9/1/2026

speaker
Operator
Conference Operator

Ladies and gentlemen, welcome to the Adafika half-year 2026 results conference call. For the first part of the conference call, the participants will be in listen-only mode. During the questions and answers session, participants will be able to ask questions by dialing pound key 5 on their telephone keypad or through the chat box for written questions below the player. Now I will hand the conference over to the speakers. Please go ahead.

speaker
Stefaan Nijs
CEO

Thank you, good morning and welcome to this very first half year webcast for the combined and new Edifica group. As usual, we will walk you through a couple of highlights, financials that will be presented by the CFO. I will dive into the portfolio and hopefully tackle some of the key messages and then we'll switch to the outlook and end with a Q&A. Now, this being said, before Ingrid could start presenting the results for the first half year, perhaps looking at some of the highlights of the first six months of the year, and no surprise of course, a lot of attention went to completing the offer on the Cofinimo shares. and having the merger done by the 1st of July. These are things that you know maybe zoom in into the integration and the synergies which probably will be the main attention points at this point in time. I think there the message is very clear. We are well on track in terms of integration, so EXCOMM and board of directors are in place, country leads have been appointed now for all of the nine countries, our target operating model has been updated and is being rolled out throughout the group. We will be in September start working on the organizational chart meaning that the N-1 layer will be appointed and teams will be designed in the next coming weeks and months. We have selected all IT systems that we are using and will be using within this Thank you very much. Thank you. Other than that, we've not only been working on the IDifica Cofinimo integration. I think that the teams stayed in the market and were also active in terms of new investments, taking into account the summer months during which a couple of these deals have landed. We're now at almost 200 million euros of new investments, combination of standing assets and projects that we're adding to the development. and we've seen 13 projects out of the development pipeline being delivered in the first six months. So this gives you an idea of what we have been doing, switching now to the financial side.

speaker
Ingrid
CFO

Hello, good morning. So when we have a look on the income statement, you can see that for the first six months, IDV can report an upper earnings brochure of 2.71 euros per share. which is an increase of 5% compared to the first six months of 2025. So this is demonstrating that the combination of Edifica and Cofinimo was EPS-accretive from day one. When we look a little bit more into detail in the income statement, you can see that rental income was up 62%, resulting in an EBIT margin of 86.6%. This EBIT margin is slightly influenced by the fact that some pre-tax items on the Confinimus side dated from the pre-change of control and were not included in the income statement. If we calculate a more normalized EBIT margin, we would come to an EBIT margin of 85.5%. Average cost of debt is still very attractive at 1.9%. Later onwards, when I talk a little bit about the financial debt, I will also give some outlook how we see this evolving in the coming two to three years. Then going from the upper earnings towards the net results, so the main items that are included in that calculation are the changes in fair value of the investment properties. Globally we can say that the valuation of the portfolio is slightly positive, mainly driven by the impact of the UK, the Netherlands and Spain based on strong operator performance but also the indexation. Then we have the contribution of the bargain purchase gain, the so-called badwill, which was already included in the income statement at the end of Q1, and which is actually the difference between the equity value of Cofinimo, including the PPA adjustments, minus the market price of the new issued shares. But in itself, no difference in comparison with the Q1 consolidation. Then we move over to the integration costs which are excluded from the APRA earnings as they are non-recurring and they represent, after the first six months, approximately 5 million. We're looking a little bit more into the rental income. So on the like-for-like basis, there is an increase for the portfolio as a whole of 1.7%. This can be split in 1.9% coming out of the indexation. plus 0.2% coming out of our entry version and minus 0.4% of the ethics impact. When you purely look at the healthcare portfolio, then the like for like stands also at plus 1.9%. But we do see differences between the countries. And we will go a little bit through the different countries in which Edifica is invested. So first of all, when we have a look on Belgium, you can see that the like for like is slightly below what you would expect based on the indexation. And it is slightly influenced by some rent-free negotiations that took place in the Belgium portfolio. Then we move over to Germany. So in Germany, you will see that inflation always kick in with a delay because indexation of the rent We do expect that going forward like for like in Germany will continue to increase, but like it said, it will never be the full impact of the inflation and come with some delay. Then we move over to the Netherlands. So Netherlands a very high like for like 5.1%. This is influence also already mentioned at the end of Q1. There were two assets in the Netherlands where we changed a little bit the business plan, the business model. So we went from a B2B model towards a B2C model. This means that we are leasing directly to the residents and that also means that the rental income goes up. There is also some additional property management costs that are included as well. But what you see here in the top line is the increase of the top line. When we would exclude those two assets, then the like for like of the Netherlands would be slightly below 3%. So more in line with what you would expect based on the inflation. Then we have the UK. So UK like for like of 5%. So this is a market where traditionally you will see a floor at 2% and a cap Still we can show a like for like above the level of the gap and that is based on the profit trends and the hardwiring of some of the profit trends that we can realize in the UK following the strong operator performance. Then we move over to Finland. Finland a low like for like 0.4% related to the fact that almost all these agreements in Finland are indexed at the beginning of the year and January had a very low inflation in Finland. Then we have Ireland and Spain, where we follow the inflation of the country. France is also showing a somewhat lower figure, related as well as Finland to the fact that in France at the beginning of the year there was slightly negative indexation, so gradually we do expect that in the course of the year France will start to improve somewhat. Then you will see that we report a slightly negative like for like on Italy. As a reminder there are only eight assets in Italy and there was a lease extension combined with some limited rent reduction that were applied retroactively since the beginning of the year on one asset in Italy. Then we have the opposites, negative like-for-like of 1.3%, related to some departures and renegotiations. And then finally the distribution networks, so the pubs, that follow the inflation in the easy periods. Moving over towards our debt-to-asset ratio, so at the end of June IDFICA reports a debt-to-asset ratio of 42.7%. This is influenced by the fact that in Q2 there was a payment of the dividend, so the debt-to-asset ratio is a little bit at the higher end where we expect it to be. Having said that, we have a financial policy of keeping the debt-to-asset ratio around the 43%, where we consider 45% as the absolute maximum. Then we will talk a little bit about the financial debt. So in total IDifica has an outstanding financial debt of 5.3 billion. During the first six months we have been very active on the refinancing. In total, refinancing has been completed for more than 900 million. This is including a new syndicated credit facility, Sustainability Link, of more than 600 million. We have also been renegotiating some bilateral credit facilities and we did work on the short-term treasury notes. So anticipating the merger with Cofinimu on the 1st of July, the CP program of Adifica has increased in size from 600 million to 1.8 million. It is our internal policy to have the CP that is outstanding below 20% of the total outstanding debt and the CPB paper is fully covered by committed credit facilities. When we look at the graph, you can see that the combined entity can benefit from diversified sources of funding. So bank financing is representing 44% of our sources of funding, of debt funding, and debt capital markets, so including the short-term treasury notes, stands at 56%. When we look at our financial debt KPIs, so the main points to highlight, first of all, the credit rating. So immediately after the change of control, the credit rating has been increased towards a BBB+. And during the annual review that took place in July, S&P has reconfirmed this credit rating as a BBB+, the disabled output. Now when we look at the interest cover ratio, a very strong interest cover ratio, 7.6 times. Net debt to EBITDA slightly went up following the combination with Cofinimo, so currently at 8.3 times. It is important that I mention here that this net debt to EBITDA is not adjusted for the fact that in the debt there is already debt included for projects that are still under development, under construction. but for which Capex has been spent and funded with debt while the EBITDA is not adjusted for the fact that in the future this will lead to additional rental income. 61% of all of our financial debt is linked to sustainability KPIs or linked to the sustainability financing framework. The debt is on an unsecured basis and the average cost of debt as mentioned stands at 1.9%. When we look at the debt maturity profile, you can see on this slide that we have currently a debt maturity profile of 3.3 years. There's not a lot of refinancing that still needs to be handled in 2026. There is plenty of headroom available on the committed credit facilities that can cover the liquidity needs in the business plan at least up to January 2020. Having said that, we do believe that it is important that we work on the weighted average debt maturity with the intention to extend it further. So we are considering issuing a bond in the second year. Average cost of debt currently of 1.9%. Without taking into account issuing a bond, average cost of debt would stay around 2% in 26 and 27 and then gradually start to increase towards 3%. by the end of 2028-2029. Now, if we start to work on the average debt maturity, that process will go a little bit faster. So that means that the average cost of debt probably already in 2027 will be somewhat above the 2% and that the increase that we are anticipating towards the 3% by the end of 2028 might kick in a little bit faster. On the hedging, so there we can say currently we are well protected with a hedge ratio of 90% and a weighted average head maturity of 3.4 years. We have a policy that we should be covered for at least 60% for the coming two to three years. You can see that we are above the 60% until the end of 2028. So also considering to work a little bit on additional hedging starting from 2029 onwards. Thank you Ingrid.

