Annual Report • Mar 27, 2020
Annual Report
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IT'S VERY EASY TO DESCRIBE OUR WAY OF WORKING. IT IS ABOUT SEEING THINGS IN A NEW LIGHT. CHANGING PERSPECTIVE, DISCOVERING OPPORTUNITIES AND GETTING THE BEST OUT OF EACH INVESTMENT. IN PRACTICE, IT MEANS THAT WE ACQUIRE, MANAGE, ADD VALUE TO AND SELL PROPERTIES. WE DO THE BUSINESS WE BELIEVE IN, REGARDLESS OF WHERE THE PROPERTIES ARE IN SWEDEN.
| 2019 in brief | 2 |
|---|---|
| CEO comments | 4 |
| Business model and strategy | 6 |
| Market | 10 |
| Transactions | 14 |
| Property management and | 19 |
| development | |
| Property portfolio | 23 |
| Sustainability Report | 34 |
| Risks and risk management | 65 |
| Financing | 70 |
| The share | 72 |
| Corporate Governance Report | 74 |
| Board of Directors | 76 |
| Management | 78 |
| Financial information | |
|---|---|
| Multi-year overview | 82 |
| Key figures | 82 |
| Board of Directors' Report | 84 |
| Consolidated statement of profit/loss |
87 |
| Consolidated statement of financial position |
88 |
| Consolidated statement of changes in equity |
89 |
| Consolidated statement of cash flows |
90 |
| Parent Company statement of profit/loss |
91 |
| Parent Company statement of financial position |
92 |
| Parent Company statement of | 93 |
|---|---|
| changes in equity | |
| Parent Company | 94 |
| statement of cash flows | |
| Notes to the financial | 95 |
| statements | |
| Signing of | 116 |
| Annual Report | |
| Auditor's report | 117 |
| Property listing | 121 |
| Glossary | 128 |
| Information to shareholders | 129 |
| Contact information | 130 |
While every care has been taken in the translation of this report, readers are reminded that the original report, signed by the Board of Directors, is in Swedish.
NYFOSA IS A TRANSACTION-BASED AND OPPORTUNISTIC PROPERTY COMPANY IN WHICH BUSINESS ACTIVITIES ARE IN FOCUS. 2019 WAS MARKED BY HIGH GROWTH AND ESTABLISHING THE ORGANIZATION.

PROPERTY VALUE EXCL. PARTICIPATIONS IN JOINT VENTURES DECEMBER 31, 2019

A C Q U I R E D P R O P E R T I E S 2019

E A R N I N G S C A P A C I T Y P R O F I T F R O M P R O P E R T Y M A N A G E M E N T DECEMBER 31, 2019
A property located in Örebro with a total area of approximately 47 thousand sqm and an annual rental value of MSEK 22.1.
The 79 commercial properties are mainly located in Karlstad, but also in Uppsala, Stockholm, Norrköping and Malmö, and have an annual rental value of approximately MSEK 350. The closing date was March 4, 2020.
Eight properties in three separate transactions located in Järfälla, Malmö, Härnösand and Sundsvall that have an annual rental value of MSEK 70.5.
The 16 properties are located throughout Sweden but are mainly in Södertälje and Malmö. Total annual rental value amounts to MSEK 67.8.
Nine properties in Malmö, mostly warehouse/logistics and the remaining part offices, retail and restaurants that have an annual rental value of MSEK 49.4.
One retail property and an adjacent parking property in Storheden's commercial area that has an annual rental value of MSEK 31.
The 21 commercial properties are mainly located in Örebro and have an annual rental value of MSEK 139.5.
Two retail properties in Västerås and Borås with an annual rental value of MSEK 45.
Six properties in six cities in southern Sweden that have an annual rental value of MSEK 20.
| 2019 | 2018 | |
|---|---|---|
| Income, MSEK | 1,370 | 1,064 |
| Net operating income, MSEK | 905 | 728 |
| Surplus ratio, % | 66.0 | 68.4 |
| Profit from property management, MSEK | 1,112 | 918 |
| – per share, SEK | 6.63 | 5.47 |
| Profit after tax, MSEK | 1,382 | 1,615 |
| – per share before and after dilution, SEK | 8.24 | 9.63 |
| Cash flow from operating activities, MSEK | 652 | 1,207 |
| – per share, SEK | 3.89 | 7.20 |
| Return on equity, % | 15.2 | 27.2 |
| Equity/assets ratio, % | 44.1 | 48.3 |
| Long-term net asset value (EPRA NAV), MSEK | 10,965 | 9,385 |
| – per share, SEK | 65.37 | 55.36 |
| Loan-to-value ratio, properties, % | 57.6 | 52.9 |

Nyfosa's properties are located throughout Sweden, mainly in high-growth municipalities and at transportation hubs. On December 31, 2019, Nyfosa's property portfolio comprised 230 properties with a total property value of SEK 19.6 billion, a rental value of MSEK 1,740 and a leasable area of 1,877 thousand sqm.
"With a new inspiring target in sight we will continue to increase earnings and profits in a creative, smart and sustainable way."
JENS ENGWALL, CEO
Nyfosa likes to move fast. In 2019 we delivered on our promise—to grow profitably and swiftly. We also added to our highly skilled team, successfully developed our financing and ramped up our sustainability agenda in the business. We are closing in on our target of a property value of SEK 25 billion and we already have our eyes set on the next challenge. With a new inspiring target in sight we will continue to increase earnings and profits in a creative, smart and sustainable way.
Nyfosa's entire first year as a listed company was intensive, successful and a lot of fun. I knew that we had the right idea, the right people and the right resources to accomplish what we set out to do when we founded Nyfosa in the fall of 2018—and growth has gone a little faster than even I believed possible.
One important reason for this is that we have had confidence in our idea and built the company from the ground up. We started by adding the relevant expertise and business acumen to our organization in order to handle a high transaction pace and efficient property management. In the next phase, we devised a financing strategy that fits Nyfosa involving flexible credits and bonds to strengthen our acquisition capacity. We started monitoring interesting transactions from day one and, with a complete team and financing in place, we could accelerate. The outcome was several major transactions and many small ones. In total, during the year we acquired properties for a value of approximately SEK 4.5 billion and also added just over SEK 4 billion on closing in March this year. We reinforced earnings and our profit from property management in 2019 was about SEK 1.1 billion.
Nyfosa does not stand still. We have an opportunistic investment strategy that means we can develop in line with the fluctuations and conditions in the property and financing markets. This makes us free to pursue the property category, region and transaction size that gives the best return in relation to risks. We consider this to be a modern way of running a business—to continuously reassess and question what the best way forward is, to put in place a readiness to manage various scenarios in a changing world. In 2019, we saw that certain types of retail properties matched our acquisition criteria. This led to a number of transactions in expansive locations in Luleå, Västerås and Borås involving stable tenants in, for example, the grocery sector. It's how we work. Constantly with our ear to the ground and ready for the best transactions.
Another aspect of being a modern opportunistic property company is the ability to think long term while prioritizing sustainability issues in the business. We believe this is vital to ensure future transactions, to be perceived as an attractive business partner and employer, and to positively contribute to a sustainable society. Toward this end, we have taken steps in 2019 to become more agile, structured and goal-oriented even in our sustainability agenda, with the objective of achieving a 100 percent sustainable business.
The new year has started equally as transaction based as 2019 ended. In January, we signed a letter of intent with Samhällsbyggnadsbolaget i Norden AB regarding an acquisition, mainly offices in Sweden, with a property value of approximately SEK 8 billion in total. With the realization of our growth target, we are ready for the next phase. Naturally, we will continue to focus on creating value and sustainable cash flows now with our sight on our new objective of 10 percent annual growth measured in cash flow from our operating activities, before changes in working capital. This underscores how important we feel stable cash flows are as the basis for continued acquisitions and investments, and thereby for creating value.
Growth may in future also occur outside our own statement of financial position through associated companies or joint ventures—much like we today are partners in Söderporten with a property portfolio worth more than SEK 10.8 billion. This makes it possible to continue to grow while simultaneously maintaining Nyfosa's relatively streamlined organization.
Our external environment has recently changed with the new coronavirus. At Nyfosa we are continuously monitoring developments and have taken measures to mitigate potential disruptions to our operations. Naturally, the health and safety of our employees, tenants and suppliers are paramount. In these turbulent times, Nyfosa has a solid foundation, with a stable financial position, good liquidity and a strong cash flow. Our property portfolio is well diversified with tenants in a large number of different industries and few dominant tenants. We are ready for the challenges we have ahead, and for transactions when the time is right. Until then, we are following developments closely.
In summary, I can conclude that in just over one year we have created a company that stands out in the property market in terms of its business concept, returns and growth. I want to thank everyone who makes this possible; our fantastic employees, our partners, our tenants and our shareholders. Now let's continue to build Nyfosa, always inquisitive and always ready for the next business transaction.
Jens Engwall, CEO
Nyfosa is a transaction-based property company that pursues the most profitable transactions, regardless of region or category. What this means is that we look beyond market mainstream and focus on cash flows, limited risks and sustainable management. This business model sets Nyfosa apart in the Swedish property market.
implement numerous different transactions simultaneously
With its opportunistic approach and its agile, marketcentric and bold organization, Nyfosa will create value by accumulating sustainable cash flows and continuously evaluating new business opportunities.
We view Nyfosa as Sweden's only listed property company with an opportunistic business model without being limited to specific regions, sectors or categories. We can find attractive value at limited risk by identifying and conducting acquisitions that are often on the periphery of what other operators are looking for or are capable of undertaking. Several factors make this a possibility for We can evaluate and
Nyfosa.
Nyfosa's business model is based on taking an active role in the transaction market, combined with a flexible investment strategy adapted to changes in the property market. By being perceived as an especially active
property company in terms of both acquisitions and divestments, Nyfosa will become a natural and attractive business partner for other property owners, transaction advisors and banks. These are important relationships in generating new business opportunities.
Nyfosa will be the property company in Sweden that is the best at creating value.
Our broad strategy enables us to capitalize on business opportunities when they arise, and evaluate and implement numerous different transactions. This flexibility also provides us with the conditions to acquire properties that are exposed to less competition. One of our strengths is the ability to
identify business opportunities that other operators perceive as too complex or too diversified.
Nyfosa has a management team with immense experience of transactions that vary in nature and complexity, and is highly
skilled in identifying values, assessing potential and weighing risks. Nyfosa also has a market-centric organization with short decision-making paths and well-established processes in which most of the employees have extensive experience of conducting value-creating management and development.
"At Nyfosa, we are always interested in doing business. Proactive and reliable, we are a good partner for banks, advisors, property owners and other players in the industry. There is a lot happening at Nyfosa all around the country and that's the way we like it since this, in turn, can generate business."
– KATARINA SONNEVI, HEAD OF TRANSACTIONS
After a year of rapid growth, Nyfosa is close to achieving its previous target of a property value of SEK 25 billion. We will start working toward new financial targets and sustainability targets starting March 2020. Our overriding objective is to continue to create growth, value and stable cash flows.

include a green appendix. • In 2020, 100 percent of properties owned for the entire year will be subject to energy performance audits. • In 2020, 100 percent of the organization will have received training in occupational health and safety, property owner responsibility and contractor
responsibility.
At least 40 percent of cash flow1 is to be distributed to the owners. Dividends are, on each occasion, to be considered in light of the company's business opportunities and may comprise a distribution in kind, buyback or cash dividend.
1 Cash flow from operating activities before changes in working capital.
of materials in tenantspecific modifications, and for remodeling and newbuilds, will be developed and implemented.
• By 2021, specific and scientific targets for reducing emissions will be adopted.

Nyfosa's strategy is based on its business concept and comprises five parts, all of which work together to achieve the company's targets, both financial and sustainable. Nyfosa's vision is to be the property company in Sweden that is the best at creating value. We believe that taking a long-term and sustainable approach is paramount to realizing our vision.
Solid expertise, business acumen and an establish contact network is central to realizing our business concept and targets. By recruiting and developing motivated, creative and experienced employees Nyfosa creates an effective, well-adapted and marketcentric organization. The company works actively to be an employer that offers a creative, open and stimulating work environment with a focus on proximity to business decisions, inclusion in business development and personal development for all employees.
Nyfosa works close to the transaction market to continuously evaluate new business opportunities. Our strong local presence and local knowledge is a key to continued growth. This creates a solid basis on which to assess the market trend, identify business opportunities at an early stage and make well-founded decisions. Combined with short and swift decision-making paths and well-established process, we are able to simultaneously evaluate a large amount of business opportunities and swiftly complete transactions.
Nyfosa focuses on cash flow and stable returns at limited risk, where the organization can add value through active management or follow-up transactions. The investment strategy has no restrictions in terms of property category, size or region, but it does have a pronounced priority for commercial properties in high-growth municipalities in Sweden. It is here that Nyfosa can leverage favorable trends such as a growing population and the local business community.
Nyfosa manages, develops and enhances the property portfolio with the aim to increase the value of the properties and earnings capacity. This includes, among other activities, project development, planning, renegotiations, tenant-specific modifications, leasing and sales. This active approach to property management is carried out professionally, profitably and sustainably in close cooperation between Nyfosa's local organization and the central functions, and in close dialogue with tenants, society and other operators.
By being a responsible property owner and a reliable, receptive partner, we help to build relationships and create value in the markets where we are active. A critical part of this is to think creatively when developing new solutions for tenants, and to have a relatively small and local property management organization with a large and established contact network to be able to offer tenants rapid responses, personalized service and optimal conditions for their operations.
Through its flexible investment strategy, Nyfosa's property portfolio can change over time as the property market develops. In 2019 we expanded our portfolio with a number of retail properties in expansive locations, a good complement to our other property categories; commercial offices and logistics and warehouse buildings.
In 2019, a large amount of capital was allocated to the Swedish property sector, which is considered to be a relatively risk-free investment in relation to its returns. At the same time, Sweden was still in a historically low interest rate climate, which is not expected to change in the next three years. This resulted in a historically strong transaction market 2019 with a total transaction volume of close to SEK 218 billion, measured in transactions over MSEK 40, which surpassed the previous record year of 2016. A total of 447 property transactions were carried out during the year, corresponding to an average transaction volume of approximately MSEK 490 per transaction.
The transaction volume was driven largely by structure transactions and large individual transactions. During the year, a total of 42 transactions for more than SEK 1 billion were


carried out, a record for the Swedish property market. At the same time, several objects were sold at both peak square meter prices and at record-low yield requirement both within and outside the major cities.
The international investors were highly active in the Swedish property market during the year, representing 30 percent of the total transaction volume. Geographically, Stockholm continued to account for the largest share at 41 percent. Other large cities1, primarily regional capitals, increased during the year, representing 24 percent of the total transaction volume. Residential properties was the most trade segment during the year ahead of Offices, representing 24 percent of the total transaction volume. Logistics, warehouse and industry continued to increase in transaction volume to 15 percent. Retail properties' share declined for the second consecutive year, representing 6 percent of the total transaction volume in 2019. At the same time, the community service properties segment continued to grow, making up 18 percent of the total transaction volume.
With a portfolio comprising largely offices, logistics and warehouse buildings as well as retail properties in several locations in Sweden, Nyfosa faces different competitors in each property category and region. Other operators in the market include international property funds, Swedish listed companies and privately owned property companies.
1 Other large cities are Borås, Gävle, Helsingborg, Jönköping, Karlstad, Linköping, Luleå, Norrköping, Sundsvall, Umeå, Uppsala, Västerås, Växjö and Örebro.
Market data from Newsec
In total, the office segment represented about 24 percent of the total transaction volume during the full-year 2019, the equivalent of about SEK 52 billion, and was thereby the property segment that represented the second-largest share of the total transaction volume after residential properties. Office properties are an attractive investment alternative for both domestic and international investors. International investors accounted for some 30 percent of the total transaction volume in 2019. The yield requirement for office properties mainly depends on the location of the property, followed by its condition and the believed development potential for the office premise. Growth cities have experienced a slightly declining yield requirement in recent years and the level varies sharply depending on the property's location and condition. In general, the yield requirement in regional capitals is between 5 and 7 percent. In 2020 and the years to come, office rents are expected to continue to rise, but the growth rate is expected to diminish compared with previous years. The yield requirement is expected to continue to decline, but at a slower pace than previously reported.

PROPERTY TRANSACTIONS – OFFICE By region (transactions of more than MSEK 40)
Office properties performed well in 2019 with declining vacancy rates, high investment appetite and low yield requirements in most areas in Sweden. Service companies are still the main office tenants, with a normal lease term of about three years. Generally, the lease term is longer for new builds and refurbishments, including an interval of five and ten years. At the same time, increasingly more tenants want flexible office solutions and short fixed-term periods in the office market.
The rent level for office properties is primarily determined by the property's location and condition, the office premise's standard, the general market situation, the terms of the lease and the business structure in the area. A higher proportion of service companies creates a larger market for office premises, which in turn drives rent levels. Also, the selection of office premises in the area has a strong impact on the rent level, where a limited selection and high demand drives up the market rent for office premises. During the year, Newsec estimates that rent levels for offices in large and small regional capitals rose by just over 5 percent. Vacancy rates for office premises in Sweden have continued to drop during the year due to the relatively limited new builds of office premises in recent years combined with sustained high demand for offices.

2019 was another strong year for logistics properties in Sweden. The number of speculation developments of logistics projects has been relatively few which has led to very low vacancy rates for the segment. This, combined with an established low interest rate situation and the expanding e-commerce means that the warehouse, logistics and industry segment continue to be an attractive investment alternative. In 2019, the segment accounted for 15 percent of the total transaction volume, an increase compared with 2018. Acquisitions outside the major cities dominated dedicated warehouse, logistics and industry transactions, indicating a high investment appetite for logistics properties spread throughout the country. International investors accounted for a high share of the logistics property transactions at 35 percent of the total volume of dedicated logistics transactions. The yield requirement for the segment continued to drop in 2019 for the most attractive objects. Within Sweden's regional and growth cities, the yield requirement fell heavily during the year and can be found in the 5.00 to 6.50 percent interval.
Logistics properties are identified as an attractive and long-term investment with tenants with strong credit ratings, long-term leases and sustained high demand. Compared with other property segments, the lease terms are longer, normally within an interval of five to ten years. The rent level for warehouse and logistics buildings is determined by several parameters, including ownership, size, modernity and efficiency. There is also a strong correlation to the property's geographic location and its proximity to logistics clusters and transportation hubs. Rent levels have been very stable in recent years with no major change in rents noted. Vacancies remain at similarly low levels as in previous years.
The robustly growing e-commerce has intensified the competition and shrunk the margins, leading to a greater price awareness concerning rent for premises. The total cost is very important, which is why solutions to minimize transportation and warehouse costs are critical. Furthermore, the total retail sector is not growing at the same rate as e-commerce, thereby limiting demand for additional warehouse space. Increasingly advanced demands are being made for more complex facilities, such as automated sorting and picking systems. Digitization, automation and AI are trends that can enhance the efficiency of warehouse management and thus impact demand for logistics space. The clear trend is that the total floor space will increase as online shopping grows.

Market data from Newsec

Retail's halted growth and uncertainty concerning its future development has resulted in a waning interest to invest in the segment. The transaction market for retail properties has shown a decline in volumes since 2016, a trend that also continued in 2019. During the year, only a few dedicated retail transactions were carried out, with most retail transactions partially including other property segments. It is worth noting that investments in shopping malls in Sweden stayed at very low levels. Of the total transaction volume, the retail segment accounted for 6 percent, a considerable downturn compared with earlier years. There is a wide distribution in the yield requirement in Sweden based on the type of retail property and the geographic location. External commercial areas in Sweden experienced falling yield requirements in 2019, while the yield requirement in hypermarkets and shopping malls rose slightly during the year.


The physical retail segment has struggled in recent years in connection with major structure changes in the Swedish retail market. Traditional retail has been affected primarily by the strong growth in e-commerce and Swedish retail grew as a whole by 1.2 percent during the year, a slowdown compared with earlier years. The technological shift is tangible in Swedish retail where technical innovations constitute both a threat and an opportunity. In recent years, major progress has been made in many different technical areas and retailers have started to utilize everything from warehouse automation to artificial intelligence.
At the same time, there is a clear division within the retail segment, with vacancy levels for retail properties that vary substantially depending on the property's geographic location. Certain locations, such as external commercial areas, have during the year seen a strong demand for premises and are almost fully leased, while other less attractive areas struggle to both retain and find new tenants, resulting in high vacancy levels. The rent levels are clearly linked to the geographic location of the property and differ also based on the type of retail. In total, rent levels for retail properties showed a negative trend with a 3 percent decrease in 2019, while some retail continues to experience a favorable trend. Retail that has a large catchment area and a lot of people moving around the area, such as certain external commercial areas, have experienced a 5 percent increase in rent levels in 2019.
Market data from Newsec
With a market-centric organization, employees with documented transaction know-how and long experience of assessing risks, Nyfosa can swiftly evaluate and implement a large amount of transactions, as we proved in 2019.
Nyfosa's focus is, alongside developing our properties, to implement transactions. We are well equipped to evaluate a large number of potential acquisitions in parallel, thereby facilitating a larger selection and increasing the chances of a positive conclusion. Proactive and reliable, Nyfosa is an attractive partner for property owners, banks, advisors, and other players in the industry. There is a great deal happening at Nyfosa and the market likes that. This in return, can generate business. These are a few of the reasons that Nyfosa stands out in the Swedish property market. Nyfosa has favorable opportunities for flexible financing which benefits us in transaction operations. The strong liquidity and financial position provide a solid platform for us to act quickly in an acquisition situation and the capacity to invest in value-creating projects in the existing portfolio to improve profitability.
We continuously evaluate and restructure Nyfosa's property portfolio to optimize the property portfolio and develop its composition. This creates the optimal levels of risk and yield. Emphasis is on identifying business opportunities that lead to a portfolio of properties that have stable cash flow and development potential with limited risk. Mixed property portfolios comprising different categories of properties or geographic spread suits Nyfosa well. There is generally less competition for such portfolios since few corporate strategies allow for this type of acquisition. Instead, we see the opportunity to find value and stable cash flows at a limited risk.
Nyfosa's transaction organization has the expertise, creativity and resources to identify and realize the business opportunities that arise. During the year, the transaction team has been reinforced with several talented employees and thereby tailored to suit the volume of transactions we want to be able
to handle. Transaction operations are also largely based on a model whereby Nyfosa's transaction department and broad nationwide property management organization work closely together to identify interesting business opportunities. We rarely find the best deals in open-market transactions. Instead, many leads are often generated directly through our contacts.
In our operations, we follow a well-established transaction process for implementing property transactions in a businesslike and efficient manner, and ensuring that Nyfosa can act
Nothing is too big; nothing is too small.
when deals arise. A considerable volume of business opportunities is always under review and an acquisition process can take from a few weeks to several years, depending on the complexity and other circumstances. Prior to a potential acquisition, we always analyze the transaction based on its unique potential. Great emphasis is placed on assessing its
development potential and on identifying, evaluating and managing any risks associated with the property and the portfolio. One particularly important factor that is given special consideration is the opportunity for Nyfosa to add further value.
2019 was a very transaction-based year. Nyfosa carried out transactions for a value of approximately SEK 5.7 billion in total, of which divestments accounted for approximately SEK 1.2 billion. This means that we increased our net property portfolio by approximately 26 percent since the listing in November 2018. The acquisitions comprise several portfolios and individual acquisitions of properties within various categories. During the year, Nyfosa also established itself in the retail category through the acquisition of retail properties in expansive locations in Luleå, Borås and Västerås.

PROPERTY VALUE PER QUARTER

| Area, thousand |
|||
|---|---|---|---|
| Municipality | Property | Category | sqm |
| Borlänge, Malmö, Örebro and others |
18 | Offices | 97 |
| Haninge, Linköping and others |
18 | Logistics/ Warehouse |
115 |
| Borås, Luleå, Västerås and others |
4 | Retail | 75 |
| Gothenburg, Helsingborg and others |
28 | Other | 129 |
| Municipality | Property | Category | Area, thousand sqm |
|---|---|---|---|
| Gnosjö, Luleå, Malmö and others |
4 | Offices | 14 |
| Malmö, Stockholm | 7 | Logistics/ Warehouse |
27 |
| Stockholm, Uddevalla and others |
5 | Other | 27 |

"Örebro is an example of a market that is growing and developing, which offers exciting opportunities for Nyfosa. Through a portfolio acquisition in 2019, the existing portfolio in Örebro gained an additional 13 properties and we now have a stable platform in the region, both in regard to our property portfolio and our management organization."
- H E N R I K A N D R É , REGIONAL MANAGER ÖREBRO
Storheden just outside Luleå is one of Norrland's largest external commercial areas with popular shops and a growing number of visitors. In September 2019, Nyfosa took possession of two retail properties in Storheden, thereby becoming one of the region's largest property owners with established chains as tenants. The vision now is to create an even more attractive and profitable commercial area in the future.
Property value MSEK 325
Annual rental income MSEK 30.2
Leasing rate 95%
Area 26,500 sqm
Closing date September 30, 2019


Storheden is an external commercial area just outside downtown Luleå and one of Norrland's largest retail areas. It serves as a hub for retail in Norrbotten and attracts visitors from more cities than just Luleå. One of the reasons for this is its strategic location close to the E4 highway and a generous selection of attractive shops and chain stores. It is also home to Arcushallen, one of Europe's largest indoor arenas, as well as a number of other nearby attractions.
The two retail properties that Nyfosa acquired in Storheden are centrally located in the commercial area. Tenants include established, popular chains such as Coop Norrbotten, Dollarstore and Clas Ohlson, all of whom have long leases, which is an important aspect for Nyfosa. At the same time, there is vast potential for development in the area.
"We view Storheden as an attractive commercial area in which to own properties. The area stands out competitively and Luleå has a positive trade index in combination with population growth. It is a sound commercial area and the properties give us a good cash flow. We also see exciting opportunities to enhance Storheden and make it an even more attractive venue," says Stina Lindh Hök, COO of Nyfosa.
As the new property owner of Storheden, it makes sense that Nyfosa is analyzing the area's potential for development from

Positive developments within certain retail 2
Low competition
3
a long-term perspective. Soon after the closing date at the end of September, Nyfosa initiated the Vision Storheden project together with local players such as municipality officials, the university, residents and other property owners. The starting point was to develop new insight into future commercial areas.
"The commercial areas of tomorrow will probably look different than they do today. It is therefore important that we as operator of Storheden follow the trends and draft a vision for how we can make
the area as exciting and as popular in the future," comments Kent Wiklund, Head of Project Development and sustainability issues at Nyfosa.
Practically speaking, the project is tasked
with drafting a vision for how Storheden can evolve within a 2030 time horizon. Retail as a business area is undergoing massive change and Nyfosa has evidence of large-scale potential in physical retail, though it will probably in the future look different than it does today. Sustainability and digitization have changed how we shop, gather information and ultimately, how the entire retail industry functions.
"We are in a constant state of learning, both with our tenants and with current research in, among other areas, urban development. It's about questioning ourselves and ingrained patterns and solutions at every turn. In this way, we can meet tomorrow's challenges early and ensure long-term value for tenants and shareholders," comments Kent Wiklund.
Meetings with the local players and an inventory of the area has also resulted in a development plan for Storheden that includes both large-scale and small initiatives, ranging from repainting pedestrian crossings and sowing grass to the development of sustainability, ecology and digitization.
"IT IS A SOUND COM- MERCIAL AREA AND
THE PROPERTIES GIVE
US A GOOD CASH
FLOW."
Nyfosa also acquired retail properties in Borås and Västerås during the year. In a time of uncertainty in regard to the potential and future of retail, Nyfosa's acquisition of retail properties has met with a few raised eyebrows and questions as to our reasoning behind the investments. According to Stina Lindh Hök, the answer
is quite simple.
"Nyfosa will acquire properties that have stable cash flows at a limited risk. We can find these among retail properties too—particularly with tenants in, for example, the grocery segment, who are in established locations
with growth and long leases, such as in Storheden.
Nyfosa's ambition is not to become a major retail owner, but we believe that retail properties such as the ones in Storheden are a good complement to our growing property portfolio.



"When it comes to the management organization, Nyfosa has an extremely dynamic team that can quickly shift its focus on categories and geography as needed. We cover large areas and are ready to quickly let go of existing properties or take in new properties in our management when they are acquired."
– G U N N A R L A R S S O N , R E G I O N A L M A N A G E R , S T O C K H O L M
Nyfosa works in a variety of ways to add value for tenants and to increase the value of the property portfolio. We believe in a creative and opportunityoriented approach, starting from each individual property's conditions. Our starting point is to take a long-term and sustainable approach.
Nyfosa's management is focused on developing the existing property portfolio in close collaboration with our tenants. By focusing proactively on the properties, we can meet the tenants' changing needs by finding smart solutions and sustainable investments.
Nyfosa's property portfolio offers many, exciting development opportunities that we have taken a collective hold on during the year. The starting point is evaluating how we can contribute to adding long-term value for the tenant and increase the value of the property portfolio. This task includes identifying how we can optimize the properties from a sustainability perspective, which is often closely linked with other value-creating initiatives.
Nyfosa can build long-term relationships with tenants by ensuring that they are satisfied and feel secure in carrying out their operations in Nyfosa's premises, regardless of the type of property, location or use. For us, this involves being
accessible, providing the service expected at the agreed time and ensuring the quality of maintenance and upkeep. It should be easy to reach the property managers and tenants should receive quick and straightforward responses. Nyfosa's property managers have a great deal of personal
Evaluate each property's unique development potential
responsibility and a clear mandate to make decisions. This enables the local organization to make swift decisions within its region, including investments up to a certain limit. This is something we believe leads to greater efficiency, wise decisions and good service for our tenants. Property management also involves actively working close to the market to lease vacant premises.
Nyfosa conducts its management operations using its own personnel in key roles and by purchasing external services as needed. Our own employees mainly work in the core areas of relationships with tenants, technical management and leasing. External resources are mainly used for property operations, maintenance, upkeep and development.
Nyfosa has a broad geographic presence in Sweden with properties in 60 municipalities. We have our own property management office—currently nine offices—in key locations with a large property portfolio. During the year, we set up a new office in Sundsvall that is in charge of our northernmost properties, and we took over a property management office in Örebro as part of a large portfolio acquisition. As of March 2020, we also have an office in Karlstad after taking possession
of a property portfolio comprised of properties mainly in the city. With many experienced employees in our property management organization and a structured management process, handling properties in many locations runs smoothly and we have close relationships with our tenants. We have sound knowledge of and a large contact network in many locations where it is represented. This increases the possibility of finding new tenants and areas of use for vacant spaces, or further transactions in the location.


Nyfosa's property portfolio generally maintains a high level of quality, although there are some properties in need of refurbishment and renovation. There is good potential and clear incentives for us to carry out these investments since it generally means a lease with a long lease term and high rent levels. It is usually a question of modifying the premises to create more modern and functional areas for the tenant in conjunction with moving in or extending a lease. At the same time, it opens opportunities to create more efficient and sustainable operations. One relevant project is the vacant property in central Luleå where we will be renovating office premises for the municipality of Luleå in 2020, which signed a ten-year lease.
In 2019, Nyfosa embarked on a more systematic analysis of the property portfolio to identify the potential to optimize property operations. Our goal is that all our properties will be evaluated on optimizing operations in regard to the use of energy and water in 2020. Examples of measures to achieve more efficient operations include investing in updated operations and heating systems as well as the installation of solar cell facilities and geothermal heating. In 2019, we carried out a project that involved installing geothermal heating in several properties. This is a cost-efficient source of energy that has no negative climate impact.

IN 2020 SKF will move from its previous headquarters in Nyfosa's property HK3, located in the district of Gamlestaden just outside central Gothenburg. Nyfosa is developing the property in conjunction with this to meet future needs and tenants in the district, which is morphing into a new, vibrant part of the city. Our ambition is to create a walking town with workplaces and housing paired with a center for retail, service and entertainment. Built in 1967, the building has many well-preserved features, designed by the architect Gustaf Lettström who can rank many famous properties on his list of merits. The building's high-class material makes it an ideal property for tomorrow that requires a minimum of changes to the exterior and public spaces on the ground floor.
Nyfosa has commissioned Wingårdh architect firm to make a study of the building that has a given landmark position in the district. The work model
enables us to create value for us as the property owner and for our future tenants. Read more about HK3 on our website Nyfosa.se

In its leasing activities, Nyfosa also analyzes the potential to change the properties' areas of use to create the best conditions for attracting new tenants. When a city changes over time or new forms of communication evolve, what was once an office hotel may be better suited for retail and restaurants, or for a school. Nyfosa works to change the zoning plans and thereby facilitate such a change. One project in which we are developing the premises for different types of activities is SKF's former headquarters in Gamlestaden, Gothenburg. For more details, see the previous page.
Nyfosa continuously analyzes how each property can be developed, for example by conversion and extensions. A project may originate in the fact that a tenant's business is growing and there is a need for larger and better suited premises. At that point, Nyfosa assesses whether a conversion of the existing property or an extension on adjacent land is an option. Nyfosa also has large projects that involve the development of an entire district, including public spaces and outdoor spaces surrounding the properties. One such large-scale urban development project is currently underway in the Kopparlunden area in Västerås where Nyfosa owns two properties. Read below for more information. These project plans can then be realized by Nyfosa or be included as a value-creating opportunity for the next owner when the property is sold.

Nyfosa focuses on the management and development of properties that have a favorable influence on the immediate environment and community in which we operate, and that contribute to sustainability. We do this because we can see that it adds value at many different levels. In property management we work in vulnerable areas, for example, to find an approach that helps to cultivate safe, secure and attractive areas, such as the BID Model in the Malmö neighborhood Sofielund. Read more on page 41. In Värnamo, where Nyfosa owns several properties in the center of town, we work to create a vibrant, green oasis that offers housing next to the railway to provide easy access to sustainable travel. We describe in greater detail how Nyfosa works to promote long-term social and environmental sustainability in our Sustainability Report on pages 34–64.
IN THE CENTER OF VÄSTERÅS lies Kopparlunden, a historic industrial area that dates from the late 1800s and can now look forward to a revival. Over the next few years, Kopparlunden will morph into a dense, vibrant and attractive district in which new buildings, streets, parks and yards will be add with
respect to the area. Nyfosa plans to develop the properties Verkstaden 6 and 8. This will include the planned addition to Verkstaden 8 and new districts for housing, buildings in the center and businesses. The area is currently home to a variety of businesses comprised mainly of offices, small businesses and culture. As of 2018, Kopparlunden is covered by the National Heritage Board's program for cultural environment U24 Västerås. The development project for Nyfosa's properties will be done in collaboration with the architects Ahrbom and Partners.

"Given Nyfosa's cash flow focus, we see the advantages of a diversified portfolio. Rather smaller properties in different categories with several tenants, high-yield and thus locations outside the city centers of Stockholm, Gothenburg and Malmö."
– A N D R E A S K A V E L A N D , REGIONAL MANAGER GOTHENBURG
ANNUAL REPORT 2019 22 NYFOSA
Nyfosa acquires, manages, adds value to and sells properties throughout Sweden. The property portfolio, comprised primarily of commercial properties within offices and warehouse/logistics, was supplemented during the year with a small share of retail properties. In addition, Nyfosa owns 50 percent of the property company Söderport that has office and industrial properties in the Stockholm and Gothenburg regions.
Nyfosa's properties are broadly distributed in terms of both geography and different categories of properties. Geographically speaking, most properties are situated in high-growth municipalities and at important transportation hubs in Sweden. A presence in large parts of the country provides us with a broad contact network with potential tenants and property players, and thereby a key platform for identifying and carrying out property transactions. Moreover, the geographic span of the portfolio spreads risks favorably, at the same time as the company's rent and property valuation levels generally remain stable due to the location of most of the properties outside the central areas of the major cities. With a property portfolio
comprising both offices and warehouses/logistics, to which was added a certain degree of retail properties in 2019, Nyfosa has a broad span even in terms of property categories.
At year-end, the property portfolio comprised 230 properties with a total property value of SEK 19.6 billion and a rental value of MSEK 1,740 with a leasable area of 1,877 thousand sqm. In addition to the wholly owned property portfolio, Nyfosa owns 50 percent of the property company Söderport. Söderport's properties are not included in the tables and diagrams below but are presented separately on pages 30–31.
SEK 19.6billion
PROPERTY VALUE
230 NO. OF PROPERTIES 1,877thousand sqm TOTAL LEASABLE AREA
SEK 1.7billion RENTAL VALUE

The risk in Nyfosa's portfolio is limited due to the large number of tenants divided among 3,123 leases, including garages and parking spaces, and with no dependence on a single large tenant. On December 31, 2019, the ten largest tenants accounted for about 16 percent of Nyfosa's rental income, divided among 161 leases. The average remaining lease term in the portfolio was 4.1 years.
Nyfosa's rental income normally includes rent supplements, for example, for property tax, heating and electricity costs that are invoiced onward to tenants. Nyfosa's largest property expenses include operating expense items that pertain to heating, water, electricity and property upkeep. Other operating expenses mainly pertain to insurance, guard services and waste management. At Nyfosa, we work continuously on energy-saving operations and maintenance measures in the property portfolio to both reduce the costs and restrict the environmental impact of Nyfosa's and its tenants' operations. Another category of property expenses that are charged to operations is maintenance costs. Planned and ongoing maintenance is carried out continuously to retain the condition and standard of the properties. Property expenses also comprise the property tax imposed by the government, which currently amounts to 1.0 percent of the tax assessment value
for non-residential properties and 0.5 percent for industrial properties. Nyfosa's costs for property administration consist primarily of expenses for charging rent, leasing, project management and marketing.
| Percentage | ||||
|---|---|---|---|---|
| Rental income, |
of total rental |
Number of |
Average remaining |
|
| MSEK | income, % | leases | term, years | |
| Telia Sverige AB | 44 | 3 | 36 | 2.6 |
| Saab AB | 35 | 2 | 8 | 8.8 |
| Förlagssystem JAL AB | 26 | 2 | 1 | 6.0 |
| If Skadeförsäkring AB | ||||
| (publ) | 23 | 1 | 5 | 7.1 |
| DSV Solutions AB | 22 | 1 | 2 | 7.2 |
| City Gross Sverige AB | 22 | 1 | 3 | 5.4 |
| Municipality of | ||||
| Örnsköldsvik | 22 | 1 | 70 | 3.6 |
| SKF Sverige AB | 22 | 1 | 1 | 0.9 |
| JF Hillebrand | ||||
| Logistics AB | 18 | 1 | 1 | 2.8 |
| PostNord Sverige AB | 18 | 1 | 34 | 7.3 |
| Other | 1,330 | 84 | 2,962 | 3.9 |
| Total | 1,581 | 100 | 3,123 | 4.1 |
3,123 LEASES I N C L U D I N G G A R A G E S AND PARKING SPACES
16% RENTAL INCOME T E N L A R G E S T TENANTS

LEASE TERM


ANNUAL REPORT 2019 24 NYFOSA
Given the ambition of growing rapidly, the company's earnings capacity is an important measure for presenting Nyfosa's estimated earnings. The earnings capacity is stated for a specific point in time and based on certain assumptions. It must not be confused with a forecast and only serves as a basis for gaining an impression of the company's future earnings based on the existing property portfolio. Nyfosa's expected earnings capacity increased in 2019 from MSEK 834 to MSEK 989.
| MSEK | Dec 31, 2019 | Dec 31, 2018 |
|---|---|---|
| Rental income | 1,563 | 1,267 |
| Property expenses | –437 | –362 |
| Property administration | –39 | –32 |
| Net operating income | 1,088 | 872 |
| Central administration | –75 | –65 |
| Share in profit of joint ventures | 208 | 180 |
| Financial expenses | –231 | –153 |
| Profit from property management | 989 | 834 |
The company's current earnings capacity on a 12-month basis on December 31, 2019 is presented above. Current earnings capacity is to be considered solely as a hypothetical instantaneous impression and is presented only for illustrative purposes. The aim is to present annualized income and expenses based on the property portfolio, borrowing costs, capital structure and organization at a given point in time. The earnings capacity does not include an assessment of future periods in respect of rents, vacancy rates, property expenses,
interest rates, changes in value or other factors impacting earnings. The data does not include the possible effects of property transactions. The current earnings capacity must be considered together with other information in the year-end report. The following information is used as the basis for assessing current earnings capacity:

1 The division of the metropolitan regions is consistent with Statistics Sweden's definition

Nyfosa's office properties are mainly situated in Swedish high-growth municipalities such as Mölndal, Örnsköldsvik, Sundsvall, Västerås and Växjö. Most of the office properties are of a high quality in central locations in each town with a mix of large complexes and small individual properties. A large share of the tenants are long-term tenants that renew
their leases to a high degree. These office properties are typically highly marketable, meaning that interest from other players in acquiring this type of property is generally considerable, particularly among local property owners. Nyfosa also sees solid potential for adding value to the property portfolio and increasing the leasing rate.


