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Vastned Belgium NV
Earnings Release • Oct 21, 2024
4021_10-q_2024-10-21_dccb2a52-8846-4b14-9931-3783184b91be.pdf
Earnings Release
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Interim statement of the Board of Directors for the period 01.01.2024 to 30.09.2024
- On 25 September 2024, the shareholders of Vastned Belgium approved the proposed reverse cross-border legal merger at an extraordinary general meeting of shareholders. Hereby, Vastned Retail, the current Dutch parent company of Vastned Belgium, will merge with and into Vastned Belgium. The proposed merger will take effect on 1 January 20251 .
- On 25 September 2024, the shareholders of Vastned Belgium approved the distribution of an intermediary dividend (tussentijds dividend) for a gross amount of € 1.00 per share under the condition precedent of the proposed merger not proceeding. The coupon of this intermediary dividend was detached on 27 September 2024 and will be paid on 7 January 2025 to the pre-merger shareholders of Vastned Belgium.
- EPRA earnings of € 1.92 per share for the first nine (9) months of 2024, compared to € 2.10 per share for the same period of previous financial year.
- The Board of Directors of Vastned Belgium decided to proceed with the distribution of an interim dividend for a gross amount of € 2.30 per share, payable on 22 November 2024.
- Increase in the fair value of the real estate portfolio 2 (0.47%) compared to the previous financial year.
- € 44.7 million of unused credit facilities available for use.
1) If the conditions precedent are met or expired.
2) Excluding the IFRS 16 right-of-use assets.
1. Operational activities during the first nine months of 2024
1.1. Evolution of the real estate portfolio3
As at 30 September 2024, the majority of the portfolio consisted of high-quality inner-city properties located in the cities of Antwerp, Brussels, Ghent and Bruges, as well as high-quality retail parks and retail warehouses.
The fair value of the investment properties (including the value of IFRS 16 right-of-use assets worth € 0.1 million and excluding the assets held for sale) amounted to € 311.0 million as at 30 September 2024, which corresponds to an increase compared to the fair value at the end of the previous financial year (€ 309.6 million at 31 December 2023).
| Real estate portfolio | 30.09.2024 | 31.12.2023 |
|---|---|---|
| Fair value of investment properties (in thousands €) Total leasable space (m²) |
311,029 75,165 |
309,581 75,165 |
1.2. Rental activitities
Vastned Belgium concluded fourteen (14) rental agreements in the first nine (9) months of 2024, representing a total rental volume of € 2.1 million per year. This corresponds to approximately 11.0% of Vastned Belgium's total rental income.
In total, eight (8) new rental agreements were concluded, of which two (2) commercial rental agreements, three (3) agreements with residential tenants and three (3) popup agreements. In addition, six (6) rental renewals were concluded with existing tenants.
The rental prices negotiated by Vastned Belgium (excluding pop-up agreements) are 7.5% higher than the market rental prices determined by independent valuation experts due to the quality of the real estate portfolio and the good work of a committed asset management department.
Press release Regulated information / Embargo until 21 October 2024, 6.00 pm Antwerp, 21 October 2024
1.3. Redevelopments within the real estate portfolio
Over the past few months, Vastned Belgium has studied the redevelopment opportunities of the real estate portfolio to create additional shareholder value. The permit for the renovation and refurbishment of the building located at Nieuwstraat 98 in Brussels has already been obtained. The works will start in 2025 and will be completed within a time period of one (1) year.
In addition, the Company has two (2) permit procedures ongoing. The first permit procedure relates to the redevelopment of Galerie Jardin d'Harscamp in Namur, with the aim of creating one (1) large retail unit by merging the vacant retail units and the unrentable corridor. Vastned Belgium is currently in conversation with potential tenants for this unit, which will allow to
eliminate the vacancy in the gallery. The vacants units located inside Galerie Jardin d'Harscamp are currently not being rented out due to the planned redevelopment. These vacant units have an impact of 0.8% on the occupancy rate.
