Unibail-Rodamco-Westfield SE (URW) Earnings Call Transcript & Summary

May 14, 2025

Euronext Paris FR Real Estate Retail REITs investor_day 196 min

Earnings Call Speaker Segments

Jean-Marie Tritant

executive
#1

Hi, everyone. Good afternoon, and welcome to Unibail-Rodamco-Westfield 2025 Investor Day. It is a great pleasure for us as the management board to have you all here today in person and online to talk about our vision for the next 4 years. We're also glad to be able to host you at our Lightwell Office Building in La Défense. URW launched a project in H1 2022 when it was 80% pre-let. It was delivered in Q3 2024 and is now fully let as the headquarters of both Arkema and Nexans France. The low carbon regeneration of the existing building preserved 2/3 of the structure using eco-friendly and recycled construction materials and more than 80% of the physical waste created was reused or recycled. Lightwell is a perfect demonstration of our -- we have lost -- sorry for that. It's a perfect demonstration of our know-how, sustainability credentials and our disciplined approach will serve us well as we focus on delivering growth and creating value over the next 4 years. Now let's start in sharing our vision and plan. Our portfolio of retail anchored urban infrastructure assets is driving strong growth. We continue to gain market share, thanks to our dominant Westfield flagship destinations in the most affluent catchment areas and brands and retailers continue to consolidate their store portfolios with us. We have established a new disciplined capital allocation framework with a defined efficient CapEx budget and strong return criteria. And we have clear options on how we create additional value in our existing assets and land bank with strategic flexibility to pursue extension and densification opportunities as well as development projects within our portfolio. The plan we will present today demonstrates our commitment to increase shareholder returns with a clear earnings pathway through 2028 and targeting cumulative shareholder distribution of at least EUR 3.1 billion for fiscal year 2025 to 2028. The capacity to generate these strong returns is based on the significant work we have done over the past 4 years. We have restored the balance sheet with a EUR 4.9 billion net debt reduction and around 370 basis points loan-to-value improvement. More than just deleveraging, we have used the disposals to strategically transform our portfolio. It is now a truly unique collection of dominant flagship assets in the best markets in Europe and the U.S. and have demonstrated -- these assets have demonstrated their resilience in all market conditions. Regarding the U.S., earlier this year, we shared with the market our strategic decision to retain our 95% A-rated flagship portfolio based on its strong potential and our proven ability to perform in these markets. These assets will contribute further growth and value creation to our plan while also supporting the expansion of our Retail Media business and of the Westfield brand. And since we announced the decision in February, we have already expanded our Westfield Rise Retail Media business to cover the U.S. And Sophie will say more about the growth opportunities we see there. We have delivered a heavy committed pipeline with simultaneously unlocking significant potential embedded in our portfolio through various actions, including securing entitlements and zoning. As we have demonstrated consistently, our strong operational performance and proactive leasing strategy have created commercial tension. We have also established and grown new revenue platforms. We launched Westfield Rise in 2022 to leverage the media potential of our massive footfall and have just started a new business that is generating licensing revenues from the international expansion of the Westfield brand. All of this has been enabled by the reshaping of our organization. Now we have 4 agile regions, allowing us to capture future growth via a strategic focus on their top markets. That focus on key markets is a clear differentiator for URW. We are not a country player but the city specialists focused on the best markets in Europe and the U.S. Our regions are well balanced in terms of markets and scale. Each of one, under the leadership of highly experienced regional CEO is empowered to drive performance and unlock additional value in the cities within their portfolios. A part of this reorganization -- as part of this reorganization, we have also refocused around 2 clear verticals: investment and asset management and customer and retail operations, which aligns the business with the group's levers for growth and value creation. Investment and Asset Management under the leadership of Vincent Rouget is responsible for driving real estate value for disciplined capital allocation and proactive portfolio management and customer and retail operations led by Anne-Sophie Sancerre is responsible for driving asset performance, making sure we have the best tenant mix and delivering against clear operational KPIs as well as creating new revenues. You will hear from both of them today on how these verticals deliver growth over the next 4 years. This transformation has also simplified our management structure and organization resulting in our industry-leading EPRA cost ratio of 15.9%. Sylvain will share more details on how we are taking this even further. Our 45 flagship assets which represent around 92% of our retail GMV are concentrated within 15 top markets in Europe and 8 top markets in the U.S. 82% of these assets are among the top 3 large shopping centers in their markets, which are some of the most affluent in the world. The GDP per capita is at least 40% higher when compared to the European and U.S. averages. And individual income and home values are significantly higher than the averages. This unique focus gives us confidence in our capacity to drive growth and resilience in case of market headwinds. 83% of our retail GMV now operates under the Westfield brand. Since 2020, we have more than doubled the number of Westfield branded assets in Europe, rebranding 11 flagships and adding our newest locations, Westfield Mall of the Netherlands and Westfield Hamburg-Überseequartier. This rollout in Europe has truly internationalized brand with -- while we have also improved the positioning of Westfield in the U.S. by disposing of lower-quality noncore assets and strengthened the clear positioning for our London assets. Combined with the achievements of our marketing teams, this work has strengthened the Westfield brand identity, giving it one globally aligned positioning applied consistently across our portfolio. Brand awareness is now 79% in Europe, up from 42% in 2019. Social media mentions have increased 20x since 2019, generating now 3.7 million interactions in 2024, and we expect continued growth in the brands amplification online. This work on positioning and awareness means that Westfield stands as the world's one and only retail destination brand, signifying large dominant assets in the best cities with unrivaled locations, world-class retail content and tenant mix, driving massive footfall and market-leading sales intensity and premium retail operations with incredible customer experiences. This positioning makes Westfield destinations the #1 choice in our markets for leading brands and retailers, driving higher rents, increasing retail media revenues and now new opportunities in licensing in a capital-light manner. From an investment perspective, this means URW delivers a portfolio of top-tier assets, steadily growing revenues hedged against inflation and further value creation opportunities. Our branded platform is the key to our organic growth, new business opportunities, investment and development potential and the strong shareholder returns we are presenting today. Our organic growth is supported by key market retail trends that are working in our favor. The first is demographics. Gen Z love in-person shopping with 74% of them buying through stores, more than any other generation. They are now entering the workforce with growing purchasing power and the most sought-after shopper for retailers and brands. They love the experience we create at our centers and prefer our flagship destinations, representing 31% of our shoppers, while being only 19% of the general population. The second trend is the well-established role of the store as the cornerstone of retailers' global sales. 85% of total retail sales take place in stores, with retailers leveraging their physical locations to support online sales and for customer acquisition, loyalty and direct customer engagement. To do this, retailers need the right space in the right locations. This is driving the third trend. Retailers focus on the highest quality stores in an environment where there is scarcity of the right space. You see this in our occupancy, which is at the highest level since 2017. 70% of the stores opened by major retailers are located in A-rating malls or urban flagship locations, while they are closing their less performing stores. Inditex, the #1 retailer in the world has reduced its overall number of stores by 26% and GLA by 9% since 2019. While for the same period in our portfolio, they have a net positive opening of stores and their GLA is up by 32%. The combination of our high-quality portfolio and favorable macro trends gives us a strong foundation to generate like-for-like rental growth above indexation. Our locations consistently deliver sales outperformance for brands and retailers, 26% higher than our listed peers based on GSE data. Retail is a fixed cost business, which means high-performing stores can absorb a higher occupancy cost ratio. At 14.4% and considering our retail mix, our group OCI is both healthy and sustainable. This leaves headroom for further rental growth especially as demographic trends continue to support sales momentum. Beyond direct sales, stores also play a vital role in fulfilling click-and-collect orders and building brand equity, creating operational efficiencies that traditional OCRs don't fully capture. This additional value should change the way you look at OCRs, effectively bringing them down to what we call OCR 2.0. If we take high-level estimates for just last mile logistics and marketing cost savings, the effective OCR should come down by at least 60 to 110 basis points below our average which leaves room for increasing rents. The superior sales performance of our assets and the critical role of the store in retailer profitability, paired with the commercial tension on high-quality retail GLA gives us confidence in our ability to capture reversionary potential and deliver like-for-like NRI growth of 170 to 240 basis points above indexation over the planned period. Growth will also come through Westfield Rise and our new licensing business. Our in-house retail media agency has gone from strength to strength, achieving our 2024 net margin target for Europe of EUR 75 million and now expanding to include our U.S. retail media activities. Flagship shopping centers are a highly effective media channel, thanks to a huge audience of visitors with a strong purchasing mindset. I don't want to spoil Anne-Sophie's presentation, but we have made significant progress in our ability to qualify our audience. Through our partnership with Digeiz, we can deploy a proprietary algorithmic audience qualification system and help advertisers calculate a direct ROI on their campaign spending with us. This allows us to offer a more competitive product, increased occupancy on our major channels and charge higher prices with a target to generate EUR 180 million in net income by 2028. We also see significant opportunity to grow the Westfield brand internationally and expand our network of flagship centers to affluent new markets. Here, we are talking about an asset-light, high-margin opportunity in licensing, franchising and services. On May 1st, we announced a long-term strategic and franchising partnership exclusive to the Kingdom of Saudi Arabia with Cenomi Centers, the leading owner and operator of flagship shopping centers there. This partnership generates fixed and variable licensing and service fees. The group sees potential in further partnerships like this one with the right partners who have the right portfolios. We expect this new business to make an EBITDA contribution of EUR 25 million to EUR 35 million annually by 2028 and see future opportunity to reach EUR 50 million to EUR 70 million annually in the next 5 to 7 years. In addition to growth through our retail operations, retail media and new revenues, we are focused on unlocking value embedded in our portfolio. We have established a highly disciplined capital allocation framework with clear criteria for development with in-built flexibility to capitalize on investment and development opportunities that meet our target returns profile of a minimum yield on cost for retail assets of 8%. CapEx will amount to EUR 600 million a year from 2026 onwards, including our Better Places plan. This will be funded through recurring earnings, and includes around EUR 300 million of enhancement and development CapEx focused on value-accretive projects. Vincent will go into more detail, but within this plan, we have 3 key areas of focus. First, retail extensions. Assessed on a case-by-case basis for their ability to strengthen our already well-invested portfolio based on strong pre-letting, prefinancing or both. Such as our extension of : Centrum Cerný Most in Prague and the luxury district at Westfield UTC in San Diego, launched in 2024. Next, densification projects. With flexibility on time line and limited predevelopment CapEx, such as our mixed-use development at Westfield Garden State Plaza in the New York area and the residential project at Westfield La Maquinista in Barcelona. We have also unlocked increased optionality around our land bank. For Croydon in London and the Milan project, we have created full optionality in regard to these plans. We expect the enhancement and development CapEx to deliver around 130 basis points of EBITDA growth between 2025 and 2028. And any CapEx in excess of the EUR 600 million will be funded through capital recycling. The total enhancement and development CapEx that will be spent over the plan equals EUR 1.7 billion and includes EUR 250 million related to future projects beyond the plan horizon, for which we have full optionality. Our Convention and Exhibition division is also positioned to contribute earnings growth over the plan horizon. Viparis, our 50-50 joint venture with the Paris Chamber of Commerce is a long-term contributor to the EBITDA growth of URW. The business owns 11 dominant conventional exhibition venues in the Paris region, and is the largest player in Europe in its industry, the business recovered strongly following a COVID period, which effectively stopped all event activity. Its recovery culminated with a significant role it played in the city's successful hosting of the Olympic and Paralympic games in 2024. Paris is the leading destination globally for the convention and exhibition business, an industry that is expected to grow on a CAGR basis by 11.6% from 2023 to 2032, a trend that should benefit the Paris. Porte de Versailles, the #1 Viparis revenue will commence its last refurbishment phase in 2026 to be completed in 2028 with our shared objective included in our enhancement and development CapEx budget. Paris-Nord Villepinte will be directly connected to the Parisian subway network by 2028, which will enable further opportunities [indiscernible] and increase it's market ability. Viparis NOI is expected to reach over [ EUR 1,200 million ] in 2028, and we expect convention exhibition activity to contribute around 0.65% on a CAGR basis to our earnings with the viability based on the seasonality of its business. All of the growth levers I have outlined will collectively deliver annual EBITDA growth of between 5.8% and 6.6% through the plan horizon. This includes the contribution of the offices business, a key area of specialist expertise that also attracts major institutional co-investment. Our Triangle Tower development with -- developed with our partner, AXA IM Alts is a great example. Its delivery in H2 2026 contributes to the growth shown here. Beyond the EUR 1.1 billion of CapEx spending plan in 2025, of which, in line with the latest disclosed, EUR 400 million is for Westfield Hamburg, the total amount of annual CapEx to support this growth stands at EUR 600 million. In terms of credit metrics, we target a loan to value, including hybrid of around 40% and a net debt-to-EBITDA ratio of 8x by 2028. We are confident we will achieve this through the EUR 2.2 billion of disposals to be completed in 2025 or early 2026, of which EUR 1 billion is already secured. Our disciplined capital allocation framework and around 1% annual increase in valuations across our portfolio, supported by the group's cash flow and CapEx returns. If valuations remain unchanged or do not evolve along this trajectory, we have earmarked EUR 2 billion in additional assets, including nonyielding land bank, which can be sold to achieve these targets with limited impact to AREPS. Fabrice will go into more details on how we delivered on this in his presentation. With a clear picture of our growth drivers, comes clear visibility on our earnings trajectory. We confirm our AREPS guidance of between EUR 9.30 and EUR 9.50 per share, even considering our accelerated disposal program of EUR 2.2 billion. As shared at our Q1 release, we have seen a good start of the year with robust operating performance and sales and footfall both up. Our views on the macroeconomic environment are embedded in this plan. 2026 AREPS will be at least EUR 9.15 given the mechanical effect of our EUR 2.2 billion of planned disposals, the forecasted deterioration in the euro-dollar exchange rate and an increase in cost of debt. Beyond 2026, we expect AREPS growth of 3% to 5% per year, thanks to our NRI organic growth profile as well as our expectations for both new revenues and project deliveries, controlled general expenses and capital recycling partly offset by increasing financial expenses. This will result in an expected 2028 AREPS in the range of EUR 9.70 and EUR 10.10 per share. Based on this earnings growth trajectory and delivering on our commitment to generate strong shareholder returns here, we show how we will continue to increase our distribution at a higher pace than the earnings growth. For fiscal year 2025, we intend to propose a cash distribution of EUR 4.50 per share, corresponding to a circa 48% payout ratio and representing a 28.6% increase versus 2024. Beyond '25, we intend to continue increasing our distribution payout ratio to 60% in 2026 and to a normalized level between 60% and 70% starting in fiscal year 2027. In total, this means we are targeting cumulative shareholder distributions of at least EUR 3.1 billion for fiscal year 2025 to 2028. We are very confident in the delivery of our plan, thanks to our incredible platform, which will deliver further growth, sustainable value creation and strong shareholder returns. That confidence is based on the power of combination of our dominant flagship retail assets, the continued expansion in Retail Media for Westfield Rise, our disciplined capital allocation framework and the exciting new opportunities we are creating for the international expansion of the Westfield brand. Here, you can see an overview of the targets we have announced today and will be the key metrics of our delivery of the plan. I'm pleased now to turn over the presentations to my management board colleagues, who will dive into the details of each area that I have outlined. Following that, I will be back for some closing remarks before we start a Q&A session. Thank you for your attention. Let me now welcome Anne-Sophie, our Chief Customer and Retail Officer, to talk about our world-class retail operations that drive our organic growth. Anne-Sophie, the floor is yours.

