Azrieli Group Ltd. ($AZRG)

Good day, and thank you for standing by. Welcome to Azrieli Group Annual 2025 Conference Call for Global Investors. [Operator Instructions] With us today are Ms. Danna Azrieli, Chairwoman and Acting CEO; and Mr. Ariel Goldstein, CFO. [Operator Instructions] This conference call will be accompanied by a slide presentation. It can be found on Azrieli's site, www.azrieligroup.com, on the Investor Relations page under Mediaroom, Presentations, and the financial reports can be found on the website as well. I would like to remind everyone that forward-looking statements for the respective company's business, financial condition and results of its operations are subject to risks and uncertainties that could cause actual results to differ materially from those contemplated. Please note that today's conference is being recorded. I would now like to hand the conference over to your speaker, Danna Azrieli, Chairwoman and Acting CEO. Please go ahead.

Good day, and thank you for joining the Azrieli Group conference call summarizing the fourth quarter and the year of 2025. I'm very happy to be here with you today. 2025 was a year filled with momentum, development and have continued building and strengthening the foundations of the Azrieli Group with a vision toward growth in the years to come. Beyond the excellent financials, it was a significant year for the group in several respects, including the expansion of the growing data center segment, the continued investments, improvements and enhancements of our income-producing properties, the successful closing of our deal to buy a controlling interest in ZMH Hammerman, the residential company, and an emphasis on the formation of a strong leadership team that blends our veteran management with new leadership. All of this took place against the backdrop of a particularly challenging year here in Israel. Throughout 2025 and until today, the reality in Israel has remained complex and is marked by uncertainty due to security concerns and how these concerns will affect the economy. But amazingly, the Israeli economy has once again proven its remarkable resilience and adaptability, and we, in the Azrieli Group have continued not only to operate but to grow responsibly and with a focus on our long-term vision for the future. Within this landscape, we are steadfast in executing our strategy of enhancing the group's growth engines, and we continue to invest in our income-producing properties and focusing on our operations that will drive our growth trajectory for years to come. In 2025, the Azrieli Group had a record high NOI and an average 98% occupancy in all of our income-producing properties in Israel. The FFO remained stable throughout the year. The increase in NOI is not fully reflected due to several offsetting effects and was impacted by the increase in financing expenses, mainly because we continue to invest in our growth engines, especially in our data center segment in which we signed several significant transactions, which will contribute to our continued growth. I will expand on this later. There was also a decrease of approximately 6% in the Mall segment's NOI, which had an impact on the FFO. You will see in our report that we took a business decision to write off outstanding debt of management fees from previous years totaling of around ILS 70 million to which the group is entitled. The company also decided to contribute to some of the expenses of the management companies in 2025. This decision regarding the outstanding debt of management fees from previous years was made in light of the security, economic and societal challenges that the country and market have faced in recent years. Regarding our net profit, we're showing a record growth of 27% as compared to 2024. Ariel in his presentation will expand on the key trends that have impacted the NOI, FFO and profit in Q4 and throughout 2025. We strongly believe in each of our real estate segments, and we continue to invest responsibly in order to enhance our portfolio, both in Israel and in the data center segment. In the last quarter, we invested approximately ILS 0.5 billion. And in 2025, we invested over ILS 3 billion in Israel and in the data center sector in Europe. Our investments in 2025 include, among others, the expansion of our data center operations, investing in projects under construction like our world-class Spiral Tower, purchasing of the land in Sde Dov for our senior housing project with 320 apartments, 600 meters from the sea and continuing to improve and develop our income-producing properties. Now let me dive into some of our main operating segments. In our office segment, our same-property NOI increased by 3% despite the impact of Meta, Facebook, vacating the Azrieli Sirona building in May of 2025. We continue to see strong demand in the office market, especially in Tel Aviv. I am actually so happy to report that as of around a month ago, we have already released all of the vacant space in Sirona at even higher prices, mainly to high-tech companies and leading startups. And so all of the space, the 31,000 meters that was vacant is now fully leased. At our Glilot campus project, formerly known as SolarEdge and our new name for the project is Azrieli Glilot, construction is continuing at a fast pace. In the previous quarter, we updated you regarding the understanding we reached with SolarEdge, where they will rent 60% of the campus space, and we will take back 40% of the space. This has enabled us to focus now on renting out the remaining space to multi-tenants in an area we strongly believe in. We will also assume management of the entire complex to ensure operational excellence. This is consistent with our focus on sustaining a strong AA office brand in a high-demand area where we see significant upside. I see the Spiral Tower climbing upwards out of my window every day. And today, we are already reaching the 72nd floor with the core of the building, and we're