2Q15 Business Update Opportunity Day, at The Stock Exchange of - - PowerPoint PPT Presentation

This information was prepared by Singha Estate Public Company Limited solely for information and discussion purposes

2Q15 Business Update

Opportunity Day, at The Stock Exchange of Thailand

3 September 2015

Di Discla laim imer

2

The information contained in this material has been prepared by Singha Estate Public Company Limited (“S”) solely for information purpose and does not constitute an offer or invitation to sell or the solicitation of an offer or invitation to purchase or subscribe for share in Singha Estate Public Company Limited (“S” and shares in S, “shares”). Some statements made in this material are forward‐looking statements with the relevant assumptions, which are subject to various risks and uncertainties. These include statements with respect to our corporate plans, strategies, and beliefs. The statements are based on our management’s assumptions and beliefs in light of the information currently available to us. These assumptions involve risks and uncertainties which may cause the actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by such forward‐looking statements. Please note that S and executives/staff do not control and cannot guarantee the relevance, timeliness, or accuracy

• f these statements. S undertakes no obligation to publicly update or revise any forward-looking statements,

whether as a result of new information, future events or otherwise. None of S’s executives/staff or any of its agents, or all of their respective affiliates, or representatives shall have any liability (in negligence or otherwise) for any loss howsoever arising from any use of this document or its contents or

• therwise arising in connection with this material.

Investor Relations Singha Estate Public Company Limited

3

OVE VERVIEW

Singha Es Estate – Part t of f Boo

• on Raw

awd Brewery y Gr Grou

• up

4

• Singha Estate Public Company Limited (“S”) is a real

estate investment and development company – a subsidiary of Boon Rawd Brewery Co., Ltd. (“Boon Rawd Brewery” or “BRB”).

• Formerly

Rasa Property Development Public Company Limited (“RASA”), S was created through a reverse acquisition and a result of entire business transfer of companies under BRB and Mr. Santi Bhirombhakdi.

• S’s business currently spans across 3 major sectors
• f property business: residential, commercial, and

hospitality.

Shareholding Structure /1

Paid-up share (shares) : 7,348,290,786 Paid-up capital (Bt.mn.) : 5,715.33 Par value (Bt./share) : 1.00 Security symbol : S Sector : Property Market cap. (Bt.mn.)

/2

: 30,863

Note: 1. As of 31 August 2015.

• 2. As of 31 August 2015 at the share price of Bt.5.40 per share.

Boon Rawd Brewery (Singha Beer Group) 46%

• Mr. Santi

Bhirombhakdi 33% Public shareholders 21%

The he Reverse Acquis isit itio ion

5

Boon Rawd Brewery

Formerly RASA, S is incepted through business integration between RASA and companies under BRB and Mr. Santi by means of entire business transfer in September 2014.

Note: The reverse acquisition was completed on 12 September 2014 . Soon afterwards the company’s name was changed from “Rasa Property Development Plc.” to “Singha Estate Plc.”.

• Mr. Santi Bhirombhakdi

CORE BUSINESS Beer: Market leader in Thailand and neighboring countries

DIVERSIFICATION

Non-alcohol Beverage: soda water, drinking water, mineral water, and energy drinks Packaging: glass bottle, carton, crate, and PET Other F&B: food, restaurant

BRB’s first listed company

Real Estate With the goal of entering into real estate development and investment business, S was created in 2014.

A 11.3-rai land (Asoke-Petchaburi) 1 A 2.0-rai land (Asoke-Montri) 2 A 30.5-rai land (Ekamai-Ramindra) 3 4 Santiburi Beach Resort & Spa – 5-star resort on Samui Island

Rasa Property Plc.

Paid-up share (shares) 549,998,401 Paid-up capital (Bt.mn.) 550.00 Par value (Bt./share) 1.00 Security symbol RASA Sector Property Major shareholders Pinijchop Family

New shares New shares Real estate

Singha Estate Plc.

4,712,350,732 4,712.35 1.00 S

Property BRB and Mr. Santi

Busin usiness and nd Shar harehold ldin ing Str tructure

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Note: 1. As of 31 August 2015.

Following the business integration, S restructured its business operations; its subsidiaries currently engage in residential, commercial, and hospitality developments and investments.