Anne-Sophie Sancerre

executive
#2

Thank you, Jean-Marie. Good afternoon, ladies and gentlemen, I am Anne-Sophie Sancerre, URW Chief Customer and Retail Officer. I will share with you a conviction. In today's highly competitive retail landscape, just being a landlord with a strong portfolio and asset management and property management expertise is not enough anymore. To outperform, you need to market leading retail operation expertise. We have this and it is the key to drive organic growth and new revenues. Over the past 4 years, we have reinforced our extraordinary strengths, shaping an unmatched retail portfolio, consolidating and deploying unrivaled retail operation expertise and unlocking the power of the Westfield brands. All of these, combined with our Better Places sustainability plan, come together to form a powerful platform for growth. This platform is built on an effective, consistent and scalable model that we implement across all our Westfield assets. Let's look at each step of our model to see how they drive outperformance and future growth. Our priority is to drive massive footfall to our flagship portfolio to deliver retailer sales outperformance. This starts with our retail operation expertise with a strong focus on creating the very best content and tenant mix in our malls, as reflected by our 10% tenant rotation rates. This results in a high 55% penetration rates in our primary catchment areas, which continue to grow while our competitors move in the other direction. This, in turn, is creating a massive audience. Over 900 million visits in 2024 and an increased dwell time. And it is not just about volume. It's also about qualified audience, meaning we know our visitors and how to interact directly with them mainly through our digital platform, which stands at 25 million online users. We collect consumer data that we monetize through Westfield Rise. A Westfield customer is also a high-value customer. In Europe, visitors earning more than $150,000 or 57% more in Westfield shopping centers, compared to our competitors. In the U.S., they represent 21% more in our malls than in the catchment area, more purchasing power, more time spent in our malls means more money spent. All of these components drive sales outperformance, visible in terms of tenant sales growth and higher occupancy level, the highest since 2017, making us the leading partner for retailers and brands. For URW, this combination of best portfolio, best retail operations, best audience and best performance in retailer sales leads to strong retail income growth for the group. First, rental growth through strong rent reversion, driving an expected 170 to 240 basis points NRI like-for-like growth over indexation. Vincent will come back to it later. Next, media revenues. Westfield Rise will contribute with an expected EUR 180 million net income by 2028 in Europe and in the U.S. Above that, we are launching a new business line with outstanding growth potential through licensing and service partnerships. We expect this business line to generate an additional EUR 25 million to EUR 35 million EBITDA by 2028. We have strategically reshaped our portfolio and the impact is clear. Our A-rated centers now represent 97% of our total gross market value. Our flagship assets are located in high income and dense markets that are the largest growing metropolitan areas on both continents with GDP figures at least 40% above European and U.S. averages. This means we are delivering brands and retailers exactly the high-value customer they are looking for, leading to higher sales intensity. Let's look at our asset by region. According to Green Street Advisor data in Europe, more than 70% of our assets are in the top 3 for their markets with very strong position in Paris, London, Barcelona, Warsaw and Dusseldorf region. This dominant portfolio is delivering higher sales intensity, plus 27% versus its peers and is above 96% occupancy. In the U.S., same as in Europe, our streamlined portfolio of assets is dominant, resulting in higher footfall, higher purchasing power, higher occupancy at 94% and a higher sales intensity at plus 24% versus peers. This unrivaled portfolio in Europe and in the U.S. is the foundation for success of our growth model. So we've looked into the hardware. Let's now look into our unique software. As I said, the key to unlocking our prime asset performance is our unrivaled retail operation expertise. We are content creators, bringing together the best retail mix tailored for each catchment area. We are experience hubs, offering entertainment, leisure, food and beverage offers, events and services to generate memorable experiences that create customer preference and loyalty. Finally, we are a media. We offer the best visibilities for retailers and brands, and we are top of mind of customers through advertising campaigns and influencer marketing on social media. Let's now look more closely at our Westfield footfall here on the left. This chart shows you the split of Westfield visitors in Europe by age group compared to the population. You first see that our visitors are well diversified by age group. But what is more important are the bars on the far left. As Jean-Marie mentioned, 31% of our visitors are from Gen Z, a group that is clearly overrepresented in our demographics. Why is it important? Because Gen Z have increasing spending power as they enter the workforce. They set the trends that the other segments of the population follow. And there are the consumer most priced by retailers and brands. They are the key demographic for future growth. Gen Z are looking to be together, see people and connect their social media lives in the real world through great experiences. And this is what we offer with the latest entertainment concepts and retail outpost of brands created in the social media age. Our data, our marketing and international leasing teams are capturing these trends across the world and curate the right retailers and brands for each of our assets and their specific catchment area. Here, we've provided some examples of thriving retail segments in our assets. Beauty with 28% sales intensity versus 2022. Fitness, Electronics, Affordable Brands, that clearly demonstrates our ability to capture trends is driving real sales outperformance and growth. New brands are constantly coming to our markets. Demand for space is strong, supporting rent reversion potential and keeping occupancy high. We have also created a centralized playbook of Westfield customer journey and retail operation excellence. As well as being a key driver of customer satisfaction, our investments in the Westfield customer journey with touch points, leading back to our digital platform has a clear return through in more paid services, access to customer personalized data that we monetize through Westfield Rise. And a scalable solution that can be delivered on a plug-and-play basis for new shopping centers, either owned by us or under license. Let's now talk of our Westfield brand. It plays a central role in driving performance across our shopping centers and creating long-term value for the group. How? First, by driving high-value traffic to our centers in the form of targeted, engaged and loyal consumers. We saw earlier that Westfield visitors had higher purchase power. Media advertising is also key for attracting visitors in our centers continuously optimize. As shown here, by this campaign that we did only with AI for Westfield Good Festival. Second, by turning physical customers into digital assets. We create meaningful experiences through events and app-based services that drive loyalty program sign-ups. In 2024, 19% of our unique visitors have shared their individual data with our customer base. Our goal is to reach 40% by 2028. Third, by amplifying brand equity value, the true power of a brand lies in how much its audience talks about it. Social media is central to this engagement strategy. We plan to more than double our followers by 2028 and extend our digital reach to 100 million people. As a result, we have significantly increased our brand awareness from 42% in 2019 to 79% today. Westfield Malls are top of mind of customers driving higher footfall and higher sales. Westfield Hamburg-Uberseequartier, or new Westfield asset is the great demonstration of the power of bringing all the elements of our model together. It's 170 stores, of which 1/3 are new to Hamburg region, the great leisure, the great entertainment and dining concepts. All combined to deliver a successful opening. In terms of footfall, Westfield Hamburg attracted around 1 million visits in the first 2 weeks. Based on this initial success and taking into consideration current rental levels that are close to half those of Westfield Central as well as the fact that the NRI of Westfield Mall of Netherlands has nearly doubled since its opening in 2022. We are confident that Westfield Hamburg will deliver strong near-term rental growth. As a result of our best retail portfolio of our best operations, we are providing brands and retailers strong sales outperformance in our mall. 330 basis points higher for our top 50 brands. In fact, brands and retailers recognize the best locations like ours offer, a positive turnover effect with higher sales density driving higher EBIT margin, a positive fulfillment effect, optimizing their cost base in terms of shipping and labor costs associated with e-commerce also leading to higher margins. A positive engagement effect with much higher conversion rate in store of 20% to 40% compared to online, just 1% to 3% online. And a positive halo effect with a 7% online sales increase after opening a store. Brands and retailers understand the value of these effects. It is a key driver of the strong reversionary potential embedded in our portfolio which will deliver the rental growth over indexation we are targeting. Let's now look at the growth potential led by using our Westfield locations as media. In 2022, in response to the booming markets, of Retail Media, we launched a dedicated business unit called Westfield Rise and in more Retail Media agency. It has a dedicated team of advertising and digital out-of-home experts in charge of selling Westfield platforms to brands across Europe and the U.S. Our inventory of media assets include, you see it here, some digital out-of-home screens, experiential areas within our mall, brand partnership and co-marketing solution. The success of this offer is that it enables retailers and brands to interact directly with our customers and to convert this advertising spend in sales through the stores in the mall. Let me play you a short video to visualize better what Westfield Rise does. [Presentation]

Anne-Sophie Sancerre

executive
#3

A key differentiator is our dedicated data team with 11 digital and data experts working directly with Westfield Rise and key partners like Google. We have developed a fully GDPR compliant technology based on video analysis in partnership with an in-mall audience measurement specialist Digeiz. This technology enables us to understand and track customer behavior in our malls. The images captured by our CCTV cameras are converted through algorithm, powered by AI into anonymous data. This allows us to qualify our footfall with key information like gender or age-range with a 95% reliability. It is very powerful for brands, allowing them to target the right consumers and even measure the profitability of the campaigns as the technology enables us to follow the consumers within the mall and see what they would do once they've seen the campaign. Let's take a closer look at this powerful proprietary technology. [Presentation]

Anne-Sophie Sancerre

executive
#4

Why our flagship shopping centers such a highly effective retail media channel? First, our audience has a strong purchasing mindset leading to a high conversion rate, as already mentioned. Second, audience qualification is what brands are looking for and paying for. And beyond just targeting, we measure the effectiveness of a media campaign, thanks to KPIs like Dwell Time or Drive-to-Store. For instance, based on a sample of experiential campaigns done at the end of 2024, we observed an increase by 27% in drive-to-store. With this, we enable retailers and brands to measure the direct ROI of their advertising campaign spending. We are very pleased with the progress of Westfield Rise, and we think that it will continue to grow. It has grown by 150% already since 2021, reaching the EUR 75 million net margin in '24 in Europe. We are very excited by the potential to drive further growth in the coming years in Europe and in the U.S. by activating 3 key levers. First, we will continue to upgrade our current inventory. This means more large screens by 2028, and the launch of state-of-the-art 3D screen offers across several of our shopping centers. Next, we aim at increasing the occupancy rates of our digital screens, which currently stands at an average 47% only. We aim to reach 70% by 2028, helped by programmatic platforms. And finally, by securing higher pricing for our media, especially thanks to the data we capture. Today, the cost per 1,000 impression of which we sell our small screens in Europe is around EUR 5 when benchmarks, show double figures. Thanks to these key levers and the fact that we have brought U.S. retail media activities under the Westfield Rise umbrella, we are confident in our ability to grow to EUR 180 million of net income, our Westfield Rise business in Europe and in the U.S. in 2028. This will be split approximately 2/3 in Europe, 1/3 in the U.S. with limited incremental CapEx needed over the period of around EUR 30 million. There is still room to grow. This target leads to a relatively low average revenue per user of just EUR 0.18 compared to EUR 0.20 for Transport for London, EUR 0.45 for Piccadilly Circus or EUR 0.85 for large European airports. We have worked hard over the past years to structure this very strong URW operating model, with a fantastic retail operation and retail media expertise as well as a very strong Westfield brand. Thanks to these efforts, we are ready to scale the model and apply it to other flagship assets beyond our core geographies through our new licensing business line. As announced on May 5, we are very happy to have signed a 10-year franchising licensing and service agreements with Cenomi Centers in the Kingdom of Saudi Arabia. Listed on the Saudi Stock Exchange, Cenomi Center is the largest owner, operator and developer of shopping centers in Saudi Arabia with a portfolio of 22 assets located in major Saudi cities. This franchising agreement includes the licensing of the Westfield brands and access to our retail operation expertise through training, consulting and services in areas like operation, marketing, retail media and leasing. We will receive for that, fixed and variable licensing and service fees, and we will ensure that the Westfield brands and guidelines are well implemented. This deal supports the international expansion of the Westfield brands, starting with the affluent and fast-growing KSA market on a long-term capital-light basis. We have identified up to 8 flagship assets or projects within Cenomi's portfolio that could be branded Westfield, starting with 3 assets of a combined 325,000 square meters being branded Westfield, by H2 2026. Two projects of outstanding ambitions that will disrupt the local retail landscape, Jawharat Jeddah and Jawharat Riyadh, and then existing assets, Nakheel Dammam. This partnership is a first in our sector and represents an important step for URW in unlocking value through this new business line. This new opportunity is highly scalable and an asset-light, OpEx funded business model delivering high margins. We will reach between EUR 25 million and EUR 35 million EBITDA on an annual basis by 2028, and we see the potential to reach a target run rate of EUR 50 million to EUR 70 million annual EBITDA for this business in the next 5 to 7 years in multiple geographies. And with this, I will hand it to Vincent, who will look more closely at the organic growth we will generate across our portfolio.

