Madrid, 25 de junio de 2019
En virtud de lo previsto en el artículo 17 del Reglamento (UE) nº 596/2014, sobre abuso de mercados y en el artículo 228, del texto refundido de la Ley del Mercado de Valores, aprobado por el Real Decreto Legislativo 4/2015 de 23 de octubre y disposiciones concordantes, así como, en la Circular 6/2018 del Mercado Alternativo Bursátil (MAB), VBARE Iberian Properties SOCIMI, S.A. (la "Sociedad" o "VBARE"), pone en conocimiento el siguiente:
HECHO RELEVANTE
Por la presenta, se adjunta presentación dirigida a inversores en el marco de la ampliación de capital publicada en el BORME el pasado 21 de junio de 2019 por la que se emitirán 2.238.339 acciones por un valor nominal de cinco euros (5€) más una prima de emisión de ocho euros con cuarenta céntimos (8,4€).
Quedamos a su disposición para cualquier aclaración que pueda ser necesaria.
D. Íñigo Sánchez del Campo Basagoiti
Secretario No Consejero del Consejo de Administración
VBARE Iberian Properties SOCIMI, S.A.
1
CORPORATE PRESENTATION AND
SHARE CAPITAL INCREASE INFORMATION
June 2019
DISCLAIMER
This document has been prepared by VBARE Iberian Properties SOCIMI, S.A. (the "Company") and its subsidiaries (the "Group").
This Presentation does not constitute or form part of, and should not be construed as, any offer to sell or issue or invitation to purchase or subscribe for, or any solicitation of any offer to purchase or subscribe for, any securities of the Company in any jurisdiction, nor shall it or any part of it nor the fact of its distribution form the basis of, or be relied on in connection with, any contract or investment decision. Any purchase of or subscription for securities of the Company should be based solely on each investor's own analysis of all public information, the assessment of risk involved and its own determination of the suitability of any such investment. No reliance should be placed and no decision should be based on this Presentation.
This Presentation may not be copied, distributed, reproduced or passed on, directly or indirectly, in whole or in part, or disclosed by any recipient to any other person, for any purpose other than the above. In addition, this Presentation may not be distributed, disseminated, published, or in any other way taken or transferred to any jurisdiction where it would be contrary to applicable law. Distributing this Presentation in other jurisdictions may be subject to restrictions according to applicable law and the recipients of this Presentation must find out for themselves the restrictions and their fulfilment. Not complying with the restrictions may be a breach of applicable law.
The information contained in this Presentation does not purport to be comprehensive or to include all information that may be required to fully analyze the issues referred to therein. Accordingly, no representation or warranty, express or implied, is made as to the truth, accuracy or completeness of the information in this Presentation. None of the Company, any of its subsidiaries, or any of their respective directors, officers or employees accepts any responsibility or liability whatsoever for any loss howsoever arising from any use of this Presentation or otherwise arising in connection therewith.
The information and opinions contained in this Presentation are provided as at the date of the Presentation and are subject to verification, correction, completion and change without notice. In giving this Presentation, no obligation to amend, correct or update this Presentation or to provide the recipient with access to any additional information that may arise in connection with it is undertaken.
This Presentation may include forward-looking statements relating to, among others, the Company's financial position, operating results, strategy, plans, targets or goals. Forward-looking statements are subject to risks, uncertainties and factors beyond the Company's control that may result in actual results materially differing from prospective results or the results implied in the forward-looking statements. Therefore, the results and actual performance may materially differ from those expressed or implied in the forward-looking statements. In the same way, the forward-looking statements must not be deemed to entail any statement, promise or warranty of the accuracy or completeness of the assumptions or hypotheses on which the forward-looking statements, expectations, estimations or provisions are based or, in the case of assumptions, of their full inclusion in the Presentation. No undue reliance should be placed on the forward-looking statements.
The Company and its employees, managers, directors, advisors, representatives, agents or affiliates accept no liability (for fault or negligence, whether direct or indirect, contractual or non-contractual) for damages caused by using this Presentation or its content or that, in any manner, relate to this Presentation.
When receiving or attending the Presentation, the recipient declares that he or she agrees with and thus is subject to the above restrictions.