Singha Property Management

• Mr. Santi Bhirombhakdi

100% 33% /1 46% /1

Boon Rawd Brewery

Residential

Development & Investment

Commercial

Development & Investment

Hospitality

Investment & Management

Singha Estate (“S”)

Public Shareholders

21% /1 Future ventures A new set-up with professional management

High-Rise Landed Property

51%

Boar

• ard of

f Di Directors

7

Directors Professional experience in the past 5 years

Chayanin Debhakam Executive Chairman

• Director and EVP, Singha Corporation Co., Ltd.
• Manager - Internal Audit Office, Boon Rawd Brewery Co., Ltd.

Naris Cheyklin Executive Director

• Senior Executive Vice President and CFO, Central Pattana Public

Co., Ltd. Longlom Bunnag Executive Director

• Chairman, Jones Lang Lasalle (Thailand)

Nattavuth Mathayomchan Executive Director

• Manager - Residential Development, Boon Rawd Brewery Co., Ltd.
• Project Manager, Land & House Plc.

Satit Rungkasiri Independent Director / Chairman of Audit Committee

• Director-General, The Revenue Department of Thailand

Karoon Nuntileepong Independent Director / Audit Committee

• Director, Chumporn Palm Oil Industry Public Co., Ltd.

Chutinant Bhirombhakdi Chairman

• Director and CFO, Boon Rawd Brewery Co., Ltd.
• Director, Thai Airways International Public Company Limited

Thana Thienachariya Independent Director / Audit Committee

• Director and Audit Committee, Seppe Public Co., Ltd.
• Director and Audit Committee, SF Corporation Public Co., Ltd.

Thanavath Phonvichai, Ph.D. Independent Director

• Director, Economics and Academy Committee, the Thai Chamber
• f Commerce

Ex Executiv tive Man anagement

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One of S’s top priorities is to recruit top management and key talents with in-depth real estate expertise.

Senior Executive Vice President and CFO Central Pattana Plc. Chairman Jones Lang Lasalle (Thailand)

Longlom Bunnag

Chief Investment Officer

Regional General Manager Thailand Hilton Worldwide

Dirk De Cuyper

Chief of Hotel Operation

Manager - Residential Development Boon Rawd Brewery Co., Ltd.

Nattavuth Mathayomchan

Chief Residential Development Officer

EVP - Property and Infrastructure Fund Group SCB Asset Management

Methee Vinichbutr

Chief Financial Officer

Naris Cheyklin

Chief Executive Officer

Name & current position Position prior to joining S Managing Director Santiburi Co., Ltd.

Suphot Chaladol

Chief of Santiburi Hotel Management

Executive Vice President - Technical Development Central Pattana Plc.

Terachart Numanit

Chief Design and Construction Officer

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OPER ERATIONS RE RECAP

Key y Mile lestones

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Note: As of 31 August 2015 and subject to change.

With an ambition to be market leader across real estate sectors, S has continuously expanded through acquisition of green and brown-field assets, investments and partnership.

APR

Strategically invested 51% in “Nirvana Development Co., Ltd.” – a well-established landed property developer

2014 14 2015 15

SEP

Completed its business integration and change corporate name to “Singha Estate Plc.”

NOV

Acquired a 4.5-rai land plot (Bangrakyai)

JUN

Increased capital through RO & PP

OCT (tentative)

Groundbreaking “Singha Complex”

FEB

Acquired a 7.8-rai land plot (Rattanathibet)

NOV

Acquired “Phi Phi Island Village Beach Resort” – a 112 keys 4-star hotel with 167 rais of land

SEP

Launch the condo in Asoke

AUG

Acquired “Suntowers” – a 64,000-sqm NLA twin-towered grade A office complex in prime location of BKK

SEP – DEC

Fully refurbished “Santiburi Beach Resort & Spa” – an initial 5-star hotel asset and re-opened in Dec 2014

SEP EGM 1/2558

Our ur Ass ssets

11

Note: 1. Company estimate as of 31 July 2015.

S’s existing assets comprise residential properties for sales, retail space, unique hotels in Thailand’s top tourist destinations, and land banks in strategic locations for future development.

Residential Commercial Hospitality Investment in Nirvana

• 51% stake in Nirvana

Development Co., Ltd.

