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Syn Prop E Tech Sa S/Gdr
8/30/2021
Good afternoon, ladies and gentlemen, and thank you for standing by. Welcome all to Tim's audio conference to discuss results relative to Q2 2021. And this being the first earnings announcement for the company under its new corporate name. The audio and respective slides are being broadcast over the internet at the company's RI site, ri.sim.com.br. We're going to inform you that all participants will be connected in listen-only mode during the company's remarks. After that, we'll start a Q&A session when further instructions will be provided. Should you need assistance during the call, please request the help of an operator by pressing Start Zero. Before moving on, we'd like to say that forward-looking statements contained in this conference concern future events and are submitted to Res. 770, which may lead such forward-looking statements not to materialize or be particularly different from those expected. Those forward-looking statements refer to the opinion made on the date they are made and are not obliged to update them in light of new information. Here with us today, we have Mr. Tiago Muramatsu, CEO, TFO, and IRO, and Mr. Hector Leital, Financial Superintendent. Please, Mr. Muramatsu, you may carry on. Well, first of all, good afternoon, everyone, and thank you very much for making time for us today. I know you're all very busy, but thank you. This is the first Earnings Call for 10th, our new corporate name, and have adopted a slightly different model of making the announcements using the video this time. So, kicking off, going straight to slide number five, we'll be talking about our new brand. We've been talking about it with investors, our IR team has been in close contact with the market. We talk about this new brand, and more than just the name, signature prop in tech. What does that entail after all? All that emerged from a desire that we had from the management, from the shareholders, to be able to position the company, a company which already is a benchmark in real estate, commercial real estate, especially here in Sao Paulo, the main buildings in Paria Lima area. I have the most complete portfolio on for you, Lima. Take all that and link it with technology because that's something we see as very promising in terms of growth and what sets us apart unlike other companies who do have real assets. So the name SYN comes from synergy. So the idea is to create that synergy across people, business, and technology. much more than simply take our business to the digital realm between vast and new business models and related parties for the real estate market. Moving on to the next slide, slide number six, a bit about happening in the second quarter. Number one, we have our 13 debentures issue one. to the tune of $300 million in two series. The first one matured in three years with a CDI plus $175, and a second series of $200 million fourth and fifth year amortization, CDI plus $2.04. It was concluded in April 2021. This is something we've been doing for some time now. in trying to maintain the level, not only the leverage level of the company, but also the amortization ladder. All of that in line with our revenue stream. So the amortization line would be as flat as possible. And we've been doing that, extending that and making new wishes with that objective in mind. Also important accomplishment in the quarter It'll appear on our next slide of our leasing operations, especially listing the AAA properties we close the quarter with 100% of lease on Faria Lima and JK455. A little over 3,000 square meters in the quarter and JK, 1,000 square meters. Moving on to slide number seven now. We continue in terms of new operations. The Frielima Financial Center, we had leases, so the net result was an increase of over 4,000 square meters of leased area, and at the JK Tower, another 1,000 square meters. Right now, they are 100% leased at this water. So we have a very positive outlook for the AAA portfolio on Paria Lima. For AAA, you can follow, we are almost at full capacity, full occupancy, and we have some more things to come, our A in 2022. So we do believe that this was a very timely moment to do that. Another important subsequent event, and it's quite relevant and has to do with our new brand, and with the new positioning we're trying to take on moving forward. The appointment of three new independent members to the board from the previous board. I'd like now to take the opportunity to thank our board members who have resigned to make room for this new board member. They spent many years at the company, so a big thank you for your support throughout those years. and they were kind enough to provide space for three new members. So in addition to Ellie and Leo, they remain on the board. Claudia also remains in the board, an independent board member, who is very, very experienced in real estate. And so we have a founder, the CEO of BR Properties, who's been around since the foundation, In 2016, he was supposed to be the chairman of the board of DR Mall. Jose Carlos Magalhães. A very experienced individual, very knowledgeable in terms of capital allocation. Flavio Pripas, one of the founders and the head of Kubo, Itaú Bank's He started up Innovation Center for some time, and now he is one of the partners at Redpoint, a venture capital firm very much involved with startups and tech companies who are emerging. And lastly, Christian Huber, one of the co-founders and CEO for New Businesses. a new business executive and used to be the CFO for Loft, a native prop tech company, one of the most valuable in Brazil. So we are sure that this new team gathered at the board will contribute to our business in a very