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Earnings Release
4Q
2018
Shopping Estação Cuiabá - MT
Index 1.
2.
3.
MANAGEMENT LETTER
MAIN FINANCIAL AND OPERATIONAL INDICATORS
MANAGEMENT COMMENTS ON THE 4Q18 RESULTS
3
5
8
4. REVENUES 8
5. COSTS 11
6. NOI 12
7. TOP 25 NOI 13
8. DETAILS ON MAIN MALL VARIATIONS 14
4Q 9.
10.
SALES, GENERAL AND ADMINISTRATIVE EXPENSES
EBITDA
15
17
2018 11.
12.
FINANCIAL RESULT AND TAXES
NET INCOME AND FFO
18
19
Earnings 13. CAPITAL STRUCTURE 20
Release 14. HISTORICAL FINANCIAL PERFORMANCE 21
15. OPERATIONAL INDICATORS 22
16. OPERATIONAL PERFORMANCE 25
17. LEASING ACTIVITY 27
18. PROJECTS UNDER DEVELOPMENT 28
19. RETROFITS 29
20. CAPITAL MARKETS 30
21. APPENDIX 32
2
4Q
Management Letter 2018
Earnings
Release
2018 proved to be another challenging year for retailers, with With regards to our portfolio, we have explained that we are
unusual events such as the truckers' strike and election "sculpting" it - reducing exposure to non-core assets (smaller malls
uncertainty, but ended with expectations of major structural in smaller cities and in which we do not provide active
brMalls improvements for the coming years. For brMalls, 2018 was a
year of important advancements in the short and long term
management) and increasing exposure to core assets (via
acquisitions, expansions of existing malls or acquisitions of larger
ANNOUNCES THE objectives. malls, in large cities and where we can provide active management).
FOURTH QUARTER occupancy rate and delinquency. Throughout 2017 and the
first half of 2018 we conducted a significant replacement of
and in 2019, with a greater visibility on the outlook for of the long-
term interest rates, we expect to advance both in non-core
This scenario should bring a medium-term recovery in rents, Having this in mind, we started a Digital Transformation journey,
first through an increase in the occupancy rate and later involving in 2018 all of our Executive Officers, Board of Directors
through more favorable leasing spreads. Other revenues that and revisiting the Strategic Plan. We started the rollout of the
RESULTS FOR THE of our shopping malls and internally reinforced our leasing
team, improving the relationship with our tenants and
technological entrepreneurship in Latin America.
FOURTH QUARTER initiating the process of media digitization. Fortress Balance Sheet and Capital Allocation - The
adjustments made in recent years, mainly related to
MAIN INDICATORS
• Net Revenue decreased 0.5% in 4Q18 and remained stable over the previous year, reaching R$ 1.3 billion in 2018, excluding the divestments
effects.
• Adjusted EBITDA increased by 6.0% in 4Q18 and 11.5% in 2018, reaching R$ 914.0 million excluding the divestments effects.
• Adjusted FFO increased by 25.4% in 4Q18 and 36.3% in 2018, reaching R$ 580.6 million in the year, the largest AFFO in the Company's
history. The AFFO per share indicator increased by 33.3% in the quarter and 30.8% in the year, mainly due to the share repurchase program.
• Total Sales increased by 7.7% in 4Q18 and 4.1% in 2018, excluding the divestments effects.
• Same Store Sales (SSS) grew by 3.7% in the quarter and 2.0% in the year. Same Store Rent (SSR) increased by 4.9% in the quarter and 2.0%
in the year.
• Occupancy Rate of 4Q18 was 96.7%, or 0.5pp higher than 4Q17. In the full year comparison, the indicator registered 96.4%, or 0.9 pp higher
than 2017.
• Net delinquency rate recorded 0.4% in the quarter and 2.1% in the year, 0.9 pp and 1.2 pp lower than the respective periods of the previous
year. The late payments registered 6.1% in 4Q18 and 7.6% in the year, both 3.5pp lower than in the same period of the previous year.
5
4Q
2018
Main financial indicators Earnings
Release
4Q17 Ex 2017 Ex
4Q18 4Q17 % % 2018 2017 % %
Divestments ¹ Divestments ¹
Net Revenues 351,668 370,552 -5.1% 353,337 -0.5% 1,266,267 1,347,967 -6.1% 1,266,356 0.0%
S, G & A Expenses (% of Net Revenues) -18.0% -22.3% 4.3 p.p. * * -15.4% -22.5% 7.1 p.p. * *
NOI 316,879 335,057 -5.4% 319,436 -0.8% 1,125,546 1,200,171 -6.2% 1,127,601 -0.2%
margin% 87.3% 89.6% -2.3 p.p. 89.6% -2.3 p.p. 87.6% 88.4% -0.8 p.p. 88.5% -0.9 p.p.
Gross Profit 306,417 334,026 -8.3% * * 1,110,113 1,198,452 -7.4% * *
margin % 87.1% 90.1% -3.0 p.p. * * 87.7% 88.9% -1.2 p.p. * *
EBITDA 1,070,668 (985,813) - * * 1,685,042 (917,758) - * *
Adjusted EBITDA 234,973 235,398 -0.2% 221,697 6.0% 913,975 875,996 4.3% 819,777 11.5%
margin% 66.8% 63.5% 3.3 p.p. 62.7% 4.1 p.p. 72.2% 65.0% 7.2 p.p. 64.7% 7.4 p.p.
Net Income 727,734 (652,469) - * * 1,014,087 (796,281) - * *
Adjusted Net Income 162,837 129,267 26.0% * * 563,159 409,105 37.7% * *
margin % 46.3% 34.9% 11.4 p.p. * * 44.5% 30.3% 14.1 p.p. * *
FFO 732,357 (648,217) - * * 1,031,489 (779,441) - * *
Adjusted FFO 167,460 133,519 25.4% * * 580,561 425,946 36.3% * *
margin % 47.6% 36.0% 11.6 p.p. * * 45.8% 31.6% 14.2 p.p. * *
Adjusted FFO per share ² 0.20 0.15 33.3% * * 0.68 0.52 30.8% * *
¹ For the ‘Ex-Divestments’ analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD figures, we also
exclude ItaúPower, divested in Mar/17.
² Number of shares considers the repurchase program and is adjusted by stock-bonus.
6
4Q
2018
Main operational indicators Earnings
Release
Same Store Sales 3.7% 1.6% 2.1 p.p. 2.0% 2.8% -0.8 p.p.
Total Sales (R$ million) 6,543 6,708 -2.5% 20,799 22,246 -6.5%
Total Sales Ex Divestments (R$ million) ³ 6,543 6,075 7.7% 20,799 19,989 4.1%
Same Store Rent 4.9% 1.7% 3.2 p.p. 2.0% 4.9% -2.9 p.p.
NOI per m² (monthly average) 117 123 -4.9% 108 109 -0.9%
Occupancy Cost (% of sales) 10.0% 10.3% -0.3 p.p. 10.7% 11.0% -0.3 p.p.
(+) Rent (% of sales) 6.2% 6.4% -0.2 p.p. 6.2% 6.5% -0.3 p.p.
(+) Condominium and Marketing Expenses (% of sales) 3.8% 3.9% -0.1 p.p. 4.5% 4.5% -.
Occupancy Rate (monthly average) 96.7% 96.2% 0.5 p.p. 96.4% 95.5% 0.9 p.p.
Net Late Payments 0.4% 1.3% -0.9 p.p. 2.1% 3.3% -1.2 p.p.
Late Payments - (monthly average) 6.1% 9.6% -3.5 p.p. 7.6% 11.1% -3.5 p.p.
Tenant Turnover 7.6% 9.1% -1.5 p.p. 7.6% 9.1% -1.5 p.p.
¹ Between 4Q17 and 4Q18 we acquired 30% stake at Alvear (Catuaí Londrina, Catuaí Maringá and Londrina Norte) and launched our greenfield Shopping Estação Cuiabá.