Vincent Rouget

executive
#5

Good afternoon, everyone. My name is Vincent Rouget. I am Unibail-Rodamco-Westfield's Chief Strategy and Investment Officer and COO Europe since May 1. Following Anne-Sophie's overview of our core retail operations expertise and the exciting new business opportunities she laid down, I'm pleased to share with you some additional considerations and specific metrics which underpin a strategic approach and our long-term growth prospects. 18 months ago at Better Places Investor Day, I highlighted some key characteristics of our business, the very best largely nonreplicable urban infrastructure assets, high footfall destinations that activate real-life connections and proven long-term financial sustainability of our core business irrespective of cycles. Today, with a stronger portfolio and after sustained market share gains, a collective conviction about our model and our capacity to deliver attractive organic growth is even sharper. Let's dive in. First thing first, we stand ready to deliver like-for-like NRI growth in a range of 260 to 330 basis points above indexation, across cycles on our core shopping center portfolio. This reflects our expectation to continue building on the strong momentum we've seen in the recent years, which we achieved even in the phase of record high inflation. As you can see from the dotted line on the chart, we have consistently delivered growth since 2008 with a less powerful and less consistent portfolio of flagship assets than today. And we expect to do better in the years ahead for the reasons I will cover as well in this section. Looking at our core levels of growth. We continue to gain market share, which drives our lease-up and reversion potential, while conservatively assuming minimal increases in portfolio OCRs. This includes the potential for above-trend growth at our U.S. assets in this market, which I will cover more specifically in the Section 2. On top of that, we will benefit from the positive impact of Westfield Rise written media business, as you've heard from Sophie. Let's start with what our portfolio of retail assets is. As Anne-Sophie showed you earlier on, around 70% of our assets are in the top 3 [indiscernible] markets in Europe. To add to this position of dominance, we have 5 of the top 6 European flagship assets by footfall and 3 of the top 6 in our U.S. trade areas. We are simply the growth platform of choice for retail partners across all our markets. And our portfolio drives north of EUR 20 billion of global tenant sales. It's a platform for higher retail media revenues from Westfield Rise and new franchising and licensing revenues. If I take a slightly more financial perspective, we operate one of the greatest portfolios of urban infrastructure assets anchored by destination retail globally. It is a safe haven, which benefits from scale and barriers to entry from high margins at moderate run rate CapEx. From long-term inflation-linked growth with the downside protection and which plays a critical role at anchoring surrounding communities. And finally, contrary to many other essential infrastructures, all this comes with full ownership model,perpetual. Since the Westfield acquisition, we have worked hard to continuously improve the quality of our retail portfolio. Today, we have a fortress portfolio, highly concentrated on A-rated assets. After the EUR 2.2 billion in plant disposals with ongoing or advanced discussions on further 8 potential disposals, overall quality will continue to increase further. We are in a privileged position of unique concentration on the highest quality. In the event of macroeconomic volatility, this will be a core driver of resilience and downside protection for business. But this is also a great position to generate higher like-for-like growth in the long run. Our core markets are more and more supply constrained with new retail development pipelines almost nonexistent in Europe, and in the U.S. Total shopping center inventory is no longer growing in Europe, while the mall inventory in the U.S. market is shrinking at a fast pace. Thanks to this backdrop, through market share gains and occupancy at the highest point since 2017, we have successfully rebuilt leasing tension across our portfolio. I now want to spend a moment building on what Jean-Marie said about OCR 2.0 in his presentation. It does not tell the full story for a portfolio like ours. We have taken a closer look at our own portfolio performance using 2 samples of European assets to be able to share some data-driven insights with you. On the one hand, a portfolio of 8 large flagship assets of an average 120,000 square meters. And on the other hand, the portfolio of 7 assets of around 50,000 square meters. And what do we see? A clear premium in sales intensity at plus 21% for this small portfolio of larger flagship. Again, it's our own assets, not versus the market. And this is generally consistent with the data that we see versus broader market trends, as mentioned before. We also see a plus 260 basis points OCR premium on our own assets embedded into the average of the group. This is strong evidence for us better size and quality clearly allow tenants to operate at a higher OCR level than in lesser quality assets. And given our average asset size has increased by plus 13% between 2019 and 2024, we have decreasing OCR levels on average over the same period and we have increased sales intensity with a stronger mix. We are in a much stronger position today than in 2019 with room to grow rents. We went one step further, and we looked at the data around European tenant break options and lease maturities on the portfolio, on a European portfolio, including 4 tenants operating at top 20% OCRs. What do we see here? First, on the 35% of these tenants exercised their break or did not renew their lease. One could have expected to see a much higher number given the high OCRs. We also see that on average, it generated around 50% lower sales intensity than other tenants. So this shows that the tenant departure is often relating to a material underperformance in terms of sales in our flagship assets. These specific tenant rotations account for a marginal share of our rent roll, but we also looked at what happens upon relating of these store units. If you look at the right side of the slide, you see that on average, we are able to relet at higher rents, higher sales intensity and thus meaningfully lower OCRs after the tenant rotation. In other words, you can see here at work a long head approach on tenant rotation and constant mix improvement and evolution, which is really the core of the game. This allows us to keep on growing our rents above index without meaningfully driving average OCR upwards. A key reason behind the rent roll stickiness beyond OCRs lies in the value of operating a physical store with us going well beyond store profitability. A store at Westfield flagship destination is also a very cost-effective media platform for brands to acquire new customers, as mentioned by Anne-Sophie. So first, we looked at the total occupancy cost for 1,400 stores in Europe in our portfolio. This meant allocating 100% of the 2024 rental expense, i.e., the full rent, including service charges and marketing contributions to the total store visits as measured by DG's traffic data. It gives us a cost per visit for each store which average stands at EUR 2.3 per visit on our portfolio. When we apply the average conversion rates that we observed in physical retail and in our assets at 20% to 40%, we can derive the customer acquisition costs in our Westfield assets. And the resulting estimate is on average in the range of EUR 6 to EUR 11 per transaction. Then we compared it to the cost of a Google Ads campaign across 6 countries in Europe at an average cost per click of EUR 1.3. At 1% to 3% online conversion rates, you get to a comparable customer acquisition costs per transaction of EUR 43 to EUR 130, 10:1. That's the cost or the extra cost of digital customer acquisition cost online versus the shop window in our Westfield stores at the midpoint perspective of those estimates. That's pretty significant. If we had to discuss the many other advantages that we've also mentioned, a superior brand experience, a higher customer retention and the logistic cost benefits, it then becomes very clear why OCR is not providing a comprehensive view of the many benefits of a store in the best footfall destinations. Finally, the media benefit of our Westfield store is further amplified by the well-documented halo effect on the retailers' online sales in the trade area. As we say in French, [Foreign Language]. Yet another reason why we believe our tenants can generally pay higher rents with us. Now on to a great U.S. portfolio. As announced by Jean-Marie, at our full year results, thanks to the transformation of the business and a major deleveraging progress, we made the strategic decision to retain our exceptional assets in the U.S. market. Over the last 4 years, our team has delivered a substantial rationalization resulting in a portfolio of almost entirely A+ and A++ malls of unparalleled quality, delivering standout operational metrics and showing attractive mid- to long-term growth prospects. This map highlights how we look -- we like to think about our U.S. portfolio. Number one, we are not the U.S. market. You can see that on this map, pretty directly. Number two, we are exclusively focused on only the best markets with the strongest fundamentals, some of which have the highest average income per capita in the country. Since the Westfield transaction, major investments have been completed in our West Coast portfolio with 4 of our A++ assets now being the absolute reference for retail destinations in their respective markets. I will now take you through how this translated into growth and outperformance over the last 3 years. In the U.S., our reshaped portfolio is delivering clear outperformance. We operate in desirable and affluent markets, which benefited the most from major economic trends. 50% of the increase in U.S. consumption in recent years has been driven by the richest 10% of households. This is consistent with the demographics we find in our catchment areas. A rent per square meter leads the way, thanks to the higher sales intensity among a listed peer group and at plus 19%, our sales intensity grew on average meaningfully faster than competition, showing how we have been able to drive performance as a result of well-invested assets, the rationalization of the portfolio and the pursuit of high quality rather than high-volume leasing activity post-COVID. Our strategy towards AAA quality assets is also a key driver of our outperformance versus peers when it comes to cumulative like-for-like NOI growth over the last 3 years. We can attract the best tenants with our highly productive assets in the markets they favor and in a portfolio highly differentiated from core competitors. Let's look ahead at our U.S. growth prospects over the plan horizon. We are very bullish on what we see. First, we have supportive lease intension in the context of decreasing U.S. mall supply. Then we are starting from attractive OCR levels, especially versus a high sales intensity level, which give room for future growth in our rental values. This also provides substantial downside protection in the event of a softening economy. Next, a U.S. EPRA vacancy stands 150 basis points below 2019. And we see clear actionable scope to gain a further 100 to 200 basis points over the plan. Finally, the focus on quality deals has brought significant sales base rents in addition and not in place of the fixed rent component in our portfolio. So these elements combined will fuel the superior growth like-for-like rental growth that we see over the medium term in our U.S. portfolio. And here is where things get even more excited for us. We see unique market-specific land upside opportunity, which is not yet priced into our valuations. Several department store boxes will need to be converted into mixed-use densification space. As we operate in some of the most desirable urban areas of the country, with strong supply demand shortfall and high residential land values, we see significant optionality, which is not yet recognized. We estimate a full mid- to long-term potential densification at close to 1 million square meters. Almost as much as our existing owned square meter operated today. You will also note that the vast majority of our long-term land bank potential is already zoned. It doesn't mean it's ready to be developed. However, it's an important milestone on this way. If we conservatively apply the residential land values that we currently see in our 3 East Coast projects to the full opportunity across the portfolio, we are looking at the land value potential in the range of around $500 million at group share, which is not in our GMV today. Most importantly, we're not simply looking to monetize vacant plots of land. We enrich the value of our existing flagships by integrating it in a variety of new uses, including residential, office, and hospitality. For us, this is true urban infrastructure footprint at scale at a U.S. scale. Finally, let's take a closer look at our immediate midterm performance drivers across our U.S. platform. First, lease-up. This relates to assets like Topanga, Valley Fair, Garden State Plaza, Montgomery or Southcenter. These assets, while some of the best in the country are still accelerating post redevelopment of from JV structures and have significant growth potential embedded. We have been deliberate with our leasing strategy, and we ensure that we secure the right tenants at the right rates, and we are still harvesting the fruits of this strategy. We also see strong rental tensions in assets like Century City, UTC San Diego, Culver City in L.A. or Roseville. Next, we continue to streamline our JV structures. In 2024, we bought out a 50% JV partner in Westfield Montgomery, paving the way for a more ambitious leasing and capital investment strategy, including the execution of an initial densification phase. This will also be a source of attractive growth in the medium term in our portfolio. Next, the expansion of Westfield Rise, we'll see the U.S. contributing in a meaningful way to the targets Anne-Sophie presented today. And finally, densification. A total of 200,000 square meters of densification are ongoing or about to start across our footprint. UTC densification in San Diego is ongoing on a former North Hamburg with an initial 4,500 square meters luxury extension that is 94% pre-let and will be delivered mid-2026. This will establish UTC as the #1 luxury mall destination in the San Diego market. Other midterm residential-focused densification projects include those at our 3 East Coast assets for around 200,000 square meters, Garden State Plaza, Old Orchard and Montgomery. To share more color on the opportunity, these residential-led densifications provide, let me tell you a bit more about a project that is about to start soon in our existing footprint of Westfield Garden State Plaza in New Jersey. Here, we see a potential densification over the long term of over 200,000 square meters to be unlocked in several phases. Construction on Phase 1 will start in H2 and includes just under 600 residential units. Phase 2 will follow in the midterm with a further 22,000 square meters of residential and several additional phases may follow for another 140,000 square meters. Again, we are clearly demonstrating here a flexible and disciplined approach. Last year, we proactively secured zoning entitlement to densify the whole site. A pre-dev CapEx investments will be limited to lend infrastructure preparation works, which Garden State Plaza owners, including URW at 50%, are contributing to a JV with a specialist residential developer in return for a 50% stake. This asset-light approach will limit URW cash outflows during construction and development phase, while retaining exposure to future profits which we generally see in the ballpark of a 2x multiple on the land contribution values. And we solidify at the same time our standing assets. This is a profitable and replicable approach that we have tried and tested on projects like Triangle in Paris or Coppermaker Square in London, and we are confident it can be rolled out at scale across the U.S. densification potential we have just covered. With this, we have now covered the main components of the strong organic growth potential in the U.S. through 2028, irrespective of the macroeconomic environment. I will be back a bit later to talk more about a wider capital allocation and development approach. And now let me hand it over to Sylvain.

