Syn Prop & Tech S.A. ($SYNE3)

Good morning, ladies and gentlemen. Welcome to the Syn video conference to discuss the results for the fourth quarter of 2025. This conference is being recorded, and the replay can be accessed on the company's website, ri.syn.com.br. The presentation will be also available for download. Please be advised that all the attendees will only be watching the video conference during the presentation, and then we will start the Q&A session when further instructions will be provided. For those who are watching the video conference in English, we advise that downloads and these are regarding future events, may differ substantially from the results. Investors, analysts should consider that the events different from the ones expressed in the declaration. Here present in this video conference. Mr. Thiago Muramatsu and Mr. Hector Leitao, Financial Director of financial investors with the company. I'd like to pass the floor to Mr. Muramatsu to start this presentation. Please, Thiago, the floor is yours.

Good morning, everybody. Thank you so much for being here. Starting this call, I'd like to validate the fourth quarter 2025. And then we start with the dividends paid BRL 64 million in December. And just to remind you, BRL 64 million additional to the other BRL 400 million that we had in dividends in 2025. Considering the period since the beginning of transaction of the shopping malls to XP returned to the shareholders, BRL 1.5 billion on dividends and capital distribution coming from this final transaction. In addition to that, there were other conclusions in the fourth quarter '25. Shopping D transition, full participation in the mall, BRL 8.9 million, and also the final installment in November of Brasilio Machado sale completed, reinforcing our strategy that we have been talking with most of the investors. We have a portfolio that is lean, but also most efficient. Following to the next slide, we are going to talk about subsequent events. The first one, Syn became part of the portfolio of B3's Great Place To Work Index, IGPTW, great place to work companies are listed there. And this is not something trivial, but I do believe that is a reflection of our hard work internally on culture, our work that we invest on employees. And this in the end of the day reflects on better attraction, better retention, helping us searching this improvement in our operational efficiency. So the sequent events, the conclusion of CLD, the final phase completion in March. Here, it is 26% in addition to the other lease phase, we are delivering since October '23, '24, for the third phase on December '25. This third phase, we are going to talk about this current phase. As the highlights of the year, considering this capped our constant work, observing efficiency of the capital structure, we have the anticipation of XP installment paid in December -- in November 2025, anticipating it to April. So this anticipation was BRL 590 million. The original was BRL 550 million corrected by the CDI. So you anticipate it to 6 months, and the cost is 1.32% on the anticipated period, helping us reducing financial expenses and also part of the capital that we distributed. Also the prepayment of the 12th debenture, BRL 377 million, originally would be for December '27. So we improved the duration of our debt in general and BRL 330 million capital reduction that I mentioned before. Moving ahead, we have operational performance in our business line, shopping malls. And when we see occupation, that is this growth of over 1% in physical occupation and financial occupation, I believe, in a year that the interest rate was in the 15% all year long, we felt a retraction of the appetite of expansion on the retailers. This increase on occupation reflects our work and the commercial work. And I believe the quality of our assets even in an adversity moment is still attractive to the retailers to be part of our portfolio. Moving ahead, talking about the malls, that is sales evolution in 5.7% and same-store sales in 4.1%. Both sales growth reflect an actual growth above IPCA, and more interestingly, when we observe rentals on same stores, the SSR is 5.9% in 2025 in a scenario comparing to negative IGP-M, we have an observed actual growth and even with the sale of same stores growing under the rental rate, there was no increase in the occupation in the retailers, showing that this rent growth is sustainable and healthy. Going to corporate buildings now, there was an increase, a meaningful increase in financial occupation and also physical occupation, especially in AAA from 70% to 84.6%. And when we disregard Brazil, we consider Brasilio Machado in our vacancy in '24, it was part of our portfolio. Then there is a lead of over 10% in physical occupation and financial occupation. And that's my initial point of having a concentration in a quality portfolio, improving our operational performance. Moving to the final one, and talking about CLD, we are showing here the delivery dates and all the phase, a total asset of 129,000 square meters, 111,000 by December, considering the full development deliver in the beginning of this year, reaching 129,000. All the previous phase is 100% leased. In the moment, we have 25 -- 26% of lease. The lowest one is 17,000 square meters, but we are in the final phases of negotiation. And I do believe that up to the beginning of next month, and close to that, close to April, we are going to have this development totally leased. Now for financial performance, I pass the floor to Hector.