INDEX
- EXECUTIVE SUMMARY
- COMPANY OVERVIEW
- STRATEGY
- PORTFOLIO OVERVIEW
- SHARE CAPITAL INCREASE
- PIPELINE
- ANNEX
-MARKET INFORMATION
-BOD AND MANAGEMENT TEAM CVS -Q12019 FINANCIAL INFORMATION
-SHARE CAPITAL INCREASE OPERATIVE DETAILS
-TERMS AND CONDITIONS
3
1. EXECUTIVE SUMMARY
4
EXECUTIVE SUMMARY
RESIDENTIAL MARKET
•
•
•
Attractive opportunityto invest in the Spanish Residential Market
Continued rent growth driven by strongdemand-supplyimbalances, especially in Madrid Increased interest from institutional investorsto invest in this asset class
SPONSORS AND TEAM
VALUE-ADD STRATEGY
- Well-renownedsponsors withproven expertise in Real Estate and Capital Markets
- In-houseexperienced team withproven track-recordto identifybelow the radar investment opportunities
- Strong alignment of interestthrough an investor-friendlysuccess feeand significant sponsors' equity commitment in the Socimi
- Diversified investor basewith more than 40 investors and no controlling shareholder
- Acquisition and refurbishment of residential buildings in themain Spanish cities(with a special focus on Madrid) with strong demographic trendsand limited supply
- Focused onmid-sized(<€10mn acquisition price) and not stabilized assets(capex requirement, broken structure, tenant repositioning, etc.) to limit competition and improve profitability
- Active managementto "fix" the asset creating a sound portfolio withstable cash-flowandsignificant capital gains
5
EXECUTIVE SUMMARY
SOLID PORTFOLIO AND STRONG PIPELINE
- Well-located€57.4mn portfolio generating astrong net yield (6.32%) withhigh rent growth potential (+€1.2mn) and significantreversionary yield (7.51%)
- Major portfolio revaluation (+49% vs. Total Capital Invested)
-
+€24mn stabilized assetsready to be sold, to boost distributions to shareholders increasing dividend yieldgoing forward
(in excess of 3% initial company's commitment) - Important pipeline ofidentified investment opportunities(~€80mn) with compelling target returns
- Attractive expected performancewithconservative financing structure (current LTV ~35%)
SHARE
CAPITAL
OPPORTUNITY AND NEXT STEPS
•
•
•
•
€30mn Share Capital Increase currently open at €13.4 per share (19,4% discount on EPRA NAV)€14-16mn "hard circled" by existing and new investors
Commitment to belisted on the Stock Exchange by Q12020
Focus on providing liquidity to shareholdersand increase Company's size to a minimum NAV of €100mn
VEHICLE
•
•
Structured as a Socimi "REIT", a very tax efficient vehicle Listed on the MABsince December 2016
Net and reversionary Yield calculated over stabilized assets
6
Stabilized Assets are those assets that do not require significant capex investments and are mostly leased at market rents
2. COMPANY OVERVIEW
7
RENOWED SPONSORS WITH STRONG
EXPERIENCE IN THE REAL ESTATE SECTOR
VALUE BASE
- Leading Investment Bank In Israel
- Established in 2013 by Victor Shamrich and Ido Neuberger, previouslyCo-CEOs Of Meitav Dash, second largest Investment House In Israel
- Offering full spectrum of Investment Banking And Advisory Services For Both Privately Held And Listed Companies
- Strong Shareholders' Base comprised of Institutional Investors and Large Family Offices
AURA REE
- Spanish leading advisor on NPL & REO portfolio valuations
- +€75 billion assets worth valued in 2018 from all asset categories in more than 130 projects
- Unique real estate tech platform with over 80 million comparable and more than 2.5 million transaction prices
- >70 professionals and offices in Spain, Portugal, Italy and Greece
8
VERTICALLY INTEGRATED TEAM
- Management team with more than11 professionals exclusively dedicated to the Socimi
- Multidisciplinary team withmore than 100 years of experience
- In-housecapabilityto cover the whole investment process (acquisition, refurbishment, repositioning, letting, selling) enhancing assets' value
GENERAL
MANAGER
FINANCIAL | PORTFOLIO | ||||||||