The second permit procedure relates to the retail property located at Bondgenotenlaan 69 - 73 in Louvain. Two (2) applications were submitted for this retail property, one for the merger of two (2) retail units into one (1) larger unit and the other for the redevelopment of the upper floors into (student) accommodation.
The Company continues to investigate opportunities for the redevelopment of other properties and will communicate additional redevelopments in due course.
1.4. Occupancy rate4
| Occupancy rate | 30.09.2024 | 31.12.2023 |
|---|---|---|
| Occupancy rate of the real estate portfolio | 97.7% | 99.9% |
The occupancy rate of the real estate portfolio amounted to 97.7% as at 30 September 2024 and decreased with 2.2% compared to 31 December 2023 (99,9%). The decrease in the occupancy rate is a result of a number of bankruptcies of tenants and tenants leaving at the end of the third quarter of 2024. Discussions are ongoing for one (1) unit and the Company is seeking to conclude a new rental agreement by year-end.
In addition, the occupancy rate is negatively impacted by the redevelopment of Galerie Jardin d'Harscamp (impact of 0.8%) and one (1) unit no longer available for lease due to the expiration of a leasehold (0.3%) in December 2024. Taking both these impacts into account, the occupancy rate would be 98.8%. At the end of previous financial year, a number of pop-up agreements were concluded for Galerie Jardin d'Harscamp to promote the attractiveness of the gallery.
The asset management department remains in close contact with retailers and real estate agents for the rental of the vacant units.
2. Financial results for the first nine months of 2024
| (in thousands €) | 30.09.2024 | 30.09.2023 |
|---|---|---|
| Rental income Rental-related expenses Other rental-related income and expenses |
13,932 -268 329 |
13,912 -8 100 |
| PROPERTY RESULT | 13,993 | 14,004 |
| Property charges General costs Other operating income and costs |
-1,170 -810 11 |
-1,291 -750 6 |
| OPERATING RESULT BEFORE RESULT ON PORTFOLIO | 12,024 | 11,969 |
| Result on disposal of investment properties Changes in fair value of investment properties Other result on portfolio |
409 1,071 -12 |
0 -744 228 |
| OPERATING RESULT | 13,492 | 11,453 |
| Financial result (excl. changes in the fair value of financial instruments) Changes in fair value of financial instruments Taxes |
-2,269 -966 -58 |
-1,274 -800 -54 |
| NET RESULT | 10,199 | 9,325 |
| Note: • EPRA earnings • Result on porfolio • Changes in fair value of financial instruments • Taxes: deferred taxes • Non-distributable result subsidiaries |
9,743 1,468 -966 -28 -18 |
10,683 -516 -800 -24 -18 |
Antwerp, 21 October 2024
2.1. Analysis of the results5
The rental income of Vastned Belgium amounted to € 13.9 million for the first nine (9) months of 2024 and are in line with the same period of previous financial year (€ 13.9 million). The increase due to indexation of the rent of existing rental agreement was partially offset by rental renewals (against average lower rental terms) closed in previous financial year. In addition, rental income decreased as a result of the sale of a retail property – in the first half of 2024 – located at Brusselsesteenweg 41 in Aalst and a retail property – in the fourth quarter of 2023 – located in Mons.
Rental-related expenses related to the provision for potential losses on outstanding receivables. Compared to the same period of previous financial year, rentalrelated expenses increased by € 0.3 million. This increase is mainly attributable to outstanding receivables for a number of tenants currently in bankruptcy. In the same period of previous financial year, a part of the provision for potential losses on outstanding receivables was reversed.
Other rental-related income and expenses amounted to € 0.3 million (€ 0.1 million) and relate for € 0.2 million to compensations received following the damages incurred due to stability issues for the retail property located at Bruul 42-44 in Mechelen. In 2023, the Company received the judgment in the appeal court procedure and, analogously to the judgement of the court of first instance, the Company was again discharged for the stability problems. In the first half of 2024, the final compensation for these stability problems were received. In addition, the other rental-related related income and expenses, for an amount of € 0.1 million, relate to money received by Vastned Belgium for the closure of bankruptcies. The bankruptcies themselves date from before 2024.
