phoenix mills ltd Management discussions

Economic Overview

Global Economy

The global economy saw promising indications of resilience and vigour, even in the face of significant challenges arising from the Covid-19 pandemic and the Russia-Ukraine conflict. Despite the obstacles encountered, there are notable reasons to be optimistic, especially in developing countries, as we forge ahead. To address the inflationary pressures exacerbated by the war, most central banks implemented a synchronised and substantial tightening of monetary policy. This proactive measure has helped alleviate some of the economic strains. According to the International Monetary Fund (IMF), although the global economy is projected to experience a slight contraction from 3.4% in CY 2022 to 2.8% in CY 2023, the overall outlook remains optimistic as it continues its journey towards stabilisation. However, advanced economies are projected to encounter a notable slowdown in growth, declining from 2.7% in CY 2022 to 1.3% in CY 2023, primarily due to the fragmentation in geo-economics. Conversely, emerging market and developing economies are expected to fare relatively well in CY 2023, showcasing a minor slowdown in economic growth from 4.0% in CY 2022 to approximately 3.9%. This display of resilience sets the stage for further growth, as emerging markets are anticipated to expand by 4.2% in CY 2024.

Indian Economy

The Indian economy in FY 2023 showcased resilience amidst global headwinds and grew by 7.2%. Driven primarily by various factors such as an optimistic business environment, robust industrial output, increased consumer spending, rising GST collections, and the vision of Aatmanirbhar Bharat, the Indian economy not only remained insulated during the tumultuous year but has also laid a strong foundation for growth in the coming years by attracting investment across the public and private sector, domestically and internationally alike. In the past decade, India has moved up from being the tenth-largest economy globally to becoming the fifth-largest as on September 2022. This can be attributed to important reforms, including liberalisation, reduced bureaucracy and corruption, increased infrastructural investments, and improved accessibility to financing for small and medium-sized businesses amongst many other factors.

(Source:https://pib.gov.in/PressReleseDetailm.aspxRsPRID=1928682#:~:text=The%20growth%20in%20real%20GDP,growth%20rate%20of%2016.1%20 percent.)

(Source: https://www. forbesindia. com/article/ explainers/gdp-india/85337/1)

The Indian Government has implemented several initiatives to promote economic growth and development, including growing capital expenditure and increasing focus on infrastructure. The National Infrastructure Pipeline (NIP) introduced in 2019 and the National Monetisation Pipeline (NMP) in 2021 have established a solid foundation for creating and developing infrastructure in India, opening up numerous opportunities for foreign investments and collaboration. The financial markets strong credit growth and resilience provide a stable environment for investments, further boosting the countrys economic prospects. Additionally, factors such as the strengthening of supply chains, the return of capital flows to India, and stable domestic inflation rates below 6% are expected to contribute to the countrys growth. These factors are likely to boost private sector investments and enhance economic sentiments. As a result, the Economic Survey FY 2023 conducted by the Finance Ministry (Government of India) projects a baseline real GDP growth of 6.5% for the FY 2024.

(Source: https://www. indiabudget.gov. in/ economicsurvey/doc/echapter. pdf)

Industry Overview

Retail Industry

Despite inflationary pressures, the retail sector has demonstrated impressive growth, clocking a value of f 62.90 tn in FY 2022. Further, it is anticipated to witness a CAGR of 14.22%, leading to a projected value of f 120.59 tn by FY 2027. The Indian retail industry plays a critical role in driving the countrys economy and employment, with a promising growth trajectory driven by factors such as expanding urbanisation, rising household income, enhanced connectivity of rural consumers, and a surge in consumer spending.

The Indian retail industry encompasses a diverse range of segments, each with varying market shares. As of FY 2022, the food & grocery segment dominated the industry with a 61.67% market share, but projections suggest that this figure will decline to around 58.90% by FY 2027. The jewellery market held the second-largest market share at 8.25% in FY 2022 with figures suggesting a decline to 7.72% by FY 2027. The apparel market also had a significant market share of 7.24% in FY 2022 and is expected to expand to 8.13% by FY 2027, driven primarily by rising disposable income.

Real Estate

The real estate sector plays a vital role in the Indian economy, contributing to approximately 6-8% of its GDP.

This underscores the sectors significant role in driving economic growth and job creation, making it an essential component of the countrys overall development. The sector offers a wide range of opportunities, including the option of purchasing, as well as commercial leasing options like office space, mall space, warehouse, and industrial leasing. The commercial segment has experienced robust demand from private equity investors, while the residential housing sector has witnessed a significant increase in demand in FY 2022 due to pent-up demand and rising affordability. Indias rapid urbanisation, with an expected 50% of the population living in cities by 2050, presents enormous potential for the sector, leading to surging demand for both residential and commercial real estate across various Indian cities. As a major employment generator and a critical contributor to the countrys economic growth, the Indian real estate sector has a promising future ahead.

