SANTA FE RELO

Q3INTERIM REPORT17

Company Announcement No. 10/16 November 2017

CONTENTS

MANAGEMENT REVIEW

HIGHLIGHTS Q3 02

FINANCIAL HIGHLIGHTS AND

KEY RATIOS 03

FINANCIAL REVIEW 04

BUSINESS LINE PERFORMANCE 07

FINANCIAL STATEMENTS

INCOME STATEMENT 10

STATEMENT OF COMPREHENSIVE

INCOME 11

BALANCE SHEET 12

STATEMENT OF

CHANGES IN EQUITY 13

CASH FLOW

STATEMENT 14

NOTES 15

STATEMENT 17

CONTINUED CHALLENGING MARKET CONDITIONS

Consolidated highlights from Q3 2017:

  • Revenue decreased by 7.6% in local currencies to EUR 88.0m (EUR 97.8m) in the continuing Moving and Relocation Services business, despite a good performance in the main sales region Europe.

  • Total revenue was down 10.7% in local currencies to EUR 89.1m (EUR 102.4m) impacted by the divestment of Records Management activities.

  • Revenue from higher-margin Relocation Services increased by 2.8% in local currencies, constituting 16% (14%) of total revenue.

  • The continuing Moving and Relocation Services business realised an EBITDA before special items of EUR 6.6m (EUR 8.1m).

  • EBITDA before special items was EUR 7.0m (EUR 9.3m) impacted by the divestment of the Records Management activities.

  • Net profit was EUR 4.1m (EUR 4.4m).

  • Strategic initiatives progressed according to plan. However, options for entry into the US market are being reviewed and closing of a transaction within this year is unlikely.

    Consolidated highlights from the first 9 months of 2017:

  • Revenue decreased by 6.4% in local currencies to EUR 227.1m (EUR 244.7m) in the continuing Moving and Relocation business.

  • Total revenue decreased by 9.7% in local currencies to EUR 231.5m (EUR 258.6m) following the divestment of Records Management activities.

  • Revenue from higher-margin Relocation Services increased by 3.1% in local currencies, constituting 17% (15%) of total revenue.

  • The continuing Moving and Relocation Services business realised an EBITDA before special items of EUR 3.4m (EUR 4.5m).

  • EBITDA before special items was EUR 5.3m (EUR 8.1m) impacted by the divestment of Records Management activities.

    Subsequent events:

  • On 15 November 2017, Santa Fe finalised and signed the agreement to divest the Records Management business in China with an expected gain of EUR 19m and net proceeds after tax of around EUR 15m.

    Full-year outlook revised:

    The summer peak season disappointed with lower than anticipated activity levels, particularly in UK, Asia, and Australia. New clients secured earlier in the year were not able to make up for lower activity levels with our existing clients, and our expectation of a modest revenue growth for the continuing moving and relocation business in 2nd half of 2017 has not been met. Various cost saving programmes already in progress to mitigate the impact of the lower revenue will not be enough to compensate, and on that basis the full-year outlook is adjusted as follows:

  • The Santa Fe Group's consolidated revenue is now expected to be around EUR 300m (previously in the range of EUR 310m-320m)

  • Consolidated EBITDA before special items is expected to be in range of EUR 6m-8m (previously in the range of EUR 8m-10m).

  • Special items are now expected to be a net gain of around EUR 20m, as a result of the expected gain from the divestment of the Records Management business in China of EUR 19m (previously a net gain of around EUR 2m). The transaction and the recognition of the associated gain is expected to close end of 2017 but it might delay into early 2018. Additional restructuring costs triggered by the reduced activity level is also reflected.
Commenting on the results, Group CEO Martin Thaysen says:

"We had high expectations for the summer peak on the back of a very successful sales performance in the first half of 2017 and clear indications from our customers that growth in activity levels was anticipated. These expectations were not met, and our performance in the quarter was disappointing.

