide presence in Norway while at the same time optimising current sites in Denmark and Sweden and search for profitable expansion opportunities. SSG has succeeded in attracting investors and raising capital, and is in a good position for executing the strategy.
Investment properties are gathered in the 100% owned company OK Property AS, and leased to the operating companies in the Group. During Q3 2018 the property companies in the Minilager Norge group were merged with OK Property.
SSG is exposed to risk and uncertainty factors, which may affect some or all of the company's activities. SSG has financial risk, market risk as well as operational risk and risk related to the current and future products. There are no significant changes in the risks and uncertainty factors compared to the descriptions in the Annual Report for 2017.
There is a large untapped potential for self storage in Scandinavia as urbanization and smaller living spaces cause increasing need for external storage solutions. To enhance these opportunities, SSG has established a solid platform for future growth with prime locations in all Scandinavian capitals as well as cities across Norway. The Group has a proven track-record to develop and operate this attractive portfolio of self storage facilities, leveraging on a lean and operationally focused organisation to increase margins and targeting additional growth, mainly through owned properties.
The Group has built up and acquired new storage capacity and is continuously phasing the new capacity into the market. SSG is experiencing a satisfactory demand for its solutions, and is filling up new storage facilities while at the same time achieving attractive rent levels. SSG has also identified additional opportunities through already acquired development projects and low-cost expansion within existing facilities.
This foundation, a strong macro picture in all Scandinavian countries, combined with a strategy to grow the freehold portfolio in selected markets, gives SSG a solid platform for future growth and value creation.
Oslo, 7 November 2018 Board of Directors, Self Storage Group ASA
| (Amounts in NOK 1 000) | Unaudited | Unaudited | Unaudited | Unaudited | Audited | |
|---|---|---|---|---|---|---|
| For the three months ended |
For the three months ended |
For the nine months ended |
For the nine months ended |
For the twelve months ended |
||
| Note | 30 September 2018 |
30 September 2017 |
30 September 2018 |
30 September 2017 |
31 December 2017 |
|
| Revenue | 3 | 60 630 | 55 648 | 177 609 | 156 834 | 212 143 |
| Property-related expenses | 3 | 23 544 | 23 448 | 72 697 | 71 531 | 94 994 |
| Salary and other employee benefits |
3 | 8 383 | 8 434 | 27 692 | 25 447 | 36 747 |
| Depreciation | 3 196 | 2 217 | 7 954 | 4 779 | 7 261 | |
| Other operating expenses | 3 | 6 285 | 10 934 | 23 179 | 26 310 | 37 464 |
| Operating profit before fair value adjustments |
19 222 | 10 615 | 46 087 | 28 767 | 35 677 | |
| Change in fair value of investment properties |
6 | - | 755 | 2 500 | 13 928 | 29 831 |
| Operating profit after fair value adjustments |
19 222 | 11 370 | 48 587 | 42 695 | 65 508 | |
| Finance income | 174 | - 102 | 786 | 385 | 1 333 | |
| Finance expense | 1 093 | 1 263 | 3 680 | 3 308 | 4 626 | |
| Profit before tax | 18 303 | 10 005 | 45 693 | 39 772 | 62 215 | |
| Income tax expense | 3 187 | 2 283 | 9 537 | 9 757 | 11 996 | |
| Profit for the period | 15 116 | 7 722 | 36 156 | 30 015 | 50 219 | |
| Total comprehensive income for the year attributable to parent company shareholders |
15 116 | 7 722 | 36 156 | 30 015 | 50 219 | |
| Total comprehensive income for the year attributable to non-controlling interests |