• 10 years of experience in

mid to high-end landed residential development

Operating assets

• The Lighthouse – approx.

3,300-sqm NLA retail space (Charoen Nakorn)

• Suntowers Complex –
• approx. 62,000-sqm NLA

grade A office complex (Vibhavadi-Rangsit)

Landbank

• A 11-rai land (Asoke-

Petchaburi): 9 rais “Singha Complex” & 2 rais for future development

5-star hotel

• Santiburi Beach Resort &

Spa (Samui Island, south

• f Thailand) – 78 keys

4-star hotel

• Phi Phi Island Village

Beach Resort (Phi Phi Island, south of Thailand) – 112 keys

Landbank

• A 2.5-rai land (Asoke-Montri) –

“Asoke Condo”

• A 45.5-rai land

(Ekamai-Ramindra)

• A 4.5-rai land (Bangrakyai)
• A 13.5-rai land (Ramindra)
• A 7.8-rai land (Rattanathibet)

Remaining project value of

• approx. Bt.11,400 mn./1

1 2 3

Residential ial Proj

• jects

ts in n Pi Pipe peli line

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Note: Company estimates as of 31 August 2015 and subject to change. Excludes projects developed by Nirvana Development Co., Ltd.

• 1. Number of projects complete their last unit transfer in the year.

Estimated project information

1 2 3

Projects under development

Land acquisition No.of units Project value (Bt.mn.) Sold (%) Launch Completion/1

Condominium

• 1. Asoke-Montri

3Q14 + 1Q15 421 4,200

• 3Q15

1Q19

• 2. Bangrakyai

4Q14 940 3,100

• 3Q16

3Q20

• 3. Rattanathibet

1Q15 1,570 5,505

• 2Q16

1Q20 Single-detached house

• 4. Ekamai-Ramindra

3Q14 + 2Q15 Under study

Imm mmedia iate Dev Develo lopment: Condo in n Aso soke-Montri

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Located in BKK central business area, the 2.5-rai land plot on Asoke-Montri Road will be soon developed into the highest condo development in Asoke vicinity with 421 units for sales. Total project value is approx.Bt.4,200mn. Revenue contribution from the project will commence in late 2018.

Note: As of 31 August 2015 and subject to change.

1 2 3

The project is on Asoke-Montri Road (BKK CBD), next to :

• Asoke commercial district
• Petchaburi and Sukhumvit MRT stations
• Asoke BTS station
• Schools and university

Lat Latest Acquis isitio tion – Sun untowers Complex x

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Note: Company estimates as of 31 August 2015.

The Bt.4,500mn. newly acquired Suntowers Complex is situated in one of growing commercial business areas in Bangkok, surrounded by office buildings, public parks and shopping centers, with easy accessibility to express way, toll ways, and mass transits. The well-equipped 62,000-sqm NLA offices are over 95% occupied, generating stable and strong rental cash flow.

1 2 3

Location

• Vibhavadi-Rangsit Road, BKK
• 5.7 rais freehold land (office towers)
• 8.5 rais leasehold land (retail space and

additional parking lots) Office Space

• Approx. GFA of 123,000 sqm
• Approx. NLA of 60,000 sqm

Occupancy

• 3-year average > 95%

2014 Financial performance

• Revenue: Bt.562.70mn.
• EBITDA: Bt.293.70mn.

Facilities

• A 150-PAX meeting room
• Fitness center
• Helipad

Parking

• Totaling ≥ 1,400 slots

Anchors

• PTTGC, Ericsson, Fuji Xerox, Halliburton,

SAM, Emerson, PRIN, Symphony, Technip Transaction Date

• 10 August 2015

Imm mmedia iate Dev Develo lopment: Singha Com

• mple

lex

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Previously owned and used by Japanese government as its embassy, the strategic land plot will be soon developed into a world-class mixed-use development – “Singha Complex”.

The 11-rai land plot on Asoke-Petchaburi intersection (BKK CBD), next to :

• Asoke commercial district
• Petchaburi MRT station
• Makkasan Airport Rail Link station

Note: As of 31 August 2015 and subject to change. The project is subject to shareholders’ meeting’s approval.