on the 51st floor with the main floor plate. We have a lot of exciting plans for the building as it becomes one of Tel Aviv's next iconic skyscrapers. I am also so pleased to report that we have signed a nonbinding MOU with a premier global luxury hotel group for the management agreement for the Spiral Tower's upper 12 floors, and we hope this will be a hotel that will become one of the most prestigious hospitality locations in all of Israel. In our Shopping Malls segment, we continue to maintain a very high occupancy, 99%. In the fourth quarter and in 2025, the NOI declined mainly due to the write-off of the outstanding debt owed to us in management fees from previous years that I described earlier. In terms of store sales in the malls, we have seen ups and downs this year, mainly because of the security situation, which naturally affects people's shopping habits. But if we look at the year as a whole and the net of the impact of the war in June called Operation Rising Lion, store sales remained stable compared to 2024, which we all know was a record year. During this complex time, in the more neighborhood-oriented properties, such as where our shopping center is in Modi'in, we see a steady flow of consumers. While in regional hubs like in the Azrieli Tel Aviv Mall, there are naturally fewer shoppers. In our flagship mall in Juruslem though, the Azrieli Jerusalem Mall, it still remains an outstanding performer, leaving our portfolio with the highest levels of foot traffic. At this stage, it's impossible to assess the impact of the current war on the results of the malls. And as of today, the government has still not officially addressed the issue. So we're still in a bit of a wait-and-see position. But as always, we remain committed to optimizing the tenant mix in all of our properties. By prioritizing our tenant mix and our operational excellence, we keep our properties innovative, interesting and inviting to all people. Our primary focus remains the enhancement of the visitor experience across all of our properties so that our commercial tenants will have the best success in the Azrieli malls. In our Senior Housing segment, our active homes are currently at 100% occupancy. There was a double-digit improvement in the NOI in the quarter and in 2025, among other things, thanks to the large contribution to our medical operations. The FFO was affected this year by the fact that we actually had just fewer apartments for sale. But of course, with the opening of our new project in the Rakafot neighborhood of Rishon LeZion, we expect to see a positive change in this number with more units for sale. Our new senior home in Rakafot will include 274 apartments, a medical department and 3,000 square meters of retail. We are maintaining a good pace with our current sales, and we're already looking forward to opening our fifth senior home in our successful Palace chain by Azrieli later this year. In our Data Center segment, which has become a very important segment for the Azrieli Group as it now accounts for 18% of our total NOI. And on an annual basis, the NOI has almost doubled, reaching ILS 449 million. During the second half of 2025 and since then, there have been a number of transactions, which we expect will significantly contribute to the results of the data center segment in the coming years. Today, the contracted NOI already represents a potential net operating income of over ILS 1 billion. We continue to work on additional transactions and on expanding and developing this segment, both in Norway and elsewhere in Europe with a focus at the moment in Germany and the U.K. At the end of December 2025, we announced a significant transaction in which we signed an agreement with a leading global technology company to provide 80 megawatts of data center services. The expected average annual NOI from this transaction is about EUR 117 million. The services will be provided at a new campus to be built in the city of Undheim, Norway, and the capacity will be provided in stages over around 2.5 years. This transaction represents a significant leap forward for the group, establishing us as one of the growing players in this industry in Europe. In August 2025, we announced that the joint venture where we are partners in equal shares 50-50 with a German energy company, KMW, engaged with an international customer for the provision of 36 megawatts of data center services. Our share in the venture is 50%, 18 megawatts. The customer was given the option to increase the capacity by another 18 megawatts to a total of 54 megawatts. In February of this year, we were pleased to announce that the customer exercised the option. And now at full capacity, the annual NOI of the transaction is expected to be around EUR 79 million, with our share being around EUR 39.5 million. The project's entire capacity is expected to be gradually supplied over the course of the next 3.5 years from the engagement of the original agreement. The project is expected to begin generating income as early as this year. Maintaining our strong momentum, we are pleased to announce alongside our annual results, the signing of 2 nonbinding LOIs for the expansion of the data center campus in East London, England. In this context, we entered into a nonbinding MOU with an international customer for the provision of data center services and the expansion of our active campus to a capacity of around 13.6 megawatts. We are negotiating a binding agreement with the customer. In addition, we entered into a separate nonbinding MOU with the same customer regarding an additional 16 megawatts of data center services at a future campus on adjacent land. We see numerous significant opportunities within this segment, driven by global technological advancements, particularly in AI, and we are now focused on capitalizing on these prospects to broaden our market footprint. I will now hand it over to Ariel, who will review the financial parameters in more detail. Thank you.

