AI Terminal

MODULE: AI_ANALYST
Interactive Q&A, Risk Assessment, Summarization
MODULE: DATA_EXTRACT
Excel Export, XBRL Parsing, Table Digitization
MODULE: PEER_COMP
Sector Benchmarking, Sentiment Analysis
SYSTEM ACCESS LOCKED
Authenticate / Register Log In

Pioneer Property Group ASA

Quarterly Report Nov 14, 2018

3715_rns_2018-11-14_29c7706f-fa7d-4d8b-a575-46a16861d855.pdf

Quarterly Report

Open in Viewer

Opens in native device viewer

Highlights of the Q3 2018 report

  • Total revenue in the third quarter of 2018 was MNOK 72.7, compared to MNOK 66.0 in the third quarter of 2017. The increase is mainly related to the acquisition of new properties, the majority in Finland.
  • Operating profit (EBIT) in the quarter was MNOK 116.8 and pre-tax profit was MNOK 77.5 compared to MNOK 58.3 and MNOK 32.9 in the third quarter of 2017, respectively. Profitability in the third quarter was positively impacted by net fair value adjustments amounting to MNOK 57.6, entirely related to properties in Finland.
  • In Q3 the company refinanced all its existing loans in Finland with a new long-term fixed rate direct loan of EUR 70 million.
  • Towards the end of the quarter the company entered into agreement to acquire eleven properties from Norlandia at a total enterprise value (EV) of MNOK 174, of which six properties were acquired in Q3 and the remaining will be acquired in Q4 and 2019. The first six properties, with an EV of MNOK 83 have been financed from PPG's balance sheet and paid in cash.'
  • PPG's largest tenant, Espira, gave notification that it would utilize its ten-year extension option on 31 properties. These 31 properties have an additional five year option from 31 Dec 2028.
  • At the end of the quarter PPG executed the quarterly dividend to holders of preference shares in total NOK 1.875 per preference share.
  • At the end of the quarter PPG had total assets of MNOK 5,489, where Investment Properties were valued at MNOK 5,098, and with a cash balance of MNOK 361. Total debt was MNOK 3,489 with total equity of MNOK 1,999.

Background and strategy

Pioneer Property Group ASA (PPG) is a real estate company focusing on providing high-quality properties for government-backed care-services. The company's current portfolio consists of 174 properties centrally located in the large cities in Norway, Sweden and Finland. The total portfolio houses a total of over fourteen thousand children. The properties are leased out on long-term triple-net contracts to leading kindergarten operators, including Norlandia Care Group, Espira and Touhula.

The company's property portfolio is a result of the acquisition from several independent preschool operators, again driven by these companies' wish to free-up resources and capital to be able to provide the highest quality possible in their primary focus area – preschool operations. Pioneer Property's kindergartens have during the later years played an important role in the improvement of the Norwegian preschool market, through improved capacity, quality and cost-efficiency.

Going forward the company's strategy is to expand its reach into care-services property with similar characteristics as the Norwegian kindergarten market – i.e. long term contracts with solid operators, again backed by government financing, or lease properties directly to municipalities looking for a solid private real estate partner. PPG's kindergartens are well located in central areas, including Stavanger, Bergen, Kristiansand, Gothenburg, Helsinki, and the greater Oslo area.

Key material events during the quarter

In the third quarter Pioneer Property Group's Finish subsidiary Pioneer Public Properties Finland Oy (PPPF) refinanced its existing loans with a new single-facility MEUR 70 loan from a European based infrastructure debt fund. The new financing has a ten-year fixed rate of 3.75% and will start to amortize from year six at the same time as PPPF has the option of repaying the loan at par. The total value of the PPPF portfolio of 41 properties and MEUR 5.8 in annual rental income was updated to MEUR 92 by Newsec. The Q3 results are therefore positively impacted by the adjusted property valuation, while also including certain transaction costs relating to the new facility.

Towards the end of the quarter the company entered into agreement to acquire eleven properties from Norlandia at a total enterprise value (EV) of MNOK 174 based on fifteen-year leases with an annual rental income of MNOK 10.5. Four of the properties are preschools based in Finland, two are preschools in Sweden, and five are specialized care homes run by NHC's subsidiary Aberia. Two of the properties are under construction and will be completed during 2019.