² Only considers stores that report their sales. Adjusted GLA is used to calculate Sales/m².
³ For the ‘Ex-Divestments’ analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD
figures, we also exclude ItaúPower, divested in Mar/17.
7
4Q
2018
Management comments on Earnings
Release
the 4Q18 results
-5.1%
-0.5%
NET REVENUE
brMalls Net revenues in 4Q18 totaled R$ 351.7 million, a reduction of 5.1% 370,552 353,337 351,668
when compared to 4Q17. Excluding the effects of assets
Except where stated otherwise, the following financial and divestments¹, the variation was -0.5%.
operating information is presented on a consolidated basis Net Revenues were negatively impacted during the quarter by a
and in Brazilian Real (R$) and the comparisons are with the lawsuit provision related to PIS/COFINS over rental revenue. This
fourth quarter of 2017 and the full year of 2017. The lawsuit totaled approximately R$ 7.0 million.
financial information is presented in accordance with the
practices adopted in Brazil based on the pronouncements
issued by the Accounting Pronouncements Committee
(CPC) and the standards approved by the Securities and
Exchange Commission of Brazil (CVM) and the International
BASE RENT 4Q17 4Q17¹ 4Q18
Financial Reporting Standards (IFRS), except the effects This line totaled R$ 195.1 million in the quarter, representing a 5.8% reduction when compared to 4Q17. However,
from the adoption of the pronouncements CPC 19 (R2) and excluding the effects of asset divestments¹, this variation was negative by 0.6%, mainly due to the negative straight-
CPC 36 (R3) – IFRS 10 and 11. lining effect generated by Shopping Estação Cuiabá, which amounted to a negative value of R$ 2.9 million. The mall
generated a negative straight-lining since the straight-lining on the minimum rent revenues are booked based on
Therefore, the adjusted financial information presented the average rent and given the fact that the mall was recently inaugurated and, in the month of December, a double
herein reflects the proportional consolidation of the jointly rent is charged these factors combined led to a more negative straight-lining effect.
controlled companies, as presented prior to the adoption
Although the level of discounts remains above the Company's historical average, in recent quarters we have observed
of said standards, since it is considered by the management
a trend towards a better balance on GLA supply and demand, along with a considerable reduction in the concession of
of the Company as the best way to analyze its operations.
discounts.
The adjusted financial information was not audited and/or
reviewed by the independent auditors and the
reconciliations with the audited financial information in
MALL & MEDIA
accordance with the applicable accounting practices are The Mall & Media line presented a 3.7% reduction compared to the same quarter of the previous year, totaling
available at the end of this document. R$ 48.5 million. Excluding the effects of asset divestments¹, however, the line grew by 0.6% when compared to 4Q17.
Regarding future perspectives, we believe that the digital media panels strategy will be an important revenue growth
driver. In 2018, digital media panels were installed in 11 malls and by the end of the first half of 2019 they should be
present in 3 more malls, allowing for greater value extraction on the Company's Media line.
¹ For the ‘Ex-Divestments’ analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela,
Natal Shopping and Maceió Shopping).
8
4Q
2018
Revenues Earnings
Release
Rents 269,653 282,674 -4.6% 268,488 0.4% 967,515 1,030,164 -6.1% 964,728 0.3%
Parking 80,496 80,442 0.1% 77,010 4.5% 278,737 283,207 -1.6% 266,421 4.6%
Services 29,221 29,118 0.4% 27,965 4.5% 101,946 100,289 1.7% 95,412 6.8%
Key Money 6,772 6,130 10.5% 6,550 3.4% 23,781 29,587 -19.6% 28,789 -17.4%
Transfer Fee 3,607 2,677 34.7% 2,621 37.6% 7,355 6,131 20.0% 6,017 22.2%
Others 2,283 2,043 11.7% 1,912 19.4% 7,799 9,089 -14.2% 8,769 -11.1%
Gross Revenue 392,032 403,084 -2.7% 384,546 1.9% 1,387,133 1,458,467 -4.9% 1,370,136 1.2%
(-)Taxes and Contributions (40,364) (32,532) 24.1% (31,209) 29.3% (120,866) (110,500) 9.4% (103,780) 16.5%
Net Revenue 351,668 370,552 -5.1% 353,337 -0.5% 1,266,267 1,347,967 -6.1% 1,266,356 0.0%
¹ For the ‘Ex-Divestments’ analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD figures, we
also exclude ItaúPower, divested in Mar/17.
9
4Q
2018
Revenues Earnings
Release
Key Money 1.7% 1.5% 0.2 p.p. 1.7% 2.1% -0.4 p.p. The year over year growth deceleration compared to 3Q18 is mainly
due to the tariff readjustment dynamics. There were 9
Transfer Fee 0.9% 0.7% 0.2 p.p. 0.5% 0.4% 0.1 p.p. readjustments made in the fourth quarter of 2017, while tariffs
Others 0.6% 0.5% 0.1 p.p. 0.6% 0.6% -. were increased in only 3 malls in 4Q18. In addition, Shopping Villa-
Lobos had a reduction in vehicle flow due to the overpass problem
Gross Revenue 100.0% 100.0% - 100.0% 100.0% - in the vicinity of the asset.
¹ For the ‘Ex-Divestments’ analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD figures, we also
exclude ItaúPower, divested in Mar/17.
10
4Q
2018
Earnings
SERVICES Costs Release
We reported service revenues of R$ 29.2 million in 4Q18, an increase
of 0.4%, mainly due to the migration of mall employees to the shared
cost structure, which generated an increase in Backoffice services 4Q18 4Q17 % 2018 2017 %
fees.
Payroll (8,264) (6,216) 32.9% (30,957) (25,477) 21.5%
The migration occurred due to the maturing process of the
Backoffice, which now provides more services to the malls, Services Provided (5,537) (5,089) 8.8% (17,011) (19,665) -13.5%
contributing to an increase in revenues, that conversely increased the Common Costs (14,396) (12,548) 14.7% (55,803) (53,723) 3.9%
administrative personnel expenses.
Merchandising Costs (2,780) (2,040) 36.3% (9,550) (9,226) 3.5%
Excluding the effects of assets divestments¹, the increase in service
Other Costs (14,274) (10,633) 34.2% (42,833) (41,424) 3.4%
revenues was of 4.5%, or R$ 1.3 million.
Costs (45,251) (36,526) 23.9% (156,154) (149,515) 4.4%
The leasing fees were also impacted by the portfolio reduction and by
the 38.6% decrease in the number of leased stores compared to Costs Ex Divestments ¹ (45,251) (34,762) 30.2% (156,154) (138,630) 12.6%
4Q17.
During this quarter, costs totaled R$ 45.3 million, 23.9% higher than in 4Q17. In 2018, it posted a 4.4% increase
when compared to 2017. The main changes in the cost were due to the following factors:
KEY MONEY
Key Money revenues in 4Q18 totaled R$ 6.8 million, an increase of PERSONNEL COSTS COMMON COSTS
10.5% when compared to 4Q17. The variation in this line is associated We recorded a 32.9% increase in personnel costs, Common costs presented a positive variation of
with the higher amount of Key Money collected during the quarter as which totaled R$ 8.3 million in 4Q18. The main 14.7% when compared to 4Q17. This growth is
a result of the opening of Shopping Estação Cuiabá on October 23rd, impact was the Personnel Costs line, with the associated with the increase in the number of
2018, and by the slight recovery in the level of Key Money in the entire objective of centralizing controls and processes. special contracts, in which the Company is
portfolio compared to 4Q17. responsible for the tenant’s contributions towards
the condominium.
TRANSFER FEES
Regarding transfer fees, we observed a 34.7% growth when
OTHER COSTS
compared to 4Q17, totaling R$ 3.6 million. The increase is mainly Other costs increased 34.2% compared to 4Q17,
associated with tenant changes that occurred in Shopping Tijuca, mainly due to the implementation of the
which generated revenues of approximately R$ 0.9 million in 4Q18. Company's digital media strategy, which had its
costs concentrated in the quarter.
