Stor-age Property Reit Ltd. · JSE:SSS
Stor-age Property Reit — FY2020 Earnings Presentation
73 slides from Stor-age Property Reit's earnings presentation, June 2020
Slide 1: Annual Results Presentation
STOR-AGE PROPERTY REIT ANNUAL RESULTS PRESENTATION YEAR ENDED 31 MARCH 2020 STOR-AGE PROPERTY REIT LIMITED 1
Slide 2: Presentation Outline
PRESENTATION OUTLINE Page Introduction 4 Financial review 10 Strategy 22 Property review 25 Operations review 44 Outlook 54 STOR-AGE PROPERTY REIT LIMITED 2
Slide 3: Annexures
ANNEXURES Page A: Trading environment – South Africa 56 B: Trading environment – UK 58 C: Schedule of properties 60 D: Pipeline 63 E: Our customers 64 F: Valuation methodology 67 G: Self storage 101 68 H: The market 69 I: Self storage at a glance 70 J: Differentiators 72 STOR-AGE PROPERTY REIT LIMIT
Slide 4: Introduction
INTRODUCTION STOR-AGE PROPERTY REIT LIMITED 4
Slide 5: Snapshot
SNAPSHOT Listing date November 2015 JSE sector Speciality REITs Profile Highly specialised, low risk, income paying self storage REIT Self storage 10 publicly traded self storage REITs universe (US: 5, UK: 2, EU1: 1, Aus: 1, SA: 1) Market R6.1 billion² capitalisation Total South Africa United Kingdo
Slide 6: Investment Case
INVESTMENT CASE • Niche growth sector globally, driven by societal trends – consumerism, densification and an increasingly mobile population • Significant SA development pipeline of prime, high barrier to entry properties in outstanding locations – Resilient sector with strategy supported by strong
Slide 7: Share Price Performance – Relative to SAPY
SHARE PRICE PERFORMANCE – RELATIVE TO SAPY Consistently outperformed the listed property index and SA REITs since listing in 2015, with ever improving liquidity 2.5 year performance: positive divergence relative to SAPY 170.00 50 2 45 150.00 40 136 Number of shares (Millions) 130.00 35 1 May 2020 30
Slide 8: Share Price Performance – Relative to UK Peers
SHARE PRICE PERFORMANCE – RELATIVE TO UK PEERS Share price performance in GBP since listing in 2015 Stor-Age has a c.40% exposure to GBP assets through Storage King Stor-Age is significantly diversified and entrenched within developed markets. This geographic underpin is coupled with an attractive y
Slide 9: Price / NAV Comparison – SAPY and UK Peers
PRICE / NAV COMPARISON – SAPY AND UK PEERS Stor-Age’s premium to NAV rating is consistent with its UK peers, with further potential valuation upside evident Self storage REITs trading at premiums to NAV • Self storage businesses which operate sizable portfolios benefit from a unique operational plat
Slide 10: Financial Review
FINANCIAL REVIEW STOR-AGE PROPERTY REIT LIMITED 10
Slide 11: Highlights
HIGHLIGHTS Total dividend up 5.03% to 112.05 cents per share Rental income and net property operating income up 29.7% and 34.1% respectively Like-for-like rental income up 6.5% (SA) and 5.0% (UK) Closing total occupancy of 83.8% (SA 85.0%; UK 78.8%) Total portfolio occupancy up 22 100m2 (SA 9 800m2;
Slide 12: Distributions
DISTRIBUTIONS Distribution per share 70 112.05 cps 106.68 cps ↑ full year 65 97.83 cps full year 5.03% 2020 full year Full year 60 ↑ 88.05 cps 9.05% 57.16 full year 2019 55.38 ↑ 54.89 55 Full year 7.0% Cents per share 50.81 51.30 2020 ↑ ↑ Interim 50 11.1% 47.02 9.1% 2018 2019 45.01 Full year Interim
Slide 13: Occupancy and Tenant Profile
OCCUPANCY AND TENANT PROFILE OCCUPANCY PROFILE 31 Mar 2020 31 Mar 2019 GLA m2 Occupied m2 % occupied GLA m2 Occupied m2 % occupied SA 365 400 310 400 85.0 357 600 300 600 84.0 UK 82 800 65 300 78.8 66 100 53 000 80.3 Total 448 200 375 700 83.8 423 700 353 600 83.5 TENANT PROFILE 31 Mar 2020 31 Mar 2
Slide 14: Trading Results
