AMSTERDAM, May 9, 2024 /PRNewswire/ -- New Amsterdam Invest N.V. (the "Company", or "New Amsterdam Invest", or "NAI"), a commercial real estate company listed on Euronext Amsterdam , announces its annual results and report 2023, today.
Aren van Dam, ceo New Amsterdam Invest commented:
"It is with modest pride we report on New Amsterdam Invest 2023 results. Results for 2023 are in line with expectations, be it significantly impacted by one-off costs in connection with the transition from SPAC to operational company and non-cash revaluations of investment property, resulting in a reported 2023 IFRS-based net loss.
From a commercial and operational perspective 2023 marks a milestone achievement for NAI. After the acquisition of five investment properties via a Business Combination in June 2023, in the second half year of 2023 focus changed to setting up the organization and supporting the operating performance of the group. In addition, the Company added a sixth investment property, located in the UK, to its portfolio in September.
The total investment in our properties amounts to EUR 83 million (market value EUR 77 million), funded by our shareholders and leverage resulting in a sound Loan to Value of our portfolio of 46 percent against market value.
As management we are confident to build NAI further and to be well on track to realize the financial objectives the Company has set out at listing."
Financial Highlights([1])
-- Rental Income 2023: EUR 4.6 million
-- Net Rental Income 2023: EUR 3.7 million
-- Result for 2023 after non-controlling interest EUR -4.8 million
-- One-off costs included in the result, approximately EUR 5.7 million
-- Earning per share EUR -0.97
-- Total investment property 2023YE EUR 77.4 million
-- Total Equity 2023YE: EUR 44.3 million
-- Cash generated from operation 2023: EUR 1.4 million
-- Solvency 2023YE: 52.4%
[1] All operational activities are as of start of the Business Combination on 2 June 2023, so figures do not represent full year operations. As in 2022 NAI had no operations, no comparable figures for 2022 are presented here.
Strategic Highlights
-- On 2 June 2023, the Company's shareholders approved the proposed Somerset Group Business Combination changing New Amsterdam Invest from a Special Purpose Acquisition Company ("SPAC") into a commercial real estate company listed on Euronext Amsterdam.
-- On 2 June 2023, NAI acquired four properties in the UK and one in the USA via various subsidiaries.
-- In line with its strategy NAI acquired another investment property in the UK via one of its subsidiaries on 25 September 2023.
Outlook 2024
For 2024 NAI expects to be profitable and well on track to realize the financial objectives the Company has set out at listing. More specific NAI reiterates that its current portfolio should enable it to realise a 2024 a net rental income of approximately EUR 7.0 million and a result before tax of EUR 2.5 million excluding potential impact of revaluation of investment property and or the results from the acquisition of new investment property. Naturally, operating expenses will be stable, though the Company expects to realize significant savings as a large portion of the costs in 2023 were on the account of one-off items.
Business Combination
On 2 June 2023, the Company's shareholders approved the proposed Somerset Group Business Combination changing New Amsterdam Invest from a Special Purpose Acquisition Company ("SPAC") in a commercial real estate company listed on Euronext Amsterdam.
The Business Combination provided NAI shareholders with an important strategic opportunity enabling NAI to pursue a growth strategy for commercial real estate investments in the UK and in the USA as well as the potential for further investments, meeting the principles set out at the 2021 IPO.
The total one-off listing costs to realize the Business Combination was EUR 545k and are fully recognized in the 2023 results.
Business overview 2023
The results from group companies have been included and consolidated within the Company's results for the period from 2 June 2023 to 31 December 2023. The net rental income including service expenses charged amounts to EUR 4.6 million. The result before taxation for 2023 amounts to a loss of EUR 5.4 million. Included in this loss are one-off items of approximately EUR 5.7 million in total, of which the adjustment to market value of the investment property is the most significant one. This regards mainly transaction costs related to the acquisition of investment property. Furthermore, this regards expenses in relation to the Circular expenses of EUR 0.5 million which are mitigated by interest received on the Escrow account of the same amount.