¹ For the ‘Ex-Divestments’ analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD figures, we also
exclude ItaúPower, divested in Mar/17.
11
4Q
2018
NOI Earnings
Release
¹ After being withheld for a few months, the flow of remittances has been normalized due to common agreement between shareholders.
² For the ‘Ex-Divestments’ analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD figures, we
also exclude ItaúPower, divested in Mar/17.
12
4Q
2018
Top 25 NOI Earnings
Release
¹ Straight Lined NOI (NOI + Base Rent Straight-Lining + Key Money Straight-Lining) regarding brMalls’ interest in each asset.
² Straight-lined Base rents + Mall + Media, excluding discounts.
³ For the ‘Ex-Divestments’ analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the
2017 YTD figures, we also exclude ItaúPower, divested in Mar/17.
13
4Q
2018
Details on main mall variations¹ Earnings
Release
In 4Q17, the mall suffered non-recurring expenses related to a lawsuit in the amount of R $ 1.3 Mall management was able to reduce discount concessions in the period and also reduced the
million. condominium cost that was being charged. Media was also a positive revenue contributor.
The mall NOI increased 13.9% when compared to 4Q17. Sales contributed to this result, Mall is going through a tenant mix qualification strategy which, as a consequence, has reduced
growing 13.1% in the period. The increase in the occupancy rate was another factor that the short term rental revenue and increased the number of special contracts.
contributed positively to a base rent growth of 8.9% over the same period in 2017. Media was
also a positive lever in the period as well as negotiations regarding key money. Another (-) Plaza Niterói:
important factor was the increase in the flow of vehicles of 9.3% in the period. Mall adjusted its rental base, mainly through new leases, that seeked a tenant mix
(+) Mooca: improvement and healthier occupancy cost. Another effect, which was non-recurring, was the
expenses with legal services in 4Q18, which did not occur in the previous year.
Mall is undergoing a strong maturation process. The improvement in the tenant mix with
opening stores, such as Zara, contributed to a 17.9% sales growth and a 37.4% increase in (-) Capim Dourado:
overage rent compared to the same period of the previous year. Another factor was the Mall is still going through a tenant mix qualification process, which led to an increased in the
increase in the flow of vehicles of 6.5% when compared to the same period in 2017. number of special contracts.
(+) Maringá: (-) Villa-Lobos:
The improvement in the tenant mix with the addition of anchor tenants, such as the opening Impacted by a drop in local traffic due to car blockades in the primary area of influence as a
of the Super Muffato supermarket, along with the reduction of discounts concessions by result the overpass in Marginal Pinheiros that collapsed in the vicinity of the asset. The flow of
approximately R$ 0.4 million when compared to 4Q17, contributed to the result of the mall vehicles had a decrease of 13.9% in the period compared to the same period in the previous
that presented sales growth of 30.9% in the period. In addition, new contracts contributed to year.
media revenue as well as sponsorship for the mall's Christmas event.
(-) Independência Shopping:
Going through tenant mix qualification strategy that had a negative impact on the base rent.
In addition, there was a decrease in the occupancy rate levels when compared to the previous
year.
SALES EXPENSES
Sales expenses decreased R$ 47.0 million in the quarter, reducing from R$ 68.3 million in 4Q17 to R$ 21.3 million in 4Q18. The reduction year to date was R$ 140.9 million,
decreasing from R$ 207.8 million in 2017 to R$ 66.9 million in 2018. This reduction is mainly explained by the recovery in the provision for bad debt and by the reduction in the
level of delinquency in the period (as highlighted in the operating indicators section of this release), as a result of the Company’s tenant mix strategy.
4Q18 4Q17 % 2018 2017 %
Provision for Bad Debt and Debt Waiver (14,148) (61,916) -77.1% (41,663) (184,679) -77.4%
Leasing Comission (7,181) (6,386) 12.4% (25,279) (23,104) 9.4%
Sales Expenses (21,329) (68,302) -68.8% (66,942) (207,783) -67.8%
PROVISION FOR BAD DEBT AND DEBT WAIVER
When compared to 4Q17, provisions for bad debt and debt waiver presented a 77.1% (or R$ 47.8 million) reduction and in 2018 this reduction totaled 77.4% (or
R$ 143.0 million). We attribute the reduction of the provision rate to the reduction of the net delinquency rate of tenants during the last quarters.
As explained in the 1Q18 earnings release, as of January 1st, 2018, we began to record the debtors' balances in accordance with the IFRS9 / CPC 48 accounting criteria.
ADMINISTRATIVE EXPENSES
The administrative expenses increased by 73.3% during the quarter and by 50.8% in 2018. The expenditures on wages, charges and benefits increased 33.3% when compared
to 4Q17, mainly due to the headcount increase during the year in order to enable the execution of the undergoing retrofit projects and also due to the adequacy of the
compensation model aligned with the company's momentum.
Another factor, as explained in the service revenues section, was the increase in administrative expenses due to the migration of Backoffice employee’s payroll, which
contributed to a proportional increase in Backoffice service revenues.
Profit sharing expenses increased 310.6% in the quarter. This growth was due to the improvement in the company's goals compared to 2017 and also due to the increase in the
number of employees during 2018, as explained above.
STOCK-BASED COMPENSATION
The R$ 1.8 million (or 213.5%) growth presented in stock-based compensation expenses during the quarter is explained by the increase in the Performance Factor of the long-
term incentive plan, as a result of the performance of BRML3 versus its peers. In 2018, however, there was a decrease of 76.2% in this expense line due to the lower impact of
the new long-term incentive plan, which currently has 2 active grants, approved in June/2017 and June/2018, respectively, compared to the old stock option plan.
SERVICES HIRED
Services hired increased by 22.6% in the quarter when compared to 4Q17. The increase is partly explained by the consulting firm hired by R$ 2.5 million to assist in the
company’s long term strategic plan.
OTHER EXPENSES
The negative variation from 4Q17 to 4Q18 in other expenses is explained by two main non-recurring effects: i) In 4Q17, reversals of civil contingencies positively impacted
expenses by approximately R$ 7.2 million; ii) In 4Q18, civil and labor contingencies negatively impacted expenses by approximately R$ 7.2 million.
16
4Q
2018
EBITDA Earnings
Release
During this quarter, Adjusted EBITDA totaled R$ 235.0 million, a 4Q18 4Q17 % 2018 2017 %
negative variation of 0.2% when compared to 4Q17. In 2018, Net Revenue 351,668 370,552 -5.1% 1,266,267 1,347,967 -6.1%
the indicator grew by 4.3%, or R$ 38.0 million.
(-) Costs and Expenses (113,097) (123,400) -8.3% (368,860) (469,679) -21.5%
The Adjusted EBITDA margin totaled 66.8%, 3.3 p.p. above the (+) Depreciation and Amortization 4,623 4,252 8.7% 17,402 16,840 3.3%
margin presented in 4Q17. Excluding the effects of assets (+) Other Operating Revenues 830,972 (1,237,217) -167.2% 772,312 (1,812,886) -142.6%
divestments¹, Adjusted EBITDA increased by 6.0% margin (+) Revenue Based on Equity Revenue (3,498) - - (2,079) - -
increased by 4.1 p.p.
EBITDA 1,070,668 (985,813) -208.6% 1,685,042 (917,758) -283.6%
In 2018 our Adjusted EBITDA margin registered 72.2%, 7.2p.p. (+) Araguaia Debenture 1,786 - - 6,328 1,689 274.7%
above the 2017 margin. Excluding the effects of assets (+) Investment Properties Tax Effect (837,481) 1,221,211 -168.6% (777,395) 1,792,065 -143.4%
divestments¹, Adjusted EBITDA grew by 11.5% and the margin
Adjusted EBITDA 234,973 235,398 -0.2% 913,975 875,996 4.3%
improved 7.4 p.p.
