4T13 Teleconferncia (Em portugus) Data: 25 de fevereiro de 2013 (tera-feira) Horrio: 11h00min (horrio de Braslia) 9h00min (EST Nova York) Telefone de conexo: +55 (11) 4688-6361 Cdigo de acesso: Multiplan Replay: www.multiplan.com.br/ri Third Quarter 2014 Earnings Release Conference Call Date: October 31 st , 2014 (Friday) English: 10:30 a.m. (EDT New York) 12:30 p.m. (Braslia) Portuguese: 9:00 a.m. (EDT New York) 11:00 a.m. (Braslia) Webcast: www.multiplan.com.br/ir
Disclaimer This document may contain prospective statements, which are subject to risks and uncertainties as they are based on expectations of the companys management and on available information. The company is under no obligation to update these statements. The words "anticipate, wish, "expect, foresee, intend, "plan, "predict, forecast, aim" and similar words are intended to qualify statements. Forward-looking statements refer to future events which may or may not occur. Our future financial situation, operating results, market share and competitive position may differ substantially from those expressed or suggested by these forward-looking statements. Many factors and values that may impact these results are beyond the companys ability to control. The reader/investor should not make a decision to invest in Multiplan shares based exclusively on the data disclosed on this report. This document also contains information on future projects which could differ materially due to market conditions, changes in laws or government policies, changes in operational conditions and costs, changes in project schedules, operating performance, demands by tenants and consumers, commercial negotiations or other technical and economic factors. These projects may be altered in part or totally by the company with no prior warning. Non-accounting information has not been reviewed by the external auditors. In this release the company has chosen to present the consolidated data from a managerial perspective, in line with the accounting practices in use until December 31, 2012, as disclosed below. For more detailed information, please check our Financial Statements, Reference Form (Formulrio de Referncia) and other relevant information on our investor relations website www.multiplan.com.br/ir.
Managerial Report
Multiplan is presenting its quarterly results in a managerial format to provide the reader with a more complete perspective on operational data. Please refer to the companys financial statements on its website www.multiplan.com.br/ir to access the Financial Statements in compliance with the Brazilian Accounting Standards Committee CPC. Please see on page 34 in this report the changes determined by Technical Pronouncements CPC18 (R2) and CPC19 (R2), and the reconciliation of the accounting and managerial numbers.
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Table of Contents 01. Consolidated Financial Statements ............................................................................................. 6 02. Project Development .................................................................................................................... 7 03. Operational Indicators ................................................................................................................ 10 04. Gross Revenues ........................................................................................................................ 13 05. Properties Ownership Results ................................................................................................... 14 06. Shopping Center Management Results ..................................................................................... 18 07. Shopping Center Development Results ..................................................................................... 19 08. Real Estate for Sale Results ...................................................................................................... 20 09. Financial Results........................................................................................................................ 21 10. MULT3 Indicators & Stock Market ............................................................................................. 27 11. Portfolio ...................................................................................................................................... 28 12. Ownership Structure .................................................................................................................. 30 13. Operational and Financial Data ................................................................................................. 32 14 Reconciliation between IFRS (with CPC 19 R2) and Managerial Report ................................... 34 15. Appendices ................................................................................................................................ 37 16. Glossary and Acronyms ............................................................................................................. 40
The Evolution of Multiplan's Financial Indicators R$ Million 2007 (IPO) 2008 2009 2010 2011 2012 2013 Change % (2013/2007) CAGR % (2013/2007) Gross Revenue 368.8 452.9 534.4 662.6 742.2 1,048.0 1,074.6 191.4% 19.5% Net Operating Income 212.1 283.1 359.4 424.8 510.8 606.9 691.3 225.9% 21.8% EBITDA 212.2 247.2 304.0 350.2 455.3 615.8 610.7 187.8% 19.3% FFO 200.2 237.2 272.6 368.2 415.4 515.6 426.2 112.9% 13.4% Net Income 21.2 74.0 163.3 218.4 298.2 388.1 284.6 1,245.1% 54.2% 2007 EBITDA adjusted for expenses related to the company's IPO.
Historical Performance of Multiplans Results (R$ Million) Overview Multiplan Empreendimentos Imobilirios S.A is one of the leading shopping center operating companies in Brazil, established as a full service company that plans, develops, owns and manages one of the largest and highest-quality mall portfolios in the country. The company is also strategically active in the residential and commercial real estate development sectors, generati ng synergies for shopping center-related operations by creating mixed-use projects in adjacent areas. At the end of 3Q14, Multiplan owned 18 shopping centers with a total GLA of 762,443 m - with an average interest of 73.8% -, of which 17 shopping centers managed by the company, over 5,300 stores and an estimated annual traffic of 170 million vi sits. Multiplan also owned - with an average interest of 92.4% - two corporate office complexes with a total GLA of 87,558 m, for a total portfolio GLA of 850,001 m.
3Q14 NOI, up 19% to R$205 million and EBITDA up 14% to R$186 million
Rio de Janeiro, October 30 th , 2014 Multiplan Empreendimentos Imobilirios S.A. (BM&F Bovespa: MULT3) announces its third quarter 2014 results. During fiscal year 2012, the Accounting Standards Committee (CPC) issued the following statements that impacted the companys activities and its subsidiaries, among others (i) CPC 18 (R2) Investment in affiliated companies, subsidiaries and in jointly controlled developments; (ii) CPC 19 (R2) Joint business. These pronouncements required that they be implemented for fiscal years starting January 1, 2013. The statements determine, among other issues, that developments controlled jointly be recorded in financial statements via Equity pick- up. In this case the company no longer consolidates the 50% interest in Manati Empreendimentos e Participaes S.A., a company that owns a 75% interest in Shopping Santa rsula, and a 50% stake in Parque Shopping Macei S.A., a company that owns a 100% interest in the shopping center of the same name on a proportional basis. This report adopted the managerial information format and, for this reason, does not consider the requirements of CPCs 18 (R2) and 19 (R2) to be applicable. Thus, the information and/or performance analyses presented herein include the proportional consolidation of Manati Empreendimentos e Participaes S.A. and Parque Shopping Macei S.A. For additional information, please refer to note 9.4 of the Quarterly Financial Report dated September 30, 2014. Highlights 3Q14 (R$) Highest Occupancy Rate in the Last Five Years Despite 43% Growth in GLA
Evolution of total shopping center GLA and occupancy rates: 3Q09 3Q14
Shopping center tenants sales Rental revenue Net revenue NOI NOI + Key Money EBITDA 3Q14 (R$) 2,963.2 M 184.4 M 278.2 M 205.4 M 215.2 M 186.3 M 3Q14 vs. 3Q13 +10.8% +19.1% +11.9% +19.1% +16.0% +13.9%
9M14 (R$) 8,697.6 M 538.6 M 807.9 M 595.3 M 624.8 M 569.9 M 9M14 vs. 9M13 +12.5% +16.5% +13.8% +18.9% +15.6% +20.8%
OPERATIONAL AND FINANCIAL HIGHLIGHTS Occupancy rate was 98.8% in 3Q14, the highest rate since the record 99.1% in 4Q09, in spite of the delivery of 228,700 m of GLA since 2009. Malls operating for more than five years recorded average occupancy rate of 99.5%. Same Store Rent (SSR) increased 8.8% in 3Q14, with real growth of 2.7%. Rental revenue saw an increase of 19.1%, reaching R$184.4 million in 3Q14, boosted by portfolio consolidation and new areas delivered. Multiplan shopping centers recorded sales of R$3.0 billion in 3Q14, 10.8% higher than in 3Q13. In 9M14, total sales reached R$8.7 billion, up 12.5% from 9M13. Same Area Sales (SAS) increased 6.7% in 3Q14, and 9.1% in 9M14. Same Store Sales (SSS) grew 6.1% in the quarter and 8.4% in the nine-month period. SSS for satellite stores presented an increase of 7.3% in the quarter, and 9.0% in 9M14. Delinquency and rent loss rates remained at 1.7% and 0.8%, respectively. Gross revenue increased 13.5% in 3Q14, reaching R$307.3 million. Solid Margins: Net Operating Income (NOI) + Key Money (KM) recorded margin of 87.8% in 9M14 (+ 152 bps). Shopping Center EBITDA and FFO margins in 9M14 were 76.3% (+ 300 bps) and 48.2% (+ 68 bps), respectively. NOI + KM increased 16.0% in 3Q14 to R$215.2 million. In the last twelve months, NOI + KM increased 11.3% to R$828.5 million. In 3Q14 NOI + KM per share 1 was R$1.14, with a five-year CAGR of 14.2%. Consolidated EBITDA increased 13.9% in 3Q14 to R$186.3 million. EBITDA in the last twelve months grew 10.2% to R$708.8 million. Multiplan funding cost remained at 10.5% p.a. at the end of 3Q14, another quarter below Selic, 46 bps inside the curve. Net income and FFO reached R$68.2 million and R$117.2 million in 3Q14, respectively. FFO per share was R$0.62 in the quarter, and R$2.54 in the last twelve months.
RECENT EVENTS In October 2014, Multiplan completed a debentures (local bond) issue, equivalent to R$400 million, with five and six- year terms, at CDI + 0.87% p.a. Simultaneously, the company prepaid the existing debentures (R$300 million) issued in 2011 at CDI + 1.01% p.a. and due 2015/2016. As a result of this liability management action, Multiplan extended its debt amortization schedule and reduced its average cost-of-debt. Also in October 2014, the Company signed a ten-year R$100 million financing contract at TR + 8.90% p.a.
1 Total shares on September, 30 th , 2014 net of stocks held in treasury, totaling 188,447,056 shares.
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3Q14 MULT3 1. Consolidated Financial Statements Managerial Report (R$'000) 3Q14 3Q13 Chg. % 9M14 9M13 Chg. % Rental revenue 184,446 154,802 19.1% 538,617 462,424 16.5% Services revenue 30,025 26,001 15.5% 89,760 78,062 15.0% Key money revenue 9,771 12,960 24.6% 29,523 39,925 26.1% Parking revenue 37,872 32,530 16.4% 111,921 93,628 19.5% Real estate for sale revenue 30,414 30,946 1.7% 84,810 71,669 18.3% Straight line effect 13,734 12,042 14.1% 31,744 30,551 3.9% Other revenues 1,011 1,472 31.3% 3,120 3,255 4.2% Gross Revenue 307,274 270,753 13.5% 889,494 779,514 14.1% Taxes and contributions on sales and services (29,117) (22,103) 31.7% (81,614) (69,897) 16.8% Net Revenue 278,158 248,650 11.9% 807,881 709,617 13.8% Headquarters expenses (29,534) (27,842) 6.1% (85,616) (79,826) 7.3% Stock-option expenses (4,045) (3,062) 32.1% (10,671) (7,825) 36.4% Shopping centers expenses (26,905) (26,849) 0.2% (77,290) (86,132) 10.3% Office towers for lease expenses (3,754) - na (9,723) - na New projects for lease expenses (2,372) (3,900) 39.2% (11,198) (9,762) 14.7% New projects for sale expenses (1,983) (3,255) 39.1% (7,985) (8,555) 6.7% Cost of properties sold (17,875) (19,672) 9.1% (51,253) (48,698) 5.2% Equity pickup (716) 483 na 10,699 (202) na Other operating income/expenses (4,680) (935) 400.6% 5,061 3,237 56.4% EBITDA 186,293 163,618 13.9% 569,903 471,854 20.8% Financial revenues 8,174 13,789 40.7% 27,152 37,231 27.1% Financial expenses (50,555) (32,667) 54.8% (148,831) (114,169) 30.4% Depreciation and amortization (41,996) (31,365) 33.9% (121,347) (88,764) 36.7% Earnings Before Taxes 101,916 113,375 10.1% 326,878 306,152 6.8% Income tax and social contribution (26,749) (18,687) 43.1% (58,564) (57,457) 1.9% Deferred income and social contribution taxes (6,995) (8,010) 12.7% (24,439) (21,237) 15.1% Minority interest 25 (9) na (18) (35) 49.1% Net Income 68,198 86,669 21.3% 243,858 227,423 7.2%
(R$'000) 3Q14 3Q13 Chg. % 9M14 9M13 Chg. %
NOI 205,393 172,525 19.1% 595,268 500,471 18.9% NOI margin 87.0% 86.5% 48 b.p 87.2% 85.3% 193 b.p NOI + Key Money 215,164 185,485 16.0% 624,791 540,396 15.6% NOI + Key Money margin 87.5% 87.4% 17 b.p 87.8% 86.3% 152 b.p Shopping Center EBITDA 177,581 161,174 10.2% 538,849 472,125 14.1% Shopping Center EBITDA margin 73.8% 73.2% 63 b.p 76.3% 73.3% 300 b.p EBITDA (Shopping Center + Real Estate) 186,293 163,618 13.9% 569,903 471,854 20.8% EBITDA margin 67.0% 65.8% 117 b.p 70.5% 66.5% 405 b.p Net Income 68,198 86,669 21.3% 243,858 227,423 7.2% Net Income margin 24.5% 34.9% 1,034 b.p 30.2% 32.0% 186 b.p Adjusted Net Income 75,193 94,679 20.6% 268,296 248,660 7.9% Adjusted Net Income margin 27.0% 38.1% 1,104 b.p 33.2% 35.0% 183 b.p FFO 117,189 126,044 7.0% 389,643 337,424 15.5% FFO margin 42.1% 50.7% 856 b.p 48.2% 47.6% 68 b.p
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3Q14 MULT3 2. Project Development Multiplan invests R$53.3 million during 3Q14 Multiplans total CAPEX was R$53.3 million during 3Q14 and the nine months figure was R$223.1 million mainly driven by the R$22.9 million invested in mall expansions in 3Q14 or R$104.4 million in 9M14. Mall expansion CAPEX includes the final stage of BarraShopping and small expansions in BarraShoppingSul, Ptio Savassi and MorumbiShopping, adding a considerable number of new operations and convenience to consumers.
