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Baltic Sea Properties

Quarterly Report Nov 18, 2021

3552_rns_2021-11-18_ddb5bcd9-7a05-422a-a2e8-ec9cc3b6345d.pdf

Quarterly Report

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Quarterly report

Baltic Sea Properties AS

About us

The company is among the Baltics' leading real estate investors and developers – owning a portfolio of logistics, industrial and retail assets. Per 30.09.2021 the company generated a total rent income of apx. MEUR 4.73.

Contracted rent income for the portfolio in 2021 is estimated to MEUR 5.8.

In addition to refining the current portfolio Baltic Sea Properties has ambitions to strenghten the portfolio with new cash flow and development projects which will increase shareholder values and the company's dividend capacity.

The property management is conducted through fully-owned subsidiaries by a professional management team with deep knowledge of the Baltic real estate market.

Delamode terminal | Near Vilnius

We value long-term partnerships with strong tenants.

To achieve this we acquire land plots in strategic locations and next to our tenants to allow their long term development.

Liepų Parkas | Land plot for development in Klaipėda, acquired by Baltic Sea Properties in April 2021.

Contents

About us 2
CEO's comment 6
Key figures 8
Key figures properties
Key figures group
Net Asset Value
9
10
11
Quarterly financials 12
Profit & loss statement
Balance sheet
Financing
13
14
15
Property portfolio 16
Tenant mix
Presentation of our properties
Land bank
18
20
28
Euronext Growth Oslo 31
Contact 32

Disclaimer:

This report has been prepared by Baltic Sea Properties AS in good faith and to our best ability with the purpose to give the company's shareholders updated information about the company's operations and status. This document must not be understood as an offer or encouragement to invest in the company. The financial figures presented are unadited and may thus include discrepancies. Baltic Sea Properties AS further makes reservations that errors may have occurred in its calculations of key figures or in the development of the report which may contribute to an inaccurate impression of the company's status and/or operations. The report also includes descriptions and comments which are based on subjective assumptions and considerations, and thus must not be understood as a guarantee of future events or future profits.

CEO's comment

Dear shareholder,

We are continuing to show positive momentum throughout the third quarter and into the fourth with growth in both our income from property management and net asset value (NAV), which forms a good foundation for our ambitious growth strategy. Investors' appetite for the logistics and industrial sector keeps gaining momentum across the continent, and valuation yields are compressing also in the Baltics. We believe this trend is likely to continue.

Several fundamental mechanisms support the yield compression we are witnessing, including the e-commerce megatrend and an increased focus on securing supply chains across Europe. The shortage of raw materials and increase in construction prices seen is raising concerns within our sector. Companies worldwide are building up resilience to secure raw material input to combat the bottlenecks and uncertainty related to international production, trade, and shipping. Many of our clients are further confirming this as warehouses are filling up due to increased inventory volumes. Although it could be a matter of short-term supply chain shortages, it is important to monitor the situation closely, and we make sure to have good communication with our construction companies in this regard.

Growth ambitions

We have an exciting pipeline of new potential projects and expansion of existing projects including the Delamode terminal. We have also acquired additional development land adjacent to our existing projects to accommodate our clients' future growth which is an important part of our long-term strategy. Furthermore, we have started the development of two new distribution terminals for DPDgroup, who are one of Europe's largest e-commerce & distribution operators.

As a long-term investor and awarded developer of logistics and industrial properties in the Baltics, we have experienced both regional and international interest for collaboration over some time now. We are very happy to see that our professionalism and position in the market keeps gaining recognition and opens new and exciting doors to potential new partnerships in the Baltics and beyond. We consider such partnerships to be a promising avenue to scale faster as well as to ensure our resilience in an everchanging and competitive environment.

In addition to being an industrial and logistics developer and investor, we also see attractive options within other real estate sectors. Our organisation has a long track record within other sectors, and we continue to look for attractive opportunities in line with our growth strategy.

We see great potential to increase our profitability from our current stable cash flow investments, new acquisitions and from our strong organic development project pipeline.

Our clients require sustainable, creative, and value-added property solutions

Our first-class team continues to provide creative, sustainable and high-quality solutions for our partners, thus supporting long-term partnership and subsequently creates substantial value for our shareholders.