significant manner. And of course, we also have very important names to provide us support in terms of guidance towards the tech journey. a little bit about the COVID impact on the next slide, slide number nine. The second wave, in fact, caused a big impact on the business. There are two main facts that stand out that help us contribute to this recovery. The first one is the fact that our portfolio is very much concentrated in Sao Paulo. We have four shopping malls in Sao Paulo in the metropolitan area of the city. Out of the six that we manage, four are in Sao Paulo. And those four have a very good share in terms of sales and leasing when you compare that to malls outside of Sao Paulo. And secondly, and that was eventually a factor that sort of hindered The recovery was the Cidade de São Paulo Shopping Mall. And since February 2020, ranked as one of the three largest lease values in Latin America, it still has a very high level of lease and value. But the recovery was hindered because it relies on the office population that works on police additive. And they're just now going back to in-person work and also relies on tourism on the weekend, which is also only now beginning to resume on the weekend. Now, as the vaccination rollout advances, we do believe this will be mitigated, and we see a very positive result in San Jose for Sao Paulo as a whole. When we look at the results from late June and early July, we see promising results in terms of recovery. or sales. And now moving on to slide number 11, we decided to include a popular publication about ESG, a recurring topic in our discussion. And then we do not advertise what we do most of the time in terms of ESG, but we are already working on our sustainability report. This is a brief summary of some of the initiatives we have around ESD, environment, social, and governance. On the environmental front, we have the lead certification in most buildings that we manage. Some of the buildings which are around here are to be included. We have a chart to show the representativeness of the properties where we have. So close to 90% of the cash that we generate in terms of office lease come from properties that have lease certification and also malls that have lease certification. We also adopt the use of energy from the free market, both for malls and properties. We use incentivized energy. We do have waste management, sewage treatment in most of our properties and malls. We do have malls in our portfolio that are autonomous for water use. So that's something we've been doing since 2003, when we started developing the first buildings here on Faria Lima. As for the social front, We have the SIN Institute, the CCP Institute, as it used to be called. Now it is the SIN Institute, a heritage from Mr. Ali. We also have the Cirella Institute. They have a pillar, a social part, a part of the company's profit is allocated to the institute. Today, they work around four main pillars, employability, entrepreneurship, Volunteering and relationships. And all those four pillars put around developments that we have in shopping malls mainly. So we have, that's part of what they said in our release. We have initiatives around training for a first job. I personally take part in some mentorship programs for first jobs for young professionals, volunteer programs. We have a collaborative store for people who leave the community. We do have a booth for refugees here in the city of San Paulo. So we try to be very active, both in terms of employability and in terms of entrepreneurship. And the environment in the surrounding areas of our malls. So that sort of permeates across all pillars. That's something we do with a lot of passion and been doing for a long time. In the diversity, we do have a diversity committee. We have been fostering diversity action. And we want to encourage The participation of everyone, everyone is welcome. So we do have diversity across the company and we have people from all walks of life getting engaged in the committee's activities. This has been going on for a year and a half now. Recently, we have a partnership with Zumbido Palmares College with their presence at the university or the Afro-Brazilian community. We had an activity going on during Black Awareness Day last year, and we do have dedicated outlets in some malls dedicated to the Afro culture. And on the COVID front, we made ourselves available to local governments to provide areas for vaccination. So some of our malls have been used at vaccination hubs. We have already seen 100,000 people being vaccinated in our malls. We do have a health committee, too. And we have several other projects in place, which are part of the SIM Institute, to try and help mitigate the impact of the COVID crisis. In terms of governance, we are a company that is listed in the November guidance. Most of our policies are announced publicly to all investors. We are very, very strict in that respect. We've had for at least seven years a hotline for reports in terms of data protection. We were one of the first companies to embrace that new law for data protection. And this restructuring of the board, we now have two-thirds of the board are composed of independent members. So that's also part of governance, of governance efforts on our part. Now moving on to the operating performance for the quarter on slide number 15. We have occupancy snapshot. We have improved occupancy in terms of financial occupancy in the second quarter. It improved from the first quarter, slightly, but it did. And this imbalance that we saw has to do with the reduction of idle spaces in AAA properties to the detriment of an increasing vacancy in Class A properties. And that, of course, reflects
into the physical occupation as well.