Thank you, Danna. We will now review the key financial parameters of the financial statements. NOI totaled ILS 575 million this quarter versus ILS 630 million in the same quarter last year. There was a decrease of some ILS 72 million in the retail segment, mainly as a result of the group's decision to write off the outstanding debt from the previous years for the management fees in the mall segment totaling some ILS 70 million as well as the group's decision to contribute this year to some of the management company's deficits. The office segment decreased by around ILS 2 million, mainly due to the reoccupancy of the space vacated by Facebook in May 2025. As Danna mentioned, all of the vacant area were marketed at higher rent prices, but some of the spaces have not yet to be occupied by the tenants. Therefore, the full impact of the marketing of the spaces is not expressed in the report. Data centers increased by around ILS 8 million due to the full income being recorded from the 3 TikTok buildings, while in the same quarter in 2024 income was recorded only from 2 buildings and from the third building only for December since the third building was handed over to the customer on November 30, 2024. Senior housing is up about ILS 6 million, mainly as a result of an increase in revenues and increase in occupancy of Palace Tel Aviv and Palace Lehavim as well as a significant increase in the medical results. The Rental Housing segment increased by around ILS 2 million, mainly due to reaching full occupancy in Modi’'in West rental housing project and increased occupancy of Azrieli Town project in Tel Aviv. In the U.S. Office segment, the NOI increased by around ILS 3 million. Excluding the impact of the group's decision to write off the outstanding management fees debt in the mall, the NOI increased in the quarter by about 2%. In total, the NOI from 2025 was ILS 2.53 billion, which is up some 10% compared to 2024. The ILS 225 million NOI increase in 2025 is mainly derived from the data center segment, which contributed ILS 290 million to the increase, mainly due to the full year of income being recorded for the TikTok project as well as improvement in the rest of the data center segment revenues also due to full year income being recorded in 2025 for projects completed in 2024. The malls and retail space segment decreased by some ILS 16 million, mainly due to the group's decision, as I mentioned earlier, regarding the outstanding debt collection for management fees in malls, contribution to the management company's expenses during the year and some ILS 7 million in relief given during Operation Rising Lion. Around ILS 40 million derived from the increase in the office segment, mainly due to the raise in rent and the recording of a full year income from Modi'in West and Gazit Building. The senior housing segment increased by around ILS 16 million, mainly due to the continued operational improvement and rise in occupancy rates in the senior homes, mainly Palace Tel Aviv and Lehavim as well as improvement in the medical operations. Rental housing increased by around ILS 11 million, mainly from the recording of a full year of income and full occupancy of the Modi'in West complex and improvement of occupancy in Azrieli Town in Tel Aviv. Same-property NOI in Q4 totaled ILS 505 million compared with ILS 577 million in the same quarter last year. For quarterly same-property NOI, we exclude the results of TikTok project and the income from ZMH Hammerman retail properties. The same-property NOI decrease resulted mainly from the decrease in NOI in the retail segment, as I explained earlier, as well as foreign currency exchange effect in data centers. The same-property NOI in 2025 was ILS 2.22 billion, similar to last year. The annual same-property NOI excludes the occupancy of the TikTok project, the Gazit building occupancy of Modi'in West, the retail offices and the housing, the Check Post project in Haifa and inclusion of the retail revenues from ZMH Hammerman, whose results were consolidated with ours for the first time this quarter. Quarterly FFO, including senior housing, totaled ILS 373 million compared with ILS 431 million in the same quarter last year. Net of the impact of the write-off of management fee debt for previous years, the total FFO for the quarter would have been ILS 451 million, reflecting an increase of 2%. Annual FFO, including senior housing, totaled ILS 1.674 billion in 2025 compared with ILS 1.71 billion in 2024. Net of the impact of the write-off of management fee debt, the total FFO for the year would have been ILS 1.74 billion, reflecting an increase of 2%. The annual FFO was mainly impacted by the increase of about ILS 190 million in financing expenses, a decrease of around ILS 90 million in senior housing deposits and an increase of about ILS 65 million in G&A expenses. Moving on to the balance sheet. As of the end of the year, the investment property and investment property under construction totaled around ILS 51.7 billion, up some ILS 3.7 billion in the reporting period. This increase comes from investments and revaluation, offset by effect of the decline in exchange rates. On the investment side, this year, we invested ILS 980 million in income-producing properties under