Institutional Presentation. Institutional Presentation 3Q
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- Shanon Alexander
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2 Index 1. OVERVIEW 2. WHY INVEST IN brmalls? 3. PORTFOLIO MANAGEMENT 4. RECENT EVENTS 5. FINANCIAL HIGHLIGHTS 6. APPENDIX
3 Overview 2
4 Company highlights Plaza Niterói - RJ LARGEST mall company in Latin America Nationwide presence covering all 5 regions of Brazil Shopping Tijuca - RJ ACTIVE PORTFOLIO MANAGEMENT: 39 acquisitions 32 increases in stake 11 greenfields 21 expansions 20 asset sales NorteShopping - RJ Portfolio with 40 regional malls, 7% of the total malls in Brazil 3
5 High Quality Portfolio: with large presence and regional scale 5 MG / Midwest 21% 8% North / Northeast 10 % of total NOI São Paulo 27% 10 9 RJ / ES 30% South 14% 6 RJ / ES São Paulo MG / Midwest South North / Northeast Plaza Niterói Shopping Villa-Lobos Center Shopping Uberlândia Shopping Curitiba Amazonas Shopping 4
6 Highly diversified client base BRANDS (% OF TOTAL REVENUES) SEGMENTS (% SATELITE STORE GLA¹) Brand 1 1.4% Restaurants 16.1% Apparel 11.3% Brand 2 1.2% Services 9.4% Brand 3 0.9% Shoes 7.1% Brand 4 0.9% Women s Apparel 5.9% Cosmetics 3.7% Brand 5 0.7% Men s Apparel 2.7% Updated on October, ¹Most representative segments, excluding department stores, supermarkets and cinemas. 5
7 Largest company in the sector in less than 10 years... NET REVENUE (R$ MM): 27.8% p.a. or 15x NOI: 28.8% p.a. or 16x Adjusted EBITDA: 28.0% p.a. or 15x Total GLA Growth: 579% ou 7x 1,124 1,304 1,395 1,447 1,370 1, malls Total Aquisitions* Greenfields Expansions Divestments* # Malls Total GLA (thousand m²) ,033 1,197 1,434 1,621 1,689 1,691 1,638 1,646 1,446 1,446 (*) Considering asset sales and acquisitions only of the malls in which the company divested its entire interest or added one more shopping center to the portfolio. Does not consider the 44 increases in stake and 4 partial divestments. 6
8 ...in a strong and resilient sector MALL INDUSTRY SALES PERFORMANCE (R$ BILLIONS) Average Inflation ( ): +6.5% p.a. Average GDP Growth( ): +2.3% p.a. Sales CAGR ( ): +13.7% p.a Mexican Crisis (1994) & Asian Crisis (1997) Russian Crisis (1998) & Real Depreciation (1999) 2002 Crisis Lula Election Subprime Crisis ( ) European Crisis ( ) Car Wash Crisis ( ) Avg. GDP Growth (95-97): 2.9% Avg. GDP Growth (98-00): 1.8% Avg. GDP Growth (03-05): 3.0% Avg. GDP Growth (08-09): 3.2% Avg. GDP Growth (11-12): 2.5% Avg. GDP Growth (14-17): -1.5% Avg. Inflation (95-97): 7.4% Avg. Inflation (98-00): 5.5% Avg. Inflation (03-05): 7.5% Avg. Inflation (08-09): 5.1% Avg. Inflation (11-12): 5.8% Avg. Inflation (14-17): 6.6% Avg. Interest Rate (95-97): 35.4% Avg. Interest Rate (98-00): 21.3% Avg. Interest Rate (03-05): 17.4% Avg. Interest Rate (08-09):11.2% Avg. Interest Rate (11-12): 9.1% Avg. Interest Rate (14-17): 11.6% Sales Growth CAGR (95-97): 18.3% Sales Growth CAGR (98-00): 19.9% Sales Growth CAGR (03-05): 12.4% Sales Growth (08-09): 14.6% Sales Growth (11-12): 10.6% Sales Growth (14-17): 5.6% Source: IPEA Data and Abrasce 7
9 Why invest in brmalls? 8
10 brmalls is the best and largest Company in the sector 1 o SIZE 1 o GROWTH 1 o PROFITABILITY 18 TOTAL GLA ( 000 m²) OWNED GLA CAGR ( ) EBITDA MARGIN AVERAGE * * 17* 22.9% 5.4% 12.9% 77.6% 70.3% 74.0% *n of malls 2017 TOTAL SALES (R$ MM) NET REVENUES CAGR ( ) NOI MARGIN AVERAGE ,246 14,657 13, % 15.0% 18.4% 90.7% 86.5% 87.1% 2017 EBITDA (R$ MM) ADJUSTED EBITDA CAGR ( ) G&A/ GROSS REVENUES AVERAGE % 17.2% 20.6% 7.1% 14.9% 10.0% 9
11 Solid portfolio management track-record: acquisitions 39 ACQUISITIONS & 32 INCREASES TURNAROUND EXPERTISE IN STAKE RENT - Higher occupancy rate - Leasing spreads - Improvements in auditing MALL & MEDIA - Media: bargaining power - Mall: higher occupancy rate PARKING - Expertise in pricing strategy - Higher operational efficiency TENANT MIX - Largest tenant base - Access to the best brands IMPROVENTS IN CONSUMER EXPERIENCE - Redevelopments - Marketing expertise 2011 # OF ACQUISITIONS SINCE 2007 ( NEW ASSETS )
12 Solid portfolio management track-record: divestments 20 ASSET SALES² SALES CAP RATE¹ R$341.8 million 9.9% 10.3% 9.7% R$389.2 million R$374.6 million # OF DIVESTITURES² SINCE R$824.3 million Source: brmalls and Companies ¹ Average Sales Cap Rate in each period, considering LTM NOI ² Considers full and partial divestments 11