TRADING RESULTS 31 Mar 2020 31 Mar 2019 % Variance SA UK Total SA UK Total SA UK Total Rm Rm Rm Rm Rm Rm Property revenue 440.1 258.7 698.8 336.0 193.1 529.1 31% 34% 32% Rental income1 382.2 233.3 615.5 301.5 173.2 474.7 27% 35% 30% Rental underpin 18.5 - 18.5 10.6 - 10.6 75% -% 75% Rental guarantee
Slide 15: Distribution Analysis
DISTRIBUTION ANALYSIS 31 Mar 2020 31 Mar 2019 Rm Rm Net property operating income 516.9 385.3 Management fees 4.7 11.0 Administration expenses (55.5) (43.8) Interest income 28.0 19.0 Interest expense (116.6) (81.8) Net CCIRS 30.3 30.0 ↑ Earnings 407.8 319.7 27.6% Non-controlling interest (Storage Ki
Slide 16: Balance Sheet – Summarised
BALANCE SHEET – SUMMARISED 31 Mar 31 Mar 31 Mar 31 Mar 2020 2019 2020 2019 Rm Rm Rm Rm ASSETS LIABILITIES Non-current assets Non-current liabilities Investment properties 7 074 6 242 Bank debt 2 205 1 742 SA 4 132 4 025 SA 960 916 UK freehold 2 324 1 834 UK 1 245 826 UK leasehold 618 383 Lease liabi
Slide 17: Capital Structure
CAPITAL STRUCTURE 31 Mar 2020 31 Mar 19 ZAR GBP GBP Total ZAR GBP GBP Total facilities facilities facilities facilities facilities facilities facilities facilities Rm £m Rm Rm Rm £m Rm Rm Total debt facilities 1 705.0 60.0 1 328.5 3 033.5 1 645.0 52.0 981.0 2 626.0 Undrawn debt facilities 574.4 3.8
Slide 18: Currency Hedging
CURRENCY HEDGING HEDGING OF NET INVESTMENT IN STORAGE KING 31 Mar 2020 31 Mar 2019 GBP m GBP m Investment property 132.9 117.5 Bank debt (56.2) (43.8) Other assets 8.6 7.5 Other liabilities (20.4) (15.9) Net investment 64.9 65.3 Nominal value of currency hedging instruments – cross currency interest
Slide 19: Currency Hedging (continued)
CURRENCY HEDGING (continued) HEDGING OF GBP EARNINGS Six month period ended Hedging level Forward rate Mar 20 100% R 22.85 Sep 20 100% R 23.02 Mar 21 100% R 23.03 Sep 21 85% R 23.23 Mar 22 85% R 23.48 Sep 22 80% R 24.56 Mar 23 60% R 24.65 Hedging policy based on projected forward GBP earnings 12 13-
Slide 20: Covid-19 – Our Approach Entering Lockdown
COVID-19 – OUR APPROACH ENTERING LOCKDOWN • All head office employees provided with means to continue working from home • Store staff carried on working on a rotational basis to ensure social distancing could be practiced at all times at the properties i.e. one person in the closed retail store on-s
Slide 21: Covid-19 – Our Reaction During Lockdown
COVID-19 – OUR REACTION DURING LOCKDOWN • Unknown depth and duration of the current downcycle Managing • Significant uncertainty due to constantly changing government regulations uncertainty and risk • Rapid acceleration of multi-year change taking place within weeks • Tenant risk – payment defaults
Slide 22: Strategy
STRATEGY STOR-AGE PROPERTY REIT LIMITED 22
Slide 23: Strategy
STRATEGY Strategic planning to 2025 • Highly strategic in planning – completed in 5 year cycles • Successful track record of executing 5 year strategies to 2015 and 2020 • Business strategy traditionally led by property strategy – for first time complemented by digital strategy (completed in 2019) •
Slide 24: Strategy (continued)
STRATEGY (continued) Stor-Age is a sector specialist with deep product understanding, significant emerging and first-world market experience, and boasting a successful track-record of managing self storage assets. The business benefits from outstanding real estate expertise, an excellent dual-market
Slide 25: Property Review
PROPERTY REVIEW STOR-AGE PROPERTY REIT LIMITED 25
Slide 26: Portfolio Overview
PORTFOLIO OVERVIEW 71 The portfolio comprises 50 properties in SA and 21 properties in the UK SA PORTFOLIO UK PORTFOLIO1 50 properties 21 properties R4.1bn R2.9bn 365 400m² GLA 82 800m² GLA 25 300 + tenants 9 400 + tenants 50 21 1. An additional 7 properties trade under license of the Storage King b
Slide 27: Portfolio Analysis