Property charges amounted to € 1.2 million and decreased slighty compared to the same period of previous financial year (€ 1.3 million). The decrease in the technical cost was partly offset by higher vacancy costs. In 2023, studies were carried out for sustainability works (e.g. stability studies for installing solar panels), while these sustainability works were carried out in 2024 and capitalised. Higher vacancy costs are a result of the lower occupancy rate during the year.
The general and other operating income and costs amounted to € 0.8 million and increased slightly compared to the same period of previous financial year. This increase is a result of additional administrative assistance
In the first quarter of 2024, Vastned Belgium sold the retail property located at Brusselsesteenweg 41 in Aalst for a value of € 1.6 million. On this sale, the Company realised a capital gain of € 0.4 million.
The fair value of Vastned Belgium's real estate portfolio increased in the first nine (9) months of 2024 compared to the same period of previous financial year. The changes in the fair value of the investment properties are positive for an amount of € 1.1 million (€ -0.7 million). In 2023, the fair value of investment properties decreased as a result of increasing market yields – due to uncertain market conditions. In the first nine (9) months of 2024, the fair value of investment properties increased due to an increase in market rents as a result of indexation and the further refinement of the capitalisation rate (yield) of a number of properties.
The financial result (excluding changes in the fair value of financial instruments) amounted to € -2.3 million for the first nine (9) months of 2024 and decreased by € -1.0 million compared to the same period of previous financial year (€ -1.3 million). The financial result decreased due to rising interest expenses as a result of the refinancing of the credit lines. The average interest rate for financing, for the first nine (9) months of 2024, amounted to 3.73%, including bank margins (2.04%)
The changes in the fair value of financial instruments
include a decrease in the positive market value of interest rate swaps that, in accordance with IFRS 9 'Financial Instruments', cannot be classified as cash-flow hedging instruments. The decrease of € 1.0 million in the value of interest rate swaps is due to decreasing interest rates compared to the average interest rate at the moment when these contracts were concluded.
Regulated information / Embargo until 21 October 2024, 6.00 pm Antwerp, 21 October 2024
The net result of Vastned Belgium for the first nine (9) months of 2024 amounted to € 10.2 million (€ 9.3 million) and can be divided into:
- the EPRA earnings of € 9.7 million, which decreases by € 1.0 million compared to the same period of previous financial year (€ 10.7 million). This decrease is largely attributable to the increase in interest expenses due to the refinancing of the credit lines;
- the result on the portfolio (incl. result on disposal of investment properties) of € 1.5 million (increase of € 2.0 million compared to the same period of previous financial year); and
- the changes in the fair value of financial instruments to an amount of € -1.0 million (€ -0.8 million)
The EPRA earnings per share amount to € 1.92 for the first nine (9) months of 2024 compared to € 2.10 for the same period of previous financial year.
| Key figures per share | 30.09.2024 | 31.12.2023 | 30.09.2023 |
|---|---|---|---|
| Number of shares entitled to dividend | 5,078,525 | 5,078,525 | 5,078,525 |
| Net result (9 months/1 year/9 months) (€) | 2.01 | 2.22 | 1.84 |
| EPRA earnings (9 months/1 year/9 months) (€) | 1.92 | 2.81 | 2.10 |
| Net value (fair value) (€) | 45.02 | 45.66 | 45.28 |
| Net value (investment value) (€) | 46.56 | 47.19 | 46.81 |
| EPRA NRV (€) | 46.75 | 47.19 | 46.59 |
| EPRA NTA (€) | 45.22 | 45.66 | 45.05 |
| EPRA NDV (€) | 45.02 | 45.66 | 45.28 |
| Share price on closing date (€) | 31.50 | 30.80 | 27.00 |
| Premium (+)/Discount (-) with regard to fair net value (%) | -30.0% | -32.5% | -40.4% |
The net value (fair value) of the share amounts to € 45.02 (€ 45.28) as at 30 September 2024. Given that the share price of Vastned Belgium (VASTB) amounted to € 31.50 per share on 30 September 2024, the share was listed on 30 September 2024 at a discount of -30.0% compared to the net value (fair value).
