Unibail-Rodamco-Westfield SE · EURONEXT:URW
Unibail-Rodamco-Westfield — Shareholder Meeting (May 2019)
76 slides from Unibail-Rodamco-Westfield's shareholder meeting presentation, May 17, 2019
Slide 1: 2019 Annual General Meeting
TUUUUUUerceeery TOUUCCUUeerenee ULUUeeeceectceer 2019 ANNUAL GENERAL MEETING yw UNIBAIL-RODAMCO-WESTFIELD
Slide 2: 2018: A Historic Year
2018: A HISTORIC YEAR Ww UNIBAIL-RODAMCO-WESTFIELD
Slide 3: A historic year
A historic year +7.2% AREPS growth Delivery of Westfield London (phase 2) +4.0% Lfl growth in Continental Europe Strong trading of deliveries Successful leasing and rotation €1.5 Bn invested in capital expenditures Synergies above €2.0 Bn target of disposals Initial 5-year business CSR strategy rewa
Slide 4: The world's premier developer and operator of flagship shopping destinations
The world’s premier developer and operator of Flagship shopping destinations As at December 31, 2018 Europe United States URW GMV (€ Bn)(1) 49.4 15.8 65.2 Countries(2) 12 1 13 Shopping Centres 64 29 93 Flagships(3) 41 15 56 - % of retail GMV 89 83 87 - Average footfall (Mn) 17 13 16 Portfolio by seg
Slide 5: Our presence
Our presence In the most desirable catchment areas in Europe and the US Currently Coming soon STOCKHOLM SEATTLE LONDON WARSAW BRUSSELS RUHR CHICAGO NEW YORK CITY PARIS PRAGUE SAN FRANCISCO WASHINGTON D.C. VIENNA LOS ANGELES SAN DIEGO MILAN BARCELONA MADRID 2019 ANNUAL GENERAL MEETING 5
Slide 6: Financial Results
FINANCIAL RESULTS Ww UNIBAIL-RODAMCO-WESTFIELD
Slide 7: 2018 Full Year Results
2018 Full Year Results € Mn FY-2018(1) FY-2017 Growth Lfl Growth(2) Shopping Centres 1,916 1,400 +36.9% +4.0% Offices 143 141 +1.3% +4.5% Convention & Exhibition 102 96 +6.2% +4.0% Net Rental Income 2,161 1,637 +32.0% +4.0% Recurring Net Result (Group share) 1,610 1,202 +33.9% Recurring EPS(3) 13.15
Slide 8: Strong retail NRI growth
Strong retail NRI growth Net Rental Income (€ Mn) FY-2018(1) FY-2017 Growth Lfl Growth(2) France 651 618 +5.3% +4.5% Central Europe 212 174 +21.7% +5.5% Spain 155 161 -3.6% +2.8% Nordics 141 146 -2.9% +4.9% Austria 108 103 +4.3% +4.9% Germany 140 136 +2.7% +2.7% The Netherlands 59 62 -4.4% -3.5% Tot
Slide 9: Outperforming National Sales Indices
2.3% 2.4% Outperforming National Sales Indices Nordics 8.2% Continental Europe 1.4% 2.7% +3.8% -0.1% +3.0% Central Europe Germany +1.0% 1.7% 3.4% Shopping Centres(1) Flagships(2) National Sales Indices(3) -2.0% -0.4% Austria France 3.9% 1.8% (1) A list of the UR Flagship assets is given in the FY 20
Slide 10: Operating metrics WFD US and UK
Operating metrics WFD US and UK Speciality Occupancy (%)(1) Sales psf Growth (%)(2) Rental Spreads (%)(3) NOI Growth (%)(4) Comp NOI Growth (%)(5) United Kingdom 95.2 -2.9 +19.8 +8.6 +3.4 United States 95.6 +10.9 +7.5 +3.1 -1.6 Flagships 96.2 +12.0 +11.5 +6.7 -0.3 Regionals 94.8 +4.4 -1.6 -7.5 -4.7
Slide 11: Offices: strong Like-for-like NRI growth
Offices: strong Like-for-like NRI growth Net Rental Income (€ Mn) 2018 2017 Growth Lfl Growth(1) France 118 124 -4.8% +3.7% Nordics 11 12 -11.1% +7.3% Others 6 5 +16.1% +9.6% US 8 Total 143 141 +1.3% +4.5% (1) Net Rental Income (NRI) like-for-like growth excluding acquisitions, divestments, transfer
Slide 12: Favourable investment market in Paris
Favourable investment market in Paris 6.25% 6.25% Acquisition 5.75% 2001 4.75% 5.75% 4.00% Disposal 2018 3.75% Capital 8 3.00% Acquisition 1999 2001 2003 2005 2007 2009 2011 2013 2015 2017 Disposal 2018 Prime Office Yield Paris CBD Prime Office Yield La Défense Tour Ariane 2019 ANNUAL GENERAL MEETIN