- | - | - | - | - | |
| Earnings per share | ||||||
| Basic (NOK) | 4 | 0.23 | 0.16 | 0.55 | 0.63 | 0.99 |
| Diluted (NOK) | 4 | 0.23 | 0.16 | 0.55 | 0.63 | 0.98 |
| Other comprehensive income, net of income tax |
||||||
| Items that may be reclassified subsequently to profit or loss |
||||||
| - currency translation difference | 23 | - 160 | - 603 | 428 | 477 | |
| Other comprehensive income for the period, net of income tax |
23 | - 160 | - 603 | 428 | 477 | |
| Total comprehensive income for the period |
15 139 | 7 562 | 35 553 | 30 443 | 50 696 | |
| Total comprehensive income for the year attributable to parent company shareholders |
15 139 | 7 562 | 35 553 | 30 443 | 50 696 | |
| Total comprehensive income for the year attributable to non-controlling interests |
- | - | - | - | - |
11
| (Amounts in NOK 1 000) | Unaudited | Audited | |
|---|---|---|---|
| 30 September | 31 December | ||
| ASSETS | 2018 | 2017 | |
| Non-current assets | Note | ||
| Investment property | 6 | 456 423 | 338 631 |
| Property, plant and equipment | 66 602 | 52 125 | |
| Goodwill | 94 932 | 72 272 | |
| Other intangible assets | 1 201 | 493 | |
| Total non-current assets | 619 158 | 463 521 | |
| Current assets Inventories |
1 360 | 1 434 | |
| Trade and other receivables | 13 084 | 11 455 | |
| Other current assets | 16 859 | 13 397 | |
| Cash and bank deposits | 108 141 | 195 224 | |
| Total current assets | 139 444 | 221 510 | |
| TOTAL ASSETS | 758 602 | 685 031 | |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Issued share capital | 7 | 6 573 | 6 369 |
| Share premium | 427 931 | 396 416 | |
| Other reserves | - 241 | 363 | |
| Retained earnings | 146 966 | 110 809 | |
| Total equity | 581 229 | 513 957 | |
| LIABILITIES | |||
| Non-current liabilities | |||
| Long-term interest-bearing debt | 8 | 85 972 | 89 690 |
| Other financial liabilities | 896 | - | |
| Deferred tax liabilities | 37 842 | 22 289 | |
| Obligations under finance leases | 181 | 214 | |
| Total non-current liabilities | 124 891 | 112 193 | |
| Current liabilities | |||
| Short-term interest-bearing debt | 8 | 4 750 | 4 750 |
| Trade and other payables | 11 274 | 10 282 | |
| Income tax payable | 670 | 1 699 | |
| Other taxes and withholdings | 5 633 | 4 789 | |
| Obligations under finance leases | 77 | 312 | |
| Other current liabilities | 30 078 | 37 049 | |
| Total current liabilities | 52 482 | 58 881 | |
| Total liabilities | 177 373 | 171 074 | |
| TOTAL EQUITY AND LIABILITIES | 758 602 | 685 031 |
12
| (Amounts in NOK 1 000) | Issued Share capital |
Share premium |
Currency translation reserve |
Retained earnings |
Total equity |
|---|---|---|---|---|---|
| Balance at 1 January 2017 | 395 | 89 863 | - 114 | 64 903 | 155 047 |
| Profit (loss) for the period | - | - | - | 30 015 | 30 015 |
| Other comprehensive income (loss) for the period net of income tax |
- | - | 409 | - | 409 |
| Total comprehensive income for the period | - | - | 409 | 30 015 | 30 424 |
| Issue of ordinary shares | 84 | 99 916 | - | - 4 135 | 95 865 |
| Issue of share capital - transfer from retained earnings |
4 313 | - | - | - 4 313 | - |
| Balance at 30 September 2017 (Unaudited) | 4 792 | 189 779 | 295 | 86 470 | 281 336 |
| Balance at 1 January 2018 | 6 369 | 396 416 | 363 | 110 809 | 513 957 |
|---|---|---|---|---|---|
| Profit (loss) for the period | - | - | - | 36 156 | 36 156 |
| Other comprehensive income (loss) for the period net of income tax |
- | - | - 603 | - | - 603 |
| Total comprehensive income for the period | - | - | - 603 | 36 156 | 35 553 |
| Issue of ordinary shares, net of transaction costs | 204 | 31 515 | - | - | 31 719 |
| Balance at 30 September 2018 (Unaudited) | 6 573 | 427 931 | - 240 | 146 965 | 581 229 |