(Source: report by Care Edge - India - Residential Real Estate Sector)

Retail Real Estate

In 2022, retail consumption and brick-and-mortar stores sales segment gained strength, thanks to sustained discretionary spending and a rebound from the Covid-19 pandemic. Overall, retail sales and consumer spending, which included categories like clothing and footwear, restaurants and hotels, and recreation and cultural goods and services, experienced annual growth ranging from 18% to 35% in 2022.

(Source: Report by Netscribes - Retail Industry in India 2023)

CY 2022 CY 2019

(Source: Oxford Economics, January 2023; as referred from CBRE 2023 India Market Outlook)

Retail demand across investment-grade malls, prominent high streets and standalone developments has grown consistently since 2020. The year 2022 reported take-up of nearly 4.7 msft, a Y-o-Y growth of 21%. Leasing activity was primarily driven by Bangalore and Delhi-NCR, with the two cities together accounting for a 60% share. During 2022, retail space take-up in Bangalore was led by primary leasing in newly completed malls. Primary leasing in new malls to remain the chief driver of retail space demand going forward as well.

(Source: CBRE 2023 India Market Outlook)

Commercial Offices Real Estate

The resumption of economic activity in 2022 post pandemic relaxations led to the release of pent-up demand and a gradual acceleration of return-to-office (RTO) plans by occupiers, which in turn propelled leasing momentum. The office sector in India thus witnessed a remarkable recovery in 2022 from pandemic lows, even as the focus shifted from the pandemics retraction and vaccination coverage to new macroeconomic and geopolitical challenges. Office absorption in India touched 56.5 million sq. ft. in 2022, surpassing the 40.5 million sq. ft leasing levels observed in 2021 by about 40%. The leasing activity in 2022 was led by Bangalore, Delhi-NCR, Mumbai and Hyderabad, with a cumulative share of almost 75%. Technology corporates drove leasing followed by flexible space operators, engineering & manufacturing companies, BFSI firms and research, consulting & analytics organizations. In a first, domestic firms overtook American firms in terms of the share of annual leasing, accounting for nearly half of the leasing activity in 2022, mainly led by flexible space operators, technology and BFSI corporates.

Continued macroeconomic uncertainty may impact occupiers expansion plans and decision-making in 2023. However, India would remain an attractive cost-effective destination and a source of abundant high-skilled talent for these firms.

(Source: CBRE 2023 India Market Outlook)

Residential Real Estate

The residential sector charted new highs in terms of both sales and new launch activity despite a rise in construction costs (owing to growing input and labour costs) and the RBIs monetary tightening measures. The year 2022 ended on a strong note, with sales climbing to an all-time high and unit launches touching a decadal peak. The continued strength of the sector was attributable to the increased need for home ownership, especially in the affordable and mid-end categories which have been key drivers of sales and launch activity in the sector. The premium and high-end categories also had a good run, thereby playing a significant role in the high sales activity recorded during the year. While both the sales and launch momentum witnessed n 2022 is expected to continue in 2023 as well, we could witness a minor tapering in activity towards the middle of the year due to a lagged impact of monetary tightening and slowing economic growth. However, strong market fundamentals would ensure that residential activity remains above the five-year average trend.

Company Overview

About PML

The Phoenix Mills Limited (also referred to as ‘PML or ‘Our Company) has established itself as Indias leading developer and operator of retail-led mixed-use assets. Our diverse portfolio encompasses real estate assets across retail, hospitality, commercial offices and residential segments. Our successful completion across segments pan India is a testament to our track record. With the delivery of the projects in pipeline, we are posted to deliver over 20 mn sq. ft. pan-India. Our unique retail- led mixed-use asset class business model has led to the creation of urban sanctuaries of joy amidst the heart of the nations dynamic urban centers.

Business Review

Retail Portfolio

PML has developed an expertise in building grand lifestyle and experience destinations that feature a diverse array of international, national and local brands. With our recent venture into the states of Madhya Pradesh and Gujarat and with the launch of retail malls in Indore and Ahmedabad, we have further strengthened our presence in the country, bringing our total retail footprint to eight cities, concurrently expanding our operational retail mall space to ~9 msft.

Mall	City	Leasable Area (msft)	Consumption - FY 2023 (Rs mn)	% Growth over FY 2020	Rental Income - FY 2023 (Rs mn)	% Growth over FY 2020
Phoenix Palladium	Mumbai	~0.92	21,348	25%	3,818	10%
Phoenix MarketCity	Bangalore	~1.00	17,958	37%	1,912	34%
Phoenix MarketCity	Pune	~1.19	15,368	22%	1,970	18%
Phoenix MarketCity	Mumbai	~1.14	10,255	5%	1,470	16%
Phoenix MarketCity and Palladium	Chennai	~1.22	13,349	16%	1,930	7%
Phoenix Palassio	Lucknow	~0.90	9,081	NA*	1,200	NA*
Phoenix Citadel	Indore	~1.00	793	NA*	191	NA*
Palladium	Ahmedabad	~0.75	227	NA*	29	NA*
Phoenix United	Lucknow	~0.37	2,161	(31)%	364	14%
Phoenix United	Bareilly	~0.34	1,942	(4)%	241	8%
Total		~8.83	92,481	33%	13,125	29%

Phoenix Palassio Lucknow, Phoenix Citadel Indore and Palladium Ahmedabad were launched after FY 2020 - in July 2020, December 2022 and February 2023, respectively.