Investment (R$) 3Q14 9M14 Mall Development 6.7 M 15.8 M Mall Expansions 22.9 M 104.4 M Office Towers 2.7 M 7.5 M Renovation, IT & Others 16.2 M 53.1 M Land Acquisition 4.8 M 42.3 M Investment 53.3 M 223.1 M 2.1 Greenfields ParkShoppingCanoas Multiplan is preleasing stores in ParkShoppingCanoas, its nineteenth shopping center, in Canoas, in the state of Rio Grande do Sul. ParkShoppingCanoas will have an innovative architectural project and a large area for leisure and services distributed among 258 stores in its 48,000 m first phase of Gross Leasable Area (GLA). The development will offer a hypermarket, an ice skating rink, a gym center, an indoor amusement park, five stadium type movie theaters, six gourmet restaurants with a deck overlooking Getlio Vargas municipal park, and a food court with 28 operations. Furthermore, the mall will have 2,500 parking spots, of which approximately 1,000 will be covered. The area also offers the potential for future developments of mixed use projects. Multiplan will hold an 80% interest in the shopping center whose inauguration is scheduled to take place in the second half of 2016. The companys stake in the projects development costs (CAPEX) will be 94.7%.
Artists rendering for illustration purposes only Project subject to changes without previous notice
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3Q14 MULT3 2.2 Mixed-use: Office and Residential Towers for Sale Towers at BarraShoppingSul approaching delivery time Diamond Tower and Rsidence du Lac, a 23,760 m project for sale, reaches its final stage of construction. Diamond tower, a condo-office tower, has sold 97% of its units and Rsidence du Lac, a residential tower, is sold out. Both projects are scheduled to be delivered in the fourth quarter of 2014. Their combined potential sales value (PSV) is R$261.7 million.
Diamond Tower and Rsidence du Lac Illustration
BarraShoppingSul Complex, with Diamond Tower and Rsidence du Lac Construction work (October 2014) 1 Potential Sales Value
BarraShoppingSul Towers for Sale Project Location Type Opening Area %Mult. PSV Average price/m Diamond Tower BarraShoppingSul Condo Offices 4Q14 13,800 m 100.0% 142.8 M 10,349 Rsidence du Lac BarraShoppingSul Residential 4Q14 9,960 m 100.0% 118.9 M 11,942 Total
23,760 m 100.0% 261.7 M 11,014
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3Q14 MULT3 2.3 Future Growth and Land Bank Focus on mixed-use projects with a land bank of 874 thousand m Multiplan owns 873,819 m of land for future projects. All sites are integrated to the companys shopping centers and should be used to promote the development of mixed use projects, primarily for sale. Based on current internal projects assessments, the company estimated a total one million m of private area for sale. The company also sees a potential GLA increase of 150,000 m through mall expansions, which are not included in the table below.
Shopping Attached to Land Location Land Area Private Area Project type % Multiplan BarraShoppingSul 159,587 m 304,515 m Hotel, Apart-Hotel, Office, Residential 100% JundiaShopping 4,500 m 11,616 m Office 100% ParkShoppingBarigi 28,214 m 43,376 m Apart-Hotel, Office 94% ParkShoppingCampoGrande 317,755 m 92,774 m Office, Residential 90% ParkShoppingCanoas 18,721 m 22,457 m Hotel, Apart-Hotel, Office n.a. ParkShoppingSoCaetano 36,948 m 138,000 m Office 100% Parque Shopping Macei 140,000 m 164,136 m Office, Residential 50% RibeiroShopping 102,295 m 138,749 m Hotel, Apart-Hotel, Office, Residential 100% Shopping AnliaFranco 29,800 m 89,600 m Residential 36% VillageMall 36,000 m 36,077 m Office 100% Total 873,819 m 1,041,299 m 86%
BarraShoppingSul Project Illustration Artists rendering for illustration purposes only Project subject to changes without previous notice 1 This information is merely informative for the better understanding of the companys growth potential and should not be considered as a commitment to develop the above mentioned projects may be changed or cancelled without prior notice.
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3Q14 MULT3 3. Operational Indicators 3.1 Tenant Sales Shopping center sales reach R$3.0 billion in 3Q14, increasing 10.8% over 3Q13 Multiplan tenants sales totaled R$3.0 billion in 3Q14, an increase of 10.8% when compared to the same period in the previous year. In 9M14, shopping center sales reached R$8.7 billion, growing 12.5% over 9M13. As mentioned in the case study disclosed in the 2Q14 Earnings Release, Multiplan saw an overall positive effect on sales before and during the FIFA World Cup ended in mid-July. The event, together with the early return from school winter break, reshuffled the consumer flow, resulting in a lower visitor flow in the second half of July. All in, the quarter presented a robust 10.8% sales increase. On a five-year CAGR analysis, the nine-month growth rate was of 14.6%, while the third quarter CAGR was 14.2%.
Sales evolution
Shopping Center Sales (100%) Opening 3Q14 3Q13 Chg.% 9M14 9M13 Chg.% BH Shopping (1979) 256.5 M 254.3 M 0.9% 766.1 M 735.2 M 4.2% RibeiroShopping (1981) 179.6 M 160.8 M 11.7% 526.3 M 455.1 M 15.6% BarraShopping (1981) 442.6 M 409.1 M 8.2% 1,252.0 M 1,167.5 M 7.2% MorumbiShopping (1982) 364.1 M 316.6 M 15.0% 1,082.5 M 944.7 M 14.6% ParkShopping (1983) 243.2 M 230.3 M 5.6% 722.8 M 667.3 M 8.3% DiamondMall (1996) 142.2 M 131.3 M 8.3% 419.4 M 380.8 M 10.1% New York City Center (1999) 48.8 M 53.5 M 8.7% 158.0 M 160.3 M 1.4% Shopping Anlia Franco (1999) 222.5 M 213.7 M 4.1% 663.6 M 616.5 M 7.6% ParkShoppingBarigi (2003) 195.0 M 190.1 M 2.6% 579.5 M 565.7 M 2.4% Ptio Savassi (2004) 87.7 M 82.8 M 6.0% 252.4 M 242.2 M 4.2% Shopping Santa rsula (1999) 41.2 M 46.1 M 10.5% 125.7 M 132.0 M 4.8% BarraShoppingSul (2008) 171.7 M 161.5 M 6.4% 504.9 M 472.9 M 6.8% Shopping Vila Olmpia (2009) 80.0 M 76.6 M 4.4% 239.4 M 225.0 M 6.4% ParkShoppingSoCaetano (2011) 119.5 M 114.6 M 4.2% 356.1 M 327.0 M 8.9% JundiaShopping (2012) 91.4 M 78.7 M 16.1% 274.7 M 222.2 M 23.6% ParkShoppingcampoGrande (2012) 90.4 M 81.5 M 10.9% 262.4 M 224.6 M 16.8% VillageMall (2012) 120.7 M 72.4 M 66.6% 340.9 M 194.4 M 75.4% Parque Shopping Macei (2013) 65.9 M
n.a. 170.7 M n.a. Total 2,963.2 M 2,673.9 M 10.8% 8,697.6 M 7,733.7 M 12.5% Ptio Savassi opened in 2004 and was acquired by Multiplan in June, 2007. 2 Shopping Santa rsula opened in 1999 and was acquired by Multiplan in April, 2008. Parque Shopping Macei opened on November, 2013.
Consolidated malls continue to grow strongly Multiplans five malls with 30+ years of operation recorded a combined sales growth of 8.4% in 3Q14, or 9.5% in 9M14, compared to the same period last year. MorumbiShopping, strengthened by a successful tenant-mix reshuffling, and RibeiroShopping, benefiting from expansions VII and VIII, were the main highlights with sales increases of 15.0% and 11.7% respectively in 3Q14. Combined numbers might have been even stronger if not for a large tenant who implemented a temporary store renovation preparing for the Christmas season.
R$ 5.0 B R$ 5.7 B R$ 6.5 B R$ 7.7 B R$ 8.7 B 9M10 9M11 9M12 9M13 9M14 +14.6% CAGR:
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3Q14 MULT3 Three malls opened in 2012 record combined sales growth of 30.0% in 3Q14 The shopping centers opened during 4Q12, VillageMall, JundiaShopping and ParkShoppingCampoGrande, progressed with a robust sales pace in 3Q14 of 66.6%, 16.1% and 10.9% respectively. The combined growth of 30.0% was led by the strong sales increase in VillageMall, which is still profiting from the opening of new stores, growth in productivity and enhanced customer flow. Sales/m portfolio analysis In the last twelve months, the portfolios sales/m was of R$18,478/m. Stores with less than 1,000 m posted sales of R$25,042/m while the majority of stores, with 200m or less, had sales of R$28,663/m.
Sales/m September 2014 (LTM) Same Area Sales increases 6.7% in 3Q14 Same area sales (SAS) and Same store sales (SSS) results reflected the more challenging scenario in the third quarter, impacted by the final rounds of FIFA World Cup and early end of school winter break. SAS increased 6.7% and SSS grew 6.1% in 3Q14. The nine-month period reflects the overall strong sales performance in the year so far. SAS expanded 9.1% in 9M14 while SSS increased 8.4%. The spread between SAS and SSS indicate the positive impacts of changes in mix in the last 12 months, as well as the fast consolidation of the younger shopping centers.
SAS and SSS Evolution (year/year)
Food Court & Gourmet Areas record SSS growth of 10.2% Same store sales for satellite stores increased 7.3% in 3Q14, led by Food Court & Gourmet Area operations, which have been performing strongly throughout 2014 and increased sales by 10.2% in the quarter. The result was followed by a 9.6% growth in the Miscellaneous segment and a growth of 7.5% coming from Apparel satellite stores.
