Elanor Investors Group (ENN) Earnings Call Transcript & Summary

Thank you for standing by. Welcome to the Elanor Investors Group Investor Briefing. [Operator Instructions] I would now like to hand the conference over to Mr. Tony Fehon, Managing Director. Please go ahead.

Thank you very much. Good morning, everyone, and thank you for taking the time to join this update. My name is Tony Fehon. I'm Managing Director of Elanor Investors Group, and I'm here to present an update on the business, including Elanor's FY '24 audited financial statements. I've had the responsibility to lead our team over the past 12 months during what has been a challenging period for the group, our stakeholders and security holders. The lodgement of our FY '24 results on Friday is a positive step towards resetting Elanor into the future. It marks a critical milestone in our plan to stabilize the business and progress towards seeking approval from the ASX to lift the voluntary suspension of trading in ENN securities. While Elanor's FY '24 financial statements are sobering, they also represent the impacts of a full reset of our business and a markdown of our assets and co-investments to reflect their value at the lowest time of the valuation cycle. Critically, the FY '24 financial statements include an audit opinion with an emphasis of matter regarding the group's ability to continue as a going concern, which is dependent on the successful execution of the Rockworth recapitalization and balance sheet stabilization, which is being put to an Extraordinary General Meeting of security holders for approval in November this year. The Board and management have been working with Rockworth and our existing financiers to produce an outcome that stabilizes the balance sheet, reduces gearing to sustainable levels and provides a platform for renewed growth following a period of prolonged financial uncertainty. I will discuss more about the Rockworth transaction after I present the FY '24 results and some of the recent initiatives we've taken to strengthen our business. On Friday, the group lodged its FY '24 audited consolidated financial results. I'll provide a brief overview of the ENN Group results, which is consistent with the historical presentation of the group's financial results. For the 12 months ended 30 June 2024, Elanor generated $56.2 million in funds management income, which is an increase of 13.5% on FY '23, reflecting the impact of the Challenger Life Company mandate acquired during that year, which increased Elanor's assets under management from $3 billion to $5.9 billion. In addition to acquiring the Challenger mandate, Elanor also established new managed funds during FY '24, including the 55 Elizabeth Street Fund and joint ventures with institutional mandate partners, ICON Developments, Kajima and PGIM. This growth in funds management income led to the group generating core earnings results of $12.8 million for the FY '24 year. As a result of the group entering the voluntary suspension of trading in its securities on the ASX in August 2024 and the protracted efforts to stabilize the balance sheet over the past 12 months, finalization of the audited FY '24 financial statements was only completed last week. Therefore, the carrying value of the group's assets being primarily co-investments in managed funds as at 30 June 2024 has been significantly impacted by revaluations and realizations that have occurred subsequent to 30 June 2024 right up until last week. Consequently, we have taken significant write-downs on many assets at the bottom of the cycle, which have materially impacted the carrying value of our managed fund co-investments. In respect of many of the managed fund assets, particularly in the Elanor Hotel Accommodation Fund, which we refer to as EHAF, we have no intention of disposing of these assets at those values. Unfortunately, they are reflected at today's values back at the 30 June 2024 balance date. We have realized some assets during FY '25, and these have also been reflected in their carrying value at 30 June 2024. In many respects, the accounts of FY '24 reflect the impact of our FY '25 activities in fully resetting these values. These represent the values as of today, where we believe the values are being held at lower than they'll eventually be realized. And importantly, the restabilization plan that we have announced with Rockworth enables Elanor to present these assets to market at more appropriate times. The group's share of loss from equity accounted investments and impairments expenses totaled $79.9 million during FY '24. As a result, Elanor's NTA as at 30 June 2024 reduced to $0.32 per security, down from $1.23 at 30 June 2023. The group's balance sheet was impacted by assets realized to provide immediate stability, notably the co-investment in ECF and the directly held [indiscernible] Street property. Where certain managed funds were required to pay down debt, we have sold assets on behalf of those funds to meet the relevant lenders requirements, including Bluewater Square, Stirling Street, and Waverley Gardens. This was particularly the case in EHAF, where 6 assets were sold under requirements of the fund's financiers, including Mayfair Hotel. The group maintains a significant co-investment position in EHAF. And in this regard, I'm pleased with the turnaround in the operating performance of most of the hotels in EHAF. Our commitment to our EHAF fund investors is that the fund is to maximize their overall return objectively and prudently. The EHAF Board recently approved the strategy to maintain a smaller yet specific group of hotels, which over the medium term should lead to a recovery in capital value. And in the meantime, we'll be targeting distributions to investors for the first time in over 18 months. Our stated intention last August was to sell these assets in an orderly realization process, but asset values deteriorated significantly since that time, and it was not in the best interest of fund investors to sell at those values that were being opportunistically offered. This underscores one of the fundamental benefits of Rockworth stabilization deal, which is aligning the capital structure of the group with the long-term strategic objectives of the business. This preserves the ability to restore long-term value from the existing funds for investors and Elanor. The Rockworth alliance and the acquisition of Firmus supports the funds management platform and allows a rebuilding of scale in the business over time. In conjunction with working to stabilize the capital structure of the group, we have kept a primary focus on maintaining our quality of management for the real estate assets we manage on behalf of the managed fund investors and our mandate clients. On many metrics, the team has performed strongly across the group managed funds. This includes substantial leasing activity that's being transacted at above market rents, the renegotiation of close to $1 billion of facilities, the development of over $250 million of new construction and renovation work and the divestment of more than $1 billion of real estate assets on