Margin % 66.8% 63.5% 3.3 p.p. 72.2% 65.0% 7.2 p.p.
Our Adjusted EBITDA margin was positively impacted by Adjusted EBITDA Ex Divestments ¹ 234,973 221,697 6.0% 913,975 819,777 11.5%
provisions for bad debt, which decreased by 77.1% when
compared to 4Q17. Margin % 66.8% 62.7% 4.1 p.p. 72.2% 64.7% 7.4 p.p.
¹ In order to calculate the Ex Divestments analysis, we deducted the divested assets’ (mentioned on previous pages) NOI and provisions for bad debt and debt waiver.
17
4Q
2018
Financial result Earnings
Release
Revenues 4Q18 4Q17 % 2018 2017 %
The cash financial result recorded a net expense of R$ 43.9 million, 33.1% lower than
Financial Investments 16,590 23,208 -28.5% 86,304 89,426 -3.5%
that presented in 4Q17. The main factors responsible for this impact are described
FX Variation 28 1,198 -97.7% 5,842 164,191 -96.4%
below:
Swap Curve - 13,478 -100.0% 736 265,465 -99.7%
FINANCIAL INVESTMENTS Swap mark to market 2,494 2,336 6.8% 5,508 119,865 -95.4%
Revenues from financial investments decreased by 28.5%, amounting to R$ 16.6 Others 9,208 3,796 142.6% 19,519 12,785 52.7%
million. This variation is associated with the reduction of the Company’s cash position, Total 28,320 44,016 -35.7% 117,909 651,732 -81.9%
mainly due to the investment of approximately R$ 300 million in the share buyback
program in 2018 and the higher CAPEX, with the opening of Shopping Estação Cuiabá Despesas 4Q18 4Q17 % 2018 2017 %
and Redevelopments. In addition, the total cash return was influenced by the
reduction in interest rates (CDI) in the period. Interest (67,456) (78,278) -13.8% (298,476) (337,670) -11.6%
FX Variation (52) (15,517) -99.7% (129) (143,800) -99.9%
INTEREST Swap Curve (386) (4,157) -90.7% (13,516) (349,081) -96.1%
Interest expenses decreased by 13.8% in the quarter, totaling R$ 67.5 million. The Swap mark to market (1,529) (2,400) -36.3% (5,117) (105,445) -95.1%
reduction in interest expenses is mainly due to the 16.2% reduction in the Company's Others (1,859) (9,420) -80.3% (11,663) (25,501) -54.3%
gross debt and the liability management efforts conducted throughout the year Total (71,282) (109,772) -35.1% (328,901) (961,497) -65.4%
whereby the TR linked debt was renegotiated, reducing its average cost in 0.9p.p.
SWAP CURVE Financial Result (42,962) (65,756) -34.7% (210,992) (309,765) -31.9%
The Citi 4131 and JP Morgan 4131 debt swaps negatively affected 4Q17 results.
After the amortization of these debts, their effects are no longer reflected on the Cash Financial Result (43,927) (65,692) -33.1% (211,384) (324,185) -34.8%
swap curve line.
Adjusted Net Income totaled R$ 162.8 million in 4Q18, representing a 26.0% increase over the adjusted net income reported in 4Q17. In 2018, the increase was of 37.7%
(or R$ 154.0 million). The main contributions to the growth of the adjusted net income came from the cash financial result, which improved by 33.1% compared to 4Q17,
the tenant mix strategy that consequently decreased the level of provisions for doubtful accounts and the tax benefit from the interest on capital distributed.
During the same period, adjusted FFO (AFFO) amounted to R$ 167.5 million, a 25.4% increase when compared to the same quarter of the previous year. AFFO margin
reached 47.6%, 11.6 p.p. above the 4Q17 margin. During the year, AFFO increased by 36.3% to R$ 580.6 million.
The combination of provision for doubtful accounts improvement with liability management efforts enabled the Company to present an AFFO of R$ 580.6 million in
2018, the largest AFFO in its history, even after the sale of some assets.
As one of the Company's main goals that reflects the value generated for our shareholders, AFFO per share¹ presented a 33.3% growth in 4Q18 and 30.8% in the year.
Among the main factors that explain the variation are the improvement in operating margin, liability management efforts, as well as the investment in the share
repurchase program.
19
4Q
2018
Capital structure Earnings
Release
4Q18 3Q18 4Q17
Debt and DEBT AMORTIZATION SCHEDULE (R$ MILLION)
Avg. Cost
Swaps Average
Cash Position 935,319 1,002,343 1,700,814 per year Debt Balance
Index Indices Duration
(Debt & (R$ Thousand)
Exposure (% (Years)
Swaps) ¹
of the total) 582
Average Yield (% of CDI) 100.4% 100.0% 100.5%
417 452
390 372
TR 8.9% 59.2% 1,654,883 3.2
Gross Debt (R$ thousand) 2,796,551 2,847,402 3,338,172 261
160 162
Duration (years) 3.1 3.2 3.6
CDI 7.6% 19.6% 546,683 3.6
Average Cost 8.8% 9.2% 9.2%
2019 2020 2021 2022 2023 2024 2025 2026
IPCA 10.5% 20.6% 576,690 2.7 onwards
Net Debt (R$ thousand) 1,861,232 1,872,059 1,637,358
Net Debt / annualized quarter Adjusted EBITDA 12M / Financial Net Net Debt / LTM Adjusted EBITDA ²
2.0x 2.1x 1,7x IGP-M 16.7% 0.6% 17,470 2.1
Adjusted EBITDA Debt 4.4x
4.3x
4.6x5.0x 4.0x
Net Debt / LTM Adjusted 4.0x
2.0x 2.0x 1,9x Fixed 3.5% 0.0% 823 0.1
EBITDA 2.8x 3.0x 2.0x
3.5x 2.5x 2.3x 1.9x
1.9x 2.0x
Adjusted EBITDA LTM / Net
4.6x 3.8x 2,8x Total 8.8% 100.0% 2,796,551 3.1 1.5x 1.0x
Financial Expense
4Q14 4Q15 4Q16 4Q17 4Q18 4Q14 4Q15 4Q16 4Q17 4Q18
By the end of the fourth quarter of 2018, our gross debt totaled R$ 2,796.6 million, down 16.2% versus the previous year, or 2.7% below 3Q18. When compared to 4Q17, the reduction in the gross debt
balance occurred due to the amortization of the Citi 4131, JP Morgan 4131 and part of the amortization of Debenture Series II debts.
The Company ended the fourth quarter with a cash position of R$ 935.3 million, a 45.0% reduction when compared to 4Q17 and a 6.7% reduction compared to 3Q18. The year-over-year change is
mainly explained by the investment of approximately R$ 300 million in the share repurchase program, the increase in stake in the Alvear portfolio with an investment of approximately R$ 190 million
(1st of 3 installments), also the investment in the recently opened greenfield, Shopping Estação Cuiabá, which opened in October, 2018 and the interest on capital distributed in December, 2018,
totaling R$ 70 million. The quarterly reduction is mainly explained by the amortization schedule of the Company's debts and the payment of Interest on Capital as mentioned previously.
As a result, we reported a net debt of R$ 1,861.2 million in 4Q18, which represents a reduction of 0.6% compared to 3Q18, maintaining the Net Debt / LTM Adjusted EBITDA level stable at 2.0x in 4Q18.
The liability management efforts conducted in 2018 was one the main factors that led to an interest expense reduction, after a 0.9p.p. reduction at the TR linked debt average cost. As a result of the
fortress balance sheet , Fitch upgraded the Company’s local rating in September, 2018, to the highest level (AAA).
As a subsequent event, in March 2019, the Company approved the 7th issue of simple, non-convertible, single series debentures in the total amount of at least R$ 500 million and a maximum of R$ 600
million with a maturity of 6 years from the issue date. The rate to be paid is 107.5% of the CDI p.a., the interest payment will be semi-annual and the principal will be amortized in a single installment,
on the maturity date.