Sylvain Montcouquiol

executive
#6

Thank you, Vincent. Hello, everyone. I'm very happy to be with you today. My name is Sylvain Montcouquiol and I am the Chief Resources and Sustainability Officer of Unibail-Rodamco-Westfield. You may know me for the expanded Better Places sustainability road map, which we shared with you during our dedicated ESG event in 2023 and which since then has been widely recognized worldwide. Today, I am going to focus mostly on the resources component of my role, outlining how our organization is tailored to deliver superior growth and share what makes Unibail-Rodamco-Westfield so unique. I will also provide a short update on better places, including how we're integrating the U.S. into our global sustainability road map. So, today, I want you to take away 3 key messages from my presentation. First, we have the most efficient organization because we have deeply restructured our U.S. and U.K. platforms and focused our European operations on the most profitable activities. Second, we have the best teams with unrivaled expertise to deliver our strategy. And third, our undisputed ESG leadership not only strengthened our engagement but it gives us a major competitive edge. Starting with the U.S. from Day 1, we have relentlessly worked on concentrating our portfolio on the most dominant flagships divesting 17 assets since 2021. We have totally streamlined our organization, implementing our operating model and financial discipline and maximizing our efficiency and impact. And this has led to significant increases on all efficiency KPIs such as revenues generated per head multiplied by a factor 2.2 and what is truly remarkable is that we deliver this transformation while outperforming the market, as highlighted by Vincent previously. From day 1, while deeply restructuring, our focus has always been on retaining the best talent, including experience management, as well as recognized best leasing teams. And so now that the restructuring is finalized, our U.S. platform is optimized to provide further growth, with a normalized resignation rate and a record high engagement level. In a very similar way, we now have also fully integrated the Westfield U.K. platform within our European operations, also generating very significant like-for-like efficiency improvements. Under this management team, we have launched a transformation plan to even further increase the efficiency of our operations. As shared by Jean-Marie, we have put in place a much simpler organization, focusing on 4 regional hubs rather than 12 different countries. This organization primarily reflects our strategic focus on flagship assets in the most urban areas -- in your most affluent urban areas in Europe and in the U.S. But it also considerably simplifies our management structure, achieving cost and productivity improvements, country management teams have been eliminated, significantly delayering our organization, while providing a larger playground for our tenant to thrive. A reduced number of hierarchical levels allows for faster decision-making. And finally, we've increased our agility and management focus by creating dedicated business entities when relevant. Our overall program has led to very significant efficiency improvement and cost savings group-wide, adopting a lean approach with a clear focus on what really matters, a permanent quest for efficiency improvement, leveraging artificial intelligence and a strong cost discipline reinforced by a stringent procurement policy, we have been able to reduce cost by 26% in a permanent and sustainable way, generating EUR 64 million of net savings compared to pre-COVID levels, with EUR 20 million in 2024 alone. And all this was achieved in a high inflation environment. Moving forward, we are committed to maintaining our best-in-class EPRA cost ratio. We pride ourselves to be the small business of the CAC 40 with less than 2,000 employees worldwide, we are by very far, the smallest company by the number of employees. And yet our market cap per head is the second highest in the CAC 40. And the simple indicator gives a good measure of the high value managed by each of us. Of course, this is only the consequence of our capital-intensive industry, but it has an impact on our corporate culture and on our bias to keep things smart and simple. This is a source of pride to all of us as it captures the essence of how we do business, hard work, down to details and definitely results driven. Our organization is tailored to our business needs as we complement our high-performing core business functions with teams of seasoned experts. You've heard from Anne-Sophie on the latest developments at Westfield Rise, our in-house retail media agency. But in the same way, our international team gathers retail experts from across the globe, task with sourcing the best emerging retail concepts, supporting the cross-country development of premium brands and partnering with the international key accounts in a true win-win spirit. Similarly, our in-house concept studio of interior designers and architects provides the best customer journey to our visitors. URW is really the only landlord that has both a powerful brand and the expert teams to live up to the Westfield promise. Innovation is at the core of our model as we are accelerating the deployment of artificial intelligence into everything we do to understand better visitors behavior to provide a best-in-class digital experience and to accelerate our internal processes and improve efficiency, for example, through automated lease generation and abstraction into our finance IT systems. Let me try now to convey what it feels like to be working at URW and how Human Resources serve our strategic challenges ahead. The people of URW are at the heart of value creation. We are set to attract the best, but also the boldest with the drive and the potential for innovation. And so the true challenge is to keep attracting and developing great people who are at the very heart of our performance. And so we take steps to develop and retain our people, leveraging a comprehensive talent management practice, including our internal URW Academy, our landmark international graduate program as well as structured career development plans, we deliver unique value proposition. And we are proud of our achievements in putting people in motion. 44% of women in senior management positions, 20% of our employees being promoted or benefiting from an internal job mobility every year, and 65 different nationalities. We are particularly proud of our diversity and inclusion achievements. And in March 2025, for the second year in a row, URW was ranked one of the Top 5 French companies in terms of gender equality and was placed in the Top 30 companies worldwide, in a survey by Equileap, a leading data provider for diversity and equality. And this is the result of a long-term and proactive commitment to support women in the workplace by building a strong pipeline of talent. Our undisputed ESG leadership strengthened the engagement of our people. And I would like to take this opportunity to provide you with a short update on sustainability. As you know, URW has a very solid track record in sustainability dating back over 2 decades. We've developed a serious expertise and know-how, and this has led us to become a recognized leader in sustainability. For almost a decade now, we have consistently been ranked in the top quartile on all ESG ratings. And most recently, we have been recognized as one of the most sustainable companies in the world by Time Magazine and the Financial Times. I am not going to further detail our Better Places road map today since we provided you with an extensive presentation during our last investor event. And as we did last year, we will organize dedicated ESG roadshows to engage with your respective sustainability teams. Allow me to emphasize just a few key points. Our progress to date is very significant, and we are well on track to deliver on all our commitments. In 2024, we've reduced our carbon emissions by 85% on Scope 1 and 2, so well on track to achieve our net zero target by 2030. We've reduced our carbon intensity -- our energy intensity by 37%. We have certified 14 assets with our Better Places certification. And finally, our breakthrough sustainable Retail Index is now covering 70% of eligible revenues. In addition to this great progress, we now have fully integrated the U.S. into our 2030 global sustainability road map. Our commitment is backed by comprehensive long-term energy action plan, which have been prepared on each single asset by our U.S. engineering and facilities management teams. And this robust technical plan towards net zero has also been costed by our U.S. teams. And the good news is that the environmental transition of these great assets is fully financed within our planned allocation of 30% of maintenance CapEx. Our unique ESG expertise does not only protect our license to operate, but it also gives us a differentiating competitive edge to drive long-term value creation. First, we have future-proofed our portfolio because our assets are highly sustainable already because we have consistently invested over time on progressive maintenance and on enhancement works. The cost of transition is limited, their liquidity and valuations are protected, and we're also generating significant cost savings in energy for our tenants. Second, URW's assets are city center assets, highly connected to public transport. And think about it, almost half of our visitors already use sustainable means of transport. And in the city of tomorrow, this represents a unique long-term value creation potential as urban infrastructure assets in dense, well connected and sought-after areas. URW is a partner of choice to major cities to lead their environmental transition and our expertise allows us to deliver impacting urban retrofit projects such as Lightwell, the building we're in today. Lightwell sets a new benchmark for environmental construction and circularity. The project retained 2/3 of the existing structure and the energy consumption of this building is reduced by 50% compared to pre-renovation levels. Westfield is also the preferred platform for retailers to showcase their own sustainability commitments as demonstrated with the success of our Westfield Good Festival. And finally, our leadership in sustainability gives us a major edge when it comes to attracting and engaging the best talent. So our path to 2028 is full of inspiring and exciting challenges. We have the right platform for growth. We have the expertise and the discipline to execute and our teams will keep on delivering with impact. Thank you very much. We will now take a short 10 minutes coffee break. And for the benefit of those following us online, we will resume at 02:45. Thank you very much. [Break]

