MERLIN Properties SOCIMI, S.A.

MERLIN Properties SOCIMI, S.A.

11.25
EUR
-0.23
(-2.05%)
1.82EPS
8.48P/E
9.57BMarket Cap
Nov 13Next Earn

Q4 FY2025 · Earnings Call TranscriptFebruary 27, 2026

Operator

Good afternoon, ladies and gentlemen. Thank you for joining MERLIN's full year '25 results presentation.

You can find all the materials that will be presented in today's call on our website. I would please ask you to abide by the disclaimer contained in it.

Our CEO Ismael Clemente, along with our two directors, Inés Arellano and Francisco Rivas, will walk you through the main highlights of 2025. We'll then open the line for Q&A where you'll have to press *5.

With no further delay, I pass on the floor to Ismael.

Ismael Clemente

Thank you, Teresa. Good afternoon, everyone.

We are in front of a very interesting set of results, certainly the best I have seen since we have been leading this company. It's been an almost perfect year because the fantastic performance of the data center division has been accompanied by a very, very solid performance also on the traditional asset classes.

All that has been reinforced by an excellent behavior of the share. Frankly speaking, what can I say?

The operating momentum is super strong. We are enjoying satisfactory rental growth in all asset classes, traditional and non-traditional because in data centers, we are also achieving better rents than underwritten.

We have a high occupancy, 95.6%, and continue solidly generating FFO with a plus 5.1% print in the year. In offices, we have a very remarkable like-for-like of 3.5%, but more importantly, an interesting release spread of 4.8%, which is probably the reflection of what we commented in past calls that the Madrid market particularly is now under a certain short squeeze.

There is a distraction on the offer side, which is causing, of course, an effect on the pricing of the demand. The occupancy stays at all-times high, 94.2%, and this is particularly noteworthy in a year in which Barcelona has been a relatively softer market than it was in the past and has lost occupancy.

Madrid has been able to compensate Barcelona, which will continue for the coming years to be one of our weak spots, but we will continue working because sooner or later, the market will digest the current situation of oversupply and will come back to normality. In logistics, we have been positively surprised by the release spread, particularly because, as commented on a number of past calls, this is a market where we were seeing a little bit of less strength than we have been seeing in the past years.

This year has been extremely strong, particularly on the release spread. The reason why the like-for-like is low is simply because we have lost three points of occupancy, which is normal because we were occupied at 99%, and we told you that there was only one way to go from there, which was down.

We ended the year with a very good print in occupancy of 96.4%. Shopping centers, another super strong year, surprising us on the upside with a very good like-for-like of 4.7% and still with very affordable rental levels for our clients at 11.0% in occupancy cost ratio.

Very, very strong year in shopping centers. On data centers, well, basically, we have achieved a full de-risking of Phase 1.

Phase 1 is now water under the bridge. We will report it as assets in operation from now on in order to try also to simplify your lives, because if we continue reporting Phase 1, Phase 2, and soon Phase 3, it's gonna be a Rubik's Cube.

That will convert into assets in operation with an occupancy of 100%. We have also achieved a very interesting de-risking of Phase 2 with the lease-up of our Arasur 2 asset, 48 megawatts, which is around 20% of the total capacity of Phase 2.

More importantly, it was the next Indian trying to attack the fort. It was ready for service December 2026, and as such now is done.

The next ready for services are end of '27. We have now plenty of time to work on the leads in which we are already working and starting exchanging technical documentation, and then we will need to come to terms in the economic side of the business and then move into documentation, which in some cases, particularly with hyperscalers, can be a painful process.

In terms of financial performance, the value uplift has been very strong, but this has been mainly boosted by data centers who have contributed close to €360 million increase to the total revaluation of the portfolio, 4.7% GAV increase in the year. The total shareholder return, 10.2%, is fantastic, but more importantly, we believe is relatively sustainable because we know what is coming and we think, unless the world goes upside down, which is another possibility, if 2026 is a relatively simply flat year in terms of performance of traditional asset classes, we believe we can achieve very similar figures at the end of December.

Our financial situation remains very strong. The loan-to-value is low at 28.9%, 100% fixed rate, and we don't have maturities till November 2026, a maturity which is already tackled with the existing cash at banks and a number of bond taps and bank lines that we are signing in the coming days.

That maturity will be already tackled without affecting the CapEx needs of the data center department. We have been able to maintain our rating both with S&P and Moody's, which is always interesting because, at the end, debt cost is one of our raw materials.

We need to continue keeping our competitiveness in terms of rating. In terms of value creation, €129 million in non-core divestments.

As already disclosed to market, you were perfectly aware that we had this almost done. Probably the most interesting thing is that we have another close to €130 million already signed and to be executed in '26 and '27, which is very interesting because basically almost half of our targets for '26 and '27 are already covered in the absence of any accidents.

It's important to pay homage to the activity of our different business divisions. The year has been excellent in terms of pre-lets.

In offices, we have signed more than 56,000 square meters beyond the daily trading, the ins and outs that happen every day in the portfolio. In logistics, 73 plus a head of terms, which we believe is going to become a reality, of another 55.

Significant progress also in logistics. In shopping centers, to me, the most salient activity in the year has been the inauguration with an almost full pre-let of the Marineda extension, 26,000 square meters, which has made the Marineda concept in La Coruña even more dominant than ever.

It's a center which is really rock solid and is one of the jewels in our little crown. In data centers, well, we are now at 112 megawatts IT versus 45 latest reporting.

Therefore, 66 new megawatts have been let, and the prospects for the de-risking of the rest of the Phase 2 remain brilliant. In terms of main financial magnitudes, the GRI print was €541.9 million, plus 3.5% like-for-like in the year.

The FFO, well, we broke our own record, is better than the one of year 2019, €326.7 million, plus 5.1% year-on-year. It is important to note that in 2019, we had €84 million of BBVA rents in our belly.

With a little bit of help from data centers, around €30 million, we have been able to overcome the sale of the BBVA portfolio, which with hindsight, I believe was an excellent decision because we delevered the company in anticipation of a high interest rate cycle, and that gave us also sufficient financial muscle to be able to develop Phase 1 of our data center deployment program, which was absolutely necessary because, had we tapped the market to develop data centers starting from scratch, the market would have been a little bit incredulous about our capacity to do so. We had to do it with our own money, and BBVA was instrumental for that.