1 2 3

CAPEX

• Office tower (approx. 10,000-sqm BRB’s HQ

and approx.40,000-sqm NLA for rent)

• Retail space (approx. 6,000-sqm NLA)
• 2-rai land for future development
• Approx. Bt.4,500mn. (excluding land)

Progress

Opening

1H’2018 (Tentative)

• 100% completion of design development
• Obtaining EIA approval

Program

Exi Existin ing Hot Hotel l Prop

• pertie

ties

16

Santiburi Beach Resort & Spa – a 5-star beachfront resort – underwent a major refurbishment and re-opened last year. The upgraded property and its new management team are expected to drive the hotel performance in 2016 onwards.

1 2 3

A Bt.2,700mn acquisition, Phi Phi Island Village Beach Resort is a 4-star beachfront hotel Room expansion is now under works while performance of the hotel is still strong. Yield of the new phase villas will be anticipated in 2016.

Note: As of 31 August 2015 and subject to change.

• 1. Acquired on 28 November 2014.
• Face lift with new interior design
• Upgrade entertainment system
• Add keys

Operations Program Location

• 57 rais of land (beachfront)
• On Samui Island, South of Thailand

Refurbishment & Value Enhancement (Completed)

Key stats 2Q14 1Q15 2Q15 No.of keys 71 72 78 Occupancy 51% 71% 60%

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FI FINANCIAL PER ERFORMANCE

Basis is of f Accoun untin ing

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Consolidated Financial Statements

• The accounting standard for “Reverse Acquisition” was applied to S’s.
• The consolidated financial information of S were prepared as if the companies transferred from

BRB and Khun Santi Bhirombakdi were amalgamated with one another from the start and acquired RASA on the 12 September 2014.

Consolidated Company 2Q15 S and its existing subsidiaries S only 2Q14 Companies transferred from BRB and Khun Santi Bhirombhakdi /1 S only (previously RASA)

Statements of Comprehensive Income

Consolidated Company 30 June 15 S and its existing subsidiaries S only 31 December 14 S and its existing subsidiaries S only

Statements of Financial Position

Note: 1. Max Future Co., Ltd, Singha Property Development Co., Ltd., BhiromphatCo., Ltd., and Santiburi Co., Ltd.

4Q14 1Q15 2Q15 2Q15 1H14 1H15 (Unit: Bt.mn) qoq change Revenues 178.7 308.5 452.7 144.2 125.6 761.2 Revenues from sales of house and condo 118.5 75.3 259.9 184.6 0.0 335.2 Revenues from services 60.2 233.2 192.8 (40.4) 125.6 426.0 Costs 176.1 186.7 327.1 140.4 27.5 513.7 Costs of house and condo sold 95.1 67.5 193.6 126.2 0.0 261.1 Costs of services 81.0 119.2 133.5 14.3 27.5 252.7 Gross profit 2.6 121.8 125.6 3.8 98.2 247.4 Gross profit from house and condo sold 23.4 7.9 66.3 58.4 0.0 74.1 Gross profit from services (20.8) 114.0 59.3 (54.6) 98.2 173.3 Selling and admin expenses 147.1 125.7 178.0 52.3 132.8 303.7 Profit (loss) from operation (144.5) (3.9) (52.4) (48.5) (34.6) (56.3) Other income 20.9 14.2 13.5 (0.7) 12.4 27.7 Profit (loss) before interest and income taxes (123.6) 10.3 (38.9) (49.2) (22.2) (28.6) Financial costs 25.1 36.2 47.9 11.7 0.4 84.2 Income taxes (5.9) (0.3) 2.6 2.9 10.0 2.4 Frofit (loss) for the period (142.8) (25.7) (89.5) (63.8) (32.7) (115.2) Non-controlling interests (1.2) (1.9) (8.2) (6.4) 0.0 (10.1) Net Profit (loss) (144.0) (27.6) (97.7) (70.1) (32.7) (125.2) Gross profit margin 1% 39% 28% 78% 33% Profit margin from house and condo sold 20% 10% 26% n/a 22% Profit margin from services (35%) 49% 31% 78% 41%