Property portfolio
On 2 June 2023, the Company acquired the following properties via various subsidiaries:
-- Somerset House, Birmingham
-- Interra One Park Ten, Houston
-- Travelodge, Edinburgh
-- Sutherland House, Glasgow
-- Blythswood Square, Glasgow
On 25 September 2023, the company acquired the property Forthstone, South Gyle Business Park, Edinburgh ("Forthstone") in the UK via one of its subsidiaries, bringing the total investment properties in portfolio to six; five properties in the United Kingdom and one property in the United States of America, all held by local group companies.
The breakdown of the investments per property at Year-End is as follows:
In EUR1,000 2023 2022 Somerset House, Birmingham 16,841 0 Interra One Park Ten, Houston 17,948 0 Travelodge, Edinburgh 11,569 0 Sutherland House, Glasgow 10,475 0 Blythswood Square, Glasgow 10,360 0 Forthstone, Edinburgh 10,222 0 Total investments at fair value 77,416 0
Of the total 2023 rental and service charge income of EUR 4.6 million, 57% was generated in the UK and 43% in the US.
Cash flow, cash position and Escrow account
At listing of NAI as a Special Purpose Acquisition Company the Company received a total of
EUR 48.6 million deposited in an escrow account until Business Combination. Up to year-end 2022 EUR 0,2 million negative interest had to be paid on the amount in Escrow resulting in a balance of EUR 48.4 million at the start of 2023. The Escrow amount, and EUR 0.5 million positive interest received in 2023 was released and further classified as cash and cash equivalents at the time of the Business Combination on 2 June 2023. The release is presented as a cash flow from investing activities in the cash flow statement. The cash position at 31 December 2023 amounts to EUR 5.5 million.
The borrowings as at 31 December 2023 consist of loan banks in the amount of EUR 35.5 million (long-term) and a loan from a related party in the US in the amount of EUR 2.2 million (short-term).
Share Capital and Share Price
After the Business Combination came into effect on 2 June 2023 the number of outstanding shares changed due to conversion of the first tranche of Promotor Shares to Ordinary Shares from 5,057,562 to 5,241,697. The increase in Ordinary Shares was fully charged to Treasury Shares leaving the total number of shares at 6,185,255. See for a full overview the table below.
As of 31 December 2023 the company has still 73,653 Promotor Shares and 4,910,250 Warrants outstanding all to be converted at a Share Price Hurdle of EUR 11.50.
Number of shares and share capital
Number of shares Type of shares % 31 December 31 December 2023 2022 Ordinary Shares issued to investors, admitted listing and trading 74.6 3,910,250 3,910,250 Ordinary Shares issued to the Promoters (Cornerstone Investment), admitted to listing and trading 24,0 1,257,789 1,000,000 Promoter shares 1,4 73,653 147,307 Priority Shares issued to Stichting Prioriteit New Amsterdam Invest 0,0 5 5 100,0 5,241,697 5,057,562 Ordinary Shares owned by the Company (Treasury Shares) 943,558 1,127,693 Shares in total 6,185,255 6,185,255 Share capital at EUR0.04 per share (EUR * 1,000) 247 247
The Share price closed at EUR 9.10 on 31 December 2023 (31 December 2022: EUR 10.40)
Tax position
The current tax is based on the taxable result per entity for the reporting period. Up to 31 December 2023 the Company recognized losses. As at 31 December 2023, the Company has recognized EUR 0,6 million as net deferred taxes. Mainly caused by unused tax losses for EUR 0,7 million. These unused tax losses pertain to the Netherlands and the United Kingdom and can be carried forward indefinitely.
Events after balance sheet date
For the property Somerset House, as per 31 December 2023 in our books at £ 14,630k
(EUR 16,841), a new lease was signed in March 2024. For this subsequent event it was decided, to have a new valuation carried out in March 2024 which resulted in a market value of the investment property Somerset House in the range of £ 15.510k to £ 15.650k. For the other investment properties there was no reason to have a new valuation carried out.
Further there have been no relevant events after the balance sheet date.
Annual General Meeting scheduled for 21 June 2024 DV
The convocation, explanatory notes, written proxy and further documentation for the AGM
will be available in Dutch and English. All relevant documents are available in the download section of NAI's website https://www.newamsterdaminvest.nl/#downloads [https://www.newamsterdaminvest.nl/#downloads].