| Unaudited | Unaudited | Unaudited | Unaudited | Audited | ||
|---|---|---|---|---|---|---|
| (Amounts in NOK 1 000) | Note | For the three months ended 30 September 2018 |
For the three months ended 30 September 2017 |
For the nine months ended 30 September 2018 |
For the nine months ended 30 September 2017 |
For the year ended 31 December 2017 |
| Cash flow from operating activities | ||||||
| Profit before tax | 18 303 | 10 004 | 45 693 | 39 772 | 62 215 | |
| Income tax paid | 153 | - | - 1 700 | - 7 701 | - 8 170 | |
| Adjustment for net interests paid | - 154 | 289 | - 736 | 289 | 242 | |
| Depreciation | 3 196 | 2 217 | 7 954 | 4 779 | 7 261 | |
| Gain/loss on disposal of property, plant and equipment |
- | 11 | - | 144 | 148 | |
| Change in fair value of investment property |
6 | - | - 755 | - 2 500 | - 13 928 | - 29 831 |
| Change in trade and other receivables | - 1 112 | 1 748 | - 1 548 | 1 271 | - 733 | |
| Change in trade and other payables | - 1 071 | 6 073 | 660 | 1 811 | 1 466 | |
| Change in other current assets | - 2 821 | 1 052 | - 3 344 | 5 052 | 5 047 | |
| Change in other current liabilities | 1 396 | - 1 877 | - 662 | - 49 | 4 623 | |
| Net cash flow from operating activities |
17 890 | 18 762 | 43 817 | 31 440 | 42 268 | |
| Cash flow from investing activities | ||||||
| Payments for investment property | - 4 686 | - 5 044 | - 51 442 | - 32 890 | - 42 163 | |
| Payments for property, plant and equipment |
- 6 045 | - 2 608 | - 15 368 | - 6 629 | - 11 471 | |
| Net cash outflow on acquisition of subsidiaries |
- 6 000 | - 16 129 | - 45 454 | - 62 265 | - 69 760 | |
| Net cash flow from investing activities |
- 16 731 | - 23 781 | - 112 264 | - 101 784 | - 123 394 | |
| Cash flow from financing activities | ||||||
| Net proceeds from issue of equity instruments of the Company |
- | - | - | 95 865 | 287 416 | |
| Proceeds from borrowing | - | 95 000 | - | 95 000 | 95 000 | |
| Repayment of borrowings | - 1 187 | - 69 631 | - 17 878 | - 107 790 | - 140 840 | |
| Net cash flow from financing activities |
- 1 187 | 25 369 | - 17 878 | 83 075 | 241 576 | |
| Net change in cash and cash equivalents |
- 28 | 20 350 | - 86 325 | 12 731 | 160 450 | |
| Cash and cash equivalents at beginning of the period |
108 324 | 26 473 | 195 224 | 34 115 | 34 115 | |
| Effect of foreign currency rate changes on cash and cash equivalents |
- 155 | 230 | - 758 | 207 | 659 | |
| Cash and equivalents at end of the period |
108 141 | 47 053 | 108 141 | 47 053 | 195 224 |
These condensed consolidated financial statements have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting. The condensed consolidated financial statements have been prepared on the historical cost basis except for investment property, which is measured at fair value with gains and losses recognised in profit or loss. The interim financial statements were approved by the Board of Directors on 7 November 2018.
The same accounting policies, presentation and methods of computation have been followed in these condensed financial statements as were applied in the preparation of the Group's financial statements for the year ended 31 December 2017, and must be read in conjunction with these. The interim financial statements are unaudited.
IFRS 9 Financial instruments and IFRS 15 Revenue from contracts with customers, both implemented with effect from 1 January 2018, have no impact on the financial statement in 2018.
IFRS 16 establishes significant new accounting policies for lessees. IFRS 16 eliminates the current distinction between operating and finance leases as is required by IAS 17 Leases and, instead, introduces a single lessee accounting model.