13 SHOPPING ESTAÇÃO CUIABÁ - MT Solid portfolio management track-record: developments 21 EXPANSIONS 11 GREENFIELDS INDEPENDÊNCIA SHOPPING - MG SHOPPING SETE LAGOAS - MG GRANJA VIANNA - SP 2011 MOOCA PLAZA SHOPPING - SP SHOPPING VIA BRASIL - RJ 2012 SHOPPING ESTAÇÃO BH - MG LONDRINA NORTE SHOPPING - PR SÃO BERNARDO PLAZA SHOPPING - SP SHOPPING CONTAGEM - MG SHOPPING VILA VELHA - ES Since 2007, the LARGEST mall developer in Brazil 12
14 Capital structure FORTRESS BALANCE SHEET PROTECTED FROM INTEREST RATE HIKES UNENCUMBERED ASSETS (% INVESTMENT PROPERTIES) 38% 18 DEBT PROFILE 21,2% 3,0% 0,1% Cash Position Average Remuneration (% CDI) R$ 1.0 bi 100.0% 62% Exposure to each Index 56,5% Average Cost 9.2% Gross Debt R$ 2.9 bi 19,2% Net Debt R$ 1.9 bi Unencumbered Assets Encumbered Assets TR CDI IPCA IGP-M Fixed Ratings : AAA / BBB- : Aa1 / Ba2 LTM ADJUSTED EBITDA/ NET FINANCIAL EXPENSE NET DEBT/ LTM ADJUSTED EBITDA x x 2.0x 2.2x 2.8x
15 Corporate governance EXECUTIVE OFFICERS Officers Title Years in brmalls Ruy Kameyama CEO 11 Frederico Villa CFO and IR Director 10 José Vicente Avellar COO 8 Mariane Grenchinski CDO 11 Claudia Lacerda General Counsel 11 Bianca Bastos HR Director 7 BOARD OF DIRECTORS Directors José Afonso Castanheira Bruno Rudge João Roberto Teixeira Luiz Alberto Quinta Luiz Antonio de Sampaio Campos Mauro Rodrigues da Cunha Silvio José Genesini Junior Title Chairman Independent Director Independent Director Director Independent Director Independent Director Independent Director Alignment with investors: AFFO/share as key long term goal ISS QUALITYSCORE BENCHMARK¹ (1 = LOWEST RISK) Governance Committees: Audit People Compensation Risk Full Corporation, listed under NOVO MERCADO 6 Key employees aligned with Company via Performance Share Program No shareholder agreement 8 10 ¹Updated in October,. 14
16 Capital structure Follow-On 17 : Companies largest ever capital raising R$ 1.7 bi May/17 Renegotiation of TR linked debts: reduction of 30 bps Aug/17 RATING UPGRADE Moody s: Aa1 Fitch: AA+, positive outlook Nov/17 RATING UPGRADE Fitch: AAA Renegotiation of TR linked debts: reduction of 90 bps Sep/18 Jul/17 Pre-payment of perpetual bond: R$ 1.2 billion New leverage level: 2,4x (Net debt/ EBITDA LTM) Oct/17 Unsecured CRI 400 R$ 400 million 97.5% of CDI Jan/18 Amortization of JPM 4131 debt No longer exposed to US Dollar related debts 15
17 Capital markets & valuation AVERAGE DAILY TRADED VOLUME (R$MM)¹ UPSIDE TO CURRENT PRICE² Historical High R$ 17, % 50 NAV R$ 15, % 2019 PRICE/FFO ³ 15.4x 18.1x 16.0x Consensus* R$ 12, % Last Price R$ 11,41 ¹Updated in October,. ²Updated on November 13th, ³Bloomberg estimates *Bloomberg consensus, updated November 13th, NAV = fair value of investment properties of current malls net debt minority interest / number of outstanding shares. 16
18 Capital markets & valuation E EV/EBITDA VS. INTERNATIONAL PEERS 18.0x 18.2x 18.0x 24.9x 20.3x 20.1x 25.5x 22.4x 10.8x 14.1x 12.7x 13.2x 10.9x 14.8x 14.6x 13.1x Brazil Latin America USA Others Average 12.0x 14.1x 17.1x 20.7x brmalls vs. Average -1.2 p.p p.p p.p p.p. Updated August 10th,. Source for international peers : Bloomberg Source for national peers: sell side analyst estimates 17
19 Capital markets & valuation BRAZILIAN MALLS TRADING AT A DISCOUNT TO HISTORICAL AVERAGES PICK-UP IN RETAIL SALES COULD LEAD TO A RE-RATING 26,0 24,0 22,0 20,0 18,0 16,0 14,0 12,0 10,0 Aug-11 Aug-12 Aug-13 Aug-14 Aug-15 Aug-16 Aug-17 Aug ,0% 1,6% 1,2% 0,8% 0,4% 0,0% -0,4% P/ FFO Average +1 Std Dev. -1 Std Dev. Malls P/FFO Retail Sales (MoM%, RHS) Source: Bank of America Merrill Lynch Global Research, Bloomberg 18
20 Portfolio management 19
21 86% of our NOI exposed to Tier 1 & 2 assets NOI REPRESENTATIVENESS PER ASSET Top 15 75% of Total NOI OPERATIONAL METRICS R$ 154 NOI/m² R$ 139 Rent/m² R$ 1,481 Sales/m² PORTFOLIO Tier 1 & 2 o Dominant malls o Regions with high population density o High purchase power potential Top 20 86% of Total NOI Top 25 92% of Total NOI R$ 144 NOI/m² R$ 122 Rent/m² R$ 1,423 Sales/m² R$ 134 NOI/m² R$ 116 Rent/m² R$ 1,395 Sales/m² o Tenant and consumer top of mind PORTFOLIO Tier 3 & o Low NOI representativeness Top % of Total NOI R$ 105 NOI/m² R$ 92 Rent/m² R$ 1,266 Sales/m² o o Assets managed by third parties Assets in maturity period * Updated: 18 20