The 58 cents achieved are plus 7% versus the initial guidance, although we updated to 56 I think it was in 3Q, no? We updated to 56.

In reality, we expected 56, but we have had little income particularly from better margin in our data center operation. Some income also from NRCs, from the installation of machinery on behalf of our clients through remote hands agreements in our data center division.

The LTV stands at 28.9%, which is pretty low, but more interesting, as we are spending in the construction of new units in our data center division. The NTA per share is €15.36.

For the first time, we are very, very close in our share price to our NTA, which is incredible to see. I am really really enjoying to see that.

When I shut on my computer and I see the share price evolution, I am really humbled. The GAV like-for-like has gone up by 4.7%, but very importantly, with a EPRA net initial yield of 4.6%, which is sound, because these days, improving NTA or improving GAV through asset revaluations is easy, but we have taken exactly the contrary way.

We have completely recalculated our prospects for particularly logistic pre-lets and part of the logistic division, and we have decided to expand a little bit our yields in order to make sure that we repair the roof now that the sun is shining, rather than doing it when the things start to get rough. TSR, as commented, and leads us to propose a dividend per share of €0.44 for the year, which is slightly above the 80% threshold, but I think we have to share a little bit with our shareholders the good operating momentum of the company.

In terms of EPS, after careful reflection, for the moment, we have taken the decision to continue to not capitalize interest expenses. We believe it is cleaner.

We believe it reflects better the real operation of the company. Therefore, as a consequence of that, we are indicating for 2026 a relatively flat figure in terms of EPS and DPS.

We will, of course, endeavor to beat it if we can. It won't be easy because the reason why it's flat is mainly attributable to the fact that all the growth in top line is absorbed by more financial expenses as we continue basically building.

We continue building our inventory, and as a consequence, we continue employing our debt capacity. This is, of course, raising the bar of our financial expenses, and for the moment, it is eating in our top line growth.

2027 will be a different thing. 2027, ceteris paribus, would be a year in which we will start seeing the first hints of what this DC division will bring in the future to this company.

And '28, '29, and '30, as commented on many other occasions, at least on the model, of course, you never know, but they look like a big party. That is it.

I pass the floor to Inés Arellano, who is going to comment on the different asset classes, and Fran Rivas will comment specifically on the data center division.

Inés Arellano

Thank you, Ismael. Moving to what today represents 55% of our portfolio is offices.

We've generated €292 million of rent, and that is a 3.5% increasing like-for-like, as commented by Ismael, very, very sound, with a very high release spread up 4.8%. It is true that if we were to take into account this one lease that we mentioned last year, it would have been 0.4%, but at least is in the positive arena.

The occupancy at 94.2% all-times high, again, we'll watch very carefully how the evolution in Barcelona it's ongoing, but we are confident that eventually this will be digested. It's been a very healthy leasing activity market with more than 275,000 square meters contracted.

In terms of valuation, we see 1.2% like-for-like increase with an implied gross yield of 4.9%, not reaching 5 yet, which, as is always being the number that we thought should be the right one for offices.

Ismael Clemente

5.25%.

Inés Arellano

Okay. A net initial yield of 4.2%, and this implies a two basis points yield expansion.

As said, the leasing momentum continues, as demonstrated in slide 8, with five very good examples of standout leasing deals spread across not just CBD, but also key peripheral corridors, and they all have secured very high-profile tenants. You have three assets here that are still in the working progress portfolio, meaning these are not in operations yet.

You also have two, like Castellana 278 and Las Tablas, where we've secured very high quality tenants like a university and a bank. Moving to slide 9, we continue again to see a strong trend of reconversions.

We've wanted to lay down what is the current stock of Madrid. You'll see a little bit of everything.

This number may seem a little bit big to you, depending on the source that you're used to consider. We've taken the Belbex number,

Ismael Clemente

and It's

Inés Arellano

CoStar,

Ismael Clemente

yeah.

Inés Arellano

This is not only made by pure office buildings. It's also taking into account the offices associated to industrial uses, some residential buildings that are being used as offices as well, and also administrative buildings.

What we see is that there's more than 1 million square meters expected to go back to their original residential use because right now, as we stand, the highest and best use for a lot of these space is actually beds because this is both living, resi, hotels. There is an additional 1.5 million square meters that could be reconverted, again, to this other uses out of the pure office building.

What are we doing? We have identified 7% of our stock in Madrid office, okay, not the whole stock, but just in Madrid, whereby this doesn't mean that we're going to be selling the whole 7%, but we've identified 33,000 square meters that will be sold so that somebody else reconverts it, plus another 27,000 square meters that we are going to softly refurbish or reconvert them for educational uses.

Moving to slide 10, what we see is that, well, we still believe that unique assets deserve to remain as offices. This is a perfect example, Alfonso XI.

There's a clear scarcity of good space, 10,000-square-meter-size buildings in prime CBD, and we are fortunate of owning this unique asset is right in the middle of Madrid, and we know that there are best-in-class tenants looking for space like this one. We are actually refurbishing this asset, and the expected yield on CapEx will be around 9.6%.

There's another example in page 11, again, super prime office building, Liberdade. As this one we bought it on purpose to reconvert it into what it will soon be probably the best office building in the Lisbon market.

As of today, even if we have not started commercialization, we have fully let to a top luxury group all the high-street retail space. Then we have Adequa, and this is to show you that there's not only demand for pure prime CBD assets.

Adequa is one of those examples where a tenant of ours that was willing to expand, to grow in a campus very, very close to Castellana has actually signed an agreement with us, a turnkey project. Again, the yield on CapEx on this one is around 10%, 10.4%, and we will soon, in '28 and '30, we will have these two buildings built up and completing what today is Campus Adequa.

Then finally, this is a jewel. This is a very small building, but a true jewel, and it's going to be even more valuable once the Renazca project gets executed.