Now, specifically about shopping malls on slide 16, we saw a very significant growth in 10-star sales in the Q2 and compared to the same period of last year. But a more fair comparison would be to compare those numbers with 2019. And then we had a drop, as you can see. 20%, and I talked about the fact that sales were impacted in our portfolio because of the reasons I've mentioned. But the good news is that when we look at the results, and it's an uptrending number for June, we already see that same-score sales dropped from minus 30, and today we are at a level of 10-something. minus 80% of drop in same store sales when compared with June 2019. And that's good news, provided we still have some restrictions. And now we hope to see a strong recovery going forward. And in terms of commercialization, we see that we see retailers seeking to expand. We see that happening in our malls. So for the coming quarters, we'll have positive news to share in terms of malls. Now, a bit about our financial performance. I'll give it over to Hector. Hector, over to you. Thank you, Tiago. Thank you. Thanks, everyone, for being here in our earnings call today. I think results acknowledge what Tiago has mentioned about the operational performance. When we compare leasing revenues You compare quarters on quarters last year. This year, we see a growth of 21.5%, quite concentrated on shopping malls. The office is quite flat, quite resilient in the second quarter, and the shopping malls saw a great gain as restrictions were lifted, lockdowns were lifted, and that, of course, brings about revenue concerning businesses parking lots, which also saw a significant drop in the first quarter, which impacted net revenues in a positive way, too. Also, there was an inertia around discounts, and that has been accumulating a large balance of discounts from March last year, and that sort of mitigates the growth that we would see in net revenues combined with the gross revenues. better parking lot revenue and better service revenue, so we grow net revenues by 21%. Moving on to slide 19, it's talking about the NOI. It is also in line with gross net and gross revenue, with a growth of 13.6%, very much impacted by the shopping mall's performance, or good performance, but we see a drop in margin of 5%. quite concentrated on an increase in the cost of vacancies for Class A properties. So we have increased revenues for malls in a relevant manner. We have increased in the second quarter, the office revenue, but we do have a vacancy cost, which is concentrated. And we've been talking about it for the past quarter. And we have a small portion of retail which is leased now. So the NOI grew by something close to 14% in the quarter because of that. Now, moving on to adjusted EBITDA on top of the NOI, we'll add operating expenses, SG&A and others. We have a growth, which is even more robust, boosted by the SG&A efficiency and also by the services rather in these streams, which is outside of the NOI. So we have a very significant growth of 41%, reaching the level of 74 million in the quarter. Then moving on to slide number 20, net profit follows along EBITDA, adding financial expenses, their financial results, rather. Then we have a result of 150%, also quite significant, the difference there drops, the absolute difference both for the net income and the adjusted FFO because of financial expenses. We've been following an increase in CDI, which has a direct impact on our debt. And I'll talk about it in a moment, about the increase in the cost of our debt because of IPCA variation, inflation variation. So we do have a growth of 25.1% in FFOs. close to 40 million at the end of the quarter. When we look at the pro forma, we see a drop of 8% coming from two main drivers. Number one being we saw a drop in NOI for shopping malls, which was quite concentrated in Sao Paulo, where we have a relevant share of the market. But at the same time, we've seen quick fast recovery starting in this quarter, and also because of debt. We have about 80% of our debt is corporate debt, so there is a higher impact on pro forma than on IFRS. That's why you have this 8% drop. Moving on to the next slide, slide 21, we're talking about our debt. As Tiago mentioned, he issued our third series of the ventures. So he asked for cash. We add basically 300 million, which were raised with the debentures, and there was no cash burn event in the quarter. So we maintain net debt at a stable level with a slightly higher EBITDA. So we see a marginal improvement also along that indicator, net debt EBITDA for the last 