22 Retrofit During 17, we announced 5 retrofit projects (NorteShopping, Villa Lobos, Tijuca, Plaza Niterói and Uberlândia). During the 3 rd quarter of, we made progress towards their development, with partial deliveries being finished within the respective schedules. We also advanced with our studies that aim to evaluate possibility of anticipating deliveries for some projects. The investment, of approximately R$ 400 million over the next 5 years for 10 of our main assets, will be key to strengthening and increasing the attractiveness of these malls to customers. Below, we disclose further details on each project: NorteShopping: Constructions started in 2017, and so far we have completed the replacement of the mall s floor, the handrails on the second floor and the parking lot s roof and ambience, as shown in the pictures below. Villa Lobos, Tijuca, Plaza Niterói e Uberlândia: Conceptual projects approved, with partial deliveries expected for 4Q18. Before After Before After 21
23 Retrofit Shopping Curitiba Case Study The Shopping Curitiba retrofit did not present any negative impacts in sales during the period, with a +4.5% SSS vs. Shopping Estação¹, located in the same region and with similar consumer profile. TIME LINE 1996 Mall Opening Acquisition & Start of Retrofit +7.4% CAGR sales/sqm End of Retrofit year after retrofit conclusion BEFORE AFTER BEFORE AFTER ¹ Considering a 1.5 year range 22
24 Development Shopping Estação Cuiabá Shopping Estação Cuiabá: The largest mall in a state with strong economic development On October 23 rd,, we inaugurated the Company's 11 th greenfield project, and now the 40 th mall in our portfolio. The mall will bring new experiences for customers, aligned with the new consumer trends. We have gastronomy as one of the mall s main pillars, with a food court that includes natural lighting and modern ambience. Among other new features, we have Taste Lab, a Food Hall that combines a gourmet culinary experience with art and culture, all in a single place, with over 2,000 m², in addition to a multipurpose outdoor area containing a children's playground and a stage to receive several attractions. The project has 47,100 m² of GLA, of which 35,300 m² of owned GLA. With this opening, the Company consolidates itself as the largest shopping mall company in Brazil. Click here to watch the full video. Total GLA: 47,106 m² Interest: 75% Owned GLA: 35,330 m² Number of Stores: 278 Number of Parking Spaces: 2,110 Stabilized NOI¹: R$ 36.1 million Capex (100%): R$ million 4th year Cash-on-Cash: 9.1% Leasing Status: 94.2% 23
25 Portfolio strengthening: acquisitions EXTERNAL ACQUISITIONS INTERNAL ACQUISITIONS Focus in TIER 1 malls located in main urban areas Efforts towards increasing our interest in our CORE ASSETS Tenant and consumer TOP OF MIND brmalls has an average interest of 60% in its current portfolio, with the potential of a 10% increase in STRATEGIC ASSETS. POTENTIAL EXTERNAL ACQUISITIONS SCENARIO (NUMBER OF MALLS) POTENTIAL INTERNAL ACQUISITIONS SCENARIO Potential Increase 10% Other Partners 30% brmalls 60% Total Number of Malls GLA Under 30 thousand m² Population Under 500 thousand Direct Competitors Potential Acquisitions 24
26 Portfolio strengthening: acquisitions MARKET SHARE OF BRAZILIAN SHOPPING MALLS 88% 80% 74% 74% 72% 71% 72% 71% 73% 84% 84% 84% 12% 20% 26% 26% 28% 29% 28% 29% 27% 16% 16% 16% Top 4 Mall Players* MARKET SHARE (% OF OWNED GLA) 6% 4%3% 3% brmalls Multiplan Iguatemi Aliansce Others 84% * 4 largest listed companies: brmalls, Multiplan, Iguatemi and Aliansce. Source: Abrasce 25
27 Recent events 26
28 Recent Events MAIN TOPICS RECENT DEVELOPMENTS FUTURE DRIVERS Market Environment o Brazil is recently coming out of a recession o Unemployment rate is stabilizing o Greater credit availability o Economic recovery o Favorable retail GLA supply x demand dynamics o Retail is a underpenetrated sector in Brazil Result Drivers o Lower delinquency rates o AFFO recovery during 1H18 o Shopping Estação Cuiabá greenfield opening in October, o AFFO/Share as company s main goal o NOI recovery o Long-term consolidation opportunities Portfolio o Focus on dominant malls and sale of non-core assets o 5% of company s NOI destined to renovations o Tenant mix improvement o Retrofit projects on 10 flagship malls o More concentrated portfolio Balance Sheet o Deleveraging efforts resulted in lowest Net Debt/ EBITDA in the sector o Awarded AAA local rating by Fitch Ratings o Debt with long duration and predominantly exposed to fixed rates o Maintenance of our fortress balance sheet Omnichannel o Delivery Center: rolling out ship from mall / marketplace solution o Technology enabled solutions o Improve omnichannel and consumer interactions Culture and Corporate Governance o Updated corporate values and sense of purpose o Review of compensation policies o Top score in ISS Governance QualityScore o More collaborative culture 27