As it has been approved. Once it is executed, we know very well that a lot of tenants will be willing to pay very high rents for this unique asset, which for those who have visited our Plaza Ruiz Picasso building, it's just next to it.

You can actually monitor the works from that one. Moving to logistics in slide 15, GRI like-for-like has been positive despite the loss of a tenant in a 48,000-square-meter warehouse in Cabanillas that had an impact of 3% in occupancy.

The sound 5.8% release spread together with an average CPI of around 2.5% has helped to increase rents by 2.5%, reaching €86 million. Gross yield at 5.7%, slightly higher than the average yield of the portfolio, 5.3%, and net initial yield at 5%.

The leasing activity has been strong with more than 440,000 square meters contracted compared to only 100,000 square meters in '24, while valuation uplift has been moderate, being only 1.2% on a like-for-like basis. This has been mainly driven by the increasing CapEx, certainly more on future developments, but a little bit as well on existing assets due to, for example, fire safety measures.

In 2025, we've finished construction and delivered 21,000 square meters fully let to Noatum, Worten, and Total. We've also sold 73,000 square meters warehouse that was under refurbishment in Vitoria, and have added a couple of projects to the committed pipeline, now amounting to 279,000 square meters.

Yield on CapEx for all these projects remain quite appealing at 13.2%. The non-committed landbank has therefore reduced by 61,000 square meters, now standing at 183,000 square meters located mainly in Madrid and Barcelona.

If we move to shopping centers, well, this has been said already by Ismael, it's great performance in every KPI that you can look at. The GRI of €133 million, it's an uplift of 4.7% like-for-like.

It's a great combination of a very high release spread plus CPI. In terms of valuation, this €2.1 billion portfolio has gone up by 2.9% with an implied gross yield of 6.4% and net initial yield of 5.7%.

The shopping center portfolio is shifting to adapt to market trends and customer needs. We are seeing retailers demanding new formats, fewer, but bigger, and certainly better located.

The synergies with logistics, they continue to be a reality, and this is valid also for the larger storage spaces that they require. Experience of our customers keep on being the main focus of everything that we do.

In slide 21, you have a few examples of new retailers leasing space in our assets, mainly focused on health and beauty and leisure/home entertainment. With no further delay, I pass the floor to Fran, who will explain where the future is coming from, data centers.

Thank you.

Francisco Rivas

Many thanks, Inés. Moving into the data center section, I would like to start by congratulating, as Ismael did, our data center team and division for a fantastic 2025 year, which had a very strong workload and proved next an excellent execution.

Part of this effort, as you have seen, has been crystallized at the beginning of this year, 2026, with the signing of very significant contracts across our assets. Turning now on to the presentation on page 24, we provide, as always, an overview of the two phases under operation and/or construction with updated figures.

On the one hand, we present the results of Phase 1, which we will now refer, as Ismael said, as assets in operation, where the 64 meg have been fully contracted. The originally 14.5% gross yield on cost share with you 12 months ago has now increased to 15.8% with a stabilized GRI of €97 million above the previous €88 million reported 12 months ago.

Regarding Phase 2, which we will refer as work in progress, WIP, we have been able to redensify the first two buildings in Lisbon, moving from 36 meg IT each to now 40 meg IT each, increasing the total size of Phase 2 from 246 meg to 254 meg, as you have here in the presentation. This has led as well to an update of both the total investment amount and the expected stabilized GRI now at €397 million, delivering a very attractive 14.4% gross yield on cost.

In terms of commercialization, and moving now to page 25, we have successfully completed the letting of the three assets of this Phase 1 following the signing of an 18 meg contract with a very well-known neo-cloud operator in Getafe, first time in our portfolio, and reaching the full occupancy of our assets in operation. For those of you who are more curious about the technical aspects, 34 meg out of this 64 64 are air-cooled, while 30 meg are liquid-cooled.

By the type of specification we have, it means that these 30 meg liquid-cooled are targeting above 70 kW per rack, and our experience right now they are more in the 120 kW per rack, which shows that the type of technology they're using is the last one of NVIDIA. On page 26, we show how the rental income will ramp up on a yearly basis with €31 million already received in terms of rents in 2025 and a forecast of €66 million for 2026, resulting in a stabilized GRI, as we mentioned before, of €97 million in 2027.

From a value creation perspective, page 27 shows the breakdown of total costs incurred, the valuation already captured, although it's a little bit more limited in Getafe until the signing of this new contract that the appraiser was not aware of, and the expected additional value to be accrued if the valuer's assumptions remain unchanged as we are disclosing in the footnote. This €291 million estimated value we expect to be captured in the next valuations if those assumptions are retained.

Moving into Phase 2, on page 28, we include a brief reminder of the commercialization status of our data center assets that we divided, as in bookings, advanced negotiations, and let or pre-let. With this in mind, in page 29, we summarize the status of the different projects of Phase 2 with now a total capacity of 254 meg IT.

Going one by one, in Bilbao 2, what we call ARA2, the construction is progressing on schedule. After 14 months of execution, we have gained sufficient certainty to enter into an pre-let agreement, as the ready for service dates that we show in the presentation December 2026 are very, very certain.

This is a highly complex deployment because we will coexist the deployment of the equipment that we have as landlords, but also the client equipment, which are largely based on a liquid cooling solution. The client was already in our portfolio.

It's a very well-known neo-cloud operator focused on AI, and the level of densities that the client is requesting allows to know that they are using state-of-the-art NVIDIA technology, as all of you know. The connection to the substation of this building 2 has been already completed with our first building, what we call ARA3, and right now, we are just progressing with cabling of those conduits that were created for our first asset there.

Regarding Bilbao ARA1, as we will show in following slides, the construction has started at the end of last year, beginning with piling works, and we have maintained our estimated ready for service by the end of 2027. Moving now to the center part of the page, in Lisbon campus, at the end of 2025, we started the construction of the first two buildings following, believe it or not, 1.5 years of piling works.

Please consider that the Lisbon region is both flood-prone, as unfortunately we have experienced some few weeks ago, but also is located in a seismic zone, and which have required a significant soil preparation, reason why of this 1.5 years of previous works. As an example, the piling works have reached approximately 35 meters in depth just to avoid situations as we commented.