¹ Fixed interest based on the index’s LTM performance.
² The covenants did not consider the perpetual bond until 1Q17, therefore the leverage calculated for covenant purpose was lower than the presented in the chart above, and also lower than the 3.8x covenant limit.
20
4Q
2018
Historical financial performance Earnings
Release
R$ MILLION 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 CAGR ('06 - '18) 4Q18
Gross Revenue 97.4 222.7 350.0 439.3 595.2 931.5 1220.2 1411.7 1508.1 1566.1 1480.5 1458.5 1387.1 24.8% 392.0
Services 6.3 25.2 28.0 35.1 51.1 74.9 85.8 94.5 95.4 98.4 89.3 100.3 101.9 26.1% 29.2
Net Revenues 91.1 207.0 319.0 392.6 546.4 861.5 1,123.6 1,303.7 1,395.2 1,446.8 1,370.3 1,348.0 1,266.3 24.5% 351.7
NOI 73.7 171.2 287.6 362.1 485.9 772.8 1,035.2 1,207.2 1,297.3 1,348.0 1,255.2 1,200.2 1,125.5 25.5% 316.9
NOI Margin 80.9% 86.7% 90.4% 91.9% 89.3% 90.2% 91.3% 91.7% 91.8% 91.8% 90.2% 88.4% 87.6% * 87.3%
Adjusted EBITDA 58 140 243 327 431 685 910 1,055 1,120 1,153 1,016 876 914 25.9% 235.0
Adjusted EBITDA Margin 63.4% 67.8% 74.9% 75.3% 81.4% 79.5% 81.0% 81.0% 80.3% 79.7% 74.2% 65.0% 72.2% * 66.8%
Adjusted FFO 39.7 78.8 139.2 233.0 285.0 331.0 420.2 497.0 469.5 413.2 299.3 425.9 580.6 25.1% 167.5
Adjusted FFO Margin 43.6% 38.1% 43.6% 59.3% 52.2% 38.4% 37.4% 38.1% 33.7% 28.6% 21.8% 31.6% 45.8% * 47.6%
Adjusted FFO per share - 0.17 0.28 0.43 0.47 0.50 0.62 0.73 0.65 0.60 0.43 0.52 0.68 13.4% 0.20
Adjusted Net Income 32.1 -3.0 56.3 284.4 263.7 308.9 409.5 487.0 459.3 402.9 279.9 409.1 563.2 27.0% 162.8
Adjusted Net Income Margin 35.2% -1.4% 17.6% 72.4% 48.3% 35.9% 36.4% 37.4% 32.9% 27.8% 20.4% 30.3% 44.5% * 46.3%
Total GLA (m²) 212,776 872,336 984,131 1,032,586 1,197,146 1,433,524 1,620,625 1,688,603 1,690,953 1,638,072 1,645,672 1,445,536 1,492,642 17.6% 1,492,642
Added GLA (m²) - 659,560 111,795 48,455 164,560 236,378 187,101 67,978 2,351 -52,881 7,600 -200,136 47,106 * 47,106
580,6 0,68
1125.5
914.0
0.17
57.7 39.7
73.7
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
2006
2007
2008
2009
2010
2011
2012
2013
2014
2015
2016
2017
2018
21
4Q
2018
Operational indicators Earnings
Release
129
123
117 108
106 106 106 105 104 100
102 102 91 92 93 92
89 88
4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18
¹ Considers base rent and key money straight-lining and the company’s consolidated number.
22
4Q
2018
Operational indicators Earnings
Release
13.9%
12.8% 96.5% 96.7%
96.2% 96.1% 96.2% 96.1% 96.3%
10.8%
9.5% 9.6% 9.6% 95.2%
94.7%
7.3% 7.8%
6.4% 6.1%
5.5%
4.8%
4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18
Late Payments (monthly average) Net Late Payments
23
4Q
2018
Operational indicators Earnings
Release
OCCUPANCY COST
11.8% 11.6%
11.2% 11.2% 11.2% 10.8%
10.7% 10.3% 10.0%
4Q 2015-18
4Q15 1Q16 2Q16 3Q16 4Q16 1Q17 2Q17 3Q17 4Q17 1Q18 2Q18 3Q18 4Q18 ∆
Average
SSS (%) 0.9% 1.2% -1.7% -0.6% -0.6% 0.4% 5.3% 4.6% 1.6% 2.7% -1.3% 2.5% 3.7% 1.4% 2.3 p.p.
SSR (%) 6.4% 7.4% 2.2% 2.6% 5.3% 6.5% 7.5% 4.3% 1.7% 0.4% -1.1% 3.3% 4.9% 4.6% 0.3 p.p.
Sales/m² 1,537 1,126 1,165 1,155 1,546 1,144 1,249 1,233 1,583 1,200 1,241 1,266 1,635 1,575 3.8%
NOI/m² 137 109 105 107 129 106 102 102 123 106 106 105 117 127 -7.9%
Occupancy Cost (% Sales) 10.3% 12.1% 11.3% 11.7% 10.7% 11.8% 11.2% 11.2% 10.3% 11.6% 11.2% 10.8% 10.0% 10.3% -0.3 p.p.
Late Payments (monthly average) 5.6% 7.9% 8.9% 9.3% 12.8% 13.9% 10.8% 9.5% 9.6% 9.6% 7.8% 6.4% 6.1% 8.5% -2.4 p.p.
Net Late Payments 1.9% 5.7% 4.8% 3.7% 5.5% 7.3% 1.6% 1.7% 1.3% 4.8% 1.7% 0.8% 0.4% 2.3% -1.9 p.p.
Occupancy (%) 96.9% 96.8% 95.8% 95.5% 96.2% 96.1% 94.7% 95.2% 96.2% 96.5% 96.1% 96.3% 96.7% 96.5% 0.2 p.p.
Tenant Turnover 4.6% 5.1% 4.9% 5.3% 6,6% 7.0% 7.4% 8.0% 9.1% 8.5% 7.6% 8.8% 7.6% 7.1% 0.5 p.p.