Nyfosa's logistics and warehouse premises are located in towns that are transportation hubs in Sweden, such as Malmö, Landskrona, Haninge, Borås and Växjö. The properties are predominantly modern logistics buildings with a highly flexible range of applications. Modern logistics properties are optimized for logistics operations and the factors distinguishing them from older properties include
high ceilings, pillar systems that do not restrict operations and flexible loading docks and cargo ports where the height can be adjusted to accommodate different types of goods vehicles. The warehouse buildings are of normal standard and Nyfosa sees high potential for adding value to the portfolio of warehouse properties.

KEY FIGURES FOR LOGISTICS/WAREHOUSE PROPERTY VALUE FOR LOGISTICS/WAREHOUSE BY REGION
NYFOSA 27 ANNUAL REPORT 2019

Most of Nyfosa's retail properties are situated in expansive and popular external commercial areas in attractive locations close to public communication. These retail cities are primarily Värnamo, Luleå, Borås, Västerås and Huddinge. Most of retail properties are situated in expansive and popular external commercial areas in attractive locations close to public communication. Tenants include mainly established food, DIY and
gardening chains. Nyfosa views select retail properties to be a good complement to other property categories with return and risk profiles that match Nyfosa's property portfolio. Nyfosa sees good opportunities for adding value to existing retail properties and contributing to the value-adding development of the external commercial areas in which these are located.


Nyfosa also owns a small number of properties in other categories, such as premises for retail activities, hotel operations and industry in towns including Värnamo, Uddevalla, Huddinge and Växjö. The properties in this category are also located in towns where Nyfosa can capitalize on positive
population growth and a local network of contacts that can generate business for the company. Examples of towns that have properties within the Other category are Örebro, Växjö, Malmö, Värnamo and Uppsala.

In addition to the wholly owned property portfolio, Nyfosa holds shares in the property company Söderport Holding AB. Söderport is jointly owned with property company Sagax (50 percent holding each). Ownership is governed by shareholders' agreements giving both owners equal power of decision, meaning that neither partner has a controlling influence. Söderport is thus a joint venture and Nyfosa's share in Söderport's profit is recognized in the Group's profit from property management.
Söderport's property portfolio primarily comprises industrial, warehouse and office properties, presenting a suitable supplement to Nyfosa's wholly owned property portfolio. The focal point of the property portfolio is in the Stockholm and Gothenburg regions. Söderport does not have its own operational organization. Instead, it procures property management and financial administration from Sagax and a small part of property management is procured from Nyfosa.
Söderport's property portfolio increased in value by SEK 3.2 billion in total in 2019, amounting to SEK 10.8 billion at the close of the year.
The single largest acquisition during the year was the acquisition of 15 properties for MSEK 1,390 from Nyfosa and Sagax made in the second quarter. The acquisition included nine properties from Nyfosa for MSEK 722 and six properties from Sagax for MSEK 668. The properties, located in Stockholm, comprise a total leasable area of 73 thousand sqm, of
which just over half are in Årsta, Stockholm. Söderport already owns 17 properties in Årsta and Västberga that comprise 225 thousand sqm leasable area. Thus, this transaction lays the ground for more efficient property management. The rental value amounts to MSEK 97. Tenants such as Dagab Inköp och Logistik AB, Clafra AB and Mobility Motors Sweden AB lease space in the properties acquired during the year.
During the year, Söderport divested properties in Torslanda, Gothenburg, valued at SEK 2.3 billion to the part-owned listed one-property company Torslanda Property Investment AB, thus laying the foundation of a new property company. When Torslanda Property Investment paid part of the purchase consideration in the form of newly issued shares, it means that Söderport's participating interest in the company increased from 28.6 percent to 78.4 percent. Accordingly, Torslanda Property Investment has been consolidated as a subsidiary in Söderport's financial statements.
Torslanda Property Investment AB is a Swedish property company that owns, manages and leases properties in Gothenburg. The property portfolio, comprising a total of seven properties for a value of SEK 3.0 billion at year-end, is fully leased. The properties have a total leasable area of 194 thousand sqm and primarily comprise office premises with Volvo Cars as the dominant tenant. A CEO of the company was recruited in autumn 2019. Torslanda Property Investment has a management agreement with Sagax and

Nyfosa, which are responsible for financial administration and property management.
The Torslanda Property Investment share has been traded on Nasdaq First North Growth Market since January 2015. The last price paid on December 30, 2019 was SEK 191.
December 31, 2019
| Rental income, |
Share, | Number | Average weighted remaining lease term, |
|
|---|---|---|---|---|
| MSEK1 | % | of leases | years | |
| Volvo Personvagnar AB | 207 | 26 | 27 | 6.7 |
| Volvo Truck Center Sweden AB |
27 | 3 | 7 | 8.5 |
| Bring Cargo International AB |
23 | 3 | 2 | 1.7 |
| Nya BrandFactory AB | 19 | 2 | 3 | 6.8 |
| Kakelspecialisten i Stockholm AB |
18 | 2 | 1 | 1.1 |
| Bavaria Sverige Bil AB | 16 | 2 | 2 | 8.8 |
| Shiloh Industries AB | 12 | 2 | 1 | 2.5 |
| Opus Bilprovning AB | 12 | 1 | 7 | 1.7 |
| K.G.M. Datadistribution AB | 10 | 1 | 2 | 3.0 |
| Strukton Rail AB | 9 | 1 | 2 | 4.8 |
| Other | 458 | 56 | 1,165 | 3.6 |
| Total | 811 | 100 | 1,219 | 4.6 |
1) Rental income before rent discounts.

Linjen 1, Huddinge

Varubalen 3, Stockholm


PROPERTY VALUE RENTAL VALUE LEASE EXPIRY FOR SÖDERPORT

Örebro has stepped up as an important city for Nyfosa through a major acquisition in 2019. With our own property management staff in what is a growing municipality, our ambition is both to develop existing properties and continue to grow.
Property value MSEK 1,570
Annual rental income MSEK 139.5
Area: Approx. 23,000 sqm
Closing date August 30, 2019

Nyfosa closed one of the year's largest acquisitions—a transaction that in many ways illustrates how Nyfosa conducts its transaction operations—in August. With 21 commercial properties located in several cities in southern Sweden including Örebro, Malmö, Växjö and Haninge, it is a mixed portfolio both geographically and in terms of property categories. The largest part comprises office properties, but warehouse and logistics properties are also part of the portfolio. Not quite as many players are normally interested in this type of broad portfolio, which gives Nyfosa an advantage.
"For Nyfosa, the broad geographic spread was not an issued; on the contrary. It suits us perfectly since we already have properties in several of these cities and we gained a strong platform in Örebro. The fact that we acquired a talented management organization in Örebro was the crowning jewel in this acquisition," comments Stina Lindh Hök, COO of Nyfosa.
"The acquisition is also a clear example of Nyfosa's flexible strategy of not imposing any restrictions in terms of a certain region or category. Our strategy allows us to find attractive transactions," Stina Lindh Hök continues.
Örebro is an expansive city that is growing at a record rate and has climbed in ranking to Sweden's sixth largest municipality. While other parts of the country talk about a stunted property market, Örebro's appeal
"THE FACT THAT WE ACQUIRED A TALENTED MANAGEMENT ORGANIZA-TION IN ÖREBRO WAS THE CROWNING JEWEL IN THIS ACQUISITION."

is not expected to wane. Nyfosa is experiencing high demand in the city.
"It is a dynamic market and high-growth city where it feels great to finally get started for real. Through this acquisition and presence, it will be easier for us to assess individual acquisition in the city," says Stina Lindh Hök.
Nyfosa already owned four properties in Örebro and added to these through the acquisition of a further 13 properties in the city. At the close of the year, another warehouse was acquired and taken into possession in January 2020. Nyfosa now has a stable platform in Örebro, both in regard to its property portfolio and management organization.
Nyfosa sees the potential to develop several of the properties in Örebro by finding new areas of use and investments. Kitteln 11 is one of the properties that make up the portfolio in Örebro and that is undergoing a change. Located in the very center of the city and with a past as a Domus department store, the property has gradually been rebuilt from shopping center to offices and community services together with a
"It is an interesting project that enables us to develop existing spaces in a prime location into, for example, offices for which we see a great demand," comments Henrik André who became regional manager for Nyfosa's Örebro operation in conjunction with the acquisition.
Another of the newly acquired properties, initially a judge's residence, is today a tastefully renovated historic office building in the heart of Örebro. Nyfosa also owns an attractive portfolio of properties in the northern part of the city next to the highway that is a mix of offices, warehouses and light industry.
Henrik André is optimistic about the future development potential that exists for both Örebro and Nyfosa.
"The process of integrating the management organization in Nyfosa after the acquisition has gone very smoothly. We are well established in Örebro and with our tenants. We also have the necessary resources to provide good and efficient property management. Örebro is a market that is growing and that offers us exciting opportunities," comments Henrik André.

Nyfosa's Sustainability Report is presented on pages 34–64. In addition, our business model is described on pages 6–9 and a risk description is provided on pages 65–68. For information on the Board's diversity policy, refer to the Corporate Governance Report on pages 74–81.
In 2019 we upshifted our efforts to develop Nyfosa's sustainability agenda. This is important for any number of reasons, not least of which is future-proofing our business. I see a clear correlation between sustainability and profitable business while we simultaneously help reduce the climate impact and assume social responsibility.
Nyfosa's business concept is to create value by accumulating sustainable cash flows and continuously evaluating new business opportunities. To be competitive, we integrate sustainability into our business model and set clear targets that guide us well. This means that we continuously analyze and develop sustainability aspects in transactions, property management and the development of our properties. We are convinced that we thereby help to both create value in the long term and a more sustainable society.
We have decided to strive for a 100 percent sustainable business. We do so by shouldering our responsibility as employer, business partner, lender, property owner and to our shareholders by, among other things, following Ten Principles of the UN Global Compact for corporate sustainability. As property owner, our ambition is to develop our properties so that their climate footprint is as small as possible. We work together with our tenants and partners to identify innovative
solutions that contribute favorably to the climate while improving the quality of our properties and being financially profitable over time. Through our sustainability efforts we will also become an attractive business partner to other property owners, transaction advisors and creditors.
For me, it is essential that our employees develop, are satisfied and enjoy their work. This is paramount if we are to realize our business concept and capitalize on business opportunities. As an employer, we offer a safe, secure and progressive work environment coupled with a corporate culture in which business acumen, compassion and participation prevail.
Sustainability and profitable business go hand in hand. We will therefore continue to develop our sustainability agenda in 2020 so that we can increase the value of our properties, do good business and contribute productively to a more sustainable society.
Jens Engwall CEO
"Nyfosa is striving for a 100 percent sustainable business. We do so by shouldering our responsibility as employer, business partner, lender, property owner and to our shareholders." – JENS ENGWALL, CEO
During the fall of 2019, Nyfosa amassed new knowledge into the commercial areas of tomorrow. Rapid digital advances, modified consumption patterns and a greater consumer awareness are changing the conditions for the retail sector. As part of this work, Storheden City in Luleå has been pinpointed as an exciting place to implement a vision project while creating new insights into retail. The work on Vision Storheden City has been conducted as a co-creation process between the architecture firm Warm in the Winter, researchers from Luleå University of Technology and officials from the municipality of Luleå. During the
project, three visions were defined that describe different approaches for realizing the goals of sustainable retail 2030. These three visions were exhibited at Storheden and visitors were invited to express their opinions and influence the development of the future. The visions were favorably received by the visitors who ideally envisioned a development focused on sustainable commerce and transports, more experiences and a greater mix of functions. The task of further specifying and realizing the plans together with the partners will continue in 2020.
Luleå
Drawing from the vision project Vision Storheden City in Luleå
ANNUAL REPORT 2019 36 NYFOSA
Nyfosa has proactively worked throughout 2019 to integrate the sustainability agenda in its business model. It is a result that is visible in this year's Sustainability Report and that will improve further in 2020.
Nyfosa's Sustainability Report follows the guidelines from the international organization Global Reporting Initiative (GRI) and is prepared in accordance with the GRI Standards for the Core option. Consumption data is reported according to the Sustainability Accounting Standards Board (SASB), a nonprofit organization that sets financial reporting standards.
During the year, Nyfosa worked to integrate the sustainability agenda in the entire organization and develop reporting procedures in line with GRI. Nyfosa has also prepared a Green platform that will guide efforts internally towards the overriding vision of a 100 percent sustainable business. In this way Nyfosa works to make sustainability issues a given part of the business model. It explains why the sustainability issues are also integrated in the annual report as of this year. The GRI Index on page 54 contains references to where in the annual report the information can be found.

Nyfosa's Sustainability Report is based on the company's business concept and the Green Platform, refer to page 42. The report accounts for how the company works with sustainability activities and an integrated part of the business with the comprehensive vision of a 100 percent sustainable business.

The Sustainable Development Goals constitute an overriding structure for our sustainability agenda, how we measure our outcomes and what we should measure.

We subscribe to the Ten Principles of the UN Global Compacts for corporate sustainability.

Consumption data is reported according to the Sustainability Accounting Standards Board (SASB), a nonprofit organization that sets financial reporting standards.

Our operational activities are based on SGBC's framework for environmental certification of properties.
The construction and property industry have an important responsibility to drive sustainability issues in society with focus on both people and the environment. It impacts development and management of properties and our responsibility to promote equal opportunities, diversity, safety and security at work.
The construction and property industry's environmental impact has increased since previous years of measurement and account for a considerable part of society's total environmental impact. In total, the industry accounts for between 10 and 30 percent of the environmental impact in Sweden within the areas monitored with the National Board of Housing, Building and Planning's environmental indicators1 . In addition, the industry contributes to emissions in other countries
through the import of building and construction products. Players within the construction and property industry have excellent potential to influence climate emissions from buildings from a life cycle perspective through, for example, measures within material production, transport, energy, heating, waste and construction needs.
As a company active in the construction and property industry, Nyfosa's ambition is to actively take part in reversing the negative climate trend and to ensure a socially sustainable working life. To meet these challenges, throughout 2019 Nyfosa focused on setting up organizational and reporting procedures to create structures that will make working with our prioritized sustainability activities easier and more efficient. This work will continue in 2020.


| Indicators | Since 2016, % |
3-year average, % |
since 2008, % |
|---|---|---|---|
| Greenhouse gases (000 tons CO2 equivalents) |
2 | 4 | –7 |
| NOx (000 tons) | 2 | 2 | –4 |
| Particles (000 tons) | 2 | 4 | –9 |
| Total energy consumption (TWh) | –1 | 2 | 9 |
| Environmentally hazardous chemicals (000 tons) |
–4 | 9 | 98 |
| Chemicals hazardous to health, excluding cement (000 tons) |
9 | 20 | –3 |
1 The National Board of Housing, Building and Planning's environmental indicators are based on information from Statistics Sweden and all data refers to 2017 (the latest available data from Statistics Sweden) except for waste, where new data is presented every other year (latest data is from 2016). The waste indicator is based on information from the Environmental Protection Agency and deviates from the method for other indicators due to a lack of industry-specific statistics. When both domestic production and import are combined, the latest estimates of the construction and property sector's environmental impact indicates in conclusion a trend of increased emissions and consumption compared with the previous year. The rising trend applies to most of the selected indicators: greenhouse gases, nitrogen oxides, particles and fuel consumption (see the table above). Since 2008, indicator trends show a slight reduction in the emissions of greenhouse gases, nitrogen oxides and particles, while energy consumption and the use of environmentally hazardous chemicals have risen.
Source: The National Board of Housing, Building and Planning/Statistics Sweden
To ensure that Nyfosa works with the sustainability topics that are most important for our operations and our stakeholders, we started making materiality analyses in 2019. Our point of departure has been the 17 UN Sustainable Development Goals and the stakeholder dialogue that applied when the company was a subsidiary within the Hemfosa Fastigheter Group. Nyfosa's Group Management and Head of Project Development have established that the stakeholders are basically the same as earlier, until further notice. Our belief is that the stakeholders' expectations of Nyfosa have not changed to any great extent since the company became independent in November of 2018.
To ensure that the sustainability issues are properly integrated in ordinary activities, an internal sustainability team was set up in 2019. One key task involved creating dialogue methods for
the materiality analysis. Stakeholder dialogue-related efforts have focused on taking stock of how the company operationally addresses sustainability topics, identifying conditions related to the current organization's structure and analyzing existing comprehensive targets. Interviews have been held with all regional offices and discussions with the company's management and Board. In turn, the regional offices have an ongoing dialogue with tenants and suppliers in the different regions. The company's management has regular meetings with creditors. In Luleå, a series of workshops and a citizens meeting were carried out in conjunction with a property acquisition in Storheden. Residents, visitors and representatives from the municipality of Luleå and Luleå University of Technology were asked which sustainability issues they expect Nyfosa to work on, which resulted in just over 160 unique responses.
Nyfosa will continue to work on and develop the methods for both the materiality analysis and the stakeholder dialogues in 2020.
| DIALOGUES | TOPIC | |
|---|---|---|
| BOARD | • Board meetings | • Economic performance • Transparent reporting |
| TENANTS | • Continuous dialogues about property management • Tenant meetings and contact in day-to-day operations • Meetings in connection with leases |
• Safety around the properties • Sustainable transports • Waste management |
| SUPPLIERS AND PARTNERS |
• In connection with procurements, orders and supplier agreements |
• Guidelines related to environmental consideration, work and social conditions |
| CREDITORS | • Continuous meetings | • Anti-corruption within Nyfosa's own operations • Green certification of Nyfosa's properties |
| EMPLOYEES | • Continuous dialogues with regional offices • Staff appraisals |
• Health and safety for Nyfosa's employees • Opportunities for training and skills development for Nyfosa's employees • Sustainability investments in Nyfosa's properties and offices |
| SOCIETY | • Workshops • Surveys |
• Environmental impact and minimized CO2emissions • Climate smart • Renewable energy, such as solar panels • Accessibility for cyclists, pedestrians and public transport |
| OWNERS | • Board meetings • Meetings with owner representatives |
• Economic performance • Anti-corruption |

Nyfosa is a member of Fastighetsägare Sofielund (BID Sofielund) that aims to ensure the Sofielund area in Malmö is distinguished by serious property management. The BID model is based on addressing what researchers typically call the broken-windows theory. By quickly repairing everything that breaks and addressing issues such as littering, the aim is to break the downward spiral that otherwise gives rise to more vandalism, more crime and more exclusion. With BID, it is possible to instead create a neighborhood that is safe, secure and attractive. Those who live and work there can also feel a greater sense of pride and take
more responsibility, which increases the sense of community. One month ago, the Swedish National Council for Crime Prevention announced BID Sofielund the winner of the European Crime Prevention competition at the Swedish level. In December, it was revealed that BID Sofielund also won the European competition and received the first-place award in Helsinki. This accomplishment stems from a strong, resolute local network in which everyone contributed in different ways and the initiatives have resulted in greater stability in the neighborhood and signs of a decline in new recruitment to criminality and narcotics abuse.
Malmö
SUSTAINABILITY INITIATIVE 2019
Nyfosa's responsibility for sustainability extends to society in general and our employees and partners. The sustainability agenda is based on the green platform and aims for the vision of a 100 percent sustainable business.
Nyfosa's vision is to be the property company in Sweden that is best at creating value. We believe that taking a long-term and sustainable approach is paramount to achieving this and have therefore set doing 100 percent sustainable business as the vision for our sustainability agenda. For us, this means running operations in a manner that does not jeopardize the generations of today or tomorrow. We want to do this by protecting our nature, reducing our climate emissions and assuming social responsibility, locally and globally, in all our transactions. We are currently mapping our operations to better ascertain what we can influence, how much we can influence and how we most quickly and most efficiently can convert into a 100 percent sustainable business.
All sustainability efforts within Nyfosa are based on the company's green platform, which is comprised of three main levels aimed at making it easy to work on sustainability topics. These levels are: an operational green framework, a strategic framework and our corporate governance.
Nyfosa is responsible for being a long-term partner that offers our tenants premises that provide good service and work environment as well as for striving to have as little environmental impact as possible at all levels. We want to develop our properties so that they become even better, both for our tenants and for the environment. We also want our tenants to grow together with us through a joint effort that focuses on quality, the environment and profitability. Nyfosa is responsible for ensuring that our suppliers live up to the company's sustainability ambitions. A good work environment and good work conditions as well as reduced climate impact in connection with conversions will be ensured at all levels through collaboration and in conjunction with contract signings. Nyfosa's responsibility as employer and customer means that the company stands for a responsible and ethical entrepreneurship with good employment terms and provides the right conditions for a good work environment.
More information about Nyfosa's green platform, sustainability policy and environmental policy can be found on the website, www.nyfosa.se.

GREEN PLATFORM

Nyfosa has a decentralized and relatively small organization. The flat organization cultivates good conditions for flexibility that can be modified according to the company's market performance. This allows for a highly efficient work method and short decision-making paths that all employees are aware of and understand the company's objectives and strategies. The company's operational structure takes the form of Group Management, Group-wide functions, transactions, property management and project development. In this organization, the most central functions are internal while other functions are provided by external suppliers.
To ensure proximity to its tenants and suppliers, Nyfosa's properties are divided into nine geographically structured property management offices: Malmö, Växjö, Värnamo,
Gothenburg, Örebro, Stockholm, Västerås, Karlstad and Sundsvall. A local presence makes it easier for Nyfosa to be flexible, fast and efficient and to provide good service to our tenants throughout the country and develop local arguments for the company's sustainability agenda.
Within Nyfosa, each manager and regional manager is responsible for sustainability efforts. Information, work methods and policies are communicated through them to all employees. Nyfosa also has a sustainability team that works generally with both strategic and operational sustainability topics within the company. The team comprises the head of project development, the head of financial control, the head of property management as well as regional managers and technical property manager in Värnamo. Nyfosa's head of project development has the overriding responsibility for the sustainability agenda and the CEO is ultimately responsible.
Nyfosa's corporate governance is based on the Swedish Corporate Governance Code ("the Code"). Through sound corporate governance and transparency, we cultivate a stable relationship to our shareholders and other stakeholders. This also helps to strengthen confidence in our company. In addition to the Code, corporate governance applies Swedish legislation, Nasdaq Stockholm's Rule Book for Issues and other rules and guidelines that apply to the company.
By ensuring compliance with laws and rules, and an open communication in regard to corporate governance, we want to cultivate confidence among our stakeholders, a matter that is of paramount importance to us at Nyfosa.
Nyfosa will be a responsible company and a modern property owner. Subsequently, the company continuously assesses how our operations can contribute to a sustainable society.
This work is based on eight policies determined by the Board of Directors that clarifies and specifies the measures Nyfosa must take in its operations and the targets the organization should strive toward. A few of the policies are public documents and can be read by all on the company's website. Others are accessible only to the company's employees, Board and accountants via the company's intranet.
Our employees play a key role in alerting us if they suspect someone in our operations of violating our ethical guidelines.
Examples of infractions include:
Many small city centers have trouble surviving the competition from external commerce. A trend that often entails more driving as well as less local service. In Värnamo, Nyfosa is therefore working to develop the city center to enhance growth and the local selection of retail and service in the city's center. Nyfosa has worked together with OkiDoki architects to draft an urbanization proposal that includes housing and premises for the central parts of Värnamo called the Järnvägskvarteren. The new district will
be an addition in the city that is based on the people's and environment's conditions. Through the proposal, the center will gain a clearer public space, a larger base of residents and more retail and service premises. At the same time, housing close to the railway will be created to enable sustainable travel. Centrally located land that is infrequently used such as parking spaces can be converted into housing, venues and green areas.
Värnamo
ANNUAL REPORT 2019 44 NYFOSA
Employees are encouraged to speak with their immediate supervisor first. If they prefer to be anonymous, we offer a safe channel for reporting and dialogue through our whistleblower function.
Nyfosa endeavors to continuously develop our environmental efforts. Subsequently, we have an Environmental Policy that is adopted annually by the Board. Group Management is responsible for ensuring compliance with the policy, which is upheld through daily contact with the property management organization and through a central control function that monitors that all large investments comply with the policy.
Nyfosa's corporate culture will be characterized by entrepreneurship, humanity and involvement. By recruiting and developing motivated and experienced employees with solid expertise Nyfosa creates an effective, well-adapted and market-centric organization. Nyfosa also arranges an occupational health and safety course for all people in the organization who are in charge of staff. The focus of the course is on employer responsibility for the work environment.
You can read more about Nyfosa's governance and policies on the website, www.nyfosa.se

Nyfosa applies a long-term strategy that benefits our shareholders and sustainable development. We add value through swift and complex transactions, sound property management and constant property improvements. When we invest in property, we do so to improve it and our living environment. In this way we generate value for our shareholders.

Nyfosa's business model is built on its transaction operations—the heart of the company. To close the most profitable transactions, we need to be fast and sensitive in a fluctuating property market. We also need to weigh sustainability aspects in our transactions to secure long-term profitability in our deals and contribute to a sustainable future. Our working method within transactions is based on active and close contact with the transaction market. We continuously identify business opportunities and make swift decisions based on expertise, experience and analysis. The organization's short and quick decision-making procedures and well-established processes means that a large number of business opportunities can be assessed and evaluated simultaneously, and transactions can be carried out and completed quickly.
The transaction process involves primarily an analysis of cash flow, development potential and risks. Focus is on acquiring properties or portfolios that generate a stable and high yield and where Nyfosa can add further value through active property management, development or follow-up transactions. The objective is that our acquisitions will be both profitable and sustainable over time.
Optimization—act long term and close to the tenants By working actively with environmental aspects in our property management, Nyfosa contributes to a better environment for our tenants and the world around us while increasing the value of our properties. We create a healthy balance between minimizing the harmful environmental effects of our operations while satisfying our high ambitions in regard to quality and competitiveness. We deliver sustainable property management through good knowledge about our properties and tenants, a high degree of engagement among our operational staff, exchange of knowledge between our regional offices, access to cutting-edge expertise when we need it and an ambition to constantly learn.
To strengthen our sustainability agenda within property management, we work to increase the share of green leases so that we, together with our tenants, can address energy usage, choice of materials and waste management and thereby contribute to reducing the environmental impact. Furthermore, we are devoted to gaining green certification for our properties. Read more on page 50.
Starting with the transaction process and our property management organization, Nyfosa steadily works to develop the properties. Our focus is on identifying early the development potential within existing or future portfolios, and seeing what others fail to see. Together with architects, zoning officials, engineers and other experts within infrastructure projects, we add value and develop sustainable urban and living environments. Examples of this include enhancing an ecological correlation, reducing energy consumption, highlighting the values of cultural environments, integrating social measures or creating a better and safer work environment. The ideas can be realized by Nyfosa or a future buyer, but the objective is always to create long-term values on the basis of each unique circumstance.
Read about our Green platform on page 42.
The Allbright Report that monitors gender diversity in the management teams of listed companies in Sweden was published in October 2019. The real estate industry topped the list and was awarded the title of first equal industry. Nyfosa was among the top property companies, which is evidence of the work done within the company in regard to equal opportunity and equal treatment. Nyfosa's ambition is that gender equality efforts will be a natural part of our operations. The conditions, rights and development opportunities of men and women must be equal within the
entire company and not related to gender or origin. To ensure that all of the skills inherent in the organization are utilized optimally and for the employees to feel that they are able to grow and develop, every individual must be judged strictly on their own merits. Skills and knowledge must be the deciding factors if we are to attract the best employees to the company. Nyfosa is dedicated to ensuring that all employees feel that they work in a safe, equal, progressive and productive work environment where everyone is treated equally.
Stockholm
In Örebro, Nyfosa is working to establish rooftop beekeeping. Bees are particularly important to support biodiversity in the city through the pollination of plants, which is critical to the spread of plant species. By extension, this is related to our food production since we humans are reliant on a strong bee and bumblebee population for our food supply. With increasing construction and more compact spaces in our cities, it is important to compensate for lost green spaces and create new opportunities for animals and plants to thrive. In Sweden today there are 270 species of wild bees and bumblebees. Of these, one-third are on the red list, indicating a vast need to increase the population. The rooftops of our properties have enormous potential to contribute favorably. Rooftop beehives are a popular feature that, in addition to contributing favorably to biodiversity, produces honey. Nyfosa buys honey from the beekeepers and gives it to its tenants. A much-appreciated gesture that not only builds good relationships but also strengthens awareness among both tenants and property owners.
Örebro
In 2019, Nyfosa prepared new goals for its sustainability agenda and pointed out the course for a greater global responsibility. We want to reach further, by linking our operations closer to Agenda 2030 and the Sustainable Development Goals. We have identified which goals we influence through our operations and how we influence them.
Agenda 2030 is the most ambitious agenda for sustainable development ever adopted by the world's countries. The 17 UN Sustainable Development Goals aim to eradicate extreme poverty, reduce inequality and injustice, promote peace and justice and solve the climate crisis.
As a company, Nyfosa subscribes to Agenda 2030 and the Ten Principles of the UN Global Compacts. In so doing, we want to ensure that the company's efforts contribute to
sustainable development, both locally and globally. Based on the materiality analysis and the will to specify the sustainability agenda, Nyfosa has identified 12 Sustainable Development Goals on which the operations have a direct or indirect influence and that will lead sustainability efforts forward. The identified goals are explained in more detail below. The relevant goals will be brought up and reported every year.
Influence by, for example, phasing out hazardous substances at our construction sites and create a good and safe work environment for employees, tenants and suppliers. Relevant targets: 3.4, 3.6, 3.9
Influence by, for example, always striving to reduce water consumption and strive for reuse of water in our properties. Relevant targets: 6.3, 6.4
Influence by, for example, striving for rights and a safe and secure work environment for all employees, tenants and
Influence by, for example, striving for an equal work environment and eliminate all discrimination in
Influence by, for example, striving for the best conditions for recycling in relation to property development and management.
Influence by, for example, striving to reduce the degradation of natural habitats and enhancing biodiversity around our properties.
The Sustainable Development Goals and targets are published on https://www.un.org/sustainabledevelopment/

Influence by, for example, always striving for an equal distribution between women and men in the organization and in leading positions. Relevant targets: 5.1, 5.5
Influence by, for example, striving for renewable types of energy for electricity and heating in our properties. Relevant targets: 7.2, 7.3, 7.4
Influence by, for example, upgrading our properties through optimizing operations for increased profit and sustainability. Relevant targets: 9.4
Influence by, for example, working for sustainable travel to and from our properties. Relevant targets: 11.6, 11.A
Influence by, for example, striving for a reduction of emissions linked to our business in accordance with the Paris Agreement. Relevant targets: 13.1, 13.3
Influence by, for example, always striving to act credibly, honestly and transparently. Relevant targets: 16.5
Nyfosa works with clear targets and tools that drive our sustainability agenda forward and that provide good measurability and the potential to monitor and evaluate every year.
Nyfosa's ambition with its sustainability agenda is that it will be easy to do the right thing. The strategic goals will have a correlation to the selected Sustainable Development Goals, refer to page 49, and to evidence-based climate research. Operational goals will be clear and directly linked to the day-to-day operations.
To clearly show the way forward, Nyfosa has identified a number of aspects and concrete targets as described below. What can be done at an operational level within each property is described on the following page.

• 50 percent of the properties (LFL) will have green certification in 20251 .
• 100 percent of the properties (LFL) will have green certification in 20301 . 1) Green certification refers to all certification approved by the Sweden Green Building Council (SGBC).
At present, Nyfosa's property portfolio contains four properties that have been granted green certification in conjunction with renovations or refurbishment. Within green certifications, we have defined a goal for our like-for-like properties (LFL), or in other words, properties that have not been acquired or divested during the relevant year.

• In 2020, 100 percent of all new leases, excluding parking spaces and garages, will include a green appendix.
In connection with new builds or tenant renegotiations, Nyfosa currently offers green leases, which are based on an agreement template issued by the Swedish Property Federation. Green leases represent a way for the tenant and the property manager to work together to achieve more sustainable properties. Nyfosa will continuously work for and encourage its tenants to sign green leases.

• 100 percent of the properties (LFL) will have been evaluated for unique energy consumption in 2020.
Nyfosa exclusively uses renewable electricity (hydropower) through agreements with Vattenfall. This means that the carbon emissions per square meter from electricity consumption of our buildings is low. Heating our premises requires the largest amount of energy and generates the highest level of carbon emissions per square meter. As a buyer, we are not fully able to influence the mix of energy sources used by suppliers for heating. However, we can choose to invest in alternative sources of energy, such as solar power and geothermal heating.

• 100 percent of the organization will have received training in occupational health and safety, property owner responsibility and contractor responsibility in 2020.
For Nyfosa, being able to attract employees who can contribute the right know-how and experience is a priority. Nyfosa therefore works actively to be an employer that offers a creative, open and stimulating work environment with a focus on proximity to business decisions, inclusion in business development and personal development for all employees. Our employees are offered continuous training in occupational health and safety, property owner responsibility and contractor responsibility.


• As of 2021, 100 percent of Nyfosa suppliers will have subscribed to the industry's Code of Conduct.
In accordance with the industry's Code of Conduct for Suppliers, Nyfosa will actively subject suppliers to environmental and sustainability requirements in connection with procurement. Nyfosa aims to implement the Swedish Property Federation's industry-wide Code of Conduct for Suppliers, which means that suppliers must respect the Code of Conduct and do their utmost to satisfy the requirements in their own organization and ensure that their suppliers and sub-suppliers comply with the Code. The Swedish Property Federation's Code of Conduct is based on the assumption that the goods and services that are delivered comply with the UN Global Compact's ten principles on human rights, labor, environment and corruption.

• As of 2021, Nyfosa will have adopted specific and scientific targets for reducing emissions in the company's business plan.
The intention is that evidence-based climate targets will help Nyfosa to chart a clear and defined route toward future-proof growth. This is done by specifying how much and how quickly we need to reduce our climate footprint according to current science. In this way, Nyfosa can eventually adopt even more ambitious and scientific targets to reduce emissions.

• In 2020, procedures and systems for monitoring the use of materials and choice of materials in tenant-specific modifications, and for remodeling and new-builds, will be developed and implemented.
Large amounts of material are used in tenant-specific modifications and for remodeling and new builds that have a major environmental impact. Material consumption is the single-largest cause of carbon dioxide emissions in the construction and property industry. To the greatest possible extent, Nyfosa strives to reuse and recycle materials and products, and to use as much renewable raw material as possible. We also consider sustainability aspects in regard to choice of materials to ensure that the materials used in our properties do not contain hazardous substances that can spread to the ecosystem or create unhealthy indoor environments. At present, Nyfosa has no system for monitoring material consumption and choice of materials. Consequently, this is a priority issue to address in 2020.

Below is an illustration of an imaginary property and the measures that can be address at an operational level within Nyfosa. The content in the image comprises a number of concrete measures that can make our buildings and the surrounding Hållbara åtgärder för våra hus
area more sustainable. These are based on the environmental certifications BREEAM In-Use and Miljöbyggnad i Drift (Green Building In Use) and serve as guidelines and inspiration to integrate more sustainable solutions in our properties. Ett urval av goda exempel på hållbara åtgärder för våra hus. Baserat på miljöcertifieringen BREEAM In-use.

In 2019, the regional office in Gothenburg has hosted several parallel events to increase the opportunity for sustainable travel to and from Södra Porten in Mölndal. Acting on suggestions from our tenants, Nyfosa organized the opportunity to sign with a local carpool through Sunfleet. As of December, it has been possible to use shared vehicles that are parked in the center of the area in close proximity to the bus station. To further reinforce this hub for travel, we have initiated discussions with an operator in Gothenburg that offers a bike-sharing program under the concept Styr
& Ställ. We hope to also have a bikepool station in the center of the Södra Porten district in 2020. Nyfosa has also been an active participant in the "Sustainable travel in Mölndal" network to find inspiration and to exert influence. This is a network that highlights and addresses relevant travel issues within the municipality of Mölndal. The tenants already have the option to rent parking spaces that have a charging point for those who wish to commute to work and have an electric or hybrid car.
NYFOSA 53 ANNUAL REPORT 2019
Gothenburg
| GRI reference |
Description | Page | Comments |
|---|---|---|---|
| 102 | Organizational profile | ||
| 102-1 | Name of the organization | 84, 95 | |
| 102-2 | Activities, brands, products and services | 25-31, 84 | |
| 102-3 | Location of headquarters | 84 | |
| 102-4 | Location of operations | 3, 84 | |
| 102-5 | Ownership and legal form | 95, 106, | |
| 110-114 | |||
| 102-6 | Markets served | 3, 19, 84 | |
| 102-7 | Scale of the organization | 84, 87-88 | |
| 102-8 | Information on employees and other workers | 62, 84 | |
| 102-9 | Supply chain | 44-45, 51, | |
| 67 | |||
| 102-10 | Significant changes to the organization and its supply chain | Expanded supply chain due to the company's growth rate |
|
| 102-11 | Precautionary principle or approach | The precautionary principle is the basis for the design of the environmental agenda |
|
| 102-12 | External initiatives | 37, 39, 49 | |
| 102-13 | Membership of associations | Sweden Green Building Council, UN Global Compact and others |
|
| 102 | Strategy | ||
| 102-14 | Statement from senior decision-maker | 4-5, 35 | |
| 102-16 | Values, principles, standards and norms of behavior | 44-45, 65-67 |
|
| 102-17 | Description of internal and external mechanisms for: i) seeking advice about ethical and lawful behavior and organizational integrity, ii) reporting concerns about unethical or unlawful behavior and organizational integrity. |
44-45, 75 | |
| 102 | Governance | ||
| 102-18 | Governance structure | 43, 74-79 | |
| 102 | Stakeholder engagement | ||
| 102-40 | List of stakeholder groups | 39 | |
| 102-41 | Collective bargaining agreements | Nyfosa has no collective bargaining agree ments, but has market-based benefits and a pension plan that corresponds to the ITP plan |
|
| 102-42 | Identifying and selecting stakeholders | 39 | |
| 102-43 | Approach to stakeholder engagement | 39 | |
| 102-44 | Key topics and concerns raised | 39 | |
| 102 | Reporting practice | ||
| 102-45 | Entities included in the consolidated financial statements | 95, 106, 110-114 |
|
| 102-46 | Defining report content and topic Boundaries | 37, 39 | |
| 102-47 | List of material topics | 39 | |
| 102-48 | Restatements of information | Expanded reporting due to appointment of sustainability officer |
|
| 102-49 | Changes in reporting | Application of GRI | |
| 102-50 | Reporting period | 2019 | |
| 102-51 | Date of most recent report | Report for 2018 was published in March 2019 | |
| 102-52 | Reporting cycle | Annually in connection with the annual report | |
| 102-53 | Contact point for questions regarding the report | Kent Wiklund, Head of Project Development | |
| 102-54 | Claims of reporting in accordance with the GRI Standards | 37 | |
| 102-55 | GRI content index | 54-55 | |
| 102-56 | External assurance | The report is not subject for external assurance |
|
| 103 | Management approach | ||
| 103-1 103-2 |
Explanation of the material topic and its Boundary The management approach and its components |
3-39, 42 42-26 |
|
| 103-3 | Evaluation of the management approach | 49-51, 56-63 | |
| GRI reference |
Description | Page | SDG target |
Comments |
|---|---|---|---|---|
| Economic responsibility | ||||
| 201 | Economic performance | |||
| 201-1 | Direct economic value generated and distributed | 56 | 17.1 | |
| 205 | Anti-corruption | |||
| 205-3 | Confirmed incidents of corruption and actions taken | 56 | 16.5 | |
| Environmental responsibility | ||||
| 301 | Materials | |||
| 301-1 Own |
Materials used by weight or volume Choice of materials |
57 57 |
12.2 3.9 |
No figures available for 2019. A development project was initiated in 2020 to ensure the outcomes for the indicators |
| indicators | in future reports. 301-1 has been supplemented with the | |||
| company's own indicator. | ||||
| 302 | Energy | |||
| 302-1 | Energy consumption within the organization | 57-58 | 7.2, 7.3, | |
| CRE1 | Building energy intensity | 57-58 | 7.4 | |
| 303 | Water | |||
| 303-1 | Interactions with water as a shared resource | 58 | 6.3, 6.4 | |
| CRE2 | Building water intensity | 58 | ||
| 305 | Emissions | |||
| 305-1 | Direct (Scope 1) GHG emissions | 59 | 9.4, 12.2, | No outcome figures for 305-1 and 305-3 for 2019. A |
| 305-2 | Indirect (Scope 2) GHG emissions | 59 | 12.6, 13.1, | development project was initiated in 2020 to ensure the |
| 305-3 | Other indirect (Scope 3) GHG emissions | 59 | 13.3 | outcomes for the indicators in future reports. |
| CRE3 | Greenhouse gas emissions intensity from buildings | 59 | ||
| 306 | Waste | |||
| 306-2 | Total weight of waste by type and disposal method | 59 | 11.6, 12.4, 12.5 |
No figures available for 2019. A development project was initiated in 2020 to ensure the outcomes for the indicators in |
| future reports. | ||||
| CRE8 | Like-for-Like environmentally-certified buildings | |||
| CRE8 | Like-for-like share of properties with green certification | 60 | 12.6 | |
| 308 | Supplier Environmental Assessment | |||
| 308-1 | New suppliers that were screened using environmental | 60 | 12.6 | No outcome figures available for 2019. A development |
| criteria | project was initiated in 2020 to ensure the outcomes for the | |||
| indicators in future reports. | ||||
| Social Responsibility | ||||
| 403 | Occupational health and safety | |||
| Own | Accidents and absence due to illness | 61 | 3.4, 3.6 | 403-2 has been replaced with the company's own indicator |
| indicators | ||||
| 404 | Training and Education | |||
| 404-1 | Average hours of training per year per employee | 61 | 5.5, 8.5 | No figures available for 2019. Nyfosa is a newly formed com |
| 404-3 | Percentage of employees receiving regular performance | 61 | pany in which 60 percent of the employees were recruited | |
| and career development reviews | the past year and possess the skills we needed. The issue in | |||
| terms of need and follow-up will be assessed in 2020. | ||||
| 405 | Diversity and equal opportunity | |||
| 405-1 | Diversity of governance bodies and employees | 62 | 5.1, 5.5, | |
| 10.3 | ||||
| 406 | Non-discrimination | |||
| 406-1 | Incidents of discrimination and corrective actions taken | 62 | 5.1, 5.5, 10 |
|
| 414 | Supplier Social Assessment | |||
| 414-1 | New suppliers that were screened using social criteria | 63 | 12.6 | No figures available for 2019. A development project was |
| initiated in 2020 to ensure the results for the indicators in future reports. |
||||
| 416 | Customer health and safety | |||
| Own | Measures taken to maintain a high level of safety and | 63 | 3.4, 3.6, | No figures available for 2019. A development project was |
| indicators | security in and around the properties | 3.9, 8.8 | initiated in 2020 to ensure the results for the indicators in | |
| future reports. 416-1 has been replaced with the company's own indicator. |
||||
The prerequisite for achieving Nyfosa's overriding goal to generate long-term high and stable yields and to meet our stakeholders' economic expectations is that we assume economic responsibility and have sound finances.
Reporting covers the economic value generated within Nyfosa. This includes factors such as the economic situation and interest rates, as well as factors that directly influence value that are within Nyfosa's control.
The outcome is evaluated quarterly in connection with the interim reports and annual report. Nyfosa's CEO is ultimately responsible for steering the organization toward the financial targets.
Nyfosa's target is an average annual growth in earnings and the property portfolio of at least 20 percent up to a total property value of SEK 25 billion (excluding participations in joint ventures), and at least 15 percent return on equity over time (before tax paid). In March 2020, Nyfosa presented a new financial target of annual growth in cash flow from operating activities, before changes in working capital, per share of 10 percent.
Detailed information regarding Nyfosa's financial position is presented in the Annual Report on pages 82–116. The generated economic value amounted to SEK 562 billion in 2019 and comprises rental income and changes in property value.
| SEK billion | 2019 | 2018 |
|---|---|---|
| Economic value generated | ||
| Income | 1,370 | 1,064 |
| Economic value distributed | ||
| Operating and supplier expenses | –415 | –300 |
| Dividends to shareholders | – | – |
| Salaries and employee benefits | –57 | –27 |
| Interest to creditors | –195 | –136 |
| Tax to society | –141 | –109 |
| Remaining in the company | 562 | 493 |
Nyfosa strives to act credibly, honestly and transparently. We expect that our employees, business partners and others with whom the Group has contact or does business with, and who have serious concerns about fraud, corruption or similar action within the Group's operations, come forward and voice their concerns.
Anti-corruption efforts refer primarily to the company but also suppliers through the industry's Code of Conduct for Suppliers. Reporting will only cover the number of confirmed incidents of corruption and actions taken within Nyfosa.
We want to encourage people to come forward and voice their concerns about serious problems within the company without having to contact their immediate manager. We make this possible through our whistleblower function. This service is managed by an external operator, WhistleB. Anonymous reports made via the service are
handled firstly by the Audit Committee's Chair and secondly by the company lawyer. Information about the anonymous whistleblower service is published on the company's intranet. Reported suspicions may either be investigated internally or handed over to the police. All reports are anonymously logged and presented to the Board.
You can read more about the anonymous whistleblower function on Nyfosa's website, www.nyfosa.se.
Good business ethics and trusting relations are important starting points both internally and in contacts with external parties. Nyfosa's sustainability policy and whistleblower function are examples of tools that we use to promote good business ethics and counter all forms of corrupt behavior.
No suspicions of fraud or corruption were reported in 2019.
Nyfosa's target is to recycle and reuse as much material as possible in order to benefit from an environmental and economic perspective. Ahead of every remodeling and tenant conversion, we investigate the potential to minimize the undertaking and to reuse construction material and products. In the case of several of Nyfosa's refurbishment projects in 2019, we partnered with the tenants to successfully reuse material and renovate products instead of using newly manufactured products. Nyfosa's ambition is to document and evaluate the material used in our operations for new builds and remodeling after each project is completed. Therefore, we consider this to be a priority topic to be addressed in 2020.
Because there is no evaluation system at present, outcome figures for 2019 are not available. A development project was initiated in 2020 to identify the needs and ensure the outcomes for the indicators in future reports. Our ambition is to design procedures for:
The results of this project will be reported in the 2020 sustainability report.

