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Haya Real Estate 1 Presentación Corporativa 1 Q1 2018 Earnings Presentation 24 May 2018

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Page 1: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 1Presentación Corporativa 1

Q1 2018

Earnings

Presentation

24 May 2018

Page 2: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 222

Disclaimer

The purpose of this presentation is purely informative. The information contained in this presentation is subject to, and must be read in conjunction with, all other publicly available information, including,

where relevant any fuller disclosure document published by Haya Real Estate, S.L. (together with any of its subsidiaries, “Haya Real Estate”). Any person at any time acquiring securities must do so only on the

basis of such person’s own judgment as to the merits or the suitability of the securities for its purpose and only on such information as is contained in such public information having taken all such profession

or other advice as it considers necessary or appropriate in the circumstances and not in reliance on the information contained in this presentation. No investment activity should be undertaken on the basis of

the information contained in this presentation. In making the presentation available, Haya Real Estate gives no advice and makes no recommendation to buy, sell or otherwise deal in any securities or

investments whatsoever.

Neither this presentation nor any of the information contained therein constitutes an offer to sell or the solicitation of an offer to buy any securities.

This presentation contains forward-looking statements regarding Haya Real Estate’s financial position and plans for future operations. All statements other than statements of historical facts may be forward-

looking statements. These forward-looking statements speak only as of the date of the notice and are subject to a number of factors that could cause actual results to differ materially from any expected

results in such forward-looking statements. Haya Real Estate expressly disclaims any obligation or undertaking to update or revise any forward-looking statement (except to the extent legally required).

Haya Real Estate uses certain alternative performance measures (APMs), which have not been audited, Adjusted EBITDA and Free Cash Flow, to benchmark and compare performance, both between its own

operations and as against other companies for a better understanding of Haya Real Estate financial performance. These measures are used, together with measures of performance under the International

Financial Reporting Standards (IFRS), to compare the relative performance of operations in planning, budgeting and reviewing the performance of its business. Haya Real Estate believes that EBITDA-based

and other measures are useful and commonly used measures of financial performance in addition to net profit, operating profit and other profitability measures under IFRS because they facilitate operating

performance comparison from period to period and company to company. By eliminating potential differences in results of operations between periods or companies caused by factors such as depreciation

and amortization methods, historic cost and age of assets, financing and capital structures and taxation positions or regimes, Haya Real Estate believes that EBITDA-based and other measures can provide a

useful additional basis for comparing the current performance of the underlying operations being evaluated. For these reasons, Haya Real Estate believes that EBITDA-based and other measures are regularly

used by the investment community as a means of comparison of companies in the industry. However, these measures are considered additional disclosures and in no case replace the financial information

prepared under IFRS. Moreover, the way Haya Real Estate defines and calculates these measures may differ to the way similar measures are calculated by other companies. Accordingly, they may not be

comparable.

Regarding any data which may have been provided by third parties, neither Haya Real Estate, nor any of its administrators, directors or employees, either explicitly or implicitly, guarantees that these

contents are exact, accurate, comprehensive or complete, nor are they obliged to keep them updated, nor to correct them in the case that any deficiency, error or omission were to be detected. Moreover, in

reproducing these contents in by any means, Haya Real Estate may introduce any changes it deems suitable, may omit partially or completely any of the elements of this document, and in case of any

deviation between such a version and this one, Haya Real Estate assumes no liability for any discrepancy.