Thanks to this preparation, none of the works were affected by the heavy rains experienced in the region earlier this month. From a construction point of view, we have once again redensified the buildings, increasing capacity to 40 meg per building IT, benefiting from the insights gained from clients' discussions that we have hold over the last months.

In parallel, substation works have also started with a ready for service in all these first two buildings by December 2027. In terms of leasing, we are in very good progress regarding the initiative that we will comment on the following slides, while keeping the buildings ready for the latest computing technologies in case the first tier option does not ultimately materialize.

Moving into the two Madrid projects, in Tres Cantos, we have obtained the replotting approval, what we call reparcelación in Spain, of the land, and we are in the final stages of securing the urbanization permit to begin on-site works, which will run simultaneously with the building construction. The ready for service is currently planned for the first half of 2029.

Regarding Getafe 2, located, as on the same street as Getafe 1, we obtained the environmental assessment approval at the end of last year, and right after, demolition works are started and are ongoing, and the construction permit has been already requested just to make sure that when we finalize the demolition works, we can immediately start. Given the previous timing experiences, we are still maintaining a ready for service in the second half of 2029, although knowing that we have already power on-site, what in our naming we call power ready supplied, we have already entered in negotiations with several clients interested in this site precisely for the reason that power is already there.

Regarding CapEx commitment planning for Phase 2, and now I'm moving into page 30, 2025 has been a record year for the company in terms of CapEx commitments, and this is significant because you need to know that a significant portion of this CapEx relates to equipments, which typically has shorter execution timelines once we commission it on-site. Commitments have reached €987 million versus the previously reported €836 million, but also the next two years looks very strong in terms of CapEx commitments.

In the absence of any capital event, the company expects to tap the debt market, as Ismael was mentioning before again, mainly during the second half of the year once the equity that we raised in 2024 is fully deployed and at work. The target stabilized GRI is planned for 2030, as mentioned in the last quarter presentation, at €397 million, delivering a 14.4% stabilized gross yield on cost.

All these figures are reflected in page 31, 32, and 33, which include images showing construction progress in both Bilbao-Arasur and Lisbon campuses. For those attending to our Capital Markets Day on the 9th and 10th of March, you will have the opportunity to see these projects at a human scale, which I think I can tell you that it's pretty impressive.

Finally, on page 34, we would like to share the status of our EU Gigafactory initiative. As previously mentioned in the last year call, timelines of this initiative have experienced significant delays, and based on our latest information, the award resolution is now expected before year-end 2026.

As we have stated several times, our Phase 2 projects were not conditional upon obtaining the EU Gigafactory award. In fact, this initiative was not even under consideration when we launched Phase 2, and we have always maintained discussions with traditional clients, both hyperscalers and neo-cloud operators, in line with our original business plan.

Nevertheless, as we always say, we try to be constructive stakeholders and good citizens, and we remain prepared for any initiative that could benefit the regions where we operate, and particularly the Iberian Peninsula. We continue believing that the bringing the EU Gigafactory status to our region will create a lot of value whether or not we are directly involved.

As you may recall, we reserved most of our capacity in ARA2, Getafe 1, and the full capacity of ARA1 for this initiative in Spain, and the first two buildings for our Lisbon campuses of the Portuguese initiative. We were always betting an Iberian consortium, both Spain and Portugal, something that looks like were well received because most of the countries are doing exactly the same in other parts of Europe, and offering several locations per country to allow synchronized computing and redundancy across the campuses.

The situation as of today is that the Spanish government has shown a preference for another Spanish project, and thereby, they released the capacity that we have reserved for that initiative in ARA2 and Getafe 1, which, as you have seen, are both now fully let, as following what we have always commented, to have one option and the other. With regards to ARA1, we are in advanced negotiations with a particular client, and those negotiations, of course, will be more intensified and documented once the ready for service dates are becoming more and more and more closer.

Regarding our Lisbon campus, we remain committed to this EU initiative, which is now why we are moving forward with the first two buildings in connection with the Portuguese proposal. Once again, as we approach ready for service dates, the number of clients inquiring about availability continues to grow.

For this reason, we will welcome clarity from the EU in terms of the timing, because as soon as we are approaching and approaching delivery times, normally more clients are interested and we would want to have to take a decision there. Now Ismael will close this presentation with the closing remarks and outlook before we enter into Q&A.

Ismael Clemente

Fran. Thank you.

On page 36, closing remarks and outlook, everything which is written here is pretty evident, I'm not going to torture you with any more bullshit. The only thing that I will say is that the idea is to move in terms of lets and pre-lets from the current 112 to as close as possible to 200 megawatts in data centers.

This could be achieved through one or several combinations of facts. More normally, it will be through the documentation of the Lisbon lease, which could come in the form of a formalization of the EU Gigafactory program or otherwise through an alternative route.

We have been lately adapting the design of our campus there to the specific requirements of a certain client. You must have noticed that the total capacity has increased by 8 megawatts.

This came at the cost of €12 million additional in construction costs, but I believe it makes sense. Now the white rooms conform to the specifications of a concrete SOW of a concrete client.

More importantly, are perfectly flexible to adapt to the requirements of either other hyperscalers or neo-cloud clients. With that, I believe the 2026 should be the year of Lisbon.

We will work, we will endeavor to achieve that target. That's it.

Dividend and FFO, we have already commented on it. I believe the best thing we can do is move into Q&A so that you can make your questions in the line, and we will do our best to be able to reply to your questions.

Operator

Thank you very much, Ismael. We'll now open the floor to Q&A.

The first question comes from the line of Marius from Bernstein. Marius, you're on the line.

Marius Fuhrberg

Afternoon, everyone. Thank you for taking my questions and for the presentation.

I've got a couple of questions from my side. Firstly on the lease-up and the pre-letting of your data center pipeline.

I think you mentioned that Bilbao building 2 was pre-let to existing neo-cloud tenant and that Madrid-Getafe was to a new neo-cloud operator. Can you comment on the occupier types you're having discussions with across Phase 2 and whether we should anticipate a diversification of your tenant base across that phase?