speaker
Stefaan Nijs
CEO

Now walking you quickly to a couple of features of the portfolio. and some of the more key attention points. But maybe starting first of all with probably things that you know already quite well. The segment breakdown of the portfolio. As such, there is not much new information on this slide. Maybe pointing out that 75% of the focus of the company today is on elderly care, senior housing and combinations, which also in the future will remain The core of the portfolio and the percentage of 75% seems to be a quite healthy percentage. Also, as you know, pointing out that 11% is about non-core activities that will be divested and that will open up a bit more room for diversification within the healthcare space. And then we're targeting amongst others, cure centers that you also see popping up already today in the portfolio. When looking at the geographical spread of the portfolio, We know the spread based on the total portfolio, including non-core assets on the slide, which leads to a quite high percentage for the Belgian market, 33%. But when looking only at healthcare, you will see that the Belgian market represents 26%. Germany, 20%, but all other countries well below 20%, which to us means that this opens really a lot of opportunities to grow in some of the countries that we think are quite promising today. And you heard me saying on quoting in the past, Thank you very much. The positive trend that we've seen in Europe in terms of improving operator performance is clearly continuing and is clearly confirmed also this time. Looking at our exposure, well, no surprises there. If you look at the top 10, you will find the somewhat bigger European very often French Origin players that are also in our portfolio you will find a lot of local heroes in the portfolio and you will see some not-for-profit even public operators popping up like for instance the Finnish municipalities all in all I think this is a very well diversified portfolio not showing any over exposure on one of the specific groups but then switching I think to the underlying numbers which are even more important First of all, occupancy. I think I should stop saying that occupancy recovered in Europe post-COVID because we're now back at levels that we've seen pre-COVID. If you look at the average for the care homes in the portfolio, for which 91% occupancy, so I think that we totally normalized in that respect. We've also seen that over the period, in most of the countries, occupancy kept improving, and it's now at very healthy levels in all of the countries, once again, for which we have sufficient information. And even when we look at the public available numbers from the bigger players like Clarion, Emmaes, and Attendo, we do see these similar healthy occupancy levels popping up. I think that in that respect the market is totally back to a normal situation and that the pressure from the aging population that will accelerate by the way in second half of the 20s will probably keep putting pressure on upwards pressure on these numbers but that translates in very strong rent covers throughout the portfolio what you see on the slide are the countries for which we have sufficient information and I can confirm in the quality of that information also meaning and for all of the countries that we're in. But based on what we know today, I think this shows a very good, well, average of what you see happening in Europe with the very strong rent covers that we see in the UK and Ireland. Also ramping up in countries like Ireland and for instance Spain, which is not on the slide, going very, very quickly once new premises are being delivered. Also the Netherlands are now showing a quite strong rent cover even though and many others. and everything that happened in 2022, Belgium and Germany. But Germany back at 1.5, which we consider to be a normal rent cover, Belgium at 1.4, which we believe is a decent rent cover that should improve in the future. But all in all, I think Europe is now showing once again quite strong operator performance throughout the portfolio. A couple of other slides now. Least maturity, no surprises to what you've seen in the first quarter update, so the average hold of the portfolio standing at Thank you very much. then going into the Nielsen third value and then immediately switching to the like for like which is probably more interesting but looking at the whole of the healthcare portfolio we We are now at 6% average yield on fair value but as I said switching maybe immediately to the like for like portfolio valuation. What you see on the slide starting on the left side of the slide is the evolution quarter to quarter. Knowing that since the first quarter of 2026 you also will find the impact of the Cofinimo portfolio including the non-core assets offices and pubs and you will see that in the second quarter of 2026 we've seen a 0.1% positive light valuation. If you would zoom into only the healthcare portfolio these numbers become 0.27% for the first quarter and 0.15% And then looking at a six month period, which leads to a somewhat different scope from the Q2Q analysis, then you will find that healthcare Valuation increased with 0.5% and it gives you an overview of what is happening in the countries with perhaps no surprise the UK popping out based on the very strong operator performance in the country but also the Netherlands probably for the similar reasons as what Ingrid just explained when she zoomed into the like-for-like rental growth. If you add to the health and for the whole of the portfolio you will find that during the first half year like-for-like valuation increased with 0.35%. I think the message is clear, valuation remains very stable, slightly slightly increased into this market. Quick zoom on the non-core assets. I'm not going to walk you through every number on the slide. But importantly, I think more important when looking at the offices, as you know, this is a portfolio that today is very much focused on Brussels CBD, showing a 6.3% fair value yield. And when looking at the distribution networks, this is a Belgian-Dutch portfolio. where we have some asset rotation ongoing and each time we are able to sell these assets above fair value looking at the fair use of 7.4%. Now I'm going to use this slide to zoom into our divestment ambitions because we're now talking about I think it's very clear that we can in terms of priorities start with 300 million euro of Belgian care homes that we need to sell because of the requirements This is by far our first priority in terms of divestments. Situation today is quite clear. We have identified the portfolio that we will be selling. Vendor due diligence is in place. Structuring is in place. Tax rulings are being applied for. Today we are still in an off-market phase, meaning we have very limited contacts with the and a very selected number of interested parties which we are talking. But if that does not give us sufficient certainty that we will be able to land the deal