INVESTMENT | |||||||||
MANAGEMENT | |||||||||
PROPERTY | TECHNICAL | COMMERCIAL |
MANAGEMENT | & WORKS | |
9
BOARD OF DIRECTORS
FERNANDO ACUÑA | JUAN MANUEL SOLDADO | JUAN JOSÉ NIETO | YAIR EPHRATY | IDO NOUBERGER | YESHAYAHU MANNE |
FOUNDER & CEO OF AURA REE | CEO AT AURA ASSET MANAGEMENT | CEO AT NK5 & PALMERA CAPITAL | HEAD OF INVESTMENT, VALUE BASE | CEO & CO-FOUNDER, VALUE BASE | DIRECTOR OF ZAFIRO TECHNOLOGIES |
Former Deutsche Bank & McKinsey | Former Nuphar Gestión Inmobiliaria | Former Arcano, Goldman Sachs & Telefónica | Former Meitav Dash & McKinsey | Founder of Apex & Co-CEO of Meitav-DS | Founder of numerous companies |
BA, Anglia Polytechnic University of Cambridge | BA, Economics, Sciences & Marketing, CEADE | BA, ICADE, London Business School & Stanford | MBA, University of Michigan | M.A. & B.A. in Economics, Tel Aviv University | BD, Electrical Engineering, Ben Gurion University |
MANAGEMENT TEAM
FABRIZIO AGRIMI | ALBERTO GARCÍA DE NOVALES | JOSÉ LUIS RUIZ |
GENERAL MANAGER | FINANCE DIRECTOR | PORTFOLIO MANAGER |
Former Altan Capital & Aguirre Newman | Former Autonomy Spain Real Estate SOCIMI & PwC | Former CBRE & Vastned & Ferrán |
MBA, ESADE Business School | Executive MBA, IE Business School | Degree in Economics, University of Valladolid |
10
STRONG ALIGNEMENT OF INTEREST
- Management Company shareholder´s own approximately17% of the share capital of the Company
- Success fee to be paid to the Management Companyentirely linked to the share price evolution:
- Annual hurdle rate of 6% withcatch-up over a minimum of €15.7 per share
- High water mark mechanism
- To be paid fully in shares
11
FIRST LEVEL PARTNERS TO CREATE VALUE AND
TRANSPARENCY TO OUR INVESTORS
AUDITORS | INDEPENDENT PORTFOLIO |
QUARTERLY AUDITED FINANCIAL | APPRAISER |
STATEMENTS | QUARTERLY RICS APPRAISALS |
SECRETARY OF THE | REGISTERED ADVISOR |
BOARD OF | AND LIQUIDITY |
DIRECTORS | PROVIDER |
LEGAL & TAX ADVISORS | CORPORATE |
SOCIALRESPONSABILITY | |
PARTNERS |
12
3. STRATEGY
13
VBARE'S INVESTMENT STRATEGY
CLEAR STRATEGY TO CREATE LONG TERM VALUE
VALUE ADD | NO | METROPOLITAN |
DEVELOPMENT | AREAS IN TOP | |
RISK | CITIES IN SPAIN |
TARGET | |
MINIMUM 4% | ACQUISITION |
PRICE: 10% | |
NET YIELD | |
BELOW MARKET | |
VALUE |
14
INVESTMENT STRATEGY FOCUSED ON A VERY
SELECTIVE APPROACH
INVESTMENT ACTIVITY SINCE INCEPTION
OPPORTUNITIES OFFERED
771 / €3.7bn
ADVANCED ANALYSIS
256 / €794mn
DUE DILIGENCE 29 / €82mn
CLOSED DEALS
20 / €35mn
2018-2019
OPPORTUNITIES OFFERED
324 / €2.1bn
ADVANCED ANALYSIS
25 / €165mn
DUE DILIGENCE
5 / €19.4mn
CLOSED DEALS
5 / €19.4mn
Information as of June, 2019 | 15 |
MARGARITAS 15 - CASE STUDY (I)
Construction Year: | 1930 | Acquisition Date: | 22/12/2016 | |
Location: | Madrid | Typology: | Entire Building | |
District: | Tetuán | Horizontal Division: | No | |
Total Units: | 16 | Total SQM: | 615 sqm | |
Residential Units: | 16 | Residential sqm: | 615 sqm | |
Acquisition Price: | €1,079,108 | RICS Valuation Q1-19: | €2,373,500 | |
€/sqm: | €1,755 | €/sqm: | €3,859 | |
€/unit: | €67,444 | €/unit: | €148,344 | |
Initial Annualized Rent: | €52,111 | Current Annualized Rent: | €124,486 | |
Monthly Rent/sqm: | €11.30 | Monthly Rent/sqm: | €17.79 | |
Monthly Rent/unit: | €434 | Monthly Rent/unit: | €692 | |
NET YIELD
7.18% | |||
6.08% | |||
5.70% | |||
3.78% | |||
INITIAL | dic-17 | dic-18 | CURRENT |
ACCUMULATED CAPEX & ANNUALIZED RENTS (€)
124,486
105,456
93,734
52,111
497,156
468,474
364,760
INITIAL | DEC. 2017 | DEC. 2018 | CURRENT | |||
ACCUMULATED CAPEX | ANNUALIZED RENT | |||||
Information as of June 2019 | 16 |
MARGARITAS 15 - CASE STUDY (II)
AT ACQUISITION | AFTER REFURBISHMENT |
VALLEHERMOSO 94 - CASE STUDY
Construction Year: | 1940 | Acquisition Date: | 08/01/2019 |
Location: | Madrid | Typology: | Entire Building |
District: | Chamberí | Horizontal Division: | No |
Total Units: | 29 | Total SQM: | 1,517 sqm |