PORTFOLIO ANALYSIS Total number of Total property value Total number of tenants Total GLA properties R7.0bn 34 700 448 200m2 71 Value of properties Number of tenants GLA Number of properties 18% 27% 40% 30% 60% 73% 70% 82% South Africa UK STOR-AGE PROPERTY REIT LIMITED 27
Slide 28: South Africa
SOUTH AFRICA Strategy • Clear strategic growth plan to 2025 • Continue to see opportunities for third party acquisitions – highly selective • Continue to develop high barrier to entry Big Box properties in outstanding locations Developments – recently opened • Craighall › Opened August 2019 – cost R
Slide 29: Acquisitions Completed Since Listing
ACQUISITIONS COMPLETED SINCE LISTING Since listing in November 2015 we have completed 11 transactions representing R4.1 billion 11 47 257 000 m² R4.1bn Transactions Properties GLA Value Properties 25 GLA 124 400m2 2017 Value R2.0bn Transactions 4 Storage RSA Unit Self Storage StorTown Storage King (
Slide 30: Stor-Age Craighall – Completed Development
STOR-AGE CRAIGHALL – COMPLETED DEVELOPMENT The Valley Centre Located prominently on Jan Smuts Avenue, close to Hyde Park Corner Shopping Centre, the 6 500m² GLA property opened in August 2019. Well located to serve the residential areas of Craighall and neighbouring Craighall Planet Fitness Park, Hy
Slide 31: Stor-Age Tygervalley – New Development
STOR-AGE TYGERVALLEY – NEW DEVELOPMENT Located in Cape Town’s northern suburbs, the property is situated on Durban Road with visibility to the intersection of Durban Road and the N1 highway. The property will comprise an estimated 7 100m² of GLA over six levels with the Durbanville design catering f
Slide 32: Stor-Age Cresta – New Development
STOR-AGE CRESTA – NEW DEVELOPMENT Located prominently on the corner of Weltevreden Road and Valley Lane, the new BMW Northcliff Stor-Age Cresta will sit directly opposite the open parking area to the Cresta Shopping Mall. Cresta Shopping Mall Virgin Active Cresta The property will comprise an estima
Slide 33: Stor-Age Sunningdale – New Development
STOR-AGE SUNNINGDALE – NEW DEVELOPMENT Table Bay Mall Located prominently on the corner of Berkshire Boulevard and Whitehall Way and close to the new Table Bay Mall, the property will comprise an estimated 6 350m² of GLA with Atlantic Beach excellent visibility to commuters accessing the retail and
Slide 34: Environmental Sustainability
ENVIRONMENTAL SUSTAINABILITY Focus on reducing the already low impact of our properties Renewable energy LED lighting • Properties fitted with solar PV – 13 • LED light fittings installed internally and externally at all properties • Total system size – 375 kW • Fitted at optimum distances • Solar e
Slide 35: Storage King (UK)
STORAGE KING (UK) Overview • 6th largest UK self storage brand • Operating 28 properties throughout England • Highly scalable, well-invested infrastructure and experienced management • Long-established relationships with independent operators = opportunity Portfolio • Well-located, with a bias towar
Slide 36: UK Property Strategy
UK PROPERTY STRATEGY Five-year property strategy ending 2025 • Growth target – an estimated 2 to 4 properties per annum • Highly strategic – 6 geographical target areas • Four key levers to growth – acquisitions, new developments, Management 1st, digital capability • Supply threshold – 1 sqf per cap
Slide 37: Overview of UK and European Self Storage Industry
OVERVIEW OF UK AND EUROPEAN SELF STORAGE INDUSTRY UK self storage industry European self storage industry 1 900 76.2% 2 625 Self storage properties, Occupancy on current Self storage properties includes 563 container lettable area operators 78.5% 59 million sqf Population 49 million sqf Occupancy wh
Slide 38: UK Self Storage Industry – Rate and Occupancy
UK SELF STORAGE INDUSTRY – RATE AND OCCUPANCY Occupancy at stores with no expansion in Average net rental rate by region previous 2 years Source: The Self Storage Association UK annual industry report, 2020 STOR-AGE PROPERTY REIT LIMITED 38