Press release
Regulated information / Embargo until 21 October 2024, 6.00 pm Antwerp, 21 October 2024
2.2. Financial structure as at 30 September 2024
Vastned Belgium's debt ratio amounts to 26.6% as at 30 September 2024 and increased by 1.3% in the first nine (9) months of 2024 (25.3% at 31 December 2023). This increase is a result of the payment of the dividend in May 2024 and the recognition of the intermediary dividend (tussentijds dividend) of € 1.00 per share. The intermediary dividend was approved at the extraordinary general meeting of shareholders on 25 September 2024 and will be paid on 7 January 2025 after the completion of the Merger. Compared to the same period of previous financial year, the debt ratio has increase by 0.1%.
The financial structure can be summarized as follows:
- Recorded financial debts: € 80.3 million.
- 100% of the available credit lines with financial institutions are long-term financing with a weighted average term of 3.3 years.
- Unused credit lines of € 44.7 million.
- For 60% of the available credit lines, the interest rate is fixed by interest rate swaps or by fixed interest rates, 40% has a variable interest rate; of the drawn credit lines this is 93% and 7% respectively.
- Fixed interest rates are fixed for a remaining period of 3.8 years on average.
- Average interest rate for the first nine (9) months of 2024: 3.73% including bank margins.
- Market value of financial derivatives: € -0.7 million.
- Debt ratio of 26.6% (legal maximum of 65.0%).
In the third quarter of 2024 the Company concluded additional Interest Rate Swaps with a notional amount of € 15.0 million to hedge the financial debts. In this way, a larger part of the interest expenses on the available credit lines can be fixed.
Antwerp Huidevettersstraat • G-Star RAW
Press release
Regulated information / Embargo until 21 October 2024, 6.00 pm Antwerp, 21 October 2024
3. Extraordinary general meeting
On 25 September 2024, the shareholders of Vastned Belgium approved the proposed reverse cross-border legal merger in which Vastned Retail (Vastned Retail N.V., Euronext Amsterdam: VASTN), the Dutch parent company of Vastned Belgium, will merge with and into Vastned Belgium (the Merger) at an extraordinary general meeting of shareholders. 70.53% of all ordinary shares of Vastned Belgium were represented at the extraordinary general meeting. The Merger was unanimously approved.
The shareholders of Vastned Belgium also approved the (re)appointment of directors, per 1 January 2025 at 00.00 hours Dutch and Belgian time (under the condition precedent of the completion of the Merger), and the distribution (under the condition precedent of the completion of the Merger) of an intermediary dividend (tussentijds dividend) of € 1.00 per share, payable on 7 January 2025 to the pre-Merger shareholders of Vastned Belgium. The dividend of € 1.00 per share is designed to mitigate the immediate impact on the cash dividend for Vastned Belgium's pre-Merger shareholders, in light of the different yield profile of Vastned Retail compared to Vastned Belgium.
Prior to Vastned Belgium's extraordinary general meeting, on 25 September 2024 the shareholders of Vastned Retail also approved the Merger with the legally required majority.
The Merger will become effective on 1 January 2025 at 00.00 hours Dutch and Belgian time, provided that the remaining conditions of the Merger are also satisfied by then. On that moment, Vastned Retail shareholders will receive 0.839 Vastned Belgium share for each Vastned Retail share for which no withdrawal right6 has been exercised in accordance with Dutch law. Vastned retail shares that are held by or on behalf of Vastned Retail and Vastned Retail shares for which a withdrawal right in accordance with Dutch Law has been exercised, will be cancelled by operation of law.
Further information regarding the Merger is available online at www.vastned.be/en/investor-relations/merger and www.vastned.com/merger-documents/.