3Q14 x 3Q13 9M14 x 9M13 Same Store Sales Anchor Satellite Total Anchor Satellite Total Food Court & Gourmet Area - 10.2% 10.2% - 12.0% 12.0% Apparel 2.9% 7.5% 6.4% 8.8% 7.5% 7.8% Home & Office 11.5% 3.5% 5.9% 3.2% 3.8% 3.6% Miscellaneous 1.4% 9.6% 7.2% 3.4% 12.4% 9.6% Services 10.7% 0.1% 3.8% 0.2% 0.9% 1.1% Total 1.7% 7.3% 6.1% 5.5% 9.0% 8.4% Same Store Sales growth breakdown Home & Office anchor stores grew 3.2% in 9M14, including the 11.5% drop in 3Q14 given anticipated sales in 2Q14 for electronic products, mostly TV sets, due to the FIFA World Cup. In 9M14 anchors stores saw an increase of 5.5%. 18,478/m 25,042/m 28,663/m Sales - (Anchors & Satellites) Sales - stores under 1,000m Sales - stores under 200m 7.0% 10.3% 7.7% 10.0% 9.7% 9.5% 9.4% 7.4% 8.8% 5.7% 7.7% 8.0% 9.3% 12.0% 6.7% 6.6% 9.4% 7.5% 8.3% 8.2% 8.1% 8.5% 6.8% 8.1% 5.8% 8.4% 7.6% 8.3% 9.4% 6.1% 1Q11 2Q11 3Q11 4Q11 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 SAS SSS
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3Q14 MULT3 3.2 Operational Indicators Highest occupancy rate in the last five years Average shopping center occupancy rate was 98.8% in 3Q14, 70 bps higher than the 98.1% presented in 3Q13, in spite of the addition of three expansions Expansions VII and VIII in RibeiroShopping and Expansion VII in BarraShopping, and a new mall, Parque Shopping Macei. This is the highest occupancy rate since the record 99.1% in 4Q09, an impressive mark when considering that since 2009 the company has delivered an additional 228,700 m of GLA. Currently two malls are fully occupied, nine malls have over 99% occupancy rate and, taking into account only malls with more than five years in operation, the average rate is 99.5%. The high occupancy rate is an indication of the attractiveness of Multiplans portfolio. The highlights are ParkShopping and JundiaShopping, which had a significant occupancy rate growth of 80bps and 170bps, respectively, compared to 2Q14, reaching 99.7% and 98.3%
Total shopping center GLA and occupancy rate evolution: 3Q09 3Q14 Occupancy Cost: in line figures The occupancy cost in 3Q14 was 13.1%, in line with the previous three third quarters. The turnover rate, measured as a percentage of GLA, decreased from 1.1% in 3Q13 to 0.8% in 3Q14. Multiplan shopping centers delinquency rate (rental payments more than 25 days overdue) was 1.7% in 3Q14 versus 1.5% in 3Q13. Rent losses were 0.8%, remaining well within the lowest range for the company.
Historical turnover and occupancy cost: 3Q10-3Q14
Historical delinquency rates and rent losses: 3Q10-3Q14
4. Gross Revenue Gross Revenue increases 13.5% in 3Q14 Gross revenue totaled R$307.3 million in 3Q14, a 13.5% increase over 3Q13. The main drivers of this performance were rental and parking revenues, with increases of 19.1% and 16.4%, respectively. These lines represent 72.4% of 3Q14 gross revenue, increasing their contribution when compared to the 69.2% recorded in 3Q13. Rental revenue is composed of base rent, merchandising and overage, which represent 89.8%, 6.7% and 3.5%, respectively. The gross revenue for the first nine months of 2014 was R$889.5 million, increasing 14.1% when compared to 9M13, driven by rental revenue (+16.5%), services revenue (+15.0%), parking revenue (+19.5%) and real estate for sale revenue (+18.3%).
Gross revenue breakdown 3Q14
3Q14 Gross revenue growth breakdown (Y/Y) (R$)
Straight Line Effect 4.5% Services 9.8% Key Money 3.2% Parking 12.3% Real Estate for Sale 9.9% Others 0.3% Base Rent 89.8% Overage 3.5% Merchandising 6.7% Rental Revenue 60.0% 270.8 M 307.3 M 29.6 M 1.7 M 4.0 M (3.2 M) 5.3 M (0.5 M) (0.5 M) Gross Revenue 3Q13 Rental Revenue Straght Line Effect Services Key Money Parking Revenue Real Estate for Sale Other Gross Revenue 3Q14 13.5% +19.1% +14.1% +15.5% -24.6% +16.4% -1.7% -31.3%
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3Q14 MULT3 5. Property Ownership Results 5.1 Rental Revenue Rental revenue increases 19.1% to R$184.4 million in 3Q14 Rental revenue was R$184.4 million in 3Q14, an increase of 19.1% compared to 3Q13. For the 9M14 period, rental revenue increased 16.5% to R$538.6 million. Base and overage rent together increased 20.3% in 3Q14, to R$172.1 million, with part of overage rent shifting to fixed (base rent). Merchandising revenue was R$12.3 million in 3Q14, increasing by 5.6% when compared to the same quarter of the previous year. If the straight line effect, which recorded R$13.7 million in the quarter, is used, the rental revenue increase would be 18.8% (3Q14/3Q13). Please note that the straight line effect does not represent a cash event.
3Q14 Rental revenue growth breakdown (Y/Y) (R$)
Rental revenue per m/month in 3Q14 Shopping centers in operation over 5 years. Shopping centers in operation for less than 5 years.
Younger malls: on the right track Multiplans portfolio average rental revenue reached R$104/m per month in 3Q14, or R$106/m per month in 9M14. Considering the consolidated portfolio, the monthly rate was R$116/m in the quarter, or R$114/m in the nine-month period, showing a meaningful upside potential for younger malls, which recorded an average monthly rental revenue of R$71/m in 3Q14 and 9M14. Additional data on shopping centers results can be downloaded from the Fundamentals Spreadsheet on Multiplans investor relations website (www.multiplan.com.br/ir).
154.8 M 184.4 M +29.5 M -0.5 M +0.6 M Rental Revenue 3Q13 Base rent Overage Merchand. Rental Revenue 3Q14 19.1% +21.6% -7.2% +5.6% 104/m 71/m 116/m Portfolio New Shopping Centers Consolidated Shopping Centers 63.9%
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3Q14 MULT3 VillageMalls rental revenue increases 52.7% in 3Q14 VillageMalls performance was positively impacted by increased sales productivity and the new stores opened during 2014. Rental revenue increased by 52.7% to R$9.1 million in 3Q14, the same amount recorded in 4Q13, when tenants pay double- rent in December. In the 9M14, the malls rental revenue summed R$24.0 million, 33.2% higher than in 9M13. Malls with 30+ years in operation, which represent 46.3% of the total rental revenue, recorded a combined growth of 10.8% in 3Q14. RibeiroShopping and BarraShopping, boosted by recent expansions, showed rent increases of 23.1% and 14.6% in 3Q14, or 26.0% and 12.1% in 9M14, respectively. MorumbiShopping continues to reap the benefits of recent improvements in its tenant mix, and showed a rental growth of 10.2% in the quarter, and 11.8% in 9M14. ParkShoppingSoCaetano, PtioSavassi and BarraShoppingSul were also highlights, with double-digit growth in 3Q14, of 13.4%, 13.1% and 10.1%, respectively. Rental Revenue (R$) Opening 3Q14 3Q13 Chg.% 9M14 9M13 Chg.% BH Shopping (1979) 17.4 M 17.2 M 1.2% 52.5 M 52.9 M 0.7% RibeiroShopping (1981) 11.3 M 9.2 M 23.1% 33.4 M 26.5 M 26.0% BarraShopping (1981) 22.4 M 19.5 M 14.6% 64.1 M 57.2 M 12.1% MorumbiShopping (1982) 22.8 M 20.7 M 10.2% 70.1 M 62.7 M 11.8% ParkShopping (1983) 11.5 M 10.5 M 10.2% 33.5 M 31.1 M 7.8% DiamondMall (1996) 9.6 M 8.7 M 9.8% 28.1 M 26.2 M 7.1% New York City Center (1999) 1.8 M 1.9 M 7.7% 5.1 M 5.4 M 5.3% Shopping Anlia Franco (1999) 5.9 M 5.5 M 7.0% 17.6 M 16.5 M 6.8% ParkShoppingBarigi (2003) 11.2 M 10.8 M 4.1% 33.3 M 32.1 M 4.0% Ptio Savassi (2004) 6.4 M 5.6 M 13.1% 18.2 M 16.8 M 8.3% Shopping Santa rsula (1999) 1.4 M 1.5 M 9.6% 4.0 M 4.3 M 5.8% BarraShoppingSul (2008) 12.1 M 11.0 M 10.1% 35.7 M 33.0 M 8.4% Shopping Vila Olmpia (2009) 4.4 M 4.2 M 5.4% 13.5 M 13.0 M 3.9% ParkShoppingSoCaetano (2011) 9.6 M 8.5 M 13.4% 29.0 M 25.3 M 14.9% JundiaShopping (2012) 6.8 M 6.8 M 0.2% 20.1 M 19.5 M 3.0% ParkShoppingCampoGrande (2012) 7.1 M 7.3 M 2.9% 21.9 M 22.0 M 0.1% VillageMall (2012) 9.1 M 5.9 M 52.7% 24.0 M 18.0 M 33.2% Parque Shopping Macei (2013) 2.7 M - n.a. 7.4 M - n.a. Morumbi Corporate (2013) 4 11.1 M - n.a. 26.8 M - n.a. Subtotal 184.4 M 154.8 M 19.1% 538.6 M 462.4 M 16.5% Straight line effect 13.7 M 12.0 M 14.1% 31.7 M 30.6 M 3.9% Total 198.2 M 166.844 M 18.8% 570.4 M 492.9 M 15.7% Ptio Savassi opened in 2004 and was acquired by Multiplan in June, 2007. 2 Shopping Santa rsula opened in 1999 and was acquired by Multiplan in April, 2008. Parque Shopping Macei opened on November, 2013. 4 Morumbi Corporate was concluded on September, 2013 Morumbi Corporate records rental revenue of R$11.1 million, a 10% increase over 2Q14 Morumbi Corporate, the two-tower office complex located across from MorumbiShopping, contributed with R$11.1 million in rental revenue in 3Q14. In the 9M14, rental revenues for the project summed R$26.8 million, and the complex has 67.0% of its area leased. The towers are connected by an indoor gourmet plaza, offering four quality restaurants, a caf and a bombonire.
Rental revenue breakdown in 3Q14
Office Towers 6.0% Shopping Centers 94.0%
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3Q14 MULT3 Same Store Rent increases 8.8% in 3Q14, with real increase of 2.7% Same Store Rent (SSR) went up 8.8% in 3Q14, on top of a strong growth achieved in 3Q13, of 11.4%. Considering the IGP-DI adjustment effect of 5.9% in 3Q14, the real growth was 2.7% in the quarter. The Same Area Rent (SAR) increased 7.8% in 3Q14. In 9M14, the SSR grew 8.5%, and the SAR increased 7.1%.
Same Store Rent (SSR) breakdown - Nominal and real growth 5.2 Parking Revenue Parking revenue reaches R$37.9 million in 3Q14, an increase of 16.4% As a result of the combination of the increase in car flow coming from new shopping centers, the increase of parking spaces through new areas and longer consumer stays in the mall, parking revenue reached R$37.9 million in 3Q14, a growth of 16.4% when compared to 3Q13. In 9M14, parking revenue increased 19.5% to R$111.9 million, compared to the same period of the previous year. 5.3 Shopping Center and Office Tower Expenses Shopping center expenses unchanged in 3Q14 Shopping center expenses totaled R$26.9 million in 3Q14, practically unchanged when compared to 3Q13, of R$26.8 million, in spite of the delivery of new areas. As a percentage of shopping center net revenue, mall expenses reached 12.3% in 3Q14, 94 bps better than 3Q13. The temporary higher brokerage fees and condominium expenses incurred last year, have come down and Multiplan believes that as the new operations mature, margins should continue to improve and converge towards those of the consolidated malls. In 9M14, shopping center expenses were R$77.3 million, 10.3% less than in 9M13. Mall expenses as a percentage of shopping center net revenue was 11.8% in 9M14, 252 bps better than in 9M13. Recorded expenses related to office towers summed R$3.8 million in 3Q14 and R$9.7 million in 9M14. Morumbi Corporate has currently 67.0% of its GLA leased, and as project occupancy rates improve, the operating margin should increase.