within the period that we want to see the deal landing in, we're going to that immediately, then we still can switch to a structured more public open market. The ambition of the company is very clear. We want to see land this deal in Q1 2027. Then going to the offices, which probably is our second priority in terms of divestments. The situation today is that we are focusing within the company on building a business plan for the whole of the portfolio. We have off-market contacts, so we are being approached by parties that we think are very valid co-investors or investors in this portfolio, but it is totally off-market at this point in time. No intention to start any structured process in the very near future, preferring Thank you very much. And then finally, talking about the pubs. Well, no pun intended, but that we have put on ice today. It's not our priority at this point in time to sell off the pubs. There is a lot of interest going to that part of the portfolio, but for lots of reasons, not our first priority. And amongst those reasons, also the fact that it is a quite high-yielding portfolio, so we're not in a hurry to sell that portfolio today. Now, having added some color to the divestment program, of course, when we start divesting and recycling capital, we will have to make sure that we are able to redeploy that capital. So looking at the portfolio growth in terms of developments and investments, well, basically, we're working with some sort of three-layer approach of the market. I think the first layer of the future We are constantly refueling the pipeline. We target a pipeline on average of 500 to 750 million euros at each point in time. It is normally rotating relatively fast compared to the past at this point in time. And we're targeting 6.5 euros on costs when talking about refueling the development pipeline. There is a next slide that will zoom into the pipeline. As is today. But on top of that, the teams are working, and this is what we call our daily ongoing investment activities. So they're working on acquiring standing assets, focusing on small to medium sized portfolios, could be from a single asset to smaller portfolios. You probably have seen popping up some examples in the first half of this year. Of course, the advantage here is that it's immediately cash flow generating and that allows us also to make sure that the deals that we do should also immediately be EPS-accretive. And then thirdly, bearing in mind that the numbers in terms of divestments become a bit bigger once you start thinking about the office portfolio, we are also working on potential M&A deals, meaning large-scale opportunities. A set of targets that we keep monitoring and that we can accelerate if needed or if we see that the divestment program is also accelerating. So that's the way that we are approaching the combination of the divestments that we need to do and the investment that needs to follow to make sure that we remain creative or limited dilution coming from timing gaps between divestments and investments. mentioned the development pipeline You've probably seen the numbers in the press release this morning. A couple of things to point out here. There's a lot of focus right now on the Spanish market in terms of new developments, also on Finland and the UK. You also see Germany popping up again with a more important number. That is basically a combination of projects that we're looking at, but also typically in the German market, these standing assets for which we already have signed This being said, when looking at when these assets will be delivered, there's a lot that still is going to happen in 2026, but also in 2027. If you look at the amounts of buildings or projects that will be delivered in the next probably maximum 18 months, we're talking above €450 million, so that in itself already is compensating for the divestment of the Belgian care home portfolio. and then I think another very important feature of this pipeline is it's not speculative development. All of the projects that we're starting are 100% pre-let, we're not taking any risks there. In terms of use on cost, we had a minor setback because of some legacy deals in Spain, which is now bringing the yield on cost to 5.8%, knowing that we already were at 6.5%, but we're working to bring it back as soon as to 6.5%, knowing that we are targeting a 6.5% yield on cost on all new deals that we are adding to the pipeline. But that is, as I already mentioned, work in progress. And then this brings us to the outlook. I will let Ingrid go into that.

speaker
Ingrid
CFO

So the outlook as you have probably all seen the guidance for the full year 2026 that the company has given this morning is 5.35 euros per share. This is slightly above the consensus in the market that stood at 5.33 euros per share and represents an increase of 4% compared to 2025. So DPS, there we already announced at the Q1 results publication that we are expecting a dividend of 4.20 euros per share for the full year 2026. Well, this outlook takes into account a rental income of 656 million and upper earnings of 436 million. We expect that by year end the debt to asset ratio will be close to the 42%. There is already impact from the synergy savings. So for the full run rate synergies we expect 60 million in the course of 2027. But in the second year half of 2026 we expect that there will already be an impact of 5.5 million. When we look at the asset rotation, so the business plan includes the I would say the ongoing asset rotation that is around 110 million out of which half of it has already been done at this point in time. Stefaan has commented on the strategy for the Belgian healthcare so there will be no impact of the disposal of the Belgian healthcare assets on the rental income in 2026. Then average cost of debt in this business plan is estimated to be around 1.9%. I explained later earlier in this presentation that we might consider issuing a bond in autumn that will lead to some additional financial charges but would still be able to get to the EPS of 5.35 earnings per share. We did not include assumptions in the business plan as usual on portfolio evaluation and GDP is estimated at 1.15. We continue to repeat that we believe that the fundamentals in our sector for elderly care are still very strong. First of all, there is a demand that is driven by the demographic evolution, but there will also be a replacement of outdated stock that will drive demand for new care facilities. Secondly, this is backed by the improving operator performance that we see that is still continuing in all of the countries where we are currently present. Taking all of these elements into account, I think that we can round it up and it's up to me to invite you to the Capital Markets Day that will be organized at the end of November and where we will give you a little bit more insight in the strategy and how we see Edifica evolving in the coming months and years. I think we can open the Q&A at this point in time.