Subsequent events since the end of the quarter

No material events have occurred since the end of the financial quarter.

Overview of the financial accounts for the third quarter of 2018

Total revenue in the third quarter of 2018 was MNOK 72.7, compared to MNOK 66.0 in the third quarter of 2017. The increase is mainly related to the acquisition of new properties , the majority in Finland. Operating profit (EBIT) in the quarter was MNOK 116.8 and pre-tax profit was MNOK 77.5 compared to MNOK 58.3 and MNOK 32.9 in the third quarter of 2017, respectively. Profitability in the third quarter was positively impacted by net fair value adjustments of MNOK 57.6, entirely related to properties in Finland. In Q3 the company refinanced all its existing loans in Finland with a new long-term fixed rate direct loan of EUR 70 million. Towards the end of the quarter the company entered into agreement to acquire eleven properties from Norlandia at a total enterprise value (EV) of MNOK 174, of which six properties were acquired in Q3 and the remaining will be acquired in Q4 . The first six properties, with an EV of MNOK 83 have been financed from PPG's balance sheet and paid in cash. At the end of the quarter PPG executed the quarterly dividend to holders of preference shares in total NOK 1.875 per preference share. At the end of the quarter PPG had total assets of MNOK 5,489, where Investment Properties were valued at MNOK 5,098, and with a cash balance of MNOK 361. Total debt was MNOK 3,489 with total equity of MNOK 1,999. The Company has completed its quarterly review of the Investment Properties value and besides the beforementioned adjustments in Finland has concluded that no material events occurred in the quarter which should have impacted the valuation levels, and as such has not made adjustments to valuations since the last update from 31 December 2017.

Accounting policies:

The financial statements have been drawn up in accordance with International Standards for Financial Reporting (IFRS). The consolidated accounts for the quarter were compiled in accordance with IAS 34 - Interim Financial Reporting. The company's quarterly reports are updates since the last published annual report from 2017 and is therefore intended to be read in conjunction with the annual report of 2017.

13 November 2018

Roger Adolfsen Chairman

Sandra Henriette Riise Geir Hjort Board Member Board Member

Even Carlsen Nina Hjørdis Torp Høisæter Board Member Board Member

Consolidated Income Statement - Pioneer Property Group ASA

NOK thousand Note Q3 18 YTD 2018 Q3 17 YTD 2017 2017
Income from rent 1 72,676 214,736 66,043 187,969 255,531
Other income 1 1
4
4
2
1
4
1,126 175
Total Income 72,690 214,779 66,057 189,095 255,706
-
Payroll expenses 140 419 113 315 428
Other operating expenses 13,407 30,176 7,655 21,703 29,129
Total Expenses 13,547 30,596 7,768 22,018 29,557
-
Fair value adjustment, properties 7,8 57,627 57,627 - 198,325
Operating profit (EBIT) 116,770 241,810 58,289 167,077 424,474
-
Finance income 9 3
9
550 2,715 1,767
Finance expenses 39,565 101,670 29,089 87,763 114,144
Currency -268 12,157 -3,187 10,090 -12,619
Net Finance -39,287 -113,788 -25,351 -95,138 -99,758
-
Profit/(loss) before tax 77,483 128,022 32,938 71,939 324,716
Income taxes 16,409 28,033 7,905 17,265 74,210
Profit/(loss) for the period 61,074 99,989 25,033 54,674 250,506
Profit/(Loss) attributable to
Shareholders of the parent 60,138 99,104 25,033 54,674 250,506
Non-controlling interests 936 885
Profit/(loss) for the period 61,074 99,989 25,033 54,674 250,506
Earnings per share (NOK)
Basic earnings per preference share 9 1.88 5.63 1.88 5.63 7.50
Basic earnings per ordinary share 9 4.89 6.37 1.31 4.33 20.56
Dividend per preference share 9 1.88 5.63 1.88 5.63 7.50
Dividend per ordinary share 9 - 5.00 5.00

