BENI STABILI SPA Beni Stabili Siiq: Annual General Meeting - Strong 2016 results driving sustainable value creation

Transparency directive : regulatory news

06/04/2017 13:11

Beni Stabili Siiq: Annual General Meeting
Strong 2016 results driving sustainable value creation
Milan: April 6th, 2017

Strong financial results
+6.6% recurring net income (1)
+37.5% dividend per share
+7.0% EPRA NNNAV

Sound operating performance
2.4% L-f-L rental growth excl. TI assets (2)
95.5% financial occupancy (+2.0 pts)
91.6% excluding TI portfolio (+4.2 pts)
Over 80,000 sqm of letting activity (3)

Game-changing partnership on TI assets
Increased weight of Milan assets (60% of MV) (4)
Decreased exposure to TI (27% of MV) (4)
LTV reduction (43.5% pro-forma group share) (4)

Continue growth and value creation
Focus on Milan green offices
Solid balance sheet and focus on cash flows
Strong pipeline / opportunistic acquisitions

(1) Beni Stabili Siiq defines the net recurring consolidated income (previously
called recurring cash result for the Group) as an alternative performance
indicator by adjusting the net consolidated results, excluding: i) disposals
margin (capital gain and related costs) and the related financial expenses
deriving from the early repayment of loans and financial instruments; ii)
non-cash items (changes in values of properties and financial instruments,
amortizations, etc.) and iii) relevant extraordinary and non-recurring items.
(2) The like-for-like rental growth is calculated on the stabilized portfolio
as the growth rate coming from i) the effect of indexation to inflation; ii)
the effect of an increase or reduction in the vacancy rate of the stabilized
portfolio and iii) the effect of renegotiating expiring rents or of new rents.
The stabilized portfolio is the portfolio adjusted by sales, acquisitions and
development.
(3) Includes 31,900 sqm relative to new contracts, 19,500 sqm related to
renewals and 30,600 sqm of prelettings related to assets under development.
(4) Pro-forma data adjusted for the impacts of the announced disposal of a 40%
stake in the SICAF holding the Telecom Italia property portfolio.

FINANCIAL HIGHLIGHTS FOR FY 2016

The General Meeting of Beni Stabili SpA Siiq's shareholders, chaired by Mr.
Enrico Laghi, has approved the Company's separate financial statements for the
year ended 31 December 2016 and took cognizance of the consolidated financial
statements for the same period.

Beni Stabili Siiq completes 2016 confirming the strong fundamentals driving
sustainable value creation:
* Recurring consolidated net income (5): EUR106.0 million compared to EUR99.4
  million in 2015 (+6.6%)
* Net result: EUR158.8 million income compared to EUR66.3 million loss in 2015
* Gross rental income: EUR199.7 million (compared to EUR210.6 million in
  2015), significant increase of +2.4% on a like-for-like (6) basis excluding
  the impact of Telecom Italia portfolio (total portfolio: +0.2%)
* Real Estate Portfolio (market value): EUR4,094 million (compared to EUR3,905
  million at the end of 2015), +1.8% on a like-for-like basis
* EPRA NAV per share: EUR0.848 (+3.0% compared with EUR0.823 at the end of
  2015)
* EPRA NNNAV per share: EUR0.809 (+7.0% compared with EUR0.756 at the end of
  2015)
* Net Financial Position: -EUR2,230 million (compared to -EUR2,064 million at
  the end of 2015)
* Average cost of debt and maturity: significantly decreased to 2.4% (compared
  to 2.9% at the end of 2015) despite an increased average maturity of debt to
  5.0 years (7) (vs. 4.3 years at the end of 2015)
* Loan to value (LTV) (8) : 51.6% (compared to 50.9% at the end of 2015) or
  43.5% pro-forma for the partnership on the Telecom Italia portfolio (9)

Dividend payment

The General Meeting of Beni Stabili Siiq approved the payment of an ordinary
dividend of EUR0.033 per share, corresponding to EUR74.9 million (71% of
Recurring Net Income), on the basis of shares issued net of treasury shares
kept in the portfolio. The dividend will be payable against presentation of
coupon no. 21 on May 29th, 2017, as of May 31st, 2017. It is specified that,
under the current legislation, the entitlement to the payment of profits is
determined based on the records of the accounts relating to the end of the
accounting day of the first settlement day following the ex-dividend date
(record date: May 30th, 2017).