Slide 39: Storage King – Acquisition of Flexi Store
STORAGE KING – ACQUISITION OF FLEXI STORE Salient terms Warrington Nottingham • Acquisition price – £13.4m / c.R255m • Acquisition yield¹ – 7.29% • Acquisition date – December 2019 Shrewsbury West Bromwich • 5 properties – 190 000 sqf MLA and 157 000 sqf GLA Dudley • Locations – Dudley, Nottingham,
Slide 40: Storage King – Chester Store Extension
STORAGE KING – CHESTER STORE EXTENSION Chester Retail Park Matalan Storage King Chester is located to the east of B&M Homestore Chester City Centre and enjoys good visibility To Chester City Centre Ford at the entrance to a Tesco Supermarket. Land Rover The extension includes the development of a st
Slide 41: Storage King – Doncaster Store Extension
STORAGE KING – DONCASTER STORE EXTENSION Storage King Doncaster is located 1.5km to the south east of Doncaster City Centre. To Doncaster City Centre The store enjoys good visibility on a Football stadium roundabout as one approaches the local football stadium and the Lakeside Village Storage King L
Slide 42: Storage King – Development JV
STORAGE KING – DEVELOPMENT JV • Heads of Terms entered – UK based private equity real estate group • Equity capital contributions will be in the ratio 75:25 (PE: Storage King) • Purpose – develop new high profile properties, targeting London and the South East • All newly developed properties will b
Slide 43: Storage King – Management 1st
STORAGE KING – MANAGEMENT 1ST Rationale • Large operators own an estimated 30%¹ of self storage properties in the UK • Significant majority of properties owned by a multitude of smaller operators • Without the benefits of scale, smaller operators find it increasingly difficult to compete with the la
Slide 44: Operations Review
OPERATIONS REVIEW STOR-AGE PROPERTY REIT LIMITED 44
Slide 45: The Platform
THE PLATFORM • Highly sophisticated and scalable dual-market platform – can be leveraged into new markets • Unique benefit relative to UK peers – cost effective SA head office infrastructure, homogenous product, same language and similar timeline Operations platform – • Vastly experienced management
Slide 46: Platform Overview
PLATFORM OVERVIEW STOR-AGE PROPERTY REIT LIMITED 46
Slide 47: Platform Advantage
PLATFORM ADVANTAGE Digital opportunity • Customer experience is the new currency – an opportunity to differentiate our product • Customer journey – presents an opportunity to be highly personalised • Customer acquisition strategy – inhouse capability to identify new acquisition opportunities in SA a
Slide 48: Contact Centre
CONTACT CENTRE Our Contact Centre supports both the SA and UK platforms. The centralised platform manages enquiries 61 000 + 17 000 + from the phone and web, which includes direct online chat. Centralisation benefits Calls in the year Online enquiries responded to • Real-time data driven decision-ma
Slide 49: Extensive Digital Marketing Capabilities
EXTENSIVE DIGITAL MARKETING CAPABILITIES Highly skilled, specialised and scalable with significant capabilities to react to changing digital landscapes. Accredited digital marketing agency – Google and Facebook partner Data driven approach led by specialists – organic, paid and social media Expert S
Slide 50: Google – The Dream Team of Targeting
GOOGLE – THE DREAM TEAM OF TARGETING Driving store visits through the best of Google local formats: Maps Business profile Display Search YouTube Approved Affinity + Approved Affinity + Custom Intent Life Events Consumer Patterns In-Market In-Market Audiences • Right message, right time, right audien
Slide 51: Data and Technology – Quick Facts