Good morning, everybody. Thank you so much for your attendance in our call of results. The first slide that I present our performance, same properties and the transaction in '24, '25. The growth in NOI of the year, 8.8%, reaching BRL 88.9 million NOI and business unit malls, the growth 8.5%. And even with the scenario of restriction of credit, high capital cost, adding to the IGP-M negative that we closed in '25, this result was really interesting, considering malls IGP is the main rate of monetary correction of the agreements and some revenue growth that are important. We see a growth close to 20% a year. Those revenue of kiosks and extra events, leased stores and also a buffer in the mall contract percentage lease, even if the lease fixed in the contract, there is no growth. We have this possibility of an upside using sales and growth in the retailers. Offices, also robust growth, 9.9%. And the biggest lever of this growth are the revision last year, and 2024 that was part of it, especially in AAA portfolio. So these revisions here in the market raised our lease permitting this growth above the inflation rate. Going to the next slide. Here, we are comparing adjusted EBITDA and FFO compared to last year, and the drop, especially in our sale of portfolio, it was in 2024, calculating how much was the impact in the results, selling this lease, BRL 50 million. Excluding this event, there is a growth, a robust growth close to NOI growth in the same properties. Next slide, we see net debt. We closed the quarter BRL 182 million cash, net debt BRL 321 million, representing leveraging of 3.8x. And this is what Thiago mentioned, connecting to his part of the presentation. We choose capital allocation considering the selling of properties losing revenue, but we distribute BRL 1.5 billion since the transaction to the shareholders. The scenario is uncertain in economy, geopolitics, high capital cost and the choice was distributing these resources to shareholders and have a lean company, a more productive portfolio. In shopping malls, for example, our portfolio with NOI per square meter twice compared to that what we had before, a mix of development, a mix of revenue, better quality, a company leveraging in a reasonable manner, consider that our business organically is not leveraging. We generate cash and especially considering that we have just concluded an investment in our warehouse CLD that is growing mature for the next quarter's presentations. And finally, observing the company what we have left on liabilities. Our indebtedness profile is interesting. We have 80%, 85% index to IPCA aligned with our lease growth, we have liabilities and assets match under CDI. And if you see the past in a snapshot in the last 12 months, average cost is 80% of CDI. In this snapshotting, in that profile, and we have a cost 95% of CPI. So in capital allocation, the company has a capital cost that is cheaper than before, and we return capital generating value to the shareholders. And I conclude my part of financial performance. We can open the floor for Q&A.

[Operator Instructions] Our first question is Mr. Fabris from BTG Pactual.

I have 2 questions. First, considering that you had the asset selling and the completion of the final phase in logistics, I'd like to hear from you if you understand the company is now in a development cycle of CapEx and lower distribution. And if it's the case, where do you see more opportunities for investments, offices or other development? This is my first question. And leverage question. You have mentioned this during the presentation. Naturally, you have leverage in the beginning of the year. But can you talk briefly about how you see the current level of leveraging of the company and the CapEx and dividend payments observing this point in the future? These are my questions.

Thank you so much, Fabris. First, answering your first question. I believe in the last 5 years, we distribute almost BRL 3 billion to the shareholders in the transactions that we had, BRL 2.794 billion in the last 5 years. And we simplified our portfolio, portfolio that is leaner with a good quality, and then you saw operational numbers consolidating and improving. I believe from this point on, there is a phase of maturation and our -- which is to leave a type of the investment to start investing. This -- what is holding is the capital cost. So there was a shy reduction on CDI. And we are trying to be disciplinated in the last 10 years. So this relationship of risk and return is in harder levels to make feasible new businesses. Talking about our observation and opportunities, we are getting closer to levels that we can take some decision on investing. In logistics sector, as you mentioned, we have just completed CLD, is almost 100% leased. All the phases are delivered 100% leased and pre-leased. So this is giving us a lot of enthusiasm to search this area in our business. We had a big portfolio. It's reduced, but now maybe we have a new opportunity to extend this portfolio. We observed carefully offices last weeks, we have growth in return of offices, better occupancy, secondary regions are getting better, Pinheiros, Paulista with good performance. So we are observing some assets, but they are still scarce when we see M&A. And development, we see a high risk depending on the region. In Faria Lima, this region, we still have stock, Pinheiros is a better region. We do not have enough land space, we are observing it all. Talking about shopping malls, our focus on CapEx and investment is more focused on possibly expanding our portfolio, our own portfolio. We believe that we are going to see better return compared to acquisition of something that is already in operation. And for shopping malls, I believe in these 3 segments, this is outside our radar. Talking about your second comment about leverage, I leave it up to Hector.