29 Operational indicators SAME STORE SALES ANNUAL GROWTH (%) SAME STORE SALES QUARTERLY GROWTH (%) 14.1% 4,6% 7.0% 8.9% 7.4% 4.5% 6.5% 3.0% 2.8% 1,6% 2,7% 2,5% -0.6% SAME STORE RENT ANNUAL GROWTH (%) 17 4Q17 1Q18 2Q18 18 SAME STORE RENT QUARTERLY GROWTH (%) -1,3% 13.6% 10.5% 9.3% 9.6% 9.8% 7.9% 7.3% 4,3% 3,3% 4.4% 4.9% 1,7% 0,4% Q17 1Q18 2Q ,1% 28
30 Tenant mix improvements NET LATE PAYMENTS (%) SALES/ m² GROWTH (%) & SSS (%) 7,3% 6,8% 5,7% 5,5% 4,8% 3,7% 2,6% 1,9% 4,8% 1,6% 1,7% 1,3% 1,7% 0,8% 4,6% 2,4% 1,6% 4,8% 2,7% 2,7% 2,5% 17 4Q17 1Q18 2Q ,6% -1,3% Sales/m² vs. year -1 Same Store Sales (SSS) SIGNED CONTRACTS OCCUPANCY RATE (%) 1,893 Contracts signed in ,8% 96,9% 96,8% 95,8% 96,2% 96,1% 96,2% 96,5% 96,1% 96,3% ,5% 94,7% 95,2% 1Q 2Q 4Q Q15 1Q16 2Q Q16 1Q17 2Q Q17 1Q18 2Q
31 Tenant mix improvements CHANGES IN TENANT MIX¹ +2.5% Services +1.6% Restaurants +1.3% Appliances +1.0% Sporting Goods +0.6% Children +0.2% +0.2% Leisure Pet Fast Food -0.3% Mobile Phones/Computer -0.5% Supermarket Apparel -1.1% -1.1% Department Stores -1.5% ¹ Changes in GLA of each segment between 2014 and
32 Stabilized Results 2017 (R$ MM) Stabilized Results (R$ MM) Discounts¹: +21MM Net Revenues R$ 1,348 R$ 1, % Vacancy²: +22MM Adjusted EBITDA R$ 876 R$ 1, % PDA 3 : +149MM Adjusted EBITDA Margin 65.0% 76.8% +1,180 bps AFFO R$ 426 R$ % Financial Result 4 :+52MM AFFO Margin 31.6% 48.1% +1,650 bps Total: R$ +244MM/year Source: brmalls ¹Discount upside, considering the company s historic level of 1-2% of rent revenues ²Vacancy upside, based on the average occupancy rate for 2017 vs. stabilized occupancy rate of 97.5% ³PDA estimated upside based on PDA as a % of Net Revenues 2017 vs. historical PDA as a % of net revenues 4 Upside based on current net debt and debt cost vs
33 Financial highlights 32
34 Top line NET REVENUE PERFORMANCE (R$ MM) GROSS REVENUES BREAKDOWN 27.8% CAGR 1,348 Rents Breakdown % Base Rent 79.2% 80.0% -0.8 p.p. Mall & Media 14.4% 14.0% 0.4 p.p. Overage Rent 6.4% 6.0% 0.4 p.p. Rents 100.0% 100.0% Gross Revenues Breakdown % Rents 69.2% 70.9% -1.7 p.p. Parking 20.1% 19.1% 1.0 p.p. Services 8.0% 6.7% 1.3 p.p. Key Money 1.6% 1.9% -0.3 p.p. Transfer Fee 0.4% 0.4% - Others 0.7% 1.0% -0.3 p.p. Gross Revenue 100.0% 100.0% # Malls
35 Historical financial performance 00,0 00,0 00,0 00,0 00,0 00,0 00,0 0,0 800,0 ADJUSTED FFO (R$ MM) AND ADJUSTED FFO MARGIN 700,0 600,0 CAGR 06-17: 24.1% 500,0Average Margin: 38.9% 400,0 300,0 200,0 100,0 0,0 ADJUSTED EBITDA (R$ MM) AND ADJUSTED EBITDA MARGIN CAGR 06-17: 28.0% Average Margin: 75.3% 63.4% % Adjusted FFO Adjusted FFO Margin Adjusted EBITDA Adjusted EBITDA Margin 140,0% 120,0% 100,0% 80,0% 65.0% 60,0% 40,0% 20,0% 0,0% 140,0% 120,0% 100,0% 80,0% 60,0% 40,0% 31.6% 20,0% 0,0% 1.400, , ,0 800,0 600,0 400,0 200,0 0,0 800,0 700,0 600,0 500,0 400,0 300,0 200,0 100,0 0,0-100,0 NOI (R$ MM) AND NOI MARGIN CAGR 06-17: 28.8% Average Margin: 89.6% 80.9% 73.7 ADJUSTED NET INCOME (R$ MM) AND MARGIN 1, CAGR 06-17: 26.0% Average Margin: 32.8% 35.2% 32.1 NOI NOI Margin Adjusted Net Income Adjusted Net Income Margin 140,0% 120,0% 100,0% 88.4% 80,0% 60,0% 40,0% 20,0% 0,0% 145,0% 125,0% 105,0% 85,0% 65,0% 45,0% 30.3% 25,0% 5,0% -15,0% 34
36 Appendix 35
37 E-commerce in Brazil E-COMMERCE REPRESENTATIVENESS E-COMMERCE SHARE IN TOTAL RETAIL SALES (%)¹ E-COMMERCE SHARE IN TOTAL CHRISTMAS SALES (%) % 27.0% 22.9% 21.0% 18.9% 9.8% 8.4% 7.5% 5.7% 5.4% 5.1% 16.3% 13.2% 12.2% 8.5% 3.3% 2.0% 6.9% 3.1% MAIN CHALLENGES FOR THE E-COMMERCE CONSOLIDATION IN BRAZIL For the tenant For the customer o High logistics cost o Incremental Costs (shipping costs) o 60% want to see, touch and try on products o High cost of capital (inventory, working capital) o High level of delay in deliveries o 55% want to check out the product immediately o Fiscal complexity o High average delivery time (+5 days) o 27% think the return process is better in bricks and mortar stores ¹ Considers only sales made exclusively on the online channel. Source: brmalls, Abrasce, Statista and PwC. 36