We are continuing to work on our sustainability targets as well to further develop our corporate social responsibility initiatives and corporate governance policies. Continued investment in sustainability and energy efficiency in our existing and new buildings are an integral part of our overall ESG strategy. Hence, we are currently assessing our portfolio to qualify for BREEAM in-use ratings. Furthermore, we are installing solar panels in our current expansion projects.

All in all, the current market conditions and megatrends undoubtedly create a fast-paced and challenging business environment. We welcome the challenge and are confident that our dynamic team and successful implementation of new projects and technologies will lead us to many exciting opportunities in the time to come. In our opinion, The Baltic region still provides very interesting investments in these times of change; we closely monitor our partners' needs and continue to deliver value-added solutions and high-quality projects according to our agreements.

Lars Christian Berger CEO, Baltic Sea Properties AS

Delamode terminal | Near Vilnius

Key figures Q3 2021

  • Key figures properties
  • Key figures group
  • Net Asset Value

Please note:

  • The figures in this report are unaudited.
  • Baltic Sea Properties AS follows Norwegian accounting standards (NGAAP).

Properties

Rent roll

Contracted rent roll 2021

Company Segment Tenant Budget rent
(EUR)
Property
NOI*
% income GLA (sqm) % GLA Maturity
BSP LP Logistics Girteka 956 221 890 041 16,5% 17 149 16,9% 2026
BSP LP II Logistics Vinge 1 039 435 963 673 17,9% 21 929 21,6% 2038
BSP LP IV Logistics Rhenus 1 073 354 1 014 109 18,5% 18 226 18,0% 2035
BSP LP V ** Logistics Delamode 534 732 495 196 9,2% 8 329 8,2% 2035
BSP LP VI Logistics Oribalt 441 965 399 743 7,6% 6 807 6,7% 2035
KVP Industrial Multiple 1 411 952 1 257 220 24,3% 24 500 24,2% 2022-2027
BSP RP I Retail Multiple 74 046 66 641 1,3% 1 337 1,3% 2022
BSP RP V Retail Maxima 271 859 249 147 4,7% 3 021 3,0% 2034
Total ** 5 803 566 5 335 769 100% 101 298 100%

* Property NOI also includes internal management expenses in addition to other direct property cost.

** Numbers are not CPI-adjusted.

Terms/abbreviations used in the table above:

  • Property NOI: Net rent income after direct ownership expenses incl. management.
  • GLA: Leasable area.

Projects under development

Company Segment Tenant Budget rent
(EUR)
GLA (sqm) Handover
(est.)
BSP LP V Logistics Delamode 316 550 4 780 Q3 2022
BSP LP VII Logistics DPD - Telsiai 113 724 1 458 Q3 2022
BSP LP VIII Logistics DPD - Siauliai 180 180 2 310 Q3 2022
Total 610 456 8 548

High-profile tenants Portfolio based on rental income

Portfolio based on GLA

Retail Logi stics Industrial

Key figures group

3rd quarter report 2021 (unaudited)

Per share (NOK) 30/09/2021 30/09/2020 Balance sheet* (MNOK) 30/09/2021 31/12/2020
Net Asset Value (NAV)* 51.66 48.66 Fixed assets 599 571
NAV in Euro 5.08 4.38 Current assets 83 41
Accumulated pay-outs 23.50 22.00 Assets 682 611
Last transaction price per date 49.00 53.00 Equity 209 207
Number of shares issued 6 688 232 6 688 232 Debt 473 405

* Valuations per 30.06.2021 is basis for property values in NAV calculation, adjusted for investments made during Q3 2021.

* Please refer to information on the next page about change of principle for the NAV calculations since the 3rd quarter of 2020.