DATA AND TECHNOLOGY – QUICK FACTS 375 000 + web page visits 36.5m + ad impressions 52 000 + organic website enquiries 170 + Google campaigns R14.0m + digital marketing spend c. 20 000 key word bids daily 580 000 + unique website visitors 95 000 + conversions – received a price Google & Facebook part
Slide 52: Power of the Platform – Storage Pod Acquisition
POWER OF THE PLATFORM – STORAGE POD ACQUISITION In March 2019 we acquired The Storage Pod, a 5 100m2 property in Weybridge (UK). Post acquisition the property was rebranded and a full digital marketing strategy implemented. Positive results seen thus far include – ↑ 58% ↑ 36% ↓ 52% ↑ 62% Average mon
Slide 53: Power of the Platform – Flexi Store Acquisition
POWER OF THE PLATFORM – FLEXI STORE ACQUISITION In December 2019 we acquired the five-property Flexi Store portfolio located in Dudley, Nottingham, West Bromwich, Shrewsbury and Warrington (UK). Post acquisition a full digital marketing strategy was implemented for each property. Positive results se
Slide 54: Outlook
OUTLOOK • Covid-19 pandemic resulting in significant economic uncertainty – impossible to accurately predict the full impact on our business › SA economy in recession prior to Covid-19 › UK economy anticipated to enter recession in 2020 • Stor-Age entered the downcycle from a position of strength an
Slide 55: Annexures
ANNEXURES A. Trading environment – South Africa B. Trading environment – UK G. Self storage 101 H. The market C. Schedule of properties I. Self storage at a glance D. Pipeline J. Differentiators E. Our customers F. Valuation methodology STOR-AGE STOR-AGE PROPERTY PROPERTY REITLIMITED REIT LIMITED 55
Slide 56: Trading Environment – South Africa
TRADING ENVIRONMENT – SOUTH AFRICA Annexure A Latest Comparative period period CPI % y-o-y 4.1 4.5 GDP % (Q4 2019 q-o-q) (1.4) 1.4 Consumer Confidence Index (Q1 2020) (9.0) 2.0 Business Confidence Index (Q1 2020) 18.0 28.0 Source: Stats SA, BER • South Africa entered a recession in the latter stages
Slide 57: Trading Environment – South Africa (continued)
Gross % Y-o-y % change - - 2 4 6 8 10 12 10 20 30 40 50 60 Sep-09 Mar-07 Mar-10 Sep-07 Mar-08 Sep-10 Sep-08 Mar-11 Mar-09 Sep-11 Sep-09 Source: Factset and Sharenet Mar-12 Mar-10 Sep-10 Sep-12 Mar-11 Mar-13 Sep-11 Sep-13 Mar-12 Mar-14 Sep-12 Sep-14 Mar-13 Sep-13 Mar-15 Mar-14 INFLATION Sep-15 Sep-14
Slide 58: Trading Environment – UK
TRADING ENVIRONMENT – UK Annexure B Latest Comparative period period CPI % y-o-y 1.5 1.8 GDP % (2019 y-o-y) 2.8 1.4 Consumer Confidence (Q1 2020) (9.0) 13.0 Business Confidence (Q2 2020) (87.0) (23.0) Source: Office for National Statistics, GfK • 2019 – political and economic uncertainty relating to
Slide 59: Trading Environment – UK (continued)
Gross % Y-o-y % change - 1 2 3 4 5 6 (1) - 20 40 (80) (60) (40) (20) (100) Feb-08 Mar-08 Jul-08 Oct-08 Dec-08 May-09 May-09 Oct-09 Dec-09 Mar-10 Source: Factset and Sharenet Jul-10 Aug-10 Jan-11 Feb-11 Jun-11 Sep-11 Nov-11 Apr-12 Apr-12 Sep-12 Nov-12 Feb-13 Jun-13 Jul-13 Jan-14 Dec-13 May-14 INFLATI
Slide 60: Schedule of Properties
SCHEDULE OF PROPERTIES Annexure C Store name (SA) Address Province STOR-AGE BELLVILLE Cnr of Peter Barlow and Kasselsvlei Road, Bellville, Cape Town W Cape STOR-AGE CITY VAULT MAITLAND1 255 Voortrekker Road, Maitland, Cape Town W Cape STOR-AGE DURBANVILLE Cnr of Pinehurst Drive and Okavango Road, Pi
Slide 61: Schedule of Properties (continued)
SCHEDULE OF PROPERTIES (continued) Annexure C Store name (SA) Address Province STOR-AGE ROOIHUISKRAAL 29 Rietspruit Rd, Samrand, Pretoria Gauteng STOR-AGE WEST RAND1 Portion 610, St Antonios Road, Muldersdrift, Johannesburg Gauteng STOR-AGE ZWARTKOP 70 Migmatite Street, Zwartkop Ext 13, Pretoria Gau
Slide 62: Schedule of Properties (continued)
SCHEDULE OF PROPERTIES (continued) Annexure C Store name (UK) Address Area STORAGE KING AYLESFORD Unit 2 and 3, New Hythe Business Park, Bellingham Way, Aylesford, ME20 7HP South East STORAGE KING BASILDON Unit 1, Carnival Close, Basildon, SS14 3WN East STORAGE KING CAMBRIDGE 505 Coldhams Lane, CB1