38 Consumer profile SHOPPING MALLS IN BRAZIL ARE LEISURE AND ENTERTAINMENT CENTERS USA 1 BRAZIL 3.4 days/month 7 days/month Average times customers go to the mall 84 minutes 74 minutes Average time the customer stays in the mall for 2 stores 2.3 stores 2 Main reasons to visit shopping malls in brazil ³ 15% To eat 15% Due to the services offered and only 28% INDUTRY S GROWTH POTENTIAL 4 14% Of customers go to spend their free time Go to the mall exclusively to shop Average number of stores customers visits... 2, with a conversion rate in sales of: 50% 63% While the conversion rate in sales for online purchases is of: 25, , % 1.5% USA Canada Australia South Africa Mexico Brazil GLA (m²)/1,000 inhabitants GDP/GLA (US$) ¹ Source: BofA Merrill Lynch Global Research, CNC ² Source: Abrasce ³ Source: BofA Merrill Lynch Global Research 4 Source: World Bank, Abrasce, ICSC and brmalls analysis 37
39 Industry analysis LONG-TERM GLA SUPPLY AND DEMAND SUPPLY: SHOPPING MALL INDUSTRY DEVELOPMENT IN BRAZIL While the supply of new mall GLA is shrinking, the demand for new stores continues to grow, indicating greater bargaining power for dominant and consolidated malls. 1,537 1, % % 8.7% % 4.7% 5.0% 4.7% % % % % 2.4% 1.1% E 2019E Added GLA (000' m²) Added GLA (%) DEMAND: NET STORE OPENINGS IN BRAZIL ( 000 STORES) STORE CLOSURES HAVE STABILIZED DEMAND: NUMBER OF NEW STORE OPENINGS IN BRAZIL¹ ( # OF STORES)...AND RETAILERS EXPECT TO INCREASE FOOTPRINT IN THE NEXT YEARS + 38% H18 2H18E Source: Bank of America Merrill Lynch Global Research Estimates and Abrasce ¹ Considers Arcos Dorados, Arezzo, Burger King, CVC, Hering, LAME, Magazine Luiza and Renner 2017 E 2019E 2020E 2021E 2022E 38
40 Industry analysis INDUSTRY HEATMAP Source: JP Morgan 39
41 Culture We developed our corporate purpose with the objective to engage our employees, tenants, shareholders, consumers and the society by strengthening what is already positive in our corporate culture and adding new values so that we can make it even more relevant in the present and future. We work tirelessly to provide encounters with happiness in a quality infrastructure, oriented to receive each and every person and thus promote a happy coexistence. With this, our purpose is to: Transform shopping malls into destinations of Happiness and Opportunity. We also disclosed, during the second quarter of, the new way of expressing our values, presented below: Excellent team Ownership Collaboration Client Results today and always Finally, we translated our purpose and values into a more modern visual identity and we also invested in the renovation of our headquarters, ensuring a more open and dynamic work environment with the goal of encouraging innovation, productivity and collaboration in our routine. These initiatives are part of a long-term improvement strategy, focused on team development, compensation alignment and culture evolution. 40
42 Cubo Retail Partnership with Cubo Itaú, the largest center for technological entrepreneurship in Latin America. The partnership with the company consists on the creation of the vertical "Cubo Retail", opened on August 15 th,, on an exclusive floor in the new Cubo Itaú building. The vertical will enable brmalls to work closely with startups and retailers in the development of new technologies and retail solutions. New projects and startups will benefit from the Cubo Itaú ecosystem and easy access to brmalls network. This partnership is aligned with the Company's purpose of creating new opportunities through our malls and part of the brmalls team will be allocated on the vertical to manage the relationship with retail startups, keep track project s development and identify potential opportunities. The Cubo Itaú was designed by Itaú Unibanco, in partnership with Redpoint eventures, with the objective of connecting entrepreneurs, large companies, investors and universities in a single place to discuss technology, innovation, new business models, new ways of working and of challenge the status quo. 41