Property portfolio (MNOK) 30/09/2021 30/09/2020 Profit & loss (MNOK) 30/09/2021 30/09/2020
Market value portfolio 746.1 848.7 Operating income 52.4 46.7
Value of equity based on NAV 344.7 324.4 Operating expenses excl.
depreciations and impairments
14.9 9.9
Gross rent income per date 48.4 45.6 EBITDA (Operating profit/loss excl.
depreciations and impairments)
37.5 36.9
NOI-yield 7.67 % 8.35 % Income From Property Management
(IFPM)
26.3 21.7
IFPM-yield 10.15 % 8.93 % EBIT 24.6 30.4
Shortest contract length (years) 1.0 0 Profit/Loss before tax 22.0 14.7
Longest contract length (years) 17.0 18.0
WAULT (years) 10.1 11.0
NIBD (incl. mezzanine loan) 402 522
LTV (incl. mezzanine loan) 55.67 % 64.20 %
Balance sheet* (MNOK) 30/09/2021 31/12/2020
Fixed assets 599 571
Current assets 83 41
Assets 682 611
Equity 209 207
Debt 473 4()5

* Booked values according to Norwegian accounting standards.

depreciations and impairments 14.9 9.9
depreciations and impairments) 37.5 36.9
(IFPM) 26.3 21.7

Terms/abbreviations used in the tables above:

  • WAULT = Weighted contract length (income/year)
  • NIBD = Net Interest-Bearing Debt
  • LTV = Loan to Value ratio
  • NOI-yield = Annualised budget net operating income from property portfolio (incl. all salary expenses) / Market value of the portfolio. Yield is adjusted for land bank value.
  • Income From Property Management = Profit/loss before tax excluding depreciations, profit/loss/value movements on properties, currency and other financial instruments
  • IFPM-yield = Income From Property Management / Market Value of the portfolio

Net Asset Value (NAV)

Net Asset Value (NAV) is a measure of the fair value of the company's net assets on an on-going long-term basis, calculated as the total value of the company's assets minus the total value of its liabilities, with certain adjustments.

Public and private real estate companies and real estate funds use slightly different adjustment principles when calculating their NAV. Below is therefore an explanation of how NAV is calculated in Baltic Sea Properties.

Assets
valuation and
adjustments
for NAV:


Investment (income generating) property and development land is valued and included
using the most recent market value established by independent valuers (based principally
on the discounted cash flow method.)
External financial investments are valued and included at their most recently published/
recorded NAV (alternatively most recent transaction price if NAV is not available.)
Development property, unfinished construction and other assets are valued and included
at book value (cost price less depreciation)
Liabilities
adjustments
for NAV:

Financial liabilities are valued and included at book value.
Deferred tax liabilities are valued and included at 50 % of the deferred profit tax calculated
on the difference between the current property market value and tax book value. (This
adjustment principle is based on market practice and a deemed fair value basis)
  • Interest rate swaps are valued and included at book value.
  • Other liabilities are valued and included at book value.

Please note:

Since the 3rd quarter of 2020, the company has used a new principle for estimating latent tax liabilities in its NAV calculations. The change increases the group's latent tax with apx. MNOK 12.3 relative to the booked net deferred tax liability per 30.09.2021.

Q3 2021 Quarterly financials

  • P&L
  • Balance sheet
  • Financing

Please note:

  • The figures in this report are unaudited.
  • Baltic Sea Properties AS follows Norwegian accounting standards (NGAAP).

Profit & loss

Q3 report 2021 (unaudited)

(Figures in parentheses are comparable figures for same quarter in the previous year)

Total operating income per 30th of September 2021 was MNOK 52.4 (MNOK 46.7). Of this MNOK 48.4 was rental income from the property portfolio (MNOK 45.6). Measured in EUR the rental income per 30th of September 2021 had increased by EUR 474 043 compared to the same period in the previous year, due to new revenue streams from the properties acquired in Q2 2021.

Direct ownership costs per 30th of September 2021 were MNOK 8.7 (MNOK 6.1). The increase is largely due to an increase in organization size since the acquisition of the management company UAB BNTP in Q2 2021.

Net rental income per 30th of September 2021 was MNOK 39.7 (MNOK 39.8).

Other operating income per 30th of September 2021 was MNOK 4.0 (MNOK 1.1). The increase is mainly profit from the sale of one retail property in the RP5 portfolio, while income from service deliveries amounted to MNOK 1.4.

Other operating expenses per 30th of September 2021 were MNOK 6.2 (MNOK 3.7). The increase is mainly due to extraordinary expenses during a period of high transaction activity.

