Retail Estates sa

Earnings Release • Feb 26, 2024

Press release

Periodic statement – regulated information Ternat, 26 February 2024, 7 a.m.

Interim statement of the board of directors¹ Third quarter 2023-2024 (closed on 31.12.2023)

Retail Estates confirms operational strength with good third quarter 2023-2024 results

Net rental income of € 103.03 million (+11.83%) in the first three quarters of 2023-2024.

EPRA earnings² of € 67.36 million (+2.25% compared to 31 December 2022).

EPRA profit per share³ of € 4.68 (+4.23% like-for-like⁴ ) (based on the weighted average number of shares).

Fair value of the real estate portfolio reaches milestone of € 2 billion for the first time: € 2,010.63 million on 31 December 2023 (+6.46% compared to € 1,888.56 million on 31 March 2023).

Occupancy rate stable at a high level (97.92%) on 31 December 2023.

Gross dividend prognosis of € 5 per share confirmed.

¹ The figures given in this press release are the consolidated, unaudited figures and are in accordance with the IFRS.

² EPRA earnings are calculated as follows: net result excluding changes in the fair value of investment properties, excluding the result on the disposal of investment properties and excluding changes in the fair value of financial assets and liabilities.

³ Taking into account the issue of 289,760 new shares as a result of the capital increase within the context of the optional interim dividend. More information in the press release of 12 July 2023: Result of the interim optional dividend.

⁴ EPRA earnings per share on 31 December 2022 is the EPRA profit on 31 December 2022 corrected for the nonrecurring results as a consequence of various refunds of Dutch taxes relating to the previous financial year.

1 Real estate activities during the third quarter

1.1 Rental income and occupancy rate⁵

The net rental income amounts to € 103.03 million for the first three quarters of the financial year, an increase by € 10.90 million (+11.83%) compared to the same period in the past financial year 2022- 2023. The increase is the result of acquisitions of rented real estate in the previous and current financial year, and the indexation of existing rents.

The occupancy rate of the portfolio was 97.92% on 31 December 2023 (identical to 97.92% on 31 December 2022).

1.2 Fair value⁶ of the real estate portfolio

As of 31 December 2023, the fair value of the real estate portfolio (including non-current assets under construction) amounts to € 2,010.63 million, which represents an increase by € 122.07 million (+6.46%) compared to the fair value on 31 March 2023 (€ 1,888.56 million). This increase is mainly attributable to investments in Alexandrium Megastores (€ +81.50 million, see infra) and variations in the fair value of investment properties (€ +40.35 million).

On 31 December 2023 the real estate portfolio consisted of 1,025 properties with a lettable surface of 1,234,904 m².

1.3 Strategic acquisition in Rotterdam strengthens property portfolio

On 4 October 2023⁷ Retail Estates has acquired the retail park Alexandrium Megastores (Alexandrium II) in Rotterdam for an amount of € 81.5 million (including transfer tax, due diligence and transaction costs). The investment was financed partly with the proceeds of the successful issue of new shares in the context of the optional dividend for the amount of € 16.89 million, and with bank financing for the remainder. All retail units are currently leased out with a total rent of € 5,763,262.

The retail park Alexandrium Megastores represents 26,500 m² of large-scale retail area subdivided into 18 units with a large number of first-rate tenants like Mediamarkt, Decathlon, Pets Place, Sportsworld and Coolblue. It is one of the few out-of-town retail parks where the town planning regulations allow for large retail units that can also be used for non-bulky goods, such as clothing, shoes and sporting goods. The roof is fully covered with solar panels operated by a third party.

Alexandrium Megastores is part of the largest out-of-town retail area in the Randstad region. The structuralconnection between Woonmall Alexandrium, the regional Shopping Center Alexandrium (Alexandrium I – owned by Klépierre) and the retail park Alexandrium II Megastores creates a very complementary mix and a retail offer that is exceptional for the Netherlands, with a total of 200 retail

⁵ The occupancy rate is calculated as the ratio of the surface area actually leased out to the surface area available for lease, expressed in m².

⁶ Fair value: investment value as determined by an independent real estate expert, with hypothetical transfer taxed deducted in accordance with IFRS13. The fair value is the book value under the IFRS (see also note 21 of the 2022-2023 annual report).

⁷ See press release of 5 October 2023: Retail Estates finalizes acquisition of retail park Alexandrium III Megastores in Rotterdam

units over a surface area of 110,000 m². All shops are open 7 days a week and attract 15 million visitors each year.

2 Events after the balance sheet date

2.1 Retail Estates enables relaunch in six of its eight Fun properties with ToyChamp/Dreamland and Jysk - Advanced negotiations to let out seventh property with new activity

On 17 February 2024 the Bruges department of the Business Court of Gent has accepted the proposal by ToyChamp/Dreamland and Jysk to relaunch eleven shops of Fun Belgium nv following the latter's bankruptcy. Toy chain ToyChamp/Dreamland will take over nine shops while the Danish furniture chain Jysk will take over two. This involves six of the eight shops Retail Estates rented out to Fun.