speaker
Operator
Conference Operator

If you wish to ask a question, please dial pound key 5 on your telephone keypad to enter the queue. If you wish to withdraw your question, please dial pound key 6 on your telephone keypad. Please limit your questions to two. You can also use the chat box below the player for written questions. The next question comes from Vivian McKay from DeGroof Petercam. Please go ahead.

speaker
Vivian McKay
Analyst, Degroof Petercam

Yes, good morning. Thanks for the presentation. So to question my end, maybe the first one is on the off-market, on-market comments of the healthcare portfolio. Just trying to understand at what point and what will be the criteria to adapt from an off-market to an on-market structure approach for the portfolio. If I understood correctly, you aim to get that done by the summer, if I heard correctly, for the healthcare portfolio. So what time frame do you have in mind to switch from an off-market to an on-market structure?

speaker
Stefaan Nijs
CEO

Without going into too many details, because if we start explaining in too much detail our own strategy that could in the end be held against us. But this being said, the main criteria will be deal certainty and timing. And the off-market process that we are running is really limited to a very small number of investors that might have an interest. in this portfolio, has also allowed us to structure the whole portfolio, make sure that we have the right assets in place, make sure that we have the right structure in place, also allowed us to come up with this tax ruling that we have applied for. So that is also one of the positive benefits coming from these off-market conversations. But at a certain point in time, you need to have deal certainty, meaning that this will lead to something and you're not just talking for I mentioned that the ambition is to see this land somewhere in Q1 2027 so that means that if you do not have the deal certainty we want coming out of these off-market talks we still have the opportunity to switch to a structured process and okay without being too specific but it means that a structured

speaker
Vivian McKay
Analyst, Degroof Petercam

Okay, thank you, very clear. Then maybe just on the operator profitability, so you commented that indeed we see improved occupancy, but if I compare rent cover versus end of the year, I see some slight decreasing left and right, very small, but just trying to get the full picture there, if you can, on what you see from operator profitability, thank you.

speaker
Stefaan Nijs
CEO

Yes, but I think that we're now reaching the point I mentioned that I should stop talking about a market recovering from COVID and everything that happened in 22 and 23. It's now a market that's going into, I think, more normal business mode, which means that in some countries in terms of occupancy and rent cover, you will start to see kicking in. Thank you very much. Thank you very much. maybe also pointing out that if you look at the underlying trend in most of the countries where occupancy was a bit lower it keeps improving a lot so you see that the drivers meaning that this more demand coming from the market and a market where there hasn't been a lot of supply over the past couple of years is putting pressure on occupancy and we do see in countries like for instance Spain and the UK that operators still are able to well because of the pricing power they have to show very strong margins so the trend remains totally intact.

speaker
Vivian McKay
Analyst, Degroof Petercam

Thank you, very clear. Appreciate it.

speaker
Operator
Conference Operator

The next question comes from Steven Boumans from ABN Emro. Otto BHF, please go ahead.

speaker
Steven Boumans
Analyst, ABN AMRO

Hi, good morning. Thank you for taking my questions. I have two. Let's do them separately. The first is on the Netherlands. Over 5% like-for-like growth and positive revaluation seems very strong. Could you please provide some more color if we can see more of this going forward, especially you mentioned the contribution from chasing B2B to B2C. So what proportion of the portfolio is currently B2C and how can we see that mix evolving going forward? It's a Dutch thing or maybe more than that?

speaker
Stefaan Nijs
CEO

um yeah okay but i i first of all i appreciate that you appreciate the the growth in the Netherlands but this is uh Amongst other things, the result of an experiment that we're running. Well, experiment is maybe the wrong choice of words. But as you very well know, there's in the Netherlands a lot of the institutional investors that are looking into healthcare estate. They are applying more a B2C model where they acquire buildings and go into a relationship as landlord directly with the end user, so the people living in the buildings. and the operators being some third party providing care but are not becoming the tenants of these landlords. Given the fact that that is something that we see a lot in the Netherlands, we had a look at a couple of the buildings that we own that are basically also more focusing on independent living where we could apply a similar model and having run the numbers and talked to people in the market came to the conclusion that if you do it well, of course, It will have a positive impact on your rental income. So basically, I'm talking net after costs, And secondly, it has a positive impact on valuation because for lots of appraisers, you're basically showing to them that this building has a value in terms of lot for lot sales, which has a positive impact on valuation. So we started turning, if I'm not mistaken, three buildings in Eindhoven from a master lease with the operator into a B2C model where we are the landlord having a relation directly to all of the people living in the building, but having also some sort of master agreement in place with the operator that will keep providing the services. It's something that we think we might be doing more if this goes well in the portfolio in the Netherlands, whether it opens up possibilities to other countries, that remains to be seen. It really will depend on local markets.

speaker
Steven Boumans
Analyst, ABN AMRO

Okay, clear. Let's see if we see more of that in the Netherlands. Then a different question on Belgium. The 300 million disposals, could you provide some color whether you expect that to be, are the disposals NAV neutral, NAV accretive or dilutive versus year-end 25 NAVs? And what assumptions on expected price exit yields on a PIN debt broadly?