construction in Israel, mostly in the Spiral Tower, SolarEdge campus, Modi’'in Lot 10 and the continuing construction of Palace Rakafot Senior Home in Rishon LeZion, which is expected to be open soon. We have also continued investing in our existing income-producing properties. We completed the purchase of land in Tel Aviv Sde Dov for a total cost of around ILS 630 million. The land is designated for development of senior homes to include around 350 apartments and retail space. We invested some ILS 960 million in the data center segment through Green Mountain Global, mostly towards the continuing expansion of the Romford project in England, adding 14 megawatts to the 7 megawatts that are already producing income and completion of the TikTok project at the beginning of the year. Our investments in the data center project in Frankfurt is accounted for as a joint venture. The company's share is 50%, in which the investment is recorded under loans and receivables item in the balance sheet rather than an investment property under construction item. In the reporting period, we invested around ILS 182 million in this project. We also included ZMH Hammerman investment property totaling ILS 85 million, which mainly includes the company's share in the [indiscernible] project in Tel Aviv and a car park in West Tel Aviv. In the report period, we recorded investment property revaluation of some ILS 1.1 billion, excluding revaluation recorded in an associate, deriving from income-producing properties in Israel is the sum of ILS 320 million net after recording an amortization of approximately ILS 224 million for the Spiral project, which is under construction and expected to be open at the end of 2028 and an increase of ILS 29 million in senior housing. An increase of around ILS 1 billion was recorded in data centers, including the company's project in Germany, which is presented under an associate. This increase is mainly due to the revaluation of the company's 80-megawatt project in Undheim, Norway, for which an agreement was signed with a global technology company for the provision of data center services and also revaluation of company's 54-megawatt project in Germany, in which our share is 50%, for which an agreement was also signed with a global technology company for the provision of data center services. The company's share of the project in Germany is including under the item the company's share in the results of companies accounted for using an equity method. The weighted IRR of the retail and offices income-producing properties is around 6.83%. The weighted IRR of the income-producing data centers is around 7%. The company has low leverage. The gross financial debt is around ILS 28.8 billion. The company's net financial debt is about ILS 23.1 billion, comprising around 36% of the total assets. The ILS 2.9 billion increase in the gross financial debt results from the closing of a nonrecourse loan in February of ILS 371 million, around ILS [ 1.3 billion ] against the TikTok project in Norway, the receipt of ILS 280 million loan for development and expansion of data center campus in England, the expansion of Series I and raising Series J bonds in the sum of ILS 2.5 billion, the consolidation for the first time of ZMH Hammerman loans totaling some ILS 777 million and the impact of the increase in CPI linkage on the linked debt in the sum of around ILS 546 million. The loan erosion from the appreciation of the shekel against the foreign currencies had an impact of around ILS 0.2 billion. The growth was offset mainly by the repayment of bond, loans in the sum around ILS 2.25 billion in the period. The company's average effective interest rate in the report period is 2.85% compared with 2.4% in the previous years, with an average duration of 6.1 years, while the average interest rate in debt in Israel in the period is 2%. The increase in the company's average interest rate compared to the previous year reflects the market conditions. I will point out that we maintain a gap of around 4% between the company's weighted cap rate, 6.83% and the average cost of interest 2.85%. To conclude, we will briefly review the financial statement results. The net income in 2025 totaled ILS 1.88 billion versus ILS 1.48 billion in 2024. The ILS 406 million increase in the net income in the reporting period is mainly due to an increase in the company's NOI, an increase in the fair value adjustment, an increase in the result of the associate accounted for using the equity method, revaluation of the data centers project in Germany and an increase in other revenues. This net of an increase in G&A expenses in financing expenses in the company. Comprehensive income totaled ILS 2.3 billion in 2025 versus ILS 1.3 billion in 2024. Comprehensive income in the reporting period was impacted by profit net of tax deriving from the holding of Bank Leumi shares totaled around ILS 740 million and net of a loss of some ILS 370 million from the translation differences, mostly due to the appreciation of the shekel against foreign currencies in the period. In 2024, we recorded a profit of ILS 377 million net of tax from the holding of Bank Leumi shares and a loss of ILS 610 million from the translation differences. We will now hold a Q&A session.