12 months. Close to the quarter at 0.4 points. It's quite comfortable. These are our main components, which is seven times. The limit would be seven times. So we are quite comfortable at 4.46 times. Then looking at the history line of our financial expenses, we see that the company managed to explore an important drop of CDI from 2019 when they were close to 6.5 or 7. of SELIC rates, and then close to 2% in the second quarter of last year, in the middle of the chart. Then, as we all know, by scale-up and inflation this year, the IPCA went up about 8% in the first half of the year, the last 12 months, July. So that also led to an increase in the SELIC rate. And so those are the two main impacts on our debt. an increase in the CDI plus, and also 20% of a debt, which is IPCA peg, suffering an important monetary pressure on that side. So a good portion of the gain we've had until the EBITDA. We had the headline in terms of financial expenses that I made. And then moving on to the next slide. feel about indebtedness. We see the amortization schedule for our debt. A debt profile that we have is quite flat, quite well spread out throughout the years, in line with our cash flow, in line with our operational cash flow. So, in terms of our 13th debenture issue, it was something we did to reinforce our cash. We deny at a more volatility scenario next year when we'll have presidential elections. So this way, we'll be quite comfortable until the end of last year. This will prevent us from going to market for more cash, especially in a moment where there's so much uncertainty. In terms of indexation, I've said that our debt is quite concentrated on CDI, about 80% of it, and then have a cost of corporate debt. That's where we are more concentrated. a cost close to 6.5, and an average close to 7. So the takeaway is that we are quite comfortable in what concerns liquidity, and also in terms of needing to raise more funds next year. So this is it on my end, and I give it, turn it over to the operator for the Q&A session.
We'll now start
the Q&A session for investors and analysts. If you have a question, please press star 1. To remove your question from the queue, please press star 2. You can also post your questions through the webcast platform at the chat box.
Our first question comes from Mr. Andrade Diaz from Itaú PDR. Mr. Diaz, please go on. Good afternoon, everyone. I have two questions. Number one about leasing. You made an important announcement about people late leasing. comments on what's helping that movement, and also if you are getting better prices for releasing. I remember that in April, if you could talk about this process at 30 in April.
Okay, Andrea, the sound was terrible, terrible. It was very, very difficult to understand your question. I was trying to guess what you said because it was an impossible, terribly bad connection that you had. So anyway, so the main leases here are companies linked to the financial segment. So Financial institutions and asset management funds are our main clients in terms of leasing. So in terms of leasing conditions and level of leasing conditions, we have had no type of concession, if you will, nothing much different from what we did before. So today we're talking about a great period of four to six months. And in terms of amounts, it was sort of flat. We're talking about levels which are quite close to what we had in 2020, late 19. So prices came to a standstill. Even though there was an increase in inflation, IPCA, we're talking about amounts which sit close to what we had in the end of 2019. As to your second question, Daniel, please correct me because I couldn't really understand what you said. But about the XT, one of the conditions was to concerning the raising of resources. We delayed the closure of that negotiation because of the tax reform. So that brought about some instability as a whole. So the economy as a whole was affected, especially real estate companies were affected by the new tax reform. So still, we really understood what was happening, what impact we would be suffering from that So we sort of left that in the back burner. So that lasted for about three, four weeks. But we are now back in the game. And the fund is already out on the roadshows. We should finish our funding early in September for a week to finalize the transaction. I've been talking with people from XP. And they see very, very little risk in terms of execution. So that's a transaction we should be announcing
in the coming 20 days, I'd say. Okay. Our next question was sent by a webcast by Mr. Thiago from .