The six retail properties in question are located at prime locations. Toy chain ToyChamp/Dreamland takes over five shops in Sint-Joris-Winge (Gouden Kruispunt), Sint-Denijs-Westrem (Kortrijksesteenweg), Merksem (Bredabaan), Dendermonde (Mechelsesteenweg) and Mechelen (Liersesteenweg). Furniture chain Jysk will occupy the retail unit in Lier (Antwerpsesteenweg). For these units with a total rent of € 1.71 million, agreements in principle have been concluded that will come into effect on 1 April 2024 at the earliest. As of today, Fun has no late payments (including February's rent).

Retail Estates supported the mediator actively during the procedure. CEO Jan De Nys explains why: "As a 'partner of choice', we aim to create a win-win situation for everyone involved: Retail Estates as landlord, the new tenants and the affected employees that can stay on board. We do this by supporting entrepreneurs and maintaining employment in close collaboration with other clients in our portfolio. This is a fine example of how we translate our values and sustainability strategy in tangible actions."

For the two other shop units with a total rent of € 0.53 million, Retail Estates will select a tenant itself. Currently, advanced negotiations are ongoing for the retail property in Korbeek-Lo (Leuven).

3 Key figures on 31 December 2023

3.1 EPRA earnings

On 31 December 2023 the EPRA earnings had evolved to € 67.36 million compared to € 65.88 million in the comparable period in the 2022-2023 financial year.

EPRA earnings per share (on the basis of the weighted average number of shares) amounted to € 4.68 on 31 December 2023, compared to € 4.49 EUR recurring EPRA profit on 31 December 2022. This is the EPRA profit on 31 December 2022⁸ corrected for the non-recurring results as a consequence of various refunds of Dutch taxes relating to the previous financial year.

The calculation of the EPRA earnings per share takes into account the weighted average number of shares on 31 December 2023, i.e. 14,267,059 shares. The weighted average number of shares has increased in 2023⁹ with the issue of 289,760 shares as a result of the capital increase within the context of the optional interim dividend.

⁸ More information in the press release of 20 February 2023: Interim statement of the board of directors – third quarter 2022-2023.

⁹ More information in the press release of 12 July 2023: Result of the interim optional dividend.

3.2 Net result

The net results, which also takes into account the results on disposal of investment properties (€ -0.21 million), the positive variations in the fair value of the investment properties (€ +40.35 million), the other result on portfolio (€ -0.24 million) and the negative variations in the fair value of financial instruments (€ -21.36 million) amounted to € 85.90 million on 31 December 2023.

3.3 Information per share

	31.12.2023	31.03.2023
Number of shares in circulation	14,375,587	14,085,827
Weighted average number of shares	14,267,059	13,851,452
Net asset value per share IFRS	78.61	77.90
EPRA NAV	75.81	73.78
	31.12.2023	31.12.2022
EPRA earnings per share (based on weighted average number of shares) - recurring10	4.68	4.49
EPRA earnings per share (based on number of shares entitled to dividends) - recurring10	4.64	4.68

3.4 Debt ratio

On 31 December 2023 the debt ratio amounted to 45.52% compared to 44.77% on 31 March 2023. The average interest rate was 2.21%, linked to a 90% interest hedge.

4 Financial calendar

Announcement of the annual results of the 2023-2024 financial year	Monday 27 May 2024
General meeting	Monday 22 July 2024
Ex-coupon date dividend	Wednesday 24 July 2024
Dividend made available for payment	Friday 26 July 2024

¹⁰ EPRA earnings per share on 31 December 2022 is the EPRA profit on 31 December 2022 corrected for the nonrecurring results as a consequence of various refunds of Dutch taxes relating to the previous financial year.

About Retail Estates nv

The Belgian public real estate investment trust Retail Estates nv is a niche player specialised in making out-of town retail properties located on the periphery of residential areas or along main access roads to urban centres available to users. Retail Estates NV acquires these real estate properties from third parties or builds and commercialises retail buildings for its own account. The buildings have useful areas ranging between 500 m² and 3,000 m². A typical retail building has an average area of 1,000 m² in Belgium and 1,500 m² in the Netherlands.

As of 31 December 2023, Retail Estates nv has 1,025 rental units in its portfolio with a total retail area of 1,234,904 m², spread over Belgium and the Netherlands. The occupancy rate of the entire portfolio was 97.92% on 31 December 2023. The fair value of the consolidated real estate portfolio of Retail Estates NV as at 31 December 2023 is estimated at € 2,010.63 million by independent real estate experts.

Retail Estates NV is listed on Euronext Brussels and Euronext Amsterdam and is registered as a public regulated real estate company.

Forward-looking statements

This press release contains a number of forward-looking statements. Such statements are subject to risks and uncertainties which may lead to actual results being materially different from the results which might be assumed in this press release on the basis of such forward-looking statements. Major factors that may influence these results include changes in the economic situation, commercial, tax-related and environmental factors.

Ternat, 26 February 2024

Jan De Nys, CEO of Retail Estates nv

More information: Jan De Nys, CEO – tel. +32 (0)2 568 10 20 of +32 (0)475 27 84 12 Kara De Smet, CFO – tel. +32 (0)2 568 10 20