Consus Real Estate AG: Consus Real Estate continuing deleveraging and focusing on residential projects in Top 9 cities of Germany

Consus Real Estate continuing deleveraging and focusing on residential projects in Top 9 cities of Germany

– Significant reduction in leverage: net debt / Adjusted LTM EBITDA decreased to 7.3x

– Completion of the acquisition of the remaining 25% minority stake in Consus RE AG

– ADO acquired control over Consus

Berlin – 27 August 2020. Consus Real Estate AG (“Consus”, ISIN DE000A2DA414, CC1), a leading property developer in Germany’s top 9 cities, today released its figures for the first six months of 2020.

Covid-19 had a significant impact on our operating environment. However, Consus continued to operate through the challenges and achieved some major milestones. In May, the company announced two significant upfront sales with a combined transaction value of around EUR 1.1 billion, which will substantially reduce the company’s net debt and leverage. The remaining portfolio will further focus on the top 9 cities and an enhanced residential exposure.

In addition, the company completed the acquisition of the remaining 25% minority stake in Consus RE AG, its largest subsidiary, in July 2020 to simplify the corporate structure. As a consequence, the company now holds 100% of the shares in Consus RE AG.

Theo Gorens, member of the Management Board of Consus, comments: “We have successfully achieved important strategic milestones in the first half of 2020. We further deleveraged the company through two upfront sales.”

Strong performance of the business despite Covid-19

In the first six months of 2020, Consus achieved a total revenue of EUR 613.6 million and the overall performance of EUR 490.4 million marked a significant year-on-year increase of 47.0%. The key performance indicator EBITDA pre PPA and pre one-offs (“Adjusted EBITDA”) reached EUR 136.3 million as of 30 June 2020 (H1 2019: EUR 121.6 million) and resulted in an Adjusted EBITDA margin of 22.2%. The Adjusted LTM EBITDA amounted to EUR 359.1 million (FY 2019: EUR 344.3 million), reflecting growth of 4.2% over the first half of the year. Consolidated Net Income increased by 108.7% to EUR 9.2 million in H1 2020 (H1 2019: EUR 4.4 million).

Upfront sales of GDV EUR 4.3 billion

In May 2020, Consus announced two separate upfront sales for a combined GDV of EUR 4.3 billion with total transaction value of around EUR 1.1 billion. The reduction in gross debt arising from the announced transactions is expected to be over EUR 865 million, including a reduction in high cost mezzanine debt of over EUR 350 million. The ratio of net debt / Adjusted LTM EBITDA as of 30 June 2020 decreased to 7.3x driven by the increase in Adjusted LTM EBITDA and the decrease in net debt compared to FY 2019 (7.8x).

Consus will have materially exceeded its upfront sales target of GDV EUR 2 billion for FY 2020 as it delivers on its deleveraging strategy.

Pro forma for the announced upfront sales, the GDV of the portfolio will be EUR 8.0 billion across 39 projects. Following these upfront sales, Consus will have increased its proportion of residential in developments to over 63%, and its remaining development portfolio of GDV EUR 8.0 billion is almost exclusively in Germany’s top 9 cities, with 92% of GDV in Germany’s top 7 cities. The transactions are subject to closing adjustments and conditions and are expected to close in or before Q3 2020.

Acquisition of minority stake in Consus RE

On 9July 2020, Consus, in line with the ongoing integration of operations and streamlining of its group structure, completed the acquisition of the remaining 25% minority stake (on a fully diluted basis) in Consus RE AG (formerly CG Gruppe AG) (“Consus RE”) for EUR 27.5 million in cash and 24.75 million Consus shares. Consus has increased its share capital by issuing 24.75 million new registered non par-value shares with a notional value of EUR 1.00 each against contribution in kind. These shares settled on 22 June 2020.

Following completion, Consus RE is a wholly owned subsidiary of Consus and will be converted into a limited liability company (GmbH). As a supervisory board is no longer required upon conversion, Christoph Gröner has resigned as a member of the supervisory board of Consus RE. The integration is expected to be completed in Q3 2020.

Execution of ADO Properties call option

On 6 July 2020, ADO announced that it has acquired control over Consus. The integration of Consus into ADO / Adler is progressing well.

Coronavirus update

At this point in time, Consus does not assume that the coronavirus pandemic will have a material impact on the company’s business as existing forward sales contracts are continuing largely unaffected. However, certain upfront sales and new forward sales are currently delayed and dependent on the scale of negative impacts caused by the coronavirus pandemic. Consus continues to believe that German residential real estate will prove to be one of the most robust asset classes despite the ongoing pandemic.

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