speaker
Stefaan Nijs
CEO

Yeah. and for one or other reason the line is a bit less clear so I didn't really understand everything you were asking about but this was about the Belgian divestments so to add some color there based on the conversations that we had and depending on the the structure that you can put in place because in the end as you all are aware of there's always tax leakage involved and you If you can limit that, that has a positive impact. But from what we know today, we can work within a structure that allows us to limit tax leakage. So that means that basically we are not expecting that this will come at important discounts or higher discounts or discounts at all. So that's basically the assumption under which we are working today. Secondly, normally we should be able to reinvest the recycled capital coming out of this transaction into markets where we have access to similar net yields. and I'm partly also referring which I did during the presentation to the development pipeline which is already building up and already will lead to deliveries up to 450 million euros in the next 18 months so we're to a certain extent already pre-empting the question. So all in all, maybe to summarize, is that we are actually aiming for at least a neutral impact in terms of ETS and hopefully NEV, but actually have the ambition to do somewhat better than that. Okay, but I'm not going to be naive to see how the market evolves in the next couple of weeks and months, of course.

speaker
Steven Boumans
Analyst, ABN AMRO

Okay, that's a clear answer. Thank you so much.

speaker
Operator
Conference Operator

The next question comes from Frederic Renard from Kepler. Please go ahead.

speaker
Frederic Renard
Analyst, Kepler

Hi, good morning. I hope you can hear me properly. My first question would be on the road look and the guidance. I mean, in the past you have been guiding relatively prudently to the market. According to you, what could be a positive element of surprise going forward leading you to beat that guidance? And I mean specifically on the 16 million euro synergies. I remember last year you were quite optimistic on that figure. So is it still the case? That's the first question. Thanks.

speaker
Ingrid
CFO

So I do think that today we clearly have thought to go to the 60 million. When I look at the guidance for 26, it might be that we currently have included 5.5 million. We might go a little bit faster on that. So that could be a potential for some upside that can be identified. And there's also some possibility that we might go above the 16 million. So we have a clear path to get to the 16 million. And the fact that we already have that today in place gives us a certain comfort to say that we will have at least the 16 million. Then on the outlook itself what are the other elements that could be a little bit contribute on the positive side that is on the costs as well property management costs as overheads there might be a slightly positive impact going forward I would say there was always the impact of GBP so currently like we said in the business plan we assume 1.15 Currently, GBP is trading a little bit higher. So if that continues for the coming six months, that will also have some slightly positive impact in our rental income. So there is some potential that we will be above the 5.35 euros for sure that we have announced for 26. But of course, there can also be incidents that occur in the second year half. So there always will be some kind of buffers in the budget as well and in the guidance.

speaker
Frederic Renard
Analyst, Kepler

And just to be sure, I'll look back on the bond you have.

speaker
Ingrid
CFO

Yes, like I said, so when we estimate the impact that a potential bond issue could have on the APRA earnings, it can still be included in keeping the APRA EPS at 535. So the impact, and to be a little bit clearer on it, that we estimate that it could still have in 2026 would be between 500,000 and 1 million in the financial charges, but it would still allow us to have the EPS as 535.

speaker
Frederic Renard
Analyst, Kepler

Okay, clear. Then maybe a second question on the office portfolio. So I see it's down 0.8% year-to-date. I would love to have a bit more detail on your discussion because you're mentioning for the last year that you have been approached for that portfolio. I'm a bit surprised because I don't see who would be a natural buyer for two assets, to be honest. So maybe can you give a bit more color on that?

speaker
Stefaan Nijs
CEO

And as much as I would love to answer that question, I don't want to scare away the parties that we have in mind at this point in time. Maybe adding to that without dropping names, because that's something I'm definitely not going to do. But what we are working on today, and the assumption under which we are working today, is that we had some quite interesting inbound from a limited number of parties, to be quite honest, that showed an interest in the total portfolio. But we're also very open to structure a deal that would make sense for everybody involved, meaning IDifica and people willing to step into the equity behind this portfolio. So this is an avenue that we're working on with indeed a couple of names in mind. It's not a long list, fair enough, but it is a list of people that have at several points in time confirmed their interest in the idea of working with that assumption. So that is basically what we're preparing and doing at this point in time. So I hope this will shed a bit more light on the whole idea.

speaker
Frederic Renard
Analyst, Kepler

And maybe if I may, a last one, totally not related to that, but you are referring to some renegotiation in Belgium, which brought the life-or-life below inflation, and Italy, you have seen some renegotiation, as you mentioned, of course, limited number of assets, but still life-or-life going down. I just wanted to touch upon first Belgium, do you think it's over in terms of negative renegotiation? And then maybe for Italy, can we conclude that Italy, whenever you will have some renegotiation, will be in a weak position to renegotiate rent at market rent?

speaker
Ingrid
CFO

I think for Italy it was really incidental, because actually the renegotiation that took place was on more than one asset at this extension, and there was only one where there was a rent reduction, so it's certainly not to be generalized for all those assets, all those still limited to eight assets. So it was a very specific case there. When we look at the Belgian portfolio, I think, yeah, The market is aware of the fact that Armonia has been renegotiating and this has, I think we also disclosed this in the half year report that we had discussions on a limited number of assets within the portfolio. Some of the operational activities have or will be transferred in the coming months. and there was also some limitless rent reduction because we can still show a positive like for like in the Belgian market. So also there it should not be considered that going forward you have to take into account that there is still a lot of renegotiation that is upcoming. There might be some, cannot be excluded. Like we said there might be incidents. also in the coming months but not expecting that the like-for-like would that you normally would expect based on the inflation to occur that it would completely be jeopardized by rent-free interstices yeah I might just just to maybe add some color to this first of all specifically for the Belgian market we do see

speaker
Stefaan Nijs
CEO

The rent covers now, well, as I said, not at the level where we want to see them. We would love to see them a bit higher in the Belgian market. But they're definitely in a very decent zone. So I think that the issue for the whole of the Belgian market is that it is not an issue as such for the whole of the Belgian market. It's more incident related. When you look at the life-or-life growth for the whole of the portfolio, in the end we do still have positive rent reversion on top of inflation in the portfolio. So I think that underlines what Ingrid just said. Incidents can happen, probably will happen, but it's not as such a trend that we see or expect through the whole portfolio and not even through the whole Belgian market.

speaker
Frederic Renard
Analyst, Kepler

Thank you very much.