Slide 63: Pipeline
PIPELINE Annexure D Total committed pipeline subject to town planning consent c.53 000m² + Anticipated Site Location City Status GLA (m²) Highly visible location on Durban Road TYGERVALLEY CPT Under construction 7 100 just off the N1 highway Highly visible location on the corner of SUNNINGDALE CPT U
Slide 64: Our Customers
OUR CUSTOMERS Annexure E GEOGRAPHIC REPRESENTATION1 RESIDENTIAL / COMMERCIAL TENANT MIX BY GLA2 19 Gauteng Residential Western Cape Commercial 2 38 41 Eastern Cape 10 KwaZulu Natal 4 Free State 62 United Kingdom 24 GEOGRAPHIC FOCUS RESIDENTIAL vs COMMERCIAL Primary focus = high profile locations Res
Slide 65: Our Customers
OUR CUSTOMERS Annexure E AVERAGE LENGTH OF STAY – SA AVERAGE LENGTH OF STAY – UK 20 < 6 months < 6 months 25 30 32 6 - 12 months 6 - 12 months 11 > 12 months > 12 months 14 2 - 3 years 2 - 3 years 18 12 21 > 3 years 17 > 3 years DEMAND PROFILE – SA DEMAND PROFILE – UK Two significant user groups nee
Slide 66: Our Customers – South Africa
OUR CUSTOMERS – SOUTH AFRICA Annexure E REASON FOR STORING – GENERAL REASON FOR STORING – BUSINESS Inventory / stock holding 7 Other 4 3 16 4 12 5 Moving Office Lifestyle choice 6 10 Document Storage Renovations 7 59 Moving Home 12 Vehicle Parking 55 Business needs Renovating offices Downsizing Work
Slide 67: Valuation Methodology
VALUATION METHODOLOGY Annexure F • 10 year DCF + terminal value • Key assumptions › Forecast cash flow – occupancy, lease-up profile, rental rate escalations, direct operating costs and central administration charge (7% of revenue) › Discount and capitalisation rate › Terminal value • Methodology co
Slide 68: Self Storage 101
SELF STORAGE 101 Annexure G About self storage Demand drivers • Storage space for personal and business use • Awareness and acceptance of self storage as an • ‘You lock – you keep the key’ option is vitally important = prerequisite • Various unit sizes typically ranging from 3 to 30m2 • Socio-econom
Slide 69: The Market
THE MARKET Annexure H International • ± 60 000 self storage properties – majority in N. America • US market – highest penetration levels • Australian market lags US market by c. 20 years – significantly more established than UK • UK market supply per capita 3X > than Europe average supply per capita
Slide 70: Self Storage at a Glance
SELF STORAGE AT A GLANCE Annexure I Investment case • Premised on › Recession resilience and distribution growth outperformance vs traditional diversified REITs › Low correlation to traditional performance drivers behind retail, office and industrial sub-sectors Demand factors • Healthy in strong ec
Slide 71: Self Storage at a Glance (continued)
SELF STORAGE AT A GLANCE (continued) Annexure I Other key factors • Location, visibility and convenience = differentiators • Low ongoing capex – relationship between capex / NOI growth very attractive • Simple business … but sophisticated operator required • Bigger is better – spreads fixed costs an
Slide 72: Differentiators
DIFFERENTIATORS Annexure J Lease-up vs. Mature self storage assets • Lifecycle of asset – two distinct phases – ‘Lease-up’ and ‘Mature’ (c. 80% level) • Lease-up period anywhere between 3 and 5 years Lease-term • Average length of stay for existing customers – 23 months (all properties) • Average le
Slide 73: Disclaimer and Confidentiality
DISCLAIMER AND CONFIDENTIALITY This document does not constitute or form part of any formal proposal or offer or solicitation to sell, or offer for sale or investment, or for the issue or sale of securities. This document does not (and nor does any part of it) constitute any contract, commitment or
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