Residential Units: | 27 | Residential sqm: | 1,308 sqm |
Commercial Units: | 2 | Commercial sqm: | 209 sqm |
Total Acquisition Price: | €5,504,709 | Valuation RICS Q119: | €6,821,000 |
€/sqm: | €3,629 | €/sqm: | €4,496 |
€/unit | €189,818 | €/unit | €235,207 |
Current Annualized Rent*: | €124,132 | Potential Annualized Rent: | €296,761 |
Average Monthly Rent/sqm: €9.50 | Average €/sqm: | €20.72 | |
Average Monthly Rent/unit: €461 | Average €/unit | €988 | |
NET YIELD (Estimated)
4.70% | 4.82% | |||
4.03% | ||||
3.28% | ||||
2.38% | ||||
jun-19 | dic-19 | dic-20 | dic-21 | dic-22 |
Information as of June 2019 *Without old leases
ESTIMATED CAPEX & ANNUALIZED RENTS (€) | ||
288,148 | 296,761 | |
236,922 | ||
187,373 | ||
131,560 | ||
626,305 | 647,685 | |
369,864 | ||
202,931 | ||
15,158 | ||
CURRENT | ||
ACCUMULATED CAPEX | ANNUALIZED RENTS | |
18 |
4. PORTFOLIO OVERVIEW
19
PORTFOLIO OVERVIEW
301 units
€595 average lease
rent
per rented unit
€38.4mn
total invested
capital
17,717 sqm (GLA)
56 sqm per unit
€10.6 average lease
rent per sqm per
unit
€2,051 invested capital per sqm
92% average yearly
occupancy rate
9.39%
EPRA like for like
rental growth in 2018
€57.4mn GAV
€1.76mn
current
passing rent
€2.95mn
potential rent
€3,239
GAV per sqm
Information as of March 31st, 2019 | 20 |
Total invested capital includes acquisition price, transaction costs and capex |
PORTFOLIO OVERVIEW
MAJORITY OF THE PORTFOLIO LOCATED IN ASSETS WITH >50% OWNERSHIP, IN
MADRID CITY CENTER AND WITH THE APPROPRIATE SIZE TO LEASE
TYPE OF OWNERSHIP
17%
Entire Building | ||
8% | Scattered asset | |
6% | Units in the same building | |
(>50%) | ||
69% | Units in the same building | |
(<50%) |
UNITS BY SURFACE
10%
19%
0-35 sqm
35-50 sqm
29% | 50-75 sqm |
>75 sqm
42%
PORTFOLIO LOCATION
68.77% | |
22.35% | |
5.65% | 3.23% |
Inside M30 | Outside M30 | Metropolitan Area of | Other Cities |
Madrid |
NUMBER OF BEDROOMS
1% | ||
13% | 12% | |
Studio | ||
1 Bedroom | ||
2 Bedrooms | ||
29% | 3 Bedrooms | |
45% | 4 Bedrooms | |
Information as of March 31st, 2019 | 21 |
PORTFOLIO LOCATION
91% OF THE PORTFOLIO LOCATED IN THE CITY OF MADRID AND
69% INSIDE MADRID M30
Entire buildings or units in the same building
Scattered assets
22
SOME OF OUR ASSETS
JUAN PASCUAL | BARILOCHE | SANTA JULIA |
VICENTE CARBALLAL | CARNICER | ANTONIA RUIZ SORO |
23
PORTFOLIO RENTAL GROWTH
IMPRESSIVE RELETTING SPREAD AND STRONG RENTAL GROWTH WITH
SIGNIFICANT UPSIDE POTENTIAL
QUARTERLY RELETTING SPREAD AND LEASES SIGNED | |||||
25% | 35 | ||||
21.37% | |||||
20% | 29 | 30 | |||
16.73% | |||||
16.10% | 25 | ||||
22 | |||||
15% | 22 | ||||
20 | |||||
20 | |||||
10% | 11 | 15 | |||
7.03% | 10 | ||||
5% | 3.17% | 5 | |||
0% | 0 | ||||
Q1 18 | Q2 18 | Q3 18 | Q4 18 | Q1 19 | |
RELETTING SPREAD | # LEASES SIGNED |
MARCH 2019 | BELOW MARKET | VACANT UNITS | UNITS UNDER | REVERSIONARY |
RENTED UNITS | REFURBISHMENT | GRI | ||
Information as of March 31st, 2019 | 24 |
PORTFOLIO YIELD GROWTH
SOLID YIELD GENERATED BY STABILIZED ASSETS WITH
EXCELLENT GROWTH PERSPECTIVES
Information as of March 31, 2019. Yield calculation based on annualized rents at the end of each period
Reversionary Yield is based on estimated ERV as of March 31st, 201925Stabilized Assets are those assets that do not require significant capex investments and are mostly leased at market rents
PORTFOLIO FINANCING
MODERATE FINANCIAL LEVERAGE WITH LOW RISK INTEREST RATE FLUCTUATIONS
LOAN TO VALUE
LOAN TO COST
35.1%
33.5%
22.5%
51.4%
35.9%
52.5%
• Average interest rate 1.75% | |
• | Average maturity 16.8 years |
• | Financing partners: |
2017 | 2018 | Q1 2019 |
LOAN PRINCIPAL OUTSTANDING (€mn)
20.1
16.8
2017 | 2018 | Q1 2019 |
MORTGAGE LOANS INTEREST RATE
9%
- Banco Sabadell |
- Bankinter |
- Banca Pueyo |
48%
6.4
43%
2017 | 2018 | Q1 2019 | Variable MIX FIX |
26
5. SHARE CAPITAL INCREASE
27
SHARE CAPITAL INCREASE