The environmental aspect is a central part of the planning process for the construction projects in which Nyfosa is involved. We always consider sustainability aspects in regard to choice of materials to ensure that the materials used in our properties do not contain hazardous substances that can spread to the ecosystem or create unhealthy indoor environments. Because there is no evaluation system at present, outcome figures for 2019 are not available. It is
also imperative that the materials chosen are sustainable from a life-cycle perspective. As part of Nyfosa's efforts to make sustainable material choices, we also examine the requisites for green certification of all of Nyfosa's properties in the equivalent portfolio (like-for-like), see also continued work under the 301-1 indicator. The goal is to design procedures and systems in 2020 that can evaluate and document our material choices.
In connection with both new builds and property management, Nyfosa's point of departure is that properties' energy consumption has an impact on the environment throughout their entire lifecycle.
Nyfosa can only influence the energy consumption in our properties that goes through our own main subscription. Reporting covers only the comparable portfolios and the main subscriptions that Nyfosa can control, the equivalent of 54 (64) percent of the portfolios in total and including both property energy and operating energy, with a division of properties by use.
The regional managers are responsible for energy consumption in projects and property management. Energy consumption can be regularly monitored at property, region and company level via the energy monitoring system Mestro. Mestro is a system that calculates, monitors and visualizes energy, water and environmental data in the properties. Nyfosa started working to ensure data in Mestro in 2019 and this work will continue in 2020. Quality assurance of both reporting and follow-up in the system is part of this work.
By choosing 100 percent renewable electricity for all our properties, we help to contribute to reducing the demand for electricity from non environment-friendly sources. By offering our tenants 'green leases' we can together lower energy consumption in both the properties and in the tenants' operations. This means, among other things, that we jointly map energy consumption in the premises and property, and use environment-friendly materials for remodeling and cleaning.
In 2019/2020 Nyfosa will perform an energy and environmental inventory of its property portfolio. The inventory is based on the existing property portfolio and the aim is to identify the energysaving potential of all properties.
In 2019, an inventory was done for 40 properties and the work will continue in 2020.
The estimates below are from the energy monitoring system Mestro. The number of KWh used has risen in 2019, which is explained by the fact that the property portfolio is larger. More investments in operations and heating systems were made during the year, which gave an improved energy performance of 7 percent, the equivalent of 9 kWh per square meter.

Source: Mestro
| Offices | Logistics/Warehouse | Retail | Other | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| GWh | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | |
| Electricity | 27.7 | 29.0 | 1.3 | 1.3 | 3.4 | 3.3 | 2.5 | 2.7 | 34.9 | 36.3 | |
| District heating | 32.2 | 34.0 | 4.6 | 4.8 | 8.0 | 7.6 | 5.1 | 5.4 | 49.9 | 51.8 | |
| District cooling (MWh) | 1.2 | 1.7 | 0.0 | 0.0 | 0.6 | 0.6 | 0.0 | 0.0 | 1.7 | 2.3 | |
| Total | 61.1 | 64.7 | 5.9 | 6.0 | 12.0 | 11.6 | 7.5 | 8.1 | 86.5 | 90.3 |
Nyfosa owns properties throughout Sweden. In several parts of the country, the ground water levels have been low in recent years. Consequently, water consumption has been identified as a priority topic this year.
We at Nyfosa can considerably influence water consumption in our building through investments in technical systems and new water fittings. Reporting covers the total water consumption in all documented properties in the comparable portfolio (Like-forLike) for 2019 and 2018, which makes up 51 percent (60) of the total portfolio, and with an average per square meter. It does not cover water usage where the tenant is the subscriber.
The regional managers have the primary responsibility for water consumption in the properties. Water consumption is monitored on a monthly and annual basis in the energy monitoring system Mestro. Nyfosa started working to ensure data in Mestro in 2019 and this work will continue in 2020. Quality assurance of both reporting and follow-up in the system is part of this work.
Nyfosa's ambition is that all properties (Like-for-Like) will have green certification in 2030. Low water consumption is a requisite for environmental certification of the buildings with a high score and will therefore be further prioritized in future. We also offer our tenants 'green leases' so that we can work together to lower water consumption—in both the properties and in the tenants' operations. Our goal is that 100 percent of all new leases will include a green appendix in 2020.
The estimates are from the energy monitoring system Mestro. Because the documentation has not included all properties, water consumption has only been calculated using an average for the documented properties in m3/sqm. Water intensity amounted in 2018 to 0.21 m3/sqm and in 2019 to 0.22 m3/sqm.


A large part of Nyfosa's environmental impact stems from emissions of greenhouse gases from heating, cooling and energy usage of leased properties and from hot water.
Reporting focuses on emissions that arise through heating, cooling and hot water in the properties (Scope 2) and renewable electricity (Scope 3). Reporting refers to all documented properties in the total portfolio where Nyfosa has control of the subscription, which corresponds to 76 (65) percent of the total portfolio.
In 2019 we also identified topics about waste, for example, from tenants, transports and material usage within construction projects and business travel (Scope 1 and 3) as priority topics to address. During 2020 we will prepare procedures to evaluate and report greenhouse gas emissions.
Evaluations are made by the regional managers who are responsible for heating, cooling, electricity and hot water in our properties. Monitoring takes place a monthly basis, and a summation is performed centrally every year in connection with the sustainability report. All monitoring is performed via the energy monitoring system Mestro. Nyfosa started working to ensure data in Mestro in 2019 and this work will continue in 2020. Quality assurance of both reporting and follow-up in the system is part of this work.
The task of reducing the company's emissions is governed primarily through the systematic efforts to reduce our energy usage. In 2019 we started investigating how evidence-based climate targets should be a part of the company's 2020 business plan in order
for our operations to be in line with the requirements of the Paris Agreement. Until further notice, we apply the Carbon Law, which shows that to realize the goals in the Paris Agreement requires halving emissions every decade. One initiative to reduce greenhouse gas emissions is that Nyfosa only buys 100 percent ecolabeled, renewable electricity to its property portfolio. As a step in this undertaking, all oil furnaces have been replaced in Nyfosa's properties. We endeavor also to reduce emissions from the tenants' own power subscriptions and from their waste by actively signing green leases in connection with new or renegotiated contracts in 2020. Nyfosa climate compensates for air travel and all travel by car using company cars, even private use.
The estimates are from the energy monitoring system Mestro and are based on standard estimates. CO2 emissions from electricity production is based on Nyfosa's electricity supply contract with Vattenfall, based on the lifecycle for electricity production (8.3g per kWh). CO2 emissions for district heating are based on the energy companies' own figures, which are compiled annually by the organization Swedenergy and have not been adjusted. When the report is published in the middle of the year, the environmental values for district heating are behind one year and refer to 2017 and 2018 respectively.
The sum of emissions in total has increased by 50 percent, which is explained by the fact that the property portfolio has grown. All emissions intensity (kg/sqm) has increased, 11 percent. All figures in the table below refer to ton of CO2.
Renewable electricity is reported within Scope 3. Outcomes for Scope 1 and 3 are not available otherwise.
| Offices | Logistics/Warehouse | Retail | Other | Total | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Tons | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 |
| Heating | 2,256 | 1,640 | 755 | 135 | 371 | 355 | 231 | 218 | 3,614 | 2,347 |
| Cooling | 14 | 20 | 0 | 0 | 7 | 7 | 0 | 0 | 21 | 27 |
| Total | 2,270 | 1,660 | 755 | 135 | 378 | 362 | 231 | 218 | 3,635 | 2,374 |
| Offices | Logistics/Warehouse | Retail | Other | Total | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Tons | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 |
| Electricity | 253 | 241 | 74 | 11 | 34 | 28 | 20 | 22 | 382 | 302 |
| Total | 253 | 241 | 74 | 11 | 34 | 28 | 20 | 22 | 382 | 302 |
Source: Mestro
Waste that is sent for incineration and to landfills account for a large part of Nyfosa's environmental impact. Remodeling and new-build projects account for a majority of the waste to landfills and the national target for 2020 says that 70 percent of all construction and demolition waste must be reused or material recycled. In 2019, the total weight of waste by type and disposal method has been identified as a priority topic for Nyfosa to address. In 2020 green agreements are being introduced where waste is a parameter with a minimum level and an extended level. A project will begin in 2020 to identify specific waste targets and examine how waste amount for construction projects and tenants should be documented and followed up. See also "Outcome" below.
Because there is no evaluation system at present, outcome figures for 2019 are not available. A development project has begun in 2020 in partnership with RISE to identify the needs and ensure the outcomes for the indicators in future reports. Our ambition is to design procedures for:
The results of this project will be reported in the 2020 sustainability report.

Green certification is a good tool for measuring environmental performance in the property portfolio. It provides a clear and broad framework to address multiple initiatives for more sustainable properties. The share of properties that have green certification influences the opportunities for green financing while sustainability requires from tenants has increased. In all, Nyfosa has identified the share of properties that have green certification as a priority topic.
In 2019 the task began of examining the option of green certification of Nyfosa's properties, which green certification systems are relevant, and at which level certification can be achieved for each property. In 2020 the focus will be on drafting a plan for the portfolio. Reporting will include all properties in the comparable portfolio (like-for-like).
Regional managers will be responsible for green certification of our new-build and remodeling projects and the technical property managers will be responsible for existing buildings. The number and type of green certifications will be followed up annually for Like-for-Like properties in the portfolio.
By 2025, 50 percent of properties owned for the entire year will have green certification, and by 2030, 100 percent of the properties owned for the entire year will have green certification.
During 2019 the number of properties with green certification amounted at most to eight within the total portfolio and four within the comparable portfolio (Like-for-Like), the equivalent of 4 percent. Two properties in Sundsvall and Landskrona have Green Building certification, one property in Jönköping has LEED (BD+C) Gold certification and one property in Gävle has Silver level certification from the Sweden Green Building Council. The entire portfolio is included in the current stocktaking to map the properties' environmental impact and opportunities for green certification.
Nyfosa acquires a large amount of materials and services from various suppliers, of which electricity (hydroelectric power), district heating, water, property upkeep, cleaning, painting and repairs of installations account for a large share. In accordance with the industry's Code of Conduct for Suppliers, Nyfosa will actively subject suppliers to environmental and sustainability requirements in connection with procurement. This is our way of influencing that the goods and service we purchase contribute to a more sustainable society. The environmental requirements are based on the industry-wide code of conduct. This means that suppliers must respect the Code of Conduct and do their utmost to satisfy the requirements in their own organization and ensure that their suppliers and sub-suppliers comply
with the Code. The Swedish Property Federation's Code of Conduct is based on the assumption that the goods and services that are delivered comply with the UN Global Compact's ten principles on human rights, labor, environment and corruption, to which Nyfosa has subscribed. Nyfosa currently lacks a system that monitors the signing of codes of conduct, which is why the outcome figures for 2019 are not available. In 2020 we will address the topic of codes of conduct with suppliers and monitoring systems. The goal is that all suppliers will sign the Code of Conduct by 2021 at the latest and that regular supplier controls are carried out.
Nyfosa wants to promote good health and create a healthy and secure work environment for all its employees. We believe that good health and a secure work environment adds value for us as an employer and for our employees.
Reporting covers absence due to illness and accidents involving people employed by Nyfosa and the accidents reported at our workplaces. Because the number of employees within the organization is low (46), only total absence due to illness is reported and is not presented according to gender or occupation category.
The HR manager is to ensure that employees have access to health-promoting measures and, in the event of illness, the option of rehabilitation. Each manager is responsible for the employees' work situation. Regional managers are responsible for the work environment for those contractors who work in our workplaces. For maintenance and operation contractors, the corresponding responsibility is that of the technical property managers. Monitoring of absence due to illness and long-term absence is performed monthly and over a rolling 12-month period. The number of work accidents is followed up annually.
We apply current occupational health and safety legislation and other regulations and requirements relevant to the company. Work environment efforts are to be conducted as a natural part of dayto-day work and systematically, with the work environment regularly evaluated and approved measures implemented and reviewed. As part of efforts to prevent ill health, Nyfosa offers a health and fitness benefits package as well as regular medical checkups to all employees, and all of Nyfosa's employees are covered by medical expenses insurance.
Total absence due to illness in 2019 amount to 0.94 percent. In 2019, no accidents were reported among Nyfosa's employees. In the projects completed during the year, a total of zero (0) accidents were reported by contractors.



Nyfosa works actively to be an employer that offers a creative, open and stimulating work environment with a focus on proximity to business decisions, inclusion in business development and personal development for all employees. To a significant extent, Nyfosa can influence its employees' personal development through, for instance performance reviews and hours of training. Because there is no evaluation system at present, outcome figures for 2019 are not available. In December 2019, an occupational health and safety course was carried out for all people in the organization in charge of staff. The focus of the course was employer responsibility for the work environment—what the statutory rules are and a review of the company's internal roles and responsibility. The course became a
forum for discussions, community and security on issues that can arise concerning employees. The target for 2020 is that 100 percent of the organization will have received training in occupational health and safety, property owner responsibility and contractor responsibility, and had at least one performance review during the year. Nyfosa is a newly formed company in which 60 percent of the employees were recruited the past year and possess the skills we needed. Given the rate of change and development we had the past year, learning on the job has been qualitatively largest and training hours considerably less. The topic of continuously documenting training hours and performance reviews will be addressed in 2020.

Nyfosa's ambition is that gender equality efforts will be a natural part of our operations. The conditions, rights and development opportunities of men and women must be equal within the entire company and not related to gender or origin.
Influence is exerted within our own organization when recruiting new employees. Reporting covers only people employed at Nyfosa.
Nyfosa's Head of HR leads efforts related to diversity and equal treatment. Each manager is responsible for cultivating and maintaining diversity and ensuring that no employee is discriminated. Any cases of discrimination can be reported through one of the following channels: immediate manager, the head of HR, trade union reps and our whistleblower function.
Nyfosa is dedicated to ensuring that all employees feel that they work in a safe, equal, progressive and productive work environment where everyone is treated equally. We strive for equality in the number of women and men in the workplace and consider gender under-representation in regard to equal merits and make sure that interviews are conducted by both male and female employees. Gradually, Nyfosa aims to map salaries in order to evaluate and take necessary action against salary discrimination.
In 2019 employees number 46, of whom 100 percent were permanent employees. The number of full-time employees was 45 and the number of part-time employees 1 (woman).


%
At Nyfosa, all employees, partners and customers will be treated with respect and no one is to feel violated, discriminated or uncomfortable on the grounds of gender, ethnicity, religion, sexual orientation or age. Nyfosa has zero tolerance for harassment or bullying of any kind.
Nyfosa can influence the impact that occurs internally in the organization. It is incidents that take place within the organization that will be reported. Suppliers are governed by the industry's Code of Conduct, but Nyfosa has no control over discrimination that takes place among tenants and suppliers and such incidents will therefore not be reported.
The regional managers and each manager or supervisor are responsible. Incidents can be reported through one of the following channels: employee surveys, immediate supervisors, the head of HR, trade union reps and our whistleblower function.
Nyfosa has zero tolerance for all forms of discrimination. Antidiscrimination efforts are governed through Nyfosa's whistleblower function, the Code of Conduct against discrimination and harassment and the industry's Code of Conduct for Suppliers.
In 2019, no incidents of discrimination were reported.
Nyfosa acquires a large amount of materials and services from various suppliers, of which electricity (hydroelectric power), district heating, water, property upkeep, cleaning, painting and repairs of installations account for a large share. In accordance with the industry's Code of Conduct for Suppliers, Nyfosa will actively subject suppliers to occupational and sustainability requirements in connection with procurement. This is our way of influencing that the goods and service we purchase contribute to a more sustainable society. Occupational requirements are based on the industry-wide Code of Conduct. This means that suppliers must respect the Code of Conduct and do their utmost to satisfy the requirements in their own organization and ensure that their suppliers and sub-suppliers comply with the Code. The Swedish Property Federation's Code of
Conduct is based on the assumption that the goods and services that are delivered comply with the UN Global Compact's ten principles on human rights, labor, environment and corruption, to which Nyfosa has subscribed. At present there are no signed Codes of Conduct. Nyfosa currently also lacks a system that monitors the signing of codes of conduct, which is why the figures for 2019 are not available. In 2020 we will address the topic of codes of conduct with suppliers and monitoring systems. The goal is that all suppliers will sign the Code of Conduct by 2021 at the latest and that regular supplier controls are carried out.
Nyfosa's tenants must always be able to rely on the fact that Nyfosa's properties offer a work environment that is safe, accessible and healthy. To feel safe and secure is a prerequisite in and around all our properties. Examples of important safety features include handling icicles and snow falling from roofs, fire safety and electricity audits.
Preparing and maintaining efficient procedures and methods for handling safety in and around our buildings is something that Nyfosa assigns a high priority and works continuously to develop. From our standpoint, this primarily entails conducting continuous and systematic property management work that counters the causes of such problems. Because there is no evaluation system at present, outcome figures for 2019 are not available. Procedures for documentation and follow up of measures will be investigated in 2020.
To the General Meeting of Nyfosa AB, corp. reg. no. 559131-0833
The Board of Directors is responsible for the Sustainability Report for 2019 on pages 34–63 and that it has been prepared in accordance with the Swedish Annual Accounts Act.
Our examination of the statutory sustainability report has been conducted in accordance with FAR's auditing standard RevR 12 The auditor's report on the statutory sustainability report. This means that our examination of the statutory sustainability report is different and substantially less in scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. We believe that the examination has provided us with sufficient basis for our opinions.
A sustainability report has been prepared.
Stockholm, March 26, 2020 KPMG AB
Mattias Johansson Authorized Public Accountant

"In 2019 we intensified the activity within Nyfosa's sustainability agenda. We analyze our properties, processes and suppliers to steer toward greater sustainability in all areas of our operations. The point of departure is to benefit both sustainable development and good business."
– K E N T W I K L U N D , HEAD OF PROJECT DEVELOPMENT
Nyfosa is continuously exposed to various risks, which could be significant to the company's future operations, earnings and financial position. Nyfosa works systematically and continuously on managing these and other risks and uncertainties. The focus is on preventing risks and evaluating how risk management can be converted into opportunities.
Nyfosa's property portfolio is recognized in the statement of financial position at fair value, and the changes in value are recognized in profit or loss. The value of the properties is affected not only by supply and demand in the market but also by a number of other factors, in part property-specific factors such as the leasing rate, rent level and operating expenses, and in part such market-specific factors as the yield requirement and the cost of capital, which are derived from comparable transactions in the property market. Deterioration in either a property or the market could cause the value of the company's properties to decline, which could have a negative impact on Nyfosa's operations, financial position and earnings.
In line with its strategy, Nyfosa aims to be an opportunistic and transaction-based property company. In order to complete a property acquisition, suitable investment objects must be identified and on the market at reasonable price levels. To be able to leverage complex investment opportunities, the company must also successfully assess the market, the potential of a property or the opportunities in a geographic area where the company intends to acquire properties. Acquisitions may also be associated with risks pertaining to the seller or the acquired operations. Nyfosa's ability to sell parts of its property portfolio on favorable terms depends on, for example, the health of the property and transaction market.
Nyfosa invests continuously in the existing property portfolio in the form of modifications or improvements. Larger development projects may involve substantial investments, which may lead to increased credit risk if Nyfosa cannot lease the premises at a reasonable price level or divest the properties at an attractive value. Major construction, refurbishment and renovations may also be delayed and/or become more expensive than originally anticipated.
Nyfosa's organization has been deliberately built up with a relatively small number of people. The company is therefore dependent on these key personnel to a certain degree, particularly as a large share of the transaction operations is based on short decision-making processes, close relationships with different market operators and in-depth knowledge of and insight into the property categories and geographic areas in which the company operates. Should Nyfosa fail to retain qualified staff and senior executives, this could have a negative impact on Nyfosa's operations, financial position and earnings.
Tax is a significant cost item for property companies. Even if tenants are responsible for their share of the property taxes due at all times in the majority of Nyfosa's leases, changes to the property tax and other taxes such as corporation tax, VAT and other state levies and tax-related contributions could have a negative impact on Nyfosa's operations, financial position and earnings.
From time to time, Nyfosa has cases under review by, and ongoing dialogues with, the Swedish Tax Agency regarding individual taxation matters. The Swedish Tax Agency makes tax rulings that can be appealed and reviewed in administrative courts of appeal. The regulations governing the recognition of taxes, and the property sector's application of these accounting regulations, are also complex fields. The regulatory framework is complex, the Swedish Tax Agency's review possibilities are comprehensive and the judicial bodies' interpretation and reviews take place in many stages, which means that it can take a long time to establish the correct application of legislation in complex taxation matters, which may adversely affect Nyfosa and investors' assessments of Nyfosa. The Swedish Tax Agency's tax rulings as well as court rulings may entail that actions taken or completed transactions that were previously considered permissible according to the regulatory framework may need to be reappraised at a later juncture.
Nyfosa has tax loss carryforwards from previous years which, taken together with depreciation for tax purposes and deductions for certain property investments, entail that current taxes for previous years are only payable by the few subsidiaries for which there were no tax conditions for making Group contributions.
As explained in Note 23, one company in the Group is a party to a tax case. In the case of future audits or reviews, there is a risk that the Swedish Tax Agency could object to Nyfosa's assessment, for example, with respect to the deductibility of certain costs, opportunities for depreciation for tax purposes or the opportunity to deduct loss carryforwards from previous years. A future change in the tax situation for Nyfosa could have a negative impact on Nyfosa's operations, financial position and earnings.
Nyfosa's business operations are associated with the risk of being negatively impacted by deficient procedures, and/or that irregularities or internal or external events could cause disruptions or damage to the business. Nyfosa has decided to have a relatively small organization. While the central functions of the operations are managed internally, Nyfosa has, inter alia, outsourced parts of the day-to-day financial management to an external service provider. When more important support functions are outsourced to external providers, it is of particular importance that the company has efficient procedures to ensure the quality of the services that are delivered.
Within Nyfosa, all functions work together through clear-cut processes to satisfy regulatory requirements for continuous reporting and payment of taxes and to identify and manage tax risks.
Nyfosa complies with the Committee of Sponsoring Organizations of the Treadway Commission (COSO) framework for evaluating a company's internal control over financial reporting, which contains the following five components: control environment, risk assessment, control activities, information and communication, and monitoring.
The construction and property industry accounts for a significant share of society's energy consumption and generates large amounts of waste. This means that the industry has a major impact on the environment. The world is undergoing a far-reaching transition to adapt our communities to become more sustainable. This transition impacts Nyfosa by the organization needing to adapt and by players that Nyfosa works together with and interacts with setting higher demands on the organization.
Nyfosa will be a responsible company and a modern property owner. If the company contravenes laws or regulations or otherwise acts unethically, it could result in damage to Nyfosa's brand.
The climate changes that have partly happened and that scientists predict will happen entail the risk of a negative impact on properties. Extreme weather conditions, rising sea levels and temporary flooding are examples of risks related to climate change. These risks may lead to damage to properties and people, lower property values and higher insurance premiums.
A number of significant psychosocial stresses related to working life can be seen in society at large. The construction and property industry in particular is also affected by a high number of work-place accidents. It is Nyfosa's responsibility to ensure a healthy working environment, both physically and psychosocially, for its employees and in its capacity as the client.
The leasing rate and level of rental income are largely dependent on the company's own actions, but are also affected by economic cycles. Lower rental income and/or lower leasing rates could have a negative impact on the operations, financial position and earnings. Both rent levels and the leasing rate are highly affected by overall growth in the Swedish economy but also growth at regional and local levels where Nyfosa conducts operations. The risk of loss of rent and vacancies is also related to the tenant and contractual structure. For example, a concentration of tenants to a small number of larger parties leads to increased exposure. When a vacancy occurs, this could entail costs for customizing the premises for a new tenant, and a risk that the vacancy will be long-term. If tenants fail to fully meet their commitments in accordance with the lease, this may also lead to higher vacancy rates with a resulting reduction in property value.
Interest-rate risk refers to the risk that changes in interest rates could affect interest expenses, which represent the company's single largest cost item. In the longer term, changes in interest rates have a material impact on earnings and cash flow.
Nyfosa is growing through acquisitions and the company finances its business primarily through borrowing and its own cash flows.
If raising loans becomes more difficult or more expensive, this would adversely impact the company's potential to acquire properties and implement investments and projects. There is also the risk that financing cannot be obtained or renewed when the loan expires, or only at sharply higher costs. Furthermore, there is a risk that additional capital in order to meet the company's future growth ambitions cannot be acquired, or that this cannot be achieved at terms that are advantageous to Nyfosa.
Liquidity risk is the risk that the company is unable to meet its payment obligations when they are due without a significant increase in the cost of obtaining the funds. If Nyfosa's sources of financing prove to be insufficient, this could have a negative impact on the operations, financial position and earnings.


"We have strong liquidity with low financing costs and solid earnings, which allows us to act quickly as business opportunities arise. We have banks that like our activities and are open to business opportunities. This provides us with flexible financing."
– EMELIE BERGLUND, FINANCE

Nyfosa's operations are financed by a combination of equity and bank loans. The strong liquidity and financial position provide a platform for the company to continue to grow through acquisitions and investments in the existing property portfolio.
At December 31, 2019, Nyfosa's equity totaled MSEK 9,781 (8,392), of which share capital was MSEK 84, equal to an equity/assets ratio of 44.1 percent (48.3).
Nyfosa's interest-bearing liabilities comprise bank loans with Nordic banks and bond loans issued in the Swedish capital market. Total interest-bearing liabilities on the balance-sheet date amounted to MSEK 11,282, corresponding to a loanto-value ratio of 57.6 percent. The average interest rate was 1.8 percent and the fixed-rate period, including the effects of signed derivative agreements, was 1.2 years. The average loan maturity was 2.7 years. On December 31, 2019, Nyfosa also had overdraft facilities totaling MSEK 200, of which MSEK 200 was unutilized, and three revolving credit facilities totaling MSEK 3,880, of which MSEK 1,105 was unutilized.
The key figures above do not represent financial objectives but rather risk limits, making it natural for Nyfosa to have a certain margin for these.
| 2019 | 2018 | |
|---|---|---|
| Equity/assets ratio, % | 44.1 | 48.3 |
| Loan-to-value ratio, % | 57.6 | 52.9 |
| Net loan-to-value ratio, % | 54.6 | 51.6 |
| Interest-coverage ratio, multiple | 3.9 | 4.9 |
| Average interest, % | 1.8 | 1.6 |
| Average remaining fixed-rate period, years | 1.2 | 1.6 |
| Average remaining loan maturity period, years | 2.7 | 3.2 |
| Interest-rate hedged portion of liabilities, % | 42.9 | 54.1 |
| Fair value of derivatives, MSEK | 2 | 9 |



During the year, new bank loans and utilized revolving credit facilities of MSEK 3,957 were raised to finance acquisitions of properties and refinance existing properties. In addition to bank loans, senior unsecured bond loans totaling MSEK 1,500 were issued on two occasions, in May and November, and mature in May 2022.
A total of MSEK 2,394 of the liabilities were settled during the year in connection with vacating properties, refinancing and making regular contractual repayments. The net increase in the loan portfolio in 2019 amounted to MSEK 3,042.
No bank loans fall due for payment in 2020. Nyfosa maintains regular dialogue with mainly Nordic banks to secure its long-term refinancing requirements. In addition to favorable opportunities for refinancing loan maturity with new bank
loans and/or by issuing debt or hybrid instruments on the capital market, the company has an unutilized overdraft facility and healthy cash flows from operating activities.
Nyfosa mainly works with floating interest rates in its loan agreements. Exposure to interest-rate risk is managed by making use of derivative instruments, currently exclusively interest-rate caps. The sensitivity analysis below presented the estimated impact on earnings if the market interest rate were to change and of the company's average interest rate were to change. Limiting if interest-rate risk increases the predictability of profit from property management and changes in interest-rate levels in the market do not fully impact the company's interest expenses. The nominal volume of outstanding interest-rate caps amounted to MSEK 4,868, corresponding to 43 percent of interest-bearing liabilities.

MATURITY STRUCTURE FIXED-RATE PERIODS December 31, 2019
AVAILABLE LIQUIDITY
December 31, 2019
| MSEK | 2019 | 2018 |
|---|---|---|
| Cash and cash equivalents | 588 | 192 |
| Unutilized revolving credit facility | 1,105 | 439 |
| Unutilized overdraft facilities | 200 | 174 |
| Total | 1,893 | 805 |
MATURITY STRUCTURE LOAN MATURITY December 31, 2019

| Earnings effect of change in average interest rate |
Change, % |
2019 | 2018 |
|---|---|---|---|
| Interest expenses assuming current fixed-interest periods and changed interest rates1 |
+/–1% | +100 /–16 | +45/0 |
| Interest expenses assuming change in average interest rate2 |
+/–1% | +/–114 | +/–83 |
| Revaluation of fixed-income derivatives attributable to shift in interest rate curves |
+/–1% | +/–4 | +/–11 |
1) Taking into account derivative agreements.
2) Today's average rate, taking into account derivative agreements, increases/decreases by 1%. Increase/decrease does not take into account eventual effects of the derivative portfolio.
The Nyfosa share has been listed on the Large Cap segment of Nasdaq Stockholm since November 23, 2018. After a share price increase of approximately 89.4 percent in 2019, the company's market capitalization amounted to MSEK 13,586 at year-end.
The volume weighted average price on the last day of trading of the year, December 30, 2019, was SEK 81.29. The price of the Nyfosa share increased about 89.4 percent during the year. During the same period, the Nasdaq Stockholm PI index increased 29.5 percent, while the Carnegie Real Estate Index rose 78.9 percent. A total of about 102.9 million Nyfosa shares were traded for a total value of SEK 6.1 billion in 2019. An average of 411,000 million shares were traded on every day of trading.
On December 31, 2019, Nyfosa's share capital amounted to MSEK 84, distributed among 167,728,249 shares with a quotient value of SEK 0.50 per share. According to the Articles of Association, the share capital shall amount to not less than MSEK 80 and not more than MSEK 320, distributed among not fewer than 160,000,000 shares and not more than 640,000,000 shares.
A long-term incentive program for employees of the Nyfosa Group, based on the issue of warrants, was implemented in accordance with the resolution of the Annual General Meeting on May 9, 2019. The aim of the incentive program is to help Nyfosa to recruit and retain personnel and to create joint objectives for shareholders, management and employees. The program supports the implementation of Nyfosa's growth and value-creation strategy and contributes to the focus of the company's employees. The program, which is targeted to all employees, is designed to reward overachievement. On full new subscription based on all warrants, 1,950,000 new shares may be issued, corresponding to dilution of approximately 1.07 percent of the total number of shares and the total number of votes in the company.
A directed share issue of 6,462,824 shares, based on the authorization granted by the AGM on May 9, 2019, took place at a price of SEK 93 per share after the end of the year, in February 2020, which provided Nyfosa with proceeds of about MSEK 601 before issue costs. The new share issue
entailed that the number of new shares in Nyfosa increased 6,462,824, from 167,728,249 to 174,191,073. Share capital increased SEK 3,231,412 from SEK 83,864,124.50 to SEK 87,095,536.50. The share issue entailed a dilution of approximately 3.7 percent, based on the total amount of shares in Nyfosa after the share issue.
Nyfosa carried out a directed share issue of 10,310,000 shares, based on the authorization granted by the AGM on May 9, 2019, at a price of SEK 71.20 per share in March 2020.
The shares were paid as part of the purchase consideration in connection with the acquisition of a property portfolio for a total value of SEK 4.2 billion.
The dividend policy that applied in 2019 stipulated that the profits generated would primarily be reinvested to leverage business opportunities and achieve the growth target of a total property value of SEK 25 billion, after which a significant portion of profit was to be paid to shareholders in the form of a dividend, redemption and/or repurchase of shares.
For the 2019 financial year, the Board proposes that the Annual General Meeting resolve on a distribution in kind of shares in the company Torslanda Property Investment AB (publ.) to Nyfosa's shareholders. It is proposed that every 18 shares in Nyfosa AB confer entitlement to one (1) share in Torslanda Property Investment AB (publ.), following the 10:1 share split of the Torslanda Property Investment AB share. The shares have been traded on Nasdaq First North Growth Market since 2015. More information about the company is available on website www.torslandapropertyinvestment.com.
On the final day of trading of the year, Nyfosa had 18,492 shareholders, of which Swedish investors, institutions and private individuals owned 69.0 percent of the shares and voting rights, and the remaining shares and votes were owned by foreign shareholders. The ten largest owners jointly controlled 46.1 percent of the share capital and voting rights. The table below presents Nyfosa's largest shareholders on December 31, 2019, based on information from Modular Finance Monitor.