The profit from operations before financial items, depreciations, and impairments (EBITDA) per 30th of September 2021 were MNOK 37.5 (MNOK 36.9).

Net financial items per 30th of September 2021 were MNOK -2.6 (MNOK -15.7). Net interest of MNOK -11.2 (MNOK -15.1) was largely outweighed by a profit of MNOK 8.2 from realizing the investment in EECP. The Group's interest expenses were reduced compared to the 3rd quarter of 2020, but the result also benefitted from gains from currency differences and interest rate hedging agreements. The effects from the latter were however largely outweighed by fees paid related to refinancing of the portfolio.

The Group had per 30th of September 2021 booked MNOK 4.2 (MNOK 12.7) in reversal of previous impairments following from a net accounting profit of previously impaired properties that were sold during the second quarter of 2021. Booked depreciations per 30th of September 2021 were MNOK -17.0 (MNOK -19.2).

Profit before tax per 30th of September 2021 was MNOK 22.0 (MNOK 14.7).

P&L Group (NOK) 30/09/2021 30/09/2020
NOK (YTD)
Rental income 48 363 099 45 592 577
Real estate tax, land tax, etc. -1 070 459 -977 372
Maintenance and fit-out -42 860 -251 740
Other direct ownership costs -7 551 102 -4 889 847
Sum direct ownership costs -8 664 422 -6 118 959
Net rental income 39 698 677 39 473 618
Other operating income 3 993 384 1 139 884
Other operating expenses -6 211 990 -3 748 839
EBITDA 37 480 071 36 864 663
Depreciations -17 067 845 -19 181 740
Impairments (-)/ Reversal of 4 216 645 12 696 475
previous impairments (+) *
EBIT 24 628 871 30 379 399
Net interest -11 230 625 -15 133 063
Other finance 8 592 035 -537 987
Profit/loss before tax 21 990 282 14 708 348

* Accounting profits from property sales less than accumulated impairments from previous periods are here presented as reversal of previous impairments.

Balance sheet

Q3 report 2021 (unaudited)

Valuation of properties

Valuations of the properties have been conducted by two independent valuators, based on discounted cash flow (DCF) analyses, which is standard method and our normal practice. The portfolio was valued at a total of MEUR 73.4 in the NAV calculation per 30th of September 2021, based on valuations from Newsec and Oberhaus per 30th of June 2021 (MEUR 73.2), adjusted for investments made during Q3 2021.

Balance sheet

Per the 30th of September 2021 the Group had a total cash balance of MNOK 80 (31.12.2020: MNOK 39). The increase in 2021 is mainly due to the refinancing process and divestments which have made significant funds available.

During the 2nd quarter of 2021, NOK 1.50 per share was distributed as dividend to the shareholders.

The book value of equity per the 30th of September 2021 was MNOK 209 (31.12.2020: MNOK 207). The change in NAV per share measured in EUR during the first three quarters of 2021 was +10.5 %.

Total amount of shares issued per 30.09.2021 was 6 688 232, of which the company itself held 15 000.

Property portfolio
(MNOK)
30/09/2021 30/09/2020
Market value portfolio 746.1 848.7
Value of equity based on
NAV
344.7 324.4
Gross rent income per
date
48.4 45.6
NOI-yield 7.67 % 8.35 %
IFPM-yield 10.15 % 8.93 %
Shortest contract length
(years)
1.0 0
Longest contract length
(years)
17.0 18.0
WAULT (years) 10.1 11,0
NIBD (incl. mezzanine
loan)
402 522
LTV (incl. mezzanine loan) 55.67 % 64.20 %
NIBD (excl. mezzanine
loan)
388 467
LTV (excl. mezzanine loan) 53.76 % 57.50 %
Net Asset Value
(NAV) per share
30/09/2021 30/09/2020
NOK 51.66 48.66
EUR 5.08 4.38
Applied EURNOK
conversion rate
10.17 11.10
Balance sheet* (MNOK) 30/09/2021 31/12/2020
Fixed assets 599 571
Current assets 83 41
- of which is cash 80 39
Assets 682 611
Equity 209 207
Debt 473 405

* Booked values according to Norwegian accounting standards (NGAAP).