- €30mn share capital increasesubject to a minimum €12.5mn subscription
- Between€14mn-€16mn"hard circled"by current and new investors
- 19.4% share price discountvs EPRA NAV
- Commitment to investors to adapt the management agreement to fosteralignment of interest through a success fee 100% linked to share's price evolution*
- To enhance shares' liquidity, commitment to investors to achieve (a) a significant size of the Company(minimum net equity of the company of at least €100mn according to IFRS consolidated annual accounts as at 31 December 2021) and (b) a meaningful trading volume(minimum average daily volume during 2021 of €75k). If those two targets are not achieved by the respective deadlines, start of a liquidation process of the company's asset portfolio
- Commitment to do thebest effort to be listed in the Main Market by Q12020
28
6. PIPELINE
29
PIPELINE
STRONG PIPELINE WITH MORE THAN €80M UNDER NEGOTIATION & UNDER ANALISYS
Gross Yield | Levered | |||||||||
Deal | City | Location | Status | Sqm built | Asking price | Estimated capex | Current | Potential | IRR | Multiple |
1 | Madrid | Inside M-30 | Exclusivity agreement | 1.300-1.600 | €6.3mn-€6.9mn | €1.0mn | 0.66% | 5.00% | 12.00% | 1,70x |
2 | Madrid and Málaga | - | Bilateral Negotiation | 10.000-11.000 | €13mn-€15mn | €1.0mn | 4.25% | 6.25% | - | - |
3 | Madrid | Inside M-30 | Under Negotiation | 2.000-2.500 | €10mn-€11mn | €300k | 2.60% | 5.10% | 10.00% | 1,60x |
4 | Madrid | Inside M-30 | Bilateral Negotiation | 3.500-4.000 | €5.5mn-€6mn | €1.5mn | 0.00% | 8.50% | 14.60% | 1,60x |
5 | Madrid | Inside M-30 | Under Negotiation | 2.400-2.900 | €6.5mn-6.9mn | €350k | 2.70% | 5.50% | 10.00% | 1,60x |
6 | Alcobendas | - | Under Analysis | 800-900 | €2mn-€2.2mn | - | 0.00% | 6.00% | 11.00% | 1,75x |
7 | Madrid | Inside M-30 | Under Analysis | 900-1.000 | €3mn-€4mn | €700k | 0.00% | 7.00% | 10.00% | 1,60x |
8 | Madrid | Inside M-30 | Under Analysis | 1.000-1.200 | €3.7mn-€5mn | €250k | 4.40% | 5.80% | 12.00% | 1,73x |
9 | Madrid | Inside M-30 | Under Analysis | 1200-1300 | €100k/year | €750k | - | - | - | - |
10 | Madrid | Inside M-30 | Under Analysis | 800-1000 | €1.5mn-€2mn | €700k | - | 6.50% | - | - |
11 | Madrid | Inside M-30 | Under Analysis | 1.300-1.500 | €8.6mn-€9.2mn | €500k | 2.30% | 5.00% | 13.20% | 1,85x |
12 | Madrid | Inside M-30 | Under Analysis | 3.000-3.500 | €11mn-€13mn | €3mn | - | - | - | - |
30
7. ANNEX
31
MARKET INFORMATION
32
ECONOMIC OUTLOOK
DESPITE ECONOMIC, TRADE TENSION AND | |
POLITICAL INSTABILITY SPANISH GDP CONTINUES | UNEMPLOYMENT IN SPAIN CONTINUES |
GROWINGALTHOUGH AT MODERATE BUT | DECREASING RESULTING INSALARY INCREASE |
SIGNIFICANT LEVELS |
GDP GROWTH | UNEMPLOYMENT RATE AND SALARY INCREASE | |||||||||
4.00% | 20.00% | 2.50% | ||||||||
16.00% | 2.00% | |||||||||
3.00% | ||||||||||
12.00% | 1.50% | |||||||||
8.00% | 1.00% | |||||||||
2.00% | ||||||||||
4.00% | 0.50% | |||||||||
1.00% | 0.00% | 0.00% | ||||||||
Spain | Madrid | United | Germany | France | United | Italy | 2017 Q1 | 2018 Q1 | 2019 Q1 | Expected 2020 |
States | Kingdom | Unemp. Rate in Spain (left) | Unemp. Rate in Madrid region (left) | |||||||
2018 | Expected 2019 | Salary increase in Spain (right) | ||||||||
European Commission and BBVA Research | INE |
DESPITE THE UNCERTAINTY, FAVORABLE ECONOMIC TRENDS
33
SOCIODEMOGRAPHIC TRENDS
ROBUST DEMOGRAPHIC GROWTH,ESPECIALLY IN
THE MADRID REGION
POPULATION GROWTH | ||||||
6.7 | 47.2 | |||||
6.7 | ||||||
6.6 | 47.0 | |||||
6.6 | 46.8 | |||||
6.5 | ||||||
6.5 | 46.6 | |||||
6.4 | ||||||
6.4 | 46.4 | |||||
6.3 | 46.2 | |||||
6.3 | ||||||
6.2 | 46.0 | |||||
2014 | 2015 | 2016 | 2017 | 2018 | Expected | Expected |
2019 | 2020 | |||||
Madrid region (left) | Spain (Right) | |||||
INE |
''Madrid has become
a very attractive place to live in, specially for young people, who decide to rent because the majority do not meet the minimum requirements to
purchase''.