Source: Nasdaq Stockholm
| Date | Event | Change in share capital (SEK) |
Change in number of shares |
Share capital after change (SEK) |
Number of shares after change |
|---|---|---|---|---|---|
| October 17, 2017 | New formation | n.a. | n.a. | 50,000 | 500 |
| May 21, 2018 | Division of shares (1:200) | n.a. | + 99,500 | 50,000 | 100,000 |
| May 21, 2018 | New share issue | + 78,814,124.50 | + 157,628,249 | 78,864,124.50 | 157,728,249 |
| August 21, 2018 | New share issue | + 5,000,000 | + 10,000,000 | 83,864,124.50 | 167,728,249 |
December 31, 2019
| Percentage share | |||
|---|---|---|---|
| Number of | |||
| Shareholders | shares | Capital, % | Votes, % |
| Länsförsäkringar Funds | 15,565,560 | 9.3 | 9.3 |
| Swedbank Robur Funds | 12,708,965 | 7.6 | 7.6 |
| Fourth Swedish National | |||
| Pension Fund | 9,566,100 | 5.7 | 5.7 |
| ICA-handlarnas Förbund | 7,005,000 | 4.2 | 4.2 |
| SEB Funds | 6,150,184 | 3.7 | 3.7 |
| Norges Bank | 5,676,289 | 3.4 | 3.4 |
| Vanguard | 5,631,442 | 3.4 | 3.4 |
| Handelsbanken Fonder | 5,300,000 | 3.2 | 3.2 |
| Kåpan Pensioner | |||
| Försäkringsbolag | 4,716,274 | 2.8 | 2.8 |
| AB Sagax | 4,700,000 | 2.8 | 2.8 |
| Total ten largest owners | 77,019,814 | 46.1 | 46.1 |
| Other shareholders | 90,708,435 | 53.9 | 53.9 |
| Total | 167,728,249 | 100 | 100 |
Source: Modular Finance Monitor
December 31, 2019
| No. of | ||
|---|---|---|
| Ownership structure | shareholders | Share, % |
| 1 – 500 | 13,566 | 72.7 |
| 501 – 1,000 | 2,398 | 12.9 |
| 1,001 – 5,000 | 2,042 | 10.9 |
| 5,001 – 10,000 | 223 | 1.2 |
| 10,001 – 15,000 | 90 | 0.5 |
| 15,001 – 20,000 | 51 | 0.3 |
| 20,001 – | 279 | 1.5 |
| Total | 18,649 | 100.0 |
Source: Euroclear

Corporate governance at Nyfosa is based on Swedish law and other generally accepted good practice in the securities market as well as internal rules and guidelines. Nyfosa also follows the Swedish Corporate Governance Code ("the Code") and applied it without any deviations in 2019.
The General Meeting is Nyfosa's highest decision-making body, at which the shareholders exercise their voting rights. The Swedish Companies Act (2005:551) and the Articles of Association prescribe how notice of the Annual General Meeting (AGM) and Extraordinary General Meetings are to take place and who is entitled to participate in and vote at such Meetings. In addition to laws on a shareholder's right to participate in a General Meeting, Nyfosa's Articles of Association stipulate that shareholders must notify their intention to attend the General Meeting five weekdays before the Meeting, and also give notification if they intend to be accompanied by an assistant. There are no restrictions on the number of votes that each shareholder may cast at the Meeting. Nyfosa's General Meetings are held in Nacka or Stockholm. The company does not apply any special arrangements to the function of the General Meeting, either based on the provisions of the Articles of Association or any shareholders' agreements known to the company. Resolutions adopted at a General Meeting are announced after the Meeting in a press release, and the minutes from the Meeting are published on the company's website.
The AGM held on May 9, 2019 authorized the Board on one or more occasions for the period until the conclusion of the 2020 AGM, by applying or disapplying shareholders' preferential rights, to decide to issue new shares in the company, although not more than 10 percent of the total number of shares in Nyfosa on the date of the utilization of the authorization.
Nyfosa's 2020 AGM will be held on April 23, 2020 at Vasateatern in Stockholm, Sweden. More information about the AGM (including instructions on how to notify attendance) is available at www.nyfosa.se.
Information about Nyfosa shares and major shareholders is provided on pages 72–73 of this Annual Report. No shareholders, directly or indirectly, hold shares that represent one tenth or more of the votes for all shares in the company.
The AGM of Nyfosa on May 9, 2019 adopted instructions for the Nomination Committee's composition and work within the company. According to these instructions, which apply until further notice, the Nomination Committee is to comprise the Chairman of the Board and four members appointed by the four largest shareholders in the company in terms of voting rights on July 31. If any of the four largest shareholders in terms of voting rights does not exercise their right to appoint a member, this right to appoint such a committee member is transferred to the next largest shareholder who is not already entitled to appoint a member of the Nomination Committee. The chairman of the Nomination Committee is to be the member representing the largest shareholder in terms of voting rights, unless the members agree otherwise. The composition of the Nomination Committee is to be announced not later than six months before the AGM. If a Committee member leaves or major changes take place in the ownership structure, the composition of the Nomination Committee may change to reflect this. Such a change will then be announced as soon as possible. The task of the Nomination Committee is to prepare proposals on the election of Board members and auditors, remuneration of the Board members and auditors, the election of the Chairman of the Meeting and any necessary amendments to the instructions for the Nomination Committee. For more information about the current instructions for the Nomination Committee, visit the company's website.
Nyfosa's Nomination Committee ahead of the 2020 AGM comprises Johannes Wingborg, Länsförsäkringar Fondförvaltning AB (Chairman of the Nomination Committee), Lennart Francke, Swedbank Robur Funds, Olof Nyström, Fourth
Swedish National Pension Fund, Daniel Klint, SEB Funds and Johan Ericsson, Board Chairman of Nyfosa.
The Nomination Committee applied the Code's rule 4.1 on diversity policy for its work. The aim of the diversity policy is to satisfy the importance of sufficient diversity on the Board of Directors in respect of gender, age and nationality, as well as experience, professional background and lines of business. The Board comprises three women and four men, meaning that the percentage of women is almost 43 percent, which was established to accord with the Swedish Corporate Governance Board's stated objective of about 40 percent for the least represented gender. Additional information is available in the Nomination Committee's reasoned statement regarding the Nomination Committee's proposals to the 2020 AGM.
According to the Articles of Association, Nyfosa's Board of Directors is to comprise at least four and no more than ten members, with no deputy members. The Articles of Association contain no specific clauses governing the appointment or dismissal of Board members or regarding amendment of the Articles of Association. The members of the Board are elected by the AGM for the period until the end of the next AGM. The AGM held on May 9, 2019 elected Johan Ericsson, Marie Bucht Toresäter, Lisa Dominguez Flodin, Jens Engwall, Per Lindblad, Kristina Sawjani and Mats Andersson as Board members. Johan Ericsson was also elected Chairman of the Board. For more information about Nyfosa's Board members and information about their independence in relation to the company and management, refer to page 77. No Board members are employed in the Group except Jens Engwall (who is the CEO). Information about the company's largest shareholders is provided on pages 72–73.
The Board is the company's highest administrative body and its duties are regulated by the Swedish Companies Act, the Articles of Association and the Code. The Board of Directors is thus responsible for the company's organization and the administration of the company's affairs. The Board is also charged with monitoring financial developments, ensuring the quality of financial reporting and the internal control and evaluating the operations based on the established objectives and guidelines adopted by the Board. Furthermore, the Board decides on significant investments and major changes in the Group's organization and operations. This work is based on rules of procedure adopted by the Board every year that regulate the distribution of work and responsibilities between the Board members and CEO. The Board also adopts a delegation of authority and instructions for financial reporting, the
CEO and the Board's Committees, and decides on a number of general policies for the company's operations. These include an insider policy, finance policy, IT policy, information security policy, sustainability policy, communication policy and policy on related-party transactions. All of these internal governing documents are reviewed at least once annually and also regularly updated as necessary.
In addition to the statutory Board meeting, elected held immediately after the AGM, the Board meets at least six times a year (scheduled Board meetings). The dates of meetings and the main standing items on the agenda to be discussed at the scheduled meetings follow a set plan in the Board's rules of procedure. Extra Board meetings can be convened when required. Nyfosa's Board held 15 meetings during the year, one of which was a statutory Board meeting. For information about attendance at these meetings, see the table on page 76. The secretary at the Board meetings is the company's Head of Legal or company lawyer. Prior to each meeting, the Board members receive an agenda and written material for the items to be discussed at the meeting. The agenda ahead of each scheduled Board meeting included a number of standing items: The CEO's review of the operations, acquisitions, divestments and investments as well as financial reporting.
In 2019, besides regular Board matters, including major acquisitions, divestments and investments, the Board addressed issues related to sustainability and building up the organization.
Once annually, in accordance with the Board of Directors' rules of procedure, the Chairman of the Board initiates an evaluation of the Board's work. In 2019, the Chairman had in consultation with the Nomination Committee some separate contact with the members as part of this evaluation. The purpose of the evaluation is to assess the results of the Board's and the Committees' work, the effectiveness of the work method and how it can be improved. The evaluation also aims to identify the type of matters that the Board should be given more scope to address and the areas that could potentially require additional experience and expertise on the Board. The result of the evaluation was discussed by the Board and reported to the Nomination Committee by the Chairman. The Board also continuously evaluates the work of the CEO. An evaluation is carried out at least once a year without the CEO attending.

The Board has established two committees from within its ranks: an Audit Committee and a Remuneration Committee, which both follow instructions adopted by the Board. These committees are sub-committees that prepare matters for the Board and do not have any own power of decision. The matters addressed at committee meetings are minuted and reported as necessary at the next Board meeting.
The Audit Committee is to assist the Board in completing its supervisory role of audit matters. The Committee's main task is stipulated in the Companies Act. These include overseeing the company's financial reporting, risk management and the effectiveness of internal control and governance as well as maintaining contact with and evaluating the work, qualifications and independence of the external auditor.
| Remuneration Committee | |||
|---|---|---|---|
| Board member | Board meetings | Audit Committee meetings | meetings |
| Johan Ericsson (Chairman of the Board) | 15/15 | – | 5/5 |
| Bengt Kjell | 5/151 | – | – |
| Marie Bucht Toresäter | 15/15 | 6/6 | – |
| Lisa Dominguez Flodin | 15/15 | 6/6 | – |
| Jens Engwall | 15/15 | – | – |
| Mats Andersson | 10/152 | – | 5/5 |
| Per Lindblad | 15/15 | – | 5/5 |
| Kristina Sawjani | 15/15 | 6/6 | – |
1) Bengt Kjell stepped down as Chairman of the Board at the AGM on May 9, 2019.
2) Mats Andersson was elected a Board member at the AGM on May 9, 2019.
Chairman of the Board
Year of birth: 1951
Education and professional experience: Master in Business Administration, Stockholm School of Economics. FRICS.
Previous experience from senior positions and various roles in the Catella group (1993–2015).
Other ongoing assignments: CEO of Logistea AB (publ) with subsidiaries and Klockarbäcken Property Investment AB (publ) with subsidiaries. Chairman of the board of SHH Bostad AB (publ), Aktiebolaget Oscar Robur, Market Art Fair Intressenter AB and other board assignments in the Group, Castar Europe AB, Braheberget Holding AB and other board assignments in the Group, and Fastighetsbolaget Emilshus AB and other board assignments in the Group, as well as board member of Brinova Fastigheter AB (publ).
Independent in relation to the company, Group Management and the company's major shareholders.
Board member
Year of birth: 1967
Board member since: May 7, 2018
Education and professional experience: Master in Business Administration, Uppsala University. Previous experience from senior positions at, inter alia, Headlight International AB (2015–2017), Skanska ID (2013–2015), NCC Property Development Nordic AB (2012–2013) and Newsec Advice AB (1999–2012).
Other ongoing assignments: CEO of Novi Real Estate AB and board member of MVB Holding AB.
Independent in relation to the company, Group Management and the company's major shareholders.
Board member
Year of birth: 1972
Board member since: May 7, 2018
Education and professional experience: Bachelor's degree in accounting and auditing, Mid Sweden University, Östersund, and MBA, San Jose State University. Previous experience as, inter alia, CEO of Cibus Nordic real Estate AB (publ) (2018) and board member (including member of the audit committee) of NP3 Fastigheter AB (publ) (2014–2017) as well from senior positions at Oscar Properties AB (2017), Cityhold Property AB (2012–2016) and NBP Group (2011–2012).
Other ongoing assignments: CFO of Grön Bostad AB, board member of LCF Financial Services AB and Flodin Kapital AB.
Independent in relation to the company, Group Management and the company's major shareholders.
Board member and CEO
Year of birth: 1956
Board member since: November 15, 2017
Education and professional experience: Master of Engineering, Royal Institute of Technology, Stockholm. Previous experience as the founder and CEO of Hemfosa Fastigheter AB (2009–2018), CEO of Kungsleden AB (1993–2006) and experience from the property sector through, inter alia, previous positions at Skanska AB.
Other ongoing assignments: Chairman of the board of the property company Söderport Holding AB and other board assignments in the Söderport group, Chairman of the board of Torslanda Property Investment AB (publ), board member of Bonnier Fastigheter AB and Quantafuel AS.
Not independent in relation to the company and Group Management. Independent in relation to the company's major shareholders.
Board member
Year of birth: 1954
Board member since: May 9, 2019
Education and professional experience: Master in Business Administration, Stockholm University. Previous experience from inter alia Fourth Swedish National Pension Fund, where he was CEO for ten years, Third Swedish National Pension Fund as well as senior positions at Skandia Liv, Deutsche Bank, S.G. Warburg and Hägglöf & Ponsbach. Mats has been board member of several listed companies.
Other ongoing assignments: Vice Chairman of The Global Challenges Foundation, board member of Carneo and Försäkringsbolaget PRI Pensionsgaranti, and a couple of advisory assignments.
Independent in relation to the company, Group Management and the company's major shareholders.
Board member
Year of birth: 1962
Board member since: May 7, 2018
Education and professional experience: Master of Science in Agriculture Economics, Swedish University of Agricultural Sciences (SLU), Uppsala. Previous experience from inter alia senior positions at SEB (2008–2017).
Other ongoing assignments: CEO of Landshypotek Bank Aktiebolag and chairman of the board of Lyckås Aktiebolag.
Independent in relation to the company, Group Management and the company's major shareholders.
Board member
Year of birth: 1975
Board member since: May 7, 2018
Education and professional experience: Master of Science in Engineering Surveying, Lund Technical University. Previous experience includes senior positions at AFA Fastigheter and the Catella group as well as board member of Grön Bostad.
Other ongoing assignments: Head of Transactions at Mengus.
Independent in relation to the company, Group Management and the company's major shareholders.
The Committee is also to assist in preparing proposals for the General Meeting to resolve on the election and remuneration of auditors. The results of the Committee's work in the form of observations, recommendations and proposals for decision or action are continuously reported to the Board. The Audit Committee comprises Board members Lisa Dominguez Flodin (Chairman), Kristina Sawjani and Marie Bucht Toresäter. After it was established in May 2019, the Audit Committee held six meetings during the year at which subjects discussed included the company's internal control and quarterly reporting.
The main tasks of the Remuneration Committee are to assist the Board by presenting proposals, providing advice and preparing matters regarding remuneration of and other terms of employment for the company's CEO and principles for remuneration of company management. Furthermore, the task of the committee is to monitor and evaluate the outcome of variable remuneration programs, and Nyfosa's compliance with the remuneration guidelines adopted by the General Meeting.
The Remuneration Committee comprises Board members Johan Eriksson (Chair), Per Lindblad and Mats Andersson. After it was established in May 2019, the Remuneration Committee held five meetings at which subjects discussed included remuneration of senior executives including terms of employment for the CEO, the implementation of the incentive program resolved on by the 2019 AGM and the design of new guidelines for remuneration of senior executives.
The AGM on May 9, 2019 resolved that until the next AGM an annual fee of SEK 170,000 was to be paid to each of the Board members who are not employed by the company and that SEK 425,000 was to be paid to the Chairman of the Board. It was also resolved that fees for Committee work amounting to SEK 60,000 were to be paid to the Chairman of the Audit Committee and SEK 30,000 to each of the other members of the Audit Committee and that fees of SEK 40,000 were to be paid to the Chairman of the Remuneration Committee and SEK 20,000 to each of the other members of the Remuneration Committee.