We continue to progress our strategic agenda. During the month of October, we launched new client and assignee portals also available as Apps, and we launched a new website in Australia. Although early days, it is reassuring to note positive customer feedback and an immediate increase in the number of leads coming in through the website.

Last week, we were recognised at the prestigious EMMA industry awards as both International Moving Company of the year and Relocation Management Company of the year by customers and analysts in the mobility industry. We have now in total been recognised in 10 categories at the EMMAs this year - an affirmation that our strategy and progress resonates with our customers.

During the year, we have had a lot of focus on the US market, to secure a larger presence and home-sale capabilities. Unfortunately, it is now unlikely that we can close a transaction within this year. As the proposed US Tax Reform introduces changes to tax deductions for relocation expenses and adds uncertainty, we are reviewing our approach for how to grow in the US market.

We also continue our structural changes, successfully completing both the buy-out of our 50% minority partner in China, as well as the agreement to divest the Records Management business in China.

The soft market conditions and lack of growth in Q3 has triggered additional cost reductions with approximately 60 positions eliminated at the end of the quarter and another 30 positions in October. The reductions triggered additional restructuring cost included in our outlook. Our main focus, however, remains to grow the business on the back of our enhanced digital offering, increased sales activity and the high service level consistently delivered by our global organisation."

Comparative figures for 2016 are stated in brackets. All currency effects refer to translation effects from reporting currencies unless otherwise stated.

For additional information, please contact:

Martin Thaysen, Group CEO, +44 20 3691 8300 or Christian Møller Laursen, Group CFO, +44 20 8963 2514 Further information on the Santa Fe Group is available on the Group's website: www.santaferelo.com

Santa Fe Group A/S

East Asiatic House 20 Indiakaj

DK-2100 Copenhagen Ø Denmark

CVR No. 26 04 17 16

Shareholders' Secretariat Telephone: +45 3525 4300

E-mail: investor@santaferelo.com www.santaferelo.com

Disclaimer The 2017 outlook reflects management's expectations of future events and must be viewed in the context of the business environments and currency markets, which may cause actual results to deviate materially from those projected by Santa Fe Group. The outlook is stated at current exchange rates and based on estimated consensus growth rates in key economies as well as present expectations from key corporate customers. Santa Fe's business is seasonal and dependent on the third quarter peak season at the Northern Hemisphere as well as the local fourth quarter peak season in Australia. Hence, the majority of revenue and earnings may be recognised in these periods.

FINANCIAL HIGHLIGHTS AND KEY RATIOS

EURm Q3 2017 Q3 2016 Q1-Q3 2017 Q1-Q3 2016 FY 2016

CONSOLIDATED INCOME STATEMENT

89.1

102.4

231.5

258.6

338.6

Revenue

Earnings before depreciation, amortisation and

special items (EBITDA before special items)

7.0

9.3

5.3

8.1

10.6

Special items, net

-1.1

-1.0

1.4

-2.5

7.6

Earnings before depreciation and amortisation (EBITDA)

5.9

8.3

6.7

5.6

18.2

Operating profit (EBIT)

4.9

6.7

3.1

0.2

-3.7

Financials, net

0.2

-0.7

-0.3

-1.6

-2.4

Share of profit in associates

0.0

0.0

0.0

0.2

0.2

Profit before taxes (EBT)