34
RESIDENTIAL FOR SALE
ROOM FOR GROWTHFOR THE PRICES COMPARED TO
PEAK LEVELS
TRANSACTION PRICE EVOLUTION (€/sqm) | |||||||||||||
€ 4,000 | |||||||||||||
€ 3,500 | 15% POTENTIAL | ||||||||||||
€ 3,000 | GROWTH | ||||||||||||
€ 2,500 | |||||||||||||
€ 2,000 | |||||||||||||
€ 1,500 | |||||||||||||
€ 1,000 | |||||||||||||
€ 500 | |||||||||||||
€ - | |||||||||||||
2006 | 2007 | 2008 | 2009 | 2010 | 2011 | 2012 | 2013 | 2014 | 2015 | 2016 | 2017 | 2018 | |
Spain | Madrid city |
AURA RE
NUMBER OF TRANSACTIONS IN SPAIN GROWING
EACH YEAR SINCE 2012, ALTHOUGHT STILL
REPRESENTS ONLY 61% OF PEAK
TRANSACTIONS EVOLUTION (in thousands) | ||||||||
39% | 240 | |||||||
POTENTIAL | ||||||||
INCREASE | 180 | |||||||
120 | ||||||||
60 | ||||||||
2006 | 2007 | 2008 | 2009 | 2010 | 2011 | 2012 | 2013 2014 2015 2016 2017 2018 |
AURA RE
PRICES IN SPAIN ARE STILL BELOW PRE-CRISIS LEVELS
35
RESIDENTIAL FOR SALE
STARTING FROM THE CRISIS | AND STILL VERY REDUCEDGOING FORWARD |
VERY LIMITED NEW SUPPLY | |
BUILT STOCK BY YEAR (in thousands)
700
600
500
400
300 | 3% STOCK BUILT |
COMPARED TO | |
PEAK LEVEL | |
200 | |
100
-
2005 | 2006 | 2007 | 2008 | 2009 | 2010 | 2011 | 2012 | 2013 | 2014 | 2015 | 2016 | 2017 |
NEW CONSTRUCTION PERMITS FOR RESIDENTIAL USE | |||
(in thousands) | |||
1,000 | |||
900 | |||
800 | LEVELS | ||
700 | GROWTH | ||
600 | 3x TIMES | ||
PEAK | |||
MORE | |||
500 | SINCE THE | ||
BOTTOM | |||
FOR | |||
400 | BUT STILL | ||
88% LESS | |||
300 | 88% | ||
THAN IN | |||
200 | THE PEAK | ||
100 | |||
- | |||
2006 | 2014 | 2018 |
CATASTRO | MINISTERIO DE FOMENTO |
STRONG UNBALANCE BETWEEN DEMAND AND SUPPLY OF NEW HOUSES |
36
RESIDENTIAL FOR RENT
STRONGRENTAL MARKET GROWTHIN SPAIN AND | SPANISHRENTAL MARKET ISBELOW EU LEVELS |
MADRID | AND THE TREND IS TO BE EACH YEAR CLOSER |
RENT PRICE EVOLUTION (€/sqm/month) | POPULATION BY TENANCY | ||||||||
13.6 € | 14.8 € | 80.1% | 76.7% | 80.7% | |||||
15.4 € | 73.0% | ||||||||
11.6 € | 12.2 € | ||||||||
9.6 € | |||||||||
7.6 € | 8.5 € | 9.5 € | |||||||
7.1 € | |||||||||
23.3% | 27.0% | ||||||||
19.9% | 19.4% | ||||||||
Rent | Owners | Rent | Owners | ||||||
2015 | 2016 | 2017 | 2018 | 2019 | Spain | Madrid region | |||
Spain | City of Madrid | 2007 | 2012 | 2017 | |||||
AURA RE | INE AND WORLD POPULATION REVIEW (2017) |
RENTAL MARKET VERY ATTRACTIVE FOR YOUNG PEOPLE, WHO DO NOT MEET THE MINIMUM REQUIREMENTS TO PURCHASE THEIR PROPERTY AND AT THE SAME TIME DO NOT WANT ANY PHYSICAL ATTACHMENT 37
BOD AND MANAGEMENT TEAM CV
38
BOARD OF DIRECTORS
Fernando Acuña - Board of Directors and Management team
✓Founder & CEO of Aura Ree
✓CEO of Mortgage & Consumer Finance Bank - Deutsche Bank Credit (former) ✓McKinsey & Company, engagement manager, Madrid and New York (former) ✓Over 10 years of experience in the Spanish real estate market
✓BA, Universidad Complutense
✓BA, Anglia Polytechnic University of Cambridge
Juan Manuel Soldado - Board of Directors and Management team
✓Former CEO of Nuphar Gestión Inmobiliaria (RE developer firm) ✓Former partner at Proyconsol, RE land management company ✓Over 12 years of experience in the Spanish real estate market ✓BA, Economic, Sciences & Marketing, CEADE