Ismael Clemente

Okay. Look, Marius, basically, the leasing of Bilbao 02 has been closed with an existing client of ours.

The one in Madrid, however, with a different one. At present, the diversification of our tenant roster is perfectly descriptible.

You can imagine with only 112 megawatts let. I will beg you all to wait till we are 1 gigawatt in operation in order to calculate the real diversification of our portfolio.

Because had you calculated our diversification in logistics in 2014, you would have come to the dismay conclusion that it was 72% DHL. Now no individual clients represents more than 10% of our rents.

We need to continue building if we want to continue leasing. What I can tell you talking about Phase 2 and preliminary conversations for Phase 3 is that we are talking to every kind of clients you can imagine.

You love hyperscalers. We are talking to all the hyperscalers except one, which is a self-builder.

The other three, we are talking to them. We are talking to no less than five tier-1 neo-clouds alike.

Sooner or later, we will end up closing an agreement with a big hyperscaler and you all will breathe with tranquility. I need to remind that closing deals with hyperscalers is not an easy thing.

It comes at a cost, because they are the fastest cowboy in town. As such, they have a big pistol.

You have to be very, very careful because that pistol can kill you. It's big organizations, complicated organizations.

You can engage in very fruitful and healthy conversations with the infrastructure guys, with the cable guys, with the first line guys. When you move into middle office and back office, it can be complicated.

At times, it is as frustrating as reaching contractual status and then stopping conversations because the conditions can turn abusive very quickly. We will end up closing deals or reaching agreements with hyperscalers, but probably already in Phase 2, and more surely in Phase 3.

You need to bear with us for a second because we also need to defend our financials, which are your financials. Let's not be childish on this and let's be careful of what we wish for because closing an agreement with one of this is very easy.

However, the fact that this agreement is good is a very different thing. Okay?

We have to continue working in that respect. What I can tell you is that we are now technically qualified with three out of the four hyperscalers.

At least we know that our facilities conform to their technical specifications, and sooner or later, we will end up closing.

Inés Arellano

Thank you very much, Marius.

Ismael Clemente

Thank you very much. Thank you.

Operator

The next question comes from the line of Véronique from Kempen.

Véronique Meertens

Hey, good afternoon, all. Thank you for taking my questions.

Maybe first on just the other business lines. I was hoping, could you give some additional color on what you expect in terms of occupancy rate, any big departures planned in '26, especially for offices and logistics?

Your view towards '26 for those business lines.

Ismael Clemente

Okay. In offices, the idea is to remain relatively flat.

We have finished this year at 94.2%. The idea is to finish this year between 93% and 94%, which is already a significant effort, because you have to take into account that in April, we are losing 11,000 square meters from Meta in Barcelona in the middle of 22@.

Yes, in a building which is a winner, clearly winner in the market. Replacing 11,000 square meters in today's market in Barcelona is not an easy task.

We have to be prudent, taking into account the situation of the market there. In logistics, our idea is to improve a little bit the occupancy compared to the 96.4% we have.

It's quite binary because it depends a lot on whether we are able to lease one big shed in the Henares corridor or not. If we lease it up, then it's going to be very close to 100% again.

Let's not plan for that, at least for the moment. We will inform in due time.

Then in shopping centers, we are going to remain relatively flat, because it's almost impossible to go higher. Yes, you can go 20 basis points higher, but is complicated to go significantly higher.

In shopping centers, in fact, what we are trying to do now is to yield-manage a little bit our portfolio, because we are the cheapest shopping center owner in Iberia in terms of OCR. That is always a very interesting position to start from.

We will yield-manage a little bit our shopping centers, although the behavior is impeccable for the moment.

Véronique Meertens

Thank you. That's clear.

Then one question around data centers. Your gross yield on cost went up again, and you also mentioned that the margins actually were better than expected.

I see that's a number that you haven't changed in the slides. Could you give some color on the movements on those numbers and why you still report a 70% margin if it was actually better so far?

Because,

Inés Arellano

Véronique, this is Inés, what has been better is the today's margin. While we are on ramp-up, we do not achieve the 70%.

The 70% margin is on stabilization. We were expecting lower than what we have achieved margin during the ramp-up.

70% remains as the stabilization margin.

Véronique Meertens

Okay.

Ismael Clemente

Regarding the gross yield on cost, it is simply a reflection of the fact that the market is helping us. Yes, of course.

The teams are doing a fantastic job, but we are operating in a market which is quite favorable at present. This is why we are improving.

If you look at our forecasts in data centers both in terms of cost per megawatt and delivery times, we have been absolutely bang on compared to the numbers we gave you. Our construction cost has been exactly the one we forecasted, even though you might notice that in Phase 2 is higher than in Phase 1.

The only reason is that in Phase 2, we had to buy two of the six plots of our data centers. Also Phase 2 is full liquid, while in Phase 1, we had some air, okay?

That is the reason why we have a higher cost. Also Lisbon, as commented by Fran, is a slightly more costly construction to make because of the strict seismic regulations similar to Japan or California.

We have already raised by 20 basis points the expected yield on cost on Phase 2. Let's see how the leases come up.

We might be able to beat it or not. We better safe than sorry.

We prefer to underestimate a little bit rather than being absurdly bullish, particularly when there is so much to be done before inaugurating those assets. The RFSs other than Bilbao-Arasur 2 are expected for the end of '27.

Between now and the end of '27, there is a lot to see. Let's continue, or let's remain prudent.

Véronique Meertens

Clear. Sorry, one small follow-up on Lisbon.

I just wanted to double check. It says now advanced negotiations on the slide for the Lisbon asset.

Is that referring to the EU Gigafactory or is that concerning a different tenant?

Ismael Clemente

That one is concerning the EU Gigafactory. Then with different tenants, it is not advanced negotiations, it's simply leads, bookings.

The Portuguese government is conscious of that. They are honest people, and they are also trying to find a way to firm up part of the commitment, rather than leave everything conditional upon obtaining the EU program.

They are looking at ways to firm up part of their commitment so that we can close an agreement and we don't need to go through an alternative route.

Véronique Meertens

That's helpful. Thank you.

Ismael Clemente

You're welcome.