Vincent Rouget

executive
#7

Great. Thank you, and many thanks for coming back. I'm now very pleased to take you through our new capital allocation framework, which combined with a superior organic growth profile will play a key role in delivering long-term prosperity and strong returns in the years ahead. Thanks to the substantial progress we made over the last 4 years in terms of operational growth, deleveraging and pipeline delivery, we have been able to design a framework around the core principles of portfolio strengths, capital discipline, financial sustainability as well as full optionality around our matured land portfolio. In this section, I will provide insights into each aspect of a capital allocation strategy and some considerations around the attractive potential returns we plan to deliver. Let's begin by exploring the scale of our existing portfolio, which forms the bedrock of our capital allocation strategy. We'll start with the fact, given the scale of our standing portfolio, organic growth in our retail assets, which account for close to 90% of our GMV, will be the primary driver of URW's future growth and value creation. To illustrate this, we look at the comparative benefits of like-for-like growth versus development. Organic growth is clearly superior as it generates higher AREPS growth with no additional leverage at a low risk profile. In fact, generating a 5% increase in net rental income through development means at an 8% yield on cost, EUR 1.25 billion of additional CapEx over several years. This CapEx translates into an equal amount of additional net debt on our balance sheet on which we pay interest, which reduces the AREPS contribution versus organic growth. Beyond the lower risk factor, we have a clear financial interest in putting most of our focus and management intensity on driving sales, footfall and rent reversion upwards on our standing assets. A position of strength and scale from our existing portfolio is, however, the absolute enabler to develop well. This means we can decide to develop only when it will further solidify the unparalleled quality of our footprints. It will allow us to contribute positively to an already unmatched portfolio and will be executed at the right financial conditions and for the right risk profile. This means no single development project is a must have for the group in the years ahead, but that we have the full flexibility and optionality without fear of missing out. Thanks to the organic growth we are able to deliver on our portfolio. We are very confident in delivering our like-for-like growth targets because of our continued track record since 2008. This chart presents the like-for-like NRI growth profile as reported by us for Continental Europe and by our main listed retail peers in U.S. and Europe. URW's Continental European retail portfolio has delivered around 100 basis points of annual like-for-like outperformance since 2008 at a very solid plus 3.6% like-for-like CAGR. This means a cumulative performance gap of plus 25 points over 17 years. And all this has been realized in the time frame that included the global financial crisis, the sovereign crisis in Europe, and the unprecedented COVID-19 pandemic. Interestingly, you can also note how our drive towards size and quality has been unmatched as well, with an average size of our European assets, increasing twice as rapidly as many of our peers over that same period. We believe our competitive advantage in terms of size and quality will continue to be a key driver of outperformance in the future. Our new capital allocation framework starts with strong discipline on group CapEx spend going forward. In financial terms, this translates into around EUR 600 million of normalized CapEx per year from 2026 onwards, once the majority of our committed pipeline has been delivered. This new CapEx intensity objective is financially sustainable. Thanks to the funding of the group's organic annual capital outlay through organic cash flow generation to support the continued deleveraging of our balance sheet. We also singled out a promising source of capital for the group, which is a nonyielding land portfolio. This land portfolio conservatively accounts for about EUR 1 billion of GMV on our balance sheet today, mostly in Europe, with further value expected to be created over time on a number of those assets. We may activate the source of capital to fund add-on acquisitions or targeted pipeline projects CapEx. New developments or new acquisitions must be value enhancing. And when it comes to be targeted, we will concentrate on a handful of projects that densify our existing urban footprints and increase our overall portfolio quality. Our capital allocation approach is designed to enhance our AREPS trajectory in the medium term, providing a clear pathway for sustained growth and shareholder returns. If we now have a closer look at the split of a normalized CapEx envelope going forward. First, we are forecasting stable maintenance leasing and Westfield Rise CapEx of EUR 300 million per annum, reflecting the high-quality and well-invested nature of our assets. This is in line with the spending levels of recent years as it includes a Better Places related CapEx to support our continued path to net zero on Scope 1 and 2 by 2030. Second, we target a net enhancement and development CapEx of around EUR 300 million per annum. This will bring our total annual CapEx to around EUR 600 million. This equates to approximately 25% of our net rental income at group share and about half is anticipated to continue generating an extra like-for-like NRI growth of 1% per year post plan. This approach marks a meaningful pivot from previous years, and Fabrice will cover it further in this section on our financial trajectory. With great power comes great responsibilities. As discussed previously, our core advantage at URW is the scale, the strength and the quality of outstanding portfolio. With such a dominant position, the golden rule is to invest profitably and with discipline. URW has learned its lessons regarding large-scale investments and as management team, we have fully embedded these learnings in our new framework. We have increased our yield on cost target back to above 8% and we stand very conscious of the asymmetric risk profile of any development for the group. This does not mean that we stop developments, but we will certainly deploy capital in a much more disciplined and risk-sensitive approach in the years ahead, fully conscious that any extra euro of CapEx is de facto funded through incremental debt. Going forward, URW has committed, it will not act as a general contractor or design coordinator on highly complex development projects. It will no longer be directly managing nor coordinating several dozen of subcontractors. Future projects, including those in our controlled pipelines, are fully aligned with this commitment. In short, this means URW will not take our direct construction risk. Finally, we'll apply a similar discipline to add an acquisition for which we target at least a 9% unlevered annual return. And of note, a recent 2024 investment in Montgomery in the U.S. and URW Germany are projected to generate unlevered annual returns comfortably above 10%. We plan to fund such add-on investments above the EUR 600 million CapEx baseline with new disposal proceeds. Since attractive acquisitions and disposals will be difficult to tie absolutely perfectly. Our commitment is to reach a zero cumulative net add-on investment over the years, '26, '27 and '28. We're talking about the capital recycling bit of the plan. Our development pipeline has now shrunk meaningfully and will soon drop to around EUR 1 billion following remaining Westfield Hamburg deliveries in 2025 and 2026. As of March 2025, a pipeline CapEx to go already stands at around EUR 700 million. As a result, we are ready to evolve from an on-balance sheet investor developer model to that of an urban infrastructure player with a flexible land bank strategy, which will generate add-on growth. Enhancement and development CapEx will be funded with EUR 300 million from recurring earnings plus additional disposals of nonyielding assets and co-investments from third-party capital. And the maturity of our land portfolio offers us today the full to bring in majority codevelopers on projects, which involve noncore retail flagship opportunities to sell ready to be developed or forward sell some major projects as well. While deleveraging and pipeline deliveries were the key focus over the last 4 years, we have also made significant progress when it comes to our land bank portfolio. Since 2021, we have crystallized more than EUR 200 million of proceeds from the disposals of building rights on 3 existing footprints. In parallel, we have created future value by advancing densification and zoning processes on several of our footprints in the U.S. We already discussed the exciting opportunities we see in our U.S. land bank portfolio, but we also made significant progress in zoning entitlements in our European portfolio, including Westfield London, in Barcelona, in Paris and [indiscernible] or in Stockholm. Many of these developments are now approaching maturity and some others may be sold undertaken with co-development partners to generate add-on growth, but all this within the annual CapEx baseline. Finally, we also used this time to rebase our large development land parcels in Milan and Croydon with a flexible zoning approach and meaningful adjustments to the retail component of these projects to fit with recent market evolutions. In addition, we work to reduce mixed-use interdependencies to a minimum so that we can face these projects appropriately, limit execution risks and create the maximum flexibility regarding our go-forward strategy. Speaking of Croydon, this means our aim is not to develop a full-fledged Westfield flagship mall there, but rather concentrate on the rightsizing of the existing retail offering, place-making ambition around this high footfall, high street retail footprint will contribute to a meaningful urban regeneration of a superbly connected high-potential area of London. This also means the Croydon opportunity will be mainly residential driven with URW playing the role of an urban master developer until buildable residential land plots have been created. We also see a substantial opportunity to unlock value in Milan. This is a market that has now been booming for several years. It is the economic powerhouse of Italy and the fifth most visited city in Europe. It has one of the highest disposal incomes per capita in Europe and some of the highest high street retail rents, but also a rather underinvested retail offering. Our site has been designated as the location of a future transportation hub, which will connect the new M4 metro between Linate Airport and the city center, the regional train and the high-speed train network. For all these reasons, the Milan urban area is a natural candidate for a Westfield-branded flagship destination. Over the past years, we have rightsized the first phase of core retail around a compact 100,000 square meter project. And this first phase could act as an anchor driver for a broader mixed-use district to be subsequently developed in several phases. Building permits have been filed with public authorities and are currently under instruction. And finally, our construction works for highway road access have now passed the 75% mark and are due to complete in 2026 with around EUR 50 million of CapEx outstanding. These various actions afford us complete flexibility to contemplate our next steps in an optimal way, with a promising rebased Milan project in a strong and attractive market. There is a clear appetite and a strong appetite from our retailer partners for a project there. But any decision to launch the retail component would be based on a range of factors, including the progress on the transportation hub and meeting other financial and risk criteria for the group. In case we identify attractive investment opportunities going forward that may go beyond a CapEx commitment of around EUR 600 million per year, we have internal capital sources [indiscernible]. A precondition to commit to any such new investments will be to have monetized some of our [ non-RS ] producing land and asset portfolio. We have around EUR 1 billion of such assets on our balance sheet, as mentioned, mostly in Europe. This includes all our developed land across the group with no meaningful value assigned to a U.S. land bank and the potential I just mentioned before. we see potential to crystallize around EUR 0.5 billion from our nonyielding assets to possibly fund attractive add-on growth without impacting our deleveraging trajectory for the next few years. And if we look beyond this pocket of capital, we also retain a lot of flexibility to monetize other capital resources from our balance sheet. These include the EUR 1.5 billion of other noncore or non-retail assets within our portfolio, which we indicate on this slide. We may harvest those to fund the right growth through a targeted and quality-enhancing capital recycling strategy. And we are very confident we may achieve such additional disposals as need be on attractive terms given a very strong track record of recent disposals, which were performed at or very close to book values at the tightest yields in the market and the highest capital values. Altogether, these transactions are a fair reflection of the superior quality of our asset base and confirm we operate in a league of our own. Of note, these transactions include the sale of a 15% minority stake in the high 4s cap rate. And by the way, you will see the capital values for this deal, which are on par with a recent large transaction on a super prime retail estate in Central London. I would now like to wrap up on capital allocation with some final thoughts around why it does matter. It matters because we are convinced this level of discipline will be the key to generate strong and attractive long-term returns for our shareholders when combined with our attractive growth profile and our current appraisal yields. I will now pause a few seconds so that you can look at the chart briefly for people who like numbers. We have a few on this chart. Okay. Close to 12% annual levered return on one of the best property portfolios of prime assets that exists. Let's start off 5.3% net initial yield. It simply comes from our year-end 2024 appraisals. You add to this initial yield, a midpoint 5.1% annual growth prospects. This growth breakdown into indexation, like-for-like rental growth, including Westfield Rise and pipeline deliveries. We then deduct a 25% CapEx intensity over our rental income and our administrative expenses impact to the returns. And this gets you to an attractive 8.6% annual return, 8.6% without leverage at our appraisal yields. If you add a 40% LTV leverage impact to this, you get to close to a 12% annual level return without any yield compression nor any kind of bet on rates at a moment where our current net initial yields are standing very nicely above long-term historical averages. In other words, this is rich, and these are highly compelling return levels that we can generate on our core business over the long term. This return does not incorporate the large discount to NAV at which our stock currently trades. And so we are very confident that our new framework will help us unlock part of the shareholder value as well during the plan. Interestingly, we are not the only one to see that, given that we rank at the highest projected 5-year REIT return stock among Green Street Advisors' European coverage of 52 listed property companies. They see a levered return at 13.5% per annum over the next 5 years, i.e., the same ballpark as an illustrative exercise shown here. Let's conclude now. We have a clear and actionable capital allocation framework. Our strategy is primarily focused on organic growth and continued high cash flow conversion. Any add-on growth will be controlled and driven by capital recycling and now is the right time to invest in URW's leading portfolio of urban infrastructure assets. Thank you very much. And let me now leave the floor to Fabrice, who will present to you in greater detail our financial trajectory.

Fabrice Mouchel

executive
#8

Thank you, Vincent, and hi, everyone. I'm pleased to share with you an overview of the key financial components of our 2025-2028 plan, combining operating growth, disciplined financial policy and growing shareholder distributions. I'd like to start with a reminder of the key financial achievements since 2021. The priority in 2021 was to deleverage the company, in particular, through large disposals, controlled CapEx and the suspension of our dividend for a period of 3 years. Today, the group's IFRS net debt, including hybrid stands at EUR 21.3 billion, pro forma for all disposals signed in 2024, a EUR 4.9 billion net debt reduction in just 4 years. 2024 pro forma IFRS LTV, including hybrid, stands at 44.7%, corresponding to a 370 basis points improvement despite a 12% decrease in values over this period. And our net debt over EBITDA has improved to 9.5x, including hybrid and 8.7x, excluding hybrid, its best level since the Westfield acquisition. This progress allowed us to reinstate a distribution for fiscal year 2023 and to increase it by 40% in 2024. It also allowed us to take the strategic decision to retain our high-performing U.S. flagship assets in dense and high-income markets. Operational growth is another major success story with a 2024 like-for-like EBITDA circa 5% above 2019, supported by the highest occupancy since 2017 for retail business. Looking ahead now to our new plan, the priority is capturing growth in a disciplined manner. As a result of the growth levers presented by Anne-Sophie and Vincent, we are targeting an annual EBITDA growth of 4.5% to 5.2% on standing assets, excluding disposals, deliveries and FX over 2025, 2028. This will come from a blend of organic growth, including high rents and retail media income, new revenues from brand licensing and services, increasing NOI from our convention exhibition business and continued control of general expenses. The delivery of the group development pipeline as well as capital recycling opportunities mentioned by Vincent, will also generate additional EBITDA. And as explained by Jean-Marie, this growth balanced against disciplined CapEx control will allow us to progressively increase our distribution to reach a normalized payout ratio of 60% to 70% from 2027. These elements will also allow us to converge towards our credit metric targets in 2028, namely a net debt over EBITDA of circa 8x, including hybrid, an LTV, loan-to-value target of circa 40%, also including hybrid. The EUR 2.2 billion of disposals planned in 2025 and early 2026 will support our trajectory towards this target. This plan, including our increased distribution policy, limited CapEx needs and accelerated disposals has been reviewed by rating agencies who have confirmed that this is consistent with the group's current rating and stable outlook. I want to look at some of the key components of our new plan, starting with our disciplined financial policy. Here, we look at policy in terms of our sources and uses of funds. This plan includes 2 phases. First, we have taken the decision to accelerate our disposals in 2025 and early 2026 for a total targeted amount of around EUR 2.2 billion of disposals. We have already secured EUR 1 billion of disposals in 2025 and are in active discussions for an additional EUR 1.2 billion. Over this period, based on these disposals and our expected recurring result on the sources side as well as controlled CapEx needs and our proposed distribution on the usage side, we expect to reduce our net debt by EUR 1.8 billion by 2026. From 2027 onwards, the group's CapEx needs and our increasing distribution will be fully covered by our recurring result. Any further disposal will be used either to reduce the group's balance sheet, be recycled to fund additional investment or fund share buyback. This means that we will have the strategic flexibility to choose how best to deploy capital based on these opportunities available to us. And as highlighted by Vincent, we have identified at least EUR 2 billion of additional noncore assets and non-yielding land that could be sold on top of the EUR 2.2 billion that I've just mentioned. Let's take a closer look at our CapEx needs over the plan horizon. Here, we have outlined the annual investment spend since 2021 up to and including our CapEx plans from 2025 to 2028. And we show the split between maintenance and leasing CapEx, enhancement CapEx in the form of both large development projects and other enhancement projects on standing assets. As you can see on the chart, a significant amount of the EUR 4.4 billion in CapEx spent in the last 4 years related to large projects initiated before 2021, including Westfield Hamburg, Westfield Mall of the Netherlands, the Gate mixed-use project in Paris and The Trinity Tower in La Defense. For 2025, CapEx will remain relatively high at EUR 1.1 billion due primarily to Westfield Hamburg for EUR 400 million as well as projects like Coppermaker Square and the UTC and Cerný Most extensions. At the end of this very active 2025, around 75% of our EUR 3.3 billion total development pipeline will be delivered, and our remaining pipeline will be reduced to circa EUR 1 billion. Beyond 2025, our CapEx needs will be limited to maintenance, leasing and enhancement CapEx on standing assets for an average amount of EUR 600 million per year, as explained by Vincent. And regarding large development projects like Milan, which are not in this CapEx plan, we have created strategic optionality on how and when we approach them. If launched, they will be funded either through capital recycling or with third-party capital or a combination of the 2. As indicated, we expect our net debt to reduce by circa EUR 2 billion over 2025 and 2026, thanks to disposals currently completed and planned. This would take our IFRS net debt, including hybrid from EUR 21.9 billion at the end of 2024 to circa EUR 20 billion in 2026. Thanks to this net debt reduction and increasing EBITDA, we expect our net debt-to-EBITDA ratio to reach 9x in 2026. Our net debt-to-EBITDA ratio is then expected to reduce further to circa 8x in 2028, below the historical ratios of the group, as you can see on this graph. And this is in line with the new target of 8x that we've announced today, which takes into account our reduced development pipeline. This improvement will be supported by our EBITDA and limited CapEx needs over the period. This also includes the delivery and the ramp-up of pipeline projects delivered in 2025 and beyond. Looking now at the LTV ratio, including hybrid. As you can see on this graph, our LTV has been highly impacted by a decrease in values of over 24% since 2018, including minus 12% over 2021, 2024. Despite this and the EUR 4.4 billion of development CapEx spent over this period, we have been able to reduce our LTV by 370 basis points. The sale of EUR 2.2 billion of assets planned and the corresponding net debt reduction would imply an LTV of 42.7% at the end of 2026, assuming valuations remain unchanged. This is a 280 basis points improvement compared to 2024. Disciplined capital allocation will lead to a further reduction of LTV to 41.7% based on stable net debt and GMV increasing with CapEx spend. As outlined by Jean-Marie, our target is to converge towards an LTV of around 40% in 2028. Here, we present a sensitivity analysis showing the path to this 40% LTV. Assuming a 1% growth in value per year, supported by the group's cash flow growth, CapEx returns and rates evolution, our LTV would reach 40% in 2028 without the need for any additional disposals. Alternatively, if values remain unchanged, we would reach the 40% target with disposals of up to EUR 1.4 billion. And as already mentioned, we have identified EUR 2 billion of additional noncore assets that could be sold, including non-yielding land. In simple terms, we are confident in our path to 40% LTV with no or limited disposals and therefore, no or limited impact on our guidance. Moving now to AREPS, where we confirm our 2025 guidance. As a reminder, the EUR 9.30 to EUR 9.50 per share range was based on the disposal program, i.e., the upper end of the range corresponding to EUR 1.2 billion of disposals and the lower end to EUR 1.8 billion. We expect our 2025 AREPS to be at least at EUR 9.30 per share even when considering our accelerated disposal program. This would correspond to a growth of at least 5%, excluding the impact of the 2024-2025 disposals, the increased number of shares from the CPPIB deal and 2024 one-offs, as mentioned last February. This guidance confirmation reflects our good start to the year, the effective P&L hedging of our FX and rate exposure and the successful recouponing of our hybrid. 2026 AREPS is expected to be at least EUR 9.15 per share as a result of the mechanical effect of the EUR 2.2 billion of planned disposals. This trajectory also includes a deterioration in the euro-dollar FX rate and an increase in our cost of debt, in particular, from lower cash income. It will be partly offset by EBITDA growth for standing assets, new revenues and the ramp-up of the pipeline projects delivered. In 2028, we expect our AREPS to be in the EUR 9.70 to EUR 10.10 per share range, and this corresponds to 3% to 5% average growth per year from 2026, thanks to rental growth, new revenues, cost discipline, project deliveries and capital recycling, partly offset by increasing financial expenses. Let's look at this AREPS trajectory more closely, starting with the low end of our 2025 guidance of EUR 9.30 per share, which assumes the acceleration of our disposal program. This 2025 AREPS has to be adjusted for 2 key mechanical effects, reduced NRI from the EUR 2.2 billion of planned disposals and the evolution of the euro-dollar FX rate. This takes our 2025 AREPS from EUR 9.30 to EUR 8.59 per share. The projected annualized EBITDA growth between 4.5% and 5.2% per year embedded in our standing assets and activities would contribute to EUR 2.13 per share to 2028 anticipated AREPS. This includes an increase in our retail NRI on stabilized assets of 260 basis points on top of indexation as presented by Vincent and an indexation estimated at 1.2% per year for our total shopping center portfolio at group level. It also includes increasing NOI from our conventional exhibition activity, additional services revenues for our brand licensing as well as continued cost discipline. The delivery of our existing pipeline projects and capital recycling revenues will add another EUR 0.66 per share to the AREPS. Financial expenses will have a negative impact of circa EUR 1 per share, corresponding mainly to an increase in the cost of debt of 20 to 30 basis points per year, which I will provide more color on shortly. Recurring financial expenses will also be impacted by lower capitalization, partly offset by a decrease in net debt. On the other category, it mainly includes the impact of taxes and the average number of shares. And all this leads to a 2028 AREPS expected to be at EUR 9.70 per share as a base case scenario in a normalized environment. It would amount to EUR 10.10 per share in an upper-case scenario, corresponding to a combination of higher NRI growth of 330 basis points above indexation at the top of the range presented by Vincent, more licensing revenues and higher capital recycling income. This trajectory assumes no additional disposals from 2026 onwards, no major deterioration of the economic environment and a stable euro-dollar FX rate at 1.14. Looking more closely now at our cost of debt, which we have been able to keep at a very low level despite the increase in interest rates. Thanks to the long-term debt raised at historically low cost, the effective hedging instrument that we have put in place and the remuneration on the group's strong cash position, our current cost of debt is still below our marginal cost of debt. As already mentioned, we expect this cost of debt to increase from 2% in 2024 to between 2.8% and 3.2% in 2028, corresponding to a 20 to 30 basis points increase per year. This results from the refinancing of upcoming maturities with new debt raised at a high cost. Our cost of funding will also be impacted by the evolution of our cash position through both the reduction of this cash amount used to pay off maturing debt and the decrease in remuneration as central banks cut the rates. Taking into consideration all these elements and delivering on our commitment to generate strong shareholder returns, we'll continue to increase our distribution at a higher pace than AREPS growth. Based on our strong start to the year, we intend to propose a distribution of EUR 4.50 per share for fiscal year 2025 to be paid in 2026, corresponding to a payout ratio of 48% based on our 2025 guidance. It is to be noted that this distribution will come from the issuance premium as long as the cumulative statutory result of URW SE are negative. And as a reference, they currently stand at minus EUR 1.9 billion. This distribution coming from the issuance premium is not taxed upon payment and equals to a net distribution. The equivalent growth distribution would be 15% higher. Beyond 2025, we intend to continue increasing our distribution payout ratio to 60% for fiscal year 2026 and to a normalized level between 60% and 70% as from fiscal year 2027. This increasing and normalized distribution is a sign of the confidence that we have in the resilience and growth potential of our assets and activities as well as our ability to finalize the deleveraging of the company. With that, I hand over to Jean-Marie for some closing remarks.