Juan José Nieto - Board of Directors (Independent)
- Independent Director
- Founder and CEO at NK5
- Founder and CEO at Palmera Capital y Servicios
- Currently Director at 'La información', Norfin, Uralita, Banco Sabadell Este and Havas Media
- Worked for Goldman Sachs in London and Bankers Trust managing M&A department
- Former General Manager at Telefónica, and CEO at Antena 3, and Telefónica Media. Former Director at Onda Cero Radio, Endemol y Pearson Recoletos
- Former President of Service Point. Founder partner and CEO of Arcano, CEO at Arcano Capital
- BA, ICADE, London Business School and Standford University
39
BOARD OF DIRECTORS
Yair Ephrati - Board of Directors and Management team
✓Head of investment Banking of Value Base M&A and director in various private and public companies, with over 20 years of investment banking and corporate finance experience
✓CEO of Meitav-DS Mergers & Acquisitions, a leading firm in the Israeli investment banking industry (former) ✓McKinsey & Co. In London and New York leading teams advising Fortune 100 companies on new market development, acquisitions, and strategy
✓MBA (High Distinction) from the University of Michigan and a BA in Economics and Business from Tel Aviv University
Ido Nouberger - Board of Directors and Management team
✓CEO & Co-Founder, Value Base Ltd. With more than 20 years of experience in the financial sector.
✓Prior to founding Value Base, Mr. Neuberger served as Co-CEO of Meitav-DS and oversaw the investment management activities and the operational functions of the firm
✓founded Apex (which later on became Meitav-DS) in 1993, and through organic, as well as M&A activity,
grew it to become the second largest investment house in Israel with more than $40B assets under management ✓M.A and a B.A. in Economics from Tel Aviv University
Yeshayahu Manne - Board of Directors (Independent)
✓Independent Director
✓Director of Zafiro Technologies a Spanish company focused on technologic and engineering solutions ✓More than 25 years' experience in business development and strategic implementation ✓Founded numerous companies in Israel, Spain, Cuba and the Dominican Republic in the fields of IT, telecommunications, energy, infrastructure and real estate
✓BD in electrical engineering , Ben Gurion University
40
MANAGEMENT TEAM
Fabrizio Agrimi - General Manager
✓Managing Director and Partner in Altan Capital (real estate arm of the Altamar Group, leading alternative asset manager in Spain)
✓Investment Team at Aguirre Newman (2004-2006)
✓Worked in Milan and London in the law firm Vita Samory, Fabrini e Associati (now part of Orrick) as part of the M&A, Private Equity and Financial Services team
✓Wide knowledge of real estate industry and extensive experience in investment operations, mergers and acquisitions, not only in Spain but also in the United Kingdom and Italy
✓MBA AT ESADE BUSINESS SCHOOL BARCELONA (SPAIN) ✓Degree in Law(University of Trento - Italy)
Alberto García de Novales - Finance Director
✓Financial department at Autonomy Spain Real Estate SOCIMI, S.A
✓Auditor at PwC for more than 6 years within the Construction and Real Estate sector in Madrid and Luxembourg.