Operator

The next question comes from the line of Florent Laroche from ODDO. Florent, the line is yours.

Florent Laroche

Yes. Good afternoon.

Thank you to take my question. Actually I would have just one question on data centers.

We can see that you have made a lot of progress on Phase 2. Congratulations.

We can see that you have also a lot of work to do before completing Phase 2. Why is it today's the right timing to present us the Phase 3 in two or three weeks?

Why it is the right timing maybe to start to launch this Phase 3 in terms of risk?

Ismael Clemente

The reason is twofold. On one side, we have a number of internal definitions, and we report as we reach the milestones of those specific definitions.

In my mind, I see Phase 2 significantly de-risked. Let's leave it that way.

Second, powered land is a kind of scarce asset in Europe. Everyone is dying to get powered land.

We are lucky enough to have a lot of powered land in our ownership because we started asking for power in 2021 and '22 when nobody else was asking for that. I think it is in the best interest of all shareholders that we make full use of that powered land.

Then the future, only God knows, but at least make use of everything we currently have, because we continue enjoying very interesting yields on cost. What is more important, we continue commercializing in clear market.

At the beginning, when we explained this new venture of data centers to all of you, our prediction is that we would commercialize maybe Phase 1 in clear market, that there will be no competition, but certainly we were expecting competition for Phase 2. The truth is that the market is full of noise, full of bullshit, but in reality, very few people are really building or building to the exact specifications of AI, and therefore, very few can really meet the requirements of AI clients.

To our surprise, we are commercializing Phase 2 almost on a clear market basis. The next reasoning is that if we go fast with Phase 3, we could achieve a very similar result.

Basically, I believe it would be extremely unfair to our shareholders not to move. We know it's a lot of complication.

We know it's a lot of construction work. We have recently incorporated one executive just for the control of our works.

I think the best thing we can do if we want to be responsible managers is to move on and continue developing capacity, because we are in a situation in the market in which is as favorable as you can probably think.

Florent Laroche

Thank you.

Ismael Clemente

You're welcome.

Operator

The next question comes from the line of Céline from Barclays. Céline, the floor is yours.

Céline Soo-Huynh

Hello. I just have two questions, please.

The first one is on the beat on the FFO this year. It was driven by better gross to net margin in DCs.

Can you explain how you achieved that and whether we could expect the same in 2026? Secondly, it's about retail.

Your name popped up in the news regarding a large Spanish shopping center portfolio. Can you provide any comments if you can, and if you can't comment, we've seen the expansion into DCs, but there wasn't much mentioned about retail, can you clarify your appetite for shopping centers going forward?

Thank you.

Ismael Clemente

Okay. Starting by the easiest, which is the FFO gross to net, well, as commented by Inés, we have basically improved compared to our projections because we had a better margin.

Talking about margin, the margin we expected for this year, that was not the stabilized margin, okay? It was not 70%.

It was well below 70%, that was the margin we expected for this year. We have beaten that margin a little bit because we have been able to operate more efficiently our data centers.

Then, as commented before, we have also benefited from a number of little tweaks and things that we have been doing on behalf of our clients. Many of our clients do not have a super big, established presence in Europe.

As such, they rely on our own engineers in order to install equipment or make offices fit-outs, do improvements to their equipment once installed. We are helping them to do that, and they are paying us for that service.

As a consequence, we have improved a little bit the gross to net margin in our data centers, but not to a point in which we are in a position to reforecast the 70% stabilized, which we will very soon reach. We cannot reforecast that because, first, 70% is already a very good gross to net margin, particularly compared to what our peers in the US are getting.

Second, because we still do not have all the information in order to be able to reforecast that. Then retail.

Operator

Céline, just to be clear, can you please repeat the question that you made?

Céline Soo-Huynh

It was just a news that you were about to bid on a Spanish retail portfolio. If you could comment on that.

Ismael Clemente

Basically, we are very happy with the performance of our retail. We have in a number of occasions commented with you that being a listed company, sometimes you cannot be too contrarian to the market, because if we had, we would have loved to bid for one or two assets in the past three, four years, but we would have been slaughtered in a public place, had we done it.

Now there is a retail portfolio available in the market that we have analyzed in depth in a number of occasions already. It was very difficult to reach an agreement with the sellers because it was a relatively convoluted situation.

Now it's out there. What I can tell you is that the assets are high quality.

They would make a perfect fit with ours. I can also tell you that this would be a capital recycling exercise.

If you are afraid about us using one penny out of our data center spending capacity, this is not the case. If we are to bid for this portfolio, which we will only do if we can achieve a positive capital recycling figure, if the capital recycling disappears, we will not bid.

We are not going to participate in an investment banking auction. We will do our best.

We have a number of pros and cons. Our main con is that, of course, we don't control the French connection.

Our main pro is that the Spanish staff, we know them very well. They are colleagues in the market, and they would be probably very happy to join the family.

We will see what comes out of that process. If one day we end up bidding for that and we are successful, what I can assure you is that we will rotate internal capital, try to sharpen the pencil a little bit in terms of ROA, try to obtain a positive print, a positive arbitrage in ROA, and make sure that the data center effort is not even disturbed by this acquisition.

Remember, there is a big hype in the market about resi transformation, et cetera. We have a number of levers that we could action in order to make sure that we can rotate capital in an efficient way, okay?

Céline Soo-Huynh

Okay. Ismael, just to be sure, we're talking about a portfolio that is worth one more than €1 billion, right?

You would have to sell one more than €1 billion. Is that correct?

Ismael Clemente

Yes.

Céline Soo-Huynh

That's a big amount. Ballpark figure,

Ismael Clemente

yeah.

Céline Soo-Huynh

Thank you.

Ismael Clemente

Okay.

Operator

The next question comes from the line of Fernando Abril-Martorell from Alantra. Fernando, the floor is yours.

Fernando Abril-Martorell

Hello, Ismael and team. Thank you very much for taking my questions.

I have three, please. First, on the recent Getafe rent.

It was clearly above your expectations, no? I think, correct me if I'm wrong, but it was around €140,000 more or less per megawatt a month.