I believe that some details to consider. When we analyze leverage, 3.8 is above on what we started in the cycle of development in divestment 2024, but we always observe ahead in time, what we have possibilities to generate cash, and also the debt profile. Capital cost on this side, you can lever this level to a debt cost under CDI. Considering capital cost, it is not a problem. You can even lever your results with cheap debt in this level of cost. So considering cost, we are not concerned about leverage, improved capital allocation, considering refinancing and level of risk of having a levered balance. Looking ahead, we are a cash generation business with good predictability. So when we see 2028 to refinance our leverage level is going to be different and comfortable. This is one point. Another piece of detail also very important. We are conservative in this balance. If we see the explanatory note is BRL 110 million on investment FIP SPX that we do not consider in our cash, although it is in a balance at TVM, we do not consider in our cash. If we consider this level of leverage, it would be under 3, 2.5, and this would be leverage, a healthy kind of leverage aligned with other companies and other players. And this FIP fund considers more divestment that is a term, a deadline. So CLD is the main asset in this fund, another warehouse and some development already generating cash. Analyzing all these factors that I commented, we do not see concern about leverage. It's well managed. Organically, we are going to delever next year. This is our reasoning when we choose the distribution of cash last year.

[indiscernible] has a question and he congratulate on the results. What do you see foreseeing in the cycle 2026, 2030? Is there any update to expand the shopping mall Cidade Sao Paulo? What is the impact of SPX in Syn's profit?

How are you? I believe that we have just talked about it, about this question in our last part of the presentation, but we can share this cycle, '26 up to 2030. We have different parts. Talking about the macro scenario, it's hard to have a good predictability on what's going to happen in the next 4 years. This year is election year, and this brings uncertainty on the following years and how we can get ready for it. But in our consideration that is possible to get prepared, we have been working and we have reached operational maturity of our assets, except CLD, recent completed in Rio de Janeiro. This is with a better occupancy, a level of maturity that we can already have clarity on what we extracted value and especially we have foundations for good growth in the years ahead. Our NOI grew 9% last year in general, and we believe this is not going to be repeated. But this level, we can work next years. Considering leverage, Hector has just explained, we are a company that generates cash. And in our structure, we are deleveraging. Next years, we are going to deleverage in our operational result, opening room for new investments. Also talking about Cidade Sao Paulo shopping mall, that is an ongoing discussion about the expansion for the next -- maybe this year, maybe next year. But the shopping mall is a small mall, very small when we compare to the other shopping malls in our portfolio, 17,000. And the second smallest is 37, just for you to have an idea on the size of this development. When we talk about the expansion, we increased 5%, 10% in the area for the result. It's very interesting, but CapEx-wise and growth of revenue is more restricting it. I believe possibly this is going to be next investment that we are having in our expansion. About the impact of SPX in our profit, I'll leave it up to Hector.

SPX is treated as a TVM. Technically, we do not have influence on the fund. We do not manage, we are not part of the Board. We are not part of the decision-making of this fund. It is treated as a TVM financial asset. And all the result coming from this fund is part of financial results. Last year, 2025, it was BRL 4 million as a positive result. And generally, it comes in two ways, distribution of results, cash that was not the case or fair value of properties that are invested in FIP. Last year, this was the result, BRL 4 million, and normally, we remove the adjusted result. This is a fair assessment.

The Q&A session is closed. We would like to pass the floor to Mr. Thiago Muramatsu for his final considerations.

I believe the year of 2025 was not a year that was trivial. Interest rate was high, but we delivered return for our investors and shareholders with distribution of cash of almost BRL 464 million. In addition to that, observing the operation, the growth was expressive on NOI, 9%, improving the occupancy, offices and mall, delivering the warehouse in 2025 was 100% leased. And in the beginning of '26 as well, we have the expectation next week, we are going to conclude the lease and deliver totally leased. Operationally, the year was very good considering the assets. It was very good considering capital structure. We anticipated the debt, anticipating receivables, distributing dividends, reducing capital. The year, although the diversities we faced, the performance was very positive. I do hope that 2026 we have the expectation of delivering operational results, and maybe we can bring news of new investments soon, so we can really improve our return for the shareholders. Thank you so much. Have you all a great day.

This video conferencing is closed. We thank you so much for your attendance. Have you all a great afternoon. [Statements in English on this transcript were spoken by an interpreter present on the live call.]