Slide 13: Convention & Exhibition
Convention & Exhibition Growth Growth € Mn FY 2018 FY 2017 2018/2017(1) FY 2016 2018/2016(1) Net Rental Income 102 96 +4.0% 103 -2.3% Property Services & Other Income 65 50 +29.9% 62 +5.1% Recurring Net Operating Income 167 146 +13.3% 165 +0.6% Depreciation -13 -12 +7.9% -11 +15.7% Recurring Result
Slide 14: Convention & Exhibition
Convention & Exhibition Growth in Congress sector Development projects at Porte de Versailles 2017 Opening of Paris Convention Centre 2019 New Hall 6 and hotels Paris Convention Centre, EASL 2018 New Hall 6 Construction New Hall 6 # of congresses 90 Congress revenue # of events in +24.6% vs. 2016 Pa
Slide 15: Better Places 2030: 2018 achievements
Better Places 2030 : 2018 achievements (1) PILLAR 1 PILLAR 2 PILLAR 3 PILLAR 4 Better buildings Better connectivity Better communities Better collective power 100% of development projects 100% of standing assets UR for Jobs: CSR objectives extended conducted Life Cycle equipped with EV charging • 30
Slide 16: URW's CSR strategy recognised
URW’s CSR strategy recognised ESG indices Member since Benchmarks Ranking/Rating (1) 2013 1st (2) 1st 2005 A 2017 “Top 10 Performers” (3) B- 2011 (4) Gold 2007 AAA (1) Out of all listed retail companies worldwide (2) Out of 316 real estate companies - June 2018 (3) B- (highest rating category among
Slide 17: Reinventing the future of retail
REINVENTING THE FUTURE OF RETAIL
Slide 18: Three winners in retail
THREE winners in retail Destination - Experience • Brand interaction • Flagship stores • Customer services • Entertainment and dining • Social experience and events Proximity - Convenience Online - efficiency • Fulfils a practical need • Personalised • Rapid and efficient • Value for money • Daily c
Slide 19: Great retail is thriving!
Great retail is thriving! 2019 ANNUAL GENERAL MEETING 19
Slide 20: Leasing with high profile retailers in Continental Europe
Leasing with high profile retailers in Continental Europe 1st in Sweden 1st in Austria 1st in mall 1st in mall 1st in France 1st in Germany in France in France 1st in France 1st in France 1st in mall 1st in Austria 1st in mall 1st in Germany 1st in Spain in the Netherlands in Sweden Parly 2, Mercede
Slide 21: Leasing with high profile retailers in the UK and in the US
Leasing with high profile retailers in the UK and in the US 1st in the US 1st in mall in the US 1st in the UK 1st in the UK 1st on the West Coast 1st in the UK 1st in the US 1st in the US 1st in Westfield Westfield Century City, Honey Birdette 2019 ANNUAL GENERAL MEETING 21
Slide 22: Entertainment
Entertainment Carré Sénart, IMAX Pathé Westfield Century City, Dreamscape 2019 ANNUAL GENERAL MEETING 22
Slide 23: Food & Dining
Food & Dining Westfield Century City, Din Tai Fung Täby Centrum, Täby Deli Vélizy 2, Les Tables de Vélizy 2019 ANNUAL GENERAL MEETING 23
Slide 24: We provide the perfect platform for digital native brands
We provide the perfect platform for digital native brands From clicks to bricks Digital native brands choose us for our: Amazon Gorjana Warby Parker Data-driven marketing and analytics Plug & Play store system Omnichannel business platforms # stores increased by 56% in 2018 to 100 SuitSupply Jimmy F
Slide 25: Development
DEVELOPMENT Ww UNIBAIL-RODAMCO-WESTFIELD
Slide 26: A flexible pipeline
A flexible pipeline €13 Bn(1) + €0.4 Bn €11.9 Bn Secured exclusivity - €1.5 Bn €1.4 Bn €9.2 Bn Secured - €2.7 Bn exclusivity €1.2 Bn Controlled €7.6 Bn Controlled €6.5 Bn Committed €2.9 Bn Committed €1.5 Bn FY-2017 Deliveries & changes New projects & others FY-2018 Invested to date To be invested (1