Consolidated Statement of Comprehensive Income - Pioneer Property Group ASA

Q3 18 YTD 2018 Q3 17 YTD 2017 2017
Profit/(loss) for the period 61,074 99,989 25,033 54,674 250,506
Other comprehensiv income
Exchange differences, from foreign operations 342 -1,811 533
Comprehensive income attributable to shareholders of the parent 61,416 98,178 25,033 54,674 251,039
Comprehensive income attributable to
Shareholders of the parent 60,474 97,299 25,033 54,674 251,039
Non-controlling interests 942 879
Comprehensive income 61,416 98,178 25,033 54,674 251,039

Consolidated Statement of Financial Position - Pioneer Property Group ASA

NOK thousands Note 30-09-18 31-12-17 30-09-2017*
Assets
Investment property 7 5,097,792 4,722,894 4,431,592
Other investment 23,051 8,885
Other non-current assets 1,000 1,000 1,000
Total non-current assets 5,121,843 4,732,780 4,432,592
Trade and other receivables 5,675 1,938 4,436
Cash and cash equivalents 361,471 138,815 178,922
Total current assets 367,146 140,752 183,358
Total assets 5,488,989 4,873,532 4,615,951
Equity and liabilities
Share capital 9 16,314 16,314 16,314
Share premium 9 1,487,326 1,487,326 1,472,793
Retained earnings 492,577 431,717 274,260
Non-Controlling interest 3,346
Total equity 1,999,563 1,935,358 1,763,367
Borrowings 7 2,890,163 2,637,759 2,620,936
Deferred tax 172,306 160,464 105,007
Other non-current liabilities 1,119 1,216 735
Total non-current liabilites 3,063,587 2,799,439 2,726,678
Borrowings 7 332,773 69,490 62,101
Current tax payable 28,290 20,731 17,454
Other current liabilities 64,776 48,515 46,351
Total current liabilities 425,839 138,735 125,906
Total liabilities 3,489,426 2,938,174 2,852,584
Total equity and liabilities 5,488,989 4,873,532 4,615,951

* Restated in 2017. See Annual Report 2017 for details

Consolidated Statement of Changes in Equity - Pioneer Property Group ASA

Attributable to owners of the parent
NOK thousands Share capital Share premium Retained
earnings
Total Non
controlling
interests
Total Equity
Balance at 1 January 2017 16,314 1,548,586 230,224 1,795,124 1,795,124
Profit/(loss) for the period 250,506 250,506 250,506
Exchange differences from foreign operations 533 533 533
Other changes -795 -795 -795
Comprehensive income for the period - - 250,243 250,243 250,243
Dividend -61,260 -48,750 -110,010 -110,010
Transactions with owners -61,260 -48,750 -110,010 -110,010
Balance at 31 December 2017 16,314 1,487,326 431,717 1,935,357 1,935,357
Profit/(loss) for the period 99,104 99,104 885 99,989
Exchange differences from foreign operations -1,806 -1,806 -5 -1,811
Comprehensive income for the period - 97,299 97,299 879 98,178
Transactions with non-controlling interests 124 124 2,467 2,591
Dividend -36,563 -36,563 -36,563
Transactions with owners - -36,439 -36,439 2,467 -33,972
Balance at 30 September 2018 16,314 1,487,326 492,577 1,996,217 3,346 1,999,563
Attributable to owners of the parent
NOK thousands Share capital Share premium Retained
earnings
Total Non
controlling
interests
Total Equity
Balance at 1 January 2017 16,314 1,548,586 230,224 1,795,124 1,795,124
Profit/(loss) for the period 54,673 54,673 54,673
Exchange differences from foreign operations - -
Other changes -795 -795 -795
Proposed dividends -49,072 -36,563 -85,635 -85,635
Other comprehensive income for the period - - -
Comprehensive income for the period - -49,072 17,315 -31,757 - -31,757
Balance at 30 September 2017 16,314 1,499,514 247,539 1,763,367 1,763,367