24
4Q
2018
Operational performance Earnings
Release
Sales 4Q18¹ Sales 4Q17¹ % Sales 2018² Sales 2017² % Sales/m² 4Q18² Occupancy Rate 4Q18³
1 Plaza Niterói 334,568 326,590 2.4% 1,093,476 1,063,826 2.8% 2,724 98.5%
2 Tijuca 302,277 293,740 2.9% 973,077 958,749 1.5% 2,977 99.3%
3 NorteShopping 429,807 417,904 2.8% 1,383,284 1,370,092 1.0% 2,121 98.6%
4 Tamboré 242,481 223,305 8.6% 777,049 719,812 8.0% 1,717 98.5%
5 Uberlândia 234,980 226,673 3.7% 777,015 755,970 2.8% 1,495 98.4%
6 Londrina 230,008 209,065 10.0% 736,409 686,291 7.3% 1,492 97.9%
7 Shopping Recife 503,860 484,944 3.9% 1,624,476 1,603,951 1.3% 2,180 98.3%
8 Mooca 220,673 187,127 17.9% 644,797 597,050 8.0% 1,845 99.3%
9 Estação 124,287 117,002 6.2% 404,206 387,715 4.3% 1,569 98.0%
10 Campo Grande 193,657 171,219 13.1% 609,589 562,338 8.4% 1,666 98.9%
11 Villa-Lobos 174,335 184,469 -5.5% 602,999 614,244 -1.8% 2,119 98.0%
12 Metrô Santa Cruz 128,236 121,192 5.8% 449,221 434,122 3.5% 2,396 99.6%
13 Campinas Shopping 102,927 99,145 3.8% 335,198 337,731 -0.8% 1,377 94.5%
14 Independência Shopping 106,652 108,008 -1.3% 339,458 339,707 -0.1% 1,597 96.0%
15 Del Rey 162,808 158,006 3.0% 511,454 514,152 -0.5% 1,595 97.6%
16 Estação BH 149,446 133,290 12.1% 481,831 421,661 14.3% 1,443 98.5%
17 São Bernardo 136,629 131,343 4.0% 434,664 413,026 5.2% 1,145 95.8%
18 Jardim Sul 164,194 154,890 6.0% 526,594 510,483 3.2% 2,053 98.3%
19 Maringá 124,051 94,777 30.9% 381,605 304,029 25.5% 1,370 98.3%
20 Goiânia 140,969 124,681 13.1% 454,908 421,203 8.0% 1,890 98.4%
21 Shopping Piracicaba 175,308 161,342 8.7% 563,625 528,731 6.6% 1,359 98.6%
22 Capim Dourado 97,734 90,201 8.4% 311,460 285,172 9.2% 952 97.9%
23 Amazonas Shopping 240,735 227,082 6.0% 755,976 714,534 5.8% 2,232 98.8%
24 Ilha Plaza 115,094 111,948 2.8% 356,355 347,814 2.5% 1,859 96.6%
25 Shopping Curitiba 97,313 88,443 10.0% 305,755 304,246 0.5% 1,568 96.1%
Total Top 25 4,933,029 4,646,386 6.2% 15,834,481 15,196,649 4.2% 44,740 98.0%
Divested Assets ⁴ - 633,417 - - 2,390,172 - - -
Others 1,610,061 1,428,421 12.7% 4,964,470 4,659,051 6.6% - -
BRMALLS Total 6,543,090 6,708,224 -2.5% 20,798,951 22,245,872 -6.5% 1,635 96.7%
Total Ex-Divested Assets 6,543,090 6,074,807 7.7% 20,798,951 19,989,036 4.1%
TOP15/Total 3,491,556 3,328,389 4.9% 11,261,708 10,945,750 2.9% 1,934 98.1%
TOP20/Total 4,206,845 3,967,370 6.0% 13,541,310 13,016,152 4.0% 1,809 98.0%
TOP25/Total 4,933,029 4,646,386 6.2% 15,834,481 15,196,649 4.2% 44,740 98.0%
* 4Q18 same store sales indicator does not include Shopping Estação Cuiabá.
¹ In order to adapt our indicator base to the ABRASCE (Brazilian Shopping Center Association) criteria, from 2Q18 onwards we will classify the stores in segments according to GLA (m²). Therefore: Anchors
(>1,000 m²), Semi Anchors (500 to 999 m²), Megastore (250 to 499 m²) and Satellites (<250 m²). The values presented here for the 4Q17 SSS and SSR were adjusted to the new criteria in order to allow for a
fair comparison with the 4Q18 results, and therefore will differ by segment from the values presented in the 4Q17 Earnings Release.
² For the ‘Ex-Divestments’ analysis, we exclude the divested assets in Dec/17 (Minas Shopping, Granja Vianna, Shopping Paralela, Natal Shopping and Maceió Shopping), and for the 2017 YTD figures, we also
exclude ItaúPower, divested in Mar/17.
26
4Q
2018
Leasing activity Earnings
Release
1Q 2Q 3Q 4Q
52.9%
New Tenants in Existing Malls 322 560 -42.5%
27
4Q
2018
Projects under development Earnings
Release
We currently have on greenfield project in the pipeline, Shopping Cascavel, which is currently being leased and constructions will resume in a more advanced stage of the leasing process.
Further information will be disclosed when constructions resume. Below is the total gross CAPEX schedule for Shopping Estação Cuiabá, our greenfield that opened in October, 23rd, 2018.
22.7 405.4
35.5
347.2
During the quarter, the Company invested a total of R$ 95.5 million, mainly allocated towards greenfield projects and redevelopment & maintenance. The Company also allocated part
of its resources to the investment in internal processes and systems.
28
4Q
2018
Retrofits Earnings
Release
In 3Q17, we announced 5 retrofit projects (NorteShopping, Villa Lobos, Tijuca, Plaza Niterói and Uberlândia). In 2018, part of the construction’s scope was concluded and we will
continue with the interventions which are expected to end by 2021 in line with the projects’ schedule.
The investment of approximately R$ 400 million towards the retrofit of 10 of our main assets over the next 5 years will be key to strengthen and increase the attractiveness of
these malls to consumers. Below, we disclose further details on each project:
NorteShopping: Constructions started in 2017 with the replacement of the mall’s floor, handrails on the second floor and the parking lot’s roof and ambience. The project also
includes a small expansion that aims to expand the mall’s culinary variety.
Villa Lobos, Tijuca, Plaza Niterói and Uberlândia: Conceptual projects approved, with partial deliviries (bathrooms and layout tests).
In addition to these 5 projects, we initiated the planning phase for Metrô Santa Cruz, Estação Curitiba and Shopping Tamboré. These assets will already have partial construction
deliveries in 2019. We are also evaluating potential expansions and redevelopments in order to generate value in areas where performance has been subpar.
Before After
29
4Q
2018
Capital markets and stock performance Earnings
Release
brMalls’ common stock is traded in the Novo Mercado listing segment of the São Paulo Stock Exchange (B3), under the ticker BRML3. The company also has a level I ADR program
under the ticker BRMLL. In relation to our stock (BRML3), it ended the fourth quarter of 2018 being traded at R$13.07, a 2.7% increase since the beginning of the year.
During the quarter, our ADTV posted a 22.8% increase in relation to 4Q17, totaling R$ 95.5 million. Our average daily number of trades was 19.772 daily orders, 48.3% above
4Q17.
The company announced in March/2018 a share buyback program. The program will remain active for the period of up to 12 months and can reach up to 4.76% of total
outstanding shares, representing approximately R$ 500 million. By the end of 4Q18, the company held in Treasury 29,604,000 shares of its own issue, which were acquired by a
total investment of R$303.0 million with an average price of R$ 10.24 per share.
4Q18 ¹ 4Q17 ¹ %
140.0 180.00
R$ Million
Outstanding Shares 842,262,078 870,947,249 -3.3% 160.00
120.0
Average Share Price (R$) 12.05 12.93 -6.8% 140.00
100.0
Share Price - end of period (R$) 13.07 12.73 2.7% 120.00
Average Daily Traded Volume (R$ million) 95.53 77.80 22.8% 60.0 80.00
60.00
Average Number of Trades 19,772 13,336 48.3% 40.0
40.00
20.0
20.00
BRML3 – Weight on Main Indices (Dec/18)
0.0 0.00
Jan-18 Feb-18 Mar-18 Apr-18 May-18 Jun-18 Jul-18 Aug-18 Sep-18 Oct-18 Nov-18 Dec-18
IBOVESPA IBrX-50 IBrX IGC-NM ITAG IMOB MSCI Brazil
Average Daily Traded Volume (30 days) BRML3 Ibovespa
0.8% 0.8% 0.7% 0.9% 0.7% 21.6% 0.9%
¹ Share price and total number of shares were adjusted to reflect the stock-bonuses in 2016 and 2017.
30
4Q
2018
Capital markets and stock performance Earnings
Release
During the fourth quarter of 2018, our investor base remained highly diversified in terms of region and
origin.
