Quarterly Report • Nov 14, 2018
Quarterly Report
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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.
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.
No material events have occurred since the end of the financial quarter.
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.
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
| 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 |
| 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 |
| 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
| 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 |
| 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 |
Note 1: Accounting Principles
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.
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.
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.
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.
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.
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.
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 |
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.
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 |
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:
| 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 |
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.
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.
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 |
The Group's major bank loans are with Husbanken, DnB, Swedbank, and Pareto Bank The bank borrowings mature until 2035.
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.
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.
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.
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.
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.
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.
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 Company's ordinary share confers one vote unlike the preference shares that confer one-tenth of a vote.
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.
No material subsequent events have occurred since the end of the quarter.
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.
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
| 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 |
| 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 ---
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