The dividend, totaling 74,864,849.50, was taken completely from distributable
net income of the period.

Other resolutions

Moreover, the ordinary Shareholders' Meeting:

(5) Beni Stabili Siiq defines the net recurring consolidated income (previously
called recurring cash result for the Group) as an alternative performance
indicator by adjusting the net consolidated results, excluding: i) disposals
margin (capital gain and related costs) and the related financial expenses
deriving from the early repayment of loans and financial instruments; ii)
non-cash items (changes in values of properties and financial instruments,
amortizations, etc.) and iii) relevant extraordinary and non-recurring items.
(6) The like-for-like rental growth is calculated on the stabilized portfolio
as the growth rate coming from i) the effect of indexation to inflation; ii)
the effect of an increase or reduction in the vacancy rate of the stabilized
portfolio and iii) the effect of renegotiating expiring rents or of new rents.
The stabilized portfolio is the portfolio adjusted by sales, acquisitions and
development.
(7) Based on long-term debt only.
(8) LTV is calculated by considering the hypothetical value of the assets
transfer taxes (4%) and the current preliminary sales contracts.
(9) Pro-forma data are adjusted for the impacts of the announced disposal of a
40% stake in the SICAF holding the Telecom Italia property portfolio.

- appointed, thus confirming her position, Ms. Marjolaine Alquier De l'Epine as
  Director of the Company. Ms. Marjolaine Alquier De l'Epine's mandate will
  expire at the same term of the other Directors (i.e. the approval of the
  financial statements for the year ended on 31 December 2018). Ms. Marjolaine
  Alquier De L'Epine - who does not qualify as independent pursuant to
  Legislative Decree N. 58 dated 24 February 1998 and pursuant to the
  Corporate Governance Code for listed companies issued by Borsa Italiana
  S.p.A. - is not member of any internal committee.

As a result of the above, at today's date the Board of Directors is composed
by: Enrico Laghi (Chairman), Christophe Kullmann (Chief Executive Officer),
Leonardo Del Vecchio, Jean Laurent, Micaela Le Divelec Lemmi (independent),
Adriana Saitta (independent), Ariberto Fassati (independent), Angelo Busani
(independent) and Marjolaine Alquier De l'Epine.
With the appointment of Ms. De l'Epine, the majority of the members of the
Board of Directors are still independent directors and consists of 33% women,
thus being in line with the relevant applicable legislation and best
practices.
Ms. Alquier De l'Epine, who will not be an executive director, at today's date
does not own any Company's share. Her curriculum vitae is available on the
Company's website (www.benistabili.it);

- authorised a purchase and sale plan of Company's shares, to be executed in
  one or more tranches, on a revolving basis, for a maximum amount of ordinary
  shares not exceeding the 10% of the Company's share capital, in accordance
  with the methods set forth by pertinent laws and regulations on the matter,
  including at a European level, in force from time to time. The purchase and
  sell plan will allow the Company to: intervene, even by way of brokers, to
  support the liquidity of Beni Stabili's shares and/or to stabilise such
  shares, and /or (ii) set up a share warehouse position in order to be able
  to sell, have available and/or use such Company's shares, in compliance with
  the Company's strategic guidelines, for extraordinary operations, and /or
  (iii) fulfil the obligations arising out of debt instruments that can be
  converted into financial instruments, and /or (iv) fulfil the obligations
  arising out of option plans on shares or other allocations of shares to
  employees or to the member of the Company's or any other group's companies'
  management or control boards, and/or (v) offer the shareholders an
  additional instrument to monetise their investment. The authorisation
  provides that the purchase transactions can be carried out within 18 months
  starting from today's date and that the Company will be able to sell the
  shares without any time restraint. The unit purchase price will be
  determined by the Board of Directors from time to time, it being understood
  that it shall not be more than 20% above or below the average of the
  market prices of the shares registered on the stock exchange during the 3
  consecutive trading days before each transaction is made and in any case at a
  price not exceeding 0.70 Euros per share. The disposal of the treasury shares
  may take place with the technical methods deemed more appropriate, at a price
  that will be determined by the Board of Directors from time to time on the
  basis of objective parameters;