Page 3: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 333

Today´s Presenters

Carlos Abad Rico

CEO & Director of the

Board

Bárbara Zubiría Furest

CFO

Page 4: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 444

Agenda

Business Review

01

02

03 Financial Review

Annex 04

Key Highlights

Page 5: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 5Haya Real Estate

1. Key Highlights

Page 6: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 666

Key Highlights1

✓ In Q1 ´18, our transaction volumes increased by +40% (€895MM), allowing 12% growth in revenues

(€55.9MM) and 6% growth in Adjusted EBITDA (€24.4MM)

✓ Strong free cash flow generation in Q1 ´18 (€20.2MM, +59% YoY) driven by lower capex and an

improvement of in working capital, resulting in a cash conversion above 80% in the quarter

✓ Leverage ratio below 3.0x

✓ In April, we have been awarded the new Bankia contract with a tenor of 10 years, including the

REOs of Bankia’s recently merged entity Banco Mare Nostrum (BMN). Bankia REDs to be managed

by Bankia directly

✓ Assets under management at €39.8BN with new contract wins in the quarter. We continue to

develop our institutional asset management business

Page 7: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 7Haya Real Estate

2. Business Review

Page 8: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 888

Strategic Update2

1 2 5 6 7

Future of

Sareb contract

Haya has been

awarded two new

servicing contracts

with institutional

investors. Continued

focus to capture new

business in the

market

Continuing

preparatory works

for a potential IPO.

Specific timetable

will depend on

market conditions

and visibility over

Sareb and BBVA

Bankia /

BMN

Institutional

Investors and

New Servicing

Business

BBVA Capital

Markets

2018

Haya awarded

the new

servicing

contract with

Bankia/BMN in a

very competitive

process in April

2018

Strong performance

in Q1 ´18 across all

business lines. Sareb

is exploring

alternative scenarios

which include the

potential sale of our

portfolio

Initiating joint

planning activities

for the servicing of

BBVA´s future REO

flows. Set up of

Cerberus/BBVA JV

Co yet to be

completed

Cajamar

Excellent

operational

performance in

Q1 ´18 across all

business lines

3 4

Liberbank

Integration

Integration

plans on

schedule. Focus

on improving

commercial

activity

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Haya Real Estate 999

Bankia / BMN Contract2The novation of the Bankia contract proves our capacity to renew our existing contracts with our core clients

• As a result of the Spanish government’s plan to add value to the bank, Bankia bought BMN (savings bank located in the

Mediterranean region), effective Jan 1st 2018

• Bankia has entrusted in Haya Real Estate the management of all its real estate assets, including the BMN´s REOs portfolio

✓ Key contract for the company’s long-term strategy

✓ 10 years contract (expires April, 2028) for the management and commercialization on a exclusive basis of Bankia´s REO stock

and future flow with €5.7BN of assets under management at the beginning of the contract

✓ Bankia´s prohibition to lend to real estate developers has been lifted

✓ HRE has been awarded the contract in a very competitive process demonstrating our capacity to retain core clients

✓ Pre-eminent position to capture new business due to our long-term relationship and our excellent service

✓ Upfront payment of €108MM to be financed through operating cash flows

Contract

Highlights

Page 10: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 101010

BBVA/Cerberus transaction2BBVA/Cerberus transaction extends HRE´s success in securing new contracts