Good afternoon. What is the reason for the vacancy rate would be so high in Black-Aid property, Presidio Machado, Suarez Creek, and Bremondette. Why the high vacancy rate? Thank you, Tiago, for your question. I think they have high percentage rate, but what's really meaningful there, both in terms of revenue and located area, are Bremondette and ATMs. So the first property, Suarez 3, is located in Salvador, in Bahia. Undoubtedly the best property in Salvador, but it is located in a much more challenging market. Not very many businesses are closed in the city. As a coincidence, this week we are signing a leasing contract there this week, coincidentally. That's a slow negotiation. And we do have a price of around 40 reais. Based on the size of the area and the price of leasing, that does not mean a big impact on our numbers. That's for the Brazilian Machado property that you mentioned also. It is a property which is well located, but it's slightly older than the average. We share control over that property. We'd like to conduct some retrofitting work, but it's not that easy. It's going through a legalization process. But we're quite confident in summary that it is well-located, and as the economy picks up, it has a very strong appeal. As for the Berman 10, just to put it into perspective, we acquired that in July 2019. The property was totally vacant. we conducted a small retrofit, and then we leased it in 2019, leased 50% for KT&G. At the time, we had negotiations which were ongoing with two other potential leasers to finalize the lease of the whole building, but that's exactly when the pandemic hit, so those two other prospects, delayed their decision-making process. As we see a recovery of the economy here in this region for Lima, so we see some opportunities for flat price. So we have resumed some negotiations we had to stop at the premium debt. So we have a good outlook for that. in the second half of the year, third quarter. Now, as for the ETM, which is the main offender of our high vacancy rate, we're talking about our own area of 17,000 square meters, which was occupied by Itaú. Its vacancy came about because Itaú changed their policy. Now they have this hybrid model of work. So they have shrunk their working areas, not only for us, but for other properties as well. And that's a property they had already scheduled to reduce occupancy before the COVID, actually. So half of the whole area was scheduled to be returned. So the pandemic hit and So they went forward and returned the whole building. We do not manage the development and not develop the commercial decisions. We provide support to the landlords, suppliers, owners as best as we can. There are some negotiations which are ongoing, but nothing really concrete or material to share at this point. Our next question comes from Mr. Marcel Sampaio. Good afternoon. What is your expectation for leasing Class A properties? Thank you.
Oh, I did mention a bit of it.
when I answered a previous question, but Suarez trading is likely more difficult, but we are doing some businesses, something major. Brasilio Machado wants to adjust documentation and some regularization procedures, and wants the market picks up a bit. We have good forecast for that. As for Berman's death, we are resuming negotiations we had started before the pandemic, So I do believe we'll have good news going forward for Brigham and for EPM. We're not doing the trading itself, the sales ourselves, but we have been talking to the administrators and we have good signs that it will get better. Our next question comes from . about the recycling of offices, AAA offices, when compared to Class A. Are you taking that into account? Do you have an intention to increase exposure in that segment, and why? AAA as opposed to A. Thank you for the question, Arnaldo. We've been saying, talking about the importance of recycling assets. to increase profitability for the company's shareholders. So today, if I were to tell you where the focus is, it would be on our A portfolio. We've been talking about some of the difficulties we've had in terms of leasing the A portfolio, but we are not discarding a recycling of AAA assets as well. And also acquisition. So we can do everything we are trying to act on a timely manner very opportunistically the sale of some malls were prestigious as we sold xp but we also have been assessing some acquisitions which are more opportunistic especially because the market now is not very stable, so there's no price stable level, which is quite clear, especially for sellers. We know what we could pay, but there are not as many opportunities in the acquisition market, okay?
Our next question, What do you expect for the ETM asset? Would it be a last mile logistics asset for you?
We have conducted some studies to transform it into a logistics center, last mile center, but partially. That's my answer. There are some other technical challenges to be faced. which make it difficult for us to transform the whole asset. At least based on the first assessments we've made, a full S-mile transformation would be difficult. So we're thinking about a more hybrid transformation. But that's an ongoing discussion. But at the same time, we have a high demand for offices. So that's what we have been concentrating on. how we could migrate, even partially, for the ETM.
But no decision has been made yet about that. Please stand by as we poll for questions. Our next question comes from Vito Borosini.
Can you comment on the share buyback program. What has been done, and what are your plans going forward?
What seems to be the best investment right now? Oh, Victor, that was our main dilemma.
We executed two buyback programs last year, and when you compare the implicit price of the asset with the share price. That's the best investment we could make. But we will come across the problem we had last year, which is liquidity. Our share is not very liquid. We have a flow chain of about 40%, a volume of $20 to $4 million a day. And whenever we have a buyback program, We affect that movement, and we want to be a company that has liquidity to try and remove that mismatch between the real price of our assets and the price of share. One of the things we did last year after the two buyback programs was a dividend payout the buyback is also a way for you to increase the share of shareholders in the company. And dividend payout is when you distribute shares to shareholders. So that's a way we found to improve the profitability of our shares. But now, going forward, we have been assessing other alternatives. I'd say buyback is not the most obvious thing to do because of liquidity issues. Because liquidity levels now sit at around 40%, and we don't want to see it go deeper than that, 40%. Next question comes from Mr. Fernando Salas. Good afternoon, everyone. About the XP deal, what are the plans to use the capital coming from the sales of shares in malls? New acquisitions That amortization, new development, all of the above.