I know it is Madrid, no? How should we interpret your embedded 130 assumption for the entire Phase 2?

Because it seems a bit prudent probably to me. Also on the contract terms of the Bilbao 2 and Getafe, I don't know if there were any material changes to duration or escalator structures in compared to previous agreements.

Ismael Clemente

Then

Fernando Abril-Martorell

last, you know that the Spanish grid operator, Red Eléctrica, and also several Spanish utilities have recently announced increased CapEx plans for the power network. I would like to know your view on this and whether you believe or not that this investment plans will meaningfully alleviate grid congestion and improve the power availability in Spain or not.

Thank you.

Ismael Clemente

Okay. Thank you, Fernando.

First on the price of Getafe 2, we are not going to be very specific because it's a client and, of course, the terms of engagement of our contracts have to remain secret. It is true that in the global underwriting of Phase 2, we were relatively conservative at 118.5 on average, and we are beating those figures.

It's always good to remain prudent because there could be deviations in cost, there could be many things, equipment that could vary. We have to remain prudent, but it is true that in that particular contract, it's been better than expected.

Then in terms of contract, basically the same that we have been doing up to now in the region of 10 years and with fixed escalators, which are now slightly higher because the 10-year inflation swap is also higher. We are happy with the contractual terms.

Remember that one of the reasons among many why we moved into data centers is because they were able to improve our WAULT once we sold the tree portfolio. That, of course, was a secret weapon.

It was clearly improving our average WAULT across the portfolio. One of the reasons why we moved into data centers was because the WAULT were pretty attractive.

They remain so. In fact, not only they remain so, the client are now wanting longer terms if they can in exchange for rent, because they are trying to lock up IT capacity in a market which is starved of IT capacity.

There's very few places where you can land 20, 30 megawatts of AI-capable equipment. There're not so many places in the world.

Colocation is a different thing, but AI is very special, and there are not so many places in the world where you can do it. One thing also that the clients like a lot and why they are ready to compromise for longer terms is expansion capacity.

I think it was a good vision in our side to bet from the very beginning on super large plots with a lot of energy in which we could grow with the client doing one building, another building, a third building, and a fourth building. That has been probably a very good decision.

Clients like it, because once they send their expats, their engineers to a certain location, they achieve significant synergies if they can operate a more significant capacity than simply just one data center and move to another place within a country. This is the situation.

Regarding Redeia and the increased CapEx, it's a much welcome piece of news, of course. Our stance with the regulator has always been that they need to improve the grid.

The Spanish grid is, believe it or not, because all of you are affected by the 28th of April blackout last year, but that was a different thing and happened for different reasons. The Spanish grid is super high quality.

It is very well designed, very well duplicated and meshed, and is very robust. Of course, it will need investment in order to adapt to the new demand, because at present, we are coming from a world in which the consumption was going down year after year, because many households were incorporating self-generation.

As such, the consumption was going down and down and down. We are in front of an era in which consumption, contrary to some of the official estimates that were made long time ago and probably wrong with the new circumstances, consumption will go up, and will go up very significantly, if only because of the effect of the data center industry.

As a consequence, the country has to make an effort in terms of bringing together generation and consumption. That means investing in distribution and transport, and any news in that respect are very much welcome.

Probably could be a very interesting complement, the alternative would be to allow private grids. That is always complicated in Europe, as you know.

The word private is not very much loved in Europe. Private grids are only a reality for very small distances.

When you are bringing a certain generation, mainly from renewable sources, into a certain point. Bigger grids are not that common in Europe.

Very happy to see that they're starting to move. The only problem is the speed of movement, which, as is a problem always with the public sector.

For the moment, the only entry door we have found to the grid is through agreements with renewable producers, and this is what we are doing. We are engaged in a number of negotiations with a number of renewable generators, and you will be keeping abreast of our evolution over the coming months/years, because it is the only practical way to access the grid as of today.

One day there will be a bigger grid and electricity eventually will be widely available. If you want to continue honoring your demand request from your clients, the only way is through agreements with renewable generators.

Fernando Abril-Martorell

Okay. Thank you.

Ismael Clemente

You're welcome.

Operator

The next question comes from the line of Stéphanie Dossmann from Jefferies. Stéphanie, the line is yours.

Stéphanie Dossmann

Hello. Good afternoon.

I would have two questions. The first one regarding data centers and the appraisal values.

I understand that appraisers recognize the value creation closer to the time of the lease signing. Could you say how much of Phase 2 is currently factored into the appraisal values?

Francisco Rivas

Okay. What the appraisers are doing is they're just incorporating into their valuation the assets that are under construction.

Once we start construction, then those assets come into the perimeter. You have seen June 2025 that we have incorporated several assets, mainly ARA2 and Lisbon 1, because they have already started construction.

Then in December 2025, we start the construction, as disclosed before, in ARA1 and Lisbon 2, which means that the appraisal takes that into their appraisal. The rest of the power land that we have, it's hold at cost, and only when we start construction, then is when the appraisal enters into that valuation.

From a valuation point of view, then you need to differentiate between the assets which are under operation and the assets that are considered as WIP. In the cases of assets in operation, it's exactly what, like an office building or shopping center or logistics that we have.

They do normally a DCF of 10 years. That's the reason why they arrive at this value.

Regarding WIP, as you may remember, in logistics, appraisers tend to wait until the very last moment when the asset is completed and you have a tenant to reappraise the asset, and then we're holding at cost the different developments. Also, you need to be aware that those type of exercises normally were carried out over a period of between 9 months and 15 months only, because the construction of logistics is much, much quicker.

In the case of a data center is different. First, the land that you hold at cost already just because you're starting a construction there, it means that this power land all of the sudden becomes a reality, first.

Second, you are incurring in a lot of cost and approaching pre-lets over the period of the two years that normally 2.5 years that takes us to build this type of assets. I would say that the value is little by little absorbed until delivery times.

Of course, the fact that we have pre-lets or not pre-lets, of course, give more certainty to the projects, but this is how they are normally approaching it.