Shopping center expenses evolution (R$) and as % of shopping center net revenue
Shopping center expenses evolution (R$) and as % of shopping center net revenue (excluding real estate for sale revenue and taxes, and straight-line effect) 7.3% 8.8% 9.6% 9.3% 7.7% 6.3% 5.7% 5.9% 6.8% 7.4% 7.6% 6.8% 5.9% 5.8% 5.9% 2.8% 4.9% 5.8% 4.8% 3.9% 3.9% 1.8% 2.6% 4.3% 0.6% 3.5% 1.1% 0.9% 4.1% 2.7% 10.3% 14.1% 16.0% 14.5% 11.9% 10.4% 7.7% 8.6% 11.4% 8.0% 11.4% 8.0% 6.8% 10.1% 8.8% 1Q11 2Q11 3Q11 4Q11 1Q12 2Q12 3Q12 4Q12 1Q13 2Q13 3Q13 4Q13 1Q14 2Q14 3Q14 IGP-DI Adjustment Effect Real SSR 26.8 M 38.4 M 25.5 M 24.8 M 26.9 M 13.2% 14.4% 12.1% 11.1% 12.3% 3Q13 4Q13 1Q14 2Q14 3Q14 0.2% 86.1 M 77.3 M 14.3% 11.8% 9M13 9M14 10.3%
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3Q14 MULT3 5.5 Net Operating Income NOI NOI + Key money increases 16.0% in 3Q14, with margin at 87.5% Multiplan recorded a Net Operating Income (NOI) + Key Money (KM) of R$215.2 million in 3Q14, 16.0% higher than in 3Q13. In the same period, NOI + Key Money margin reached 87.5%, in line with the margin recorded in 3Q13 of 87.4%. In 9M14, NOI + Key Money increased 15.6% compared to 9M13, to R$624.8 million with a margin of 87.8%, an increase of 152 b.p. compared to 9M13.
NOI Calculation (R$) 3Q14 3Q13 Chg.% 9M14 9M13 Chg.% Rental revenue 184.4 M 154.8 M 21.6% 538.6 M 462.4 M 15.2% Straight line effect 13.7 M 12.0 M 26.9% 31.7 M 30.6 M 3.0% Parking revenue 37.9 M 32.5 M 25.0% 111.9 M 93.6 M 21.2% Operational revenue 236.1 M 199.4 M 18.4% 682.3 M 586.6 M 16.3% Shopping center expenses (26.9 M) (26.8 M) 27.8% (77.3 M) (86.1 M) 15.0% Office for lease expenses (3.8 M) - 0.0% (9.7 M) - 0.0% NOI 205.4 M 172.5 M 19.1% 595.3 M 500.5 M 18.9% NOI margin 87.0% 86.5% 48 b.p 87.2% 85.3% 193 b.p Key Money 9.8 M 13.0 M 33.0% 29.5 M 39.9 M 26.8% Operational revenue + Key money 245.8 M 212.3 M 15.8% 711.8 M 626.5 M 13.6% NOI + Key Money 215.2 M 185.5 M 16.0% 624.8 M 540.4 M 15.6% NOI + Key Money margin 87.5% 87.4% 17 b.p 87.8% 86.3% 152 b.p The NOI + Key Money per share reached R$1.14 in 3Q14, implying a strong five-year CAGR of 14.2%. In the last twelve months, NOI + Key Money was R$4.38 per share, equivalent to a five-year CAGR of 12.7%.
NOI + Key Money per share* evolution (R$) *Shares outstanding adjusted for shares held in treasury
NOI + Key Money (R$) and margin
NOI + Key Money (R$) 0.59 0.63 0.74 0.85 0.99 1.14 2.41 2.59 2.89 3.40 3.96 4.38 3Q09 3Q10 3Q11 3Q13 3Q13 3Q14 NOI + Key money per share NOI + Key money per share (LTM) CAGR: 14.2% CAGR: 12.7% 185.5 M 215.2 M 87.4% 87.5% 3Q13 3Q14 16.0% 540.4 M 624.8 M 86.3% 87.8% 9M13 9M14 15.6% 355.1 M 462.8 M 513.9 M 607.6 M 744.1 M 828.5 M Sep-09 (LTM) Sep-10 (LTM) Sep-11 (LTM) Sep-12 (LTM) Sep-13 (LTM) Sep-14 (LTM) CAGR +18.5%
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3Q14 MULT3 6. Shopping Center Management Results 6.1 Services Revenue Services revenue covers all company headquarters expenses in 3Q14 and 9M14
Services revenue - composed mainly of portfolio management, brokerage and transfer fees - presented a 15.5% increase in 3Q14, equivalent to 101.7% of general and administrative expenses for 3Q14. The most important drivers of higher services revenue in 3Q14 were (i) a 25.5% increase in shopping center management fees and (ii) a 36.8% increase in brokerage fees.
Quarterly services revenue evolution (R$)
For the nine-month-period ended on September 30, 2014, services revenue increased 15.0% when compared to 9M13, equivalent to 104.8% of General and Administrative expenses in the same period, showing that this revenue line covered all company headquarters expenses.
Services revenue/G&A (x) 6.2 General and Administrative Expenses (Headquarters) G&A expenses continue to be diluted In 3Q14, General and Administrative (G&A) expenses increased 6.1% when compared to the same period in the year before, mainly due to higher payroll expenses which were partially offset by lower services and travel expenses (-28.3%). As a percentage of net revenue, G&A expenses dropped 58 bps from 11.2% in 3Q13, to 10.6%, in 3Q14.
Quarterly G&A evolution (R$) and as a % of net revenues (%)
In 9M14, G&A expenses as a percentage of net revenue went from 11.2% in 9M13, down to 10.6%, reaching R$85.6 million, 7.3% higher than in 9M13. In 9M14, the company reached it is historical lowest level (G&A as a percentage of net revenue) since IPO, as a result of Multiplans ability to keep expenses under control and to obtain gains from scale generated by organic growth and new GLA.
9M G&A evolution (R$) and as a % of net revenues (%)
26.0 M 27.1 M 32.2 M 27.5 M 30.0 M 3Q13 4Q13 1Q14 2Q14 3Q14 +15.5% 0.94 x 0.84 x 0.83 x 0.78 x 0.93 x 0.98 x 0.97 x 1.05 x 1.00 x 2007 2008 2009 2010 2011 2012 2013 9M14 27.8 M 28.2 M 24.5 M 31.6 M 29.5 M 11.2% 10.5% 9.5% 11.6% 10.6% 3Q13 4Q13 1Q14 2Q14 3Q14 +6.1% 59.3 M 62.2 M 70.1 M 62.7 M 75.9 M 79.8 M 85.6 M 20.7% 19.2% 16.5% 13.0% 10.5% 11.2% 10.6% 3.0% 8.0% 13. 0% 18. 0% 23. 0% 28. 0% 33. 0% 38. 0% 43. 0% 9M08 9M09 9M10 9M11 9M12 9M13 9M14 +7.3%
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3Q14 MULT3 7. Shopping Center Development Results 7.1 Key Money Revenue Key money revenue totals R$29.5 million in 9M14 Key money revenue recognition in 3Q14 decreased 24.6% to R$9.8 million, impacted by BarraShoppingSul which completed its first five years in operation (the accounting accrual period for most mall key money contracts), and partially compensated by the key money from one greenfield (Parque Shopping Macei) delivered in 4Q13 and two expansions (RibeiroShopping Exp. VIII and BarraShopping Exp. VII) delivered in 4Q13 and 2Q14, respectively.
7.2 New Projects for Lease Expenses 39.2% drop in New Projects for Lease expenses in 3Q14 In 3Q14, new projects for lease expenses were R$2.4 million, a drop of 39.2% when compared to R$3.9 million in 3Q13. In 3Q14, new projects for lease expenses consisted mainly of expenses for the future greenfield projects and expenses for the opening of BarraShopping Expansion VII. These expenses are incurred mostly in the planning, launching and opening of projects, and are an important tool to implement the companys strategy to attract the best tenants and create the ideal mix for each mall.
Quarterly New Projects for Lease Expenses (R$)
3.9 M 13.7 M 6.3 M 2.5 M 2.4 M 3Q13 4Q13 1Q14 2Q14 3Q14 -39.2% Key Money Revenue (R$) 3Q14 3Q13 Chg. % 9M14 9M13 Chg. % Operational (Recurring) 1.0 M 2.0 M 51.9% 2.2 M 5.8 M 61.2% Projects opened in the last 5 years (Non-recurring) 8.8 M 11.0 M 19.6% 27.3 M 34.2 M 20.1% Key Money Revenue 9.8 M 13.0 M 24.6% 29.5 M 39.9 M 26.1%
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3Q14 MULT3 8. Real Estate for Sale Results 8.1 Revenue Consistent revenues and high margins Multiplan recorded real estate for sale revenue of R$30.4 million in 3Q14, 1.7% lower than in 3Q13. Real estate for sale revenue, as per the percentage of completion method PoC, was composed mainly of revenues from the real estate projects in the BarraShoppingSul Complex, including the Diamond Tower (97.0% sold) and Rsidence du Lac (100.0% sold), with construction work expected to be concluded in 4Q14.
8.2 Cost of properties sold Close to conclusion During the 3Q14, the Company recorded a cost of properties sold of R$17.9 million, according to the development of construction work, driven by costs from the real estate projects in the BarraShoppingSul Complex. Moreover, gross real estate margins grew 480 bps, from 36.4% in 3Q13, to 41.2% in 3Q14. For the nine-month-period ended on September 30th, 2014, real estate margin reached 39.6%, in line with the last five years average margin.
Gross Real Estate Margin Evolution (%)
8.3 New Projects for Sale Expenses New projects for sale expenses reaches R$2.0 million in 3Q14, down 39.1% New projects for sale expenses decreased to R$2.0 million in 3Q14, compared to R$3.3 million in 3Q13. In 3Q14, new projects for sale expenses were composed mainly by (i) brokerage fees, (ii) property taxes (IPTU) for the land bank, and (iii) expenses related to future projects not yet announced.
Quarterly New Projects for Sale Expenses (R$)
47.4% 9.4% 46.7% 33.2% 39.6% 39.6% 2010 2011 2012 2013 9M14 Gross Real Estate Margin Average Gross Margin since 2010 3.3 M 3.8 M 3.7 M 2.3 M 2.0 M 3Q13 4Q13 1Q14 2Q14 3Q14 -39.1% 1. 8
Quartely Real Estate for Sale Revenues (R$) and Gross Real Estate Margin* (%) * Real estate revenue minus cost divided by real estate revenue
30.9 M 25.5 M 25.9 M 28.5 M 30.4 M 36.4% 36.3% 40.2% 37.2% 41.2% 0.0% 10. 0% 20. 0% 30. 0% 40. 0% 50. 0% 60. 0% 70. 0% 3Q13 4Q13 1Q14 2Q14 3Q14 -1.7%
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3Q14 MULT3 9. Financial Results 9.1 EBITDA Consolidated EBITDA grows 13.9% in 3Q14 to R$186.3 million, while margin increases 117 bps Consolidated EBITDA increased 13.9% in 3Q14, when compared to 3Q13, driven by (i) a double digit net revenue growth (+11.9%), (ii) a decrease of 39.1% in new projects expenses and (iii) continued control of shopping center expenses, in spite of the owned GLA growth of 5.4%, resulting in a margin increase of 117 bps compared to 3Q13, up from 65.8% to 67.0%, in 3Q14. For the nine-month-period ended on September 30, 2014, consolidated EBITDA margin increased to 70.5% up from 66.5%, following a strong 20.8% growth, to R$569.9 million.
Consolidated EBITDA (R$) 3Q14 3Q13 Chg. % 9M14 9M13 Chg. % Net Revenue 278.2 M 248.7 M 11.9% 807.9 M 709.6 M 13.8% Headquarters expenses (29.5 M) (27.8 M) 6.1% (85.6 M) (79.8 M) 7.3% Stock-option expenses (4.0 M) (3.1 M) 32.1% (10.7 M) (7.8 M) 36.4% Shopping centers expenses (26.9 M) (26.8 M) 0.2% (77.3 M) (86.1 M) 10.3% Office towers for lease expenses (3.8 M) - na (9.7 M) - na New projects for lease expenses (2.4 M) (3.9 M) 39.2% (11.2 M) (9.8 M) 14.7% New projects for sale expenses (2.0 M) (3.3 M) 39.1% (8.0 M) (8.6 M) 6.7% Cost of properties sold (17.9 M) (19.7 M) 9.1% (51.3 M) (48.7 M) 5.2% Equity pickup (0.7 M) 0.5 M na 10.7 M (0.2 M) na Other operating income (expenses) (4.7 M) (0.9 M) 400.6% 5.1 M 3.2 M 56.4% Consolidated EBITDA 186.3 M 163.6 M 13.9% 569.9 M 471.9 M 20.8% Consolidated EBITDA Margin 67.0% 65.8% 117 b.p 70.5% 66.5% 405 b.p
Even with high margins from real estate projects for sale, Consolidated EBITDA margin tends to be below Shopping Center EBITDA margin, which will be shown on the next page.