speaker
Operator
Conference Operator

The next question comes from Veronique Meertens from Van Lanchet Kempen. Please go ahead.

speaker
Veronique Meertens
Analyst, Van Lanschot Kempen

Hey, good morning all. Thank you for taking my question in the presentation. Perhaps first one, a follow-up on that rent cover of Belgium. You mentioned indeed it should improve in the future, but occupancy is actually relatively high. So what makes you more comfortable? What should drive that improvement in the coverage in Belgium then?

speaker
Stefaan Nijs
CEO

Okay, revenue for residents. Without going into too many details, because I can talk about this quite long, but I think if you look at the situation in Belgium, it's quite similar to the rest of Europe, facing the same issues and the same challenges, meaning there's a lot of pressure now starting to kick in on the occupancy of lots of these houses. I think that what should improve in Belgium is that the pricing flexibility that operators have should improve. and now it's becoming more technical but part of the income of a Belgian operator is directly coming out from social security money. Now I'm not expecting to see a huge increase coming from that side because the country has other issues to tackle in terms of public debt etc. But part of it is coming from what people living in these homes are paying themselves, so their own contribution. and there is a lot of regulation in place which makes it very difficult for an operator to increase these prices at the same pace as the real cost increases that they are facing today. But when you look at the reality of Belgian society, people living in these houses do have the wealth or the means to pay these higher prices. I think that what is happening in Belgium is that the day prices people are paying in care homes are artificially low because of regulation and should go up to keep track with the increasing costs. It is, by the way, not something that I'm telling the market. I think that most of the operators, including the not-for-profit operators, are very much aware of this and are signaling these measures more and more towards the authorities in the country. So in that respect, I'm absolutely not afraid of the Belgian market in the medium or long term. The means are available, it's just a matter of regulation and political will to make sure it happens. And at a certain point in time, it will happen because the pressure on the existing system will become When I say pressure, occupancy will become an issue. And I mean an issue that people will end up on waiting lists and that will increase even more pressure on the decision makers in this country. So it's a matter of, in my view, time.

speaker
Veronique Meertens
Analyst, Van Lanschot Kempen

Okay, clear. Thank you. And then perhaps on the acquisition side, could you get some color on what you're exactly looking at? Is that mainly Cairns or how seriously are you also looking into further diversification within the healthcare space, let's say, private hospitals?

speaker
Stefaan Nijs
CEO

Well, obviously, because a lot of the deals that we are doing, and I'm not talking about a somewhat bigger M&A, I'm really talking about the day-to-day business, refueling the pipeline, adding cash flow generating assets to the portfolio is generated through the countries, as you know that we have a decentralized system. Thank you very much. Thank you very much. and very interested in these markets.

speaker
Operator
Conference Operator

Okay, thanks very much. The next question comes from Akanksha Anand from Citigroup. Please go ahead.

speaker
Akanksha Anand
Analyst, Citigroup

Hi, good morning, Stefaan, Ingrid. Two questions from my side. I'll take them one by one. The first one, I think this This was partly answered by but I wanted to focus more on the disposals of offices and the distribution networks. So just wanted to understand what kind of discounts can you know we expect on the sale of the offices and the distribution networks portfolios that you might be willing to accept. and would the potential EPS dilution be broadly offset by the cost-based synergies that we might expect once these assets are divorced? That's the first one.

speaker
Stefaan Nijs
CEO

More than glad to answer the question, but just was thinking given the fact that I mentioned that there are some off-market conversations ongoing also for the office portfolio, I'm not that much inclined to start being very specific on what could be a potential discount that we would accept to make the deal happen in terms of the offices. This being said, I think that, first of all, we should, this is also what we said when we made the offer on the Cofinimo share, so we have a quite realistic understanding of what the illiquidity of a Brussels office portfolio means also in terms of pricing. We're definitely not trying to sell this portfolio to people that are going for very high double digit discounts, will not work for us, will not happen either. Not going any further than that but this being said also in the modeling that we did taking into account a discount that we think should be fair in this market and the fact that we will redeploy the capital that is coming out of this deal in the healthcare real estate space and the yields that we can find today and probably also focusing a bit more on countries where tax leakage is somewhat more limited, it should allow us to at least keep this EPS neutral. So that is what we're trying to go for when talking about the office portfolio. The PUPs is a totally different situation. Looking at the asset rotation that is in place already today, but it's a very limited number. I think you've seen in the slides that we sold 12 bucks, we're talking 3 million, but that is always at a price above fair value. So basically there we're more expecting that if we would sell, but I also mentioned that we're not in a hurry here, it would come at rather a premium to fair value than a discount to fair value. Okay, and then you referred to the synergies. To be totally honest, in the modeling that we have done and still are doing regarding a potential divestment of the office portfolio, we are more focusing on trying to find some balance between the price and the conditions whether or not the synergies should compensate potential dilution coming from a sale. So I don't have an immediate answer to that question to be quite honest.

speaker
Akanksha Anand
Analyst, Citigroup

Right, that's clear. The second question is just on, I mean, I think you were talking about previously on the Belgium market and the occupancy and the wait lists. So just given the strong demographic tailwinds, is it reasonable for us to expect a more widespread indexation outperformance in other edifica markets, apart from just the related ones where we are seeing it right now, like the UK, over, say, next five to seven years?

speaker
Stefaan Nijs
CEO

Okay, you're talking that horizon. Okay, but this is now really me expressing my opinion of how the care home market or senior housing market in Europe could evolve over the next five to seven years. We're definitely talking medium to long term. Yes, I definitely would expect that the market will become more and more private. In terms of social security spendings, we'll have to focus much more on the high care needs and financing those types of care. And probably we'll spend less public money in financing lower care needs or typical residential care needs and definitely not residential care infrastructure. I'm not naive. I don't think political authorities, given the sensitivity of this segment, they will never totally deregulate the segment. But they know, and I can give you very straightforward examples, and there was a huge discussion about to what extent there should be more air conditioning in care homes given the long-haul summer that we had and the excess mortality that came out. We are not willing to pay for it so you don't expect any increases in social security spending and on the other hand we don't want you to increase the day prices you're charging to your residents. That is a position that it will not work. and I think that the pressure on this type of reasoning will increase to the point that they will have to accept that if they want to guarantee a place and a high quality place for everybody with a care need they will have to accept more pricing flexibility for the operators otherwise they will not be able to provide for it. I think that is a reality they can't avoid in the near future. But don't pin me on an exact timing but I do.