Slide 27: Upcoming deliveries
Upcoming deliveries Westfield UTC Westfield Valley Fair Les Ateliers Gaîté Westfield Milano Croydon 2019 2020 2021 2022 2023 Westfield Vélizy 2 Trinity La Part-Dieu Mall of the Netherlands Westfield Hamburg Sisters 2019 ANNUAL GENERAL MEETING 27
Slide 28: 2019 Office deliveries
2019 Office deliveries GLA 47,000 sqm Expected Cost €210 Mn URW ownership 100% Fully let to April 2019 Delivery H2-2019 2019 ANNUAL GENERAL MEETING 28
Slide 29: 2019 Office deliveries
2019 Office deliveries GLA 49,000 sqm Expected Cost €340 Mn URW ownership 100% April 2019 Delivery H2-2019 2019 ANNUAL GENERAL MEETING 29
Slide 30: Update on retail deliveries
Update on retail deliveries Aerial view of extension project View of the Plaza renovation project GLA Expected Cost URW ownership Delivery Pre-Letting(1) +47,000 sqm €990 Mn 50% H2-2019 ± 80% (1) Pre-letting: GLA signed, all agreed to be signed and financials agreed 2019 ANNUAL GENERAL MEETING 30
Slide 31: Update on retail deliveries
Update on retail deliveries Aerial view of extension project Fresh! Foodhall inaugurated in November 2018 GLA Expected Cost URW ownership Delivery Pre-Letting(1) +88,000 sqm €570 Mn 100% H1-2020 ± 50% (1) Pre-letting: GLA signed, all agreed to be signed and financials agreed 2019 ANNUAL GENERAL MEET
Slide 32: Reinventing city districts
Reinventing city districts Leveraging on key strengths to develop mixed use projects Exceptional, highly connected retail locations Unique know-how across retail, offices, Palisade at Westfield UTC Gaité Montparnasse residential, hotels and event spaces Agile approach for every location Flexible fun
Slide 33: Reinventing city districts
Reinventing city districts Westfield Stratford City Westfield Rosny 2 Solna Cherry Park Apartments Dining Offices Resi Building Rights 1,224 8,000 sqm 12,000 sqm 30,000 sqm 2019 ANNUAL GENERAL MEETING 33
Slide 34: Integration
INTEGRATION Ww UNIBAIL-RODAMCO-WESTFIELD
Slide 35: Integration update: H2-2018 Achievements
Integration update: H2-2018 Achievements Implementation of organizational model Operating Management function in US & UK Digital, Commercial Partnerships & International Leasing roadmaps and teams First joint management convention Initial 5-Year Business Plan Review of development projects ongoing C
Slide 36: Synergies
Synergies €115 Mn €100 Mn €40 Mn €40 Mn €40 Mn €75 Mn Closure of Sydney HQ Implementation of UR Target travel policies revenue synergies Spin-off of One Market €60 Mn €75 Mn €60 Mn Departure of WFD Senior Management Team Target synergies Realized annualized cost Revised target synergies as of Dec.17
Slide 37: Rolling-out the Westfield brand across Continental Europe soon
Rolling-out the Westfield brand across Continental Europe soon Les 4 Temps Mall of Scandinavia Vélizy 2 Chodov Rosny 2 Carré Sénart 2019 ANNUAL GENERAL MEETING 37
Slide 38: Slide 38
Slide 39: Financing & Capital Allocation
FINANCING & CAPITAL ALLOCATION
Slide 40: Low cost of debt and record average maturity
Low cost of debt and record average maturity Average Cost of Debt Average Maturity (years) 3.9% 7.5 3.6% 7.2 7.0 3.4% 6.5 2.9% 5.9 2.6% 5.4 2.2% 4.9 4.5 4.3 1.6% 1.6% 1.4% 2010 2011 2012 2013 2014 2015 2016 2017 2018 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 ANNUAL GENERAL MEETING 40
Slide 41: Healthy credit ratios. Lower LTV target