When applying the new model, the Group will recognise a liability to make lease payments (i.e., the lease liability) and an asset representing the right to use the underlying asset during the lease term for all leases with a lease term of more than 12 months, unless the underlying asset is of low value, and recognise depreciation of the right-of-use assets separately from interest on lease liabilities in the income statement.
The Group has made the following accounting policy choices and elected to apply the following practical expedients related to the implementation of IFRS 16:
The change in accounting policies for lessees will have a significant positive impact on EBITDA for the Group, as lease expenses will be reduced. Depreciation and financial expenses will increase. There will be no net effect for the income statement over the lease period. Total total assets and net debt will increase. The updated implementation effect for 2019 is estimated to be:
Management has determined the operating segments based on reports reviewed by the CEO and management team and Board of Director's, and which are used to make strategic and resource allocation decisions. During the fourth quarter of 2016, after the acquisition of the City Self-Storage companies, the Group decided to report management information based on the two concepts offered by the Group, City Self-Storage (CSS) and OK Minilager (OKM). Following the establishment of OK Property AS (OKP) at the start of 2017, the Group's property business is reported in the Property segment. Other/elimination includes eliminations of intercompany transactions and the remainder of the Group's activities not attributable to the other operating segments. In the tables below, reconciliation from EBITDA to Profit before tax, is presented on an aggregated level.
The total of Sales income and Other income in the segment reporting corresponds with the line item Revenue as recognised under IFRS.
| OK Minilager (OKM) | Nationwide presence in Norway offering climate controlled storage units and container based storage. |
|---|---|
| City Self-Storage (CSS) | Climate controlled facilities in all Scandinavian countries, with a primary focus on the capital cities of Oslo, Stockholm and Copenhagen. |
| Property | The ownership and development of property. Internal lease agreements with the operating companies in the group, in addition to external lease agreements. |
| SSG ASA | SSG ASA includes administration and management activities. |
| Other/eliminations | Elimination and the remainder of the Group's activities not attributable to the operating segments described above. |
* From January 2018, the investment properties are gathered in the Property segment, following the legal restructuring. The operating companies have entered into internal lease contracts with OK Property AS. This partly explains increased operating costs in the OKM segment and the increased income in Property segment compared to the first nine months of year 2017. The internal income and expenses are eliminated on Group level.
| For the three months ended 30 September 2018 |
CSS | OKM Property | SSG ASA Other/eliminations | Total | ||
|---|---|---|---|---|---|---|
| Sales income | 39 185 | 16 955 | - 35 | - | - | 56 105 |
| Other income | 2 178 | 651 | 8 792 | - | - 7 096 | 4 525 |
| Operating costs* | - 31 556 | - 12 040 | - 951 | - 780 | 7 115 | - 38 212 |
| EBITDA | 9 807 | 5 566 | 7 806 | - 780 | 19 | 22 418 |
| Reconciliation to profit before tax as reported under IFRS |
||||||
| Depreciation | - 3 196 | |||||
| Change in fair value of investment property | - | |||||
| Finance lease expense | - | |||||
| Finance income | 174 | |||||
| Finance expense | - 1 093 | |||||
| Profit before tax | 18 303 | |||||
| For the three months ended 30 September 2017 |
CSS | OKM Property | SSG ASA Other/eliminations | Total | ||
| Sales income | 35 996 | 15 180 | - | - | - | 51 176 |
| Other income | 4 129 | 553 | 2 093 | - | - 2 303 | 4 472 |