speaker
Akanksha Anand
Analyst, Citigroup

Thank you so much. That's all my questions.

speaker
Operator
Conference Operator

The next question comes from Lynn Houtkeet from KBC. Please go ahead. Hi, good morning.

speaker
Lynn Houtkeet
Analyst, KBC

I have a first question on operator health. It's a general question. It's not tied to any specific country. But the current situation ahead is higher energy costs. and coupled with the wage inflation which gives me a bit of flashbacks to 2023 and I think the biggest difference is the fact that the occupancy is higher versus 23 but just in general and do you see an uptick in requests from operators to already negotiate rents ahead of the of the company headwinds

speaker
Stefaan Nijs
CEO

No, no, and that I think we can be quite bold. Well, we talked about some incidents that still might occur, but they're mostly always going back to the past. And in some cases, I should be also saying, referring to some mismanagement on the side of operators or over leverage for the ones that still are carrying on too much leverage. We're not being approached at this point in time by operators already trying to strike some sort of deal because they're afraid of inflation that might come their way. This being said, I'm definitely not going to be naive. What we do sense is that The experience that operators had back in 2023 with double-digit inflation has made them more allergic to inflation, so they are aware of it. But I'm going to repeat what I said I think back also in 2023 and 2024, as long as inflation I think it is more than manageable given and you referred to the fact that occupancy and in most of the countries rent covers are very decent today when I say decent I mean good and strong so it should they should be able to absorb it but I agree with you that they're more nervous about it because of what they experienced in back in 2020 okay yeah that makes that makes sense

speaker
Lynn Houtkeet
Analyst, KBC

and then second questions on the offices. So I understand the strategy to sell it in one go or find a partner for an equity stake. But then again, I think you did a smaller disposal this summer of 16 million in Brussels. Maybe do you have some yield details on that disposal? And secondly, could we expect some smaller divests still before hoping to close the whole portfolio in one go by the end of 2027.

speaker
Stefaan Nijs
CEO

Do you want to answer the disposals?

speaker
Ingrid
CFO

Yeah, I think on the disposals, we can say that the disposals that you have seen, so they are part of the normal asset rotation program, so not related to the more strategic disposals that are targeted.

speaker
Stefaan Nijs
CEO

Yeah, and basically the 16 million, if I'm not mistaken, was entirely linked to an atypical building because it wasn't reformed. So it was not a normal cash flow producing asset in the portfolio. So there's not a lot you can deduct from that, also not in terms of yields specifically for the office portfolio. And then secondly, but once again, as we're working on this, not going to go into too many details, the idea is to try and strike a deal for the whole of the portfolio, but we are aware that we might want to tweak the portfolio with one or two assets. The next question comes from Kanad Mitra from Barclays. Please go ahead. Hello, thank you for taking my question. I just want, can you give some color on

speaker
Kanad Mitra
Analyst, Barclays

Beyond these disposals of the Belgian portfolio and offices, how do you see about a normalized business plan beyond the immediate 2026 and 2027 disposals and assiturants in terms of investments?

speaker
Ingrid
CFO

I'm not sure that we fully understand the question. Are you asking strategy on the disposals or on the redeployment?

speaker
Kanad Mitra
Analyst, Barclays

No, once all the disposals are completed, can you give us some color on how do you see the portfolio evolving and what sort of investments are you looking at, the volumes and the quality in terms of geography as well?

speaker
Stefaan Nijs
CEO

Yeah. Yeah, yeah. Well, at the risk of repeating myself to a certain extent...

speaker
Kanad Mitra
Analyst, Barclays

It's more of a medium-term question.

speaker
Stefaan Nijs
CEO

Yeah, absolutely understood. But what we do see is that I mentioned that we're looking at more or less three different axes in terms of how to redeploy capital that we're recycling or deploy capital in whatever. Talking about the development pipeline, That is a market where we see a lot is happening today. So we mentioned that we are constantly refueling the development pipeline. We're aiming 5 to 750 million on average at every point in time. But we could, I think, already today increase easily to higher numbers. Bearing in mind that we think, but it's not applicable right now today, that we could have a pipeline of development projects of maximum 10% of the total asset portfolio of the company. So we could increase the pipeline to a much higher number. which we think might perhaps even work already today but for lots of reasons in terms of keeping your DDA under control and managing your divestment program and link it to your investment program we don't want to exaggerate there but that is a part of the market that seems to become more and more liquid of course you need to find the use of costs and many others that make it worth investing there. But it is becoming a lot more liquid than it was over the past couple of years. Looking at standing assets, we have identified potential portfolios that might come up for sale or where we know that there is to some extent Seller. But once again, it's a matter of timing, not accelerating, willing to accelerate too much today and push your DTA too high. It will have to go hand in hand with the divestment policies. But it is also a market where we start to see a bit more liquidity. Not 100% sure that in In every case, you already will have sellers willing to accept a yield level that makes a lot of sense today. But once again, we see more liquidity compared to the situation even a year, certainly two years ago. And then thirdly, we refer to M&A. I also mentioned that we have targets in mind. Of course, M&A is something you don't control the timing. It happens when it happens, or at least when there's a window of opportunity, you have to seize the opportunity. but there are a couple of things that we're working on that we're modeling and that we think we have a good I think that looking at the situation today and then trying to transpose that to, let's say, the medium term future, as I said, development activity, the way that we are doing it today, is becoming much more liquid market. even in terms of buying cash flow yielding assets we see more liquidity starting to peak in and in terms of M&A we definitely do see a couple of targets that make a lot of sense to us so if we could fire on all the three axes we could be very bullish about growth but then again there's things like DTA, interest rates and the divestment policy that we need to execute upon also.

speaker
Kanad Mitra
Analyst, Barclays

Just one small one, just to go back on the standing asset acquisitions that you see, potential ones. Can you give us a color on who might be the potential sellers? I'm not asking you to, but just the category of sellers that you see in the market in terms of liquidity.