Consolidated Statement of Cash Flows - Pioneer Property Group ASA

NOK thousands Note YTD Q3 2018 YTD Q3 2017 Year 2017
Cash flows from operating activities:
Profit before income tax 128,022 71,938 324,716
Adjustments for:
Fair value adjustments on investment property 7 -57,627 -198,325
Finance expense net 101,631 87,763 112,377
Taxes paid -6,618 -7,760 -7,891
Exchange gains/(losses) 12,157
Changes in working capital:
Trade receivables -2,597 442 -163
Trade payables 5,109 9,843 12,007
Other accruals -2,098 10,245 523
Cash generated from operations 177,978 172,471 243,243
Interest received 3
9
1,767
Interest paid -89,118 -87,763 -114,144
Net cash generated from operating activities -89,080 84,708 130,866
Cash flows from investing activities:
Proceeds from sale of properties
Purchase of subsidiaries / properties -350,453 -389,747 -441,822
Purchase of shares -8,885
Proceeds from sale of shares and bonds
Net cash used in investing activities -350,453 -389,747 -450,707
Cash flows from financing activities:
Proceeds from debt to financial institutions 5 951,212 260,979 273,913
Repayments of debt to financial institutions 5 -426,554 -41,116 -67,347
Dividends paid to owners of the parent -36,563 -85,635 -97,822
Payments from non-controlling interests 2,591
Net cash from financing activities 490,687 134,228 108,743
Net change in cash and cash equivalents 229,132 -170,811 -211,098
Cash and cash equivalents at beginning of period 138,815 349,733 349,734
Exchange gains/(losses) on cash and cash equivalents -6,477 179
Cash and cash equivalents at period end 361,471 178,922 138,815

Notes to the Financial Statements - Pioneer Property Group ASA

Note 1: Accounting Principles

1.1 General information

Pioneer Property Group ASA (the 'Company') and its subsidiaries (together, the 'Group') invests in kindergarten, preschool properties, retirement homes and other healthcare related properties and rent the properties out on long term leases. The Group holds investment properties in Norway, Sweden and Finland.

Pioneer Property Group ASA is a public limited company incorporated and domiciled in Norway. The address of the Company's registered office is Rådhusgata 23, 0158 Oslo.

The consolidated interim financial statements cover the period from 1 January 2018 to 30 September 2018 and are approved by the Board of Directors on 13 Nov. 18.

1.2 Accounting policies

The financial statements have been prepared in accordance with International Financial Reporting Standards (IFRS). The consolidated quarterly reports quarter are prepared in accordance with IAS 34 Interim Financial Reporting.

The third quarter report represents an update on new circumstances arising after the annual report of 2017 and is therefore intended to be read in connection with this report.

The third quarter report has not been audited.

Note 2: Financial Risk

2.1 Financial risk factors

The Group's activities expose it to a variety of financial risks: market risk (including fair value interest rate risk and cash flow interest rate risk), credit risk and liquidity risk. The Group's overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Group's financial performance.

Risk management is carried out by management under guidance by the Board of Directors. Management identifies, evaluates and act upon financial risks.

a) Market risk

Market risk is the risk that future cash flows in the form of interest payments change as a result of changes in market interest rates. Management and the Board of Directors agree on an acceptable level of interest rate exposures, which are monitored continuously by management. The level of interest rate exposure is determined based on an assessment of existing cash flows, general assessment of financial condition and available liquidity.

(i) Fair value interest rate risk

The Group holds interest bearing assets in terms for cash deposits. Fluctuations in interest would yield a higher or lower interest income. At the current level of cash deposits a change in interest rate of +/- 1 % would not be material for the financial statements.

The Group's interest rate risk arises from long-term borrowings. The Group holds several types of borrowings. Borrowings at fixed rates expose the Group to fair value interest rate risk.

(ii) Cash flow interest rate risk

Exposure to cash flow interest rate risk is assessed continuously. The need for a fixed rate is under constant review in relation to the Group to withstand adverse fluctuations in profit due to higher interest rates. Management's assessment is that the Group's current financial position does not indicate a further need for fixed interest rates.

If the interest rate had been +/- 1 % in Q3 2018 the result after tax would be +/- MNOK 7 million, all other conditions unchanged and assuming a floating interest rate on 100% of the Company's borrowings.

b) Credit risk

Credit risk is the risk of loss when a party is unable to redeem their obligations to the Group, and credit risk is managed on a Group basis. Credit risk arises from cash and cash equivalents, and credit exposures customers, including outstanding receivables and committed transactions. Management assesses the credit quality of the customer, taking into account its financial position, past experience and other factors. Individual risk limits are set based on ratings. The utilization of credit limits is monitored regularly.