5.1

6.0

2.8

-1.2

-5.9

Income tax

1.0

1.6

3.3

3.0

4.6

Profit from continuing operations

4.1

4.4

-0.5

-4.2

-10.5

Profit from discontinued operations

0.0

0.0

0.0

0.0

0.0

Profit/loss for the period

4.1

4.4

-0.5

-4.2

-10.5

Earnings per share (diluted) EUR, continuing operations

0.3

0.3

-0.1

-0.4

-1.0

EURm 30.09.2017 30.09.2016 FY 2016

CONSOLIDATED BALANCE SHEET

215.5

247.0

234.7

Total assets

Santa Fe Group's share of equity

79.0

91.3

86.8

Non-controlling interests

-

1.8

2.2

Working capital employed

3.0

1.8

2.8

Net interest bearing debt, end of period

11.8

12.4

-2.4

Net interest bearing debt, average

5.1

11.2

4.0

Invested capital

84.2

98.8

79.3

Cash and cash equivalents

19.8

28.7

43.6

Investments in intangible assets and property, plant and equipment

5.6

3.9

6.0

CASH FLOW

-13.6

0.9

4.6

Operating activities

Investing activities

5.9

-2.7

8.6

Financing activities

-14.6

0.1

-0.3

RATIOS

2.3

3.1

3.1

EBITDA margin (%), before special items

Operating margin (%)

1.3

0.1

-1.1

Equity ratio (%)

36.6

37.0

37.0

Return on average invested capital (%), annualised

5.0

0.3

-4.1

Return on parent equity (%), annualised

-1.5

-10.8

-12.9

Equity per share (diluted)

6.6

7.6

7.2

Market price per share, DKK

52.5

66.5

56.0

Number of treasury shares

302,494

338,494

338,494

Number of employees end of period

2,427

2,730

2,679

The ratios have been calculated in accordance with definitions on page 80 in the Annual Report 2016. For the detailed income statement, statement of comprehensive income, balance sheet, statement of changes in equity, cash flow statement, refer to pages 10-14.

FINANCIAL REVIEW CONSOLIDATED INCOME STATEMENT - Q3 Revenue in the third quarter decreased by 7.6% in local currencies to EUR 88.0m (EUR 97.8m) in the core Moving and Relocation Services business. The decline was mainly seen in some key markets in Asia, in Australia and in the UK market, which continues to be affected by Brexit uncertainty.

Revenue of the Santa Fe Group was EUR 89.1m in Q3 2017 (EUR 102.4m) equivalent to a revenue decline of 13.0% in EUR and 10.7% in local currencies impacted by the divestment of Records Management business in 10 markets.

EBITDA before special items reached EUR 7.0m (EUR 9.3m). The continuing Moving and Relocation Services business realised an EBITDA before special items of EUR 6.6m (EUR 8.1m). Revenue and margins were lower than the same quarter last year, but the drive on fixed cost savings from restructuring initiatives completed during 2016 and a higher share of value-added Relocation Services did to some extent compensate. Special items were an expense of EUR 1.1m in Q3 2017 (EUR 1.0m) mainly due to restructuring initiatives triggered by the lower activity levels but also resulting from the planned migration of back-office functions to the service centre in Manila. Amortisation and depreciation of intangibles, property, plant and equipment in Q3 2017 amounted to EUR 1.4m (EUR 1.6m). The reduction is mainly related to write-off of the Wridgways trademark end of 2016 as a consequence of the impaired Australian business, partly countered by increased amortisations related to the new CORE technology platform. Financial expenses and income, net was an income of EUR 0.2m during Q3 2017 (an expense of EUR 0.7m) of which interest expenses amounted to EUR 0.3m (EUR 0.4m) more than offset by foreign exchange gains.

Net profit/loss in Q3 2017 was a net profit of EUR 4.1m (EUR 4.4m) despite lower revenue in Q3.

Non-controlling interests' share of net profit attributable to the minority shareholder in Santa Fe China amounted to EUR 0.0m for Q3 2017 (EUR 0.5m) following the completed acquisition of the remaining 50% of the shares in Sino Santa Fe on 7 July 2017. Santa Fe Group A/S' share of the net profit/loss for Q3 2017 was a profit of EUR 4.1m (EUR 3.9m) being slightly ahead of Q3 2017. OTHER EVENTS AND STRATEGIC INITIATIVES

Establishment of Shared Service Centre

During Q1, Santa Fe Group announced the formal opening of its Manila Service Centre in The Philippines. The Service Centre has taken over several European back-office functions from the UK, France, Germany, Spain, Switzerland and Benelux offices. In Asia, back-office functions in Singapore and the Philippines have also been transferred and Hong Kong is now in transition.

