November 8, 2023

MANAGEMENT REPORT

CEO summary

Q3 2023 marks as a continuation of the newly started developments of AS Pro Kapital Grupp.

Real estate development

In Tallinn, the decision taken earlier in the year on starting the construction and sales of Kalaranna 8 last stage, has proven to be the right one. As a reminder, this last and final stage consists of 4 residential buildings with 146 apartments and 4 commercial units.  Furthermore, the decision on taking on the construction management in-house has proven to be the right step. The general contractors to this date seem to be suffering from the consequences of pandemic and the war and their pricing is simply not competitive vis-à-vis smaller contractors that we are able to engage directly. To date we have bought out the excavation/retainage works, underground monolithic concrete works and some smaller jobs the consequence of which has resulted in considerable cost savings. During Q3 we completed the underground excavation and retainage wall works and embarked on underground concrete works which will last into Q4 this year. In Q3 also the concrete panel elements agreement was executed and first buildings’ panelling started going up at the end of the quarter. As of the end of Q3 we are totalling 44 total sales executed (40 apartments and 4 commercial units).

Within Kristiine City, we are actively advancing the design and permit procedures for the “Dunte” project located at Tondi Street 53. It is noteworthy that we have secured significant concessions from the State Landmark Preservation Committee. This includes the permission to expand the ground floor windows on the rear side of the facade into floor-to-ceiling openings. This adjustment enables us to craft more spacious residential units, to offer improved sunlight exposure and direct access to small private terraces.

Still in Kristiine City, we are evaluating the possibility of starting the construction in Uus Kindrali, where we already are holding a building permit and look forward to proceed in the development when the market shows signs of interest in such a project. We have contacted more than 500 prospective buyers, who had previously shown interest in the project, with an early bird offer and the initial feedback has been positive, with
2 000 – euro reservation fees in order to secure the units which are preferred by the buyers. Given this preliminary feedback from the market, we anticipate a very strong possibility of starting the construction site in the early part of 2024. In parallel with the presale efforts, we are actively engaging with construction management to be ready with necessary personnel.

In Riga, our sales of the esteemed River Breeze Residence, recipient of the Baltics Prestige Award for its exceptional architecture, persist. Adding to the 6 sales in the first semester, we concluded 3 more transactions during Q3, 2023. Overall, we are witnessing an upward trajectory in the real estate segment in Riga, specifically in connection with our project.

We possess a building permit for the City Oasis residential quarter, comprising approximately 330 apartments and spanning 32 500 square meters GBA, situated in Tallinas iela—a serene and verdant living environment in the heart of the city. We are poised to commence construction as soon as the market conditions align favourably for this extensive and ambitious undertaking.

Among the three capitals (Tallinn, Riga, Vilnius), Riga presents the most formidable challenges in terms of overall market conditions. Nonetheless, our outlook for the Latvian real estate sector remains optimistic in the long run.

In 2019 we completed five buildings in Šaltinių Namai Attico project in Vilnius with
115 apartments. Today we have only 4 apartments unsold, out of which one is a model unit. During Q2, we finalized the preparatory works for the start of construction the final phase with city villas (43 units) and a residential-commercial building. The agreement we signed with a company providing construction project management services was able to mobilize the site in Q3 and the excavation/ piling works have started.

Despite the geopolitical situation, Vilnius market is still quite active in the high-end segment and we look forward to the next stage of our high-end development.

The Company has also expanded its land portfolio in Vilnius, purchasing a school building in Naugarduko street for the price of 6.25 million euros. The school will be converted into a high-end residential property, consisting of circa 50 luxury apartments. An architectural competition was carried out for the purpose, and the winning studio has been in the process of designing and carrying out the building permit process with the city.

Hotel operations

Following two challenging years that significantly impacted the global tourism sector due to the pandemic, there is now a notable resurgence in demand within the hotel industry.

In Bad Kreuznach, we have achieved a significant operational break-even point despite a considerable portion of the rooms being inaccessible to the public during ongoing renovations. A few years back, we successfully refurbished half of the rooms along with some common areas. The remaining room renovations concluded by the end of Q1 2023, resulting in the availability of the entire room inventory (116 units) for sale. We are already witnessing an increase in the Average Daily Rate, and there are promising trends indicating that we are surpassing the budgeted proforma.