| Operating costs | - 31 809 | - 7 249 | - 197 | - 5 864 | 2 303 | - 42 816 |
| EBITDA | 8 316 | 8 484 | 1 896 | - 5 864 | - | 12 832 |
| Reconciliation to profit before tax as reported under IFRS |
||||||
| Depreciation | - 2 217 | |||||
| Change in fair value of investment property | 755 | |||||
| Finance lease expense | - | |||||
| Finance income | - 102 | |||||
| Finance expense | - 1 263 | |||||
| Profit before tax | 10 005 | |||||
| For the nine months ended 30 September 2018 |
CSS | OKM Property | SSG ASA Other/eliminations | Total | ||
| Sales income | 115 136 | 47 101 | - | - | - | 162 237 |
| Other income | 9 888 | 2 440 | 22 036 | - | - 18 992 | 15 372 |
| Operating costs* | - 98 121 | - 36 748 | - 3 070 | - 4 501 | 18 872 | - 123 568 |
| EBITDA | 26 903 | 12 793 | 18 966 | - 4 501 | - 120 | 54 041 |
| Reconciliation to profit before tax as reported under IFRS |
||||||
| Depreciation | - 7 954 | |||||
| Change in fair value of investment property | 2 500 | |||||
| Finance lease expense | - | |||||
| Finance income | 786 |
Finance expense - 3 680
Profit before tax 45 693
| For the nine months ended 30 September 2017 |
CSS | OKM | Property | SSG ASA Other/eliminations | Total | |
|---|---|---|---|---|---|---|
| Sales income | 106 580 | 36 306 | - | - | - | 142 886 |
| Other income | 12 526 | 1 081 | 4 244 | - | - 3 903 | 13 948 |
| Operating costs | - 98 728 | - 19 868 | - 779 | - 7 816 | 3 903 | - 123 288 |
| EBITDA | 20 378 | 17 519 | 3 465 | - 7 816 | - | 33 546 |
| Reconciliation to profit before tax as reported under IFRS |
||||||
| Depreciation | - 4 779 | |||||
| Change in fair value of investment property | 13 928 | |||||
| Finance lease expense | - | |||||
| Finance income | 385 | |||||
| Finance expense | - 3 308 | |||||
| Profit before tax | 39 772 | |||||
| For the year ended 31 December 2017 | CSS | OKM | Property | SSG ASA Other/eliminations | Total | |
| Sales income | 142 737 | 50 847 | - | - | - | 193 584 |
| Other income | 16 402 | 1 476 | 6 151 | - | - 5 470 | 18 559 |
| Operating costs | - 132 281 | - 27 067 | - 1 310 | - 13 763 | 5 216 | - 169 205 |
| EBITDA | 26 858 | 25 256 | 4 841 | - 13 763 | - 254 | 42 938 |
| Reconciliation to profit before tax as reported under IFRS |
||||||
| Depreciation | - 7 261 | |||||
| Change in fair value of investment property | 29 831 | |||||
| Finance lease expense | - | |||||
| Finance income | 1 333 | |||||
| Finance expense | - 4 626 | |||||
| Profit before tax | 62 215 |
(Amounts in NOK)
| For the three months ended 30 September 2018 |
For the three months ended 30 September 2017 |
For the nine months ended 30 September 2018 |
For the nine months ended 30 September 2017 |
|
|---|---|---|---|---|
| Profit (loss) for the period | 15 116 000 | 7 722 000 | 36 156 000 | 30 015 000 |
| Weighted average number of outstanding shares during the period (basic) |
65 734 111 | 47 850 000 | 65 203 305 | 47 788 007 |
| Weighted average number of outstanding shares during the period (diluted) |
65 734 111 | 47 850 000 | 65 203 305 | 47 788 007 |
| Earnings (loss) per share - basic in NOK | 0.23 | 0.16 | 0.55 | 0.63 |
| Earnings (loss) per share - diluted in NOK See also note 7 |
0.23 | 0.16 | 0.55 | 0.63 |
| 2018 | Main business activity |
Date of business combination |
Proportion of voting equity acquired |
Acquiring entity |
|---|---|---|---|---|
| Minilager Norge AS - operating company Self-storage solutions | 1 January 2018 | 100% | Self Storage Group | |
| Minilager Norge AS | Self-storage solutions | 1 January 2018 | 100% | Self Storage Group |
| Hatcher Norge AS | Self-storage solutions | 1 January 2018 | 100% | Self Storage Group |
| Minilager Moss AS | Self-storage solutions | 1 January 2018 | 100% | Self Storage Group |
The above companies have been acquired with the purpose of continuing expansion of the group's activities, which focus on the self-storage market in Norway. Minilager Norge group was acquired on 1 January 2018 and is reported as part of the City Self-Storage (CSS) operating segment.