Financing

Q3 report 2021 (unaudited)

Debt maturity Interest Swap maturity
Year EUR Share % Interest
including margin
EUR Share % Interest includ
ing margin
0-1 year - 0.00 % 2.20 % 0.00 % 0.00 % 0.00 %
1-3 years - - - 100 % 0.58 % 0.58 %
4-5 years 39 456 910 96.56 % 2.05 %
Total funding real estate portfolio 39 456 910 96.56 % 2.05 % 100 % 0.58 % 0.58 %
Mezzanine - maturing 14.5.2022* 1 405 741 3.44 % 10.70 %
Sum loan 40 862 651 100 % 2.35 % 100 % 0.58 % 0.58 %

* Loan terms overview of 12-month rolling from 30.9.21 figures

* All in weighted interest including IRS is 2.57%

Refinancing and partial down payment of mezzanine loan

During the 2nd quarter of 2021 Baltic Sea Properties completed its refinancing for the total portfolio with Luminor.

In April and May, the company repaid a total of MNOK 38 (MEUR 3.7) of the mezzanine loan. The maturity for the remainder of the loan's principal amount (MNOK 14.2) was extended for one year, until May 2022.

Loan financing 30/9/2021 31/12/2020
Net nominal interest-bearing debt
incl. mezzanine loan (MEUR)
40.8 35.4
LTV incl. mezzanine loan 55.68% 54.69 %
Net nominal interest-bearing debt
excl. mezzanine loan (MEUR)
39.5 30.4
LTV excl. mezzanine loan 53.76 % 47.0 %
Average interest rate (incl. margin and
IRS*) excl. mezzanine loan
2.6 % 3.30 %
Interest rate hedging ratio 37 % 100.0 %
Time until maturity interest-bearing
debt (weighted)
4.2 yrs 2.2 yrs
Time until maturity interest hedging
contracts (weighted)
3.0 yrs 3.5 yrs
*Interest Rate Swaps

Property portfolio Q3 2021

  • Tenant mix
  • Presentation of our properties
  • Land bank

Oribalt terminal | Near Vilnius

Delamode terminal | Near Vilnius

Tenant mix

Distribution of budgeted rent income in 2021

Oribalt terminal | Near Vilnius

Rhenus | Logistics

Company name: BSP Logistic Property 4 Tenant: Rhenus Logistics GLA: 18 226 m2 Maturity lease contract: 2035

Location: Highway A4, Vilnius, Lithuania

The property was finalised in June 2017 and further expanded in 2020. It is currently leased by UAB Rhenus Logistics, a subsidiary of the Rhenus Group.

The Rhenus Group is one of Europe's biggest transportation groups, and UAB Rhenus Logistics covers the group's operations in the Baltics and Belarus.

Vingės Terminalas | Logistics

Company name: BSP Logistic Property 2 Tenant: Vingės Terminalas GLA: 21 929 m2 Maturity lease contract: 2038

Plassering: Highway A3, Vilnius, Lithuania

The property is strategically located along the highway between Vilnius og Minsk in Belarus.

Vingės Terminalas is a local logistics company within the the Vingės Logistics Group, operating within export, transit, order processing and goods transport. The company has a wide spectre of clients in Europe and Russia.

Girteka | Logistics

Company name: BSP Logistic Property Tenant: Girteka Logistics GLA: 17 149 m2 Maturity lease contract: 2026

Location: Highway A3, Vilnius, Lithuania

The property is leased by Girteka Logistics, one of Europe's leading transportation companies, strategically located by Vilnius International Airport.

The property has a land area of 42 907 m2 with 11 458 m2 storage, 2 014 m2 frozen storage, 3 348 m2 cold storage and 1 134 m2 office.

Delamode | Logistics

Company name: BSP Logistic Property 5 Tenant: Delamode Baltics GLA: 8 329 m2 Maturity lease contract: 2033

Location: Highway A1, Vilnius, Lithuania

The property was finalized in August 2020 and is currently leased by Delamode Baltics, a dynamic supplier of freight forwarding-solutions to the global market.

In July 2021, BSP signed an agreement with Delamode to expand the facility with approximately 4 780 m2 (expected handover during the summer of 2022).