The CEO is appointed by the Board and is responsible for the daily management of the company and the Group's activities in accordance with the Board's instructions. The CEO instruction states that the CEO is responsible for the administration of the Board and Board reporting as well as preparing matters that require a decision by the Board, for example, adopting the interim report and Annual Report, decisions on major acquisitions, sales or investments and raising large loans. The CEO has appointed a Group Management team that is responsible for different parts of the operations. Nyfosa's Group Management comprises the CEO, COO, Head of Financial Control, Head of Transactions, Head of Property Management and Head of Finance. The CEO functions as chairman of Group Management and makes decisions in consultation with other members of Group Management. The work of Group Management follows an annual cycle of eight scheduled meetings. Extra meetings are convened as required.
Guidelines for remuneration of senior executives The AGM on May 9, 2019 resolved on guidelines for the remuneration of Nyfosa's senior executives for the period until the 2020 AGM. These guidelines include the fact that Nyfosa is to apply market-based and competitive forms of remuneration that are simple, long-term and measurable. Remuneration may comprise a fixed and variable portion. The guidelines include requirements for the structure of remuneration and a cap on variable remuneration. The Board may deviate from the guidelines if there are special reasons to do so in an individual case. Such deviations are to be presented at the next AGM. For the complete guidelines, visit the company's website. The amount of remuneration paid in 2019 is presented in Note 8. The proposed guidelines for remuneration of senior executives are available on the company's website www.nyfosa.se.
CEO and Board member
Year of birth: 1956
Master of Engineering, Royal Institute of Technology, Stockholm. Previous experience as founder and CEO of Hemfosa Fastigheter AB (2009–2018), CEO of Kungsleden AB (1993–2006) and experience from various positions at Skanska AB.
Shareholding in the company as of Dec 31, 2019 (incl. any shares held by related parties): 4,627,311
Warrants in the company as of Dec 31, 2019: 250,000 warrants
Head of Finance
Year of birth: 1976
Education and professional experience: Master of Science in Engineering, International Industrial Economics (with a specialization in finance), Linköping University. Experience of project manager in structured real estate financing at SEB (2004–2018).
Shareholding in the company as of Dec 31, 2019 (incl. any shares held by related parties): –
Warrants in the company as of Dec 31, 2019: 145,000 warrants
Head of Transactions Year of birth: 1977
Education and professional experience: Master of Science in Engineering, KTH Royal Institute of Technology, Stockholm. Economics at Stockholm University. Experience as Transactions manager at Heimstaden (2016–2019) and of the property sector including at RBS (2015–2016), Tenzing AB (2010–2015), Ericsson (2007–2010), Catella (2005–2007) and NCC property development 2004–2005.
Warrants in the company as of Dec 31, 2019: 160,000 warrants
Head of Property Management
Education and professional experience: Master of Science in Engineering, KTH Royal Institute of Technology, Stockholm. Previous experience as partner of The Carlyle Group (2007–2013), vice president at Fabege AB (2004–2007) and head of property management at Wihlborgs AB (1997–2004).
Warrants in the company as of Dec 31, 2019: 120,000 warrants
COO
Year of birth: 1973
Education and professional experience: Master of Science in Engineering, KTH Royal Institute of Technology, Stockholm. Experience as Transaction Manager at Hemfosa Fastigheter AB (2010–2018) and of the property sector including at Atrium Ljungberg AB (2009–2010), Leimdörfer Fastighetsmarknad AB (2006–2008) and as head of property management at Fabege AB (2005).
Warrants in the company as of Dec 31, 2019: 120,000 warrants
Head of Financial Control
Year of birth: 1976
Education and professional experience: Master of Science in Business Administration, Lund University. Previous experience as Controller and Head of Finance at Hemfosa Fastigheter AB (2012–2018), auditor at EY Real Estate (2004–2012) at real estate agent at Svensk Fastighetsförmedling (1996–1999).
Shareholding in the company as of Dec 31, 2019 (incl. any shares held by related parties): 7,400
Warrants in the company as of Dec 31, 2019: 120,000 warrants
Auditor-in-Charge Mattias Johansson, born in 1973, is an Authorized Public Accountant, partner of KMPG Sweden and member of FAR (institute for the accountancy profession in Sweden).
At the AGM on May 9, 2019, KPMG AB was elected to serve as auditor until the end of the next AGM. Auditor-in-Charge Mattias Johansson was born in 1973 and is an Authorized Public Accountant and member of FAR (institute for the accountancy profession in Sweden).
The auditor examines the Annual Report, accounts and the administration by the Board and CEO. The auditor then reports to the AGM. In addition to the audit assignment, KPMG was engaged for additional services in 2019, primarily tax advice. Such services have always, and solely, been provided insofar as they are consistent with the regulations in the Swedish Auditing Act (1999:1079) and FAR's rules of professional conduct pertaining to the objectivity and independence of auditors.
The Board's responsibility for the internal control and governance is regulated by the Companies Act, the Annual Accounts Act (1995:1554) and the Code. Information about Nyfosa's system for internal control, governance, risk management and the Board's measures to monitor the effectiveness of the internal control and governance is to be included in the company's corporate governance report. The Board, which has ultimate responsibility, is to ensure, inter alia, that Nyfosa has effective internal control and formalized procedures to ensure compliance with established principles for financial reporting, internal control and governance. The Group's Head of Financial Control is responsible for implementing and maintaining the formalized procedures.
Nyfosa's procedures and processes for internal control, governance and risk management are based on the COSO framework (Committee of Sponsoring Organizations of the Treadway Commission). The process has been designed to ensure adequate risk management, including reliable financial reporting in accordance with IFRS, applicable laws and regulations as well as other requirements to be applied by companies listed on Nasdaq Stockholm. This work involves the Board, Group Management and other personnel.
Nyfosa's control environment is founded on governing documents, processes and structures that set the basis for establishing internal control and governance in the organization. The Board monitors and ensures the quality of the internal control and governance in accordance with in the Board's rules of procedure, the instructions for the CEO and the Committees and the associated delegation of authority and attestation ordinance. In addition, the Board has adopted a risk management policy that includes fundamental guidelines governing risk management, internal control and governance. These guidelines pertain to, for example, risk assessment, risk measures, control activities, action plans, evaluation and reporting. The internal control and governance activities are also presented in other governing documents, such as Nyfosa's accounting manual, sustainability policy and finance policy. These activities include regular checks and follow-ups of outcome compared with expectations and previous years, and supervision of, for example, the accounting policies applied by Nyfosa. In addition, Nyfosa provides an anonymous whistleblower function for all employees that is regulated in separate guidelines and monitored by the Chairman of the Audit Committee.
Since the Group's ongoing accounting activities and the preparation of the quarterly and annual accounts, etc. have been partly outsourced to an external service provider (Newsec Asset Management AB), Nyfosa's accounting manual also addresses the cooperation with this provider. The responsibility for maintaining an effective control environment and the continuous work on risk assessment and internal control and governance regarding the financial reporting is delegated to the CEO. However, the Board has ultimate responsibility. The Audit Committee is responsible for monitoring the efficiency of the company's internal control, governance and risk management regarding the financial reporting. Group Management regularly reports to the Board and the Audit Committee following established procedures. Responsibilities, authorities and governing documents comprise the control environment for Nyfosa, together with laws and regulations. All internal governing documents are regularly updated to include changes in, for example, legislation, accounting standards or listing requirements.
Every year, Nyfosa's Group Management performs a risk evaluation of strategic, financial, operational and compliance risks in connection with the business planning process. The risks identified as the most material are documented in a risk list that is evaluated by Nyfosa's Group Management and a
risk owner is appointed for every risk to clarify the division of responsibilities and ownership. The risk analysis also includes an assessment of the control activities established throughout the operations to manage the risks. Taking into account these existing control activities, the probability of a risk occurring within a defined period of time is evaluated, as is its impact on established targets. The risk assessment provides insight into the consequences for the Group if no action is taken, the risk-reducing measures that are in place and the level of risk that the organization wants to achieve by taking further action. The outcome of the risk analysis and accompanying action plan is presented to the Audit Committee and Board.
Nyfosa's control activities are established based on identified risks, with the aim of ensuring Nyfosa's internal control and governance over the company's financial reporting. Identified risks are managed by implementing well-defined key processes with integrated control activities, such as dividing and delegating responsibility, cooperation and principles for distribution of responsibility between Nyfosa and Newsec and a defined decision-making process. Nyfosa's key processes include activities and controls intended to manage and minimize identified risks. In addition to these key processes, Nyfosa's control activities comprise ongoing monitoring of financial results and financial position, company-wide controls and general IT controls.
Nyfosa has built an organization, procedures and systems for information and communication aimed at providing the market with relevant, reliable, correct and up-to-date information about the Group's performance and financial position and ensuring that the financial reporting is correct and effective. The internal governing documents clarify who is responsible for what, and the daily interaction between the officers concerned ensures that the necessary information and communication reaches all relevant parties. Every month, Group Management receives certain financial information about the company and its subsidiaries in respect of the development of leasing and other property management work, reviews and monitoring of ongoing and future investments and liquidity planning. The Board receives regular financial reports on the Group's financial position and earnings performance. In addition, the Board receives a report every year from Group Management on consolidated risks for the Group with an accompanying action plan, which in turn is followed up by the
Board and Group Management once per year. For external disclosure of information, a communications policy has been adopted by the Board, designed to ensure that the company complies with the requirements for disseminating correct information to the market at the right time.
The Board continuously evaluates the information provided by Group Management. Nyfosa's financial position, investments and operating activities are normally discussed at each Board meeting and Group Management meeting. The Board is also responsible for monitoring the internal control and governance. This work includes ensuring that measures are taken to address any shortcomings, and following up proposals to address issues highlighted in connection with the external audit.
Follow-ups and separate evaluations are continuously carried out in accordance with an adopted risk management policy and accounting manual at various levels within the Group. The risk owner appointed in the risk management policy is responsible for the management of a specific risk by regularly analyzing developments, monitoring risk measures and providing status reports to management. Approved measures and risk owners are also monitored based on the Board's and Group Management's annual follow-up of the action plan, at the same time as line managers are given the opportunity to highlight relevant risk information. The risk management process is in turn evaluated once a year to identify opportunities for improvement.
In light of Nyfosa's operations, organizational structure and the organization of the financial reporting, the Board has not found any reason to establish a separate internal audit function. Instead, the company's Group-wide controller function has been adapted to also manage the internal control activities. The matter of establishing a separate internal audit function is discussed by the Board every year.
| 2019 | 2018 | 2017 | 2016 | 2015 | |
|---|---|---|---|---|---|
| Income, MSEK | 1,370 | 1,064 | 1,031 | 842 | 881 |
| Property expenses | |||||
| Operating expenses, MSEK | –251 | –184 | –146 | –145 | –153 |
| Maintenance costs, MSEK | –99 | –71 | –66 | –79 | –109 |
| Property tax, MSEK | –65 | –46 | –42 | –40 | –40 |
| Property administration, MSEK | –50 | –36 | –30 | –35 | –34 |
| Net operating income, MSEK | 905 | 728 | 746 | 544 | 545 |
| Surplus ratio, % | 66.0 | 68.4 | 72.4 | 64.6 | 61.8 |
| Economic leasing rate1 , % |
91 | 92 | 91 | 88 | 87 |
| Yield2, % | 5.5 | 5.6 | 5.8 | n/a | n/a |
| Profit from property management per share, SEK | 6.63 | 5.47 | 6.04 | 4.30 | 3.82 |
| Earnings per share, SEK | 8.24 | 9.63 | 7.24 | 6.89 | 5.56 |
| Property value, MSEK | 19,602 | 15,582 | 12,090 | 10,017 | 10,197 |
| Equity, MSEK | 9,781 | 8,392 | 3,479 | 2,924 | 2,058 |
| EPRA NAV per share, SEK | 65.37 | 55.36 | 25.64 | 21.42 | 16.46 |
| Equity per share, SEK | 58.32 | 50.03 | 20.74 | 17.43 | 12.27 |
| Return on equity, % | 15.2 | 27.2 | 37.9 | 46.4 | 58.6 |
| Equity/assets ratio, % | 44.1 | 48.3 | 25.5 | 25.8 | 18.4 |
| Loan-to-value ratio, properties, % | 57.6 | 52.9 | 54.4 | 52.8 | 56.5 |
| Net loan-to-value ratio, properties, % | 54.6 | 51.6 | 53.1 | 50.3 | 55.3 |
| Interest-coverage ratio, multiple | 4.2 | 4.9 | 7.0 | 5.5 | 4.0 |
| Cash flow from operating activities per share, SEK | 3.89 | 7.20 | 2.84 | 3.12 | 3.56 |
1) On balance-sheet date.
2) According to earnings capacity.
| 2019 | 2018 | |
|---|---|---|
| Profit from property management per share, SEK |
6.63 | 5.47 |
| Profit after tax per share, SEK | 8.24 | 9.63 |
| Long-term net asset value (EPRA NAV) per share, SEK |
65.37 | 55.36 |
| Equity per share, SEK | 58.22 | 50.03 |
| Cash flow from operating activities, per share, SEK |
3.89 | 7.20 |
| 2019 | 2018 | |
|---|---|---|
| Rental value, MSEK | 1,740 | 1,404 |
| Leasable area, 000s sqm | 1,877 | 1,577 |
| No. of properties | 230 | 177 |
| Economic leasing rate, % | 90.9 | 91.5 |
| Remaining lease term, years | 4.1 | 4.1 |
| Surplus ratio1 , % |
69.6 | 68.9 |
| Yield1 , % |
5.5 | 5.6 |
1) According to earnings capacity on the balance-sheet date.
| 2019 | 2018 | |
|---|---|---|
| Return on equity, % | 15.2 | 27.2 |
| Equity/assets ratio, % | 44.1 | 48.3 |
| Loan-to-value ratio, properties, % | 57.6 | 52.9 |
| Net loan-to-value ratio, properties, % | 54.6 | 51.6 |
| Debt/equity ratio, multiple | 1.1 | 1.0 |
| Interest-coverage ratio | ||
| (Jan 1 – Dec 31), multiple | 3.9 | 4.9 |
| Long-term net asset value (EPRA NAV) | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|
| Equity, MSEK | 9,781 | 8,392 | 3,479 | 2,925 | 2,058 |
| Deferred tax, MSEK | 627 | 452 | 404 | 261 | 372 |
| Derivatives, MSEK | –2 | –9 | –4 | 3 | 7 |
| Deferred tax in joint ventures, 50%, MSEK | 454 | 339 | 257 | 192 | 119 |
| Derivatives in joint ventures, 50%, MSEK | 104 | 111 | 164 | 212 | 206 |
| Number of shares, millions | 168 | 168 | 168 | 168 | 168 |
| Long-term net asset value (EPRA NAV) per share, SEK | 65.37 | 55.36 | 25.64 | 21.42 | 16.46 |
Long-term net asset value (EPRA NAV) is calculated based on equity in the statement of financial position. The value of derivatives and deferred tax liabilities, both in Nyfosa's statement of financial
position and Nyfosa's share of derivatives and deferred tax in joint ventures in the statement of financial position is then added back. The total provides a value per share in Nyfosa.
| Return on equity | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|
| Profit for the year, MSEK | 1,382 | 1,615 | 1,215 | 1,155 | 933 |
| Profit after tax, MSEK | 5,366 | 4,917 | 3,953 | 3,135 | 2,239 |
| Average equity, MSEK | 9,087 | 5,936 | 3,202 | 2,492 | 1,592 |
| Return on equity, % | 15.2 | 27.2 | 37.9 | 46.4 | 58.6 |
This performance measure is calculated by using profit after tax for the most recent 12-month period in relation to average equity during the same period.
| Loan-to-value ratio and net loan-to-value ratio | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|
| Interest-bearing liabilities, MSEK | 11,282 | 8,240 | 6,583 | 5,291 | 5,766 |
| Property value, MSEK | 19,602 | 15,582 | 12,090 | 10,017 | 10,197 |
| Loan-to-value ratio, % | 57.6 | 52.9 | 54.4 | 52.8 | 56.5 |
| Cash and cash equivalents, MSEK | 588 | 192 | 160 | 253 | 126 |
| Net loan-to-value ratio, % | 54.6 | 51.6 | 53.1 | 50.3 | 55.3 |
The loan-to-value ratio is calculated by using interest-bearing liabilities, excluding liabilities for right-of-use assets, as a percentage of the value of the properties according to the statement of financial position. The net loan-to-value ratio is calculated by using net loans, meaning interest-bearing liabilities less cash and cash equivalents, as a percentage of the value of the properties according to the statement of financial position.
| Interest-coverage ratio | 2019 | 2018 | 2017 | 2016 | 2015 |
|---|---|---|---|---|---|
| Profit from property management, MSEK | 1,112 | 918 | 1,013 | 721 | 639 |
| Share in profit of joint ventures, MSEK | 491 | 412 | 380 | 287 | 255 |
| Depreciation/amortization, MSEK | 0 | 0 | 0 | 0 | 0 |
| Financial income and expenses, MSEK | –191 | –131 | –106 | –97 | –130 |
| Interest-coverage ratio, multiple | 4.3 | 4.9 | 7.0 | 5.5 | 4.0 |
The interest-coverage ratio is calculated by excluding shares in profit in joint ventures, depreciation/amortization and financial income and expenses from profit from property management. The performance
measure treats ground rent as a property expense, similar to previous calculations. This profit is then expressed as a percentage of financial income and expenses to calculate the interest-coverage ratio.
The Board of Directors and CEO of Nyfosa AB ("Nyfosa"), postal address Box 4044, SE-131 04 Nacka, Sweden and Corp. Reg. No. 559131-0833, hereby submit the Annual Report and consolidated annual accounts for the 2019 financial year.
Comparative figures presented in parentheses refer to the preceding year. The financial statements are presented in millions of Swedish kronor (MSEK), meaning that rounding differences may occur.
Nyfosa is a transaction-based and opportunistic property company in which business activities are in focus. The company's business concept is based on active participation in the Swedish transaction market combined with an investment strategy that can be flexible to the property market, meaning it is not limited by property category, region, scope of the transaction nor holding period. A flexible investment strategy and an efficient and near-to-market organization with documented transaction know-how and experience from assessing and evaluating risks provide Nyfosa with a solid foundation for creating and completing investments in properties or property portfolios that are often on the peripheral in terms of the types of investments preferred by other operators. The emphasis is on identifying value and assessing the development potential to leverage business opportunities that may lead to a portfolio of high-yielding properties, primarily commercial. Nyfosa's method of conducting property transactions and developing and adding value to properties creates a property portfolio with the potential to generate high and stable return.
With its opportunistic approach and its agile, market-centric and bold organization, Nyfosa will create value by accumulating sustainable cash flows and continuously evaluating new business opportunities.
Nyfosa will be the property company in Sweden that is the best at creating value.
Nyfosa has a decentralized and relatively small organization, which creates the conditions for efficient and short decisionmaking paths where all employees have an awareness and understanding of the company's objectives and strategies. The operational structure takes the form of Group Management, Group-wide functions and property management. In order to create flexibility that can be adapted to Nyfosa's development, the organizational structure is flat, in which the most vital functions are provided in-house. The more standardized functions are insourced from external service providers.
Nyfosa's Group Management has extensive knowledge of the property market and long experience of conducting property transactions and value creating investments in the property portfolio. It comprises six people: CEO, COO, Head of Finance, Head of Financial Control, Head of Property Management and Head of Transactions.
Nyfosa has Group-wide functions for economy, finance, market/communication, legal issues and transactions. At year-end, a total of nine employees worked in these functions (excl. members of Group Management).
The company's head office is located in Nacka, Stockholm, with local property management offices in Västerås, Örebro, Värnamo, Växjö, Gothenburg and Malmö. The average number of employees in the property management organization at year-end was 29 (excl. members of Group Management). The properties in Norrland are mainly managed by an external manager.
The number of employees in Nyfosa at year-end was 46. The percentage of women senior executives was about 50 percent.
The average number of employees in 2019 was 39 (23).
A separate corporate governance report can be found on pages 74–81 of this Annual Report.
The Board proposes that the AGM resolve to adopt the following guidelines for remuneration of senior executives. Nyfosa announced new financial targets and sustainability targets on March 13, 2020, refer to the company's website. A prerequisite for the successful implementation of the company's business strategy and safeguarding of its longterm interests, including its sustainability and equality, is that the company is able to recruit and retain qualified personnel. The remuneration shall therefore apply market-based and competitive remuneration levels and employment conditions to recruit and retain highly skilled management team with the capacity to achieve established targets. The types of
remuneration are to motivate senior executives to do their utmost to safeguard shareholders' interests. The types of remuneration are to be simple, long-term and measurable.
Remuneration of senior executives may comprise a fixed and variable portion as well as pension benefits and other benefits. The fixed salary for senior executives is to be market-aligned and based on expertise, responsibility and performance. Variable remuneration is to be paid to senior executives where the Board believes that it encourages the right behaviors and does not jeopardize long-term value creation. The variable remuneration is to reward target-related performance and improvements in simple and transparent structures, and is to be capped. Outcome is to be related to fulfillment of the company's financial targets and other measurable sustainability targets that support long-term shareholder value. Most established targets are to be the same for the senior executives but can, to less of an extent, refer to individual performance. Variable remuneration of senior executives must not exceed four months' salary and is not to be pensionable.
Senior executives may be offered incentive programs that are to primarily be share or share-price based to promote commitment to the development of the company and are to be implemented on market terms. For more information about outstanding incentive programs, visit the company's website.
The Board may temporarily resolve to derogate from the guidelines, in whole or in part, if in a specific case there is special cause for the derogation and a derogation is necessary to serve the company's long-term interests, including its sustainability, or to ensure the company's financial viability. Any derogation from the guidelines for remuneration of senior executives by the Board is to be included in the remuneration report at the next AGM.
All organizations encounter uncertainty and the challenge is to determine how much uncertainty can be accepted in the company's efforts to increase value for its stakeholders. Uncertainty presents both opportunities and risks with the potential to both increase and erode value. Company-wide risk management enables management to efficiently manage uncertainty and related opportunities and risks.
Risk management is an integrated part of the business planning process at Nyfosa. Critical success factors for achieving the growth and return objectives were identified in the company's long-term business plan. The main uncertainty factor is attributable to changes in value in the property portfolio. The value of the properties is affected not only by supply and demand in the market but also by a number of other factors, in part property-specific factors such as the leasing rate, rent level and operating expenses, and in part such market-specific factors as the yield requirement and the cost of capital, which are derived from comparable transactions in the property market. Deterioration in either a property or the market could cause the value of the properties to decline, which could have a negative impact on Nyfosa's operations, financial position and earnings.
For information on financial risks and financial risk management, see Note 3.
In accordance with Chapter 6, Section 11 of the Annual Accounts Act, Nyfosa has decided to prepare the statutory sustainability report as a separate report from the Annual Report, found on pages 34–63 of this Annual Report.
Income amounted to MSEK 1,370 (1,064), up MSEK 306 or 29 percent. The change was attributable to the larger portfolio, but also renegotiations and new leases in the comparable portfolio. The total leasable area on December 31, 2019 amounted to 1,877 thousand sqm (1,577) and the economic leasing rate was 90.9 percent (91.5).
Property expenses mainly refer to operating expenses, such as heating, water, electricity and property upkeep and amounted to MSEK 415 (300). Costs for property administration amounted to MSEK 50 (37). Management of the portfolio yielded a surplus ratio of 66 percent (68). The lower surplus ratio was due to a couple of large maintenance projects during the year.
Costs for central administration amounted to MSEK 89 (52). In 2018, Nyfosa established its own organization but it was not complete. This year the organization has expanded with the necessary Group-wide functions and establishment of new local offices in pace with the growth of the property portfolio.
Profit from participations in joint ventures of MSEK 491 (412) comprised 50 percent of Söderport's profit after tax for the full-year, of which MSEK 197 (170) comprised profit from property management and MSEK 416 (311) changes in value of the property portfolio.
Financial income and expenses, including expenses for right-of-use assets, amounted to MSEK –195 (–131). The average interest rate, excluding allocated opening charges, amounted to 1.8 percent (1.7). The higher financial expense was mainly due to higher net debt.
Profit from property management excluding profit from participations in joint ventures amounted to MSEK 621 (505).
The changes in value of properties amounted to MSEK 472 (800), of which unrealized changes in value totaled MSEK 493 (658). The unrealized changes in value were mainly the result of lower yield requirements and renegotiated leases. The realized changes in value of MSEK –22 primarily derived from two sales in the first quarter of the year. One of the sales was a large transaction that took place in 2018, with the total resulting in positive realized earnings. The second sale was a property with a future vacancy situation that is expected to be difficult to lease.
The tax expense for the period amounted to MSEK –195 (–107), of which MSEK –173 (–90) pertained to changes in deferred tax liabilities attributable to investment properties. The effective tax rate was 12 percent (6). The deviation from the nominal tax rate of 21.4 percent was mainly due to the fact that profit from participations in joint ventures comprised profit after tax, and thus did not constitute taxable income for Nyfosa, but was also due to non-taxable capital gains on the divestment of properties via companies.
In 2019, assets were financed through equity, bank loans with Nordic banks and bond loans issued in the Swedish capital market. Equity on the balance-sheet date amounted to MSEK 9,781 (8,392) and interest-bearing liabilities, excluding liabilities attributable to right-of-use assets, to MSEK 11,282 (8,240), of which bank loans with properties as collateral amounted to MSEK 9,782 (8,240) and senior unsecured bond loans to MSEK 1,500 (–). The loan-to-value ratio of the properties was 57.6 percent (52.9).
Interest-bearing liabilities, excluding liabilities attributable to right-of-use assets, increased MSEK 3,042 during the year. Senior unsecured bond loans were issued on two occasions, in May and November, for a total of MSEK 1,500 and maturing in May 2022. Furthermore, bank loans totaling MSEK 3,957 were raised. Repayments for the year and redemption of bank loans in connection with maturity and vacating properties amounted to MSEK 2,394. No interest-bearing liabilities fall due for payment in the next 12 months.
The operating activities contributed a positive cash flow of MSEK 652 (1,207) during the year. Taking possession of and vacating properties, both directly and indirectly via companies, impacted cash flow from investing activities by a net MSEK –3,311 (–2,509). Dividends on participations in joint ventures amounted to MSEK 200 (200). Cash flow from financing activities had a positive contribution of MSEK 3,056 (1,329), primarily due to the bond loans issued during the year.
For 2019, the Parent Company reported profit after tax of MSEK 605 (503). The Parent Company's fees for central and property administrative services from Group companies amounted to MSEK 60 (22). Profit for the year is the same as comprehensive income for the year.
At December 31, 2019, the Parent Company's equity totaled MSEK 4,960 (4,347), of which restricted equity was MSEK 84 (84). Intra-Goup liabilities amounted to MSEK 2,483 (2,460) and intra-Goup receivables amounted to MSEK 8,241 (6,367).
The Nyfosa share is listed on the Large Cap segment of Nasdaq Stockholm. At year-end, the share capital amounted to MSEK 84 (84). The number of shares on the balance-sheet date amounted to 167,728,249 with a quotient value of SEK 0.50 each (0.50). Each share entitles the holder to one vote. The number of shareholders on the balance-sheet date was 18,491. For a list of the largest shareholders, refer to the section "The share" on pages 72–73 of this Annual Report.
| Share capital trend |
Date | Change in number of shares |
Quotient value, SEK |
Share capital after change, MSEK |
|---|---|---|---|---|
| New formation | October 17, 2017 | 500 | 1.00 | 0 |
| Division of shares May 21, 2018 | 99,500 | – | 0 | |
| New share issue | May 21, 2018 | 157,628,249 | 0.50 | 79 |
| New share issue | August 21, 2018 | 10,000,000 | 0.50 | 5 |
| Total | 167,728,249 | 0.50 | 84 |
Nyfosa does not provide a forecast on its future financial performance. In 2020, the company will continue its focused work on creating value by being transaction-based and capitalizing on the business opportunities that arise.
After the end of the year, the new coronavirus impacted not only individuals but also the property market and global economy. Nyfosa is continuously monitoring developments and seeks to protect the health and safety of its employees, tenants and suppliers. The company has taken measures to mitigate potential disruptions to its operations and is following the recommendations of the authorities. Nyfosa believes that in these turbulent times it has a stable financial position, good liquidity and a strong cash flow. The property portfolio is well diversified with properties in a variety of categories, geographies and sizes, and tenants in a large number of different industries and few dominant tenants. At the current time, it is difficult to assess how the company will be affected by the coronavirus in the long term.
The following funds in the Parent Company Nyfosa AB are available for distribution by the Annual General Meeting (amounts in SEK).
| Unrestricted equity, SEK | Dec 31, 2019 |
|---|---|
| Share premium reserve | 7,617,069 |
| Retained earnings | 4,263,363,251 |
| Profit for the year | 604,979,925 |
| Total unrestricted equity | 4,875,960,245 |
| The following funds are available | |
| for distribution by the AGM | 4,875,960,245 |
| To be carried forward | 4 875,960,245 |
| Total | 4,875,960,245 |
For information regarding the company's earnings and financial position, refer to the following financial statements and the accompanying notes to the accounts.
| MSEK | Note | 2019 | 2018 |
|---|---|---|---|
| Rental income | 5 | 1,359 | 1,060 |
| Other property income | 6 | 11 | 4 |
| Total income | 1,370 | 1,064 | |
| Property expenses | |||
| Operating expenses | –251 | –184 | |
| Maintenance costs | –99 | –71 | |
| Property tax | –65 | –46 | |
| Property administration | 21 | –50 | –37 |
| Net operating income | 7 | 905 | 728 |
| Central administration | 7, 8, 9, 21 | –89 | –52 |
| Other operating income and expenses | 7 | –1 | –39 |
| Share in profit of joint ventures | 14 | 491 | 412 |
| Financial income | 10 | 0 | 1 |
| Financial expenses | 10 | –191 | –132 |
| Expenses related to right-of-use assets | –4 | – | |
| Profit from property management | 1,112 | 918 | |
| Changes in value of properties, realized | 13 | –22 | 142 |
| Changes in value of properties, unrealized | 13 | 493 | 658 |
| Changes in value of financial instruments, unrealized | –7 | 4 | |
| Profit before tax | 1,576 | 1,722 | |
| Current tax | 11 | –22 | –26 |
| Deferred tax | 11 | –172 | –81 |
| Profit for the year | 1,382 | 1,615 | |
| Statement of profit/loss and other comprehensive income | |||
| Profit for the year | 1,382 | 1,615 | |
| Other comprehensive income | |||
| Items that have or could be transferred to profit for the period | – | – | |
| Comprehensive income for the year | 1,382 | 1,615 | |
| Profit for the year attributable to: | |||
| Parent Company shareholders | 1,382 | 1,615 | |
| Comprehensive income for the year attributable to: | |||
| Parent Company shareholders | 1,382 | 1,615 | |
| Earnings per share for the year before and after dilution, SEK | 12 | 8.24 | 9.63 |
| MSEK | Note | Dec 31, 2019 | Dec 31, 2018 |
|---|---|---|---|
| ASSETS | |||
| Non-current assets | |||
| Investment properties | 13 | 19,602 | 15,582 |
| Assets with right-of-use | 149 | – | |
| Shares/participations in joint ventures | 14 | 1,812 | 1,520 |
| Derivatives | 3 | 2 | 9 |
| Other assets | 2 | 1 | |
| Total non-current assets | 21,566 | 17,113 | |
| Current assets | |||
| Rent receivables | 7 | 15 | |
| Current receivables | 15 | 39 | 35 |
| Cash and cash equivalents | 16 | 588 | 192 |
| Total current assets | 635 | 242 | |
| TOTAL ASSETS | 22,201 | 17,355 | |
| EQUITY AND LIABILITIES | |||
| Equity | |||
| Share capital | 26 | 84 | 84 |
| Other contributed capital | 3,760 | 3,760 | |
| Retained earnings including profit for the year | 5,937 | 4,548 | |
| Total equity | 9,781 | 8,392 | |
| Liabilities | |||
| Non-current liabilities | |||
| Non-current interest-bearing liabilities | 17 | 11,149 | 7,305 |
| Liabilities attributable to right-of-use assets | 144 | ||
| Other non-current liabilities | 16 | 10 | |
| Derivatives | 3 | – | – |
| Deferred tax liabilities | 18 | 627 | 452 |
| Total non-current liabilities | 11,937 | 7,767 | |
| Current liabilities | |||
| Current interest-bearing liabilities | 17, 21 | 132 | 935 |
| Other current liabilities | 19, 21 | 350 | 262 |
| Total current liabilities | 482 | 1,196 | |
| Total liabilities | 12,419 | 8,963 | |
| TOTAL EQUITY AND LIABILITIES | 22,201 | 17,355 |
| Retained earnings | ||||
|---|---|---|---|---|
| MSEK | Share capital | Other contributed capital |
incl. profit for the year |
Total equity |
| Opening equity, Jan 1, 2018 | 0 | – | 3,479 | 3,479 |
| Transactions with the Group's shareholders | ||||
| Contributions from and distributions to shareholders | ||||
| New share issue and shareholders' contributions | 84 | 3,760 | – | 3,844 |
| Dividends paid | – | – | –530 | –530 |
| Other transactions with shareholders | – | – | –15 | –15 |
| Total transactions with the Group's shareholders | 84 | 3,760 | –545 | 3,299 |
| Profit for the year | – | – | 1,615 | 1,615 |
| Other comprehensive income for the year | – | – | – | – |
| Comprehensive income for the year | – | – | 1,615 | 1,615 |
| Closing equity, Dec 31, 2018 | 84 | 3,760 | 4,548 | 8,392 |
| Opening equity, Jan 1, 2019 | 84 | 3,760 | 4,548 | 8,392 |
| Transactions with the Group's shareholders | ||||
| Contributions from and distributions to shareholders | ||||
| Issue of warrants | 8 | 8 | ||
| Total transactions with the Group's shareholders | – | 8 | – | 8 |
| Profit for the year | – | – | 1,382 | 1,382 |
| Other comprehensive income for the year | – | – | – | – |
| Comprehensive income for the year | – | – | 1,382 | 1,382 |
| Closing equity, Dec 31, 2019 | 84 | 3,768 | 5,929 | 9,781 |
| MSEK | Note | 2019 | 2018 |
|---|---|---|---|
| Operating activities | |||
| Profit from property management | 1,112 | 918 | |
| Adjustments for non-cash items | 22 | –491 | –412 |
| Tax paid | –27 | –4 | |
| Cash flow from operating activities before changes in working capital | 593 | 502 | |
| Increase (–)/decrease (+) in operating receivables | 27 | 43 | |
| Increase (+)/decrease (–) in operating liabilities | 32 | 662 | |
| Cash flow from operating activities | 652 | 1,207 | |
| Investing activities | |||
| Direct and indirect acquisitions of investment properties | 22 | –4,457 | –3,721 |
| Direct and indirect divestments of investment properties | 22 | 1,170 | 1,212 |
| Investments in existing investment properties | –224 | –194 | |
| Dividend from joint ventures | 200 | 200 | |
| Other | 0 | –1 | |
| Cash flow from investing activities | –3,311 | –2,504 | |
| New issue of shares/warrants | 8 | 84 | |
| Loans raised | 22 | 5,457 | 3,530 |
| Repayment of loans | 22 | –2,394 | –2,262 |
| Other | –15 | –23 | |
| Cash flow from financing activities | 3,056 | 1,329 | |
| Cash flow for the year | 396 | 32 | |
| Cash and cash equivalents at the beginning of the period | 192 | 160 | |
| Cash and cash equivalents at the end of the period | 588 | 192 |
| MSEK | Note | 2019 | 2018 |
|---|---|---|---|
| Net sales | 60 | 22 | |
| Other external costs | 9 | –43 | –64 |
| Personnel costs | 8 | –56 | –22 |
| Loss before financial income and expenses | –39 | –64 | |
| Profit from participations in joint ventures | 200 | – | |
| Profit from participations in Group companies | 10 | 400 | 500 |
| Interest income and similar income items | 2 | 1 | |
| Interest expenses and similar expense items | –24 | –1 | |
| Profit before appropriations | 538 | 436 | |
| Appropriations | |||
| Group contributions paid/received | 78 | 68 | |
| Provision to tax allocation reserve | –7 | – | |
| Profit before tax | 609 | 504 | |
| Current tax | 11 | –5 | –1 |
| Profit for the year | 605 | 503 |
| ASSETS Financial non-current assets Shares in Group companies 24 0 0 Non-current receivables from Group companies 90 90 Participations in joint ventures 14 412 412 Total financial non-current assets 503 502 Total non-current assets 503 502 Current receivables from Group companies 8,241 6,367 Other current receivables 11 6 Cash and bank balances 236 4 Total current assets 8,488 6,377 TOTAL ASSETS 8,990 6,879 EQUITY AND LIABILITIES Restricted equity Share capital 26 84 84 Unrestricted equity Retained earnings 4,271 3,760 Profit for the year 605 503 Equity 4,960 4,347 Untaxed reserves 7 – Liabilities Bond loans 1,486 – Other non-current liabilities 9 1 Total non-current liabilities 1,495 1 Current liabilities to Group companies 2,483 2,460 Other current liabilities 46 72 Total current liabilities 2,529 2,532 Total liabilities 4,031 2,533 TOTAL EQUITY AND LIABILITIES 8,990 6,879 |
MSEK Note |
Dec 31, 2019 | Dec 31, 2018 |
|---|---|---|---|
| Restricted equity | Unrestricted equity | |||
|---|---|---|---|---|
| Retained earnings | ||||
| Share premium | incl. profit for | Total | ||
| MSEK | Share capital | reserve | the year | equity |
| Opening equity, Jan 1, 2018 | 0 | – | – | 0 |
| Transactions with the company's shareholders | ||||
| New share issue | 84 | – | – | 84 |
| Shareholders' contributions | – | – | 3,760 | 3,760 |
| Total transactions with the company's shareholders | 84 | – | 3,760 | 3,844 |
| Profit for the year Jan–Dec 2018 | – | – | 503 | 503 |
| Closing equity, Dec 31, 2018 | 84 | – | 4,263 | 4,347 |
| Opening equity, Jan 1, 2019 | 84 | – | 4,263 | 4,347 |
| Transactions with the company's shareholders | ||||
| Issue of warrants | – | 8 | – | 8 |
| Total transactions with the company's shareholders | – | 8 | – | 8 |
| Profit for the year Jan–Dec 2019 | – | – | 605 | 605 |
| Closing equity, Dec 31, 2019 | 84 | 8 | 4,868 | 4,960 |
| MSEK Note |
2019 | 2018 |
|---|---|---|
| Operating activities | ||
| Profit before appropriations | 538 | 436 |
| Adjustments for non-cash items 22 |
–400 | –500 |
| Income tax paid | – | |
| Cash flow from operating activities before changes in working capital | 138 | –64 |
| Cash flow from changes in working capital | ||
| Change in operating receivables | –5 | –6 |
| Change in operating liabilities | –15 | 72 |
| Cash flow from operating activities | –118 | 2 |
| Investing activities | ||
| Acquisition of participations in joint ventures | – | –412 |
| Deposits and lending to Group companies | –1,380 | 330 |
| Cash flow from investing activities | –1,380 | –82 |
| Financing activities | ||
| Paid in share capital | – | – |
| New issue of shares/warrants | 8 | 84 |
| Issue of bond loans | 1,486 | |
| Cash flow from financing activities | 1,494 | 84 |
| Cash flow for the year | 232 | 4 |
| Cash and cash equivalents at the beginning of the year | 4 | 0 |
| Cash and cash equivalents at the end of the year | 236 | 4 |
Nyfosa AB, Corporate Registration Number 559131-0833, is a public limited liability company with its registered office in Nacka. The company's share has been traded on the Large Cap segment of Nasdaq Stockholm since November 23, 2018. The Annual Report and consolidated financial statement were approved for issue by the Board of Directors and the CEO on March 25, 2020. The consolidated statement of profit/loss, statement of profit/loss and other comprehensive income and statement of financial position as well as the Parent Company statement of profit/loss and statement of financial position will be adopted at the Annual General Meeting on April 23, 2020.
The consolidated financial statement have been prepared in accordance with the International Financial Reporting Standards (IFRS), issued by the International Accounting Standards Board (IASB) as adopted by the EU. The Swedish Financial Reporting Board's recommendation RFR 1 Supplementary Accounting Rules for Groups has also been applied. The Parent Company applies the same accounting policies as the Group except for the cases stated below in the section "Parent Company accounting policies."
Nyfosa AB was registered with the Swedish Companies Registration Office on October 27, 2017 and was dormant until December 2017. Nyfosa AB acquired 122 companies (indirectly) at carrying amount from various subsidiaries of Hemfosa Fastigheter AB between December 2017 and May 2018. The acquired companies are primarily property-owning companies, but also holding companies. Since the operations have not historically formed a Group according the IFRS definition, there are no consolidated financial statements for the periods prior to May 2018. Accordingly, the historical financial information for the periods prior to December 31, 2017 have been prepared as combined financial statements for Nyfosa AB and its subsidiaries. The accounting policies for the combined financial statements are presented in Note 2 Significant accounting policies on page F-37 of the prospectus "Admission to trading of the shares in Nyfosa AB on Nasdaq Stockholm."
Assets and liabilities are recognized at historical cost, except for fixed-income derivative instruments and investment properties that are measured at fair value.
The functional currency is Swedish kronor (SEK), which is also the reporting currency. This means that the financial statements are presented in SEK. All amounts, unless otherwise stated, are rounded to the nearest million.
The preparation of the financial statements in accordance with IFRS requires that company management make judgements and estimates, and make assumptions that affect the application of the accounting policies and the amounts of assets, liabilities, income and expenses recognized. The actual outcome may deviate from these judgements and estimates. Estimates and assumptions are reviewed regularly. Changes in estimates are recognized in the period in which the change is made if the change only affects that period, or in the period in which the change is made and future periods if the change affects the period in question and future periods. Judgements made by company management in the application of IFRS that have a significant impact on the financial statements and estimates made that may entail significant adjustments in the following year's financial statements are described in more detail in Note 23.
The accounting policies described below were applied consistently to all periods presented in the consolidated financial statements. The Group's accounting policies were also consistently applied by the Group's companies.
Effective 2019, IFRS 16 Leases replaces existing IFRSs related to the recognition of leases, such as IAS 17 Leases, IFRIC 4 Determining whether an Arrangement Contains a Lease and SIC 15 Operating Leases—Incentives. The new standard encompasses rules for both lessors and lessees. Nyfosa's income is primarily generated from rental income and is thus subject to the IFRS 16 rules for lessors. The rules for lessors are largely unchanged and the classification between operating and finance leases is retained. IFRS 16 materially changes reporting for lessees. The standard changes the previous distribution between finance and operating leases and a lease liability and corresponding right-of-use asset is to be recognized for all leases.