speaker
Stefaan Nijs
CEO

There are a couple of asset managers sitting on portfolios that we know will be selling and are willing to sell. Clearly, there are some more Private owned portfolios where we know because some of these people already reached out to us in recent past that they contemplate on selling at one point in time and we do also see basically operators turning back to growth and also turning to real estate investors to accompany them meaning that when they're taking over a whole code they want to immediately flip the real estate to a real estate investor. Those type of deals are also back to the in the market. I think you've seen all Ohio We have indications also from other operators that they're back out there looking for these type of growth scenarios.

speaker
Kanad Mitra
Analyst, Barclays

Thanks for the answers. Many thanks for the answers. Have a good day. Thank you.

speaker
Ingrid
CFO

So we will start now with the written questions. So the first question that was sent to us, it's regarding the leverage. So what is the medium-term leverage target for the combined group? Should we think of 42% LTV as a new normal or is there an ambition to move back below 40%? So I think there indeed the fact that we currently have a DTA of 42.7% it is influenced by the payment of the dividend but also the fact that following the integration of Copinimo which had the slightly higher leverage of IDifica The combined entity has a somewhat higher leverage. I think 42-43 is indeed the level that we see currently in the business plan. It's in line with the strategy that we had in the past to say that we want to be in the low 40s. So there is not so much an ambition today to move it below the 40%. Of course, this is something that can evolve over time as there will be important divestments happening in the coming years. months and years. That can also be a point depending on the evolution of the interest rate environment where we might decide to lower a little bit the leverage of the company. What we can say is that there is no intention to further increase the leverage of the company. So the 42-43% is where we want to be and temporarily we do not allow ourselves to be above the 45%. The next question is also on the financing. How are you thinking about the 2.2 billion refinancing requirements coming up in 27, 2028? So it's something on which we are actively working. For the first six months of 26, we have been refinancing almost 1 billion. So it's something that we continue to work on. I already mentioned the bond. The bond will only We are part of the refinancing strategy. So it's something that will be continued also in 27 and 28. Especially in 28, we also have some GBP financing that is coming up to maturity. So there we intend to access a little bit debt capital markets like we have been doing in the past and we intend to do going forward. A combination of bond market and GBP financing we might also consider going back to the private placement market and all that also combined with bank financing still have very good access to bank financing and intend to continue that as a source of debt funding in the future as well.

speaker
Stefaan Nijs
CEO

There's a question once again about the somewhat lower rent cover ratios in Belgium, asking is there a higher risk in Belgium and Germany to see negative reversion in the coming years? Apart from incidents, we talked about that, but looking at the whole of the Belgian market, you always have to bear in mind that this is to some extent a market comparable to the French market, where the authorities are controlling the licenses, meaning literally the number of beds that can be operated in the country. and they're controlling also and regulating the income of operators because it's either depending on social security money as I mentioned or it is what operators can charge to the residents that also there you have a quite strict regulatory framework in place and so now if you I wonder about the somewhat lower rent covers. I already explained in one of the previous questions that to me it is more a political issue coming from authorities not willing to allow operators to have a bit more flexibility in terms of increasing day prices. But that is a position that they will not be able to hold because they won't increase social security financing The only solution will be for the Belgian market to evolve a bit more towards what today you see for instance in Spain, in Ireland and in the UK. The UK being perhaps the other extreme where you have a total pricing flexibility knowing that the country when you look at the People in the country, they have the means. So Belgium is a relatively rich country, not as a country because too much public debt, but when you look at the people living in the country and look at all international statistics in terms of what is the average wealth, but also the median wealth in Belgium, it is one of the highest in Europe. So it's more a political position that is keeping the rent cover relatively low today but the authorities are facing the fact that they will need to make sure there will be more supply that the supply will be of high quality and that they will need to finance it one way or another and the only way forward I see is allowing a bit more flexibility in terms of pricing and once that kicks in the I'm not going to refer to the UK, but countries like what you see in the portfolio Ireland is doing. There's no reason why something similar should not be happening in Belgium. Sorry, looking at the questions. How do you explain the low OCR level for Spain?

speaker
Ingrid
CFO

I need some help on OCR. Are you OCR level for Spain? I think it can mainly be explained by the fact that Spain is a really new developed portfolio, so there's also more ramping up. and even the assets because we only disclose figures, include figures that are related to more mature assets but then they're just coming out of the development stage I would say. For the rest we see no reasons why in Spain there would be a lower occupancy.

speaker
Stefaan Nijs
CEO

96% occupancy rate for Spain. So I'm not sure we were actually answering the question. But what we also see in Spain is that with some exceptions that the ramping up of newly built assets being delivered is actually growing relatively fast compared to what we saw recently in Western European countries where it could easily take up to 24 and more months to get to a decent occupancy level. Going to another written question. Okay, this is about the Belgian market. Given that you need to sell 300 million nursing homes, have you reached a maximum level of market concentration in this country? No, definitely not. Meaning that the reason why the Belgian competition authorities asked us to sell a portfolio of 300 million, which basically also could be done in two different tranches, but that's not the question. They are not trying to limit our market exposure to the Belgian market. They only want to make sure that there is sufficient competition available from the point of view of an operator who wants to do something with the real estate that they own. So what they want us to do by selling such an amount is making sure that other investors have a stake in the Belgian market and will be available in the future as competitors to Edifica for the operators doing business in Belgium. There is absolutely nothing in in what the market authorities asked us or required from us that is limiting us in doing new business in Belgium. On the contrary, they want us to remain active in Belgium because they want to see more competition. So if we would have to stop doing business in Belgium, then it would even not help them if we sell 300 million. So basically we are totally free to keep growing in Belgium. I think that we answered the question, yeah. It's quite a long one, okay. For the office of Scofini, we had the plan to set up an institutional GVV and to sell part of it. Is that still a possibility? I think that is already a reality because that structure is in place, yeah. Okay. I think that we're out of questions so I thank you all very much for attending this webcast. If you would have any further questions please feel free to reach out to the people that you know within the company and hopefully we will be in touch in the near future or at the Capital Market Days in November in London. Thank you very much.

speaker
Operator
Conference Operator

Thanks for participating to the call. You may now disconnect.

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