For the last twelve months consolidated EBITDA reached R$708.7 million, implying a five-year CAGR of 19.6%. In the same period, Consolidated EBITDA margin increased 143 bps when compared to September 2009 (LTM), up from 64.4%, to 65.8% in September 2014 (LTM).
EBITDA Evolution (LTM) 289.7 M 333.7 M 432.5 M 578.1 M 643.3 M 708.7 M 64.4% 57.1% 65.5% 63.2% 67.6% 65.8% September-09 (LTM) September-10 (LTM) September-11 (LTM) September-12 (LTM) September-13 (LTM) September-14 (LTM) Consolidated EBITDA (LTM) Consolidated EBITDA Margin (LTM) CAGR: +19.6%
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3Q14 MULT3 In 3Q14 Shopping Center EBITDA grows 10.2% and reaches a 73.8% margin
Multiplan recorded a solid growth in Shopping Center EBITDA in 3Q14, driven by (i) shopping center net revenues growth (+9.2%), (ii) a 39.2% decrease in new project for lease expenses and (iii) reductions in G&A and shopping center expenses as a percentage of net revenues, partially offset by (iv) an increase in other operating expenses. As a result, Shopping Center EBITDA margin went up from 73.2% in 3Q13, to 73.8% in 3Q14. In 9M14, Shopping Center EBITDA margin was even higher, increasing to 76.3% up from 73.3%. Not including new projects for lease expenses in the Shopping Center EBITDA calculation, for illustration purposes only, the margin increases to 77.9% in 9M14, 307 bps higher than in 9M13. Shopping Center EBITDA (R$) 3Q14 3Q13 Chg. % 9M14 9M13 Chg. % Shopping Center Gross Revenue 265.8 M 239.8 M 10.8% 777.8 M 707.8 M 9.9% Taxes and contributions on sales and services (25.2 M) (19.6 M) 28.6% (71.4 M) (63.5 M) 12.4% Shopping Center Net Revenue 240.6 M 220.2 M 9.2% 706.5 M 644.4 M 9.6% Headquarters expenses (25.5 M) (24.7 M) 3.6% (74.9 M) (72.5 M) 3.3% Stock-option expenses (3.5 M) (2.7 M) 29.0% (9.3 M) (7.1 M) 31.3% Shopping centers expenses (26.9 M) (26.8 M) 0.2% (77.3 M) (86.1 M) 10.3% New projects for lease expenses (2.4 M) (3.9 M) 39.2% (11.2 M) (9.8 M) 14.7% Other operating income (expenses) (4.7 M) (0.9 M) 400.6% 5.1 M 3.2 M 56.4% Shopping Center EBITDA 177.6 M 161.2 M 10.2% 538.8 M 472.1 M 14.1% Shopping Center EBITDA Margin 73.8% 73.2% 63 b.p 76.3% 73.3% 300 b.p (+) New projects for lease expenses 2.4 M 3.9 M 39.2% 11.2 M 9.8 M 14.7% SC EBITDA before New Projects Expenses 4 180.0 M 165.1 M 9.0% 550.0 M 481.9 M 14.1% SC EBITDA before New Projects Expenses Margin 74.8% 75.0% 16 b.p 77.9% 74.8% 307 b.p
(1) Shopping Center Gross Revenue: does not consider real estate for sale and office towers for lease revenues. (2) Headquarters expenses and stock options: proportional to the shopping centers revenues as a percentage of gross revenue. (3) Shopping Center EBITDA: does not consider Real Estate: revenues, taxes, costs and expenses. (4) Shopping Center EBITDA before New Projects for Lease Expenses: the same methodology of Shopping Center EBITDA adding back new projects for lease expenses, as the expenses refers to shopping centers and office towers still not in operation.
Consolidated EBITDA, Shopping Center EBITDA, and Shopping Center EBITDA before New Projects for Lease Expenses (R$) and Margins (%) 186.3 M 177.6 M 180.0 M 569.9 M 538.8 M 550.0 M 67.0% 73.8% 74.8% 70.5% 76.3% 77.9% 50. 0% 70. 0% 90. 0% 110.0% 130.0% 150.0% 170.0% 3Q14 Consolidated EBITDA Shopping Center EBITDA Shopping Center EBITDA before New Projects for Lease Expenses 9M14 Consolidated EBITDA Shopping Center EBITDA Shopping Center EBITDA before New Projects for Lease Expenses
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3Q14 MULT3 9.2 Financial Results, Debt and Cash Multiplan ended 3Q14 with a net debt of R$1,850.5 million, compared to R$1,929.8 million in the previous quarter. The current figure represents a net debt-to-EBITDA (last 12 months) ratio of 2.61x, and the net debt is equivalent to 11.7% of the investment property fair value. In 3Q14, the balance between the interest from the invested cash position (financial revenues) and financial expenses generated a negative financial result of R$42.4 million.
Debt and Cash (R$) September 30 th , 2014 June 30 th , 2014 Chg. % Current Liabilities 397.4 M 251.8 M 57.8% Loans and financing 207.1 M 200.4 M 3.3% Debentures 152.3 M 10.7 M 1,320.1% Obligations from acquisition of goods 38.0 M 40.7 M 6.7%
Non Current Liabilities 1,666.1 M 1,873.0 M 11.0% Loans and financing 1,494.7 M 1,543.0 M 3.1% Debentures 150.0 M 300.0 M 50.0% Obligations from acquisition of goods 21.4 M 30.0 M 28.6% Gross Debt 2,063.5 M 2,124.9 M 2.9% Cash and Cash Equivalents 213.0 M 195.0 M 9.2% Net Debt 1,850.5 M 1,929.8 M 4.1% Fair Value of Investment Properties 15,821.0 M 15,492.0 M 2.1%
Cash and Cash Equivalents in 3Q14 was positively impacted by R$18.0 million, mainly due to the cash outflows of (i) CAPEX of R$53.3 million in the period, (ii) payment of R$60.5 million in short term bank debt; which were fully offset by (iii) cash generation of current operations.
Multiplans debt amortization schedule on September 30, 2014 (R$)
61 M 192 M 273 M 312 M 247 M 199 M 28 M 85 M 305 M 20 M 22 M 13 M 4 M 2 M 150 M 150 M 83 M 364 M 436 M 316 M 247 M 199 M 28 M 85 M 305 M 2014 2015 2016 2017 2018 2019 2020 2021 >= 2022 Loans and financing (banks) Obligations from acquisition of goods (land and minority interest) Debentures
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3Q14 MULT3 Recent events:
R$400 million six-year debenture issued at CDI + 0.87% per annum In October 2014, Multiplan completed the issue of 40,000 non-convertible debentures equivalent to R$400 million, with five and six year terms. After the bookbuilding process the company was able to reduce the initial pricing of CDI + 1.00% p.a. to CDI + 0.87% p.a.. Simultaneously, Multiplan prepaid the existing debenture (R$300 M) shown in the chart below, issued in 2011 and due in 2015/2016. As a result, Multiplan extended its debt amortization schedule (as shown below) and reduced the debenture cost-of-debt by 14 bps, from 1.01% p.a. (second debenture issued) to 0.87% p.a. (third debenture issued).
Multiplans debt amortization schedule on September 30, 2014 (R$), considering third debenture issue
R$100 million ten-year financing at TR + 8.90% per annum In line with its policy of continuous search for alternative sources of funding, Multiplan signed a ten-year financing agreement of R$100 million, in October 2014, at an interest rate of T.R. + 8.90% p.a., with one year grace period and 108 monthly installments.
81 M 214 M 286 M 316 M 247 M 199 M 28 M 85 M 305 M 150 M 150 M 200 M 200 M 81 M 316 M 247 M 399 M 228 M 85 M 305 M 2014 2015 2016 2017 2018 2019 2020 2021 >= 2022 Existing debt Prepayment debenture 2nd. issue Debenture 3rd. issue 286 M 214 M
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3Q14 MULT3 Deleveraging and extending duration When compared to 2Q14, the increase in EBITDA LTM (3.3%) combined with a decrease in Net Debt (4.1%), contributed to reduce the net debt-to-EBITDA (LTM) ratio from 2.81x in June 2014, to 2.61x in September 2014. The weighted average maturity of the company debt at the end of 3Q14 was of 46 months, compared to 48 months in 2Q14. For purposes of illustration only, considering the prepayment of the second debenture, the third debenture issuing and the new financing, the weighted average maturity increases nine months in 3Q14, to 55 months as shown in the chart on bottom right.
In the last twelve months Multiplan funding costs remain below Selic Multiplan weighted average cost-of-debt remained below Selic for the fourth consecutive quarter, as a consequence of the financing strategy implemented last year, increasing the share of gross debt indexed to TR. As a result, on a 12-month basis, weighted average cost-of-debt increased by 120 bps, up from 9.34% p.a. on September 30, 2013, to 10.54% p.a. on September 30, 2014, while the basic interest rate increased 200 bps, from 9.00% p.a. on September 30, 2013, to 11.00% p.a. as of September 30, 2014.
Indebtedness interest indices on September 30 th , 2014
Index Performance Average Interest Rate Cost of Debt Gross Debt (R$)
TR 0.76% 9.01% 9.77% 869.4 M CDI 11.00% 1.03% 12.03% 901. M TJLP 5.00% 3.23% 8.23% 159. M IGP-M 3.54% 1.87% 5.41% 59.7 M IPCA 6.75% 7.62% 14.37% 27.9 M Others 0.00% 8.03% 8.03% 46.5 M Total 5.70% 4.83% 10.54% 2,063.5 M Weighted average annual interest rate. Index performance for the last 12 months. Multiplan Debt Indices on September 30 th , 2014 TR 42.1% CDI 43.7% TJLP 7.7% IGP-M 2.9% Other 3.6% Financial Position Analysis* Sep. 30 th , 2014 Jun. 30 th , 2014
Net Debt/EBITDA (LTM) 2.61x 2.81x Gross Debt/EBITDA (LTM) 2.91x 3.10x EBITDA/Financial Expenses (LTM) 3.59x 3.82x Net Debt/Fair Value 11.7% 12.5% Net Debt/Equity 45.9% 48.9% Weighted Average Maturity (Months) 46 48 * EBITDA and Financial Expenses are the sum of the last 12 months.
3Q14 MULT3 9.3 Net Income and Funds From Operations (FFO) 9M14 net income reaches R$243.9 million, an increase of 7.2% In 3Q14, net income was R$68.2 million, 21.3% lower than in 3Q13, mainly due to (i) higher tax burden, given the provision of interest on shareholders equity in 3Q13, which did not occur in 3Q14, (ii) higher financial expenses, due to the increase of interest rates (presented in the previous page) and (iii) higher depreciation and amortization expenses, due to the delivery of one greenfield, two expansions and one office tower in 2H13, and another expansion in 2Q14. This result was partially offset by (iv) higher net revenues (11.9%). Nevertheless, net income increased 7.2% in 9M14 to R$243.9 M. Last twelve months FFO records five year CAGR of 14.1% Funds From Operations (FFO) which is not affected by non-cash events (depreciation and deferred taxes) fell 7.0% in 3Q14, given the higher tax burden and financial expenses (mentioned above), but increased 15.5% in the last nine months, reaching R$389.6 million. Net Income & FFO Calculation (R$) 3Q14 3Q13 Chg. % 9M14 9M13 Chg. % Net revenue 278.2 M 248.7 M 11.9% 807.9 M 709.6 M 13.8% Operating expenses (91.9 M) (85.0 M) 8.0% (238.0 M) (237.8 M) 0.1% Financial results (42.4 M) (18.9 M) 124.5% (121.7 M) (76.9 M) 58.2% Depreciation and amortization (42.0 M) (31.4 M) 33.9% (121.3 M) (88.8 M) 36.7% Income tax and social contribution (26.7 M) (18.7 M) 43.1% (58.6 M) (57.5 M) 1.9% Minority interest 0.0 M (0.0 M) na (0.0 M) (0.0 M) 49.1% Adjusted net income 75.2 M 94.7 M 20.6% 268.3 M 248.7 M 7.9% Deferred income and social contribution (7.0 M) (8.0 M) 12.7% (24.4 M) (21.2 M) 15.1% Net income 68.2 M 86.7 M 21.3% 243.9 M 227.4 M 7.2% Depreciation and amortization 42.0 M 31.4 M 33.9% 121.3 M 88.8 M 36.7% Deferred income and social contribution 7.0 M 8.0 M 12.7% 24.4 M 21.2 M 15.1% FFO 117.2 M 126.0 M 7.0% 389.6 M 337.4 M 15.5% FFO per share 0.62 0.67 7.3% 2.07 1.80 15.2%
1 Shares outstanding at the end of each period, adjusted for shares held in treasury.
In the last twelve months FFO reached R$478.4 million, representing a five year CAGR of 14.1%. In the same period, FFO per share (LTM) five year CAGR reached 12.7%.