Leases under which the lessor accounts for essentially all risks and benefits associated with ownership are classified as operating leases. All leases attributable to investment properties are to be considered operating leases. Refer to the policy on income for information on recognition of these leases. Expenses attributable to operating leases are recognized in profit or loss straight line over the leasing term. Discounts received when an agreement is signed are recognized in profit or loss as a decrease in lease payments straight line over the term of the lease. Variable fees are expensed in the periods in which they arise. The Group does not have any finance leases in which the Group is lessor.
The Group decided not to apply IFRS 16 in advance. Nyfosa previously classified its leases as operating leases. Accordingly, these were not recognized as assets and liabilities in the statement of financial position, which also applies for the comparative period.
From January 1, 2019, Nyfosa recognizes right-of-use assets and lease liabilities in accordance with IFRS 16 for most leases, except for leases that are deemed to be immaterial.
From 2020, the IASB will introduce an amendment to IFRS 3 that addresses the difference between business combinations and asset purchases, by issuing a new definition of business. In practice, the new definition means that if the purchase consideration for assets in a business acquisition is essentially attributable to the market value of acquired properties, the acquisition comprises an asset acquisition. Simplified, this means that the entire surplus is allocated to properties and thus no goodwill arises.
Other new and amended standards and interpretations from the IFRS Interpretations Committee are not currently deemed to have a material impact on Nyfosa's earnings or financial position.
Non-current assets and non-current liabilities essentially comprise amounts expected to be recovered or paid more than 12 months after the balance-sheet date. Virtually all significant current assets and current liabilities in the Parent Company and Group consist of amounts expected to be recovered or paid within 12 months of the balance-sheet date.
Nyfosa's operations comprise one operating segment, that is to say, the operations comprise a business that generates income and expenses and whose operating profit is regularly assessed by the company's chief operating decision maker as a basis for monitoring earnings and allocating resources.
Subsidiaries are companies that are under the controlling influence of Nyfosa. Controlling influence is achieved when Nyfosa has control over the investment object, is exposed or entitled to a variable return from its holding in the company and can exercise control over the investment to influence the return.
When assessing whether controlling influence exists, potential vote-carrying shares are taken into account, as is whether the company has de facto control. Acquisitions of companies can be classified either as business combinations or as asset purchases according to IFRS 3. This is an individual assessment that is made for each individual acquisition. Should the corporate acquisition essentially only comprise property(ies) and not significant processes, the acquisition is classified as an asset purchase. Other corporate acquisitions are classified as business combinations and thus include strategic processes associated with the operation. In the case of an asset purchase, deferred tax attributable to the property acquisition is not recognized. Instead, a possible discount for non-tax-deductible cost reduces the property's cost. During subsequent measurement of an acquired property at fair value, the tax discount will be replaced in full or in part by a recognized change in value of the property. When selling an asset subject to a tax discount, a negative change in value will arise, which matches in full or in part the tax discount provided. Acquisitions conducted to date have been assessed as constituting asset purchases. When acquisitions of subsidiaries entail an acquisition of net assets that do not constitute an operation, the cost is allocated to the individual identifiable assets and liabilities based on their fair value on the acquisition date. Transaction costs are added to the cost of the acquired net assets. Non-controlling interests arise if the acquisition is not for 100 percent of the subsidiary. Non-controlling interests can be recognized in two ways. These two alternatives are recognizing the non-controlling interests' proportionate share of net assets or measuring the non-controlling interests at fair value, meaning that the non-controlling interests have a share of goodwill. The choice between the two options for recognizing non-controlling interests is made on a case-by-case basis.
Acquisitions from non-controlling interests are recognized as a transaction in equity, meaning between the Parent Company shareholders and non-controlling interests. Accordingly, goodwill does not arise in these transactions. Changes in non-controlling interests are based on their proportionate share of net assets.
Sales to non-controlling interests, whereby the controlling influence remains, are recognized as a transaction in equity, meaning between the Parent Company shareholders and non-controlling interests. The difference between the proceeds received and the non-controlling interests' proportionate share of net assets of the acquiree is recognized under retained earnings.
For accounting purposes, joint ventures are defined as companies in which the Group has common control through cooperation agreements with one or more partners, whereby the Group is entitled to the net assets rather than a direct right to assets and commitments pertaining to liabilities. In the consolidated financial statements, holdings in joint ventures are consolidated in accordance with the equity method. The equity method entails that the carrying amount of the share in joint ventures recognized in the consolidated financial statements corresponds to the Group's share of the joint ventures' equity as well as consolidated goodwill and any other remaining consolidated surpluses or deficits. The Group's share of the profit of joint ventures adjusted for any depreciation/amortization, impairment and dissolution of acquired surpluses or deficits is recognized in the Group's profit for the year as "Share in profit of joint ventures." These shares in profit less dividends received from joint ventures comprise the main change in the carrying amount of participations in joint ventures. The Group's share of other comprehensive income in joint ventures is recognized on a separate line in the Group's other comprehensive income. Any differences arising from the acquisition between the cost of the holding and the owner company's share of the net fair value of the joint venture's identifiable assets and liabilities are recognized in accordance with the same policies as for acquisitions of subsidiaries. Transaction costs that arise are included in cost. When the Group's share of recognized losses in joint ventures exceeds the carrying amount of the participations in the Group, the value of the participations is reduced to zero. Losses are also deducted against non-current financial balances without collateral, which in terms of the economic significance comprise part of the owner company's net investment in joint ventures Continued losses are not recognized unless the Group has provided guarantees to cover losses arising in joint ventures. The equity method is applied until the date on which the significant influence ceases.
Intra-group receivables and liabilities, income and expenses, and unrealized gains or losses arising from transactions between Group companies are eliminated in their entirety when the consolidated financial statements are prepared. Unrealized gains arising from transactions with joint ventures are eliminated to the extent corresponding to the Group's participating interest in the company. Unrealized losses are eliminated in the same manner as unrealized gains, but only insofar as no impairment is required.
Rental income encompass all types of rental income including such additions as property tax, heating, etc. Rental income is recognized straight line in profit or loss based on the conditions of the agreement. The total cost for rent discounts provided are recognized as a decrease in rental income straight line over the lease term. Leases are classified as operating leases.
Other property income comprises onward invoiced costs, insurance compensation received and damages.
Gains/losses from the sale of properties and shares and participations in property-owning companies are recognized under the heading "Changes in value of properties, realized" and correspond to the difference between the obtained selling price less selling expenses and the most recent carrying amount, plus investments implemented following the latest value date. Income from property sales is recognized on the date of taking possession, unless the risks and benefits have been transferred to the buyer on an earlier occasion. If the risks and benefits have been transferred, the property sale is recognized at the earlier date. In assessing the date of revenue recognition, agreements between the parties governing risks and benefits, as well as involvement in ongoing management, are taken into account.
Circumstances beyond the control of the seller and/or buyer that could affect completion of the transaction are also taken into consideration. Any provisions for such items as non-invoiced selling expenses or other remaining costs attributable to the transaction conducted are made on the sales date.
Other operating income refers to income from secondary activities in the normal business operations such as capital gains on tangible assets, exchange-rate gains on receivables and operating liabilities.
Financial income comprises interest income on invested funds. Interest income is recognized at the rate in which it is earned. Financial expenses refer to interest, fees and other expenses arising when Nyfosa takes up interest-bearing liabilities. Financial expenses are charged to profit or loss for the period to which they are attributable. Derivatives are utilized to financially hedge the risks of interest-rate exposure to which the Group is exposed. Interest payments regarding fixed-income derivatives are recognized as interest expenses in the period to which they refer. Other changes in the fair value of fixedincome derivatives are recognized on a separate line in profit or loss.
Income tax comprises current tax and deferred tax. Income tax is recognized in profit or loss except when the underlying transaction is recognized in other comprehensive income or in equity.
Current tax is tax that is to be paid or received in the current year, with the application of the tax rates that have been decided or are decided in practice on the balance-sheet date. Current tax also includes adjustments of current tax attributable to prior periods.
Deferred tax is calculated in accordance with the balance-sheet method, based on temporary differences between carrying amounts and tax bases of assets and liabilities. Temporary differences are not recognized for differences arising on initial reporting of assets and liabilities that are not business combinations that, at the time of the transaction, affect neither recognized nor taxable earnings. Temporary differences attributable to participations in subsidiaries and joint ventures that are not expected to be reversed in the foreseeable future are also not taken into consideration. The valuation of deferred tax is based on how the underlying assets or liabilities are expected to be realized or settled. Deferred tax is calculated with the application of the tax rates and tax rules established or decided in practice on the balance-sheet date. Deferred tax assets on deductible temporary differences and loss carryforwards are only recognized to the extent that it is likely that it will be possible to utilize these. Changes in the deferred tax asset/tax liability are recognized in profit or loss as deferred tax. Deferred tax assets and tax liabilities are offset
where they relate to income tax levied by the same authority and where the Group intends to settle the tax in a net amount.
Financial instruments recognized in the statement of financial position include such assets as cash and cash equivalents, rent and accounts receivables and derivatives. Liabilities include accounts payable, loans and notes payable, as well as derivatives.
A financial asset or financial liability is recognized in the statement of financial position when the company becomes party to it in accordance with the instrument's contractual conditions. A receivable is recognized when the Group has performed and a contractual obligation for the counterparty to pay exists, even if an invoice has not been sent. Accounts receivable are recognized in the statement of financial position when an invoice has been sent. A liability is recognized when the counterparty has performed and a contractual obligation for the company to pay exists, even if an invoice has not yet been received. Accounts payable are recognized when the invoice has been received. A financial asset is derecognized from the statement of financial position when the rights in the contract are realized, have matured or the company loses control over them. The same applies to portions of a financial asset. A financial liability is derecognized from the statement of financial position when the obligation in the contract is met or eliminated in another manner. The same applies to a portion of a financial liability. A financial asset and a financial liability are offset and recognized in a net amount in the statement of financial position only when a legal right exists to offset the amounts and there is an intention to settle the item in a net amount or to simultaneously realize the asset and settle the liability. Acquisitions and divestments of financial assets are recognized on the date of transaction, meaning the date on which the company undertakes to acquire or divest the asset.
Financial instruments, which are not derivatives, are initially recognized at cost, corresponding to the fair value of the instrument plus transaction costs. Derivatives are initially measured at fair value without additions or deductions for transaction costs; transaction costs are recognized in profit or loss. The Group's financial instruments have been classified and measured as described below.
This category primarily includes cash and cash equivalents, rent receivables and other receivables. The business model comprises generating value by receiving contractual payments. Measurement is carried out at amortized cost by applying the effective interest method. The Group's credit loss reserves (loss allowance) are based on the company's expectations of tenants' payment capacity. The loss allowance totals an insignificant amount due to the short terms of the receivables.
Financial liabilities in this category primarily refer to loans, accounts payable and other liabilities. Other financial liabilities are measured at amortized cost by applying the effective interest method. Interest expenses and exchange-rate gains and losses are recognized in profit or loss.
Derivative instruments are measured at fair value through profit or loss. Hedge accounting is not applied to fixed-income derivatives.
Tangible assets comprise equipment that has been recognized at cost less accumulated depreciation and any impairment. Cost includes the purchase price and costs directly attributable to transport the asset to the correct site and to prepare it for the manner intended by the acquisition. Depreciation takes place straight line over the estimated useful life of the asset. The estimated useful lives are: Equipment 5–10 years. The asset is depreciated from the acquisition date. The useful life is the period during which the asset is expected to be available for use in the Group.
Investment properties are properties held for the purpose of receiving rental income or an increase in value or a combination of the two. Properties under construction and conversion intended to be used as investment properties when the work is completed are also classified as investment properties.
Investment properties are initially recognized at cost, which includes expenses directly attributable to the acquisition such as expenses for land registration and taking out mortgage deeds. Investment properties are measured at fair value in the statement of financial position. Fair value is based on the valuations of independent appraisers with recognized qualifications and satisfactory expertise in the valuation of properties of this type and in the relevant locations. All properties are valued every quarter. The properties are also inspected if they have not been visited by the appraisers for the last two years. Fair value is based on market value, which is the amount estimated to be received in a transaction at the time of valuation between knowledgeable parties who are independent of each other and who have an interest in the transaction being carried out after customary marketing in which both parties are assumed to have acted with insight, common sense and without coercion. Additional expenses are capitalized only when it is probable that the Group will receive future financial benefits associated with the asset and the expenses can be reliably determined. Borrowing costs directly attributable to the purchase, construction or production of assets that take a considerable amount of time to complete for their intended use or sale are included in cost. For the Nyfosa Group, this is mainly the case in conjunction with the construction of or major conversion projects for investment properties. Borrowing costs are calculated based on the financial requirements of the project and the Group's borrowing costs. Borrowing costs comprise interest and other expenses arising when a company borrows money. Other repair and maintenance costs are expensed in the period in which they occur. Both unrealized and realized changes in value are recognized in profit or loss, after profit from property management. Rental income and income from property sales are recognized in accordance with the policies described in the section on revenue recognition. A description of the measurement method applied, material input data in value measurements and the level in the fair value hierarchy that applies to the various components of the property portfolio is presented in Note 13.
Dividends are recognized as a liability after the Annual General Meeting has approved the dividend.
The calculation of earnings per share before dilution is based on profit for the year in the Group attributable to the Parent Company's owners in relation to the weighted average number of shares outstanding during the year.
When calculating earnings per share after dilution, the weighted average number of shares is increased if the subscription price of the options in the Group's incentive program during the reporting period have been lower than the average share price for the period. If there is a small difference between the subscription price and the average share price for the period, the dilutive effect is small. If there is a large difference in price, then the effect is greater.
The Nyfosa Group has only defined-contribution pension plans. Defined-contribution pension plans are those plans in which the company's obligation is limited to the contributions the company undertakes to pay. In such cases, the amount of the employee's pension depends on the contributions that the company pays to the plan or to an insurance company and the return generated by the contribution. Consequently, it is the employee who bears the actuarial risk (that remuneration can be lower than expected) and the investment risk (that the invested assets may be insufficient for the expected remuneration). The company's obligations regarding contributions to defined-contribution plans are recognized as an expense in profit and loss at the rate in which they are earned by employees performing services for the company during a period.
Short-term remuneration such as salaries to employees is calculated without discounting and is recognized as an expense when the related services are received. A provision is recognized for the anticipated cost of bonus payments and when the Group has a valid legal or informal duty to make such payments as a result of services received from employees and when the obligation can be reliably calculated.
A liability and expenses for severance pay are recognized at the earliest of the following times:
When remuneration is provided to employees due to the employee having accepted an offer of remuneration in exchange for terminating employment, the time at which the company can no longer withdraw the offer of remuneration is the earliest of the following times:
Employees have acquired warrants at fair value under the framework of an incentive program. These warrants entitle the holder to purchase shares in Nyfosa at a certain subscription price.
If the holder remains employed at the company two and four years after the start of the program, a bonus is received on each occasion that corresponds to half of the amount paid by the employee. The warrants program itself is deemed to comprise an equity-based, share-based remuneration for which no expenses are recognized since fair value has been paid. Disclosures are provided on the share-based remuneration. Since the bonus amount is not dependent on the value of the share – but instead on the amount paid – an expense is recognized for long-term employee benefits, allocating the expected final amount to be paid over two and four years.
A provision differs from other liabilities since there is uncertainty regarding the date of payment and the amount for settling the provision. A provision is recognized in the statement of financial position when there is an existing legal or informal obligation as a result of an event that has occurred, and it is probable that an outflow of financial resources will be required to settle the obligation, and a reliable estimate of the amount can be made. The provision is posted in an amount that represents the best estimate of what will be required to settle the existing obligation on the balance-sheet date. Where the effect of when a payment is made is significant, provisions are calculated through the discounting of the anticipated future cash flow at an interest rate before tax that reflects current market assessments of the time value of money and, if applicable, the risks related to the liability.
A contingent liability is recognized when there is a possible commitment originating from events that have occurred and whose occurrence will be confirmed only by one or several uncertain future events or when there is a commitment that is not recognized as a liability or provision because it is probable that an outflow of resources will be required.
The Parent Company has prepared its Annual Report in accordance with the Swedish Annual Accounts Act (1995:1554) and the Swedish Financial Reporting Board's recommendation RFR 2 Accounting for Legal Entities. The statements issued by the Financial Reporting Board for listed companies were also applied. RFR 2 entails that, in the Annual Report for the legal entity, the Parent Company is to apply all IFRS and statements adopted by the EU as far as possible within the framework of the Annual Accounts Act, the Swedish Pension Obligations Vesting Act and with respect to the relationship between accounting and taxation. The recommendation states the exemptions from and the additions to IFRS that are to be made.
The differences between the Group's and the Parent Company's accounting policies are described below.
Unless otherwise stated below, the Parent Company's accounting policies were changed in 2019 in accordance with what is stated above for the Group.
Classification and measurement of financial instruments The Parent Company has chosen not to apply IFRS 9 to financial instruments. However, some of the principles in IFRS 9 are applicable, such as impairment, recognition/derecognition and the effective interest method for interest income and interest expenses.
In the Parent Company, financial non-current assets are measured at cost less any impairment and financial current assets according to the lowest value principle. The IFRS 9 impairment rules are applied to financial assets measured at amortized cost. Impairment of unlisted shareholdings that are not holdings in subsidiaries or joint ventures is recognized if the present value of expected future cash flows are lower than the carrying amount. The Parent Company does not have any listed shares.
The Parent Company statement of profit/loss and statement of financial position have been prepared in accordance with the format stated in the Annual Accounts Act, while the consolidated statement of profit/loss, statement of profit/loss and other comprehensive income, statement of financial position, statement of changes in equity and statement of cash flows are based on IAS 1 Presentation of Financial Statements and IAS 7 Statement of Cash Flows. The differences compared with the consolidated financial statements that appear in the Parent Company statement of profit/loss and statement of financial position primarily relate to the recognition of non-current assets and equity.
Participations in subsidiaries are recognized in the Parent Company according to the cost method. This means that transaction costs are included in the carrying amount for holdings in subsidiaries. Conditional purchase considerations are measured based on the probability of the purchase consideration being paid. Any changes to the provision/receivable adjust the cost.
In the Parent Company, borrowing costs are charged to profit or loss for the period to which they are attributable.
Group contributions that the Parent Company receives from subsidiaries or pays to subsidiaries are recognized as appropriations in the statement of profit/loss.
The Parent Company's financial guarantees primarily comprise guarantees for subsidiaries. Financial guarantees entail that the company has a commitment to reimburse the holder of a debt instrument for losses incurred by the holder due to a named debtor not making payment when due according to the contractual terms. The Parent Company applies an exception rule, compared with the IFRS 9 rules, for the recognition of financial guarantees, as approved by the Financial Reporting Board. This exception rule refers to financial guarantees issued for subsidiaries. The Parent Company recognizes financial guarantees as provisions in the statement of financial position when the company has a commitment for which payment will probably be required to settle it.
The new principles for leases under IFRS 16 that the Group has started to apply are not applied by the Parent Company. The Parent Company applies the exemption in RFR 2, which means that the Parent Company recognizes existing leases in the same manner as in prior years.
The Parent Company holds participations in joint ventures. The amount in the statement of financial position corresponds to the expense for acquiring the participations. The cost includes expenses that are directly attributable to the acquisition, in addition to the purchase price.
The Group is exposed to various financial risks through its business activities. These are market, liquidity and credit risk attributable to financial instruments.
The company's finance policy states the mandate and guidelines for managing financial risks and capital management.
In order to minimize interest-rate and funding risks, the bullet points below act as guidelines for Nyfosa's finance policy:
The basis for the company's choice of strategy for managing interest-rate risk comprises the choice of an interest-rate maturity strategy for the loans combined with a selection of derivative instruments to alter the interest-rate risk.
The financial risk limits are continuously monitored by quarterly reports to the Board.
Surplus liquidity is to be invested in low-risk liquid assets until such time as the funds can be used for investments. Liquidity is only to be used for accelerated amortization if no investments or acquisitions are planned for the foreseeable future.
None of the companies in the Group itself are under any external capital requirements.
Variations in market interest rates have a material impact on Nyfosa's earnings, meaning that managing interest-rate risk is a key part of the finance department's work.
For Nyfosa, interest-rate risk primarily pertains to the risk of excessively high interest expenses and thus lower earnings due to market interest rates. Interest-rate risk refers to the risk of choosing too high a percentage of fixed-rate periods in a scenario of falling rates or sustained low variable rates
The basis for the company's choice of strategy for managing interest-rate risk comprises the choice of an interest-rate maturity strategy for the loans combined with a selection of derivative instruments to alter the interest-rate risk.
The maturity structure of the loan portfolio, including derivative instruments, is to be a balance between short and long fixedrate periods. Expected interest expenses and risks as well as the company's prospects and financial trend are assessed in order to determine the strategy for managing interest-rate risk. The strategy chosen is to be described in the normal portfolio.
The normal portfolio is the maturity structure of the fixed-rate periods that has been chosen as a benchmark, taking into consideration the company's economic and financial position and risk appetite. The finance function continuously monitors the outcome of the company's actual loan portfolio in relation to the normal portfolio. The normal portfolio and intervals for maximum deviations and interest-rate risk mandates are stipulated in the finance policy.
In its risk management, Nyfosa may use derivative instruments linked to the underlying loan portfolio. Derivative instruments are used only as a tool for risk management.
The derivatives comprise interest-rate caps recognized as the present value of the expected flows during the remaining maturity of the position. The estimated flows are calculated by viewing the strike level and forward rates of 3-month STIBOR and their volatility. If the forward rates (or the volatility) decline, the value of the derivative will decrease.
| MSEK | Change | 2019 | 2018 |
|---|---|---|---|
| Interest expenses assuming changed interest rates with current fixed-rate periods1 |
+/–1% | +100/–16 | +45/0 |
| Interest expenses assuming change in average interest rate2 |
+/–1% | +/–114 | +/–83 |
| Revaluation of fixed-income derivatives attributable to shift in interest rate curves |
+/–1% | +/–4 | +/–11 |
1) Taking into account derivative agreements.
2) Today's average rate, taking into account derivative agreements, increases/decreases by 1%. Increase/decrease does not take into account eventual effects of the derivative portfolio.
| Dec 31, 2019 | Dec 31, 2018 | |||||||
|---|---|---|---|---|---|---|---|---|
| Overdraft | Interest | Overdraft | Interest | |||||
| MSEK | facilities1 | rate cap | Amount | Share, % | facilities1 | rate cap | Amount | Share, % |
| <1 year | 11,352 | –4,687 | 6,666 | 59 | 8,290 | –3,867 | 4,423 | 53 |
| 1–2 years | 0 | 1,610 | 1,610 | 14 | 0 | 182 | 182 | 2 |
| 2–3 years | 0 | 1,200 | 1,200 | 11 | 0 | 1,610 | 1,610 | 19 |
| 3–4 years | 0 | 1,275 | 1,275 | 11 | 0 | 800 | 800 | 10 |
| >4 years | 0 | 602 | 602 | 5 | 0 | 1,275 | 1,275 | 15 |
| Total | 11,352 | 0 | 11,352 | 100 | 8,290 | 0 | 8,290 | 100 |
1) The loans comprise undiscounted amounts. The interest-bearing liabilities in the statement of financial position include arrangement fees.
Liquidity risk is the risk of not having sufficient payment capacity in the short and the long term to honor the Group's payment obligations. The finance department provides short-term liquidity forecasts on a week-by-week basis and also long-term rolling 12-month liquidity forecasts. The forecasts are updated continuously on a weekly and quarterly basis.
The Group has overdraft facilities to ensure flexible cash management and to effectively deal with peaks and troughs in payment streams. Refinancing risk is the risk that financing or refinancing of the company's liabilities or operations cannot be obtained to the same extent or can only be obtained at a significantly higher cost. According to the finance policy, existing and prospective financiers are engaged in continuous discussions to ensure that the necessary financing can be obtained in all situations.
| Dec 31, 2019 | Dec 31, 2018 | |||||
|---|---|---|---|---|---|---|
| Loan | Share, | Interest, | Loan | Share, | Interest, | |
| MSEK | maturity | % | loans | maturity | % | loans |
| <1 year | 0 | 0 | 209 | 858 | 10 | 131 |
| 1–2 years | 3,309 | 29 | 176 | 298 | 4 | 122 |
| 2–3 years | 4,337 | 38 | 111 | 2,616 | 32 | 93 |
| 3–4 years | 2,704 | 24 | 51 | 2,393 | 29 | 66 |
| >4 years | 1,002 | 9 | 9 | 2,125 | 26 | 26 |
| Total | 11,352 | 100 | 556 | 8,290 | 100 | 439 |
1) The loans comprise undiscounted amounts. The interest-bearing liabilities in the statement of financial position include arrangement fees.
2) Refers to final payment of outstanding principal loan amounts on the balance-sheet date, not including ongoing repayments.
Credit risk is the risk that a counterparty may be unable to fulfill its commitments, thus resulting in a loss. Nyfosa has a wide spread of risks in its contract portfolio based on a large number of leases (3,123). The company's has a small number of dominant tenants, with the ten largest tenants representing 16 percent of total rental income distributed between 161 leases. This means that exposure to the credit risk of individual tenants is very low. Tenants are notified of rents and these are paid in advance, which means that all of Group's rent receivables of MSEK 7 (15) have fallen due for payment.
Cash and cash equivalents are only deposited in accounts with Nordic banks and credit institutions that have a credit rating of at least A- (S&P) or A3 (Moody's).
Items in the statement of financial position corresponding to the amount of credit risk
| Dec 31, | Dec 31, | |
|---|---|---|
| MSEK | 2019 | 2018 |
| Rent receivables | 7 | 15 |
| Current receivables | 12 | 16 |
| Cash and cash equivalents | 588 | 192 |
| Total | 607 | 223 |
Nyfosa's operations comprise one operating segment, that is to say, Nyfosa's operations comprise a business that generates income and expenses and whose operating profit is regularly assessed by the company's management and Board as a basis for monitoring earnings and allocating resources. No one tenant accounts for more than 10 percent of rental income.
To limit counterparty risk, Nyfosa has entered into standardized netting agreements (ISDA agreements) with all derivative counterparties, which entails that in the event of the counterparty becoming insolvent or another incident arising Nyfosa can offset outstanding derivatives with positive and negative values.
| Financial assets |
Financial liabilities |
||||
|---|---|---|---|---|---|
| MSEK | Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
|
| Carrying amount in the statement of financial position |
2 | 9 | – | – | |
| Amount encompassed by netting |
– | – | – | – | |
| Amount after netting | 2 | 9 | – | – |
The total rental value amounted to MSEK 1,740, of which vacancy rent was MSEK 159. The share of rental income connected to the consumer price index (CPI) corresponded to 88 percent of total rental income. On December 31, 2019, Nyfosa had 3,123 leases including a total of 1,095 leases for garages and parking spaces. Nyfosa has only a small number of dominant tenants. The ten largest tenants represent only 16 percent of total rental income and are distributed between 161 leases, when means that Nyfosa's exposure to the credit risk of individual tenants is very low.
Tenants are notified of rents and these are paid in advance, which means that the all of Group's rent receivables of MSEK 7 (15) have fallen due for payment.
Nyfosa leases out its investment properties under operating leases. The average remaining lease term at year-end 2019 was 4.1 years (4.1). Leases expiring during the year ahead are expected to be renegotiated at corresponding rent levels. Contractual rental income expires as shown in the table below.
| Dec 31, 2019 | Dec 31, 2018 | ||||||
|---|---|---|---|---|---|---|---|
| Year of expiry | Contractual annual rent |
Share, % |
No. of leases |
Contractual annual rent |
Share, % |
No. of leases |
|
| <1 year | 237 | 15 | 1,366 | 189 | 15 | 1,141 | |
| 1–2 years | 258 | 16 | 708 | 279 | 22 | 606 | |
| 2–3 years | 250 | 16 | 459 | 226 | 18 | 428 | |
| 3–4 years | 239 | 15 | 359 | 149 | 12 | 287 | |
| 4–5 years | 129 | 8 | 80 | 124 | 10 | 68 | |
| >5 years | 467 | 30 | 151 | 317 | 25 | 82 | |
| Total | 1,581 | 100 | 3,1231 | 1,285 | 100 | 2,6121 |
1) Including a total of 888 leases for garages and parking spaces.
| MSEK | Dec 31, 2019 |
Dec 31, 2018 |
|---|---|---|
| Contractual income due for payment within one year |
1,361 | 1,105 |
| Contractual income due for payment between one and five years |
3,218 | 2,339 |
| Contractual income due for payment after five years |
1,334 | 1,103 |
The Group's rental income includes service income of MSEK 86 (70), corresponding to 6.4 percent (6.6) of rental income.
There are a small number of leases of limited scope in which Nyfosa is the lessee – these mainly comprise passenger cars. Payments made during the lease term are expenses in profit or loss straightline over the term. On the balance-sheet date, Nyfosa had a lease liability of MSEK 149, based on interest of 3.5 percent. Refer to Note 20 for the maturity of the lease liability.
Ground rent pertains to the annual fee that the owner of a building on municipally owned land has to pay to the municipality. The charge for these leaseholds is currently calculated so that the municipality receives real interest on the estimated market value. The ground rent is allocated over time and is renegotiated at intervals of ten to 20 years. Nyfosa has 16 site leasehold agreements, of which six will be renegotiated within the next five years. Ground rent costs in 2019 totaled MSEK 5 (4).
| MSEK | 2019 | 2018 |
|---|---|---|
| Within 1 year | 5 | 5 |
| Between one and five years | 18 | 20 |
| Longer than five years | 10 | 9 |
| Total | 33 | 34 |
| MSEK | 2019 | 2018 |
|---|---|---|
| Operating expenses | 251 | 184 |
| Maintenance costs | 99 | 71 |
| Property tax | 65 | 46 |
| Other external costs | 82 | 61 |
| Personnel costs | 57 | 27 |
| Listing costs | 1 | 44 |
| Total operating expenses | 555 | 432 |
| MSEK | 2019 | 2018 |
|---|---|---|
| Management | ||
| Salaries and other remuneration, etc. | 16 | 10 |
| Pension costs, defined-contribution plans | 2 | 1 |
| Social security contributions | 7 | 3 |
| Of which, CEO | ||
| Salaries and other remuneration, etc. | 5 | 2 |
| Pension costs, defined-contribution plans | 1 | 0 |
| Social security contributions | 2 | 1 |
| Other employees | ||
| Salaries and other remuneration, etc. | 21 | 8 |
| Pension costs, defined-contribution plans | 3 | 1 |
| Social security contributions | 8 | 3 |
| Total costs for employee benefits | 56 | 27 |
| Average number of employees | 2019 | 2018 |
|---|---|---|
| Average number of employees | 39 | 23 |
| Of whom, women | 23 | 11 |
| Percentage, women | 60% | 48% |
The 2019 AGM adopted guidelines for the remuneration of senior executives for the period until the 2020 AGM. These guidelines include the fact that market-based and competitive forms of remuneration are to be applied that are simple, long-term and measur-
| MSEK | 2019 | 2018 |
|---|---|---|
| Management | ||
| Salaries and other remuneration, etc. | 16 | 10 |
| Pension costs, defined-contribution plans | 2 | 1 |
| Social security contributions | 7 | 3 |
| Of which, CEO | ||
| Salaries and other remuneration, etc. | 5 | 2 |
| Pension costs, defined-contribution plans | 1 | 0 |
| Social security contributions | 2 | 1 |
| Other employees | ||
| Salaries and other remuneration, etc. | 21 | 6 |
| Pension costs, defined-contribution plans | 3 | 0 |
| Social security contributions | 8 | 2 |
| Total costs for employee benefits | 56 | 22 |
| Average number of employees | 2019 | 2018 |
|---|---|---|
| Average number of employees | 39 | 17 |
| Of whom, women | 23 | 9 |
| Percentage, women | 60% | 53% |
able. Remuneration may comprise a fixed and variable portion. The guidelines include requirements for the form of remuneration and a cap on variable remuneration. The Board may deviate from the guidelines if there are special reasons to do so in an individual case. Refer to the company's website for complete information.
| (SEK thousand) | Basic salary/ Board fee |
Variable remuneration |
Pension costs | Other remuneration |
Total | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | 2019 | 2018 | |
| Johan Ericsson Chairman of the Board Remuneration from Parent Company |
368 | 117 | – | – | – | – | – | – | 368 | 117 |
| Bengt Kjell Former Chairman of the Board Remuneration from Parent Company |
133 | 267 | – | – | – | – | – | – | 133 | 267 |
| Jens Engwall Board member and CEO Remuneration from Parent Company |
4,121 | 984 | 405 | 1,200 | 663 | 369 | 216 | 34 | 5,405 | 2,5871 |
| Lisa Dominguez Flodin Board member Remuneration from Parent Company |
223 | 140 | – | – | – | – | – | – | 223 | 140 |
| Marie Bucht Toresäter Board member Remuneration from Parent Company |
195 | 123 | – | – | – | – | – | – | 195 | 123 |
| Mats Andersson Board member Remuneration from Parent Company |
127 | – | – | – | – | – | – | – | 127 | – |
| Per Lindblad Board member Remuneration from Parent Company |
185 | 117 | – | – | – | – | – | – | 185 | 117 |
| Kristina Sawjani Board member Remuneration from Parent Company |
195 | 123 | – | – | – | – | – | – | 195 | 123 |
| Other senior executives (5 (6) individuals) |
||||||||||
| Remuneration from Parent Company | 8,223 | 3,639 | 2,981 | 2,620 | 1,435 | 628 | 329 | 170 | 12,968 | 7,0572 |
| Total | 13,770 | 5,510 | 3,386 | 3,820 | 2,098 | 997 | 545 | 204 | 19,799 | 10,531 |
1) Remuneration of the CEO refers to remuneration for September 1 – December 31, 2018.
2) Nyfosa's management team was established in 2018 and its members were recruited gradually.
| MSEK | 2019 | 2018 |
|---|---|---|
| Audit assignment | 4 | 3 |
| Auditing activities in addition to audit assignment | 0 | 1 |
| Tax consultancy | 1 | 2 |
| Other consultancy services | 0 | 7 |
| Total fees and remuneration of auditors | 6 | 13 |
Audit assignments are defined as the statutory auditing of the annual report and consolidated financial statement, as well as the administration of the Board of Directors and the CEO, and the audit and other review conducted in accordance with contracts or agreements.
This includes other assignments that are the responsibility of the company's auditors, as well as guidance and assistance occasioned by observations made in conjunction with such reviews or the completion of such other work assignments. Other consultancy services refers to consultancy services in connection with the IPO.
Group
| MSEK | 2019 | 2018 |
|---|---|---|
| Financial income | 0 | 1 |
| Interest expenses | –169 | –117 |
| Expenses related to site leaseholds | –5 | – |
| Other financial expenses | –22 | –15 |
| Financial expenses | –195 | –132 |
| Net | –195 | –131 |
| MSEK | 2019 | 2018 |
|---|---|---|
| Dividend from Group companies | 400 | 500 |
| Dividends from participations in joint ventures | 200 | – |
| Other | 2 | 1 |
| Financial income | 602 | 501 |
| Interest expenses | –20 | –1 |
| Other financial expenses | –4 | – |
| Financial expenses | –24 | –1 |
| Net | 578 | 500 |
Of the Group's interest expenses, MSEK 159 (98) refer to interest attributable to liabilities measured at amortized cost. Other financial expenses primarily refer to borrowing costs allocated over the term of the loan agreement.
The figure for the Parent Company's interest expenses amounted to MSEK 20 (1). Other financial expenses primarily refer to borrowing costs allocated over the term of the loan agreement.
Recognized tax amounted to MSEK 194 (107), of which MSEK 22 (26) was current tax. Current tax is calculated based on a nominal tax rate of 21.4 percent and deferred tax based on the lower tax rate that applies for Sweden from 2021 (20.6). Current tax is based on taxable profit for the year, which is lower than recognized profit. The deviation from the nominal tax rate of 21.4 percent was mainly due to the profit from shares in joint ventures comprising profit after tax, and thus did not constitute taxable income for Nyfosa, but was also due to non-taxable capital gains on the divestment of properties via companies, and valuations of loss carryforwards.
Swedish accounting legislation does not permit measuring properties at fair value in legal entities, which is why the change in value of properties only takes place at Group level and thus does not impact taxation.
| MSEK | 2019 | 2018 | ||
|---|---|---|---|---|
| Profit before tax | 1,576 | 1,722 | ||
| Tax according to applicable tax rate for Parent Company |
–21.4% | –337 | –22.0% | –379 |
| Non-deductible costs | –0.6% | –9 | –0.9% | –15 |
| Tax-exempt income | 3.1% | 50 | 6.0% | 104 |
| Profit from participations in joint ventures |
6.7% | 105 | 5.3% | 91 |
| Capitalization of loss carryforwards not capitalized in prior years |
0.0% | 1 | 3.1% | 54 |
| Tax attributable to prior years | 0.7% | 11 | 0.0% | –1 |
| Effect of changed tax rate | 0.5% | 8 | 2.1% | 36 |
| Other | –1.4% | –22 | 0.2% | 3 |
| Recognized effective tax | –12.3% | 194 | –6.2% | –107 |
| Current tax expense | 2019 | 2018 |
|---|---|---|
| Current tax expense | –22 | –26 |
| Adjustment of tax attributable to prior years | 0 | –1 |
| Current tax expense | –22 | –26 |
| Deferred tax expense | 2019 | 2018 |
|---|---|---|
| Deferred tax attributable to investment prop erties |
–174 | –137 |
| Effect of changed tax rate for investment properties |
– | 53 |
| Deferred tax attributable to derivatives | 1 | –1 |
| Deferred tax income attributable to the capital ized tax value of loss carryforwards during the year |
0 | 65 |
| Deferred tax expense due to utilization of previously capitalized loss carryforwards |
0 | –43 |
| Effect of changed tax rate for loss carryforwards | – | –17 |
| Total deferred tax expense | –172 | –81 |
| Total recognized tax | 194 | –107 |
| Reconciliation of effective tax | 2019 | 2018 | ||
|---|---|---|---|---|
| Profit before tax | 609 | 504 | ||
| Tax according to applicable | ||||
| tax rate for Parent Company | –21.4 | –130 | –22.0% | –111 |
| Non-deductible costs | –0.5% | –2 | 0% | 0 |
| Tax-exempt income | 21.1% | 128 | 21.8% | 110 |
| Recognized effective tax | –0.7% | 5 | –0.2% | –1 |
A long-term incentive program for employees of the Nyfosa Group was implemented in accordance with the resolution of the Annual General Meeting in May 2019. To establish the program, the Meeting resolved on a directed issue of a maximum of 1,950,000 warrants. Each warrant entitles the holder to subscribe for one new share in Nyfosa AB.
The subscription price per share is based on the average share price at the time of the issue of the warrants with an increase or decrease calculated according to Carnegie's Real Estate Index (CREX) until September 2022, when it will be finally set. Subscription of shares in accordance with the terms and conditions for the warrants may be exercised during a two-week period from the day following the disclosure of the company's interim report for the period July– September, 2022, the company's year-end report for 2022 and the
interim report for the period January–March, 2023, although not later than June 10, 2023.