No credit limits were exceeded during the reporting period, and management does not expect any losses from nonperformance by these counterparties.

Exposure to credit risk at the end of the period: 30-09-18 31-12-17 30-09-17
Accounts receivable 703 745 139
Other Short term receivable 80,205 1,192 4,297
Cash balance 361,471 138,815 178,922
Total exposure 442,379 140,752 183,358

The credit risk related to outstanding to related parties and banks is considered to be low.

c) Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its obligations at maturity without incurring a significant increase in finance cost or not being able to meet its obligations at all. The risk also includes that the Group must forfeit investment opportunities. Cash flow forecasting is performed at Group level. Group management monitors the Group's liquidity requirements to ensure that it has sufficient cash to meet operational needs while maintaining sufficient headroom to avoid breaches in covenants on relevant borrowing facilities as well as capability to pay out quarterly dividends to holders of preference shares. The monitoring takes into account the Group's debt financing plans and covenant compliance.

The table below analyses the Group's financial liabilities into relevant maturity groupings based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows:

Maturity of financial liabilities at the end of the period: 30-09-18
< 3mnths 3m-1y 1y-2y 2y-5y >5y Total
Borrowings (bank) 15,929 316,843 76,302 953,540 532,732 1,895,347
Interest on borrowings (bank) 14,842 37,903 44,733 111,338 115,069 323,885
Bond loans - - - 1,000,000 - 1,000,000
Interest on bond loans 15,800 47,400 63,200 86,900 - 213,300
Other liabilities 56,416 1,119 57,535

d) Currency risk

Currency risk is a financial risk that exists when a financial transaction is denominated in a currency other than that of the base currency of the company. Currency risk also exists when the foreign subsidiary of a firm maintains financial statements in a currency other than the reporting currency of the consolidated entity. The risk is that there may be an adverse movement in the exchange rate of the denomination currency in relation to the base currency before the date when the transaction is completed.

As the Group has subsidiaries in Sweden and Finland where the currencies are SEK and EUR, respectively, the company is exposed to currency risk as the Group's consolidated financial statements are reported in NOK.

2.2 Capital management

The group's objectives when managing capital are to safeguard the Group's ability to continue as a going concern in order to provide returns for shareholders and benefits for other stakeholders and to maintain an optimal capital structure to reduce the cost of capital.

In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends paid to shareholders holding ordinary shares, return capital to shareholders, issue new shares or sell assets to reduce debt. The Group monitors capital on the basis of the gearing ratio. This ratio is calculated as net debt divided by total capital. Net debt is calculated as total borrowings (including 'current and non-current borrowings' as shown in the consolidated balance sheet) less cash and cash equivalents. Total capital is calculated as 'equity' as shown in the consolidated balance sheet plus net debt.

30-09-18 31-12-17 30-09-17
2,683,037
361,471 138,815 178,922
2,504,115
1,790,088
4,294,203
59% 57% 58%
3,222,935 2,707,249
2,861,464 2,568,434
1,999,563 1,954,791
4,861,027 4,523,225

Note 3: Segment Summary

The Group's business is to own and manage investment properties in Norway, Sweden and Finland and rent them out to operators of pre-schools. There is no material difference in risk and margins in the different investment properties. The Group is therefore considered to operate in one business area and in three geographical areas

The Group have seven customers: Norlandia Barnehagene, Kidsa Barnehager, Espira Barnehagene, Suomen Tenava Päiväkodit, Norlandia Förskolor, Touhula and Casparssons Vårdhem. A geographical split of revenues for the quarter is as follows:

Geographical segment Q3

2018:
-- -- -- -- ------- --
NOK thousand Norway Sweden Finland Group
Income from rent 57,979 745 13,953 72,676
Other income 14 - - 14
Total Income 57,993 745 13,953 72,690

Operating profit (EBIT) 55,262 636 60,872 116,770

Geographical segment YTD Q3

2018:

NOK thousand Norway Sweden Finland Group
Income from rent 173,726 2,245 38,766 214,736
Other income 42 - - 42
Total Income 173,768 2,245 38,766 214,779
Operating profit (EBIT) 151,561 8,635 81,358 241,810
Geographical segment Q3
2017:
NOK thousand Norway Sweden Finland Group
Income from rent 56,562 765 8,716 66,043
Other income 14 - - 14
Total Income 56,576 765 8,716 66,057
Operating profit (EBIT) 52,629 936 4,724 58,289
Geographical segment YTD Q3
2017:
NOK thousand Norway Sweden Finland Group
Income from rent 169,055 2,244 16,669 187,969
Other income 42 - 1,083 1,126
Total Income 169,098 2,244 17,753 189,095
Operating profit (EBIT) 153,053 2,011 12,012 167,076

Note 4: Critical accounting estimates and judgement

The group makes estimates and assumptions concerning the future. The resulting accounting estimates will seldom equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of items in the statement of financial position within the next financial year are addressed below.

a) Fair value of Investment Properties.

The fair value of investment Properties is assessed quarterly by management. The Investment Properties are also on a regular basis subject to on-site inspections and technical evaluations. At the end of year 2017 a valuation report was commissioned from Newsec and the fair value was adjusted in the fourth quarter based on the new aggregate market value of the investment properties from this report. In the third quarter the Company has internally assed the valuation of Investment Properties and has not seen any material market developments which would justify any change to the input factors of the valuation, therefore leaving Investment Properties unchanged in the reporting period.

Note 5: Borrowings

Interest-bearing liabilities and available cash and cash equivalents constitute the capital of the Group. The Group's main source of financing are bank loans, bond loans in the Norwegian bond market and shareholder loans. Summary of external bank- and bond loans by tranche as of 30 June 2018:

NOK thousand 30-09-18 31-12-17 30-09-17
Non-current
Commercial bank loans 1,157,363 876,657 870,457
Husbank loans (state bank) 740,336 770,693 760,756
Bonds in Pioneer Public Properties AS 992,464 990,409 989,724
Total 2,890,163 2,637,759 2,620,937
NOK thousand 30-09-18 31-12-17 30-09-17
Current
Commercial bank loans 297,037 36,479 29,349
Husbank loans (state bank) 35,736 33,011 32,751
Bonds in Pioneer Public Properties AS - - -
Total 332,773 69,490 62,100
NOK thousand 30-09-18 31-12-17 30-09-17
Total non-current and current
Commercial bank loans 1,454,400 913,136 899,806
Husbank loans (state bank) 776,072 803,704 793,507
Bonds in Pioneer Public Properties AS 992,464 990,409 989,724
Total 3,222,936 2,707,249 2,683,037

a) Bank borrowings

The Group's major bank loans are with Husbanken, DnB, Swedbank, and Pareto Bank The bank borrowings mature until 2035.

b) Bond loans

The Group has one listed bond:

Pioneer Public Property (ticker PPU01) at Oslo Børs amounting to NOK 1,000 million with maturity in May 2021. The bond is a senior secured callable bullet bond with voluntary redemption at specified premiums up until maturity. Summary of bond loans:

Book value Marked value Coupon Term
Bonds 30-09-18 30-09-18
PPP 1,000,000 1,000,000NIBOR + 5,25 % 2016/2021
Transaction costs -13,701
Amortization 6,165
Total bond 992,464 1,000,000
Whereof current - -
Book value Marked value Coupon Term
Bonds 31-12-17 31-12-17
PPP 1,000,000 1,000,000NIBOR + 5,25 % 2016/2021
Transaction costs -13,701
Amortization 4,110
Total bond 990,409 1,000,000
Whereof current - -

The PPU01 bond agreement has certain limitations on the borrower, including: (i) maintain an equity of minimum 25% on a consolidated basis for the PPP-group. (ii) Maintain cash and cash equivalents of min MNOK 75, and (iii) maintain a minimum ratio between unsecured debt to total financial indebtnes of 30%.

In addition the company has a direct bond-loan from a European Infrastructure debt fund of MEUR 70 in its Finish subsidiary. This debt was closed in Q3 and the majority of the proceeds were used to refinance existing debt with Danske Bank.

Note 6: Changes in Group structure, acquisitions

Towards the end of the quarter the company entered into agreement to acquire eleven properties from Norlandia. These properties will be structured in new company entities, which will be subsidiary companies below Pioneer Public Properties II AS and effective from Q4 2018.