Contacts and
Region 4Q18 4Q17 4Q16 4Q15 IR Team
Frederico Villa
USA 25.5% 27.2% 29.5% 43.1% CFO
Derek Tang
Brazil 45.3% 41.2% 36.7% 27.2% Corporate Finance & IR Director
Marina Coelho
Europe 10.2% 11.4% 12.1% 14.2%
Coordinator
31
4Q
2018
Appendix I - Our portfolio Earnings
Release
Shopping Estado Ano de Inauguração ABL Total % ABL Próprio Serviços Prestados
By the end of the fourth quarter of 2018, Amazonas Shopping AM 1991 34.214 34,1% 11.667 Admin./ Comerc./BO
Shopping Vila Velha ES 2014 71.768 50,0% 35.884 Admin./ Comerc./BO
brMalls held ownership interest in 40 malls,
Goiânia Shopping GO 1995 22.252 49,2% 10.941 Admin./ Comerc./BO
which combined represent a GLA of 1,492.6 Araguaia Shopping GO 2001 21.758 50,0% 10.879 -
thousand m² and owned GLA of 949.6 thousand São Luís Shopping MA 1999 54.890 15,0% 8.234 Comercialização
m². It holds an average ownership interest in Rio Anil MA 2010 37.760 50,0% 18.880 Admin./ Comerc.
these malls of 63.6%. Center Shopping Uberlândia MG 1992 52.686 51,0% 26.870 Admin./ Comerc./BO
Shopping Del Rey MG 1991 37.032 65,0% 24.071 Admin./ Comerc./BO
Independência Shopping MG 2008 23.941 83,4% 19.967 Admin./ Comerc./BO
In 4T18 the Company held a 100% interest in 10
Shopping Sete Lagoas MG 2010 17.942 70,0% 12.560 Admin./ Comerc./BO
malls in its portfolio and currently provides Estação BH MG 2012 33.982 60,0% 20.389 Admin./ Comerc./BO
services to 37 of its 40 malls. Of the malls in its Shopping Contagem MG 2013 34.942 51,0% 17.821 Admin./ Comerc./BO
portfolio, the Company provides leasing Shopping Campo Grande MS 1989 39.213 70,9% 27.808 Admin./ Comerc./BO
services to 37 and management services to 34, Shopping Estação Cuiabá MT 2018 47.106 75,0% 35.330 Admin./ Comerc./BO
while 32 are served by our Backoffice (BO). Shopping Recife PE 1980 75.213 31,1% 23.357 Adm. Compartilhada/ Comerc.
Shopping Estação PR 1997 54.716 100,0% 54.716 Admin./ Comerc./BO
Additionally, the company manages and leases
Catuaí Shopping Londrina PR 1990 63.089 93,0% 58.672 Admin./ Comerc./BO
Shopping Recreio in Rio de Janeiro. The 1996 49,0%
Shopping Curitiba PR 22.920 11.231 Admin./ Comerc./BO
Company’s malls have, combined, Catuaí Shopping Maringá PR 2010 32.329 100,0% 32.329 Admin./ Comerc./BO
approximately 7 thousand stores and receives Londrina Norte Shopping PR 2012 32.992 100,0% 32.992 Admin./ Comerc./BO
millions of visitors each year. Plaza Niterói RJ 1986 44.049 100,0% 44.049 Admin./ Comerc./BO
Shopping Tijuca RJ 1996 35.565 100,0% 35.565 Admin./ Comerc./BO
As a subsequent event, on February 25th, 2019, Norteshopping RJ 1986 77.908 74,5% 58.041 Admin./ Comerc./BO
Ilha Plaza Shopping RJ 1992 21.619 51,0% 11.026 Admin./ Comerc./BO
the Company announced the sale of its 70.0%
Top Shopping RJ 1996 25.768 50,0% 12.884 Comercialização
stake in Shopping Sete Lagoas, located in the Via Brasil Shopping RJ 2011 30.680 49,0% 15.033 -
city of Sete Lagoas, state of Minas Gerais. The Casa & Gourmet Shopping RJ 1994 7.137 100,0% 7.137 Admin./ Comerc./BO
transaction reinforces the Company's Plaza Macaé RJ 2008 22.694 45,0% 10.212 Admin./ Comerc./BO
commitment to the recycling portfolio strategy Shopping Iguatemi Caxias do Sul RS 1996 30.324 45,5% 13.797 Admin./ Comerc./BO
and capital allocation in order to generate value Shopping Tamboré SP 1992 49.835 100,0% 49.835 Admin./ Comerc./BO
Shopping Metrô Santa Cruz SP 2001 19.165 100,0% 19.165 Admin./ Comerc./BO
for its shareholders.
Campinas Shopping SP 1994 34.566 100,0% 34.566 Admin./ Comerc./BO
Shopping Villa-Lobos SP 2000 26.806 58,4% 15.660 Admin./ Comerc./BO
brMalls is the largest shopping mall company in Shopping Piracicaba SP 1987 43.431 36,9% 16.026 Admin./ Comerc./BO
Brazil with a nationwide presence that caters to Mooca Plaza Shopping SP 2011 41.964 60,0% 25.178 Admin./ Comerc./BO
different income segments. Osasco Plaza Shopping SP 1995 13.844 39,6% 5.482 Comercialização
Jardim Sul SP 1990 30.800 60,0% 18.480 Admin./ Comerc./BO
Shopping ABC SP 1996 46.285 1,3% 602 -
São Bernardo Plaza Shopping SP 2012 42.880 60,0% 25.728 Admin./ Comerc./BO
Capim Dourado TO 2010 36.575 100,0% 36.575 Admin./ Comerc./BO
1.492.642 63,6% 949.639
32
Appendix II - Glossary
A
Adjusted EBITDA: EBITDA + Shopping Araguaia profit-sharing Changes in fair value are accounted for directly in the income O
debenture revenues – other operating revenues from investment statement, but are adjusted for in the adjusted EBITDA and adjusted Occupancy Cost as a Percentage of Sales: Rent revenues (minimum
property. FFO. The Company has a quarterly process to monitor events that rent + % overage) + common charges (excluding specific tenant
may indicate the need to review the estimates of fair value, such as costs) + merchandising fund contributions (this item should be
Adjusted FFO (Funds From Operations): Adjusted net income project openings, the acquisition of additional interests or analyzed from the tenant’s point of view).
(excluding exchange rate variations and Law 11,638 effects) + divestment of partial interests in malls, significant variations in the
depreciation + amortization + straight-lining effects – other performance of malls in comparison with the respective budgets, Occupancy Rate: Total leased and occupied GLA as a percentage of
operating revenues and deferred taxes from investment property. changes in the macroeconomic scenario, etc. If such indications are total leasable GLA.
identified, the Company adjusts its estimates to reflect any
Average GLA (Rent/m², NOI/m² and Sales/m²): Does not include variations in the result of each period. The assumptions used to Owned GLA: GLA multiplied by our ownership stake.
27,921 m² of GLA from the Convention Center located in Shopping calculate the fair value of the investment properties were reviewed
Estação. In the average GLA used for rent/m², we do not consider by independent auditors and by the Audit Committee. S
owned GLA for Araguaia Shopping, since its revenues are recognized Same store sale (SSS): Sales figures for the same stores that were
via debenture payments. L operating in the same space in both periods.
Late Payment: Measured on the last day of each month, includes
E total revenues in that month over total revenues effectively Same store rent (SSR): Rent figures for the same stores that were
EBITDA (Earnings Before Interest, Taxes, Depreciation and collected in the same month. It does not include inactive stores. operating at the same space in both periods.
Amortization): refers to gross income - SG&A + depreciation +
amortization. Law 11,638: Law 11,638 was enacted with the purpose of including T
publicly-held Brazilian companies in the international accounting Tenant Turnover: sum of new contract GLA negotiated in the last 12
G convergence process. The 4Q08 financial and operating figures will months – the GLA variation for unoccupied stores in the last 12
Gross Leasable Area or GLA: Sum of all areas in a shopping mall that be impacted by certain accounting effects due to the changes months/ average GLA in the last 12 months.
are available for lease, except for kiosks. arising from Law 11,638/07.
I Leasing Status: GLA that has been approved and/or signed divided
Investment Properties: Investment properties comprise sites and by the projects total GLA.
buildings in shopping malls held to earn rent and/or for capital
appreciation purposes, and are recognized at their fair value. They N
are appraised by internal specialists using a proprietary model based Net Operating Income or NOI: Gross revenue (less service revenue) -
on their history of profitability and discounted cash flow at market costs + and presumed credit PIS/COFINS + Araguaia Debenture.
rates. At least once every six months on the balance sheet dates we
carry out reviews to assess changes in the balances recognized.