Servicing contract for future REOs inflows

JV Co

80% 20%

REOs stock in

Spain @ cut-off

date

Servicing contract for the JV Co stock

• Agreed form subject to the closing of the

Cerberus/BBVA JV transaction

• 8 yr. with a potential extension of two additional

years

• No upfront payment will be required

• Preparatory activities with BBVA / Anida have begun

• Cerberus/BBVA JV transaction has been approved by

Anti-trust/Competition Authorities

• JVCo management bodies are pending to entrust

servicing of acquired stock

• Haya is well positioned to participate in the servicing

of the JV Co due to demonstrated experience, track

record and relationship with Cerberus/BBVA

~€11,000MM – €13,000MM1

(1) Depends on final perimeter agreed between BBVA & Cerberus

Servicing contract: BBVA & Haya

Potential servicing contract: JV Co & Haya

TBD

Page 11: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 111111

Migration period

Potential new servicing contract

Other

funds

Sareb – Potential Scenarios2

Leverage ratio under any scenario not to exceed 3.5x in 2020

May ´18 Dec ´19

Sareb cancels

the contract

Early termination make whole payment: value of the

contract for the remaining life

Jun ‘19

or before

Negotiations

HRE & Sareb

Potential new contract with new terms

May ´18

Jun ´19

We continue

working with Sareb

May ´18 Dec ´19

Notice of

termination

We continue

working with Sareb

Migration period

Migration period

May ´18 Significant

portfolio Sale

Portfolio Sale

Commission

CerberusPotential new servicing contract

✓ No upfront payment expected

× Potential reduction in fees

Sareb decides to

sell a significant

portfolio

Sareb decides to

cancel the contract

before Dec. 2019

Sareb decides not

to renew the

contract at its

maturity

Sareb decides to

renew the contract

with new terms

1

3

2

4

✓ Protection mechanisms:

• Portfolio sales above the

threshold agreed in the

contract will increase the

avg. portfolio sale

commission

✓ Make whole payment:

• The indemnity will be

calculated by an

independent expert, with

a penalty factor to be

applied

✓ Absolute focus on operational

excellence to Sareb to maximize

our renewal options

BuyersRetain Haya as servicer

Dec ´19

Does not retain Haya as servicer

Page 12: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 121212

1

2

3

4

New servicing

agreements with

institutional

investors

New business update2

Insurance

companies

Developers

Other

opportunities

• Two new servicing agreements

awarded by two different institutional

investors

• In both cases, we continue to service

portfolios sold by our clients

• Our knowledge of the NPAs allows us to

offer our services to potential buyers

• 3 potential portfolio sales in

Non Binding Offer or Binding

Offer phases

• 1 strong HPM lead (250

assets with potential to grow

up to 5,000)

• Rental management business

• New contract awarded with an insurance company

• Identifying new opportunities in the market with other insurance companies

• Negotiations in place to offer:

• Land identification

• Due diligence and administration

• REOs commercialization for their non core portfolio

Potential

Opportunities

• Ancillary services with current clients: tax, residential mortgage debt and property management

• Managing ad-hoc REO commercialization

• Land development: 50 new land plots analysed in Q1 ´18; potential purchases: family offices, private bankers

New

servicing

agreements

Page 13: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 13Haya Real Estate

3. Financial Review

Page 14: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 141414

€39,807 MM+0.9% YoY

Q1 2018 Key Financial Highlights

Assets Under

Management

3

€895.2 MM+40% YoY

Transaction

Volumes

€272.0 MM+2% YoY

RED Volumes

Revenues Free Cash Flow Net Debt

REO Co. Volumes

REO Volumes

€296.8 MM+104 YoY

€326.4 MM+46% YoY

€55.9 MM+12% YoY

€20.2 MM+59% YoY

€414 MM

Avg. Volume serv. fee 3.59%

Avg. Mangmt. fee 0.20%

Cash conversion 83%

Adjusted EBITDA

€24.4 MM+6% YoY

EBITDA margin 44% Leverage ratio 2.8x

Page 15: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 151515

Assets Under Management3

Total 40,159Total 39,807

AuMs decreased by €352MM compared to December 2017 mainly due to natural evolution of the Sareb portfolio (closed perimeter)partially offset by the inflows from the existing contracts during the fist quarter of 2018

Asset under Management evolution (GBV) (€ MM)

RED REO

28,241

11,918

435

82

(251) 227

27,754

12,053

(392)

(631)

AuMs EoP 2017 Inflows from

new contract

wins

Inflows in

existing

contracts

Outflow REO Co Inflow REO Co Outflows from

recoveries

AuMs 1Q ´18

Increase Decrease

104

74

Page 16: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 161616

1,941

1,941

3,685

2,054

5,739

Bankia Q1 ´18 Bankia REDs BMN Future inflows Bankia Q1 ´18

proforma

Terms of New Bankia Contract3

+ 17,376 assets

+ 600 bank branches

Very low remaining

actionable perimeter

< 2% revenues

contribution in 2017

REOs

10 years

• Current stock

• Indefinite tenor with a period of

exclusivity due to April, 2028

(€ MM)