4. Interim dividend
The Board of Directors decided on 21 October 2024 to proceed with the payment of an interim dividend for a gross amount of € 2.30 per share, as already announced on the occasion of the proposed Merger. This amount corresponds to the dividend Vastned Belgium intends to pay for the entire financial year 2024.
In view of this interim dividend, no further dividend will be paid in the course of 2025 on Vastned Belgium's result for the financial year ending 31 December 2024.
The interim dividend is represented by coupon no. 26 and will be paid on 22 November 2024.
Press release Regulated information / Embargo until 21 October 2024, 6.00 pm Antwerp, 21 October 2024
5. Financial calendar 2024-2025
The financial calendar is as follows:
| Wed 20 Nov 2024 Ex-date interim dividend |
Wed 30 April 2025 at 2.30 pm General Meeting of Shareholders |
||||||
|---|---|---|---|---|---|---|---|
| Fri 22 Nov 2024 Payment interim dividend |
Tue 7 Jan 2025 Payment intermediary dividend |
Mon 24 February 2025 Publication of annual results as at 31 December 2024 |
Tue 12 May 2025 Interim statement on the results as at 31 March 2025 |
Tue 28 July 2025 as at 30 June 2025 |
Half-year financial report | ||
| October November December |
January February |
March April |
May June |
July | August | September | October |
Mon 27 October 2025 Interim statement on the results as at 30 September 2025
Bruges Steenstraat • Massimo Duti
6. Condensed consolidated financial statements as at 30 September 2024
6.1. Condensed consolidated income statement
| (in thousands €) | 30.09.2024 | 30.09.2023 |
|---|---|---|
| Rental income Rental-related expenses |
13,932 -268 |
13,912 -8 |
| NET RENTAL INCOME | 13,664 | 13,904 |
| Recovery of rental charges and taxes normally payable by tenants on let properties Rental charges and taxes normally payable by tenants on let properties Other rental-related income and expenses |
1,324 -1,324 329 |
1,286 1,286 100 |
| PROPERTY RESULT | 13,993 | 14,004 |
| Technical costs Commercial costs Charges and taxes on unlet properties Property management costs Other property charges Property charges |
-158 -114 -128 -736 -34 -1,170 |
-411 -104 -40 -703 -33 -1,291 |
| OPERATING PROPERTY RESULT | 12,823 | 12,713 |
| General expenses Other operating income and expenses |
-810 11 |
-750 6 |
| OPERATING RESULT BEFORE RESULT ON PORTFOLIO | 12,024 | 11,969 |
| Result on disposal of investment properties Changes in fair value of investment properties Other result on portfolio |
409 1,071 -12 |
0 -744 228 |
| OPERATING RESULT | 13,492 | 11,453 |
| Financial income Net interest charges Other financial charges Changes in fair value of financial instruments Financial result |
2 -2,267 -4 -966 -3,235 |
1 -1,272 -3 -800 -2,074 |
| RESULT BEFORE TAXES | 10,257 | 9,379 |
| Taxes | -58 | -54 |
| NET RESULT | 10,199 | 9,325 |
| (in thousands €) | 30.09.2024 | 30.09.2023 |
|---|---|---|
| NET RESULT | 10,199 | 9,325 |
| Note: • EPRA earnings • Result on portfolio • Changes in fair value of financial instruments • Taxes: deferred taxes • Non-distributable result subsidiaries |
9,743 1,468 -966 -28 -18 |
10,683 -516 -800 -24 -18 |
| Attributable to: Shareholders of the parent company |
10,344 | 9,325 |
| Non-controlling interest | 0 | 0 |
6.2. Result per share
| 30.09.2024 | 30.09.2023 | |
|---|---|---|
| Number of shares entitled to dividend | 5,078,525 | 5,078,525 |
| Net result (€) | 2.01 | 1.84 |
| Diluted net result (€) | 2.01 | 1.84 |
| EPRA earnings (€) | 1.92 | 2.10 |
6.2. Condensed consolidated statement of comprehensive income as at 30 September 2024
| (in thousands €) | 30.09.2024 | 30.09.2023 |
|---|---|---|
| NET RESULT | 10,199 | 9,325 |
| Other components of comprehensive income (recyclable through income statement) |