33
4Q
2018
Appendix III – Debt profile Earnings
Release
Sales, General and Administrative Expenses (63,521) (80,512) -21.1% 298 (2,110) (63,223) (82,622) -23.5%
Sales Expenses (21,840) (66,231) -67.0% 511 (2,071) (21,329) (68,302) -68.8%
Personnel Expenses (27,384) (15,101) 81.3% (2) (11) (27,386) (15,112) 81.2%
Services Hired (5,052) (4,116) 22.7% (17) (20) (5,069) (4,136) 22.6%
Other Expenses (9,245) 4,934 - (194) (6) (9,439) 4,928 -
Depreciation (164) (147) 11.6% - - (164) (147) 11.6%
Amortization (4,459) (4,104) 8.7% - (1) (4,459) (4,105) 8.6%
Financial Income (42,478) (64,496) -34.1% (484) (1,260) (42,962) (65,756) -34.7%
Financial Revenues 28,111 43,698 -35.7% 209 318 28,320 44,016 -35.7%
Financial Expenses (70,589) (108,194) -34.8% (693) (1,578) (71,282) (109,772) -35.1%
Revenue based on Equity Revenue 12,872 7,211 78.5% (16,370) (7,211) (3,498) - -
Other Operational Revenues 812,963 (1,217,983) -166.7% 18,009 (19,234) 830,972 (1,237,217) -167.2%
Operating Income 1,007,150 (1,041,431) -196.7% 15,933 (14,390) 1,023,083 (1,055,821) -196.9%
-196.7% -196.9%
Income before Income Taxes and Minority Interest 1,007,150 (1,041,431) 15,933 (14,390) 1,023,083 (1,055,821)
Income Tax and Social Contribution Provision (6,515) (21,059) -69.1% (1,882) (2,344) (8,397) (23,403) -64.1%
Deferred Taxes (216,454) 341,959 - (14,031) 16,762 (230,485) 358,721 -
Non-controlling Shareholder Interest (56,447) 68,061 - (20) (27) (56,467) 68,034 -
Net Income/Loss 727,734 (652,469) - - - 727,734 (652,469) -
35
4Q
2018
Appendix V – Financial statements Earnings
Release
INCOME STATEMENT-ACCOUNTING AND ADJUSTED FINANCIAL INFORMATION
Sales, General and Administrative Expenses (192,730) (292,557) -34.1% (2,574) (10,767) (195,304) (303,324) -35.6%
Sales Expenses (64,812) (197,155) -67.1% (2,130) (10,628) (66,942) (207,783) -67.8%
Personnel Expenses (96,470) (88,294) 9.3% (15) (41) (96,485) (88,335) 9.2%
Services Hired (14,363) (9,443) 52.1% (66) (67) (14,429) (9,510) 51.7%
Other Expenses (17,085) 2,335 - (363) (31) (17,448) 2,304 -
Depreciation (628) (588) 6.8% - (52) (628) (640) -1.9%
Amortization (16,772) (16,199) 3.5% (2) (1) (16,774) (16,200) 3.5%
Financial Income (207,847) (307,838) -32.5% (3,145) (1,927) (210,992) (309,765) -31.9%
Financial Revenues 117,421 650,387 -81.9% 488 1,345 117,909 651,732 -81.9%
Financial Expenses (325,268) (958,225) -66.1% (3,633) (3,272) (328,901) (961,497) -65.8%
Revenue based on Equity Revenue 34,619 (13,026) - (36,698) 13,026 (2,079) - -
Other Operational Revenues 755,384 (1,735,311) - 16,928 (77,575) 772,312 (1,812,886) -
Operating Income 1,433,611 (1,224,132) - 23,037 (20,231) 1,456,648 (1,244,363) -
- -
Income before Income Taxes and Minority Interest 1,433,611 (1,224,132) 23,037 (20,231) 1,456,648 (1,244,363)
Income Tax and Social Contribution Provision (79,096) (83,029) -4.7% (8,231) (9,080) (87,327) (92,109) -5.2%
Deferred Taxes (250,925) 431,010 - (14,691) 29,414 (265,616) 460,424 -
Non-controlling Shareholder Interest (89,503) 79,870 - (115) (102) (89,618) 79,768 -
Net Income/Loss 1,014,087 (796,281) - - - 1,014,087 (796,281) -
36
4Q
2018
Balance sheet (assets) Earnings
Release
Fixed Assets
Investments 389,463 374,787 3.9% (387,821) (374,787) 1,642 - -
Investment Property 16,094,695 15,015,588 7.2% 579,344 559,628 16,674,039 15,575,216 7.1%
Property, Plant and Equipment 14,438 11,656 23.9% - - 14,438 11,656 23.9%
Total Assets 18,131,036 18,003,585 0.7% 160,074 161,688 18,291,110 18,165,273 0.7%
37
4Q
2018
Balance sheet (liabilities) Earnings
Release
Shareholder's Equity
Minority Interest 440,757 319,474 38.0% 6,501 9,979 447,258 329,453 35.8%
Total Liabilities 18,131,036 18,003,585 0.7% 160,074 161,688 18,291,110 18,165,273 0.7%
38
4Q
2018
Cash flow 2018 Adjusted Financial
Earnings
Release
Accounting Information
Information
2018 2018 IFRS 10/11
The material that follows is a presentation of general background information about BR Malls Participações S.A. and its consolidated subsidiaries (“BR Malls" or the "Company") as of the date of the presentation. It
is information in summary form and does not purport to be complete and is not intended to be relied upon as advice to potential investors. You should consult the offering memorandum for complete information
about the transaction and base your investment decision on such offering memorandum.
No representations or warranties, express or implied, are made as to, and no reliance should be placed on, the accuracy, fairness or completeness of the forecasted information presented or contained in this
presentation. Neither the Company nor any of its affiliates, advisers or representatives, accepts any responsibility whatsoever for any loss or damage arising from any information presented or contained in this
presentation. The information presented or contained in this presentation is current as of the date hereof and is subject to change without notice and its accuracy is not guaranteed. Neither the Company nor any
of its affiliates, advisers or representatives make any undertaking to update any such information subsequent to the date hereof. This presentation should not be construed as legal, tax, investment or other
advice.
Certain data in this presentation was obtained from various external data sources, and the Company has not verified such data with independent sources. Accordingly, the Company makes no representations as to
the accuracy or completeness of that data, and such data involves risks and uncertainties and is subject to change based on various factors.
This presentation contains forward-looking statements. Such statements are not statements of historical facts, and reflect the beliefs and expectations of BR Malls’ management. The words "anticipates",
"wishes", "expects", "estimates", "intends", "forecasts", "plans", "predicts", "projects", "targets" and similar words are intended to identify these statements. Although the Company believes that expectations and
assumptions reflected in the forward-looking statements are reasonable based on information currently available to the Company's management, the Company cannot guarantee future results or events. You are
cautioned not to rely on forward-looking statements as actual results could differ materially from those expressed or implied in the forward-looking statements.
Securities may not be offered or sold in the United States unless they are registered or exempt from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). Any offering of securities
to be made will be made solely by means of an offering circular. This presentation does not constitute an offer, or invitation, or solicitation of an offer, to subscribe for or purchase any securities, and neither any
part of this presentation nor any information or statement contained therein shall form the basis of or be relied upon in connection with any contract or commitment whatsoever. Any decision to purchase
securities in any offering of securities of the Company should be made solely on the basis of the information contained in the offering document which may be published or distributed in due course in connection
with any offering of securities of the Company, if any. This presentation is being made only to investors that, by means of their attendance at this presentation, represent to the underwriters and the agents that
they are “Qualified Institutional Buyers” as that term is defined in the Securities Act.
www.brmalls.com.br/ri
42