Main Terms

Portfolio

AuMs

Tenor

Upfront

payment

€5.7BN

+€3.7BN from Bankia

+€2.0BN from BMN

+ Future flow

€108MM

• Financed through operating cash flows

• Deferred payment

• €40.8MM paid in April

• €20.0MM expect to pay in July

• €46.8MM expect to pay In October

AuMs evolution proforma

• Future inflow

Total 39,807

27,754

12,053

AuMs

Q1 ´18

Bankia

25,813

14,107

Bankia

Total 39,920

AuMs

Q1 ´18 Proforma

Page 17: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 171717

267.8 272.0

145.8

296.8

223.6

326.4637.2

895.2

Q1 2017 Q1 2018

RED REO Co REO

Transaction volumes comparison

Transaction volumes 3

• REO volumes increased by 46% due to:

• Overall strong performance in the contracts and the inclusion of €75MM coming from the Liberbank

contract

• Portfolio sales in Bankia and Cajamar with no corresponding impact in 2017

+40%

(€ MM)

REO

• REO Conversion volumes increased by 104% impacted by:

• Strong activity in Sareb resulting in a sharp increase in number of claims filed during the period

• Large deeds in lieu and foreclosures in Cajamar

REO Co.

• RED volumes increased by 2% impacted by:

• Lower recoveries in Sareb, offset by stronger performance in Bankia and in other clients

RED

Transaction volumes increased by 40% compared to Q1 ´17 due to the overall strong performance in all of our contracts

Q1 ´17 Q1 ´18

Page 18: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 181818

26.732.1

19.1

20.5

3.9

3.349.7

55.9

Q1 2017 Q1 2018

3

• Volume fee increased by 20% mainly due to:

• strong performance in REOs due to the Liberbank contribution

• improvement in REO Co due to high transaction volumes in Sareb and Cajamar

• The average volume servicing fee as % of volumes was 3.59% due to the product mix and the portfolio sales

which have contractually lower commissions

Volume fee Management fee Other revenues

Revenues Comparison

Revenues

+12%

(€MM) Volume fee

Q1 ´18:

€32.1MM

Q1 ´17:

€26.7MM

Management fee

• The management fee increased by 7% due to the

Liberbank and other clients contribution, which

have offset the decline in Sareb due to the closed

nature of the perimeter under management

Breakdown

by product

Other Revenues

• The other revenues decreased by 16%

(€0.6MM) impacted by lower activity in

Advisory and Securitization business lines

Revenues increased by 12% due to the increase in volume and management fees mainly impacted by the strong performance in REOs, REO

Conversion and the Liberbank contribution during Q1 ´18

(38%)

(37%)

(57%)(54%)

(8%)

(6%)

• In the context of the CNMV review of our 2017 Financial Statements due to the IPO preparatory works, we have

changed the accounting policy applied to Sareb´s upfront payment, treating it in 2017 as an intangible asset, and

amortized over the contract term, in consistency with the accounting treatment given to other contracts.

Therefore, no adjustment to revenues is required and prior periods have been restated for comparative purposes

Revenues from

Sareb contract

RED

41%

REO Co

17%

REO

42%RED

53%REO Co

11%

REO

36%

(%) of total

3.59%4.19%

% average volume servicing fee

Q1 ´17 Q1 ´18

Page 19: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 191919

23.0

5.4

1.4(0.6)

(4.2)

(0.6)

24.4

1Q 2017 Volumen fee Management fee Other revenues Operating costs Personnel costs 1Q 2018

Adjusted EBITDA increased by 6% compared to Q1 ´17 explained by a strong performance in REO Co, REOs and the Liberbankcontribution

Adjusted EBITDA bridge3Adjusted1 EBITDA Bridge (€ MM)

(1) Adjusted EBTIDA is the sum of GAAP operating profit plus D&A, adding back €2.1MM costs estimated to have been incurred in

connection with the IPO exploratory activities

43.7%46.4%

1

• New costs associated to the Liberbank

contract

• Higher related direct costs (litigation) due

to REO Conversion transaction volumes

increase

• Higher opex due to temporary external

workforce and professional services and

new commercial campaigns

% Adjusted EBITDA margin

1 Operating costs impacted by:

2

2

• Liberbank contract acquisition, partially

offset by lower severance costs.