- approved the first section of the "Remuneration Report" drafted by the Board
  of Directors in compliance with art. 123-ter of Legislative Decree 58/98 ;

and the extraordinary Shareholders' Meeting:
- resolved to approve the proposal to give Board of Directors a mandate to
  increase the equity capital, in one or more tranches, pursuant to art. 2443
  of the Italian Civil Code, within 18 months from the date of the approval by
  the Shareholders' Meeting held today, on a gratuitous basis and/or against
  payment, for a maximum amount not exceeding 25% of the Company's nominal
  share capital, by issuing new shares to be offered to assignees as an option.
  The purpose of granting the mandate to increase the equity capital is to
  provide the Board of Directors with the flexibility to, if needed, carry out
  possible reallocations in the net equity or, should the needed conditions
  arise, to swiftly find financial resources to support the Company's
  development or to meet any financial need that could arise during the
  duration of the mandate.
  If the Board of Directors will resolve to exercise said mandate, the timing
  of such exercise, along with terms and conditions of any issuance of shares
  will be disclosed to the market, in compliance with applicable laws and
  regulations.

Beni Stabili announces that, in light of recent legislative changes in Italy,
it will no longer publish its third quarter interim management report. The
Company will publish rental revenues for the three-month periods ended March
31, along with the continued publication of full year results for the
twelve-month periods ended December 31 and half year results for the six-month
periods ended June 30.

"The director responsible for preparing corporate accounting documents, Barbara
Pivetta declares, pursuant to paragraph 2 of Article 154-bis of the
Consolidated Law on Finance that the accounting information contained in this
statement corresponds to the documented results, books and accounting records."

For more information:

Beni Stabili Siiq

Investor Relations - Barbara Pivetta - +39.02.3666.4630 -
barbara.pivetta@benistabili.it
Media Contact - Barbara Ciocca - + 39.02.3666.4695 -
barbara.ciocca@benistabili.it

SEC and partners Srl
Matteo Steinbach - +39.346.1063989 - steinbach@secrp.com
Michele Calcaterra - + 39. 335.461985 - calcaterra@secrp.com

Beni Stabili Siiq, a leading property company in the Italian real estate sector

Beni Stabili is the leading property player in the Italian real estate market
with total assets of 4bn euro. Our assets portfolio is located in key locations
of North and Central Italy's major cities with a major focus on Milan and
consist mainly of offices. We pursue the appreciation of our assets to increase
profitability and create value for our clients, partners and shareholders.

As a major player in office investment and development, we foster pioneering
solutions to improve the environmental performance of our buildings for the
well-being of our clients' employees. With this is mind we are developing in
Milan a new business district dedicated to smart working: Symbiosis.

Beni Stabili is listed on the Milan and Paris Stock Exchanges and operates
through its main offices of Milan and Rome. Beni Stabili belongs to the
Foncière des Régions group, a leading real estate player in Europe who owns
and manage a 20bn euro portfolio located in the most attractive metropolitan
cities of France, Germany and Italy.

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21/12/2018 14:57

BENI STABILI SPA Beni Stabili Siiq: Annual General Meeting - Strong 2016 results driving sustainable value creation

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