[Operator Instructions] And the question comes from the line of Charles Boissier from UBS.

Two questions on my side. First, you mentioned pursuing other opportunities in data centers, and I think you specifically referred to Germany and the U.K. How competitive do you see the investment market for data center in those locations? And what return do you expect to achieve? Yes, that's my first question.

Well, the market is very competitive. And right now, we're, of course, looking at various opportunities. And I think the world of data centers as the technology and AI is growing, I think our relationship with hyperscalers is very important, and it puts us in a very good position as shown by our project in Frankfurt and our project in the U.K. as well as our very strong projects in Norway. If you look at the type of returns in Europe, I don't know that...

When we are talking about development return, which is one thing and investment return.

Right.

So there is a difference. When we develop, we expect at least a double-digit return over the investment. First of all, in Germany, in Norway, in U.K. as well. This is our expectation because development of data centers has many elements, and this is a requirement and the price should support -- the price per kilowatt should support the investment, okay? But once we are reevaluating this data center after completion or during the construction, we expect that the yield for investment will be aligned with the quality of the customer. So if we are talking about the customer, which is a AAA customer, a huge global technology company like Amazon, like Meta, like Google, Microsoft, okay? So most probably, the yield on the exit and the discount rate will be in the range of 6.5%, 6.75%, maybe even lower to 6.25% because the market likes such customers for such a long period of time, very strong and strong quality. I'm talking about companies like the strong one, AAA or something companies. If we have a different company theoretically, which is a company which is less strong than the biggest hyperscalers, of course, this will be reflected in the price. So each company gets a different yield, which represents the risk that this customer will not pay the rent, the customer will exit the project, will not survive. So at the end of the day, there are so many different kind of customers for data centers. There are the neocloud customers, and we have the big hyperscalers like Google, Microsoft and Amazon. So there's a huge difference between the 2 kinds of customers. So it's very hard to say exactly on what we are talking about. It's mainly about the quality of the customer and the location, of course, which is important.

Very clear. And my second question is related to data center again. If I understand well, you had quite a strong revaluation in the fourth quarter linked to your leasing success at Undheim and the projects in Frankfurt and London. So my question is to what extent is the portfolio valuation and the NAV reflecting now those 257 megawatts of contracted agreements. To what extent there's still some more to come from these existing projects in the fair value?

First of all, we did reevaluation, but the revaluation takes into consideration the development risk. So we didn't value the project the maximum, okay? The valuator takes a percentage yield, which represents the risk of development. So if we -- theoretically, now we are not talking about Undheim. Theoretically, if we have a project, the valuator, CBRE in our case, can start the discount rate in 10% or 11%. And during the construction as long as we are continuing progress in the construction, yes, can reach to the target discount rate, which can be 7% or 6.5%. So every quarter, once we will do this valuation process, we expect that we will book some revaluation gains of those projects along the development period of time, okay?