Oribalt | Logistics

Company name: BSP Logistic Property 6 Tenant: Oribalt GLA: 6 807 m2 Maturity lease contract: 2035

Location: Highway A1, Vilnius, Lithuania

The property was finalized in August 2020 and is currently leased by Oribalt.

Oribalt offers a wide spectre of logistics solutions for pharmaceutical producers , including storage, distribution, transportation and direct delivery.

Klaipeda Business Park (KVP) | Business park

Company name: Klaipėdos verslo parkas Tenants: Multiple (27) Location: Klaipeda, Lithuania GLA: 24 500 m2 Maturity lease contracts: 2022-2035

Klaipeda Business Park (KVP) offers its tenants industrial, commercial and office spaces within the Free Economic Zone of Klaipeda.

The property was acquired by BSP in April 2021.

RP 1/RP 5 | Retail portfolio

Location: Lithuania GLA: 4 358 m2 Maturity lease contract: 2022 - 2034

Company name: BSP Retail Properties 1 BSP Retail Properties 5

DPD | Development

Tenant: DPD GLA: Apx. 4 000 m2 Maturity lease contract: 2037 Handover: Q3 2022 Status: Under construction

Company name: BSP Logistic Property 7 BSP Logistic Property 8 Location: Šiauliai & Telšiai, Lithuania

Land bank | Development

Type: Land plots for development Locations: Vilnius and Klaipėda, Lithuania Areal: 17.9 hectare Zoning: Commercial Project: Technical project

Strategically located land plots along strategic road networks near Vilnius and Klaipėda.

Liepų Parkas (3.6 hectare) Liepų Street, Klaipėda

By Oribalt terminal (6.9 hectare) Highway A1, Vilnius

By Rhenus terminal (4.1 hectare) Highway A4, Vilnius

We tailor buildings to our clients' needs and take pride in finding the optimal solution. Through this approach we ensure that our clients get the flexibility they need to thrive in an everchanging and competitve business environment.

Rhenus Logistics terminal | Vilnius

Rhenus terminal | Vilnius

Euronext Growth Oslo

Baltic Sea Properties AS has since 2017 been listed for trading on Merkur Market/Euronext Growth Oslo, a MTF under Oslo Stock Exchange.

Since Euronext's acquisition of Oslo Stock Exchange in June 2019, trading at Euronext Growth Oslo has been migrated to Euronext's trading system Optiq. The trading system gives all trading on

Euronext marketplaces in Europe access to trading on the marketplaces under Oslo Stock Exchange. Pricing data is available on live.euronext.com were trades are updateed in real-time.

Euronext Growth Oslo is subject to Euronext's rulebook regime.

On Monday the 30th of November 2020 most pages on oslobors.no were moved to Euronext's website.

For more information, please refer to the following links:

English: https://www.oslobors.no/ob_eng/Oslo-Boers/ About-Oslo-Boers/Web-pages-has-been-moved-to-Euronext

Norwegian: https://www.oslobors.no/Oslo-Boers/Om-Oslo-Boers/Nettsider-flyttes-til-Euronext

Useful info:

As Baltic Sea Properties (ticker: BALT) is listed for trading on Euronext Growth Oslo, the share may be traded through different channels. You may for instance place purchase or sales orders on different online trading platforms.

Contact your custodian, stock broker or bank for more information.

Contact

Lars Christian Berger

Group CEO [email protected]

+47 930 94 319

James Andrew Clarke

Executive Chairman, Group [email protected]

+370 612 37 515

Sigitas Jautakis

Vilnius Director [email protected]

+370 652 47 287

Oslo

P.O. Box 2076 Vika c/o Hagen, Berger & Aas AS 0125 Oslo

Apotekergata 10 0180 Oslo

Norway

Klaipėda

Pramones str. 8A LT-94102 Klaipėda

Lithuania

Vilnius

Didzioiji str. 10A-29 LT-01128 Vilnius

Lithuania

www.balticsea.no

Baltic Sea Properties at the EUROPEAN REAL ESTATE BRAND AWARDS

"Strongest Brand Baltics Developers logistics"

1st place 2020 1st place 2021

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