Jean-Marie Tritant

executive
#9

Thank you, Fabrice. Before we open for questions, I want to share some key takeaways that explain why we are so confident in our ability to deliver this plan. We expect through our leasing activity to generate above-market growth from our portfolio of proven dominant flagship destinations. This includes as well strong retail media growth at Westfield Wise and new asset-light licensing revenues from the powerful Westfield brand. We also benefit from pipeline deliveries and have opportunities to unlock significant value from our portfolio through expansion and densification projects. We have established a clear return criteria and a new capital allocation framework covering both our annual CapEx and capital recycling. Finally, we are focused on delivering strong long-term shareholder returns, starting with a significant increase in distributions during the plan period. Let's finish with a recap of our main targets. We expect, again, EBITDA growth of 5.8% to 6.6% annually over the plan, split between rental growth from our dominant flagship assets, almost 1% from Westfield Rise and at least 1.3% from project deliveries and capital recycling. We will also see a contribution from our new licensing business as well as from our offices and C&E activities. We have established a new highly disciplined capital allocation framework. From 2026 onwards, CapEx will be EUR 600 million a year, funded from earnings and any additional CapEx will be funded through capital recycling. This growth and discipline is expected to generate 2028 AREPS of EUR 9.70 to EUR 10.10 and fund cumulative shareholder distribution of at least EUR 3.1 billion for fiscal year 2025 to 2028. We also see the group's credit metrics continue to improve during the plan period. By 2028, we expect a net debt-to-EBITDA ratio of around 8x and are confident in our ability to reach an LTV ratio of circa 40%, including hybrid. All in all, URW is in a very strong position. We have a powerful platform for growth, and we are excited about the opportunities to create value for shareholders over the coming years. With that, I would like to invite my MB colleagues to join me on stage and welcome Meriem Delfi, our Group Director of Investor Relations and Treasury, to lead the Q&A session.

Meriem Delfi

executive
#10

Thanks, everyone, and good afternoon. I'm Meriem Delfi, URW's Group Director of Investor Relations and Financing. It's now time for the Q&A. The Management Board are here to answer your questions relating to the Platform for Growth 2025-'28 business plan and the presentations you have seen today. We will be taking questions from the room here in Paris and from the chat room. [Operator Instructions]

Unknown Analyst

analyst
#11

I've got the first question on offices. We didn't speak a lot about offices today. And I was wondering if this was on purpose? And how shall we think about the future of Unibail offices?

Jean-Marie Tritant

executive
#12

Can you hear me? Yes. I mentioned the offices. So the offices are part of this growth that we announced. So around 0.05% of the EBITDA growth to globally. We continue to develop offices. We have the Triangle Tour, which has delivered light well. That is 100% let. We have some offices to be restructured and renovated in La Défense. We just bought a small 10,000 square meter asset in [indiscernible] that will restructure as well. So this activity has always been like capital recycling. So we'll continue to do it on an opportunistic way. We also have the offices in Hamburg that we have already 65% pre-let that we continue to let. So there is a continuous contribution from the office division to the global performance of the group.

Unknown Analyst

analyst
#13

And my second question is on financing. You now present all your indicators, including the hybrid. And I'm just curious, how should we think about the future of the hybrid? And we've seen one of your peers issuing a convertible yesterday. So is it something you could be doing as well?

Fabrice Mouchel

executive
#14

I think first, on the hybrid, we just wanted to give clarification and clarity on our debt, taking, by the way, the investors' approach on the hybrid, because there was this long-standing debate on should that be treated as equity, should that be treated as debt? Should it be 50-50, by the way, which is the approach of the rating agencies? And we feel that for transparency purposes, we felt it was better to show it as if it were debt so that effectively, you have the overall view of the debt stack, in particular, including hybrid, which, by the way, has reduced. You see that we've been able to reduce our stack through the last transaction that we've been completed. We've reduced it from EUR 1.845 billion to EUR 1.660 billion, thanks to the flexibility that we have from the rating agencies' perspective. So I think when we present our debt, we present it, including hybrid so that effectively, you have the clearest view on the total debt of the group. When it comes to the convertible bond market, it's obviously a different type of instrument. It does not have any equity credit attached to it. So that's a different type of instrument. It's more related to the opportunity that we may see on the market. This is an instrument, by the way, that we've used a number of times. And in particular, I remember vividly the one that we had done in April 2015 with EUR 348 million level of issuance and a negative yield on this hybrid. So when the market is there and when you have some interest and when you see that the conditions are right, this is an instrument that we could use. But at this stage, it's not something that we have on our radar screen. Today, as mentioned, we have some debt maturities upcoming. We have some cash amount. And the question for us is how to use at best the cash that we have, in particular in an environment of declining remuneration.

Unknown Analyst

analyst
#15

First question is about Westfield Milan. When would you decide to launch it or not full scale? And I'm sure you have an idea of the total investment it would imply? And what sort of methodology would you choose to avoid having the same difficulties you encounter with? And my second question is about your licensing business. Are you trying to find new opportunities to launch it in other geographies? Or was it only this Saudi Arabian project?

Vincent Rouget

executive
#16

Thank you for your question. On Milan, as I mentioned during the presentation, I think we are making progress, and we rebased and rightsized this project over the last few years. We're in a position of maximum flexibility and full optionality from that standpoint. And we are waiting to see the progress on the progress about the new transportation hub, which is a game changer for this project, which is a decision, a public decision that has been made in the last few years and recently. And so it's a very important milestone for us to make a decision. In parallel, we continue working. We're working on the financial KPIs, the financial returns to make sure that it fits the targets we just expressed as well as the strategy to manage the risk in the most efficient way. So you mentioned the decision to launch everything at full scale, and we are not in this model. We are phasing the project. We are concentrating on phases. And when we decide to launch the Phase 1 retail, it will be to launch the Phase 1 retail, i.e., the shopping center. The other uses will probably come after over a long time period. And I think the best blueprint for that our London assets is when you see how they evolved over 15 years from the moment the shopping center was opened to what they are now true city district now with a full mixed use, but this is not something that has been built in 1 day. In terms of overall budget, I believe it's too soon for us to communicate some detailed numbers. We're working on it. We're working on the construction strategy, thinking how to approach this project. We'll come to the market in due time with those elements. I guess that with the 100,000 square meter footprint, you can derive from knowledge and public data, the rough investment amount that it can mean for the group. And we'll also think about the asset-light approach as well and consider eventually JVs. So -- but we're not at this stage at the moment. I think we have a few steps to come.

Anne-Sophie Sancerre

executive
#17

On the licensing part, as I said, we see it as a -- it's a scalable model that we can replicate. And we are already investigating a few other markets in the Middle East and elsewhere also.

Jean-Marie Tritant

executive
#18

The target is to reach EUR 50 million to EUR 70 million by 5 to 7 years. And the EUR 25 million to EUR 35 million contribution that you see for '28 is integrating assumptions that we'll be able to expand the partnerships not only with Cenomi Centers, but beyond that first one.

Meriem Delfi

executive
#19

Jonathan?

Jonathan Kownator

analyst
#20

Jonathan Kownator, Goldman Sachs. Key question on your operating growth. It's the base of your plan. I just wanted to understand perhaps more in detail where it's going to come from, whether it's reversionary potential that you see currently in the portfolio. And if it is, how much it is, please? And is it market rent growth? Or -- and also specifically, if it's coming from the U.S. or Europe. We saw that you had more reversion in the U.S. lately. Obviously, the U.S. context is choppy, shall we say. So if we could have your view there, that could be helpful.

Jean-Marie Tritant

executive
#21

So the operating growth will come from, obviously, the reversionary potential that we are confident we'll continue to increase or that we'll be able to regenerate through the additional disposal of sales that we will generate based on the evolution -- positive evolution of the traffic. All the work that we are doing on the performance somehow of the engine, as you know, demonstrated by Vincent during his presentation, that's really our job to look at each and every line every year, look at the performance, what is the right retail mix, what is the right critical mass that you need to have per type of activities and branches such as you optimize your attractivity. So that's the job of Anne-Sophie's team, to optimize the attractivity and then creating higher traffic that will generate higher sales. So that's really this ability that we have been able -- or this software, as Anne-Sophie was saying, that we have developed over years and that we have even reinforced over the last 4 years that give us that confidence. The megatrends I see -- as well that we see from the retailers, so the commercial tension that is existing today. Our level of occupancy is as high as the one that we had almost in 2017. And we see this trend of more demand for our type of assets, so where you can recreate the commercial tension. So we're in a situation today where there is way more balanced position between the landlord or Westfield and the retailers. So we'd be able to extract that. Plus as well, we see the new revenues or the retail media revenues that are generating NRI in our assets that are already part of the like-for-like growth. And the EUR 180 million that Westfield Rise will generate over the next 4 years is part of that organic growth. Towards in the U.S., we have been able also, through the leasing strategy and the proactive leasing strategy that we put in place at the moment of COVID, to recreate the commercial tensions. Again, we have been lowering the minimum guaranteed rent at the time and increase the level of turnover rent. So we are recapturing in our rents today what we gave up in terms of MGR, but it's turning turnover rent into MGR on a long-term period. So we have a visibility on the long-term cash flow of these assets. And again, we have seen less retail GLA in enclosed mall today in the U.S. You've seen the concentration of our portfolio on the best markets but the best assets as well. So we will generate more commercial tension.