Note 7: Investment Property

Valuation

The Group rents out the investment properties on long term triple net contracts, with an exception on the properties leased to Espira, one of the Group's four main customers. On average, there are 15 years remaining on the lease agreements. All agreements are fully CPI-adjusted annually. The Group does not have any material future maintenance capital expenditure on properties as all maintenance is carried by the tenant as agreed upon in the lease agreements. The properties are primarily located in the greater Oslo area, Bergen, the greater Stavanger area, Bodø, Tromsø, and certain locations in Sweden and Finland. See the Company's web site for a full list and map of all the properties. The investment properties are valued in accordance with the fair value method and all have been valued in accordance with valuation Level 3. The yield level of the properties has been determined on the basis of their unique risk and transactions made at the respective location according to the location price method. At the end of 2017, PPG commissioned an external cash-flow valuation for all the individual properties from Newsec. Newsec has in this report valuated each property on an individual basis using a combination of discounted cash-flow analysis and property yield level. The prime-yield used as a benchmark for individual yield assumptions in Newsec's analysis was 5.00%, and a number of individual factors for each property were applied to assess the individual yield for the respective property/location. During the quarter the Company has performed its internal

review of the valuation levels and has not experienced or seen any developments that should have a material impact on the total valuation levels of the properties, thus leaving valuation levels unchanged during the quarter.

Sensitivity analysis

A property analysis is an estimate of the value that an investor is willing to pay for the property at a given time. The valuation is made on the basis of generally accepted models and certain assumptions on different parameters. The market value of the properties can only reliably be established in a transaction between two independent parties. An uncertainty interval is stated in the property values and is between +/– 5 per cent in a normal market. A changed property value of +/– 5 per cent affects the Groups's property value by +/– NOK 255 million. If yield is changed by 1 per cent the book value of the properties change with MNOK +/-742, and a change of 0,5 percent of MNOK +/-371. If the rent changed by +/- 5 per cent value of the properties change with MNOK +/- 251.

Note 8: Related-party transactions

The properties acquired from Norlandia in Q3 are regarded as related party transactions as Norlandia is owned 100% by Kristian and Roger Adolfsen, who are also majority shareholders in PPG. The total acquisition from Norlandia was MNOK 174 in property values for eleven properties. Of this, six properties were closed in Q3 with a corresponding property value of MNOK 83. According to Norlandia Health & Care Group's Q3 quarterly report released 12 Nov, Norlandia booked profits of MNOK 30 on the abovementioned six properties. The remaining five properties and will be closed in Q4 and in 2019 depending on completion. The Board of PPG gave preferential treatment in terms of process and payment terms to Norlandia due to the long-standing relationship and strategic cooperation between the company and Norlandia. The acquisition price was somewhat higher than the thirdparty valuations obtained from Newsec.

Note 9: Share capital and shareholder information

The Company has two classes of shares - ordinary shares and preference shares. The face value per share for both ordinary and preference shares classes is NOK 1.

There are no changes affecting ordinary shares pr preference shares as of 30 September 2018.

About the shares

The differences between the share classes are differing voting rights and differing rights to the Company's profit. Besides voting rights, the difference between the Company's share classes is that the preference shares entail a preferential right to the Company's profit through a preferential right over ordinary shares to dividends. The regulations on voting rights and dividends are decided upon by the Shareholders' Meeting and can be found in the Articles of Association.

The ordinary share

The Company's ordinary share confers one vote unlike the preference shares that confer one-tenth of a vote.

The preference share

The Company's preference shares confer a preferential right over ordinary shares to an annual dividend of NOK 7.50 per preference share. Dividend payments are made quarterly with NOK 1.875 per preference share, if approved by the General Assembly.

Note 10: Subsequent events

No material subsequent events have occurred since the end of the quarter.