Healthy credit ratios. Lower LTV target LTV(1) ICR(2) 60%(3) 6.1 41% 41% 5.9 40% (4) 4.6 4.6 30% 37% 37% 4.0 33% 3.8 3.5 30% (4) 2.5 3.5 25% 2.0(3) Typical convenant level Target range (1) Net financial debt / total assets, including transfer taxes, excluding €2,039 Mn of goodwill as per the Group’s
Slide 42: More than €3 Bn of disposals made
More than €3 Bn of disposals made Capital 8 Tour Ariane Los Arcos Bahia Sur ZT Lumen & Skylight Tour Majunga El Faro Jumbo NDP(1) Premium NIY(2) €3.1 Bn 7.2% 4.5% (1) Net Disposal Price (NDP): Total Acquisition Cost incurred by the acquirer minus all transfer taxes and transaction costs (2) Buyer’s
Slide 43: New disposal target: €6 Bn, €2.9 Bn remaining
New disposal target: €6 Bn, €2.9 Bn remaining €2.9 Bn €4.0 Bn €3.0 Bn €1.1 Bn €2.0 Bn Initial target Closed disposals Signed disposals Additional disposals Target disposals 2018-2020 2018 2019 2019-2021 2019 ANNUAL GENERAL MEETING 43
Slide 44: Outlook and Guidance
OUTLOOK AND GUIDANCE Ww UNIBAIL-RODAMCO-WESTFIELD
Slide 45: Outlook
Outlook Strategic priorities 2 phases Reduce leverage: €3 Bn additional disposals Review development projects to optimize capital and returns Join with capital partners on select projects Continue integration Roll-out Westfield brand Capital consolidation Renewed AREPS growth Improve cost base, real
Slide 46: Outlook
Outlook 2019 Medium term 2018/2019 disposals ± -90 cents Streamlined portfolio Strong underlying growth Westfield transaction ± -50 cents Underlying growth +4% to +5% (1) 2019 Guidance: AREPS €11.80 - €12.00 2019-23 AREPS CAGR : +5% to +7% (1) (1) Rebased for the planned disposals 2019 ANNUAL GENERA
Slide 47: Dividend
Dividend 94%(1) 93% 91% 91%(2) 89% 90% 88% 89% 88% 87% 88% 87% 86% 12.92 12.05 11.24 10.92 10.46 10.22 9.60 9.19 9.27 9.03 8.52 10.80 10.80 10.80 10.20 7.86 9.60 9.70 8.90 8.40 8.00 8.00 8.00 7.50 7.00 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 (1) (3) Pay-out ratio Dividend Pe
Slide 48: Shareprice Performance
SHAREPRICE PERFORMANCE Ww UNIBAIL-RODAMCO-WESTFIELD
Slide 49: Comparison UR and URW share price performance after announcement
Comparison UR and URW share price performance after announcement(1) Westfield acquisition announcement (Dec. 2017) Unibail-Rodamco merger announcement (April 2007) 105 100 95 90 85 80 75 70 (33.4%) 65 (34.1%) 60 55 100 101.1 98.3 97.5 94.9 94.4 95.4 93.5 87.1 87.8 89.9 88.7 88.7 88.7 85.4 85.9 88.0
Slide 50: Governance
GOVERNANCE Ww UNIBAIL-RODAMCO-WESTFIELD
Slide 51: One Group, one strategy
One Group, one strategy FRANCE THE NETHERLANDS Unibail-Rodamco SE holds 40% Unibail-Rodamco SE of WFD Unibail-Rodamco N.V. WFD Unibail-Rodamco N.V. Supervisory Board (SB) Supervisory Board (SB) 10 independent members 5 independent members (post-AGM) Group CEO & Group CFO on SB of WFD Unibail-Rodamco
Slide 52: Management Board of Unibail-Rodamco SE
Management Board of Unibail-Rodamco SE Christophe Jaap CUVILLIER TONCKENS Group CEO Group CFO MB Member since June 1, 2011 MB Member since September 1, 2009 MB Chairman since April 25, 2013 SB Vice-Chairman of WFD Unibail-Rodamco N.V. SB Chairman of WFD Unibail-Rodamco N.V. Born on December 5, 1962
Slide 53: Supervisory Board of Unibail-Rodamco SE – Post-AGM
Supervisory Board of Unibail-Rodamco SE – Post-AGM (1) Gender Nationality(2) Independence Areas of expertise(3) Canadian 1 French 3 80% Austrian 1 70% Female 50% 60% 60% Australian 1 40% 40% 7 100% Dutch 2 British 3 Male 50% Retail / Finance Real Estate / Consumer Digital / ESG / Hospitality Asset P
Slide 54: Legal framework of shareholder vote on remuneration