behalf of mandate clients or for managed funds. Recently, we announced the unwinding of our relationship with Challenger Life Corporation, or CLC. There has been comment in the media from parties with vested interest that have questioned the reasons for this change. Simply put, the time required to resolve Elanor's financial instability was too long for CLC and our recapitalization deal with Rockworth arrived too late to avoid the change. While this was disappointing for our team who have diligently and successfully managed their real estate portfolio, we are proud that Elanor delivered greater than budget outcomes in FY '24 and FY '25 on behalf of CLC. Furthermore, we will continue to manage the strategic joint ventures of our ongoing shareholder, ADIC, on those assets that they majoritively co-own with CLC. Over the past 12 months, a dedicated team within Elanor, along with the Board have made substantial changes to our funds management platform. We have also significantly reduced our resourcing either through making tough decisions to restructure certain roles or giving long-standing team members the opportunity to step up to take on greater responsibilities. Whilst we inevitably lost some staff to turnover, we have successfully recruited high-caliber employees who were able to continue with the business seamlessly. We have implemented improved governance arrangements, including strengthening the independence of the trustee and responsible entity over our managed funds, forming a diverse and independently chaired investment committee, formalizing a company-wide risk committee and creating an executive committee with representation from across the business. We have also commenced our search for the next CEO of the business, and I expect that, that appointment will be completed in or around November. These changes, along with the recent appointments to the Board have created a culture shift within the business that has reset Elanor as a business. It is this culture that has sustained Elanor through the past 12 months and will allow it to be well positioned for future opportunities. We recently released the results for Elanor's Commercial Property Fund to the market, ECF, which included some strong outcomes. A high occupancy with a high-yielding distribution are good highlights, while the valuations of the assets are reflecting the bottom of the cycle. Our team has worked on significant leasing activity to change the structural makeup of the fund in order for it to be more resilient over time. We have reported that the Lederer Group launched a takeover offer of ECF at $0.70 per security on the 20th of August 2025. They have cited several reasons for launching this action, but mostly these in our assessment are self-serving. The Board and management have regularly met with the Lederer Group, along with other key ECF security holders to discuss ECF and continue to affirm that our primary focus was on properly managing the assets of our funds, including ECF. We have already -- we had already commenced an overhaul of governance before we sold our ECF position to [Technical Difficulty]. We're just having a little difficulty with our microphone here, so I'll just restate that bit. We've already commenced our overhaul of the governance before we sold our ECF position to the Lederer Group and the performance of the fund over the past 12 months has been strong. To respond to the Lederer offer, we have once again initiated our governance protocols for splitting the Board into a responsible entity, Independent Board Committee or IBC, and a Board Committee or BC to represent Elanor. The ECF IBC has issued a statement outlining its recommendation that ECF investors reject the offer and advising that it will provide further guidance over time. The Elanor BC has indicated that it believes the “Lederer offer is in breach of undertakings that were disclosed to the market on the 13th of September 2024 and restated in “Lederer's bidder statement. Further, assertions made by “Lederer Group that ECF strategy will be changed with our credible basis and are factually incorrect. We have restated that ECF has a clear strategy, which is only to acquire properties in Australia. We have also given clear indication that we won't change that successful strategy nor is the company subject to the direction of Rockworth. Now let me update you on the stabilization transaction. Sorry, we are having slight problems with the microphone here. So let me update you on the stabilization transaction. Rockworth Capital Partners is one of our strategic partners and was our largest security holder before the CLC transaction. As detailed in our market update released to the ASX on Monday, we are continuing to progress the expansion of our strategic alliance that will see Rockworth invest $125 million into Elanor and Elanor's acquisition of their majority-owned Firmus business. The Rockworth transaction will enable us to recapitalize the business, refinance the balance sheet. It aligns both group's activities in funds management and provides a strong foundation from which to execute our targeted growth strategy. As we've already outlined, our focus is on stabilizing the group's balance sheet and on delivering strong investment returns for our capital partners. After completing our initial phase of the stabilization plan, we will then grow the business alongside Rockworth through capital-led growth opportunities in key real estate sectors across the region. This will enable Elanor to grow our funds management platform, and we see the opportunity to expand our institutional capital partners through the acquisition of Firmus to further provide access to inbound Asian-based capital. We are pleased that Rockworth has confirmed and restated their support for the recapitalization and stabilization plan. As such, Rockworth is working alongside Elanor in preparations for the required regulatory and ENN security holder approvals at an AGM. We are preparing a notice of meeting and explanatory memorandum, including an independent expert report, which is expected to be dispatched to ENN security holders in early October 2025 with the AGM expected to be held in early November 2025. We encourage Elanor security holders to support the Rockworth investment and the Firmus acquisition. Elanor's ongoing financial stability and our long-term future would be very uncertain if the proposed transaction is not approved by Elanor security holders. In conclusion, Elanor has reset its direction, its governance model and its focus to its funds and investors. We believe the Rockworth alliance is in the best interest of all security holders and our fund investors. The changes in management, including the recruitment of the new CEO, will further evolve the company. I would like to thank you for your patience. We recognize this has been a challenging period for all Elanor security holders. We believe there is now a clear pathway to stabilizing the business and importantly, recovering and ultimately growing Elanor security holder value. That concludes today's update. Thank you for taking the time to dial in today.