Yes, very clear. And then just finally, again, on data centers, 2 things. One is some of your European peers are flagging that the hyperscalers are extremely strict in their criteria and that they have a quite easy way out from the projects or the existing assets if they are not meeting very specifically those criteria. So how, let's say, comfortable you are with your contractual agreements with the hyperscalers with whom you're dealing? And another risk in data center is relating to insurance. I think there was an FT article mentioning that insurers are finding it very difficult to underwrite the risk in data center and that it's very hard to insure data centers. So I just wanted to know your perspective on that given the amount of CapEx that you're committing to those projects.

Okay. So I will answer the first question and then to the second question regarding the insurance, and we'll talk about it a little bit. About the customers, the customer invests a lot of money into the data center, much more than the development 4x, 3x. We don't know exactly because they are investing into GPU, a lot of money. So first of all, we need to choose them and they need to choose us as well because we are a supplier, they need to trust us. They need -- they have a need for a data center, they need to trust that we'll be able to deliver the data center on time and in the good quality and uptime 100%. So first of all, they invest a lot of money into the data center. So there is some stickiness of the customers into the data centers. It's true in agreements for 10 or 15 years, usually in data center contracts, the hyperscaler has a way to terminate the agreement, but there is a termination for convenience. So the question mark in such agreement for how many years you need to be into the project before we're able to terminate with a discount. Otherwise, let's say, in some agreements, we have 5, 6, 7 years that before he at least stay in the property for 7 years, he need to pay until the end of the contract. After that, it goes down, he need to pay 75%, 65%, 55%. So at the end of the day, you cannot terminate and go out without any payment. So you have a minimum year that he need to stay in the property. Otherwise, he need to pay until the end of the lease period. And in some -- after 5, 7, 8 years, depending on your negotiation, he has some discount of terminating the agreement. Every year, he gets a higher discount. So at the end of the day, there is some flexibility. Usually, it's not happening today. Power, this is something which is needed, yes. And we don't see a case where we have agreement with the hyperscaler that needs power that give up such a power, yes, unless he has a very, very good reason to do it. And at the moment in the market, as you probably read, there is a lack of power, the lack of capacity. So this is an asset to us and to the customer as well. So we expect that the customer will be in the -- as our customer for a very long time, even after the -- when the leases actually ends up, we expect to prolong this agreement with such a customer. This is our expectation. And this is the assumptions in the market, even with our valuators. This is, in general, the assumption in the market. Okay. This is on the first question. The second question is about the insurance. So we don't see a problem to get insurance. We are in touch with -- we work with some insurance brokers. So we have insurance for the property. Even it's able to get insurance for late delivery, deliver insurance for many, many options. Even I was offered last week to get insurance for SLA breakage. So if we will have any problem with SLA, we'll have insurance as well. So I see the insurance market actually accepting data centers, adjusting themselves to the data center market. We see more products this year compared to the previous year. So as a lending market and the bank market and everybody now understands the market, and we see more availability of more institutions who would like to participate in loans. We see more insurance companies adjusting themselves to be able to offer products to the data center market.

Ariel, you've been answering these questions extremely well. So I saw no reason to add anything. Charles, did you get the answers that you need. Ariel [indiscernible] detailed...

Very clear.

If there are no more questions -- are there any more questions? I think we probably sign off. We have an alarm here. I'm terribly sorry...

There is one question. So that's from [ Cristiana Sandeva ]. Would you like to take it or you would like to take it offline?

We can try, if it's a short question. Otherwise, we're going to have to remove ourselves within a few very short minutes. Go ahead.

Just a quick one. I've seen on the Tel Aviv Stock Exchange that you had a filing a couple of weeks ago about the Undheim project and you have appointed an adviser for ILS 1 billion syndicated loan. I was wondering if you can say who the adviser is and any details on the financing for the project?

Usually we are not talking about it in conference calls. So we are dealing with the financing. We have advisers taking care about it, and it's not a public information.

Yes. Thank you for your interest. The Azrieli Group is very strong in all of our sectors and offices, senior housing and shopping malls in Israel. Even during these complex times, we continue to grow and also be very stable. And of course, the data center sector is our incredible growth engine, which we're very excited about, and we look forward to talking to you again in a future call. And I'm terribly sorry that we have to cut this short. We wish you all very well and good health. All the very best.

This concludes today's conference call. Thank you for participating. You may now all disconnect. Have a nice day.

Thank you.