Legal framework of shareholder vote on remuneration Shareholders Binding vote Binding vote SAY ON PAY 2018 Remuneration (ex-post): 2019 Remuneration Policy (ex-ante): MB Chairman MB Chairman Other MB members Other MB members SB Chairman SB Chairman and other SB members Payment of the STI for MB memb
Slide 55: An independent and transparent decision-making process driven by the Remuneration Committee
An independent and transparent decision-making process driven by the Remuneration Committee (RC) STEP 1 STEP 2 STEP 3 STEP 4 STEP 5 STEP 6 January - February February - March March March - April May June - December Full disclosure Shareholders vote RC engages Benchmark RC makes in the registration o
Slide 56: The remuneration philosophy applicable to the Management Board
The remuneration philosophy applicable to the Management Board Individual performance Group performance Share performance Long-Term Incentive Long-Term Incentive Remuneration (Minimum 3 years) (Minimum 3 years) linked to company performance Short-Term Incentive Short-Term Incentive (1 year) (1 year)
Slide 57: 2019 remuneration policy applicable to the Management Board
2019 remuneration policy applicable to the Management Board A simple, understandable and unchanged remuneration structure that follows the best remuneration governance standards Components included Components excluded Reasonable and balanced remuneration based No welcome bonus on benchmarks through
Slide 58: 2019 remuneration policy: Fixed Income (FI)
2019 remuneration policy applicable to the Management Board: Fixed Income (FI) Fixed Income is determined taking into consideration: Level and complexity of tasks Profile, experience and career within the Group or elsewhere Comparative remuneration analyses for similar functions and responsibilities
Slide 59: 2019 remuneration policy: Short-Term Incentive (STI)
2019 remuneration policy applicable to the Management Board: Short-Term Incentive (STI) Objective Motivate and reward achievement of annual financial and operational objectives Components Christophe Cuvillier Jaap Tonckens Performance criteria (as % of FI) Group CEO Group CFO Cash flow (growth of Ad
Slide 60: 2019 remuneration policy: Long-Term Incentive (LTI)
2019 remuneration policy applicable to the Management Board: Long-Term Incentive (LTI) Objective Retain and align with the long-term interests of shareholders Combines Performance Stock Options (SO) & Performance Shares (PS) SO PS Vesting(1) 3 years 3 years TSR (weighted 45%)(2) TSR (weighted 45%) E
Slide 61: 2019 remuneration policy: other benefits
2019 remuneration policy applicable to the Management Board: other benefits Objective Provide access to health coverage and other benefit schemes Supplementary Contribution Scheme (SCS): annual contribution paid into a blocked savings account(1) (unchanged) Fixed: €90 k CEO Variable: 10% of total an
Slide 62: 2018 remuneration – MB Chairman (say on pay – resolution No. 5)
2018 remuneration – MB Chairman (say on pay – resolution No. 5) Based on strict implementation of 2018 remuneration policy approved at 81.89% at 2018 AGM Remuneration related to company performance: 69.6% STI: Quantitative: targets exceeded, brought back to 100% (cap) Fixed Income (FI) Qualitative:
Slide 63: 2018 remuneration – other MB members (say on pay – resolution No. 6)
2018 remuneration – other MB members (say on pay – resolution No. 6) Based on strict implementation of 2018 remuneration policy approved at 83.54% at 2018 AGM Remuneration related to company performance: 66.4% STI: Quantitative: targets exceeded, brought back to 100% (cap) Fixed Income (FI) Qualitat