Personnel costs impacted by:

LTM 60.2%LTM 50.8%

Q1 ´17 Q1 ´18

Page 20: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 202020

12.8

1.41.0

5.1

20.2

1Q 2017 EBITDA Capital expenditures Change in working

capital

1Q 2018

Free Cash Flow and Net Debt Position3Free cash flow increased by 59% (€20.2MM) and the leverage ratio is 2.8x as of March 2018

(1) Free Cash Flow is defined as Adjusted EBITDA less capital expenditures and change in working capital. (2) Adjusted EBTIDA is the sum of GAAP operating profit

plus D&A, adding back €2.1MM costs estimated to have been incurred in connection with the IPO exploratory activities

Free Cash

Flow1

Comparison

Improvement in

working capital due to

the higher collections

partially offset by higher

payments

Q1 ´17 Q1 ´18

Adjusted EBITDA2 23.0 24.4

Capital expenditures paid -5.9 -4.9

Change in working capital -4.4 0.7

Free Cash Flow 12.7 20.2

(€ MM)

(€ MM)

Free Cash Flow Net Debt

443.1

414.1

2017 1Q 2018

3.0x

Leverage ratio: Net debt / Adjusted EBTDA2

2.8x

(€ MM)

• Repayment of €18MM of Liberbank´s VAT facility

• Leverage ratio in Q1´18 below 3.0x

• The Bankia´s upfront payment of €108MM will be

financed through the operating cash flows:

Main

Highlights

Q1 ´17 Q1 ´18 Q1 ´18

55% 83%

% Cash Conversion: FCF / Adjusted EBITDA2

Adjusted

EBITDA

Page 21: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 21Haya Real Estate

4. Annex

Page 22: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 222222

Q1 ´17 Q1 ´18 (%)

Total transaction volumes 637.2 895.2 40.5%

Revenues 49.7 55.9 12.4%

Volume fee 26.7 32.1 20.3%

Management fee 19.1 20.5 7.2%

Other revenues 3.9 3.3 -16.1%

Operating expenses 26.6 31.4 18.0%

Other operating expenses1 14.3 18.5 29.4%

Personnel Cost 12.4 13.0 4.8%

Adjusted EBITDA2 23.0 24.4 6.0%

Adjusted EBITDA margin 46.4% 43.7% -5.7%

Adjusted EBIT1 5.5 2.0 -64.0%

Adjusted EBIT margin 11.2% 3.6% -68.0%

Assets under management 40,159 39,807 -0.9%

Average volume servicing fee 4.19% 3.59% -14.4%

Average management servicing fee 0.20% 0.20% 0.3%

Free cash flow 12.7 20.2 58.8%

Net debt position 443.1 414.1 -6.5%

Leverage ratio 3.0x 2.8x -7.9%

Q1 ´18 Key Metrics4

P&L

Other

Key

Metrics

(€ MM)

(1) Other operating expenses adjusted by €2.1MM costs estimated to have been incurred in connection with the IPO exploratory

activities (2) Adjusted EBTIDA is the sum of GAAP operating profit plus D&A, adding back €2.1MM costs estimated to have been

incurred in connection with the IPO exploratory activities (3) Figures as of December, 2017

3

3

3

Page 23: Q1 2018 Earnings Presentation - Haya Real Estate · Haya Real Estate 99 9 2 Bankia / BMN Contract The novation of the Bankia contract proves our capacity to renew our existing contracts

Haya Real Estate 23

Calle Vía de los Poblados nº3. Parque Empresarial Cristalia, Edificio nº9, CP 28033, Madrid

901 11 77 88 | www.haya.es