✓EXECUTIVE MBA AT IE BUSINESS SCHOOL MADRID (SPAIN)
✓Degree in Business Administration (Pablo de Olavide University, Seville Spain)
Jose Luis Ruiz - Portfolio Manager
✓Financial Controlling, Legal & Quality Director (Asset Services) of CBRE during 3 years ✓Financial Director for Spain and Portugal of Vastned during 13 years (Dutch REIT) ✓Investments Deputy Director in Ferrán (Real Estate Consultancy firm)
✓Head of Asset Management in Mutualidad de la Abogacía ✓Degree in Economics (University of Valladolid)
41
Q1 FINANCIAL INFORMATION
42
Q1 2019 FINANCIAL PERFORMANCE
OUTSTANDING GAV AND NAV EVOLUTION
- +15% GAV increase vs. December 2018
- +1% revaluation of 2018 portfolio
- €5.5mn invested in Q1 2019 acquisitions
- +24% revaluation of assets acquired in Q1 2019
- 2% nav increase vs. December 2018
- 19% share price discount vs EPRA nav per share
- €0.45mn share premium distribution in Q1 2019
- €1.1mn net profit in Q1 2019
- 7% GRI increase vs. December 2018
- Increase net rental income margin from 61.6% up to 70.1%
Key Financial Figures according to International Financial Reporting Standards as adopted by the European Union (IFRS -EU) as of March 31st, 2019
GAV | ASSETS | REVALUATION OF | REVALUATION | GAV MARCH | |
DECEMBER | ACQUIRED IN | CAPEX 2019 | ASSETS ACQUIRED | ||
2018 ASSETS | 2019 | ||||
2018 | 2019 | IN 2019 | |||
NAV DECEMBER | SHARE PREMIUM | OWN SHARES | Q1 2019 PROFIT NAV MARCH 2019 |
2018 | PAID | TRADING | |
43
SHARE CAPITAL INCREASE INFORMATION
44
SHARE CAPITAL INCREASE DETAILS
AND STOCK INFORMATION
•SHARE CAPITAL INCREASE AMOUNT: | €29,993,742.60 | |
• | SHARE PRICE: | €13.4 (19.5% Discount vs. EPRA NAV) |
• | SUSCRIPTION RIGHT PERIOD: | June 24 - July 24 |
•SUSCRIPTION RIGHT LISTING PERIOD: | July 11 - July 24 | |
• | DISCRETIONARY PERIOD: | July 31 - August 1 |
• | DISBOURSEMENT: | August 2 |
• | CONVERSION RATE: | 1 share / 1 subscription right |
18 subscription rights / 17 new shares | ||
• | RIGHTS ISIN: ES0605196932 | New shares ISIN: ES0105196044 |
• | STOCK EXCHANGE: MAB | Ticker: YVBA |
- PROSPECTUS:https://www.bolsasymercados.es/mab/documentos/Otros/2019/06/05196_Folleto_20190620.pdf
45
TERMS AND CONDITIONS
46
TERMS AND CONDITIONS*
•MANAGEMENT COMPANY: VBA Asset Management 3000, S.L.
•MANAGEMENT COMPANY SHAREHOLDERS:Value Base Ltd & Aura Asset Management
•TERMINATION DATE:31 December 2024 unless the Company starts before such date its liquidation. In this case this agreement will be extended two additional years
•MANAGEMENT FEE:Quarterly Management Fee based on the total assets as per the consolidated financial statements multiplied by:
RELEVANT QUARTER TOTAL ASSETS ( MILLION EUROS) | PROGRESSIVE MANAGEMENT FEE % |
0 TO 60 | 1% |
60.01 TO 120 | 0.9% |
120.01 TO 250 | 0.8% |
250.01 TO 500 | 0.7% |
ABOVE 500 | 0.6% |
•SUCCESS FEE:16% of the annual share price increase subject to an annual 6% hurdle rate and based on a catch-up and high water mark mechanism and subject to reach a minimum share price of €15.7
•PAYMENT METHOD:
Management feepaid in cash in a quarterly basis
Success feepaid in ordinary shares of the company, except for the applicable value added tax that will be paid in cash
* SUBJECT TO A MINIMUM SUSCRIPTION OF €12.5M | 47 |
COMPANY
INFORMATION
AND CONTACT
VBARE Iberian Properties SOCIMI, S.A.
C/ Almagro, 3 - 5º Izq. 28010 Madrid (Spain)
Website: www.vbarealestate.com
FABRIZIO | ALBERTO GARCÍA |
AGRIMI | DE NOVALES |
GENERAL MANAGER | FINANCE DIRECTOR |
+34 91 277 75 78 | +34 91 277 75 78 |
+34 607 734 783 | +34 607 817 553 |
fabrizio.agrimi@vbarealestate.com | alberto.novales@vbarealestate.com |
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VBARE Iberian Properties SOCIMI SA published this content on 25 June 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 June 2019 20:00:04 UTC