FFO Evolution (LTM)
FFO (R$) per share evolution
247.7 M 353.8 M 389.6 M 488.6 M 496.3 M 478.4 M September-09 (LTM) September-10 (LTM) September-11 (LTM) September-12 (LTM) September-13 (LTM) September-14 (LTM) CAGR: +14.1% 0.41 0.47 0.56 0.57 0.67 0.62 1.40 1.98 2.19 2.74 2.64 2.54 3Q09 3Q10 3Q11 3Q12 3Q13 3Q14 FFO per share FFO per share (LTM) CAGR: +8.7% CAGR: +12.7%
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3Q14 MULT3 10. MULT3 Indicators & Stock Market Average daily traded volume of R$29.1 million in 3Q14 Multiplans stock (MULT3 at BM&FBOVESPA; MULT3 BZ on Bloomberg) ended the third quarter of 2014 quoted at R$50.12/share, a 5.4% depreciation when compared to the end of 3Q13. Multiplans average daily traded volume was R$29.1 million in 3Q14 and the same R$29.1 million in 9M14, 3.5% higher than in 9M13 (R$27.9 million), when the traded volume was boosted by the issuance of new shares as a result of the Follow On at the beginning of 2013. The daily number of traded shares in 9M14 increased 4.6% over 9M13. Multiplan shares are listed in the following indexes: Brazil Index (IBRX), Tag Along Index (ITAG), Corporate Governance Index (IGC), Real Estate Index (IMOB), Mid-Large Cap Index (MLCX), MSCI Brazil Index Fund, FTSE EPRA/NAREIT Global Index, FTSE All World Emerging Index, FTSE All World EX US Index Fund, MSCI Emerging Markets Index, MSCI BRIC Index Fund, SPL Total International Stock Index, S&P Global ex-US Property Index, Market Vectors Brazil Index Total Return and Market Vectors Brazil Index Price.
Evolution of daily average number of shares traded
Spread analysis and volume: MULT3 and Ibovespa Index Base 100 = September 30, 2013
On September 30, 2014, 29.3% of the Companys shares were owned directly and indirectly by Mr. and Mrs. Peres. Ontario Teachers Pension Plan (OTPP) owned 28.8% and the free-float was equivalent to 41.1%. Shares held by management and in treasury totaled 0.8% of the outstanding shares. Total shares issued are 189,997,214.
Shareholders capital stock breakdown on Sep 30 th ,2014. OTPP Ontario Teachers Pension Plan 685.7 M 754.6 M 89.4% 85.1% 1Q13 (LTM) 1Q14 (LTM) Average daily traded volume in BRL Average daily traded volume in number of shares 8.9 M 17.4 M 26.5 M 29.1 M 264,490 359,710 492,683 584,128 2011 2012 2013 9M14 Average daily traded volume in BRL Average daily traded volume in number of shares - 10.0 M 20.0 M 30.0 M 40.0 M 50.0 M 60.0 M Sep-13 Oct-13 Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 60 70 80 90 100 110 120 130 Traded Volume (15 day average) Multiplan Ibovespa MULT3 at BM&FBOVESPA 3Q14 3Q13 Chg. % Average Closing Price (R$) 54.18 50.65 7.0% Closing Price (R$) 50.12 53.00 5.4% Average Daily Traded Volume (R$) 29.1 M 23.6 M 23.3% Market Cap (R$) 10,294.9 M 9,623.9 M 7.0% MTP+Peres 29.3% Free Float 41.1% Mgmt+Treasury 0.8% Common Stocks 22.6% Preferred Stocks 6.2% OTPP 28.8%
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3Q14 MULT3 11. Portfolio
Sales per m: Sales of stores that inform sales divided by their GLA. Rent per m: Rental revenue (base and overage rents) charged divided by its occupied GLA. It is worth noting that this GLA includes stores that are already leased but are not yet operating (i.e., stores that are being readied for opening).
Portfolio 3Q14 Opening State Multiplan % Total GLA Rent (month) 1 Sales (month) 2 Avg. Occupancy Rate Operating Shopping Centers BHShopping 1979 MG 80.0% 47,092 m 148 R$/m 1,840 R$/m 99.7% RibeiroShopping 1981 SP 80.0% 68,656 m 71 R$/m 970 R$/m 98.3% BarraShopping 1981 RJ 51.1% 74,741 m 183 R$/m 2,214 R$/m 99.7% MorumbiShopping 1982 SP 65.8% 55,512 m 194 R$/m 2,254 R$/m 99.9% ParkShopping 1983 DF 61.7% 53,522 m 116 R$/m 1,623 R$/m 99.7% DiamondMall 1996 MG 90.0% 21,386 m 157 R$/m 2,233 R$/m 100.0% New York City Center 1999 RJ 50.0% 22,271 m 46 R$/m 748 R$/m 100.0% Shopping AnliaFranco 1999 SP 30.0% 51,005 m 122 R$/m 1,532 R$/m 99.4% ParkShoppingBarigi 2003 PR 84.0% 50,674 m 82 R$/m 1,392 R$/m 99.4% Ptio Savassi 2004 MG 96.5% 17,398 m 119 R$/m 1,680 R$/m 99.9% Shopping Santa rsula 1999 SP 62.5% 23,057 m 27 R$/m 632 R$/m 95.7% BarraShoppingSul 2008 RS 100.0% 69,058 m 58 R$/m 1,173 R$/m 99.4% Shopping Vila Olmpia 2009 SP 60.0% 28,382 m 92 R$/m 1,077 R$/m 96.8% ParkShoppingSoCaetano 2011 SP 100.0% 39,274 m 80 R$/m 1,065 R$/m 98.0% JundiaShopping 2012 SP 100.0% 34,293 m 63 R$/m 937 R$/m 98.3% ParkShoppingCampoGrande 2012 RJ 90.0% 42,819 m 58 R$/m 755 R$/m 97.0% VillageMall 2012 RJ 100.0% 25,685 m 94 R$/m 1,641 R$/m 99.7% Parque Shopping Macei 2013 AL 50.0% 37,618 m 51 R$/m 635 R$/m 95.9% Subtotal operating Shopping Centers 73.8% 762,443 m 104 R$/m 1,417 R$/m 98.8% Operating office tower ParkShopping Corporate 2012 DF 50.0% 13,360 m - - Leasing phase Morumbi Corporate 2013 SP 100.0% 74,198 m - - 67.0% Subtotal operating office tower 92.4% 87,558 m Malls under development ParkShoppingCanoas TBA RS 80.0% 48,000 m Subtotal malls under development 80.0% 48,000 m Expansion under development BarraShopping Medical Center Exp. 2015 RJ 51.1% 3,522 m Subtotal expansion under development 51.1% 3,522 m Total portfolio 75.8% 901,523 m
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3Q14 MULT3
MG SP PR RS RJ AL DF Macei, Alagoas State Parque Shopping Macei Braslia - DF ParkShopping ParkShopping Corporate Curitiba, Paran State ParkShoppingBarigi Porto Alegre Rio Grande do Sul State BarraShoppingSul So Paulo, So Paulo State ShoppingAnliaFranco MorumbiShopping ShoppingVilaOlmpia Morumbi Corporate JundiaShopping Shopping Santa rsula RibeiroShopping ParkShoppingSoCaetano Belo Horizonte, Minas Gerais State Ptio Savassi DiamondMall BH Shopping Rio de Janeiro, Rio de Janeiro State BarraShopping New York City Center VillageMall ParkShoppingCampoGrande Canoas, Rio Grande do Sul State ParkShoppingCanoas Jundia, So Paulo State Ribeiro Preto, So Paulo State So Caetano, So Paulo State Shopping mall in operation Tower for lease in operation Shopping mall under development Properties Portfolio
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3Q14 MULT3 12. Ownership Structure Multiplans ownership structure on September 30 th , 2014, is described in the chart below. From a total of 189,997,214 shares issued, 178,138,867 are common voting shares and 11,858,347 are preferred shares held exclusively by Ontario Teachers Pension Plan and are not listed or traded on any stock exchange.
The interest Multiplan holds in the following Special Purpose Companies (SPC) is as follows:
MPH Empreendimento Imobilirio Ltda.: Owns 60.0% interest in Shopping Vila Olmpia, located in the city of So Paulo, State of So Paulo. Multiplan holds directly and indirectly 100.0% interest in MPH. Manati Empreendimentos e Participaes S.A.: Owns 75.0% interest in Shopping Santa rsula, located in the city of Ribeiro Preto, State of So Paulo, in which Multiplan has a 50/50 partnership. Parque Shopping Macei S.A.: Owns 100.0% interest in Parque Shopping Macei, located in the city of Macei, State of Alagoas, in which Multiplan has a 50/50 partnership. Danville SP Empreendimento Imobilirio Ltda.: SPC established for real estate developments in the city of Ribeiro Preto, State of So Paulo. Multiplan Holding S.A.: Multiplans whole subsidiary; holds interest in other Companies and assets.
60.00% Ontario Teachers Pension Plan 24.11% ON 100.0% PN 28.85% Total 100.0% Multiplan Planejamento. Participaes e Administrao S.A. 22.25% 77.75% 23.65% ON 22.17%Total 98.00% Jose Isaac Peres Maria Helena Kaminitz Peres 1.00% 99.00% Multiplan Administradora de Shopping Centers Ltda. Embraplan Empresa Brasileira de Planejamento Ltda. Renasce - Rede Nacional de Shopping Centers Ltda.** Free Float 43.80% ON 41.07% Total Danville SP Empreendimento Imobilirio Ltda. * Multiplan Holding S.A. SCP Royal Green Pennsula MPH Empreend. Imobilirio Ltda. 1.38% ON 1.29% Total 5.70% ON 5.34% Total 2.00% 99.99% 99.99% 100.0% Manati Empreendimentos e Participaes S.A. Parque Shopping Macei S.A. Treasury 0.87% ON 0.82% Total 1700480 Ontario Inc. Shopping Centers % BarraShopping 51.1% BarraShoppingSul 100.0% BH Shopping 80.0% DiamondMall 90.0% MorumbiShopping 65.8% New York City Center 50.0% ParkShopping 61.7% ParkShoppingBarigi 84.0% Ptio Savassi 96.5% RibeiroShopping 80.0% ShoppingAnliaFranco 30.0% Shopping Vila Olmpia 60.0% Shopping Santa rsula 62.5% Parque Shopping Macei 50.0% ParkShopping SoCaetano 100.0% Jundia Shopping 100.0% VillageMall 100.0% ParkShopping Campo Grande 90.0% Ptio Savassi Administrao de Shopping Center Ltda. CAA - Corretagem e Consultoria Publicitria Ltda. * CAA - Corretagem Imobiliria Ltda. * 100.0% Ribeiro Residencial Empreendimento Imobilirio Ltda. * Multiplan Greenfield I Empreendimento Imobilirio Ltda. * BarraSul Empreendimento Imobilirio Ltda. * 100.0% 100.0% 100.0% 50.00% 50.00% 50.00% 100.0% 100.0% 100.0% 75.00% 100.0% Morumbi Business Center Empreendimento Imobilirio Ltda. * 100.0% Multiplan Greenfield II Empreendimento Imobilirio Ltda. * 100.0% Multiplan Greenfield III Empreendimento Imobilirio Ltda. * 100.0% Multiplan Greenfield IV Empreendimento Imobilirio Ltda. * 100.0% Jundia Shopping Center Ltda. * Parkshopping Campo Grande Ltda. * 100.0% 100.0% 100.0% 90.00% ParkShopping Corporate Empreendimento Imobilirio Ltda. * 100.0% *Multiplan Holding S.A. holds an interest equal or lower than 1.00% in these companies. **Jos Isaac Peres has a 0.01% interest in this company. 0.45% 50.00% 0.01% County Estates Limited Embassy Row Inc 100.0% 100.0% Multiplan Arrecadadora Ltda * 100.0% FIM Multiplus Investimento 100.0% 0.50% ON 0.46% Total ParkShopping Canoas Ltda.* 100.0% Corporate Towers % ParkShopping Corporate 50.0% Morumbi Corporate 100.0% 50.00% 46.88% 53.12% ParkShopping Global Ltda. 87.0%
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3Q14 MULT3 Ribeiro Residencial Empreendimento Imobilirio Ltda.: SPC established for real estate developments in the city of Ribeiro Preto, State of So Paulo. Multiplan Greenfield I Empreendimento Imobilirio Ltda.: SPC established to develop a commercial tower in the city of Porto Alegre, State of Rio Grande do Sul. BarraSul Empreendimento Imobilirio Ltda.: SPC established to develop a residential building in the city of Porto Alegre, State of Rio Grande do Sul. Morumbi Business Center Empreendimento Imobilirio Ltda.: SPC established to develop real estate projects in the city of So Paulo, State of So Paulo, holding 30.0% indirect stake in Shopping Vila Olmpia via 50.0% holdings in MPH, which in turn holds 60.0% of Shopping Vila Olmpia. Multiplan Greenfield II Empreendimento Imobilirio Ltda.: SPC established to develop real estate projects in the city of So Paulo, State of So Paulo. Multiplan Greenfield III Empreendimento Imobilirio Ltda.: SPC established to develop real estate projects in the city of Rio de Janeiro, State of Rio de Janeiro. Multiplan Greenfield IV Empreendimento Imobilirio Ltda.: SPC established to develop real estate projects in the city of So Paulo, State of So Paulo. Jundia Shopping Center Ltda.: Owns 100.0% interest in JundiaShopping. Multiplan holds 100.0% interest in Jundia Shopping Center Ltda, located in the city of Jundia, State of So Paulo. ParkShopping Campo Grande Ltda.: SPC established to develop ParkShoppingCampoGrande, located in the city of Rio de Janeiro, State of Rio de Janeiro. ParkShopping Corporate Empreendimento Imobilirio Ltda.: SPC established to develop real estate projects in the city of Braslia, Distrito Federal. ParkShopping Canoas Ltda.: SPC established to develop real estate projects in the city of Canoas, State of Rio Grande do Sul. Ptio Savassi Administrao de Shopping Center Ltda.: SPC established to manage the parking operation at Shopping Ptio Savassi, located in the city of Belo Horizonte, State of Minas Gerais. ParkShopping Global Ltda.: SPC established to develop real estate projects in the city of So Paulo, State of So Paulo.