Jonathan Kownator

analyst
#22

So specifically a bit more, if you look at the MGR uplift generated in Europe versus U.S., let's say mid-single digits in Europe, obviously, a lot more in the U.S. From what you're saying, we effectively should assume the same? Or is it higher than you currently generate?

Jean-Marie Tritant

executive
#23

It would be higher in the U.S. today than what it is in Europe. But you would be in that trend when it comes to Europe. And again, based also on the -- somehow really this view that we have that the store is more and more important that we have -- even in Europe, we have a lot of commercial tension. So that's really the job of our teams having -- being able to extract more from the rents.

Jonathan Kownator

analyst
#24

Essentially, you're saying that the reversion is growing based on that recaptured tension and that it should be more than single digit in Europe.

Jean-Marie Tritant

executive
#25

Yes.

Jonathan Kownator

analyst
#26

Okay. One point of detail -- sorry, that's my second question.

Meriem Delfi

executive
#27

And then last, Jonathan.

Jonathan Kownator

analyst
#28

Yes. 1.2% index, what's driving that assumption? That seems a bit low maybe.

Fabrice Mouchel

executive
#29

No, in fact, this 1.2% is at group level. And so in fact, as you know, 70% of the NRI is in Continental Europe. And Continental Europe is the only region where you have indexation, of course. You have another type of indexation, which is already embedded through fixed escalation in the U.S. in particular. But -- so the -- I mean, the assumption is slightly below 2% in Continental Europe, which translates, when you turn that at group level, to around 1.2%.

Meriem Delfi

executive
#30

Sam?

Samuel King

analyst
#31

It's Sam King from BNP Exane. Just a question on capital structure and dividend, please. We can see from the presentation that you've essentially underwritten capital growth 3 years forward against arguably an unpredictable macro backdrop and at the same time, committed to a minimum dividend over that period without a leverage caveat, which limits financial flexibility if values fall. Just interested, what's given you and the Board confidence since the full year results to make that decision?

Jean-Marie Tritant

executive
#32

It's based obviously on the recovery that we have seen over time of our assets, right, so the organic growth that we have been able to generate. In '22, we said that we'll pass the like-for-like EBITDA mark of 2019 in the course of '23 and that we'll reach it in '24. We delivered that in '23, and we're above on a like-for-like basis of the 2019 results. When I see, again, the commercial tension, when I see the demand from the retailers, when I look as well as the concentration of the portfolio because we did that deleveraging exercise by strategically repositioning of our portfolio. When you look at the quality of our portfolio today, it has nothing to do -- in particular in the U.S., when you look at the 17 assets that we get rid of, we are in the best markets. The way you should think about us is more than 80% of our value in retail, which represent 90% of our global portfolio, is on the best markets, 15 top markets in Europe, 8 top markets in the U.S. And each time, these assets are the top dominant one. And they have made the demonstration -- even at the time of a very high inflationary environment, if you think about the London and the performance of Stratford, for example, they have demonstrated their resilience, our ability to continue in this time to draw down the vacancy based on what the demand. In July 2021, we reached the highest level ever of vacancy in all our assets everywhere. And we have been consistently leasing space way above what we were doing before. It's not because there was like just available space that you can lease it. It's because there is demand. So what we see is this higher traffic in our assets, this higher level of sales, the impact that it has on the brand equity for the retailers and the location and the strong wealth or the affluence of the markets in which we are that gives us strong confidence in our ability to deliver the plan that we show you, which is based mainly on organic growth. And then from normalized activities because we are back to where we should be, and then we'll continue to grow. From that normalized level, we can then move into a normalized level of distribution, which, by the way, will be still progressive. We go for 48% next year, roughly, based on the guidance that we gave, 60% the year after and then the normalized level in between starting in '27.

Samuel King

analyst
#33

And as a follow-up, specifically on France, looking at your like-for-like NRI guidance of 260 to 330 basis points above indexation or 380 to 450 including it. That's below the NRI CAGR that appraisers assumed in the valuation of your French portfolio that's over 5%. So is the message here that yields need to compress in France for values to stay flat or that the NRI growth potential that you're forecasting is better in France than your portfolio average?

Fabrice Mouchel

executive
#34

I think what you need to look at is the assumption taken by appraisers at group level. And the assumption that is taken at group level by appraisers is an annualized growth of 3.9%, including 3.8% in Europe. It's 4.2% in the U.S., but there's a specific situation for the U.S. because rent escalation that I was just referring to is taken as part of the growth in the cash flow of the U.S. appraisers, meaning that out of the 4.2%, you already have 3/4, 3% that is already secured, everything else being equal. So if I come back to Europe, in fact, it's 3.8% at the European level. You're right, they have some pluses and minuses. And by the way, the 3.8% is also on average at group level. So that's why ultimately, we don't see as a risk. And on the contrary, to your question, the assumption taken appraisers is a CAGR of 3.9% on average. The low end of the range that we have for retail NRI growth on a like-for-like basis is 3.8%, from 3.8% to 4.5%, meaning that if we manage to outperform this 3.8% level, there would be, of course, a mechanical effect and positive effect on the valuations.

Meriem Delfi

executive
#35

I will take just a few questions from the chat room and go back to the room here. So we have a question from [ Oliver Wudel ]. He's asking, of the EUR 1 billion disposals already secured, is this all happening in 2025? How much of the EUR 2.2 billion do you expect in '25 versus 26? Is it roughly equal?

Jean-Marie Tritant

executive
#36

Vincent?

Vincent Rouget

executive
#37

Yes. We have EUR 1.2 billion of active discussion and some live discussion. You're in an environment with a bit of volatility potentially from an investor perspective. So that's the reason why we give ourselves some leeway between '25 and early '26 to complete this program. But we have fairly advanced discussion, and our target and objective is to complete them by year-end as we present in the baseline of the AREPS. Fairly advanced.

Meriem Delfi

executive
#38

Thank you, Vincent. Another question from the chat room. I think this one is for you, Fabrice. Given the SIIC dividend obligation is not reduced by the premium account distribution, why have you decided to increase distribution so much before your statutory retained earnings become positive?

Fabrice Mouchel

executive
#39

First, we define our dividend or distribution strategy irrespective of the sources where this distribution comes from. But -- just to make things clear. In fact, you have 2 different topics. One is until when will we pay our distribution from the issuance premium. And here, as I said, you have EUR 1.9 billion of cumulative losses, which needs to be absorbed before we start paying a distribution that will come from our results because today, we don't have any cumulative results. And so basically, in our view, it will be -- it will take around 2 to 3 years. It's hard to assess, but it will take 2 to 3 years before we get there. So that's the first element. The second element is effectively, in the meantime, there's a SIIC distribution obligation of EUR 2.5 billion today, which represents around, say, EUR 500 million to EUR 400 million per year as the SIIC distribution, meaning that once we get back to a more normalized level of distribution, say that, for the sake of the example, we pay EUR 800 million of distribution, the EUR 400 million that will go to -- as part of the obligation of the SIIC distribution and you have EUR 400 million that will come and will absorb the accumulated obligation of distribution, which will come from the EUR 2.5 billion. Meaning that in a sense, if you take this as it is today, you have to multiply it by 6 years to absorb the full cumulative losses, again, based on today's situation, which may not be the case because, as I said, we still have a couple -- 2 to 3 years before we start paying any distribution and -- from the result. And therefore, we'll have 2 to 3 years during which we'll still have cumulative statutory SIIC obligation that will accumulate on top of the EUR 2.5 billion.

Meriem Delfi

executive
#40

Thank you, Fabrice.

Fabrice Mouchel

executive
#41

Hope this was clear. And if there's any further questions on this topic, don't hesitate to call me.

Meriem Delfi

executive
#42

Okay. Florent?

Florent Laroche-Joubert

analyst
#43

Florent Joubert from ODDO BHF. So 2 questions for me. Maybe a follow-up question on disposals. I think that a lot of things in your presentations take the assumption that you will execute this EUR 2.2 billion disposal. So why are you so confident that the counterparties with which you are discussing will sign at the end of this acquisition for them? So this is my first question. And my second question on the debt side. So we understand that your allocation capital strategy is related to CapEx amount of EUR 600 million. So -- and what -- why do we -- can we say that at the end, you will look also maybe at a fixed amount for the net debt [ around ] the coming years?

Jean-Marie Tritant

executive
#44

The net debt.

Fabrice Mouchel

executive
#45

I mean can you repeat the question on the last one? I'm not sure that I understood correctly.

Florent Laroche-Joubert

analyst
#46

So the question -- so with your debt strategy, so can we -- are you also looking for, let's say, a fixed amount of net debt further to the EUR 2.2 billion of disposals?

Fabrice Mouchel

executive
#47

No, I think, I mean -- I think the question on the distribution is even simpler than this one. But -- so to come back to this, I think what we said is that EUR 2.2 billion of disposals is what we expect to do to get to this 40% loan to value, meaning that effectively, we had a period during which in a sense, we had to sell significantly. This is the EUR 6.4 billion of assets that we sold during the plan 2021 to 2024. Now what we are saying is that EUR 2.2 billion is enough for us to get back on track, and therefore, any additional disposals on top of the EUR 2.2 billion will be allocated to other new investments. And this will be on top of the -- today, the EUR 600 million of investment that we are planning on an annualized basis. So every additional disposals on top of the EUR 2.2 billion will finance any additional -- other any additional investment, be it in the form of acquisition of assets or new development, new projects like the Milan project. Or as I said, we could use it for share buyback purposes. But -- so all in all, what we consider is that the EUR 2.2 billion is sufficient to deleverage the company and get to the 40% loan to value.

Vincent Rouget

executive
#48

And as to the EUR 2.2 billion, the first element, and it's important to give further detail is that EUR 1 billion has already been signed, secured and closed. So we have the cash in the bank out of the EUR 2.2 billion. We have many active discussions, including some operations under exclusivity, which give us confidence in our ability to execute on those or at least to secure them, let's say, by the end of the year, whether a closing takes place after. And I think we have a wide range of discussions across different type of assets, across different type of markets. So it's not 1-buyer universe. Every time these are specific discussion situation, interest from the buy side. So I would say it gives us also the confidence that we are not exposed to a single market event to some extent. And in addition to that, we have a deep pool of assets overall. So I think we are confident that we can deliver on this objective and guidance. And I think we're building upon what we've achieved last year. And you've seen in terms of target, we were at the target at the end of the year. At midyear in June, I believe we were at EUR 300 million. There were some questions. We outperformed substantially this target. We sold on the right values on the right basis and the right yields. And so I think that's the core advantage of our portfolio. Even the things which are noncore have a lot of interest for many investors in the industry.

Meriem Delfi

executive
#49

Thank you, Vincent. Pierre-Emmanuel?

Pierre-Emmanuel Clouard

analyst
#50

Pierre-Emmanuel Clouard from Jefferies. Two quick ones for me. For Vincent, I think it was in one of your slides. I think you are thinking about selling 1 A mall and 1 A- mall when I'm looking at one of your slide before and after. Can you explain the rationale of selling top-tier assets and looking at what we have been seeing for -- during the presentation? A bit of color would be useful.

Vincent Rouget

executive
#51

Yes. Well spotted. We do not go into specifics of the assets we sell and so on. But generally speaking, I think our disposal plan right now -- I mean, the grades are illustrative and useful. It doesn't mean we share necessarily the same view on each and every specific asset. As you may have seen on the chart as well, there are certain assets which are B+, which we consider As. So I think it's not an absolutely perfect science, even though it get the right direction. We are not selling or having discussions on some of those noncore assets at the moment, on assets that we do not wish to retain for the long term. So I think that's the power of this disposal plan for us on noncore assets is that we are able to achieve those disposals while retaining the core strategic portfolio we wish to retain and be within our overall financial trajectory and LTV reduction. And this is something we're very happy about because we can deliver the value and the growth on the rest of the portfolio in which we believe very strongly, as you've seen.

Jean-Marie Tritant

executive
#52

And I would add just to give a little bit of color about that is that we have 66 assets, retail assets, 45 flagship assets. And among the 66 -- or the 21 remaining, you have A assets that are not considered destination for us. It's not because we sell them that they are not great. It's just that they don't fit with our vision around what is our own focus, large-scale, dominant malls in the best markets and in the large cities. So we have assets that are dominant in the areas that are not based or located in very large urban areas. But they are very good assets. And that's why, by the way, we have been able to sell them at the right price because there is appetite. What is noncore to us can be of the best quality for some others. That's what gives us as well confidence in our ability to achieve our disposals over the next 6 -- let's say, 9 -- or 6, we are in May, 6 to 9 months.

Pierre-Emmanuel Clouard

analyst
#53

That's clear. And the second one is for Fabrice. I'm sorry if I did not follow your presentation, but can you remind us why there is a negative impact coming from minorities by 2028 versus 2025?

Fabrice Mouchel

executive
#54

Yes. In fact, you have 2 elements that support that. One is the fact that we are selling minority stakes in Cerný Most. And so that's part of the assumption. And by the way, this is something that is part of our disposal plan. And so we've already sold 24% of it. And the second beyond that is that -- you have 2 main reasons. One is coming from the fact that the growth that we have on the NRI side for retail, part of that goes to the minority interest. If you take, for instance, Forum des Halles, we own 51% of it, and therefore, you have 49% that goes into minority interest. So if you have growth coming from the NRI side, you will have the counterparty in minority interest. And the second, which is, I would say, somewhat more important because this is something that, by the way, we've already seen during 2014 and the Olympics is that the C&E activity, which we only own at 50%, represents a significant portion of this minority interest. And as Jean-Marie said, it is an important part of the growth levers, of course, not the main one, but an important one in 2028 compared to 2025. And so this is where effectively you have a significant portion of minority interest that comes into play.