43 Delivery Center SHIP FROM MALL: E-commerce and Marketplaces integration to the mall s stores and execution of physical delivery SAME-DAY or SAME-HOUR delivery Malls as LAST-MILE distribution centers Association and non-controlling investment at Delivery Center INDEPENDENT management by Delivery Center ROLL-OUT: Malls in Porto Alegre and Rio de Janeiro in and São Paulo in 2019 DELIVERY CENTER SOLVES MAIN BUYING ONLINE ISSUES¹ 34% say that shipping is too expensive 24% say that shipping takes too long 18% say that returning items is too difficult Click here to watch the full video. FULLY INTEGRATED ORDER PICKING EXPEDITION DELIVERY ¹ Study conducted by UBS Evidence Lab 42
44 Historical financial performance R$ MILLION CAGR ('06 - '17) 18 LTM ¹ Gross Revenue , , , , , , % ,398.2 Services % Net Revenues , , , , , , % ,285.2 NOI , , , , , , % ,143.8 NOI Margin 80.9% 86.7% 90.4% 91.9% 89.3% 90.2% 91.3% 91.7% 91.8% 91.8% 90.2% 88.4% * 87.2% 88.2% Adjusted EBITDA , , , , % Adjusted EBITDA Margin 63.4% 67.8% 74.9% 75.3% 81.4% 79.5% 81.0% 81.0% 80.3% 79.7% 74.2% 65.0% * 71.2% 71.1% Adjusted FFO % Adjusted FFO Margin 43.6% 38.1% 43.6% 59.3% 52.2% 38.4% 37.4% 38.1% 33.7% 28.6% 21.8% 31.6% * 40.8% 42.5% Adjusted FFO per share % Adjusted Net Income % Adjusted Net Income Margin 35.2% -1.4% 17.6% 72.4% 48.3% 35.9% 36.4% 37.4% 32.9% 27.8% 20.4% 30.3% * 39.5% 41.2% Total GLA (m²) 212, , ,131 1,032,586 1,197,146 1,433,524 1,620,625 1,688,603 1,690,953 1,638,072 1,645,672 1,445, % 1,445,536 1,445,536 Added GLA (m²) - 659, ,795 48, , , ,101 67,978 2,351-52,881 7, ,136 * 0-167,392 ¹ Considers the past twelve months from September/. 43
45 Historical financial performance 15 4Q15 1Q16 2Q Q16 1Q17 2Q Q17 1Q18 2Q Average SSS (%) SSR (%) Sales/m² Rent/m² NOI/m² Occupancy Cost (% Sales) Late Payments (monthly average) Net Late Payments Occupancy (%) Tenant Turnover 2.3% 0.9% 1.2% -1.7% -0.6% -0.6% 0.4% 5.3% 4.6% 1.6% 2.7% -1.3% 2.5% 2.1% 0.4 p.p. 7.4% 6.4% 7.4% 2.2% 2.6% 5.3% 6.5% 7.5% 4.3% 1.7% 0.4% -1.1% 3.3% 4.7% -1.4 p.p. 1,149 1,537 1,126 1,165 1,155 1,546 1,144 1,249 1,233 1,583 1,200 1,241 1,266 1, % % % 11.4% 10.3% 12.1% 11.3% 11.7% 10.7% 11.8% 11.2% 11.2% 11.6% 11.6% 11.2% 10.8% 11.4% -0.6 p.p. 6.5% 5.6% 7.9% 8.9% 9.3% 12.8% 13.9% 10.8% 9.5% 9.6% 9.6% 7.8% 6.4% 8.4% -2.0 p.p. 2.6% 1.9% 5.7% 4.8% 3.7% 5.5% 7.3% 1.6% 1.7% 1.3% 4.8% 1.7% 0.8% 2.7% -1.9 p.p. 96.8% 96.9% 96.8% 95.8% 95.5% 96.2% 96.1% 94.7% 95.2% 96.2% 96.5% 96.1% 96.3% 95.8% 0.5 p.p. 5.5% 4.6% 5.1% 4.9% 5.3% 6,6% 7.0% 7.4% 8.0% 9.1% 8.5% 7.6% 8.8% 6.3% 2.5 p.p. 44
46 Top 25 NOI Company s Consolidated View Full Results (100%) NOI 18¹ NOI 17¹ % NOI 9M18¹ NOI 9M17¹ % NOI 18 NOI 9M18 NOI/m² 18¹ Rent/m² 18² 1 Plaza Niterói 27,331 28, % 84,054 87, % 27,331 84, Tijuca 24,427 25, % 75,728 79, % 24,427 75, NorteShopping 22,323 22, % 64,143 62, % 37, , Tamboré 16,938 16, % 50,070 51, % 16,938 50, Uberlândia 16,204 14, % 47,242 43, % 16,204 47, Londrina 13,825 13, % 40,291 41, % 14,866 43, Shopping Recife 11,694 11, % 34,756 32, % 37, , Campo Grande 10,202 9, % 29,108 28, % 14,656 41, Mooca 9,987 9, % 29,457 29, % 16,645 49, Villa-Lobos 9,979 9, % 28,723 29, % 17,085 49, Estação 9,921 10, % 31,101 30, % 9,921 31, Metrô Santa Cruz 8,970 8, % 27,529 27, % 8,970 26, Campinas Shopping 8,830 9, % 24,934 28, % 8,830 24, Estação BH 7,185 6, % 21,208 19, % 7,185 21, Del Rey 6,595 6, % 19,550 20, % 10,145 30, Independência Shopping 6,253 6, % 19,438 18, % 6,253 19, São Bernardo 6,117 5, % 16,997 16, % 10,194 28, Maringá 5,902 5, % 15,348 16, % 5,902 15, Jardim Sul 5,705 5, % 16,771 17, % 9,508 27, Goiânia 4,276 3, % 12,142 11, % 8,781 24, Shopping Piracicaba 4,020 3, % 11,576 10, % 10,896 31, Amazonas Shopping 3,612 3, % 10,412 10, % 12,661 36, Rio Anil 3,461 3, % 10,521 10, % 6,922 21, Shopping Curitiba 3,415 3, % 10,278 10, % 6,969 20, Shopping Iguatemi Caxias do Sul 3,003 2, % 9,018 9, % 6,600 19, Total Top , , % 740, , % 352,833 1,039, Divested Assets³ - 18, , Others 21,526 21, % 68,272 64, % 55, , Total 271, , % 808, , % 408,307 1,214, Total ex-divested assets 271, , % 808, , % TOP 15/Total 204, , % 607, , % 268, , TOP 20/Total 232, , % 688, , % 308, , TOP 25/Total 250, , % 740, , % 352,833 1,039, Note: The aquisition of Alvear s minority interest (30%) does not impact revenues since we previously consolidated 100% of Alvear s results, generarting an impact only on the non-controlling shareholder interest line. ¹ Straight Lined NOI (NOI + Base Rent Straight-Lining + Key Money Straight-Lining) regarding brmalls interest in each asset. ² Straight-lined Base rents + Mall + Media, excluding discounts. ³ For the same-mall analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD figures, we also exclude ItaúPower, divested in Mar/17. 45