During Q3, we observe a consistent upward trend with each month’s actual performance exceeding the budget. Notably, in July, the hotel was awarded a 4-star rating, a development that is expected to further enhance our performance.

Other matters

On 20 September 2023 we have extended the terms of 9.7 million euros of unsecured bonds issue, with an original maturity date of 31 October 2024. The terms have been revised and, in order to motivate the bondholders on the extension, the interest rate has been increased to 9% from the previous agreed rate of 8%. This minimal increase, despite the changed landscape in the financial and bond markets in the past years, shows the great confidence that the market has in the solidity of our Company. The extension applies to 85% of the principal amount, whereas the remaining 15% will be paid back at the original maturity date of 31 October 2024. The extension is structured for 2 years with the possibility of prolonging it for an extra 2 years should the Company deem it necessary to do so.

The real estate sector in the Baltic region has demonstrated remarkable resilience both during the pandemic and amid the current turbulent geopolitical climate. We remain optimistic about our ability to advance our portfolio of projects in line with market expectations, ensuring a consistent supply of high-quality properties for the local community. Recognizing the challenges of our times, we are committed to swift adaptation in an ever-changing and fast-paced world, particularly concerning construction works and the associated supply chain challenges and material costs. Despite these challenges, our outlook for the Baltic region remains highly positive, supported by the continuous backing of the market.

Economically, the Baltic region is positioned favourably, with Estonia, Latvia, and Lithuania having witnessed sustained growth in recent years. This growth has been fuelled by factors such as increased foreign investment, the expansion of the service sector, and a focus on export-oriented manufacturing. The region’s proximity to Northern Europe and its EU membership have bolstered trade and investment. While there has been a slowdown in sales activity due to rising inflation and increased lending rates, the close of Q3 confirms signs of stabilization. Data suggests that salary increments are gradually catching up with inflation rates, fostering market recovery.

Despite of the challenges posed by the global macroeconomic climate and the geopolitical unrest arising from the conflict in Ukraine, the positive indicators in the region remain resilient. As we navigate the dynamic landscape of the real estate sector, we continuously explore innovative strategies to anticipate future needs and stay ahead of the curve for our clientele. With a proactive approach to change and a vision that transcends limitations, we move forward, fully attuned to the evolving global panorama and prepared to seize every opportunity that arises.

Edoardo Preatoni
CEO

Key financials

The total revenue of the Company in nine months of 2023 was 20 million euros compared to 61.6 million euros in the reference period. The total revenue of the third quarter was 3.9 million euros compared to 30.4 million euros in 2022.

The real estate sales revenues are recorded when premises are handed over to the buyer. Therefore, the revenues from sales of real estate depend on the completion of the residential developments. Nine months results include sales in Kindrali Houses project in Tallinn and River Breeze in Riga. The real estate sales of the reference period have been influenced by handing over completed apartments in Kalaranna District in Tallinn.

The gross profit for nine months of 2023 has decreased by 63% amounting to
6 million euros compared to 16.2 million euros in 2022. The gross profit in the third quarter was 1.5 million euros compared to 6.8 million euros in comparative period.

The operating result in nine months of 2023 was 1.7 million euros profit comparing to 12 million euros profit during the same period in 2022. The operating result for third quarter was 167 thousand euros profit compared to 5.6 million euros profit in the third quarter of 2022.

The net result for the nine months of 2023 was 1 million euros loss, comparing to
8.7 million euros profit in the reference period. The net result of the third quarter was 732 thousand euros loss compared to 4.5 million euros profit in 2022.

Cash generated in operating activities during nine months of 2023 was 9.5 million euros comparing to 19.6 million euros during the same period in 2022. In the third quarter the cash generated was 59 thousand euros compared to 14.6 million euros in 2022.

Net assets per share on 30 September 2023 totalled to 0.96 euro compared to 0.91 euros on 30 September 2022.

Key performance indicators

  
*debt / equity = total debt / total equity
**return on assets = net profit/loss / total average assets
***return on equity = net profit/loss / total average equity

****net asset value per share = net equity / number of shares

CONSOLIDATED FINANCIAL STATEMENTS

Consolidated interim statement of financial position

Consolidated interim statements of comprehensive income

The full report can be found in the file attached.

Angelika Annus
CFO
+372 614 4920
prokapital@prokapital.ee