1,674,300 of the issued warrants were subscribed for, and the remainder are held by a company in the Group. The estimated dilution for the quarter and the year amounted to 0 percent.
| 2019 | 2018 | |
|---|---|---|
| Profit for the year attributable to Parent | ||
| Company shareholders, MSEK | 1,382 | 1,615 |
| Average weighted number of shares, millions | 168 | 168 |
| Earnings per share before dilution, SEK | 8.24 | 9.63 |
| Earnings per share after dilution, SEK | 8.24 | 9.63 |
Investment properties are recognized according to the fair value method. The table below shows the change in value in each financial year.
| Total | |||||
|---|---|---|---|---|---|
| MSEK | Dec 31, 2019 |
Dec 31, 2018 |
|||
| Fair value at the beginning of the year | 15,582 | 12,090 | |||
| Cost of investment properties, asset purchase | 4,516 | 3,729 | |||
| Investments in existing properties | 224 | 194 | |||
| Divestment of investment properties | –1,193 | –1,230 | |||
| Realized changes in value of divested properties | –22 | 142 | |||
| Unrealized changes in value of properties | 493 | 658 | |||
| Fair value at the end of the year | 19,602 | 15,582 |
Realized and unrealized changes in value are recognized after profit from property management in profit or loss. The measurement of fair value for all investment properties is classified at Level 3 of the fair value hierarchy.
The fair value of investment properties has been assessed by external, independent property appraisers, with relevant, professional qualifications and experience in the field as well as in the category of the properties that were appraised. The independent appraisers
provide the fair value of the Group's portfolio of investment properties during each quarter. The property is always inspected by appraisers in connection with acquisition valuations. The appraiser must subsequently inspect the property every three years and is responsible for scheduling this inspection itself.
The value of the properties has been assessed based on a marketadapted cash-flow estimate. The yield requirement used in the estimate derives from sales of comparable properties. The valuation was performed based on a combined location-price method, using reported benchmark purchases and the yield method, meaning a transaction-based method.
Significant factors when selecting required returns include an assessment of the object's future rent trend, changes in value and any development potential as well as the maintenance condition of the property. Key value parameters are location and rent level, as well as vacancy rates. For each property, a cash flow forecast is prepared that extends at least five years into the future. The expected receipts match the terms of prevailing leases. For vacant spaces, an estimate is performed by individually assessing each property. The expected disbursements are estimated on the basis of historical property expenses. The inflation assumption in the valuation models on December 31, 2019 was 2.0 percent (2.0) for 2020 and the years ahead. The valuation is based on a present-value calculation of the estimated cash flow and the present value of the market value at the end of the calculation period. Ongoing projects have been measured according to the same policy but less the remaining investment.
| Fair value, MSEK | Net operating income, MSEK |
Yield, % | Interval, yield requirement, % |
Discount rate for cash flow, % |
Discount rate for residual value, % |
||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
||
| Offices | 9,531 | 7,603 | 496 | 416 | 5.2 | 5.5 | 4.60–8.0 4.65–8.00 | 4.5–10.1 | 5.2–10.2 | 6.7–10.1 | 6.7–10.2 | ||
| Logistics/ Warehouse |
6,275 | 6,001 | 363 | 353 | 5.8 | 5.9 | 5.25–9.0 5.60–9.00 | 5.0–11.2 | 5.5–11.2 | 7.3–11.2 | 7.7–11.2 | ||
| Retail | 2,059 | – | 120 | – | 5.8 | – | 5.52–8.5 | – | 6.3–10.6 | – | 7.6–10.6 | – | |
| Other | 1,736 | 1,978 | 110 | 103 | 6.3 | 5.2 | 5.69–8.0 5.48–8.50 | 5.5–9.8 | 7.6–10.7 | 7.8–10.1 | 7.6–10.7 | ||
| Total | 19,602 | 15,582 | 1,088 | 872 | 5.6 | 5.6 | 6.29 | 6.35 | 8.22 | 8.24 | 8.39 | 8.45 |
Impact on profit for the period apart from changes in value
| Earnings effect, MSEK | ||||
|---|---|---|---|---|
| Change | 2019 | 2018 | ||
| Change in net operating income | +/–5.00% | +/–659 | +/– 529 | |
| Change in yield requirement | +/–0.25% | +/–812 | +/– 639 | |
| Change in growth assumptions | +/–0.50% | +/–82 | +/– 66 | |
| Change in discount rate | +/–0.25% | +/–615 | +/– 488 |
| MSEK | 2019 | 2018 |
|---|---|---|
| Rental income | 1,359 | 1,060 |
| Direct costs for investment properties that generated rental income during the period |
–378 | –274 |
| Direct costs for investment properties that did not generate rental income during the period |
–37 | –26 |
Nyfosa owns 50 percent of the shares in the property company Söderport Holding AB. Söderport is jointly owned with AB Sagax (50 percent holding each), and ownership is governed by shareholders' agreements giving both owners equal power of decision, meaning
that neither partner has a controlling influence. The holding is a joint venture and Nyfosa's share in profit of Söderport is recognized in the Group's profit from property management.
| MSEK | Söderport | Gästgivaregatan | Total | |||
|---|---|---|---|---|---|---|
| Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
|
| Carrying amount at the beginning of the year | 1,520 | 1,294 | – | 21 | 1,520 | 1,315 |
| Dividends received | –200 | –200 | – | – | –200 | –200 |
| Share in profit of joint ventures | 491 | 426 | – | –14 | 491 | 412 |
| Classification etc. | – | – | – | –7 | – | –7 |
| Carrying amount at end of the year | 1,812 | 1,520 | – | 0 | 1,812 | 1,520 |
Söderport is jointly owned with property company Sagax (50 percent holding each). Ownership is governed by shareholders' agreements giving both owners equal power of decision, meaning that neither partner has a controlling influence. Söderport is thus a joint venture and Nyfosa's share in Söderport's profit is recognized in the Group's profit from property management. Söderport's property portfolio primarily comprises industrial, warehouse and office properties, presenting a suitable supplement to Nyfosa's wholly owned property portfolio. The focal point of the property portfolio is in the Stockholm and Gothenburg regions. Söderport does not have its own operational organization. Instead, it procures property management and financial administration from Sagax and a small part of property management is procured from Nyfosa.
During the year, Söderport divested properties in Torslanda, Gothenburg, valued at SEK 2.3 billion to the part-owned listed one-property company Torslanda Property Investment AB, thus laying the foundation for a new property company. When Torslanda Property Investment paid part of the purchase consideration in the form of newly issued shares, it means that Söderport's participating interest in the company increased from 28.6 percent to 78.4 percent.
Torslanda Property Investment AB is a Swedish property company that owns, manages and leases properties in Gothenburg. The property portfolio, comprising a total of seven properties for a value of SEK 3.0 billion at year-end, is fully leased. The properties have a total leasable area of 194 thousand sqm and primarily comprise office premises with Volvo Cars as the dominant tenant. A CEO of the company was recruited in autumn 2019. Torslanda Property Investment has a management agreement with Sagax and Nyfosa, which are responsible for financial administration and property management.
| MSEK | 2019 | 2018 |
|---|---|---|
| Rental income | 708 | 585 |
| Net operating income | 566 | 441 |
| Net interest income | –165 | –156 |
| Profit from property management | 393 | 340 |
| Changes in value, properties | 819 | 621 |
| Changes in value, derivatives | 12 | 56 |
| Tax | –237 | –164 |
| Profit | 989 | 854 |
| of which, Nyfosa's share | 491 | 427 |
| Dec 31, 2019 |
Dec 31, 2018 |
|
|---|---|---|
| Investment properties | 10,853 | 7,683 |
| Current assets | 327 | 96 |
| Equity | 3,905 | 3,041 |
| of which, Nyfosa's share | 1,812 | 1,520 |
| Non-current liabilities | 7,180 | 4,823 |
| of which, deferred tax liabilities | 909 | 679 |
| of which, derivatives | 208 | 222 |
| Current liabilities | 356 | 189 |
| No. of properties | 80 | 69 |
| Leasable area, 000s of sqm | 761 | 686 |
| MSEK | Dec 31, 2019 |
Dec 31, 2018 |
|---|---|---|
| Accumulated cost | 412 | – |
| Acquisitions | – | 412 |
| Carrying amount at the end of the year | 412 | 412 |
| MSEK | Dec 31, 2019 |
Dec 31, 2018 |
|---|---|---|
| Current receivables | 12 | 16 |
| Prepaid expenses and accrued income | 28 | 20 |
| Total current receivables | 39 | 35 |
| MSEK | Dec 31, 2019 |
Dec 31, 2018 |
|---|---|---|
| The following subcomponents are included in cash and cash equivalents: |
||
| Cash and bank balances | 588 | 192 |
| MSEK | Dec 31, 2019 |
Dec 31, 2018 |
|---|---|---|
| Non-interest-bearing liabilities falling due within one year after the balance-sheet date |
348 | 262 |
| Non-interest-bearing loans falling due to more than five years after the balance-sheet date |
16 | 10 |
| Interest-bearing loans falling due within one year after the balance-sheet date |
– | 858 |
| Between 1-5 years after the balance-sheet date | 11,282 | 5,307 |
| More than 5 years after the balance-sheet date | – | 2,125 |
| Total liabilities, excl. deferred tax liabilities and lease liabilities |
11,646 | 8,512 |
Nyfosa has pledged assets for all loans in the form of property mortgages. In addition, the majority of the Group's credit agreements with creditors contain covenants concerning either a specific loanto-value ratio and/or a specific interest-coverage ratio. Certain credit agreements contain covenants that pertain solely to the company raising the loan and its subsidiaries, while other credit agreements include covenants linked to the Nyfosa Group's earnings and/or financial position. The Group met the covenants included in the loan agreements for 2019 and 2018.
| Dec 31, | Dec 31, | |
|---|---|---|
| MSEK | 2019 | 2018 |
| Net loan-to-value ratio, % | 54.6 | 51.6 |
| Remaining fixed-rate period | 1.2 years | 1.6 years |
| Remaining term for loans | 2.7 years | 3.2 years |
Nyfosa recognized deferred tax liabilities in 2019 totaling a net MSEK 627 (452). The amount is the net of deferred tax assets attributable to valued tax loss carryforwards and deferred tax liabilities attributable to temporary differences between carrying amounts and taxable values of the investment properties.
Deferred tax is recognized for temporary differences between the tax values and the accounting values. The deferred tax that existed in connection with asset purchases is, however, not to be recognized in the statement of financial position on the acquisition date according to applicable rules, known as the initial recognition exemption.
The residual value of investment properties for tax purposes totaled MSEK 8,896 (6,982) on December 31, 2019.
| MSEK | Dec 31, 2019 |
Dec 31, 2018 |
|---|---|---|
| Deferred tax assets | ||
| Loss carryforwards | ||
| At the beginning of the year | 304 | 267 |
| Recognized in profit or loss | 0 | 11 |
| Acquired and divested assets | 0 | 27 |
| At the end of the year | 304 | 304 |
| Derivatives | ||
| At the beginning of the year | –2 | –1 |
| Recognized in profit or loss | 2 | –1 |
| At the end of the year | 0 | –2 |
| Deferred tax liabilities | ||
| Properties | ||
| At the beginning of the year | –754 | –670 |
| Recognized in profit or loss | –174 | –90 |
| Acquired and divested assets | –3 | – |
| Other | – | 6 |
| At the end of the year | –931 | –754 |
| Deferred tax liabilities, net | ||
| At the beginning of the year | –452 | –404 |
| Recognized in profit or loss | –172 | –81 |
| Acquired and divested assets | –3 | 27 |
| Other | – | 6 |
| At the end of the year | –627 | –452 |
| MSEK | Dec 31, 2019 |
Dec 31, 2018 |
|---|---|---|
| Accrued financial expenses | 54 | 20 |
| Prepaid rental income | 199 | 153 |
| Other accrued expenses and prepaid income |
19 | 57 |
| Accounts payable | 33 | 11 |
| Other current liabilities | 40 | 20 |
| Total other current liabilities | 343 | 262 |
| MSEK | Financial assets/ liabilities measured at fair value through profit or loss |
Financial assets measured at amortized cost |
Financial liabilities measured at amortized cost |
Total carrying amount |
||||
|---|---|---|---|---|---|---|---|---|
| Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
Dec 31, 2019 |
Dec 31, 2018 |
|
| Derivatives | 2 | 9 | – | – | – | 2 | 9 | |
| Rent receivables | – | – | 7 | 15 | – | – | 7 | 15 |
| Current receivables | – | – | 39 | 35 | – | – | 39 | 35 |
| Cash and cash equivalents | – | – | 588 | 192 | – | – | 588 | 192 |
| Total financial assets | 2 | 9 | 635 | 242 | – | – | 637 | 251 |
| Liabilities to credit institutions | – | – | – | – | 11,352 | 8,240 | 11,352 | 8,240 |
| Accounts payable | – | – | – | – | 33 | 11 | 33 | 11 |
| Other liabilities | – | – | – | – | 16 | 10 | 16 | 10 |
| Total financial liabilities | – | – | – | – | 11,401 | 8,261 | 11,401 | 8,261 |
The carrying amount of all financial instruments is a reasonable estimate of the fair value. This is because receivables and liabilities that are interest-bearing have short fixed-rate periods and, on the
balance-sheet date, the level of interest rates, including margins, for the loans matched the terms in the loan agreements. Receivables and liabilities that do not bear interest have short maturities.
The Group owns participations in joint ventures, refer to Note 14. Söderport is managed by AB Sagax, except for property management which is managed by Nyfosa.
During the year, Söderport divested properties to the company Torslanda Property Investment AB ("TPI"). After the transaction, Söderport owns 78 percent of TPI. TPI decided to procure the same property management services from Nyfosa that Söderport procures.
Property management fees between the companies are based on market terms. Nyfosa's fee totals MSEK 3 per year. The Group has no receivables from joint ventures on December 31, 2019. The Group also divested properties to Söderport for a value totaling MSEK 722 and acquired properties from Söderport for a value of MSEK 214. The purpose of the transaction was to create more efficient property management portfolios. These transactions took place at the externally assessed market value.
Group
| MSEK | 2019 | 2018 |
|---|---|---|
| Adjustments for non-cash items for operat ing activities |
||
| Share in profit of joint ventures | –491 | –412 |
| Total non-cash items for operating activities | –491 | –412 |
Direct and indirect acquisitions of investment properties
| MSEK | 2019 | 2018 |
|---|---|---|
| Assets and liabilities acquired | ||
| Investment properties | 4,409 | 3,721 |
| Loss carryforwards | – | 27 |
| Operating receivables | 25 | 32 |
| Cash and cash equivalents | 16 | 16 |
| Total assets | 4,450 | 3,796 |
| Deferred tax liabilities | 3 | 1 |
| Current operating liabilities | 81 | 59 |
| Total liabilities | 84 | 60 |
| Purchase consideration paid | 4,366 | 3,737 |
| Impact on cash and cash equivalents | 4,350 | 3,721 |
Direct and indirect divestments of investment properties
| MSEK | 2019 | 2018 |
|---|---|---|
| Assets and liabilities acquired | ||
| Investment properties | 1,194 | 1,230 |
| Operating receivables | 2 | 1 |
| Cash and cash equivalents | 0 | 7 |
| Total assets | 1,196 | 1,237 |
| Deferred tax liabilities | – | 0 |
| Current operating liabilities | 25 | 19 |
| Total liabilities | 25 | 19 |
| Purchase consideration received | 1,171 | 1,218 |
| Impact on cash and cash equivalents | 1,171 | 1,212 |
Reconciliation of liabilities deriving from financing activities
| Changes in loan portfolio, MSEK | 2019 | 2018 |
|---|---|---|
| Liabilities at the beginning of the period | 8,240 | 6,978 |
| Amortization | –2,394 | –2,262 |
| Loans raised | 5,457 | 3,516 |
| Other1 | –21 | 8 |
| Liabilities at the end of the period | 11,282 | 8,240 |
1) The item of "Other" does not affect cash flow.
2) In addition to interest-bearing liabilities according to Note 17, this item includes a short-term loan from related parties of 395.
| MSEK | 2019 | 2018 |
|---|---|---|
| Adjustments for non-cash items for operating activities |
||
| Dividend from subsidiaries | 400 | 500 |
| Dividend from joint ventures | 200 | – |
| Total non-cash items for operating activities |
600 | 500 |
For significant assumptions and assessments affecting the measurement of Nyfosa's investment properties, refer to Note 13. Nyfosa's property portfolio is recognized in the statement of financial position at fair value, and the changes in value are recognized in profit or loss. The fair value is based on internal valuations that are performed continuously and the properties are also valued every quarter by an external independent appraiser. The value of the properties is affected not only by supply and demand in the market but also by a number of other factors, in part property-specific factors such as the leasing rate, rent level and operating expenses, and in part such market-specific factors as the yield requirement and the cost of capital, which are derived from comparable transactions in the property market. Deterioration in either a property or the market could cause the value of the company's properties to decline, which could have a negative impact on the Nyfosa's operations, financial position and earnings.
Valuations require assessments of and assumptions about future cash flows and determination of the discount factor (yield requirement). An uncertainty interval of +/– 5–10 percent is usually applied to property valuations to reflect the uncertainty of assumptions and assessments made.
The regulatory framework governing taxation of the type of business operated by Nyfosa is complex and comprehensive in terms of both income tax and VAT/property taxation. Moreover, interpretation and application of these regulations by courts of law can change over time. Changes in these regulations, or in their interpretation by judicial bodies, could impact Nyfosa's earnings and position either positively or negatively. From time to time, Nyfosa has cases under review by, and ongoing dialogs with, the Swedish Tax Agency regarding individual taxation matters. The Tax Agency makes tax rulings that can be appealed and reviewed in administrative courts of appeal. The regulations governing the recognition of taxes, and the property sector's application of these accounting regulations, are also complex. The regulatory framework is complex, the Tax Agency's review possibilities are comprehensive and the judicial bodies' interpretation and reviews take place in many stages, which means that it can take a long time to establish the correct application of legislation in complex taxation matters. This may entail that actions taken or completed transactions that were previously considered permissible according to the regulatory framework may need to be reappraised at a later juncture. Nyfosa monitors the taxation laws and practices that are in effect whenever it files tax returns. Nyfosa's assessments and calculations in the tax area, and the accounting of these matters, are reassessed at the end of each reporting period.
Nyfosa had loss carryforwards from prior years. The Tax Agency decided in a review decision in 2018 not to grant the company full deductions for these loss carryforwards. The loss carryforwards that are the subject of these proceedings have been valued at MSEK 250 in this report, corresponding to 20.6 percent of the total disputed loss carryforwards of MSEK 1,215. Nyfosa has not reserved this amount since Nyfosa believes that it is overwhelmingly probable that the deduction claimed will be granted following a court ruling.
The IFRS 3 accounting standard states that acquisitions must be classified as business combinations or asset purchases. An individual assessment of the character of the acquisition is required for each individual transaction. Nyfosa's corporate acquisitions in 2019 encompass only properties and no material processes, which is why the transactions are deemed to be asset purchases.
| SEK thousand | Dec 31, 2019 | Dec 31, 2018 |
|---|---|---|
| Accumulated cost | ||
| At the beginning of the year | 50 | 50 |
| Carrying amount at the end of the year | 50 | 50 |
Nyfosa AB's directly and indirectly owned subsidiaries are presented below.
| Carrying amount, | |||||
|---|---|---|---|---|---|
| Number of shares/ | SEK thousand | ||||
| Company name | Corp. Reg. No. | Registered office | participations | Share, % | Dec 31, 2019 |
| Nyfosa Holding AB | 559134-9443 | Nacka | 500 | 100 | 50 |
| Number of shares/ | ||||
|---|---|---|---|---|
| Company name | Corp. Reg. No. | Registered office | participations | Share, % |
| Nyfosa Antennhuset AB | 556742-5946 | Nacka | 100,000 | 100 |
| Nyfosa Arendal 1:17 Fastighets AB | 556715-8174 | Nacka | 1,000 | 100 |
| Nyfosa Armaturen 1 Fastighets AB | 556372-6933 | Nacka | 1,000 | 100 |
| Nyfosa Armaturen 10 Fastighets AB | 559100-8205 | Nacka | 500 | 100 |
| Nyfosa Aspen 10 Fastighets AB | 559199-3182 | Nacka | 500 | 100 |
| Nyfosa Axethuset AB | 556742-6027 | Nacka | 100,000 | 100 |
| Nyfosa Bagaren 10 Fastighets AB | 556738-6270 | Nacka | 1,000 | 100 |
| Nyfosa Bandsågen 1 Fastighets AB | 559199-3174 | Nacka | 500 | 100 |
| Nyfosa Barkenlund Oxbacken Kommanditbolag | 969695-6771 | Nacka | 100 | 100 |
| Nyfosa Bladbaggen 1 Fastighets AB | 556606-3656 | Nacka | 1,000 | 100 |
| Nyfosa Blocket 1 AB | 556742-5938 | Nacka | 100,000 | 100 |
| Nyfosa Blåbäret 4 Fastighets AB | 556874-5011 | Nacka | 50,000 | 100 |
| Nyfosa Bromsen 7 Fastighets AB | 559110-6140 | Nacka | 500 | 100 |
| Nyfosa Bromsregulatorn AB | 556742-5953 | Nacka | 100,000 | 100 |
| Nyfosa Bronskragen 3 Fastighets AB | 556851-4441 | Nacka | 50,000 | 100 |
| Nyfosa Bronskragen 4 Fastighets AB | 556955-4701 | Nacka | 50,000 | 100 |
| Nyfosa Brudbuketten 11 Fastighets AB | 559176-9798 | Nacka | 50,000 | 100 |
| Nyfosa Bryggeriet 2 Fastighets AB | 559111-6404 | Nacka | 500 | 100 |
| Nyfosa BTCS First Shopping AB | 556689-1007 | Kungälv | 1,000 | 100 |
| Nyfosa Böthuset AB | 556742-3537 | Nacka | 100,000 | 100 |
| Nyfosa Cementhuset 10 AB | 556742-4576 | Nacka | 100,000 | 100 |
| Nyfosa Cementhuset 4 AB | 556742-7363 | Nacka | 100,000 | 100 |
| Nyfosa Cementhuset 5 AB | 556742-5573 | Nacka | 100,000 | 100 |
| Nyfosa Cementhuset 7 AB | 556742-4642 | Nacka | 100,000 | 100 |
| Nyfosa Cementhuset 9 AB | 556742-5961 | Nacka | 100,000 | 100 |
| Nyfosa Cementhuset AB | 556742-3511 | Nacka | 100,000 | 100 |
| Nyfosa Centrum 20:1 Fastighets AB | 556670-3509 | Nacka | 1,000 | 100 |
| Nyfosa Danmarks Säby 10:2 Fastighets AB | 556983-3709 | Nacka | 500 | 100 |
| Nyfosa Danvikscenter Fastighets AB | 556822-0684 | Nacka | 500 | 100 |
| Nyfosa Domkraften 5 Fastighets AB | 556740-9155 | Nacka | 1,000 | 100 |
| Nyfosa Drivhjulet 3 Fastighets AB | 556866-8098 | Nacka | 500 | 100 |
| Nyfosa Dynamon 5 Fastighets AB | 556949-0716 | Nacka | 50,000 | 100 |
| Nyfosa Eldaren 1 Fastighets AB | 559106-8043 | Nacka | 500 | 100 |
| Nyfosa Emelie AB | 559196-0975 | Nacka | 500 | 100 |
| Nyfosa Emelie HoldCo 1 AB | 559168-5762 | Nacka | 50,000 | 100 |
| Nyfosa Emelie HoldCo 2 AB | 559221-7656 | Nacka | 50,000 | 100 |
| Number of shares/ | ||||
|---|---|---|---|---|
| Company name | Corp. Reg. No. | Registered office | participations | Share, % |
| Nyfosa Falköping Alunskiffern 1 Fastighets AB | 556728-7395 | Nacka | 100 | 100 |
| Nyfosa Farsta I AB | 556678-5530 | Nacka | 1,000 | 100 |
| Nyfosa Fastighetsaktiebolaget Asienhuset | 556742-5995 | Nacka | 100,000 | 100 |
| Nyfosa Fastighetsaktiebolaget Brudbuketten | 556742-3495 | Nacka | 100,000 | 100 |
| Nyfosa Fastighetsaktiebolaget Gröna Lagret | 556490-8191 | Nacka | 50,000 | 100 |
| Nyfosa Fastighetsaktiebolaget Sprintern | 556742-7736 | Nacka | 100,000 | 100 |
| Nyfosa Fastighetsaktiebolaget Storbådan | 556742-3479 | Nacka | 100,000 | 100 |
| Nyfosa Fastighetsaktiebolaget Träskruven | 556742-5532 | Nacka | 100,000 | 100 |
| Nyfosa Fastighetsaktiebolaget Valbrevet | 556742-6019 | Nacka | 100,000 | 100 |
| Nyfosa Filen 2 Fastighets AB | 556818-4443 | Nacka | 500 | 100 |
| Nyfosa Filtret 6 Fastighets AB | 556790-5525 | Nacka | 1,000 | 100 |
| Nyfosa Firman 2 Fastighets AB | 559200-8592 | Nacka | 500 | 100 |
| Nyfosa Firman 4 Fastighets AB | 559068-9567 | Nacka | 500 | 100 |
| Nyfosa Flundran 4 Fastighets AB | 556713-1866 | Nacka | 1,000 | 100 |
| Nyfosa Fläkten 7 Fastighets AB | 556818-4450 | Nacka | 500 | 100 |
| Nyfosa Forskarbyn 2 Fastighets AB | 559124-8918 | Nacka | 50,000 | 100 |
| Nyfosa Fåraherden 2 Fastighets AB | 559124-8884 | Nacka | 50,000 | 100 |
| Nyfosa Försäljaren 9 Fastighets AB | 556866-8072 | Nacka | 500 | 100 |
| Nyfosa Gamlestaden 2:8 Fastighets AB | 556866-3842 | Nacka | 500 | 100 |
| Nyfosa Getingen 5 Fastighets AB | 559148-3291 | Nacka | 50,000 | 100 |
| Nyfosa Gillet 1 Fastighets AB | 556881-0583 | Nacka | 500 | 100 |
| Nyfosa Gjutaren 3 Fastighets AB | 559110-6231 | Nacka | 500 | 100 |
| Nyfosa Golvläggaren 2 Fastighets AB | 556561-0788 | Nacka | 1,000 | 100 |
| Nyfosa Grophuset 3 Fastighets AB | 556982-0524 | Nacka | 50,000 | 100 |
| Nyfosa Grävmaskinen 1 Fastighets AB | 556937-3896 | Nacka | 500 | 100 |
| Nyfosa Grönsta 2:52 Fastighets AB | 556822-4983 | Nacka | 500 | 100 |
| Nyfosa Gumsen 45 Fastighets AB | 556244-9818 | Nacka | 1,000 | 100 |
| Nyfosa Gyllehemmet 1 Fastighets AB | 556746-1206 | Nacka | 100,000 | 100 |
| Nyfosa Gävle Norr 12:5 Fastighets AB | 556866-3776 | Nacka | 500 | 100 |
| Nyfosa Halvmånen 3 Fastighets AB | 556892-9623 | Nacka | 1,000 | 100 |
| Nyfosa Handformaren 2 Fastighets AB | 559099-8174 | Nacka | 50,000 | 100 |
| Nyfosa Hantverkaren 1 AB | 556742-7686 | Nacka | 100,000 | 100 |
| Nyfosa Hedenstorp 2:1 Fastighets AB | 556869-5125 | Nacka | 500 | 100 |
| Nyfosa Holmögaddhuset 3 AB | 556742-3446 | Nacka | 100,000 | 100 |
| Nyfosa Holmögaddhuset 4 AB | 556742-3453 | Nacka | 100,000 | 100 |
| Nyfosa Håltsås 1:18 Fastighets AB | 556748-0537 | Nacka | 1,000 | 100 |
| Nyfosa i Värnamo Fastigheter AB | 556101-5107 | Nacka | 80,000 | 100 |
| Nyfosa i Växjö Fastigheter AB | 556192-5305 | Nacka | 1,000 | 100 |
| Nyfosa Importören 2 Fastighets AB | 556737-7618 | Nacka | 1,000 | 100 |
| Nyfosa Industrihuset 17 AB | 556742-7009 | Nacka | 100,000 | 100 |
| Nyfosa i-parken i Lund Aktiebolag | 556263-8394 | Nacka | 550,000 | 100 |
| Nyfosa Iput Förvaltning AB | 556862-9876 | Nacka | 500 | 100 |
| Nyfosa Jakobsberg 2:2583 Fastighets AB | 556637-7320 | Nacka | 1,000 | 100 |
| Nyfosa Jordbrohuset AB | 556742-5599 | Nacka | 100,000 | 100 |
| Nyfosa Jordbromalm Kommanditbolag | 969674-9424 | Nacka | 100 | 100 |
| Nyfosa Jungfrun 11 Fastighets AB | 556911-2914 | Nacka | 500 | 100 |
| Nyfosa Karossen 5 Fastighets AB | 556992-6230 | Nacka | 50,000 | 100 |
| Nyfosa Karossen Fastighets AB | 559012-8186 | Nacka | 500 | 100 |
| Nyfosa Klingberget 6 Fastighets AB | 559122-1501 | Nacka | 500 | 100 |
| Nyfosa Knarranäs 8 Fastighets AB | 559083-6002 | Nacka | 500 | 100 |
| Nyfosa Koch 7 Fastighets AB | 556519-3108 | Nacka | 21,000 | 100 |
| Nyfosa Kraften 4 Fastighets AB | 559110-6215 | Nacka | 500 | 100 |
| Nyfosa Kraften 4 HoldCo AB | 559138-8532 | Nacka | 500 | 100 |
| Nyfosa Kronfastigheter AB | 556950-1744 | Nacka | 50,000 | 100 |
| Nyfosa Kronfastigheter Holding AB | 556950-1736 | Nacka | 50,000 | 100 |
| Nyfosa Köpstaden 26 Fastighets AB | 559209-4410 | Nacka | 50,000 | 100 |
| Nyfosa Lagunen Fastighets AB | 556176-1874 | Nacka | 50,000 | 100 |
| Nyfosa Lantmannen 2 Kommanditbolag | 969651-1998 | Nacka | 100 | 100 |
| Number of shares/ | ||||
|---|---|---|---|---|
| Company name | Corp. Reg. No. | Registered office | participations | Share, % |
| Nyfosa Lejonet 11 Fastighets AB | 556942-6413 | Nacka | 500 | 100 |
| Nyfosa Lillgrund 5 Fastighets AB | 559018-0823 | Nacka | 50,000 | 100 |
| Nyfosa Linden 1 Fastighets AB | 556827-3493 | Nacka | 500 | 100 |
| Nyfosa Ljungby Vagnen 6 Fastighets AB | 556790-5962 | Nacka | 1,000 | 100 |
| Nyfosa LTIP AB | 559168-5820 | Nacka | 50,000 | 100 |
| Nyfosa Luleå Fastighets AB | 556672-2632 | Nacka | 1,000 | 100 |
| Nyfosa Lärkan 21 Fastighets AB | 559006-8853 | Nacka | 500 | 100 |
| Nyfosa Malax 3 Fastighets AB | 559083-5996 | Nacka | 500 | 100 |
| Nyfosa Malmö Kamaxeln 7 Fastighets AB | 556458-1485 | Nacka | 1,000 | 100 |
| Nyfosa Marianne AB | 559207-1376 | Nacka | 50,000 | 100 |
| Nyfosa Marianne HoldCo 1 AB | 559207-1392 | Nacka | 50,000 | 100 |
| Nyfosa Marianne HoldCo 2 AB | 559207-1400 | Nacka | 50,000 | 100 |
| Nyfosa Marianne HoldCo AB | 559207-1384 | Nacka | 50,000 | 100 |
| Nyfosa Mattläggaren 1 Fastighets AB | 556743-8022 | Nacka | 1,000 | 100 |
| Nyfosa Mejeriet Fastihets AB | 559101-4518 | Nacka | 500 | 100 |
| Nyfosa Murängen 2 Fastigets AB | 559101-4484 | Nacka | 500 | 100 |
| Nyfosa Måseskär 6 Fastighets AB | 559168-5770 | Nacka | 50,000 | 100 |
| Nyfosa Möllebacken 15 AB | 559138-8466 | Nacka | 500 | 100 |
| Nyfosa Nedre Gruvriset 33:278 Fastighets AB | 556983-3642 | Nacka | 500 | 100 |
| Nyfosa Nolby 3:40 Fastighets AB | 559062-8474 | Nacka | 500 | 100 |
| Nyfosa Nord AB | 559196-1163 | Nacka | 500 | 100 |
| Nyfosa Nord HoldCo 1 AB | 559168-5796 | Nacka | 50,000 | 100 |
| Nyfosa Nord HoldCo 2 AB | 559209-4386 | Nacka | 50,000 | 100 |
| Nyfosa Nord HoldCo 3 AB | 559221-7706 | Nacka | 50,000 | 100 |
| Nyfosa Nord HoldCo AB | 556929-8440 | Nacka | 500 | 100 |
| Nyfosa Nord KomD AB | 559209-4485 | Nacka | 50,000 | 100 |
| Nyfosa Nord TL AB | 559221-7698 | Nacka | 50,000 | 100 |
| Nyfosa Nord TopCo AB | 559221-7714 | Nacka | 50,000 | 100 |
| Nyfosa Norden AB | 556710-6892 | Nacka | 5,000,000 | 100 |
| Nyfosa Norr 25:5 Fastighets AB | 559080-3234 | Nacka | 50,000 | 100 |
| Nyfosa Norrmalm 4:6 Fastighets AB | 556653-2247 | Nacka | 1,000 | 100 |
| Nyfosa NYAB 25 AB | 559209-4295 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 26 AB | 559209-4303 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 27 AB | 559209-4311 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 28 AB | 559209-4329 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 29 AB | 559209-4337 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 30 AB | 559209-4345 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 31 AB | 559209-4352 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 32 AB | 559209-4360 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 33 AB | 559209-4378 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 36 AB | 559209-4402 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 39 AB | 559209-4436 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 40 AB | 559209-4444 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 41 AB | 559209-4451 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 42 AB | 559209-4469 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 43 AB | 559209-4477 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 47 AB | 559221-7672 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 48 AB | 559221-7680 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 52 AB | 559221-7722 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 53 AB | 559221-7730 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 54 AB | 559221-7748 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 55 AB | 559226-9848 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 56 AB | 559226-9855 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 57 AB | 559226-9863 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 58 AB | 559226-9871 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 59 AB | 559226-9889 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 60 AB | 559226-9897 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 61 AB | 559226-9905 | Nacka | 50,000 | 100 |
| Number of shares/ | ||||
|---|---|---|---|---|
| Company name | Corp. Reg. No. | Registered office | participations | Share, % |
| Nyfosa NYAB 62 AB | 559226-9913 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 63 AB | 559226-9921 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 64 AB | 559226-9939 | Nacka | 50,000 | 100 |
| Nyfosa NYAB 8 AB | 559168-5804 | Nacka | 50,000 | 100 |
| Nyfosa NYAB AB | 559138-6775 | Nacka | 1,000 | 100 |
| Nyfosa Nyckelharpan 6 Fastighets AB | 559199-3166 | Nacka | 500 | 100 |
| Nyfosa Pedalen Fastighets Kommanditbolag | 969690-3971 | Nacka | 100 | 100 |
| Nyfosa Pigan 1 Kommanditbolag | 969651-3747 | Nacka | 100 | 100 |
| Nyfosa Plogen 4 Fastighets AB | 559168-5879 | Nacka | 50,000 | 100 |
| Nyfosa Plåtslagaren 1 Fastighets AB | 556720-6510 | Nacka | 1,000 | 100 |
| Nyfosa Plåtslagaren 6 Fastighets AB | 559168-5812 | Nacka | 50,000 | 100 |
| Nyfosa Prästgårdsängen 2 Fastighets AB | 559079-8459 | Nacka | 50,000 | 100 |
| Nyfosa Riksdalern 3 Fastighets AB | 556858-5458 | Nacka | 50,000 | 100 |
| Nyfosa Rosenbuketten AB | 556742-7652 | Nacka | 100,000 | 100 |
| Nyfosa Rudan 6 Fastighets AB | 556954-1542 | Nacka | 1,000 | 100 |
| Nyfosa Rydaterminalen AB | 556679-8723 | Nacka | 1,000 | 100 |
| Nyfosa Rydaterminalen III AB | 556696-6841 | Nacka | 1,000 | 100 |
| Nyfosa Saturnus 7 Handelsbolag | 969687-0279 | Nacka | 1,000 | 100 |
| Nyfosa Sjöbocka AB | 556652-3501 | Nacka | 1,000 | 100 |
| Nyfosa Skruven 3 Fastighets AB | 556866-8312 | Nacka | 500 | 100 |
| Nyfosa Småland Fastighets AB | 556818-4666 | Nacka | 500 | 100 |
| Nyfosa Smörbollshuset AB | 556742-3461 | Nacka | 100,000 | 100 |
| Nyfosa Snickaren 12 Fastighets AB | 556974-7875 | Nacka | 500 | 100 |
| Nyfosa Snickeriet Fastighets AB | 559018-0435 | Nacka | 500 | 100 |
| Nyfosa Snödroppen 2 Fastighets AB | 556866-3966 | Nacka | 500 | 100 |
| Nyfosa Speditionshuset 1 AB | 556742-4568 | Nacka | 100,000 | 100 |
| Nyfosa Spindeln 2 Fastighets AB | 556930-8173 | Nacka | 500 | 100 |
| Nyfosa Stensholm 1:754 Fastighets AB | 556971-2929 | Nacka | 500 | 100 |
| Nyfosa Stensholm 1:755 Fastighets AB | 556971-2895 | Nacka | 500 | 100 |
| Nyfosa Storheden Fastighets AB | 559042-3678 | Nacka | 500 | 100 |
| Nyfosa Stranden AB | 556942-4640 | Nacka | 100 | 100 |
| Nyfosa Sunaman 5 Fastighets AB | 559124-9056 | Nacka | 50,000 | 100 |
| Nyfosa Sundsvall Fastighets AB | 556676-6415 | Nacka | 1,000 | 100 |
| Nyfosa Sunnanå 6:40 Fastighets AB | 556936-1867 | Nacka | 50,000 | 100 |
| Nyfosa Svartmunken 2 Handelsbolag | 916552-7582 | Nacka | 1,000 | 100 |
| Nyfosa Svavelhuset AB | 556742-3487 | Nacka | 100,000 | 100 |
| Nyfosa Svea Real Holding AB | 559168-5911 | Nacka | 50,000 | 100 |
| Nyfosa SveaReal AB | 556736-5415 | Nacka | 1,100,000 | 100 |
| Nyfosa Svedjan 2 Fastighets AB | 559028-6935 | Nacka | 500 | 100 |
| Nyfosa Sågen 2 AB | 559138-8425 | Nacka | 500 | 100 |
| Nyfosa Sågen 6 AB | 559138-8433 | Nacka | 500 | 100 |
| Nyfosa Sågklingan 10 Fastighets AB | 556906-5757 | Nacka | 500 | 100 |
| Nyfosa Sämjehuset AB | 556742-7678 | Nacka | 100,000 | 100 |
| Nyfosa Söder 18:19 Fastighets AB | 556545-7024 | Nacka | 1,000 | 100 |
| Nyfosa Söderarm 11 Fastighets AB | 556675-2407 | Nacka | 1,000 | 100 |
| Nyfosa Takläggaren 4 Fastighets AB | 556378-6267 | Nacka | 2,000 | 100 |
| Nyfosa Takläggaren 8 Fastighets AB | 556625-5658 | Nacka | 1,000 | 100 |
| Nyfosa Tankstället 4 Fastighets AB | 556857-6861 | Nacka | 50,000 | 100 |
| Nyfosa Tellus 4 Fastighets AB | 556925-8741 | Nacka | 500 | 100 |
| Nyfosa Tellus 4 HoldCo AB | 556925-8808 | Nacka | 500 | 100 |
| Nyfosa Terminalen 1 Fastighets AB | 556782-8420 | Nacka | 100,000 | 100 |
| Nyfosa Tetis AB | 556847-5825 | Nacka | 11,700,000 | 100 |
| Nyfosa Torbornahögen 3 Fastighets AB | 556796-5909 | Nacka | 1,000 | 100 |
| Nyfosa Torlunda 1.278 Kommanditbolag | 916624-6232 | Nacka | 500 | 100 |
| Nyfosa Torlunda 1:278 HoldCo AB | 556983-3634 | Nacka | 1,000 | 100 |
| Nyfosa Transistorn 1 Fastighets AB | 559209-4428 | Nacka | 50,000 | 100 |
| Nyfosa Trasten 12 Fastighets AB | 556866-3909 | Nacka | 500 | 100 |
| Nyfosa Tulpanen 3 Fastighets AB | 556866-3917 | Nacka | 500 | 100 |
| Number of shares/ | ||||
|---|---|---|---|---|
| Company name | Corp. Reg. No. | Registered office | participations | Share, % |
| Nyfosa Tunnan 1 Fastighets AB | 556938-3994 | Nacka | 500 | 100 |
| Nyfosa Tuve 85:9 Fastighets Kommanditbolag | 916834-9596 | Nacka | 100 | 100 |
| Nyfosa Tyska Bryggaregården AB | 559138-8458 | Nacka | 500 | 100 |
| Nyfosa Uddevalla I AB | 556694-7841 | Nacka | 1,000 | 100 |
| Nyfosa Umeå Fastighets AB | 556676-6423 | Nacka | 1,000 | 100 |
| Nyfosa Unaman 8 Fastighets AB | 556911-2906 | Nacka | 500 | 100 |
| Nyfosa Valhalla 1:6 Fastighets AB | 556983-3626 | Nacka | 500 | 100 |
| Nyfosa Verkstaden 8 AB | 559138-8441 | Nacka | 500 | 100 |
| Nyfosa Verkstadshuset 6 AB | 556742-7710 | Nacka | 100,000 | 100 |
| Nyfosa Vindrutan 1 Fastighets AB | 556822-2284 | Nacka | 500 | 100 |
| Nyfosa Vindtunneln 1 Fastighets AB | 556712-3558 | Nacka | 1,000 | 100 |
| Nyfosa Vinga 5 Fastighets AB | 556894-7369 | Nacka | 50,000 | 100 |
| Nyfosa VXJ HoldCo AB | 556942-6504 | Nacka | 500 | 100 |
| Nyfosa Vågenhuset AB | 556742-7264 | Nacka | 100,000 | 100 |
| Nyfosa Wera AB | 556987-3945 | Nacka | 500 | 100 |
| Nyfosa Wera HoldCo 1 AB | 559132-9734 | Nacka | 500 | 100 |
| Nyfosa Wera HoldCo 2 AB | 559132-9742 | Nacka | 500 | 100 |
| Nyfosa Wera HoldCo 3 AB | 559138-8524 | Nacka | 50,000 | 100 |
| Nyfosa Wera HoldCo 4 AB | 559138-8516 | Nacka | 500 | 100 |
| Nyfosa Wera HoldCo 5 AB | 559138-8581 | Nacka | 50,000 | 100 |
| Nyfosa Wera HoldCo 6 AB | 559138-8540 | Nacka | 500 | 100 |
| Nyfosa Wera Holdco 7 AB | 559196-1106 | Nacka | 500 | 100 |
| Nyfosa Wera HoldCo 8 AB | 559209-4394 | Nacka | 50,000 | 100 |
| Nyfosa Wera HoldCo 9 AB | 559221-7664 | Nacka | 50,000 | 100 |
| Nyfosa Ånsta 20:262 Fastighets AB | 556704-3368 | Nacka | 1,000 | 100 |
| Nyfosa Årsta 68:4 Fastighets AB | 556803-3525 | Nacka | 500 | 100 |
| Nyfosa Åttersta 6:28 Fastighets AB | 559101-4492 | Nacka | 500 | 100 |
| Nyfosa Öjebyn 119:1 Fastighets AB | 556846-4928 | Nacka | 50,000 | 100 |
| Nyfosa Örebro Kitteln 11 Fastighets AB | 556799-6870 | Nacka | 100,000 | 100 |
| Nyfosa Örja 1:21 Fastighets AB | 556796-5917 | Nacka | 1,000 | 100 |
Nyfosa regularly pledges assets for its external liabilities include pledges of properties, pledges of shares as well as pledges in internal promissory notes.
| MSEK | 2019 | 2018 |
|---|---|---|
| Pledged assets | ||
| Property mortgages | 12,552 | 10,132 |
| Participations in Group companies | 3,429 | 2,937 |
| Contingent liabilities | ||
| Sureties for liabilities in joint ventures | – | – |
| Share capital trend | Date | Change number of shares |
Quotient value, SEK |
Change in share capital, MSEK |
|---|---|---|---|---|
| New formation | October 17, 2017 | 500 | 1.00 | 0 |
| Division of shares | May 21, 2018 | 99,500 | – | 0 |
| New share issue | May 21, 2018 | 157,628,249 | 0.5 | 79 |
| New share issue | August 21, 2018 | 10,000,000 | 0.5 | 5 |
| Total | 167,728,249 | 0.5 | 84 |
Each share entitles the holder to one vote.
The Board proposes that the Annual General Meeting resolve not to pay any dividends for the 2019 financial year.
| Unrestricted equity, MSEK | Dec 31, 2019 |
|---|---|
| Retained earnings | 4,263 |
| Share premium reserve | 8 |
| Profit for the year | 605 |
| Total unrestricted equity | 4,876 |
| The following funds are available for distribution by the AGM |
4,876 |
| To be carried forward | 4,876 |
| Total | 4,876 |
In January 2020, Nyfosa signed a letter of intent with Samhällsbyggnadsbolaget i Norden AB ("SBB") regarding the acquisition of properties with a total value of approximately SEK 8 billion. The properties are mainly offices in Sweden. The parties intend to sign a binding agreement regarding the acquisition in March 2020. Nyfosa will update with further information about the acquisition and its financing at the latest when the terms of the acquisition are finally agreed.
The Board of Nyfosa resolved on 17 February 2020, based on the authorization granted by the AGM on May 9, 2019, on a directed issue of 6,462,824 shares at a price of SEK 93.00 per share. The price was determined through an accelerated book building procedure and corresponds to a discount of approximately 3 percent in relation to the closing price on Nasdaq Stockholm on February 17, 2020. Nyfosa receives around MSEK 601 before transaction costs through the share issue.
In March, Nyfosa acquired a property portfolio for a total value of SEK 4.174 billion. The acquisition consists of a portfolio of 79 commercial properties. As part of the purchase consideration, Nyfosa issued 10,310,000 new shares at a price of SEK 71.20.
After the end of the year, the new coronavirus impacted not only individuals but also the property market and global economy. Nyfosa is continuously monitoring developments and seeks to protect
the health and safety of its employees, tenants and suppliers. The company has taken measures to mitigate potential disruptions to its operations and is following the recommendations of the authorities. Nyfosa believes that in these turbulent times it has a stable financial position, good liquidity and a strong cash flow. The property portfolio is well diversified with properties in a variety of categories, geographies and sizes, and tenants in a large number of different industries and few dominant tenants. At the current time, it is difficult to assess how the company will be affected by the coronavirus in the long term.
In the year-end report for 2019, published on February 13, 2020, Nyfosa announced that the Board of Directors intended to propose a distribution in kind of shares in which every 18 shares in Nyfosa would entitle to one (1) share in Torslanda Property Investment AB ("TPI"), following the 10:1 share split of the TPI share. The Board of Directors intended to present the proposal to the shareholders at Nyfosa's Annual General Meeting on April 23, 2020. In light of the increased uncertainty that has occurred in the stock market as a result of the coronavirus, the Board has decided to postpone the proposal for a distribution in kind. Once the volatility has normalized and if otherwise deemed appropriate, it is the Board's ambition to call an Extraordinary General Meeting to consider the distribution of TPI shares.
The Board of Directors and CEO give their assurance that the Annual Report has been prepared in accordance with generally accepted accounting principles in Sweden and that the consolidated financial statements have been prepared in accordance with the international accounting standards stipulated in Regulation (EC) No 1606/2002 of the European Parliament and of the Council of July 19, 2002 on the application of international accounting standards.
The Annual Report and the consolidated financial statements provide a true and fair view of the Parent Company's and the Group's financial position and earnings. The Board of Directors' Report for the Parent Company and the Group provides a fair review of the performance of the Parent Company's and the Group's operations, financial position and earnings, and describes the material risks and uncertainties facing the Parent Company and the companies included in the Group.
Nacka, March 25, 2020 Nyfosa AB (Corp. Reg. No. 559131-0833)
Johan Ericsson Chairman of the Board
Marie Bucht Toresäter Lisa Dominguez Flodin Jens Engwall
Board member Board member Board member and CEO
Mats Andersson Per Lindblad Kristina Sawjani
Board member Board member Board member
Our audit report was submitted on March 26, 2020
KPMG AB
Mattias Johansson Authorized Public Accountant
To the general meeting of the shareholders of Nyfosa AB, corp. id 559131-0833
We have audited the annual accounts and consolidated accounts of Nyfosa AB for the year 2019, except for the corporate governance statement on pages 74–81. The annual accounts and consolidated accounts of the company are included on pages 74–81 and 84–116 in this document.
In our opinion, the annual accounts have been prepared in accordance with the Annual Accounts Act, and present fairly, in all material respects, the financial position of the parent company as of 31 December 2019 and its financial performance and cash flow for the year then ended in accordance with the Annual Accounts Act. The consolidated accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the group as of 31 December 2019 and their financial performance and cash flow for the year then ended in accordance with International Financial Reporting Standards (IFRS), as adopted by the EU, and the Annual Accounts Act. Our opinions do not cover the corporate governance statement on pages 74-81. The statutory administration report is consistent with the other parts of the annual accounts and consolidated accounts.
We therefore recommend that the general meeting of shareholders adopts the income statement and balance sheet for the parent company and the group.
Our opinions in this report on the the annual accounts and consolidated accounts are consistent with the content of the additional report that has been submitted to the parent company's audit committee in accordance with the Audit Regulation (537/2014) Article 11.
We conducted our audit in accordance with International Standards on Auditing (ISA) and generally accepted auditing standards in Sweden. Our responsibilities under those standards are further described in the Auditor's Responsibilities section. We are independent of the parent company and the group in accordance with professional ethics for accountants in Sweden and have otherwise fulfilled our ethical responsibilities in accordance with these requirements.This includes that, based on the best of our knowledge and belief, no prohibited services referred to in the Audit Regulation (537/2014) Article 5.1 have been provided to the audited company or, where applicable, its parent company or its controlled companies within the EU.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinions.
Key audit matters of the audit are those matters that, in our professional judgment, were of most significance in our audit of the annual accounts and consolidated accounts of the current period. These matters were addressed in the context of our audit of, and in forming our opinion thereon, the annual accounts and consolidated accounts as a whole, but we do not provide a separate opinion on these matters.
See Note 2 Significant accounting policies, Note 13 Investment property and Note 23 Important estimates and judgments on pages 98, 105–106 and 109 in the annual account and consolidated accounts for detailed information and description of the matter.
Investment properties are held at fair value in the group's financial statements. The carrying value of these properties is MSEK 19,602 as per 31 December 2019.
The fair value of Investment properties as per 31 December 2019 has been determined based on valuations carried out by independent appraisers.
Given investment properties significant share of the group's total assets and the significant judgment and estimates required in the valuation process, valuation of Investment properties is a Key Audit Matter.
The risk is that the carrying value of Investment properties could be over- or underestimated and that deviations would directly influence profit for the year.
We have evaluated if the valuation methodology used is reasonable by comparing it to our experience of methods applied by other real estate companies and independent third party appraisers and which assumptions that are normal when valuing comparable objects.
We have assessed the competence and independece of third party appraisers used and we have read the engagement letters of the idependent third party appraisers with the aim to evaluate if there where contractual terms that could influence scope or focus of the independent third party appraisers' engagement.
We have tested the controls established by the group to ensure that input data provided to the independent third party appraisers are accurate and complete.
We have, on a sample basis, tested individual valuations. When doing so, we made use of available current market data from external sources, especially for yields, discount rates, rents and vacancies used.