| Consideration | |
|---|---|
| (Amounts in NOK 1 000) | Minilager Norge group |
| Cash | 16 577 |
| Shares in Self Storage Group ASA | 25 000 |
| Total consideration | 41 577 |
The purchase agreement of Minilager Norge group included a contingent liability related to the terms of a building permit for the construction of a new storage building. The building permit was approved in July 2018, and the building will be located on a property in Moss.
Self Storage Group had recognised a contingent consideration of NOK 6 million, as this was the most likely outcome at the balance sheet date as of 30 June 2018. The liability was included in short term liabilities in the financial statement and was settled with cash in July 2018.
The fair value of trade receivables in Minilager Norge group at the acquisition date is NOK 94 thousand and includes an allowance for impairment of NOK 117 thousand.
Assets and liabilities assumed in connection with the business combination of Minilager Norge group have been recognised at their estimated fair value on the date of the business combination. Fair value adjustments based on valuation from external real estate appraiser have been made to the investment properties owned by the group. No other adjustments to the carrying values of assets and liabilities have been identified. No not previously recognised intangible assets were identified. The estimates are provisional and may be subject to change during the measurement period, which is one year from the date of the acquisition.
| (Amounts in NOK 1 000) | Carrying amount 1 January 2018 | Fair value adjustments Fair value 1 January 2018 | |
|---|---|---|---|
| Investment property | 9 821 | 22 697 | 32 518 |
| Property, plant and equipment |
8 208 | 8 208 | |
| Trade receivables | 94 | 94 | |
| Other current assets | 30 | 30 | |
| Cash and cash equivalents | 1 030 | 1 030 | |
| Deferred tax liability | - 380 | - 5 220 | - 5 600 |
| Interest-bearing liabilities | - 14 239 | - 14 239 | |
| Trade payables | - 313 | - 313 | |
| Other current liabilities | - 1 226 | - 1 226 | |
| Net assets | 3 026 | 17 477 | 20 502 |
| (Amounts in NOK 1000) | Minilager Norge group | ||
|---|---|---|---|
| Consideration | 41 577 | ||
| Fair value of identifiable net assets | - 20 502 | ||
| acquired |
There has been no adjustments to the fair value of Minilager Norge group in the third quarter.
Goodwill originating from the business combination is primarily related to anticipated synergies from ongoing operations and the benefit of integrating the entire business into the group. No impairment has been recognised subsequent to the business combination.
Goodwill that has arisen as part of the business acquisition is not tax deductible.
From 1 January 2018 through 30 September 2018, revenues of NOK 5 321 thousand and profit after tax of NOK 2 483 thousand were recognised for the acquired companies.
Transaction costs related to the acquisition amounts to NOK 569 thousand.
Minilager Norge group has a rental agreement with the company ML Halden AS related to Sørlifeltet. The agreement includes an option to (1) acquire Sørlifeltet or the shares in ML Halden (2) option to acquire the part of Sørlifeltet which is in use for self-storage operations.
During the nine month period ended 30 September 2018, the following changes have occurred in the Group's portfolio of investment properties:
| Balance as at 31 December 2017 | 338 630 |
|---|---|
| Business combination (note 5) | 32 518 |
| Asset acquisition in OK Property AS | 35 085 |
| Company acquired as asset acquisition | 31 333 |
| Additions to existing properties | 16 357 |
| Fair value adjustments recognised in profit or loss | 2 500 |
| Balance as at 30 September 2018 | 456 423 |
On 29 September 2017, the company's shares were split in the ratio of 1:10, so that one share with nominal value of NOK 1 is replaced with 10 new shares, each with a nominal value of NOK 0.10. Earnings per share have been calculated as if the proportionate change in the number of shares outstanding had taken place at the start of the earliest period for which earnings per share is presented to ensure comparability.