Furthermore, an IT team to support the ongoing Salesforce development has been established. Further centralisation of other Group and operational functions will be considered on an ongoing basis. The new resource centre is supporting Santa Fe offices with accounting, operational and IT processes delivered by 100 dedicated employees. The centralisation of the support functions will further enhance service levels towards clients, strengthen global processes and further improve operational efficiencies and margins.

Divestment of Records Management

As previously announced (announcements no. 7/2016 and 11/2016) Santa Fe Group entered into an agreement to divest its Records Management activities in 10 markets to Iron Mountain Inc. against a cash consideration of EUR 27.1m. On December 30 2016, the transaction was closed in 5 of these markets and the closing of

the 5 other markets was completed end February 2017 and 28 April 2017. The divestment resulted in a total divestment gain of approximately EUR 16.5m and net proceeds received before tax of EUR 24.0m of which a gain of EUR 12.2m and net proceeds of EUR 13.4m was recognised during 2016 while a gain of EUR 4.3m and net proceeds of EUR 10.6m has been recognised in 2017. The net gain before tax from the divestment is recognised as special items.

Buyout of minority shareholder in Chinese subsidiary

On 20 March 2017 the Santa Fe Group entered into an agreement with the Chinese partner to acquire their 50% minority shareholding and thereby giving Santa Fe 100% ownership

over the Chinese subsidiary. On 7 July 2017, having obtained all regulatory approvals the Santa Fe Group completed the

acquisition of the remaining 50% of the shares in Sino Santa Fe for a consideration of RMB 39.7m (equivalent to EUR 5.0m).

Up until 30 June 2017 Sino Santa Fe China was consolidated 100% into the income statement and balance sheet, and the minority share in China was disclosed separately as non- controlling interests in the profit/loss and equity respectively. As from the completion date no non-controlling interest is reported in the Income Statement. The cash consideration paid has been set off against the carrying amount of the non-controlling interests in the equity and the residual between cash consideration paid and the carrying amount has reduced retained earnings.

Build-up in the USA

As previously announced, the Group has for some time been scanning the market for acquisition and partnership opportunities that could add supplementary services and capabilities, particularly within home sales, to Santa Fe's American operations and place the Group in a much stronger position. Whereas the strategic objective of building a stronger presence in the USA remains, it is now unlikely that we can close a transaction within this year. A proposed US Tax Reform will, if adopted, restrict

the ability for US corporations to claim deduction for relocation expenses, which has added uncertainty to the outlook for the relocation industry in the US. In the meantime, The Group will explore other options for enhancing the service offering for US- based clients.

New technology platform

Phase 1 of the CORE Technology programme was launched into the production environment in November 2016 and was fully deployed by end of February 2017. Amortisation commenced

as of March 2017. Further enhancements to Phase 1 has been completed over the summer, including upgrades to client and assignee portals and development of a new App. More than 7,500 assignees have until end of October engaged with Santa Fe

through the portals. Various options remain under consideration for Phase 2, aimed at delivering impact during first half of 2018. The total investment to be recognised during 2017 is expected to be around EUR 5m.

Long Term Incentive Programme

A new long-term incentive programme was launched end of March 2017 (announcement no. 5/17). The programme grants up to 510,500 share options to the Executive Board and certain other employees. Executives in Santa Fe have purchased shares in the Company, and on the back of the shares purchased, been granted share options. On completion of the 2017 grant, management

now holds 104,865 shares in Santa Fe Group A/S, and a total of 475,300 options have been granted to the participants (of

which 179,000 to the Executive Board). The terms governing the

Santa Fe Group A/S published this content on 16 November 2017 and is solely responsible for the information contained herein.
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