PIONEER PUBLIC PROPERTIES AS

Background

The Pioneer Public Properties AS (PPP) group of companies was established towards the end of 2015 and comprise all the operational companies in Pioneer Property Group ASA. The reason for establishing this subset group of companies was in preparation for the issuance of the PPP unsecured bond of MNOK 1,000, which was issued in the third quarter of 2016. The financial statements of Pioneer Public Properties AS are therefore very closely related to the financial statements of Pioneer Property Group ASA, with the key difference being the exclusion of the mother company of the PPG group. All operational discussions will be identical for the two groups, and discussions of financial accounts will be similar, with a few exceptions. The comments below are to be read in conjunction with the report for the PPG Group, as also presented in this document.

Discussion of the financial accounts for the third quarter of 2018

Total revenues in the quarter were MNOK 72.7, compared to MNOK 66.0 in the third quarter of 2017. The increase is due to the acquisition of new properties, the majority in Finland.

Operating profit (EBIT) in the quarter was MNOK 117.0 and pre-tax profit was MNOK 76.7, compared to MNOK 58.5 and MNOK 32.1 in the third quarter of 2017, respectively.

At the end of the quarter PPP had total assets of MNOK 5,475, where Investment Properties were valued at MNOK 5,098, and with a cash balance of MNOK 347. Total debt was MNOK 3,613 with total equity of MNOK 1,863.

The consolidated statement of Income statement and statement of financial position financial statements have been drawn up in accordance with International Standards for Financial Reporting (IFRS).

13 November 2018

Runar Rønningen Chairman

Roger Adolfsen Board Member

Consolidated Income Statement – Pioneer Public Properties AS

NOK thousand Q3 2018 YTD Q3 2018 Q3 2017 YTD Q3 2017 2017
Income from rent 72,676 214,736 66,043 187,969 255,531
Other income 1
4
4
2
1
4
1,126 176
Total Income 72,690 214,779 66,057 189,095 255,707
Payroll expenses
Expenses related to property
Other operating expenses 13,310 28,853 7,597 19,952 26,917
Total Expenses 13,310 28,853 7,597 19,952 26,917
Fair value adjustment on investment properties 57,627 57,627 - 198,325
Operating profit (EBIT) 117,007 243,553 58,460 169,142 427,115
-
Finance income 6 3
6
443 2,090 796
Finance expenses 37,650 103,878 29,983 89,682 117,154
Currency loss -268 12,157 -3,052 10,322 -12,619
Other financial expenses 2,920 2,920 -135 -232 -
Net Finance -40,295 -118,918 -26,353 -97,681 -103,739
Profit/(loss) before tax 76,712 124,635 32,107 71,461 323,376
Income taxes 16,232 27,254 7,706 17,151 73,899
Profit/(loss) for the period 60,480 97,381 24,401 54,310 249,477
Profit/(Loss) attributable to
Shareholders of the parent 59,545 96,496 24,401 54,310 249,477
Non-controlling interests 936 885
Profit/(loss) for the period 60,481 97,381 24,401 54,310 249,477

Consolidated Statement of Financial Position – Pioneer Public Properties AS

NOK thousands 30-09-18 31-12-17 30-09-17
Assets
Investment property 5,097,792 4,722,894 4,431,592
Other investment 23,051 8,885
Loans to other companies 1,000 1,000 1,000
Total non-current assets 5,121,843 4,732,780 4,432,592
Trade and other receivables 6,491 1,600 3,744
Cash and cash equivalents 347,157 104,459 132,814
Total current assets 353,648 106,059 136,558
Total assets 5,475,492 4,838,839 4,569,150
Equity and liabilities
Share capital 120,000 120,000 120,000
Share premium 1,264,959 1,264,959 1,264,959
Retained earnings 474,539 439,238 270,259
Non-controling interest 3,346 0
Total equity 1,862,845 1,824,196 1,655,218
Borrowings 2,890,163 2,637,760 2,620,936
Deferred tax 172,306 160,464 78,287
Other non-current liabilities 73,607 90,973 89,398
Total non-current liabilites 3,136,076 2,889,196 2,788,621
Borrowings 332,773 69,490 62,101
Current tax payable 15,000 20,420 17,340
Other current liabilities 128,799 35,537 45,870
Total current liabilities 476,571 125,447 125,311
Total liabilities 3,612,647 3,014,643 2,913,932
Total equity and liabilities 5,475,492 4,838,839 4,569,150

--- END OF REPORT ---

Talk to a Data Expert

Have a question? We'll get back to you promptly.