Inés Arellano

Stéphanie, just to add to what Fran commented, it is very important for you to know that the four land plots that have been included in the scope of work for the appraisers, they were on land that belonged to us. Just by putting them at market value, which is powered land and not raw land that was sitting in our balance sheet at almost nothing, just by considering them as powered land, that it's significant uplift on a relative basis, of course, right?

Phase 2, as Fran said, the first thing to bear in mind is how the market value of that land stands. In our case, for what we had before, is certainly an uplift.

It is not the same for the land that we buy, of course, because that's the market value. Then as the different milestones of CapEx keep on going and as you approach the cash flow, you will get the more value crystallized.

For these four particular projects, there's obviously been an uplift because they had sitted in our balance sheet for long at almost zero.

Stéphanie Dossmann

All right. Thank you.

My second question relates to more traditional business, the office market in Barcelona. You said it is softer, of course.

I was wondering what you expect on the mid-term. I understand you expect more oversupply shortly, but will the demand be strong enough to see higher release spread going forward, and what's your view generally speaking on the Barcelona office market?

Ismael Clemente

Okay. Look, the Barcelona office market is in a digestion crisis.

320,000 square meters without client joined the market at the end of '24. That hit is still being felt across the market.

This is taking a hit on the demand tension in the 22@ area, more noticeable in occupancy than for the moment in rents, but clearly noticeable. Our expectation in a normal world is that we had positive release spread overall in Barcelona this year, not brilliant, 1.7%, but still positive.

Rents are holding for the moment. The market has corrected itself, as you can expect.

No new construction starts have happened since 2024. In normal circumstances, unless the Afghanistan-Pakistan war expands to Iran, Israel, and US, Russia, normally within 18 to 24 months, Barcelona should be able to absorb the excess offer and come back to a certain normality.

That would be what we would normally expect. Could be a little bit more, could be a little bit less, but Barcelona remains a strong, small city, very specialized in certain submarkets within offices, a little bit of pharma, a little bit of gaming and tech, and as a consequence, we expect the city to continue performing robustly once they have been able to absorb this little blip caused by a situation of oversupply and touristification of the office development.

Stéphanie Dossmann

All right. Thank you very much.

Ismael Clemente

You're welcome.

Operator

The final question comes from the line of Daniela Lungu from First Sentier. Daniela, the floor is yours.

Daniela Lungu

Hi. Thank you for taking my call.

I have a couple of questions, if I may. One is in relation to your guidance for 2026.

I'm trying to understand what assumptions are going in there in terms of additional debt funding. I think you said that in the second half, you're going to raise some more debt, in terms of share count, if you assume any change in that, and also in terms of the logistics, whether you assume that that big asset that has been vacated by the client is going to be leased up at any point during the year.

That's my first question.

Ismael Clemente

Daniela. Look, regarding the guidance, the guidance stems out of our modeling of the year.

We believe that the income could go up by around €40 million easily, but it's going to be eaten by bigger financial expenses mainly. Why is that?

Because there will be two events during the year. Money is fungible, €800 million will disappear when we have to repay our bond.

Second, the speed at which we are spending or investing money in CapEx because of our Phase 2 deployment is significant. Already in 2025, we exceeded our original budget.

Save error, I believe the original budget was like €830 million, and we ended up spending like €980 million. We have spent more money in CapEx commitments, okay, in the year, commitment meaning when we commission a certain equipment, we pay between 20% and 40% up front, and then we pay the rest upon the reception of the equipment.

However, that money for us becomes untouchable, because we need to face that payment if and when the equipment is received. In our models, this is what we are seeing.

If we are quick in leasing up some logistics gaps, we should be able to improve it. They wouldn't move that much the needle, because if you take into account that logistics account for around 84% 80 €84 million of our rents, and the rents expected for this year are going to be in the region of €600 million, it's not going to move the needle that much.

What share count considered for the guidance? Same share count.

That is, of course, a very tricky question, I know, because you are already assuming that there is going to be a capital issuance at some point, but we are talking apples to apples, the 58 is with the same share count we have at present.

Daniela Lungu

Thanks for that, Ismael. No, no trick.

Second question, if I may. That's on Phase 3.

I wonder whether there's been any investment, even minimal, in infrastructure preparation in Lisbon, if I'm correct. Lisbon is part one of your Phase 3.

Given what you mentioned about the earthquake risk and all that kind of stuff, I wonder whether there's already been a little bit of investment in infrastructure into that. Related to also Phase 3, what would be the earliest date that you would like to start ordering equipment or start properly deploying into Phase 3?

Ismael Clemente

Okay. Regarding the commissioning of equipment for Phase 3, et cetera, we will inform in detail about Phase 3 on the Capital Markets Day.

You will see what is basically the cash flow schedule for Phase 3, and you will see it significantly overlaps with Phase 2. Regarding whether we have already advanced infra investments for Phase 3, yes.

In Lisbon, we have been preparing the ground for plots 3, 4, and 5, and we might start precharging land for plots 6 and 7. We are talking about relatively humble investments.

We are not talking about significant things. Likewise, we have spent money in the licensing of a number of projects, including, for example, the one in Extremadura, where we have already requested construction license, and we have already applied for specific planning status by the autonomous region.

We are building up electric capacity in anticipation of Phase 3. For example, the whole purpose of the Solaria agreement in November was that, was to illuminate plots 5 4 and 5 of Arasur.

Some of the other agreements that we might be reaching in or have reached in as we speak are also related one way or another to Phase 3 or pipeline. We will inform about all that in the Capital Markets Day.

The only thing that is important for you to keep in mind is that Phase 3 will be defined with everything that is being licensed and has power. It will not include any pie in the sky or talking about things in which we could get the electricity, et cetera.

We will be very specific about that on the Capital Markets Day.

Daniela Lungu

Thank you.

Ismael Clemente

You're welcome.

Operator

Thank you very much. There are no further questions.

Just a quick reminder, many of you already know, but we'll be hosting our Capital Markets Day in Bilbao the following 9th and 10th of March. It won't be broadcasted.

It will be recorded and then uploaded into our website, but all of our material will be published in our website that morning, the 10th of March. Hopefully, all of you can make it, you get to enjoy a nice wine.

Where we are in case you have any other questions. Have an excellent weekend.