0 | 0 |
| Changes in the effective part of fair value of authorised hedging instruments that are subject to hedge accounting |
0 | 0 |
| COMPREHENSIVE INCOME | 10,199 | 9,325 |
| Attributable to: • Shareholders of the parent company • Non-controlling interest |
10,199 0 |
9,325 0 |
6.4. Condensed consolidated balance sheet as at 30 September 2024
| Assets (in thousands €) | 30.09.2024 | 31.12.2023 |
|---|---|---|
| Non-current assets | 312,096 | 310,143 |
| Intangible assets | 13 | 44 |
| Investment properties | 311,029 | 309,581 |
| Non-current financial assets | 1,046 | 488 |
| Other tangible assets | 0 | 28 |
| Trade receivables and other non-current assets | 8 | 2 |
| Current assets | 6,269 | 5,758 |
| Assets held for sale | 583 | 1,774 |
| Current financial assets | 0 | 470 |
| Trade receivables | 2,431 | 2,215 |
| Tax receivables and other current assets | 0 | 472 |
| Cash and cash equivalents | 486 | 429 |
| Deferred charges and accrued income | 2,769 | 398 |
| TOTAL ASSETS | 318,365 | 315,901 |
| Shareholders' equity and liabilities (in thousands €) | 30.09.2024 | 31.12.2023 |
|---|---|---|
| SHAREHOLDERS' EQUITY | 228,660 | 231,894 |
| Shareholders' equity attributable to the shareholders of the parent company Share capital Share premium Reserves Net result of the financial year |
228,660 97,213 4,183 117,065 10,199 |
231,894 97,213 4,183 130,498 0 |
| Non-controlling interest | 0 | 0 |
| LIABILITIES | 89,705 | 84,007 |
| Non-current liabilities Non-current financial debts • Credit institutions • Financial leasing Other non-current financial liabilities Other non-current liabilities Deferred tax - liabilities |
82,211 81,021 80,293 728 657 180 353 |
78,849 78,190 77,800 390 188 146 325 |
| Current liabilities Provisions Current financial debts • Credit institutions • Financial leasing Trade debts and other current debts Other current liabilities Deferred income and accrued charges |
7,494 269 72 0 72 1,130 2,311 3,712 |
5,158 269 191 0 191 796 580 3,322 |
| TOTAL SHAREHOLDERS' EQUITY AND LIABILITIES | 318,365 | 315,901 |
| 12 / 13 |
Press release
Regulated information / Embargo until 21 October 2024, 6.00 pm Antwerp, 21 October 2024
Mechelen Bruul • H&M
About Vastned Belgium: Vastned Belgium is a public regulated real estate company (RREC), the shares of which are listed on Euronext Brussels (VASTB). Vastned Belgium invests exclusively in Belgian commercial real estate, more specifically in multi-functional retail properties located in the popular shopping cities of Antwerp, Brussels, Ghent and Bruges. The real estate portfolio also comprises high-end retail parks and retail warehouses. A smaller part of the portfolio is invested in hospitality and residential units.
For more information, please contact: Vastned Belgium nv, a public regulated real estate company under Belgian law, Sven Bosman (Operational Managing Director) or Barbara Gheysen (CFO), tel. +32 3 361 05 90 // www.vastned.be
Disclaimer: This press release contains prospective information, forecasts, views and estimates prepared by Vastned Belgium on the expected future performance of Vastned Belgium and of the markets in which it operates. Readers are advised that such prospects are subject to risks and uncertainties which can cause the actual results to differ considerably from those expressed in such prospective statements. Prospective statements such as these can be impacted by significant factors such as changes in the economic situation as well as to factors pertaining to taxation, competition and environment. Vastned Belgium cannot guarantee that the assumptions underlying the prospective information are free of misstatements. Only the Dutch version is the official version. The English version is a translation of the original Dutch version.