The agenda for the AGM includes various items, amongst others, the adoption of the annual accounts as published today, and the reappointment of BDO Audit & Assurance B.V. as external independent auditor of NAI for the fiscal year ending 31 December 2024. Full details of all voting items are published on NAI's website. The annual report of NAI relating to the financial year ending on 31 December 2023 published 8 May 2024, including the financial statements, the reports of the management board and supervisory board and the remuneration report, have also been published on the Company's website.
Financial Calendar
-- 8 May 2024, publication Annual Report 2023.
-- 8 May 2024, publication Agenda General Meeting of Shareholders 21 June 2024 DV.
-- 21 June 2024, DV, General Meeting of Shareholders.
-- 29 August 2024, DV half year 2024 results publication.
P&L and Balance Sheet New Amsterdam Invest 2023
An overview of the main financial statements of New Amsterdam Invest in 2023 is provided in the following tables attached to this press release, for more detailed information we refer to the annual report 2023 as published on the NAI website.
1. Statement of Consolidated Financial Position as at 31 December 2023 (2022)
2. Statement of Consolidated Profit and Loss for the Year 2023 (2022)
3. Statement of Consolidated Comprehensive Income for the year 2023 (2022)
4. Consolidated Cash Flow Statement for the year ended 31 December 2023 (2022)
5. Statement of Changes in Equity for the year ended 31 December 2023 (2022)
About New Amsterdam Invest
New Amsterdam Invest N.V. is a commercial real estate company listed at Euronext Amsterdam with operating companies in the United States and the United Kingdom.
The main objective of New Amsterdam Invest is running commercial activities including the owning, (re-)developing, acquiring, divesting, maintaining, letting out and/or otherwise operating commercial real estate, all in the broadest possible meaning.
All information about New Amsterdam Invest, including its principles and objectives can be found in the Shareholder Circular dated April 21, 2023, and the Prospectus dated June 21, 2021. This and all other relevant documentation can be found on the company website: www.newamsterdaminvest.com [http://www.newamsterdaminvest.com/]
Disclaimer
Elements of this press release contain or may contain information about New Amsterdam Invest N.V. within the meaning of Article 7(1) to (4) of the EU Market Abuse Regulation.
This press release may include statements, including NAI's financial and operational medium-term objectives that are, or may be deemed to be, ''forward-looking statements''. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms ''believes'', ''estimates'', ''plans'', ''projects'', ''anticipates'', ''expects'', ''intends'', ''may'', ''will'' or ''should'' or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions.
Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect NAI's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to NAI's business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward-looking statements speak only as of the date they are made.
1. Statement of Consolidated Financial Position as at 31 December 2023 (*EUR1,000) 31 December 31 December 2023 2022 Assets Non-current assets Investment property 77,416 0 Property, plant and equipment 6 12 Deferred tax assets 735 0 Total non-current assets 78,158 12 Current assets Accounts receivable 516 0 Value added tax receivable 10 176 Escrow account 0 48,436 Current account participant 0 7 Current account investors 130 0 Other assets and prepaid expenses 145 137 Cash and cash equivalents 5,490 16 Total current assets 6,292 48,772 Total assets 84,450 48,784
Statement of Consolidated Financial Position as at 31 December 2023 (*EUR 1,000) 31 December 31 December 2023 2022 Equity and Liabilities Equity Share capital 247 247 Share premium 49,762 49,419 Revaluation reserve 0 0 Currency translation reserve -610 0 General reserves -5,970 -1,146 Attributable to owners of the parent 43,430 48,520 Non-controlling interest 840 0 Total equity 44,270 48,520 Non-current liabilities Loans bank 35,393 0 Deferred tax liability 116 0 Total non-current liabilities 35,509 0 Current liabilities Trade payables 136 20 Tax liabilities 105 0 Current account related party 0 104 Deferred rental income 760 0 Loan related party USA 2,201 0 Other short-term liabilities 1,468 140 Total current liabilities 4,671 264 Total liabilities 40,180 264 Total equity and liabilities 84,450 48,784