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3Q14 MULT3 13. Operational and Financial Data Operational and Financial Highlights Perfomance
3Q14 MULT3 Operational and Financial Highlights Performance Market Performance 3Q14 3Q13 Chg.% 9M14 9M13 Chg.% Number of shares 189,997,214 189,997,214 0.0% 189,997,214 189,997,214 0.0% Common shares 178,138,867 178,138,867 0.0% 178,138,867 178,138,867 0.0% Preferred shares 11,858,347 11,858,347 0.0% 11,858,347 11,858,347 0.0% Average share closing price 54.18 50.65 7.0% 49.87 54.61 8.7% Closing share price 50.12 53.00 5.4% 50.12 53.00 5.4% Average daily traded volume (R$ '000) 29,097 23,610 23.2% 28,900 27,945 3.4% Market cap (R$ 000) 9,522,660 10,069,852 5.4% 9,522,660 10,069,852 5.4% Total debt (R$ 000) 2,063,525 2,206,884 6.5% 2,063,525 2,206,884 6.5% Cash (R$ 000) 213,032 533,099 60.0% 213,032 533,099 60.0% Net debt (R$ 000) 1,850,492 1,673,785 10.6% 1,850,492 1,673,785 10.6% P/FFO (Last 12 months) 19.9 x 20.3 x 1.9% 19.9 x 20.3 x 1.9% EV/EBITDA (Last 12 months) 16.0 x 18.3 x 12.3% 16.0 x 18.3 x 12.3% Net Debt/EBITDA (Last 12 months) 2.6 x 2.6 x 0.4% 2.6 x 2.6 x 0.4%
Performance Operational (100%) 3Q14 3Q13 Chg.% 9M14 9M13 Chg.% Final total mall GLA (m) 762,526 710,610 7.3% 762,526 710,610 7.3% Final owned mall GLA (m) 562,744 533,801 5.4% 562,744 533,801 5.4% Owned mall GLA % 73.8% 75.1% 132 b.p 73.8% 75.1% 132 b.p Adjusted total mall GLA (avg.) (m) 748,126 692,820 8.0% 745,029 687,744 8.3% Adjusted owned mall GLA (avg.) (m) 552,117 520,437 6.1% 549,831 514,992 6.8% Total sales R$'000 2,963,155 2,673,896 10.8% 8,697,584 7,733,697 12.5% Total sales R$/m 3,961 3,859 2.6% 11,674 11,245 3.8% Total sales USD/sq. foot 151 162 7.0% 444 471 5.9% Same Store Sales 6.1% 8.4% 230 b.p 8.4% 7.3% 110 b.p Same Area Sales 6.7% 7.7% 104 b.p 9.1% 7.3% 180 b.p Same Store Rent 8.8% 11.4% 261 b.p 8.5% 10.5% 197 b.p Same Area Rent 7.8% 8.9% 107 b.p 7.1% 8.5% 142 b.p IGP-DI effect 5.9% 7.6% 170 b.p 5.9% 6.9% 100 b.p Occupancy costs 13.1% 13.0% 9 b.p 13.2% 13.5% 34 b.p Rent as sales % 7.5% 7.4% 11 b.p 7.5% 7.7% 19 b.p Other as sales % 5.6% 5.6% 2 b.p 5.7% 5.8% 15 b.p Turnover 0.8% 1.1% 30 b.p 3.4% 3.5% 10 b.p Occupancy rate 98.8% 98.1% 70 b.p 98.6% 97.5% 107 b.p Delinquency (25 days delay) 1.7% 1.5% 20 b.p 1.9% 1.9% - Rent loss 0.8% 0.7% 5 b.p 0.8% 0.4% 38 b.p Adjusted GLA corresponds to the periods average GLA excluding 14.400 m of BIG supermarket at BarraShoppingSul
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3Q14 MULT3 14. Reconciliation between IFRS (with CPC 19 R2) and Managerial Report 14.1 - Variations on the Financial Statement IFRS with CPC 19 (R2) and Managerial Report
The differences between CPC 19 (R2) and the managerial reports are the 37.5% interest in Shopping Santa rsula, through a 50.0% interest in Manati Empreendimentos e Participaes S.A., and the 50.0% interest in Parque Shopping Macei, through Parque Shopping Macei S.A. The main differences in 3Q14 and 9M14 are: (i) increase of R$3.5 M and R$9.8 M in Rental Revenues; (ii) increase of R$0. 8 M and R$3.2 M in Shopping Center Expenses, (iii) increase of R$0.6 M and R$2.0 M in Financial Results, and (iv) increase of R$1.0 M and R$2.9 M in Depreciation and Amortization. Accordingly and as a result of the variations mentioned above, there were decreases of R$1.1 M and R$4.1 M in the result which was recorded in the equity pickup line, given that the results of these companies are recorded on this line as determined by CPC 19 (R2).
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3Q14 MULT3 14.2 - Variations on the Balance Sheet: Total Assets
Cash and cash equivalents 130,508 142,920 12,412 Short Term Investments 70,112 70,112 - Accounts receivable 276,344 277,998 1,654 Land and properties held for sale 157,647 157,647 - Related parties 2,538 2,538 - Recoverable taxes and contributions 2,814 3,356 542 Sundry advances 33,571 33,571 - Other 27.179 28.010 832 Total Current Assets 700,712 716,152 15,440 Noncurrent Asset Accounts receivable 51,935 51,982 46 Land and properties held for sale 365,193 365,193 - Related parties 12,570 12,570 - Deposits in court 22,020 22,640 620 Deferred income and social contribution taxes 14,113 16,768 2,655 Other 18,191 19,552 1,361 Investments 136,225 9,067 (127,158) Investment Properties 4,755,713 4,914,089 158,376 Property and equipment 32,971 32,971 - Intangible 347,219 348,216 997 Total Non Current Assets 5,756,151 5,793,048 36,897
Total Assets 6,456,863 6,509,200 52,337
The differences in total assets regarding the 37.5% interest in shopping Santa rsula, and the 50.0% interest in Parque Shopping Macei are (i) increase of R$158.4 M in Investment Properties; (ii) increase of R$12.4 M in Cash and Cash Equivalents; and (iii) increase of R$1.7 M in Accounts Receivable. As a result of the variations mentioned above, there was a decrease of R$127.2 M in Investments given that the assets and liabilities of these companies are now recorded on this line as determined by CPC 19 (R2).
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3Q14 MULT3
14.3 - Variations on the Balance Sheet: Total Liabilities and Shareholders' Equity
IFRS with CPC 19 R2
CPC 19 R2 Managerial Effect LIABILITIES 9/30/2014 9/30/2014 Difference Current Liabilities Loans and financing 204,011 207,097 3,085 Debentures 152,291 152,291 - Accounts payable 76,387 77,125 738 Property acquisition obligations 38,014 38,014 - Taxes and contributions payable 38,090 38,612 522 Dividends to pay 59,971 59,971 - Deferred incomes 37,311 37,480 169 Other 1,934 2,014 80 Total Current Liabilities 608,010 612,605 4,594 Non Current Liabilities Loans and financing 1,451,549 1,494,713 43,164 Debentures 150,000 150,000 - Deferred income and social contribution taxes 157,108 158,406 1,298 Property acquisition obligations 21,410 21,410 - Others 372 372 - Provision for contingencies 21,301 21,921 620 Deferred incomes 8,321 13,948 5,626 Total Non Current Liabilities 1,810,062 1,860,770 50,709 Shareholders' Equity Capital 2,388,062 2,388,062 - Capital reserves 962,077 962,077 - Profit reserve 719,092 719,224 132 Share issue costs (38,771) (38,771) - Shares in treasure department (77,998) (77,998) - Capital Transaction Effects (89,996) (89,996) - Retained earnings 173,698 170,599 (3,099) Minority interest 2,628 2,628 - Total Shareholder's Equity 4,038,792 4,035,825 (2,966)
Total Liabilities and Shareholders' Equity 6,456,863 6,509,200 52,337
The differences in total liabilities and shareholders' equity regarding the CPC 19 R2 are (i) the increase of R$46.2 M in Loans and Financing, given the inclusion of the 50.0% in project Parque Shopping Macei, which signed a contract to finance its construction via t Banco do Nordeste; and (ii) the increase of R$5.6 M in revenues and costs, in Deferred Income.