47 Financial indicator - NOI 00,0 90,0 80,0 70,0 60,0 50,0 40,0 30,0 20,0 10,0 00,0 NOI (R$ MM) -4.4% +2.1% 284,1 266,0 271, same mall ¹ 18 SAME-MALL NOI GROWTH (%) +5.8 p.p 2,1% 0,6% 17 4Q17 1Q18 2Q ,5% -3,7% -4,8% 2.1% increase in NOI on a same-mall basis¹. Top 25 NOI registered a 2.2% growth year over year, reaching R$ million. Main drivers: 10.0% increase in Parking Revenues and 1.8% increase in Rents on a same-mall basis¹. ¹ For the same mall analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD figures, we also exclude ItaúPower, divested in Mar/17. 46
48 Top 25 Sales Sales 18¹ Sales 17¹ % Sales 9M18¹ Sales 9M17¹ % Sales/m² 18² Occupancy Rate 18³ 1 Plaza Niterói 255, , % 758, , % 2, % 2 Tijuca 229, , % 670, , % 2, % 3 NorteShopping 319, , % 953, , % 1, % 4 Tamboré 181, , % 534, , % 1, % 5 Uberlândia 187, , % 542, , % 1, % 6 Londrina 177, , % 506, , % 1, % 7 Shopping Recife 386, , % 1,120,616 1,119, % 1, % 8 Campo Grande 144, , % 415, , % 1, % 9 Mooca 145, , % 424, , % 1, % 10 Villa-Lobos 144, , % 428, , % 1, % 11 Estação 96,333 90, % 279, , % 1, % 12 Metrô Santa Cruz 108, , % 320, , % 2, % 13 Campinas Shopping 79,225 79, % 232, , % 1, % 14 Estação BH 113,197 98, % 332, , % 1, % 15 Del Rey 119, , % 348, , % 1, % 16 Independência Shopping 77,434 80, % 232, , % 1, % 17 São Bernardo 101,153 93, % 298, , % % 18 Maringá 92,626 69, % 257, , % 1, % 19 Jardim Sul 119, , % 362, , % 1, % 20 Goiânia 107,083 98, % 313, , % 1, % 21 Shopping Piracicaba 135, , % 388, , % 1, % 22 Amazonas Shopping 179, , % 515, , % 1, % 23 Rio Anil 121, , % 304, , % 1, % 24 Shopping Curitiba 71,448 73, % 208, , % 1, % 25 Iguatemi Caxias 102,227 96, % 293, , % 1, % Total Top 25 3,794,806 3,612, % 11,044,116 10,724, % 1, % Divested Assets ⁴ - 558, ,756, Others 1,087,028 1,034, % 3,211,745 3,056, % - - brmalls Total 4,881,834 5,205, % 14,255,861 15,537, % 1, % Total ex-divested assets 4,881,834 4,646, % 14,255,861 13,780, % - - TOP 15/Total 2,686,345 2,575, % 7,869,731 7,674, % 1, % TOP 20/Total 3,184,234 3,038, % 9,334,465 9,048, % 1, % TOP 25/Total 3,794,806 3,612, % 11,044,116 10,724, % 1, % ¹ Sales based on a consolidated (100%) view. ² Considers Adjusted GLA as stated in page 5. ³ Monthly average of the occupancy rate during the quarter. 4 For the same-mall analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD figures, we also exclude ItaúPower, divested in Mar/17. 47
49 Delinquency Rate 6.4% Late Payments 0.8% 5.6% Net Late Payments (cash basis) Overdue receivables from past months Total amount of receivables during the month 100% 93.6% Received within the due date Late Payments: considers all receivables that were not effectively collected during the same month as its original due date. Net Late Payments: the same as late payments (explained above), but it also considers collections from overdue receivables from previous periods. Our collection criteria considers collecting first the oldest past due receivable from the tenant. Therefore, when there are cash recoveries, they will be associated to the oldest expired receivables, comparable to a First In, First Out (FIFO) criteria. Note: the values used as examples reference the actual values of these indicators during
50 Provisions for doubtful accounts 4Q17 CRITERIA PROVISION RECOVERY PROVISION RECOVERY OVERDUE debt with aging of over 180 days CASH BASIS recovery or CONFESSION OF INDEBTNESS¹ % of client s OVERDUE AND FALLING DUE balance based on aging ranges CASH BASIS recovery According to CPC 48, the composition of the provisions for doubtful accounts should be registered based on historical recovery rate ranges, including the outstanding balance of delinquent tenants (as shown on the table below). During the quarter, the Company adopted a new criteria to account for its provisioning for doubtful accounts (in line with CPC 48 requirements) and due to this, there was an impact of R$51.6 million registered in the Company s shareholder s equity. AGING (days) RANGES % of Provision 0 to 30 0% 31 to 60 20% 61 to 90 35% 91 to % 121 to % 151 to % > % o Aging = number of incurred days since the oldest overdue invoice. o % of Provision = % applied on overdue and falling due balances, according to the clients oldest overdue balance ,2% 6,4% 3,3% 0,6% 0,7% 1,8% Provision for Bad Debt % of Net Revenue 20,0% 18,0% 16,0% 14,0% 12,0% 10,0% 8,0% 6,0% 4,0% 2,0% 0,0% ¹After the confession of indebtness, the whole confessed balance (previously recovered) would come back as a provision after the 1st late payment. From this moment on, a recovery only occurred after the payment (cash basis) of new confessions. 49