Thank you for the question. It's a transaction of 265 million.
It's not a cash deal. A first installment of 175 will be paid at the signing and then the remaining will be paid in four installments. So for those first 175, we tend to reinforce our cash. That amortization might not be the best use for those resources because of the cost and the term that we have for our debt. When we look for the duration vis-a-vis cost to amortize now, it doesn't seem to be that favorable. And given... that we have this new strategy in place around technology. We might use part of the resources in technology, but as you said, it's a bit of all of the above. It's now in the company's cash flow, and that will help us in our amortization program throughout the coming two or three years.
Mr. Fernando Temes sent another question.
If you could comment on the joint venture with SPX. Is the intention to get revenue from administration fees, consultancy fees, or to become a partner in a potential fee creation program? Actually, it's a bit of both. Today you have an agency when you have 50% of the managers. And SPX also holds 50%. And there is a commitment of us to put in seed money in 300 million, 150 million each, actually, in the funds that are raised by SPX in those first two years. So we already have a fund being developed. SPX is now doing their road shows trying to explain the program. So I'd rather let them explain that to the market. So as for this first fund, we're already getting investments, but the idea is for us to work towards a dilution of capital exposure, something close to 10% of the size of the fund, and then manage assets, and then manage the fund itself, and then In addition, fees on top of the results is also the investments themselves. Next question from Mr. Siddiqui. Something that caught my attention is the difference between the price files for transactions and the secondary market for properties, AAA market in the more global region of Sao Paulo and the market prices. What are the studies that the company has to be able to reduce that gap in pricing?
Thank you for the question.
It's difficult. One of the things we've been doing, and I did mention that before, one of the main problems is around liquidity. Liquidity does not reflect the value of our assets, but we've been trying to show investors and during our earnings announcement, analysts who cover SEND will also tell you that there is a very big gap between the companies' NAV when compared to market practice. So we need to try and show the real value of our assets and show the potential that we have in terms of growth and cash generation and also the robustness of the company, our capital structure. All of that is quite favorable, especially in the moment that we live right now. And that's basically it. Not much more, I can tell you. We have We have divested in order to show the real value of our assets. Secondary transactions. A transaction that just happened. The sale of the complex BJK to the tune of 30,000 reais per square meter and for the value superior. When you compare that to our square meter prices, our malls are close to zero when you make the comparison. That's a steep road for us to have you conduct a very analytical, qualitative analysis of the adequate price for us. We are quite discounted, to say the least.
Ladies and gentlemen, please wait. as a full procrastinator.
This concludes our Q&A session, and I'd like to turn the floor back over to Mr. Marumatsu for his final remarks. Well, this was very, very, very nice. A lot of interaction from you. Thank you. My final message. is very optimistic. I think from the second quarter until now, that's about 40 days. In those first 40 days, we felt quite a meaningful change, both in corporate and in shopping malls. New leasing happening across both fronts and the market in our portfolio. Our portfolio is close to 100%, as I said. when we talk about shopping malls, a very interesting growing flow in sales compared to previous months. And I think the main driver for all that is the vaccination rollout. So we do believe that in San Paolo this weekend, this coming weekend, all adults above 18 will be able to be vaccinated. So this massive vaccination effort to reassure people to be more reassured in going to shopping malls, going out on the street, going back to their offices. And that's what we've been watching as of recent. And this will help us in our portfolio before.
So the outlook for our business is positive.
I hope that this second quarter represents the last care that the pandemic gave us, and that from now on, things start getting back to normal, both on a personal level and also on a professional level. We are quite optimistic with what life ahead. Thank you, and have a nice day, everyone. Since teleconference is now over, thank you all for participating, and have a nice day, everyone.