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3Q14 MULT3 15. Appendices 15.1 Consolidated Financial Statements: According to the technical pronouncement CPC 19 (R2) - Joint Arrangements
IFRS with CPC 19 (R2)
(R$'000) 3Q14 3Q13 Chg. % 9M14 9M13 Chg. % Rental revenue 180,975 153,902 17.6% 528,839 459,818 15.0% Services revenue 30,088 26,071 15.4% 89,952 78,290 14.9% Key money revenue 9,387 12,914 27.3% 28,319 39,746 28.7% Parking revenue 37,434 32,354 15.7% 110,814 93,147 19.0% Real estate for sale revenue 30,414 30,946 1.7% 84,810 71,669 18.3% Straight line effect 13,587 11,979 13.4% 31,336 30,504 2.7% Other revenues 561 1,470 61.8% 2,607 3,253 19.9% Gross Revenue 302,447 269,636 12.2% 876,678 776,427 12.9% Taxes and contributions on sales and services (28,878) (21,945) 31.6% (80,945) (69,545) 16.4% Net Revenue 273,569 247,691 10.4% 795,733 706,882 12.6% Headquarters expenses (29,533) (27,838) 6.1% (85,584) (79,792) 7.3% Stock-option expenses (4,045) (3,062) 32.1% (10,671) (7,827) 36.3% Shopping centers expenses (26,058) (26,326) 1.0% (74,061) (84,607) 12.5% Office towers for lease expenses (3,754) - na (9,723) - na New projects for lease expenses (2,372) (3,868) 38.7% (11,198) (8,174) 37.0% New projects for sale expenses (1,983) (2,956) 32.9% (7,985) (8,556) 6.7% Cost of properties sold (17,875) (19,671) 9.1% (51,253) (48,698) 5.2% Equity pickup 382 543 29.7% 14,779 (991) na Other operating income/expenses (4,686) (937) 400.2% 5,032 3,237 55.5% EBITDA 183,645 163,576 12.3% 565,069 471,474 19.9% Financial revenues 7,843 13,308 41.1% 25,951 36,371 28.7% Financial expenses (49,595) (32,462) 52.8% (145,675) (113,959) 27.8% Depreciation and amortization (41,011) (31,091) 31.9% (118,461) (87,915) 34.7% Earnings Before Taxes 100,881 113,331 11.0% 326,883 305,971 6.8% Income tax and social contribution (26,749) (18,503) 44.6% (58,564) (57,172) 2.4% Deferred income and social contribution taxes (5,973) (8,152) 26.7% (24,482) (21,342) 14.7% Minority interest 25 (14) na (18) (40) 55.4% Net Income 68,185 86,662 21.3% 243,820 227,417 7.2%
(R$'000) 3Q14 3Q13 Chg. % 9M14 9M13 Chg. % NOI 205,937 171,909 19.8% 596,929 498,862 19.7% NOI margin 88.8% 86.7% 205 b.p 89.0% 85.5% 346 b.p NOI + Key Money 215,325 184,823 16.5% 625,248 538,608 16.1% NOI + Key Money margin 89.2% 87.5% 167 b.p 89.4% 86.4% 299 b.p Shopping Center EBITDA 173,937 160,779 8.2% 530,171 472,557 12.2% Shopping Center EBITDA margin 73.7% 73.3% 37 b.p 76.4% 73.6% 270 b.p EBITDA (Shopping Center + Real Estate) 183,645 163,576 12.3% 565,069 471,474 19.9% EBITDA margin 67.1% 66.0% 109 b.p 71.0% 66.7% 431 b.p Net Income 68,185 86,662 21.3% 243,820 227,417 7.2% Net Income margin 24.9% 35.0% 1,006 b.p 30.6% 32.2% 153 b.p Adjusted Net Income 74,158 94,814 21.8% 268,301 248,759 7.9% Adjusted Net Income margin 27.1% 38.3% 1,117 b.p 33.7% 35.2% 147 b.p FFO 115,169 125,905 8.5% 386,762 336,674 14.9% FFO margin 42.1% 50.8% 873 b.p 48.6% 47.6% 98 b.p
Cash and cash equivalents 142,920 149,406 4.3% Short Term Investments 70,112 45,621 53.7% Accounts receivable 277,998 263,093 5.7% Land and properties held for sale 157,647 166,529 5.3% Related parties 2,538 2,722 6.8% Recoverable taxes and contributions 3,356 2,688 24.8% Sundry advances 33.571 33.571 0.0% Other 28.010 42.749 34.5% Total Current Assets 716,152 706,379 1.4% Noncurrent Asset Accounts receivable 51,982 53,047 2.0% Land and properties held for sale 365,193 361,603 1.0% Related parties 12,570 12,692 1.0% Deposits in court 22,640 22,604 0.2% Deferred income and social contribution taxes 16,768 15,443 8.6% Other 19,552 18,917 3.4% Investments 9,067 15,564 41.7% Investment Properties 4,914,089 4,890,233 0.5% Property and equipment 32,971 34,005 3.0% Intangible 348,216 346,765 0.4% Total Non Current Assets 5,793,048 5,770,873 0.4%
Total Assets 6,509,200 6,477,252 0.5%
LIABILITIES 09/30/2014 06/30/2014 % Change Current Liabilities
Loans and financing 207,097 200,389 3.3% Debentures 152,291 10,724 1,320.1% Accounts payable 77,125 70,144 10.0% Property acquisition obligations 38,014 40,733 6.7% Taxes and contributions payable 38,612 20,620 87.3% Dividends to pay 59,971 59,971 0.0% Deferred incomes and costs 37,480 37,661 0.5% Other 2,014 9,723 79.3% Total Current Liabilities 612,605 449,965 36.1% Non Current Liabilities Loans and financing 1,494,713 1,543,005 3.1% Debentures 150,000 300,000 50.0% Deferred income and social contribution taxes 158,406 150,647 5.2% Property acquisition obligations 21,410 30,004 28.6% Other 372 476 21.7% Provision for contingencies 21,921 21,382 2.5% Deferred incomes and costs 13,948 37,635 62.9% Total Non Current Liabilities 1,860,770 2,083,148 10.7% Shareholders' Equity Capital 2,388,062 2,388,062 0.0% Capital reserves 962,077 965,144 0.3% Profit reserve 719,224 719,222 0.0% Share issue costs (38,771) (38,628) 0.4% Shares in treasure department (77,998) (106,867) 27.0% Capital Transaction Effects (89,996) (89,996) 0.0% Retained earnings 170,599 105,660 61.5% Minority interest 2,628 1,542 70.5% Total Shareholder's Equity 4,035,825 3,944,139 2.3%
Total Liabilities and Shareholders' Equity 6,509,200 6,477,252 0.5%
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3Q14 MULT3 16. Glossary and Acronyms Abrasce: Brazilian Association of Shopping Centers (Associao Brasileira de Shopping Centers). Adjusted Net Income: Net income adjusted for non-recurring expenses with the IPO, restructuring costs, amortization of goodwill from acquisitions and mergers and deferred taxes. Anchor Stores: Large, well known stores with special marketing and structural features that can attract consumers, thus ensuring permanent attraction and uniform traffic in all areas of the mall. Stores must have at least 1,000 m to be considered anchors. BMF&Bovespa: So Paulo Stock Exchange (Bolsa de Valores de So Paulo). Brownfield: Expansion and mix-used project. CAGR: Compounded Annual Growth Rate. Corresponds to a geometric mean growth rate, on an annualized basis. CAPEX: Capital Expenditure. Correspond to the estimated resources to be disbursed in asset development, expansion or improvement. The capitalized value shows the variation of property and equipment plus depreciation. CAPEX can also refer to others investments then real estate, such as IT projects, hardware and other unrelated investments. CDI: (Certificado de Depsito Interbancrio or Interbank Deposit Certificate). Certificates issued by banks to generate liquidity. Its average overnight annualized rate is used as a reference for interest rates in Brazilian Economy. Debenture: debt instrument issued by companies to borrow money. Multiplans debentures are non-convertible, which means that they cannot be converted into shares. Moreover, a debenture holder has no voting rights. Deferred Income: Deferred key money and store buy back expenses. Delinquency: The percentage variation between the rent charged in the period and the rent received throughout 30 days after the end of the period, calculated on the last business day of each month. Double (Seasonal) Rent: Additional rent usually charged from the tenants in December, due to higher sales in consequence of Christmas and extra charges on the month. EBITDA Margin: EBITDA divided by Net Revenue. EBITDA: Earnings Before Interest, Tax, Depreciation and Amortization. Net income (loss) plus expenses with income tax and social contribution on net income, financial result, depreciation and amortization. EBITDA does not have a single definition, and this definition of EBITDA may not be comparable with the EBITDA used by other companies. EPS: Earnings per Share. Net Income divided by the total shares of the company minus shares held in treasury. Equity Pickup: Interest held in the subsidiary company will be shown in the income statement as equity pickup, representing the net income attributable to the subsidiarys shareholders. Expected Owned GLA: Multiplans interest in each shopping mall, including projects under development and expansions. Funds from Operations (FFO): Refers to the sum of adjusted net income, depreciation and amortization. GLA: Gross Leasable Area, equivalent to the sum of all the areas available for lease in malls and offices for lease, excluding merchandising. Greenfield: Development of new shopping center projects. IBGE: The Brazilian Institute of Geography and Statistics. IGP-DI Adjustment Effect: The average of the monthly IGP-DI increase with a month of delay, multiplied by the base rent that was adjusted on the respective month. IGP-DI: (ndice Geral de Preos - Disponibilidade Interna) General Domestic Price Index. Inflation index published by the Getlio Vargas Foundation, referring to the data collection period between the first and the last day of the month in reference, with disclosure date near the 20 th
of the following month. It has the same composition as the IGP-M (ndice Geral de Preos do Mercado), though with a different data collection period. IPCA (ndice de Preos ao Consumidor Amplo): Published by the IBGE (Brazilian institute of statistics), it is the national consumer price index, subject to the control of Brazils Central Bank. Key Money (KM): Key Money is the money paid by a tenant in order to open a store in a shopping center. The key money contract when signed is accrued in the deferred revenue account and in accounts receivable, but its revenue is accrued in the key money revenue account in linear installments, only on the occasion of an opening, throughout the term of the leasing contract. Nonrecurring key money from new stores, of new developments or expansions (opened in the last 5 years), Operational key money from stores that are moving to a mall already in operation. Landbank: Areas acquired by Multiplan for future development. Management Fee: fee charged from tenants and partners/owners to pay for shopping center administrative expenses. Merchandising: leasing of space not usable for tenant stores in advertising campaigns and includes revenue from kiosks, stands, posters, leasing of pillar space, doors and escalators and other display locations in a mall.
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3Q14 MULT3 Minimum Rent (or Base Rent): Minimum fixed rent paid by a tenant for a lease contract. Some tenants sign contracts with no fixed base rent, and in that case minimum rent corresponds to a percentage of their sales. Mixed-use: Strategy based on the development of projects that integrate shopping centers with office and residential developments. Net Operating Income (NOI): Sum of the Operating Income (Rental Revenue, Straight Line Effect, Shopping Centers Expenses and Office Towers Expenses) and income from Parking Operations (revenue and expenses). Revenue taxes are not considered. The NOI + KM also include the key money revenues in the same period. New Projects Expenses for lease: Pre-operational expenses from shopping center greenfields, expansions and office tower projects, recorded as an expense in the income statement as determined by the CPC 04 pronouncement in 2009. New Projects Expenses for sale: Pre-operational expenses generated by real estate for sale activity, recorded as an expense in the income statement as determined by the CPC 04 pronouncement in 2009. NOI Margin: NOI divided by Rental Revenue, Straight Line Effect and Net Parking Revenue. Occupancy cost: Is the occupancy cost of a store as a percentage of sales. It includes rent and other expenses (condo and promotion fund expenses). Occupancy rate: leased GLA divided by total GLA. Organic Growth: Revenue growth which is not generated by acquisitions, expansions and new areas added in the period. Overage Rent: The difference paid as rent (when positive), between the base rent and the rent consisting of a percentage of sales, as determined in the lease agreement. Owned GLA: or company's GLA or Multiplan GLA, refers to total GLA weighted by Multiplans interest in each mall and office. Parking Revenue: Parking revenue is the net result of parking fees collected by the shopping centers less the amounts transferred to the companys partners and condominiums. Potential Sales Value (PSV) or Total Sell Out: Refers to the total number of units for sale in a real estate development, multiplied by the price of each of units offered for sale. Rent Loss: Delinquency over six months after legal agreement. Sales: Sales reported by the stores in each of the malls. Same Area Rent (SAR): Changes on rent of the same area of the year before divided by the areas rent of the current year, excluding vacancy. Same Area Sales (SAS): Changes sales of the same area of the year before divided by the area that informed sales. Same Store Rent (SSR): Changes on rent collected from stores that were in operation in both of the periods compared. Same Store Sales (SSS): Changes on informed sales from stores that were in operation in both of the periods compared. Satellite Stores: Smaller stores (<1.000 m) with no special marketing and structural features located by the anchor stores and intended for general retailing. Straight Line Effect: Accounting method meant to remove volatility and seasonality of the minimum lease revenue. The criterion adopted to account for revenue rent is based on straight-line revenues during the effectiveness of the contract, regardless of the receipt term. Tenant Mix: Portfolio of tenants strategically defined by the shopping center manager. TJLP: (Taxa de Juros de Longo Prazo, or Long Term Interest Rate). The usual cost of financing conceived by BNDES. TR: (Taxa Referencial, or Reference interest rate). Average interest rate used in the market. Turnover: GLA of operating malls leased in the period divided by total GLA of operating malls. Vacancy: GLA of a shopping center available for lease. Shopping Center Segments:
Food Court & Gourmet Areas Includes fast food and restaurant operations Diverse Cosmetics, bookstores, hair salons, pet shops and etc Home & Office Electronic stores, decoration, art, office supplies, etc Services Sports centers, entertainment centers, theaters, cinemas, medical centers, banking, and etc. Apparel Women and men clothing, shoes and accessories stores