On 13 February 2018, the company issued 1 567 472 new shares to the selling shareholder of Minilager Norge group, as part settlement of the remaining part of the purchase price. After registration of the new shares, the new share capital is TNOK 6 526 268 divided into 65 262 682 shares with par value NOK 0.10.
On 23 March 2018, the company issued 100 000 shares to one employee, pursuant to an exercise of pre-existing share options. After registration of the new shares, the share capital of the Company was increased to NOK 6 536 268 consisting of 65 362 682 shares each with NOK 0.10 in par value.
On 27 June 2018, the company issued 371 429 new shares to the selling shareholder of Minilageret AS, as part settlement of the remaining part of the purchase price for Minilageret AS. Minilageret AS was acquired in June 2017. After registration of the new shares, the new share capital will be NOK 6 573 411.10, divided into 65 734 111 shares with par value NOK 0.10.
Interest bearing liabilities are carried at amortized cost. The carrying amounts approximate fair value as at 30 September 2018.
| As at 30 September 2018 | less than 1 year | 1-5 years | Total | |
|---|---|---|---|---|
| Debt to financial institutions | 4 750 | 85 972 | 90 722 | |
| Specification of loans | 2018 | Currency | ||
| Handelsbanken | 71 651 | NOK | ||
| Handelsbanken | 19 071 | NOK | ||
| Total bank borrowings at amortised cost | 90 722 | NOK |
Self Storage Group's financial information is prepared in accordance with international financial reporting standards (IFRS). In addition, management provides alternative performance measures that are regularly reviewed by management to enhance the understanding of the Group's performance in addition to the financial information prepared in accordance with IFRS. The alternative performance measures may be presented on a basis that is different from other companies.
Presenting operating profit before fair value adjustments is useful to Self Storage Group as it provides a measure of profit before taking into account the movement in fair value of investment property and is useful to the Group for assessing operating performance.
| (NOK 1 000) | Q3 2018 | Q3 2017 | YTD 2018 | YTD 2017 Audited 2017 | |
|---|---|---|---|---|---|
| Operating profit before fair value adjustments |
19 222 | 10 615 | 46 087 | 28 767 | 35 677 |
| EBIT | 19 222 | 10 615 | 46 087 | 28 767 | 35 677 |
| Non-recurring costs | - | 4 600 | 1 942 | 5 500 | 11 253 |
| Adjusted EBIT | 19 222 | 15 215 | 48 029 | 34 267 | 46 930 |
| Change in fair value of investment properties | - | 755 | 2 500 | 13 928 | 29 831 |
| Adjusted Profit before tax | 18 303 | 14 605 | 47 635 | 45 272 | 73 468 |
| Tax | 3 187 | 3 333 | 9 942 | 11 106 | 13 767 |
| Adjusted Net profit | 15 116 | 11 272 | 37 693 | 34 166 | 59 701 |
| Operating profit before fair value adjustments Depreciation EBITDA |
19 222 3 196 22 418 |
10 615 2 217 12 832 |
46 087 7 954 54 041 |
28 767 4 779 33 546 |
35 677 7 261 42 938 |
| Non-recurring costs | - | 4 600 | 1 942 | 5 500 | 11 253 |
| Adjusted EBITDA | 22 418 | 17 432 | 55 983 | 39 046 | 54 191 |
| Nonrecurring costs | Q3 2018 | Q3 2017 | YTD 2018 | YTD 2017 Audited 2017 | |
| Costs related to IPO | - | 2 700 | - | 3 600 | 6 947 |
| Acquisition costs | - | 1 900 | 640 | 1 900 | 2 503 |
| Share option | - | - | - | - | 1 803 |
| Restructuring of legal structure | - | - | 390 | - | - |
| First time value assessment of freehold portfolio | - | - | 199 | - | - |
| Severence packages | - | - | 713 | - | - |
| Sum non-recurring costs | - | 4 600 | 1 942 | 5 500 | 11 253 |
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