Slide 64: 2018 remuneration – other MB members until June 6, 2018
2018 remuneration – other MB members until June 6, 2018 (say on pay - resolution No. 6) Based on strict implementation of 2018 remuneration policy approved at 83.54% at 2018 AGM 208 195 173 169 173 165 260 246 16 15 16 17 114 Olivier Fabrice Astrid 131 Jean-Marie Bossard 102 Mouchel 102 Panosyan Tri
Slide 65: Supervisory Board 2019 Remuneration Policy & 2018 Remuneration
SUPERVISORY BOARD 2019 REMUNERATION POLICY & 2018 REMUNERATION
Slide 66: 2019 remuneration policy applicable to the Supervisory Board (resolution No. 10)
2019 remuneration policy applicable to the Supervisory Board (resolution No. 10) SB Chair: €225 k Other SB members: €75 k SB fees €50 k variable(1) €25 k fixed New SB fee envelope (€1.4 Mn): Additional fees for Vice-Chair: €18 k Recruitment of two additional SB members AC Chair: GNC or RC Chair: €38
Slide 67: 2018 remuneration – SB Chairman (say on pay – resolution No. 7)
2018 remuneration – SB Chairman (say on pay – resolution No. 7) Colin DYER SB Chair fees €180,000 GNC Chair fees(1) €66,750 TOTAL €246,750 (1) GNRC split into 2 committees (GNC + RC) on August 29, 2018. Prior to this, Mr Dyer chaired the GNRC 2019 ANNUAL GENERAL MEETING 67
Slide 68: Report of the Supervisory Board
Report of the Supervisory Board 2019 ANNUAL GENERAL MEETING 68
Slide 69: Auditors' Reports
AUDITORS’ REPORTS Ww UNIBAIL-RODAMCO-WESTFIELD
Slide 70: Statutory auditors' reports
Statutory auditors’ reports Ordinary Extraordinary General Meeting General Meeting Report on the parent company Reports related to transactions financial statements on the capital Report on the consolidated financial statements Special report on regulated related party agreements and commitments 201
Slide 71: Report on Unibail-Rodamco SE parent company
Report on Unibail-Rodamco SE parent company Resolution No. 1 Key audit matters: Impairment test of investments in subsidiaries Accounting for financial debt and derivatives In our opinion, the parent company financial statements give a true and fair view of the assets and liabilities and of the fina
Slide 72: Report on the consolidated financial statements
Report on the consolidated financial statements Resolution No. 2 Key audit matters: Valuation of the investment property portfolio, including investment properties under construction, either held directly or within joint ventures Accounting treatment of the Westfield group acquisition including purc
Slide 73: Special report on regulated related party agreements and commitments
Special report on regulated related party agreements and commitments Resolution No. 4 No new agreement or commitment authorized and concluded during the year to be submitted to the approval of the AGM No new agreement or commitment previously approved by the Shareholders’ Meeting which remained in f
Slide 74: Special reports regarding transactions on the capital
Special reports regarding transactions on the capital Authorizations granted to the Management Board Authorization to reduce the share capital Resolution No. 14 Authorization to decide on the issue of marketable securities or shares and marketable Resolutions No. 15, 16 et 18 securities with and/or
Slide 75: Dialogue with shareholders
Dialogue with shareholders Glòries 75
Slide 76: The premier global developer and operator of flagship shopping destinations
THE PREMIER GLOBAL DEVELOPER AND OPERATOR OF FLAGSHIP SHOPPING DESTINATIONS URW.COM
Unibail-Rodamco-Westfield — Shareholder Meeting (May 2019) on 6ix