Finan ancial ial Performance

19 Abbreviation: STB : Santiburi Beach Resort & Spa PP : Phi Phi Island Village Beach Resort

2Q15 Consolidated Statements of Comprehensive Income

• Costs of hotel up qoq and yoy

from the acquisition of PP and additional depreciation

• f STB’s renovation work
• Higher SG&A from the

consolidation of Nirvana’s and increased headcount at HO to support business expansion

• Hotel revenues down qoq

during low season, but up yoy from the acquisition of PP

• Key driver of the 2Q15

performance was the consolidation of Nirvana’s, starting 27 April 2015

• nwards

(Unit: Bt.mn / % to total assets) Assets Cash and Short-term investments 898.2 9% 1,167.3 8% Costs of property development 794.8 8% 4,052.5 26% Inventories 11.7 0% 809.8 5% Others 92.9 1% 342.5 2% Total current assets 1,797.7 18% 6,372.1 41% Land held for development 1,499.6 15% 1,747.1 11% Investment property 2,820.0 29% 2,900.2 19% PP&E 3,122.9 32% 3,283.0 21% Others 481.6 5% 1,078.7 7% Total assets 9,721.7 100% 15,381.0 100% Liabilities Short-term loans 3,166.9 33% 3,262.6 21% Current portion of long-term loans 38.3 0% 338.6 2% Others 429.3 4% 795.3 5% Total current liabilities 3,634.4 37% 4,396.6 29% Long-term loans 504.8 5% 766.8 5% Others 31.3 0% 150.3 1% Total liabilities 4,170.5 43% 5,313.7 35% Shareholders' equity Paid-up capital 4,712.4 48% 5,715.3 37% Retained eanrings 307.6 3% 182.3 1% Others 531.3 5% 4,169.6 27% Total shareholders' equity 5,551.2 57% 10,067.3 65% End of 2014 End of 2Q15

Finan ancial ial Posit itio ion

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Consolidated Statements of Financial Position as of 30 June 2015

2Q15 Outstanding borrowings: Bt.4,368.1mn.

Net IBD to equity 0.51 0.32

• Bigger Balance Sheet from the

consolidation of Nirvana’s, proceed from RO and new land plot

Short-term 82% Long-term 18%

EGM 1/ 1/2015

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Extraordinary General Meeting of Shareholders 1/2015

Ex-meeting date (XM) 27 August 2015 Book closing date 1 September 2015 Meeting date 30 September 2015 at 14:00 p.m. Venue Main Conference Room, 39th Floor Suntowers Building B, No.123 Vibhavadi-Rangsit Road, Chompon, Chatuchak, Bangkok 10900 Agendas

• 1. To acknowledge the minutes of the 2015 AGM
• 2. To approve the investment in Singha Complex
• 3. To approve the lease of office building areas in Singha Complex to

Boon Rawd Brewery Co., Ltd.

• 4. Others (if any)

Distribution date of the meeting notice 15 September 2015

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CONTACT

Choenporn Subhadhira

Investor Relations Tel: (+66) 2632 4533 ext.101 Email: choenporn.s@singhaestate.co.th Website: www.singhaestate.co.th

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APP APPENDIX

Capit ital l Inc ncrease and nd Rights Offerin ing

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New common shares 2,635,940,054 shares

• Nirvana Development Placement

186,509,792 shares (completed)

• Rights Offering

816,476,744 shares (completed)

• Reserve for exercise of warrants “S-W1”

1,632,953,508 shares

Capital Increase

Ratio (old share : new share : warrant) 6 : 1 : 2 Share subscription price Baht 3.00 per share S-W1 offering price Baht 0.00 Ex-rights date (XR) 14 May 2015 Subscription and payment period 8 to 12 June 2015 First day trade of new share 25 June 2015 First day trade of S-W1 10 July 2015 Subscription agent Maybank Kim Eng Securities

Rights Offering (“RO”)

S-W1 Warran ant

25

Information of the S-W1

Warrant symbol S-W1 Exercise ratio (warrant : share) 1 : 1 Exercise price Baht 15.00 per share Term of warrants Not exceeding 4 years and 2 months

• 1st exercise date

15 January 2018

• 2nd exercise date

16 July 2018

• 3rd exercise date

15 January 2019

• 4th exercise date

15 July 2019 Issuance and offering date 24 June 2015 First day trade of S-W1 3 July 2015 Secondary market SET