Meriem Delfi

executive
#55

Frederic?

Frederic Renard

analyst
#56

Frederic Renard from Kepler Cheuvreux. Thank you for the very comprehensive presentation. Maybe one for me on the share buyback. You mentioned that during the presentation. I'm just curious, what would be the condition to do such capital allocation? Would it be by a lack of opportunities in the market or just the fact that the share price is trading at a discount? That would be my first question. And maybe a second one, 3 years ago, you presented a plan where, obviously, you were mentioning potentially exiting the U.S. You are very happy to keep the U.S. My question would be in 3 years from here, where -- in the plan that you presented today, where would be -- will you be happy to deviate from one element that you communicate to the market? And what would it be if this would be the case?

Fabrice Mouchel

executive
#57

Do you want to start with the share buyback?

Jean-Marie Tritant

executive
#58

Just to -- just in March '22, we said that we'll radically reduce our financial exposure to the U.S. This is what we said, right, which was a little twist, but it was like reduce financial exposure. I think that you have seen we got rid of 17 assets. You've seen as well what -- Sylvain has presented the way we have restructured the platform in the U.S. as well, right, and that what we own today in the U.S. has nothing to do with what we owned at the time. So it's not exactly the same situation. So I would say just like I would hope, love that in 3 years from now, we'll come and tell you that we were wrong on the upper range of the guidance and that we have been able to extract way more based on what we have worked on over the last 4 years and what we have in front of us, like overperforming the guidance. That would be my really dream, and we are working on it.

Vincent Rouget

executive
#59

Jean-Marie, you could claim that you reduced 100% of the financial exposure to the U.S. downside in the meantime on the 17 assets. And now we're left with most of the growth, which would be sad to get rid of when you see the potential.

Jean-Marie Tritant

executive
#60

So now on the tricky one.

Fabrice Mouchel

executive
#61

Yes. So on the share buybacks, as I presented, in fact, in our financial plan, you have 2 phases. One is '25/'26, and this is the time by when we intend to deleverage the company through the disposal, the accelerated disposal or the EUR 2.2 billion of disposal. So that's the first precondition to be met that effectively, we manage to sell the EUR 2.2 billion of disposals. The second condition to be met is that effectively at that time, we sell more assets, and so on top of the EUR 2.2 billion. And then here, we recover some financial flexibility on how to use this cash as we consider that it won't be necessarily allocated to net debt reduction. And in particular, of course, provided that in terms of valuation, we are in a trajectory that is consistent with this 1% evolution in values on an annualized basis. And so if we are in these conditions, we'll see with the disposals and the proceeds of the disposal that would be available to us how to best use these proceeds. And that's why effectively, I said that you would have different opportunities. And sometimes it will depend at the end of the day of what is available to us in terms of opportunities. Is it the right time to buy back some shares in view of the potential discount, in view of the prospect of what we see on the -- on our company? And as Jean-Marie said, if we see more growth prospect that is not seen by the market, maybe that would be a good time to do some share buybacks. Or alternatively, if there are some large projects where we think that we can make higher returns than the one that you could make on our shares, we would use this capital available to us to invest on those projects. So basically, this will really be based on the opportunities available to us, and this will be a sign of the additional flexibility that we are -- that we'll be able to regain once we have completed this EUR 2.2 billion of disposals.

Vincent Rouget

executive
#62

The opportunity may be gone if the discount is no longer there. To be true to ourselves, we have the best portfolio. So I think these are potentially the best assets to invest in, including at a discount.

Meriem Delfi

executive
#63

Thank you. I think we still have a few questions in the room. We are getting close to the end of the Q&A, but I'm going to take these 2, 3 questions. Veronique, I see you. I see also Marc and Bart and guys -- so let's start with Veronique.

Veronique Meertens

analyst
#64

Veronique Meertens from Van Lanschot Kempen. Two questions around the U.S. For your debt metrics target, you assume 1% of valuation gains each year, which makes me wonder, how comfortable are you with the valuation of the U.S. portfolio?

Fabrice Mouchel

executive
#65

I think again, we are comfortable with the U.S. valuations. Today, we effectively -- we can argue that we have a net initial yield of 5.1%. But when you look at it on the basis of the stabilized yield after 3 years, we get to 5.7%. When you look at the assumptions that are taken by the appraisers to value U.S. assets in terms of growth, as I said, they assume 4.2% of annualized growth. And as I said, out of that, you have 3%, which is natural contractual escalation, which means that the 3/4 of the growth is already contractually embedded, everything else being equal, meaning that every additional growth that we can generate, in particular, through vacancy reduction or uplift generation, in particular, as you've seen that the uplift in the U.S. was somewhat higher than what we have in Europe and double digit. This could effectively reinforce the growth potential embedded into those assets assumed by the appraisers and therefore, this would comfort the valuations.

Vincent Rouget

executive
#66

And we have some land values as well that are not recognized in the values mid- to long term potentially as well. So I think the combination of the growth profile and this.

Veronique Meertens

analyst
#67

Okay. Very clear. And then maybe on that operational side, obviously, in the last few months, more worries about the economic outlook of the U.S. Have you seen any change in your discussions with tenants, future tenants on either rent levels? Or have you seen a delay in decision-making on that side?

Jean-Marie Tritant

executive
#68

Not at all. Not at all. And the U.S. -- our U.S. leasing team has been negotiating as many leases in April than what they negotiated last year. And when you look at the traffic in our malls in the U.S., they were up plus 6% in April '25 versus April '24. So -- and we have -- obviously, we are monitoring the situation very closely as well with our retailers. And Anne-Sophie and her teams are very close to our main partners to discuss these kind of topics. But we have not seen in any places a slowdown of our leasing activity based on some of the macroeconomic environment that is ongoing.

Meriem Delfi

executive
#69

Thank you, Jean-Marie. Bart?

Bart Gysens

analyst
#70

Bart Gysens, Morgan Stanley. You provide clear guidance on the CapEx, which is really helpful. But can you give us a bit more guidance on that EUR 300 million that is not development CapEx? Clearly, there's some maintenance in there, some tenant incentives. But how capital light is this digital investment? Is it mainly like Anne-Sophie presented, just getting a better rate on these screens? Or how much money are you buying to upgrade to -- every year to add more screens, just to understand what is the return on that business really?

Anne-Sophie Sancerre

executive
#71

So the CapEx of Westfield Rise is included in the EUR 300 million overall. What we see is that an incremental CapEx to produce more screens because part of the plan is also to have more screens. As I was mentioning, it's one of the lever. We are around EUR 30 million for these incremental inventory.

Bart Gysens

analyst
#72

And so the rest of that EUR 300 million then -- has tenant incentives gone up?

Fabrice Mouchel

executive
#73

In fact, this is somewhat consistent with what we have been showing every year when we do the split in the investments. So basically, you have around EUR 100 million, which is leasing CapEx, and the remainder, so the -- we have around EUR 100 million, EUR 130 million, which is maintenance CapEx. And by the way, this includes the ESG plant that we have. And as Sylvain said, this CapEx are also generating some savings. So when you combine this, you're closer to, say, EUR 250 million than EUR 300 million. So EUR 300 million is a sort of an assumption -- not assumption, but an approximation. But you have EUR 100 million, which is leasing, which is exact -- more or less the amount that we have spent in 2024 and 2023, and EUR 100 million to EUR 130 million on maintenance CapEx. And by the way, part of this maintenance CapEx are re-charged to the tenants and are part of the occupancy cost ratio.

Bart Gysens

analyst
#74

And the other EUR 50 million? What else is there in that EUR 300 million?

Fabrice Mouchel

executive
#75

So that's the part that comes from the screens. So you have EUR 100 million, EUR 130 million and then the rest is around the screens.

Jean-Marie Tritant

executive
#76

And some of that -- that's again -- that's a rounded figure. And then the total amount that you need to take into account is the EUR 600 million. That's the way we try to give a kind of sense. But that's -- the commitment is on the EUR 600 million.

Bart Gysens

analyst
#77

EUR 280 million and EUR 320 million, so...

Jean-Marie Tritant

executive
#78

Yes, exactly.

Meriem Delfi

executive
#79

Marc?

Marc Louis Mozzi

analyst
#80

So Marc Mozzi, Bank of America. If I'm correct, Fabrice, you indicated on your Slide 91 that you're expecting a higher number of shares. Why is that? And should we assume that you have potentially the intention to pay your dividend in shares? Or that's not the case?

Fabrice Mouchel

executive
#81

Not at all. This is coming from the dilution coming from the bonus shares and the performance shares that are allocated on a yearly basis. And this is very minor. I said that just for the sake of the precision. But all in all, when you look at it and when you look at our average number of shares as computed in 2028, it's not that different from the [ 144 ] that we have today. So we may have -- maybe have 0.5 million of shares. So that's exclusively coming from the performance shares and bonus shares, assuming that effectively, we meet the criteria for them to be vested.

Marc Louis Mozzi

analyst
#82

Super clear. My other point would be on your additional EUR 2 billion of potential disposals. Any of that is included in your guidance already or not at all?

Fabrice Mouchel

executive
#83

No, no.

Vincent Rouget

executive
#84

No.

Marc Louis Mozzi

analyst
#85

And how much would be the impact if you were to deliver on that EUR 2 billion of additional disposals?

Jean-Marie Tritant

executive
#86

That would be -- again, what we say is that would be limited. Part of that -- part of the EUR 2 billion, you have some land bank that are nonyielding today. And what we are -- the other parts of the -- let's say the EUR 1.5 billion would be based on capital recycling. So it would be to replace by something that is a better return assets that would be funding these additional investments. So that's the way we look at it. So that's the bucket that we have for additional development or opportunities or acquisitions that will have a positive effect on our AREPS.

Vincent Rouget

executive
#87

It's upside somewhat, EUR 500 million. If you apply 8% yield on cost on an extra development pipeline above the EUR 600 million line, basically after a few years, you will generate some extra yield on that. Or conversely, if you buy an existing asset, you have immediate yield and accretion. And on the EUR 1.5 billion, that's the reason why we communicated on the 6% yield because it gives you some color in case we found the right capital recycling opportunities on which we could generate a higher yield and basically grow the NRI at the constant balance sheet level to some extent and debt level at the group.

Meriem Delfi

executive
#88

Okay. Thank you. Thank you very much. I think -- yes, please. We'll do Paul -- I don't see you, Paul, sorry for that. But please go ahead first and then we'll do Paul.

Unknown Analyst

analyst
#89

So how many new employees do you expect to hire in terms of the business line, the media and licensing? And also, how is the cost?

Anne-Sophie Sancerre

executive
#90

Yes. So on the new licensing business line, so the idea, as we said, is to reach EUR 25 million to EUR 35 million of EBITDA by 2028 and then to continue increasing that over the -- with a run rate over 5 to 7 years between EUR 50 million to EUR 70 million EBITDA.

Jean-Marie Tritant

executive
#91

The cost associated to that will be limited. First, when it comes to the licensing, we use -- there are synergies because we have been developing the brand in our assets already for the Continental Europe mainly. So we have the structure. So it's really -- this is why we talk about a higher margin. When it comes to the Westfield Rise, we had already an organization that was doing retail media. So we have just changed the way we are organizing. And I think Sylvain mentioned it, this carve-out that we did and with specific business lines that we created. So we have transferred teams that were already working on that and then you put them in a new vertical. And so it would be really marginal additional costs for us.

Meriem Delfi

executive
#92

Thank you, Jean-Marie. So let's -- last question with Paul.

Paul May

analyst
#93

It's Paul May from Barclays. Just a couple of quick questions from me. You mentioned the Rise EBITDA. I think it was noted on the slide is -- at 100% is EUR 180 million. Just wondered what the proportional would be for you? And then you mentioned, I think, further JV consolidation opportunities. Just wondered if you could give an indication of the scale of these, the locations. You mentioned the attractive returns on those and just wondered how you would look to fund them.

Anne-Sophie Sancerre

executive
#94

So out of the EUR 180 million, which is, yes, the full value, there's 70% that goes directly into our NRI of the assets. And on the JV?

Vincent Rouget

executive
#95

On the JV consolidation, I believe I focus primarily on the transactions we've realized on 2024, whether on Westfield Montgomery in the U.S. or URW Germany. We have -- broadly speaking, we have roughly EUR 15 billion of GMV that we do manage within the group for third parties, so if that gives you a quantum of the total addressable market on that front. But since -- I mean, again -- well -- so there are many of them. We have many partners, and we are very happy to manage. And they are with us because URW manages those assets better than anyone else. That's the first thing. The second element is as part of the presentation on capital allocation, we mentioned capital recycling. So it means you need to match the entries or the sources and the uses. So I think naturally, it's only a few handful of opportunities we may pursue if the conditions are right, if the return profile are right and if the disposals on those extra EUR 2 billion are there as well at the right conditions. So it's a lot of hypothetics.

Meriem Delfi

executive
#96

Thank you very much. So that's all the time we have for the Q&A. If you have any follow-ups, please reach out to myself or any member from the Investor Relations team. As mentioned, the next key date for you is the announcement of our H1 2025 results on the 31st of July. We will now end the webcast. For those in the room, please stay where you are. And for those here remotely, thank you a lot for your participation.

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