51 Contacts and IR Team Contacts and IR Team Frederico Villa CFO Derek Tang Corporate Finance & IR Director Marina Coelho Coordinator Guilherme Lahr Specialist Antonio Velloso Intern Tel: Fax:
52 Disclaimer The material that follows is a presentation of general background information about BR Malls Participações S.A. and its consolidated subsidiaries ( BR Malls" or the "Company") as of the date of the presentation. It is information in summary form and does not purport to be complete and is not intended to be relied upon as advice to potential investors. You should consult the offering memorandum for complete information about the transaction and base your investment decision on such offering memorandum. No representations or warranties, express or implied, are made as to, and no reliance should be placed on, the accuracy, fairness or completeness of the forecasted information presented or contained in this presentation. Neither the Company nor any of its affiliates, advisers or representatives, accepts any responsibility whatsoever for any loss or damage arising from any information presented or contained in this presentation. The information presented or contained in this presentation is current as of the date hereof and is subject to change without notice and its accuracy is not guaranteed. Neither the Company nor any of its affiliates, advisers or representatives make any undertaking to update any such information subsequent to the date hereof. This presentation should not be construed as legal, tax, investment or other advice. Certain data in this presentation was obtained from various external data sources, and the Company has not verified such data with independent sources. Accordingly, the Company makes no representations as to the accuracy or completeness of that data, and such data involves risks and uncertainties and is subject to change based on various factors. This presentation contains forward-looking statements. Such statements are not statements of historical facts, and reflect the beliefs and expectations of BR Malls management. The words "anticipates", "wishes", "expects", "estimates", "intends", "forecasts", "plans", "predicts", "projects", "targets" and similar words are intended to identify these statements. Although the Company believes that expectations and assumptions reflected in the forward-looking statements are reasonable based on information currently available to the Company's management, the Company cannot guarantee future results or events. You are cautioned not to rely on forward-looking statements as actual results could differ materially from those expressed or implied in the forward-looking statements. Securities may not be offered or sold in the United States unless they are registered or exempt from registration under the U.S. Securities Act of 1933, as amended (the Securities Act ). Any offering of securities to be made will be made solely by means of an offering circular. This presentation does not constitute an offer, or invitation, or solicitation of an offer, to subscribe for or purchase any securities, and neither any part of this presentation nor any information or statement contained therein shall form the basis of or be relied upon in connection with any contract or commitment whatsoever. Any decision to purchase securities in any offering of securities of the Company should be made solely on the basis of the information contained in the offering document which may be published or distributed in due course in connection with any offering of securities of the Company, if any. This presentation is being made only to investors that, by means of their attendance at this presentation, represent to the underwriters and the agents that they are Qualified Buyers as that term is defined in the Securities Act. 51
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