Statement of Consolidated Profit and Loss for the year ended 31 December 2023 (*EUR1,000) 2023 2022 Rental income 4,586 0 Direct related costs -861 0 Net Rental income 3,725 0 Revaluation of investment property 4,929 0 Legal and professional fees 1,137 55 Personnel expenses 665 1,592 Administrative and overhead expenses 708 129 General expenses 256 271 Other expenses 852 0 Total expenses 8,547 2,047 Operating result -4,823 -2,047 Financial income and expense -578 -33 Result before tax -5,401 -2,080 Income tax 605 0 Result for the period -4,796 -2,080 Result attributable to: Shareholders -4,907 -2,080 Non-controlling interest 111 0 Result for the period -4,796 -2,080 Basic earnings per share (*EUR1) -0.97 -0.24 Diluted earnings per share (*EUR1) -0.97 -0.24
3. Statement of Consolidated Comprehensive Income for the year ended 31 December 2023 (*EUR1,000) 2023 2022 Result for the period -4,796 -2,080 Items which may be recycled to profit or loss (net of tax) Exchange differences -693 0 Total comprehensive income -5,489 -2,080 Attributable to: Shareholders -5,517 -2,080 Non-controlling interest 28 0 Total comprehensive income -5,489 -2,080
4. Statement of Consolidated Cash Flows for the year ended 31 December 2023 (*EUR1,000) 2023 2022 Operating activities Result before tax -5,401 -2,080 Adjustments Depreciation 7 6 Share-based payment expense 84 1,416 Revaluation of investment property 4,929 0 Financial income and expense 537 33 Total adjustments 5,557 1,455 Changes in working capital Increase current liabilities 1,123 57 Increase current assets excluding cash and cash equivalents 152 -186 Increase in trade payables -61 0 Total changes in working capital 1,214 -129 Cash generated from/(used in) operations 1,370 -754 Interest paid -816 0 Interest received 514 0 Income taxes paid 0 0 Cash flow from operating activities 1,068 -754 Investing activities Investments in investment property, net of cash acquired -54,093 0 Investments in property, plant and equipment -1 -1 Release from escrow account 48,437 0 Cash flow from investing activities -5,657 -1 Financing activities Proceeds from additional promoter contribution 335 747 Repayment of current account related party -104 0 Proceeds from loans 33,827 0 Repayment of loans -23,956 0 Cash flow from financing activities 10,102 747 Movement Cash and cash equivalents 5,513 -8 Cash and cash equivalents as at 1 January 16 24 Exchange differences -39 0 Cash and cash equivalents as at 31 December 5,490 16
5. Statement of Consolidated Changes in Equity for the year ended 31 December 2023 (*EUR1,000) Share Share Currency General Total Non- controlling Total capital premium Translation reserve attributable to interest Equity Reserve shareholders 247 49,419 0 -1,146 48,520 0 48,520 Balance at 31 December 2022 Result for the year 0 0 0 -4,907 -4,907 111 -4,796 Other comprehensive income 0 0 -610 0 -610 -83 -693 Total comprehensive income 0 0 -610 -4,907 -5,517 28 -5,489 Non-controlling interest acquired 0 0 0 0 0 812 812 Additional promoter contribution 0 343 0 0 343 0 343 Equity settled share-based payments 0 0 0 84 84 0 84 Balance at 31 December 2023 247 49,762 -610 -5,970 43,430 840 44,270
Statement of Consolidated Changes in Equity for the year ended 31 December 2022 (*EUR1,000) Share Share Currency General Total Non- reserve controlling Total capital premium Translation attributable to interest Equity Reserve shareholders 247 48,672 0 -482 48,437 0 48,437 Balance at 31 December 2021 Result for the year 2022 0 0 0 -2,080 -2,080 0 -2,080 Other comprehensive income for the year 0 0 0 0 0 0 0 Total comprehensive income 0 0 0 -2,080 -2,080 0 -2,080 Additional promoter contribution 0 747 0 0 747 0 747 Equity settled share-based payments 0 0 0 1,416 1,416 0 1,416 Balance at 31 December 2022 247 49,419 0 -1,146 48,520 0 48,520
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New Amsterdam Invest N.V.CONTACT: Contact details: New Amsterdam Invest, Cor Verkade, + 31 (0)20
854 6168, or + 31 (0)6 1118 3252, Info@newamsterdaminvest.com