We have checked the accuracy of disclosures on Investment properties given by the group in notes 2, 13 and 23 in the annual accounts and consolidated accounts, especially concerning elements of judgement and applied key assumptions.
See Note 2 Significant accounting policies, Note 13 Investment property and Note 23 Important estimates and judgments on pages 98, 105–106 and 109 in the annual account and consolidated accounts for detailed information and description of the matter.
The group's total investment in properties in 2019 amounted to MSEK 4,741 of which MSEK 4,516 were acquisitions. Disposals amounted to MSEK 1,193.
The risks in relation to acquisitions and disposals primarily relates to the period in which a transaction is recognized, and if specific conditions in the specific transactions have not properly accounted for, which could have significant impact on the group's reported profit and financial position.
We have evaluated the processes for acquisitions and disposals of properties. For significant transactions, we have examined contracts, evaluating the period of recognition, agreed the purchase price and, where applicable, evaluated that any specific conditions have been accounted for properly.
We have evaluated the accuracy of the disclosures related to transactions given by the group in note 2, 13 and 23 in the annual accounts and consolidated accounts.
See Note 2 Significant accounting policies, Note 11 Income taxes, Note 18 Deferred tax liabilities/assets and Note 23 Important estimates and judgments on pages 97, 104, 107 and 109 in the annual account and consolidated accounts for detailed information and description of the matter.
The group reported deferred tax assets of MSEK 306 related to tax loss carried forwards, expected to offset future profits. The accounting of deferred tax assets is based on the
group's assumptions of the size and timing of future taxable profits as well as interpretation of tax regulations.
The value of the deferred tax assets may vary significantly if other assumptions than those used by the group is applied when forecasting future profits and evaluating the possibility to use the tax loss carry forward.
The risk is that the carrying value of the deferred tax assets are over- or understated and that every adjustment of the value will have a direct impact on the reported profit and effective tax rate.
This document also contains other information than the annual accounts and consolidated accounts and is found on pages 1–73, 82–83 and 121–130. The Board of Directors and the Managing Director are responsible for this other information.
Our opinion on the annual accounts and consolidated accounts does not cover this other information and we do not express any form of assurance conclusion regarding this other information.
In connection with our audit of the annual accounts and consolidated accounts, our responsibility is to read the information identified above and consider whether the information is materially inconsistent with the annual accounts and consolidated accounts. In this procedure we also take into account our knowledge otherwise obtained in the audit and assess whether the information otherwise appears to be materially misstated.
If we, based on the work performed concerning this information, conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Our audit procedures within in this area included evaluation of policies applied and the integrity of the group's model to forecast future taxable profits.We have compared key inputs (such as rental income, operating costs, property management costs and investments) in the calculation to earnings capacity and we have considered the group's ability to previously achieve these plans.
We have involved KPMGs tax specialists when evaluating the group's assessments and interpretations of tax regulations and the reasonableness in the group's assumptions of the ability to offset tax loss carry forwards against future profits.
We have also evaluted if the disclosures in note 18 and 23 fulfill the requisits in related accounting standards.
The Board of Directors and the Managing Director are responsible for the preparation of the annual accounts and consolidated accounts and that they give a fair presentation in accordance with the Annual Accounts Act and, concerning the consolidated accounts, in accordance with IFRS as adopted by the EU. The Board of Directors and the Managing Director are also responsible for such internal control as they determine is necessary to enable the preparation of annual accounts and consolidated accounts that are free from material misstatement, whether due to fraud or error.
In preparing the annual accounts and consolidated accounts The Board of Directors and the Managing Director are responsible for the assessment of the company's and the group's ability to continue as a going concern. They disclose, as applicable, matters related to going concern and using the going concern basis of accounting. The going concern basis of accounting is however not applied if the Board of Directors and the Managing Director intend to liquidate the company, to cease operations, or has no realistic alternative but to do so.
The Audit Committee shall, without prejudice to the Board of Director's responsibilities and tasks in general, among other things oversee the company's financial reporting process.
Our objectives are to obtain reasonable assurance about whether the annual accounts and consolidated accounts as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinions. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with ISAs and generally accepted auditing standards in Sweden will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these annual accounts and consolidated accounts.
As part of an audit in accordance with ISAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:
We must inform the Board of Directors of, among other matters, the planned scope and timing of the audit. We must also inform of significant audit findings during our audit, including any significant deficiencies in internal control that we identified.
We must also provide the Board of Directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.
From the matters communicated with the Board of Directors, we determine those matters that were of most significance in the audit of the annual accounts and consolidated accounts, including the most important assessed risks for material misstatement, and are therefore the key audit matters. We describe these matters in the auditor's report unless law or regulation precludes disclosure about the matter.
In addition to our audit of the annual accounts and consolidated accounts, we have also audited the administration of the Board of Directors and the Managing Director of Nyfosa AB for the year 2019 and the proposed appropriations of the company's profit or loss.
We recommend to the general meeting of shareholders that the profit be appropriated in accordance with the proposal in the statutory administration report and that the members of the Board of Directors and the Managing Director be discharged from liability for the financial year.
We conducted the audit in accordance with generally accepted auditing standards in Sweden. Our responsibilities under those standards are further described in the Auditor's Responsibilities section. We are independent of the parent company and the group in accordance with professional ethics for accountants in Sweden and have otherwise fulfilled our ethical responsibilities in accordance with these requirements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinions.
The Board of Directors is responsible for the proposal for appropriations of the company's profit or loss. At the proposal of a dividend, this includes an assessment of whether the dividend is justifiable considering the requirements which the company's and the group's type of operations, size and risks place on the size of the parent company's and the group's equity, consolidation requirements, liquidity and position in general.
The Board of Directors is responsible for the company's organization and the administration of the company's affairs. This includes among other things continuous assessment of the company's and the group's financial situation and ensuring that the company's organization is designed so that the accounting, management of assets and the company's financial affairs otherwise are controlled in a reassuring manner.
The Managing Director shall manage the ongoing administration according to the Board of Directors' guidelines and instructions and among other matters take measures that are necessary to fulfill the company's accounting in accordance with law and handle the management of assets in a reassuring manner.
Our objective concerning the audit of the administration, and thereby our opinion about discharge from liability, is to obtain audit evidence to assess with a reasonable degree of assurance whether any member of the Board of Directors or the Managing Director in any material respect:
Our objective concerning the audit of the proposed appropriations of the company's profit or loss, and thereby our opinion about this, is to assess with reasonable degree of assurance whether the proposal is in accordance with the Companies Act.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with generally accepted auditing standards in Sweden will always detect actions or omissions that can give rise to liability to the company, or that the proposed appropriations of the company's profit or loss are not in accordance with the Companies Act.
As part of an audit in accordance with generally accepted auditing standards in Sweden, we exercise professional judgment and maintain professional scepticism throughout the audit. The examination of the administration and the proposed appropriations of the company's profit or loss is based primarily on the audit of the accounts. Additional audit procedures performed are based on our professional judgment with starting point in risk and materiality. This means that we focus the examination on such actions, areas and relationships that are material for the operations and where deviations and violations would have particular importance for the company's situation. We examine and test decisions undertaken, support for decisions, actions taken and other circumstances that are relevant to our opinion concerning discharge from liability. As a basis for our opinion on the Board of Directors' proposed appropriations of the company's profit or loss we examined the Board of Directors' reasoned statement and a selection of supporting evidence in order to be able to assess whether the proposal is in accordance with the Companies Act.
The Board of Directors is responsible for that the corporate governance statement on pages 74–81 has been prepared in accordance with the Annual Accounts Act.
Our examination of the corporate governance statement is conducted in accordance with FAR´s auditing standard RevU 16 The auditor´s examination of the corporate governance statement. This means that our examination of the corporate governance statement is different and substantially less in scope than an audit conducted in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. We believe that the examination has provided us with sufficient basis for our opinions.
A corporate governance statement has been prepared. Disclosures in accordance with chapter 6 section 6 the second paragraph points 2-6 of the Annual Accounts Act and chapter 7 section 31 the second paragraph the same law are consistent with the other parts of the annual accounts and consolidated accounts and are in accordance with the Annual Accounts Act.
KPMG AB, Box 382, 101 27, Stockholm, was appointed auditor of Nyfosa AB by the general meeting of the shareholders on the 9 May 2019. KPMG AB or auditors operating at KPMG AB have been the company's auditor since 2017.
Stockholm 26 March 2020
KPMG AB
Mattias Johansson Authorized Public Accountant
| Sub | Conversion | Leasable | Lease | ||||
|---|---|---|---|---|---|---|---|
| Property | category | Address | Municipality | Year built | year | area, sqm | hold |
| Boktryckaren 17 | Office | Bygatan 35 | Borlänge | 1990 | 1,829 | ||
| Torkel 3 | Office | Borganäsvägen 12 | Borlänge | 1986 | 2,883 | ||
| Centrum 20:1 | Office | Källgatan 6, Eriksgatan 23, Kryddgårdsgatan 22-24 |
Enköping | 1981 | 2008 | 3,947 | |
| Marås 1:12 | Office | Maråsliden 7 | Gnosjö | 1960 | 1,140 | ||
| Norr 12:5 | Office | Nygatan 13 | Gävle | 1978 | 15,848 | ||
| Norr 25:5 | Office | Hattmakargatan. 7-9, Drottninggatan 29-31, Norra Kopparslagargatan. 8-10, Nygatan 30-32 |
Gävle | 1929 | 1950, 2003 | 8,910 | |
| Söder 18:19 | Office | Slottstorget 3, Västra Islandsgatan 2, Källgränd 2 |
Gävle | 1964 | 2001 | 4,869 | |
| Gamlestaden 2:8 | Office | Hornsgatan 1 | Gothenburg | 1963 | 1966 | 20,882 | |
| Klingberget 6 | Office | Brogatan 1 | Halmstad | 1929 | 1960, 2003, 2011 |
10,996 | |
| Rudan 6 | Office | Bredgatan 1 | Halmstad | 1906 | 2014, 2016 | 838 | |
| Svartmunken 2 | Office | Karl XI:s väg 61 | Halmstad | 1986 | 2012, 2015 | 5,147 | |
| Asien 20 | Office | Kvarnstensgatan 11, Verkstadsgatan 2 |
Helsingborg | 1972 | 1989 | 2,548 | |
| Köpingetrakten 1 | Office | Trintegatan 9 | Helsingborg | 1990 | 2005 | 905 | |
| Lärkan 21 | Office | Artiellerigatan 2, Tullports gatan 2 |
Härnösand | 1969 | 1978 | 7,062 | |
| Rådmannen 6 | Office | Backgränd 9 | Härnösand | 1981 | 4,546 | ||
| Torsvik 5 | Office | Järnvägsgatan 2, Nattviks gatan 6-8 |
Härnösand | 1993 | 8,586 | ||
| Jakobsberg 2:2583 | Office | Järfällavägen 100-106 | Järfälla | 1982 | 22,168 | ||
| Stensholm 1:754 | Office | Stensholmsvägen 20 | Jönköping | 2017 | 8,500 | ||
| Möllebacken 15 | Office | Högabergsgatan 3-5 etc. | Karlskrona | 1929 | 1969 | 7,201 | |
| Tyska Bryggaregården 6 | Office | Saltsjöbadsvägen 1A etc. | Karlskrona | 1929 | 1993, 2001 | 6,847 | |
| Grävmaskinen 1 | Office | Lastvägen 18 | Kiruna | 1991 | 3,419 | ||
| Skruven 3 | Office | Bultgatan 40 | Kungälv | 1990 | 8,041 | ||
| Mården 11 | Office | Skeppsbrogatan 21, Magasinsgatan 6 |
Luleå | 1950 | 1985, 1995 | 9,735 | |
| Plogen 4 | Office | Depåvägen 6 | Luleå | 1966 | 2008 | 5,295 | |
| Hunnerup 1 | Office | Sankt Lars Väg 41-55 | Lund | 1920 | 19,003 | ||
| Brudbuketten 10 | Office | Russgatan 6 | Malmö | 1988 | 750 | ||
| Brudbuketten 11 | Office | Derbyvägen 24 | Malmö | 1988 | 1,346 | ||
| Brudbuketten 13 | Office | Derbyvägen 20 | Malmö | 1988 | 1,063 | ||
| Bryggeriet 2 | Office | Jespersgatan 23 | Malmö | 1950 | 1978 | 25,750 | |
| Böttö 5 | Office | Kosterögatan 5, Öckerögatan 2 |
Malmö | 1964 | 1980 | 11,666 | |
| Domkraften 5 | Office | Lockarpsvägen 6A, 6B | Malmö | 2019 | 4,751 | ||
| Rosenbuketten 4 | Office | Höjagatan 1 | Malmö | 1987 | 1990 | 4,322 | |
| Spindeln 2 | Office | Singelgatan 2D | Malmö | 1961 | 2001 | 7,232 | |
| Sämjan 2 | Office | Sofielundsvägen 55, Rolfsgatan 5 |
Malmö | 1850-1950 | 9,437 | ||
| Vårsången 7 | Office | Gånglåtsvägen 87-89 | Malmö | 1963 | 1,544 | L | |
| Snödroppen 2 | Office | Flöjelbergsgatan 1 | Mölndal | 1961 | 1993 | 25,035 | |
| Tulpanen 3 | Office | Bergfotsgatan 2-7 | Mölndal | 1960 | 1998 | 51,608 | |
| Sicklaön 358:1 | Office | Hästholmsvägen 26-32 | Nacka | 1987 | 16,681 | ||
| Snickeriet 14 | Office | Förrådsgatan 6 | Oskarshamn | 1977 | 2002 | 2,198 |
| Property | Sub category |
Address | Municipality | Year built | Conversion year |
Leasable area, sqm |
Lease hold |
|---|---|---|---|---|---|---|---|
| Knarrarnäs 8 | Office | Knarrarnäsgatan 13 | Stockholm | 1984 | 3,087 | L | |
| Malax 3 | Office | Raseborgsgatan 9 | Stockholm | 1988 | 6,658 | L | |
| Prästgårdsängen 2 | Office | Solberga Ängsväg 1-3, | Stockholm | 1986 | 6,595 | L | |
| Götalandsvägen 216-218 | |||||||
| Granlo 3:220 | Office | Kalmarvägen 48 | Sundsvall | 1960 | 1995 | 539 | |
| Högom 3:178 | Office | Mejselvägen 9-14 | Sundsvall | 1970 | 2002 | 5,264 | |
| Köpstaden 24 | Office | Bultgatan 14 | Sundsvall | 1986 | 2011 | 1,420 | |
| Köpstaden 25 | Office | Bultgatan 10 | Sundsvall | 1975 | 2002 | 9,713 | |
| Köpstaden 26 | Office | Bultgatan 8 | Sundsvall | 1965 | 1998 | 1,855 | |
| Ljusta 7:2 | Office | Antennvägen 2 | Sundsvall | 1980 | 2013 | 9,035 | |
| Norrmalm 4:6 | Office | Heffnersvägen 22 | Sundsvall | 1970 | 1989 | 1,974 | L |
| Saturnus 7 | Office | Bankgatan 13 | Sundsvall | 1912 | 2014 | 9,202 | |
| Öskaret 10 | Office | Skepparegatan 3 | Sundsvall | 1989 | 2004 | 11,915 | |
| Halvmånen 3 | Office | Morabergsvägen 33 A | Södertälje | 2018 | 10,095 | ||
| Formen 1 | Office | Formvägen 5 | Umeå | 1986 | 2004 | 7,513 | |
| Tyr 8 | Office | Östra Esplanaden 3, Storgatan 69 |
Umeå | 1997 | 2014, 2019 | 8,627 | |
| Bodarna 2 | Office | Myntgatan 8-10 | Värnamo | 1934 | 1991 | 1,773 | |
| Bokbindaren 20 | Office | Västbovägen 56 | Värnamo | 1975 | 1991 | 2,561 | |
| Gamla Gåsen 4 | Office | Boagatan 1, Myntgatan | Värnamo | 1907 | 200 | ||
| Gillet 1 | Office | Flanaden 3-5 | Värnamo | 1974 | 2003 | 5,228 | |
| Lejonet 11 | Office | Lasarettsgatan 1-5, Storgatsbacken 23 |
Värnamo | 1961 | 1987, 2005 | 5,014 | |
| Plattläggaren 1 | Office | Silkesvägen 18 | Värnamo | 1989 | 2014 | 1,798 | |
| Rågen 1 | Office | Expovägen 6 | Värnamo | 1965 | 1990, 2011 | 4,828 | |
| Vindruvan 15 | Office | Storgatsbacken 12 | Värnamo | 1989 | 1,990 | ||
| Värnamo 14:11 | Office | Jönköpingsvägen 41-43 | Värnamo | 1917 | 1940, 1966, 1982, 2012 |
4,030 | |
| Sågen 2 | Office | Ängsgärdsgatan 4 | Västerås | 1992 | 3,458 | ||
| Sågen 6 | Office | Ängsgärdsgatan 12a | Västerås | 1987 | 6,046 | ||
| Sågklingan 10 | Office | Ängsgärdsgatan 13 | Västerås | 1990 | 1,709 | ||
| Verkstaden 6 | Office | Glödargränd 1-3, Metallverksgatan 2-10, Varmvalsvägen 1-3 |
Västerås | 1866 | 2006 | 16,492 | |
| Verkstaden 8 | Office | Östra Ringvägen 2 | Västerås | 1936 | 1951, 1977 | 20,008 | |
| Bagaren 10 | Office | Ljungadalsgatan 2, Hejaregatan 10 |
Växjö | 1987 | 2015 | 29,928 | |
| Båken 1 | Office | Systratorpsvägen 16 | Växjö | 1983 | 1,496 | ||
| Garvaren 4 | Office | Hjalmar Petris väg 32 | Växjö | 1981 | 2010 | 2,570 | |
| Glasmästaren 1 | Office | Arabygatan 80 | Växjö | 1966, 1988 | 2005 | 6,199 | |
| Illern 5 | Office | Isbjörnsvägen 11-13 | Växjö | 1987 | 2014 | 2,146 | |
| Plåtslagaren 4 | Office | Verkstadsgatan 5 | Växjö | 1967, 1988 | 2013 | 5,602 | |
| Sotaren 4 | Office | Arabygatan 82 | Växjö | 1992 | 2,979 | ||
| Svea 8 | Office | Lineborgsplan 3 | Växjö | 1982 | 2014 | 2,160 | |
| Unaman 8 | Office | Klostergatan 6, Kungsgatan 3, Sandgärdsgatan 6-8 |
Växjö | 1969 | 2009 | 5,609 | |
| Ödman 15 | Office | Storgatan 29 | Växjö | 1972 | 2015 | 4,321 | |
| Barkenlund 11 | Office | Vasastrand 11 | Örebro | 1934 | 1989 | 2,819 | |
| Forskarbyn 2 | Office | Forskarvägen 1-3 | Örebro | 1998 | 5,535 | ||
| Fåraherden 1 | Office | Riagatan 1-3 | Örebro | 1992 | 2,948 | ||
| Karossen 5 | Office | Bettorpsgatan 12 B-C | Örebro | 2004 | 2009 | 5,127 | |
| Oxbacken 7 | Office | Krontorpsgatan 1 | Örebro | 1981 | 1988 | 2,942 | |
| Pigan 1 | Office | Riagatan 53 | Örebro | 1992 | 931 | ||
| Vindtunneln 1 | Office | Skäpplandsgatan 1A-C | Örebro | 1989 | 3,369 | ||
| Handformaren 2 | Office | Sjögatan 4 | Örnsköldsvik | 1969 | 1998 | 16,596 | |
| Kraften 4 | Office | Sjögatan 1 | Örnsköldsvik | 1958, 1969 | 2009, 2016 | 11,830 | |
| Strandkajen 7 | Office | Järnvägsgatan 3 | Örnsköldsvik | 1991 | 1993, 2003 | 28,684 |
| Sub | Leasable | Lease | |||||
|---|---|---|---|---|---|---|---|
| Property | category | Address | Municipality | Year built | Conversion year | area, sqm | hold |
| Bockasjö 1 | Logistics/Warehouse | Bockasjögatan 12 | Borås | 1987 | 23,841 | ||
| Rydahög 1 | Logistics/Warehouse | Almenäsvägen 7, 10 | Borås | 1962 | 2006 | 39,652 | |
| Rydaslätt 1 | Logistics/Warehouse | Almenäsvägen 16 | Borås | 1986 | 13,767 | ||
| Träskruven 1 | Logistics/Warehouse | Sandlidsgatan 6 | Borås | 1973 | 15,539 | ||
| Hantverkaren 1 | Logistics/Warehouse | Segersbyvägen 2-4 | Botkyrka | 1974 | 9,120 | L | |
| Sunnanå 6:40 | Logistics/Warehouse | Terminalgatan 5-7 | Burlöv | 2015 | 1,401 | L | |
| Grönsta 2:52 | Logistics/Warehouse | Svista Lagerväg 8 | Eskilstuna | 2006 | 13,780 | ||
| Torlunda 1:278 | Logistics/Warehouse | Abrahamsons Väg 2 | Eskilstuna | 1990 | 2007 | 15,814 | L |
| Valhalla 1:6 | Logistics/Warehouse | Bredängsgatan 55-57 | Eskilstuna | 1976, 1984, 1991, 2009 |
9,016 | ||
| Alunskiffern 1 | Logistics/Warehouse | Agnestadsgatan 2 | Falköping | 2012 | 12,015 | ||
| Eldaren 1 | Logistics/Warehouse | Energigatan 6 | Falköping | 2018 | 5,148 | ||
| Nedre Gruvriset 33:278 | Logistics/Warehouse | Tunavägen 90 | Falun | 2010 | 2012 | 44,312 | |
| Arendal 1:17 | Logistics/Warehouse | Synnerödsvägen 2 | Gothenburg | 2011 | 20,548 | ||
| Jordbromalm 6:16 | Logistics/Warehouse | Lagervägen 28 | Haninge | 1977 | 2003 | 7,121 | |
| Jordbromalm 6:3, 6:20, 6:76 |
Logistics/Warehouse | Armaturvägen 4 | Haninge | 1979 | 1998, 2000 | 27,620 | |
| Jordbromalm 6:60 | Logistics/Warehouse | Rörvägen 4-8 | Haninge | 1983 | 6,605 | ||
| Åby 1:152 | Logistics/Warehouse | Rörvägen 62 | Haninge | 1989 | 1991, 2003 | 4,255 | |
| Dolken 3 | Logistics/Warehouse | Mörsaregatan 12 | Helsingborg | 1995 | 3,845 | ||
| Kniven 9 | Logistics/Warehouse | Mörsaregatan 21 | Helsingborg | 1988 | 2004, 2015, 2016 | 7,583 | |
| Revolvern 1 | Logistics/Warehouse | Mörsaregatan 25 | Helsingborg | 1988 | 2008 | 3,360 | |
| Torbornahögen 3 | Logistics/Warehouse | Stenbrovägen 15 | Helsingborg | 1981 | 1987, 2000 | 12,839 | |
| Håltsås 1:18 | Logistics/Warehouse | Kurirvägen 1 | Härryda | 2010 | 13,316 | ||
| Hedenstorp 2:1 | Logistics/Warehouse | Mogölsvägen 14 | Jönköping | 2011 | 9,000 | ||
| Stensholm 1:755 | Logistics/Warehouse | Stensholmsvägen 24 | Jönköping | 2015 | 3,100 | ||
| Regnvinden 14 | Logistics/Warehouse | Regnvindsgatan 8 | Karlstad | 1991 | 9,129 | ||
| Oxen 11 | Logistics/Warehouse | Västra Drottninggatan 40 | Kumla | 1972 | 2,451 | ||
| Försäljaren 9 Bromsregulatorn 1 |
Logistics/Warehouse Logistics/Warehouse |
Filaregatan 17-19 Instrumentgatan 15, |
Kungälv Landskrona |
1974 1968 |
8,525 33,524 |
||
| Malmövägen 65 | |||||||
| Örja 1:21 | Logistics/Warehouse | Österleden/Söderleden | Landskrona | 2012 | 53,663 | ||
| Axet 1 | Logistics/Warehouse | Skogsvaktarevägen 2 | Lidköping | 1962 | 2000 | 22,655 | |
| Antennen 10 | Logistics/Warehouse | Alkagatan 2 | Linköping | 1948 | 7,375 | ||
| Glasberget 5 | Logistics/Warehouse | Roxtorpsgatan 13 | Linköping | 1974 | 1985 | 8,400 | |
| Gumsen 45 | Logistics/Warehouse | Floragatan 13 | Linköping | 1946 | 2005 | 3,410 | |
| Navhålet 2 | Logistics/Warehouse | Låsblecksgatan 3 | Linköping | 1992 | 7,513 | ||
| Vagnen 6 | Logistics/Warehouse | Långgatan 20 | Ljungby | 1972 | 2,340 | ||
| Eggegrund 6 | Logistics/Warehouse | Hemsögatan 10 | Malmö | 1983 | 7,586 | ||
| Firman 2 | Logistics/Warehouse | Firmagatan 2, 4, 6 | Malmö | 2016 | 2,263 | ||
| Firman 4 | Logistics/Warehouse | Firmagatan 8 | Malmö | 2019 | 1,090 | ||
| Getingen 5 | Logistics/Warehouse | Sallerupsvägen 90 | Malmö | 1962 | 8,335 | ||
| Grophuset 3 | Logistics/Warehouse | Långhusgatan 5B | Malmö | 2019 | 3,610 | ||
| Holmögadd 3 | Logistics/Warehouse | Bjurögatan 26 | Malmö | 1970 | 2000, 2009 | 11,360 | |
| Holmögadd 4 | Logistics/Warehouse | Bjurögatan 28, Flintrännegatan 24 |
Malmö | 1970 | 1999 | 14,165 | |
| Kamaxeln 7 | Logistics/Warehouse | Vevaxelgatan 17 | Malmö | 2006 | 1,920 | ||
| Lillgrund 5 | Logistics/Warehouse | Borrgatan 31 | Malmö | 1952 | 2005 | 4,430 | |
| Måseskär 6 | Logistics/Warehouse | Kosterögatan 6A-C, Väderögatan 5A-C |
Malmö | 1964 | 13,333 | ||
| Speditionen 1 | Logistics/Warehouse | Lodgatan 19-23 | Malmö | 1993 | 5,189 | L | |
| Storbådan 2 | Logistics/Warehouse | Hemsögatan 22, Ulvögatan 10 |
Malmö | 1972 | 1992 | 3,248 | |
| Storbådan 4 | Logistics/Warehouse | Hemsögatan 18 | Malmö | 1974 | 1990, 2011 | 2,590 | |
| Storbådan 5 | Logistics/Warehouse | Hemsögatan 14-16 | Malmö | 1978 | 1992 | 12,606 | |
| Svinbådan 4 | Logistics/Warehouse | Brännögatan 9A-9B, Tärnögatan 1 |
Malmö | 1961 | 1992, 2012 | 1,597 | |
| Svinbådan 5 | Logistics/Warehouse | Tärnögatan 3, Flintrännegatan 10 |
Malmö | 1963 | 2010 | 2,656 |
| Sub | Leasable | Lease | |||||
|---|---|---|---|---|---|---|---|
| Property | category | Address | Municipality | Year built | Conversion year | area, sqm | hold |
| Söderarm 11 | Logistics/Warehouse | Blidögatan 21-27, Nordkajen 12 |
Malmö | 2016 | 12,419 | ||
| Vågen 8 | Logistics/Warehouse | Vintergatan 1, 7 | Motala | 1960 | 12,195 | ||
| Industrien 17 | Logistics/Warehouse | Exportgatan 28-30 | Norrköping | 1965 | 5,863 | ||
| Tråden 11 | Logistics/Warehouse | Malmgatan 5 | Norrköping | 1967 | 19,772 | ||
| Svedjan 2 | Logistics/Warehouse | Svedjegatan 2, Vallgatan 2 | Nässjö | 1975 | 1987 | 6,878 | |
| Blåbäret 4 | Logistics/Warehouse | Sörviksvägen 11 | Oskarshamn | 1964 | 15,234 | ||
| Hantverkaren 1, Södertälje |
Logistics/Warehouse | Hantverksvägen 1 | Södertälje | 1977 | 10,630 | L | |
| Tunnan 1 | Logistics/Warehouse | Turbovägen 5-11 | Trollhättan | 2002 | 17,533 | ||
| Danmarks-Säby 10:2 | Logistics/Warehouse | Åkaregatan 8-10 | Uppsala | 2010 | 2012 | 10,355 | |
| Plåtslagaren 1 | Logistics/Warehouse | Älåkragatan 4-6 | Vimmerby | 2008 | 10,259 | ||
| Armaturen 1 | Logistics/Warehouse | Armaturgatan 2 | Värnamo | 1987 | 18,370 | ||
| Rödspättan 1 | Logistics/Warehouse | Runemovägen 10 | Värnamo | 1973 | 4,705 | ||
| Rödspättan 4 | Logistics/Warehouse | Runemovägen 4 | Värnamo | 1980 | 2000 | 2,960 | |
| Sandskäddan 4 | Logistics/Warehouse | Margretelundsvägen 7-9 | Värnamo | 1982 | 2,780 | ||
| Sjötungan 3 | Logistics/Warehouse | Margretelundsvägen 6 | Värnamo | 1989 | 2,570 | ||
| Takläggaren 4 | Logistics/Warehouse | Rörläggarevägen 8, Silkesvägen 39 |
Värnamo | 1991 | 2000 | 9,067 | |
| Yxan 4 | Logistics/Warehouse | Fabriksgatan 10-12 | Värnamo | 1975 | 2006, 2008 | 5,595 | |
| Yxan 6 | Logistics/Warehouse | Fabriksgatan 4 | Värnamo | 1978 | 1990, 2009 | 1,477 | |
| Energin 7 | Logistics/Warehouse | Omformargatan 18A | Västerås | 1990 | 2013 | 3,444 | |
| Plåtslagaren 6 | Logistics/Warehouse | Mörners väg 116 | Växjö | 2004 | 5,592 | ||
| Snickaren 12 | Logistics/Warehouse | Smedjegatan 10-20 | Växjö | 1976, 1989 | 2001 | 24,010 | |
| Terminalen 1 | Logistics/Warehouse | Öjaby Nylanda 1 | Växjö | 2010 | 21,662 | ||
| Importören 2 | Logistics/Warehouse | Skvadronvägen 5 | Örebro | 1970 | 2,565 | ||
| Karossen 32 | Logistics/Warehouse | Bettorpsgatan 10 | Örebro | 2018 | 2,530 | ||
| Ånsta 20:262 | Logistics/Warehouse | Lastgatan 2 | Örebro | 2006 | 15,976 | ||
| Bromsen 7 | Logistics/Warehouse | Bromsvägen 1 | Örnsköldsvik | 1971 | 4,160 | ||
| Gjutaren 3 | Logistics/Warehouse | Sjögatan 5 | Örnsköldsvik | 1962 | 5,308 | ||
| Sprinten 1 | Logistics/Warehouse | Trådvägen 6 | Östersund | 1974 | 2,928 |
| Sub | Conversion | Leasable | Lease | ||||
|---|---|---|---|---|---|---|---|
| Property | category | Address | Municipality | Year built | year | area, sqm | hold |
| Filtret 6 | Retail | Göteborgsvägen 181-187, 181A, 183A | Borås | 2011 | 2013 | 16,605 | |
| Trasten 12 | Retail | Stora Torget 4 B | Filipstad | 1980 | 1,891 | ||
| Filen 5 | Retail | Mårtensgatan 23a | Gislaved | 1973 | 1,643 | ||
| Pentagonen 1 | Retail | Gamla Södertäljevägen 216, Smista Allé 3 Huddinge | 2008 | 11,945 | |||
| Riksdalern 3 | Retail | Ullebergsleden 8-10 | Karlstad | 2001 | 6,723 | ||
| Dynamon 5 | Retail | Nygatan 19 | Linköping | 1969 | 2001 | 4,146 | |
| Valbrevet 1 | Retail | Norrmalmsvägen 11 | Linköping | 1983 | 1997 | 1,650 | |
| Gänget 14 | Retail | Fabriksgatan 7 | Ljungby | 1974 | 2,639 | ||
| Storheden 1:102, 1:37 | Retail | Storhedsvägen 1-3, Besiktningsvägen 14 | Luleå | 1975, 1993, 2000, 2017 |
26,451 | ||
| Tellus 4 | Retail | Köpmangatan 5, Gästgivaregatan 14, etc. | Södertälje | 1968 | 1999 | 12,616 | |
| Koch 7 | Retail | Kochska Gränden 1-7, Kungsgatan 2-8 | Uddevalla | 1977 | 1984, 2008 | 8,980 | |
| Almen 9 | Retail | Malmövägen 12-14 | Värnamo | 1957 | 1989, 2009 | 12,058 | |
| Filen 2 | Retail | Fabriksgatan 3 | Värnamo | 1966 | 1997, 2003 | 4,915 | |
| Golvläggaren 2 | Retail | Silkesvägen 30 | Värnamo | 1991 | 2008, 2010 | 11,164 | |
| Jungfrun 11 | Retail | Köpmansgatan 3-7, Luddögatan 1 | Värnamo | 1982 | 2001 | 4,970 | |
| Karpen 3 | Retail | Jönköpingsvägen 105-107 | Värnamo | 1956 | 1990 | 2,670 | |
| Linden 1 | Retail | Malmövägen 3, Växjövägen 24-26 | Värnamo | 1961 | 1975, 1979, 1990, 2012 |
6,289 | |
| Ljuset 8 | Retail | Nydalavägen 1-9 | Värnamo | 2003 | 2,600 | ||
| Mattläggaren 2 | Retail | Silkesvägen 24 | Värnamo | 1991 | 2008, 2012 | 3,133 | |
| Vindruvan 4 | Retail | Storgatsbacken 14-16 | Värnamo | 1982 | 2001 | 4,001 | |
| Bladbaggen 1 | Retail | Glasvingegatan 3-7, Kranbyggargatan 8-12, Ringborregatan 11 |
Västerås | 2004 | 23,774 |
| Sub | Conversion | Leasable | Lease | ||||
|---|---|---|---|---|---|---|---|
| Property | category | Address | Municipality | Year built | year | area, sqm | hold |
| Gyllehemmet 1 | Other | Gyllehemsvägen 10 | Borlänge | 1930 | 5,232 | ||
| Mekanikern 2 | Other | Åkarevägen 12 | Falkenberg | 1984 | 2003 | 764 | |
| Mejeriet 17 | Other | Tinghusgatan 10B | Filipstad | 0 | |||
| Mejeriet 18 | Other | Tinghusgatan 10A | Filipstad | 0 | |||
| Tuve 85:9 | Other | Hildedalsgatan 28C | Gothenburg | 1976 | 2017 | 1,276 | |
| Kuggen 2 | Other | Kristinehedsvägen 22-24 | Halmstad | 1975 | 2002 | 1,675 | |
| Bandsågen 1 | Other | Depågatan 85 | Helsingborg | 1986 | 2012, 2015 | 883 | |
| Hultåsa 1:18 | Other | Lindenvägen 1 | Hultsfred | 0 | |||
| Armaturen 10 | Other | Granlidsvägen 3, Kungsgatan 6 |
Kungsör | 1967 | 2000 | 11,288 | |
| Aspen 10 | Other | Gonäsvägen 8 | Ludvika | 1987 | 142 | ||
| Bronskragen 3 | Other | Bronsåldersgatan 18 | Malmö | 2014 | 372 | ||
| Bronskragen 4 | Other | Bronsåldersgatan 10-16 | Malmö | 2015, 2017, 2019 | 3,628 | ||
| Tankstället 4 | Other | Ollebovägen 2 | Malmö | 2016 | 410 | ||
| Vinga 5 | Other | Brännögatan 2-6, Hanö gatan 14, Ockerögatan 1-7 |
Malmö | 1950, 2017 | 1991 | 7,486 | |
| Nyckelharpan 6 | Other | Moa Martinsson gata 34 | Norrköping | 1995 | 2000, 2005 | 3,544 | |
| Ratten 18 | Other | Primovägen 1, Väderumsvägen 12 |
Oskarshamn | 1988 | 1,615 | ||
| Snickeriet 4 | Other | Be-Ge:s Väg 20, Förrådsgatan 8 |
Oskarshamn | 1976 | 1982, 2013 | 5,939 | |
| Öjebyn 119:1 | Other | Skylvägen 1 | Piteå | 1956 | 19,816 | ||
| Murängen 2 | Other | Hammarbyvägen 4 | Sandviken | 1971 | 9,553 | ||
| Åttersta 6:28 | Other | Bultvägen 1, Persbackavägen 29, Persbackavägen 33 |
Sandviken | 1953 | 1970 | 11,695 | |
| Transistorn 1 | Other | Svedjevägen 12 | Skellefteå | 1968 | 1985 | 9,320 | |
| Nolby 3:40 | Other | Rönnvägen 10-12 | Sundsvall | 1950 | 1,449 | ||
| Drivhjulet 3 | Other | Kardanvägen 65 | Trollhättan | 1989 | 1999 | 1,680 | |
| Årsta 68:4 | Other | Fyrislundsgatan 81 | Uppsala | 1985 | 3,014 | ||
| Pedalen 2 | Other | Motorstigen 3 | Varberg | 1976 | 2003 | 1,018 | |
| Bleckslagaren 1 | Other | Repslagarevägen 5 | Värnamo | Land | 0 | ||
| Flundran 4 | Other | Runemovägen 1 | Värnamo | 1963 | 1992, 2008 | 11,416 | |
| Mattläggaren 1 | Other | Silkesvägen 24 | Värnamo | 1997 | 2000 | 2,700 | |
| Posten 4 | Other | Postgatan 3-5 | Värnamo | 1929 | 1940, 1968, 1989, 2015 |
4,174 | |
| Takläggaren 8 | Other | Silkesvägen 43 | Värnamo | 1999 | 2008 | 6,995 | |
| Värnamo 14:86 | Other | Myntgatan 6 | Värnamo | Land | 0 | ||
| Fläkten 7 | Other | Lantmannavägen 3 | Växjö | 1957, 1959 | 1963, 1993 | 7,773 | |
| Isbjörnen 4 | Other | Isbjörnsvägen 6 | Växjö | 1993 | 2014 | 10,933 | |
| Sjömärket 3 | Other | Annavägen 3 | Växjö | 1989 | 2000 | 9,495 | |
| Sunaman 5 | Other | Storgatan 10 | Växjö | 1965 | 7,826 | ||
| Karossen 15 | Other | Bettorpsgatan 16 | Örebro | 1973 | 1999, 2005, 2012 |
1,672 | |
| Karossen 16 | Other | Bettorpsgatan 24A | Örebro | 1987 | 1998, 2011, 2014 |
1,160 | |
| Karossen 19 | Other | Bettorpsgatan 10 | Örebro | 1975 | 2006 | 12,760 | |
| Karossen 22 | Other | Bettorpsgatan 14B | Örebro | 1950 | 1965, 1977 | 894 | |
| Kitteln 11 | Other | Stortorget 7 | Örebro | 1965 | 13,620 | ||
| Lantmannen 2 | Other | Radiatorvägen 7, Skvadronvägen 2 |
Örebro | 1972 | 1974 | 10,480 | |
| Vindrutan 1 | Other | Västhagagatan 3 | Örebro | 1975 | 1992 | 1,315 |
| Property | Subcategory | Address | Municipality | Year built | Conver sion year |
Leasable area, sqm |
Lease hold |
|---|---|---|---|---|---|---|---|
| Vindbryggan 3 | Industry | Borgens gata 20 | Alingsås | 1990 | 1,439 | ||
| Botvidsgymnasiet 3 | Warehouse | Fågelviksvägen 9 | Botkyrka | 1991 | 56,487 | ||
| Bulten 1 | Warehouse | Danderydsvägen 142 | Danderyd | 2015 | 7,200 | ||
| Bulten 10 | Warehouse | Ryttarvägen 2 | Danderyd | 2004 | 2019 | 2,800 | |
| Bulten 2 | Other | Danderydsvägen 144 | Danderyd | 1750 | 2006 | 850 | |
| Bulten 4 | Warehouse | Ryttarvägen 5 | Danderyd | 1996 | 2018 | 1,237 | |
| Bulten 5 | Warehouse | Ryttarvägen 4 | Danderyd | 1973, 2015, 2020 |
2000 | 7,910 | |
| Bulten 6 | Warehouse | Rinkebyvägen 9 | Danderyd | 2000 | 2010 | 1,700 | |
| Kobbegården 6:249 | Industry | Datavägen 27 | Gothenburg | 1976, 1977, 1985, 2000, 2003 |
8,283 | ||
| Sörred 7:31 | Office | Volvo Jakobs väg 17 | Gothenburg | 2017 | 41,081 | ||
| Sörred 7:32 | Industry | Gustaf Larsons väg 12-26 | Gothenburg | 1966 | 12,934 | ||
| Sörred 7:33 | Industry | Assar Gabrielssons väg 6 | Gothenburg | 1971 | 2,706 | ||
| Sörred 8:10 | Industry | Pressvägen | Gothenburg | 1964 | 23,243 | ||
| Sörred 8:4 | Office | Gustaf Larsons väg 15 | Gothenburg | 1967-2017 | 48,908 | ||
| Sörred 8:6 | Office | Assar Gabrielssons väg, etc. | Gothenburg | 1967-2017 | 87,651 | ||
| Östergärde 31:1 | Industry | Örnekulans väg 2 | Gothenburg | 1986 | 7,175 | ||
| Jordbromalm 1:11 | Industry | Jordbrotorpsvägen 2 | Haninge | 1964 | 1975 | 900 | |
| Jordbromalm 6:23 | Industry | Dåntorpsvägen 11 | Haninge | 1980 | 2008 | 1,776 | |
| Köpingehill 1 | Industry | Trintegatan 2 | Helsingborg | 1991 | 7,125 | ||
| Linjen 1 | Office | Pyramidbacken 3 | Huddinge | 1989 | 2,150 | ||
| Kamaxeln 6 | Industry | Truckgatan 20 | Kungälv | 1976 | 1,942 | ||
| Haken 15 | Industry | Vinkelgatan 1 | Malmö | 1968 | 7,187 | ||
| Görla 8:60 | Industry | Görlavägen 1 | Norrtälje | 2012 | 2,900 | ||
| Görla 9:40 | Industry | Abborrvägen 4 | Norrtälje | 2009 | 2014 | 870 | |
| Holje 116:116 | Industry | Västra Storgatan 2B | Olofström | 1949 | 1970 | 51,631 | |
| Lexby 2:25 | Warehouse | Brodalsvägen 13 A | Partille | 2005 | 6,646 | ||
| Märsta 14:1 | Warehouse | Industrigatan 2 | Sigtuna | 1967 | 1980 | 3,261 | |
| Märsta 15:6 | Industry | Industrigatan 10 | Sigtuna | 1972 | 1,056 | ||
| Administratören 1 | Warehouse | Partihandlarvägen 2 | Stockholm | 1993 | 2,961 | ||
| Elementet 8 | Warehouse | Ulvsundavägen 108 | Stockholm | 1938 | 2002 | 6,714 | |
| Filmkameran 3 | Industry | Selaövägen 13 | Stockholm | 1970 | 3,261 | ||
| Frukthallen 1 | Warehouse | Brunnbyvägen 10 | Stockholm | 1967 | 7,075 | ||
| Förrådet 5 | Industry | Skattegårdsvägen 122 | Stockholm | 1970 | 2,175 | ||
| Glödlampan 3 | Warehouse | Ranhammarsvägen 3 | Stockholm | 2002 | 2,259 | ||
| Görväln 2 | Warehouse | Bränningevägen 10 | Stockholm | 1963 | 7,279 | ||
| Hällsätra 4 | Warehouse | Stensätravägen 9 | Stockholm | 1975 | 1985 | 13,895 | |
| Lagerhuset 3 | Warehouse | Upplagsvägen 21 | Stockholm | 1929 | 1954, 1985 | 10,662 | |
| Lagret 1 | Warehouse | Upplagsvägen 13 | Stockholm | 1969 | 8,860 | ||
| Mörtö 9 | Warehouse | Frykdalsbacken 38 | Stockholm | 1978 | 1983 | 3,688 | |
| Nattskiftet 6 | Warehouse | Elektravägen 5 | Stockholm | 1951 | 5,714 | ||
| Ostmästaren 1 | Warehouse | Ostmästargränd 2 | Stockholm | 1980 | 15,287 | ||
| Ostmästaren 3 | Warehouse | Ostmästargränd 6 | Stockholm | 1983 | 19,676 | ||
| Ostmästaren 4 | Warehouse | Byängsgränd 4 | Stockholm | 1983 | 1985 | 37,954 | |
| Ostmästaren 5 | Office | Ostmästargränd 5 | Stockholm | 1990 | 10,265 | ||
| Ostmästaren 6 | Office | Byängsgränd 22 | Stockholm | 1991 | 8,542 | ||
| Particentralen 1 | Warehouse | Brunnbyvägen 15 | Stockholm | 1962 | 2,510 | ||
| Particentralen 2 | Warehouse | Brunnbyvägen 11 | Stockholm | 1962 | 2,768 | ||
| Particentralen 5 | Warehouse | Partihandlarvägen 1 | Stockholm | 1983 | 1,228 | ||
| Particentralen 6 | Warehouse | Brunnbyvägen 7 | Stockholm | 1962 | 2,442 | ||
| Partihallen 1 | Warehouse | Brunnbyvägen 12 | Stockholm | 1968 | 20,636 | ||
| Solkraften 17 & 18 | Office | Vattenkraftsvägen 8 | Stockholm | 1989, 1991 | 2,001 |
| Property | Subcategory | Address | Municipality | Year built | Conver sion year |
Leasable area, sqm |
Lease hold |
|---|---|---|---|---|---|---|---|
| Stensätra 2 | Warehouse | Strömsätravägen 14 | Stockholm | 1970 | 5,325 | ||
| Tjockö 1 | Warehouse | Fryksdalsbacken 40-42 | Stockholm | 1980 | 11,675 | ||
| Varubalen 3 | Warehouse | Upplagsvägen 2-10 | Stockholm | 1964 | 10,259 | ||
| Varuhissen 1 | Warehouse | Upplagsvägen 1 | Stockholm | 1987 | 1990 | 14,992 | |
| Vreten 23 | Warehouse | Vretensborgsvägen 8 | Stockholm | 1984 | 1,590 | ||
| Vreten 24 | Warehouse | Vretensborgsvägen 6 | Stockholm | 1945 | 1974 | 1,870 | |
| Västberga Gård 2 | Warehouse | Västberga Gårdsväg 36 | Stockholm | 1970 | 4,178 | ||
| Arbetsbasen 2 | Warehouse | Elektravägen 64 | Stockholm | 1945 | 1965 | 1,797 | |
| Asea 3 | Warehouse | Västberga allé 60 | Stockholm | 1929 | 1980, 1994 | 64,880 | |
| Dikesrenen 11 | Warehouse | Vretensborgsvägen 15 | Stockholm | 1947 | 1970 | 2,004 | |
| Maden 6 | Industry | Madenvägen 11 | Sundbyberg | 2002 | 1,590 | ||
| Grävmaskinen 11 | Industry | Morabergsvägen 3 | Södertälje | 1970 | 1,711 | ||
| Traktorn 1 | Industry | Morabergsvägen 21 | Södertälje | 1971 | 4,154 | ||
| Bagaren 9 | Warehouse | Radiovägen 7-11 | Tyresö | 1984 | 1990 | 2,300 | |
| Fotografen 1 | Warehouse | Mediavägen 1-5 | Tyresö | 1976 | 3,948 | ||
| Kopparen 12 | Office | Vintervägen 6 | Tyresö | 1982 | 1,900 | ||
| Kopparen 14 | Warehouse | Vintervägen 8-72, 8K | Tyresö | 1963 | 1979, | 10,630 | |
| 1980, | |||||||
| 1988, 1999 | |||||||
| Kopparen 15 | Warehouse | Vintervägen 2 B | Tyresö | 1999 | 2002 | 1,238 | |
| Kopparen 8 | Warehouse | Vintervägen 4 | Tyresö | 1970 | 2001 | 3,847 | |
| Kopparen 9 | Warehouse | Vintervägen 2A, Björk backsvägen 6 |
Tyresö | 1978 | 2,382 | ||
| Målaren 1 | Warehouse | Studiovägen 6 | Tyresö | 1990 | 1995 | 2,400 | |
| Olhamra 1:82 | Industry | Okvistavägen 30 | Vallentuna | 2005 | 1,258 | ||
| Runö 7:109 | Warehouse | Rallarvägen 7 | Österåker | 1986 | 1,512 | ||
| Runö 7:111 | Warehouse | Rallarvägen 10 | Österåker | 1986 | 1,435 | ||
| Runö 7:124 | Warehouse | Rallarvägen 9 | Österåker | 1990 | 1,992 | ||
| Runö 7:129 | Warehouse | Rallarvägen 39 | Österåker | 2004 | 410 | ||
| Runö 7:133 | Warehouse | Rallarvägen 45 | Österåker | 1989 | 1,845 | ||
| Runö 7:164 | Warehouse | Näsvägen 19 | Österåker | 2008 | 1,450 |
Interest-bearing liabilities as a percentage of equity.
Purpose: The debt/equity ratio is a measure of financial risk that shows the company's capital structure and sensitivity to movements in interest rates.
Rental income before rent discounts as a percentage of the rental value at the end of the period.
Purpose: The performance measure facilitates the assessment of rental income in relation to the total value of the leased and unleased floor space.
Equity in relation to the number of shares at the end of the period.
Purpose: The performance measure shows how large a share of the company's recognized equity each share represents.
Equity as a percentage of total assets.
Purpose: To show how large a share of the company's assets is financed by equity and has been included to enable investors to be able to assess the company's capital structure
The recognized property value according to the statement of financial position at the end of the period.
Purpose: The performance measure facilitates better understanding of the value development in the property portfolio and the company's statement of financial position.
Profit from property management before financial income and expenses, depreciation/amortization and shares in profit in joint ventures as a percentage of financial income and expenses.
Purpose: The interest-coverage ratio is a measure of financial risk that shows how many times the company can pay its interest charges with its profit from operational activities.
An interest hedging instrument whereby the lender pays a variable interest up to a predetermined interest-rate level. The aim of interestrate caps is to reduce interest-rate risk.
The total premises area that can potentially be leased.
Purpose: Shows the total area that the company can potentially lease.
Interest-bearing liabilities, excluding liabilities for right-of-use assets, at the end of the period in relation to the value of the properties (in the statement of financial position).
Purpose: The loan-to-value ratio is a measure of risk that indicates the degree to which the operation is encumbered with interest-bearing liabilities. The performance measure provides comparability with other property companies.
Equity plus derivatives and deferred tax liabilities according to the statement of financial position.
Purpose: To show the fair value of net assets from a long-term perspective. Accordingly, assets and liabilities in the statement of financial position that are not adjudged to be realized, such as the fair value of derivatives and deferred taxes, are excluded. The corresponding items in the company's participations in joint ventures are also excluded from the performance measure.
The net of interest-bearing liabilities, excluding liabilities for right-of-use assets, and cash and cash equivalents at the end of the period as a percentage of the fair value of the properties in the statement of financial position.
Purpose: The net loan-to-value ratio is a measure of financial risk that indicates the degree to which the operation is encumbered with interest-bearing liabilities, but taking into account bank balances. The performance measure provides comparability with other property companies.
Net operating income comprises the income and expense directly connected to the property, meaning rental income and the expenses required to keep the property in operation, such as operating expenses, maintenance costs and personnel costs for those who take care of the property and tenant contacts.
Purpose: The measure is used to provide comparability with other property companies, but also to illustrate operational performance.
Properties held under title or site leasehold. Purpose: The performance measure provides a greater understanding of the development of the property portfolio.
Profit from property management comprises net operating income plus property management and administration expenses as well as financial income and expenses. This earnings measure does not include effects of changes in the value of investment properties and derivatives. These are reported separately in the statement of profit/ loss and are not included in distributable profit.
Properties held under title or site leasehold.
Rents charged including supplements for heating and property tax.
Rental income before rent discounts for leased areas and assessed market rent for the vacant floor space.
Purpose: The performance measure facilitates assessment of the total potential rental income since the assessed market rent for vacant floor space is added to the rental income charged.
Profit/loss for the most recent 12-month period in relation to average equity during the same period
Purpose: The performance measure shows the return generated on the capital attributable to shareholders.
An agreement between a lender and a borrower that gives the borrower the right to use funds for a certain period of time and up to a certain amount, and repay at its own discretion before a certain date.
Net operating income for the period as a percentage of total income.
Purpose: The surplus ratio shows the percentage of each Swedish krona earned that the company can keep. The performance measure is an indication of efficiency that is comparable over time and among property companies.
Assessed market rent for vacant floor space.
Purpose: The performance measure states the potential rental income when all floor space is fully leased.
Net operating income according to earnings capacity in relation to the fair value of the properties on the balance-sheet date.
Purpose: The performance measure indicates the yield from operational activities in relation to the properties' value.
1) Refers to an alternative performance measure according to the European Securities and Markets Authority (ESMA).
The Annual General Meeting of Nyfosa AB will be held on Thursday April 23, 2020 at 3.00 p.m. at Vasateatern, Vasagatan 19, in Stockholm. Registration begins at 2.45 p.m.
Anyone wishing to attend the meeting must be entered as a shareholder in the share register kept by Euroclear Sweden AB as of Friday, April 17, 2020, give notice to the company of their intention to attend no later than Friday, April 17, 2020.
Notification of attendance may be given in writing to the company at the address Nyfosa AB, 2020 Annual General Meeting, c/o Euroclear Sweden AB, PO Box 191, 101 23 Stockholm, Sweden, by telephone on +46 (0)8 401 43 01 weekdays between 10.00 a.m. and 4.00 p.m. or on the company's website: www.nyfosa.se. When giving notification please state your name or company name, personal ID or company registration number, address and daytime telephone number. The registration procedure described above also applies to registration for any advisors.
To be entitled to attend the meeting, holders of nominee registered shares must instruct the nominee to have the shares registered in the holder's own name, so that the holder is entered in the share register kept by Euroclear Sweden AB as of Friday, April 17, 2020. Registration in this way may be temporary. Anyone who does not attend the meeting in person may exercise their right at the meeting via a proxy in
possession of a signed and dated proxy form. Proxy forms are available on the company's website: www.nyfosa.se. The proxy form may also be obtained from the company or be ordered by telephone using the number above. If the proxy is issued by a legal person, a copy of its registration certificate or equivalent document of authorisation must be attached. The proxy must have been issued within the past year unless a longer period of validity is specified on the proxy form, subject to a maximum of five years. To facilitate entry to the meeting, proxy forms, registration certificates and other documents of authorisation must be received by the company in good time before the meeting.
For shareholders who are worried about the spread of infection due to the new coronavirus, Nyfosa wants to emphasize the possibility of not attending in person at the Annual General Meeting and instead appointing a proxy holder who can vote on their behalf. Nyfosa also recommends such a solution for anyone displaying symptoms of illness, who is considered to be part of a risk group or who has recently traveled to a risk area. The purpose is to avoid further spreading of the infection.
The Annual General Meeting will be kept as efficient and concise as possible by limiting the presentation by the CEO and the time for general questions. No refreshments will be served before or after the meeting. Participation at the meeting by the executive management, the company's Board and other non-shareholders present at the meeting will be limited.
| Annual General Meeting 2020 | April 23, 2020 |
|---|---|
| Interim Report for January 1 – March 31, 2020 | April 23, 2020 |
| Interim Report for January 1 – June 30, 2020 | July 13, 2020 |
| Interim Report for January 1 – September 30, 2020 | October 22, 2020 |
Street address: Hästholmsvägen 28 Postal address: Box 4044, SE-131 04 Nacka, Sweden Tel: +46 (0)8 406 64 00 E-mail: [email protected]
Jens Engwall, CEO Tel: +46 (0)70 690 65 50 E-mail: [email protected]


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