Retail Project Pipeline

Keeping up with the growth momentum, we are poised to add about 5.05 msft of operational retail space, through the launch of new retail-led mixed-use assets and by densifying some of our existing assets. This will take our operational retail GLA to 14 msft, from 8.8 msft currently.

Mall	City	Gross Leasable Area (msft) - Retail
New Projects
Phoenix Mall of the Millennium	Pune	~1.20*
Phoenix Mall of Asia	Bangalore	~1.20
Phoenix MarketCity	Kolkata	~1.00
Phoenix MarketCity	Surat	~1.00
Densification Projects
Phoenix Palladium - Densification	Mumbai	~0.25
Retail at Project Rise	Mumbai	~0.20
Phoenix MarketCity - Densification	Bangalore	~0.20
Total		~5.05
*to be launched on 1st September 2023

Key Operational Highlights

Fuelled by the launch of two new malls in Indore and Ahmedabad during the period under review, we witnessed a growth in our operational retail mall GLA from ~7 msft (FY 2022) to ~8.8 msft (FY 2023). Consumption across our portfolio reached an all-time high of ~ f 92,481 mn, demonstrating a growth of 33% compared to FY 2020.

We have seen promising early performance at our new malls with Phoenix Palassio Lucknow crossing the f 1,000 pspm mark within three months of launch, despite being inaugurated amidst the Covid-19 pandemic. Additionally, Palladium Ahmedabad crossed the f 1,000 pspm mark in the first month of operations itself. Phoenix Citadel Indore is now picking up with increase in occupancy and we expect to see a healthy consumption ramp up at this location as well.

Commercial Offices Portfolio

Our growing commercial offices portfolio of Grade A office spaces seamlessly complements our retail- led mixed-use development business model, leading to mutually beneficial performance across both verticals. Modern designs, coupled with a unique campus, facilitate a holistic experience to users of our premium office spaces. Presently, the gross leasable Area of our commercial offices portfolio stands at ~2 msft.

Commercial Offices	City	Total Area (~msft)	Area Sold (~msft)	Net Leasable Area (~msft)	Area Leased (~msft)	Total Income (Rs mn)	% Change Y-o-Y	Average Rate psf
Art Guild House	Mumbai	0.80	0.17	0.63	0.52	769	(5)%	89
Phoenix Paragon Plaza	Mumbai	0.43	0.12	0.31	0.16	322	13%	110
Fountainhead - Tower 1	Pune	0.17		0.17	0.17			82
Fountainhead - Tower 2	Pune	0.26		0.25	0.16	347	35%	73
Fountainhead - Tower 3	Pune	0.41		0.41	0.10			58
Phoenix House	Mumbai	0.11		0.09	0.08	158	9%	187
The Centrium	Mumbai	0.28	0.16	0.12	0.08	102	20%	98
Total		2.46	0.45	1.98	1.27	1,698	7%	88

Commercial Offices under Development

We are poised to expand our commercial offices portfolio, by adding over 5 msft of commercial offices in the vicinity of our existing malls, across 5 cities. In this way, by 2027, we would have about 7 msft of operating commercial office GLA, a major improvement from ~2 msft, currently.

Commercial Offices	City	Gross Leasable Area (msft)
Phoenix Millennium Towers	Pune	~1.20
Phoenix Asia Towers	Bangalore	~1.20 (Phase 1: ~0.80 msft)*
Project Rise	Mumbai	~1.10
ISML Offices	Bangalore	~1.20 (Phase 1: ~0.40 msft)
Palladium Offices	Chennai	~0.40
Total		~5.10

Key Operational Highlights

Gross leasing of commercial office spaces for FY 2023 stood at ~4.31 lakh sq. ft. compared to ~3.97 lakh sq. ft. during FY 2022. This has resulted in an increase in occupancy levels to ~64% in FY 2023 from ~51% during FY 2022. Revival in demand for office spaces, supported by the strengthening talent pool of India and our city center locations, paves an optimistic path for the future.

Residential Portfolio

Our premium residential housing offerings allow us to further capitalise on Indias incredible consumption story. Encompassing strategically located, luxury properties at Bangalore, our properties are an attractive proposition for the growing number of affluent consumers. Moreover, we acquired a land parcel for luxury residential development of ~1 msft of saleable area at Alipore, Kolkata, to further our vision of expanding into newer urban destinations and establishing our presence in the luxury residential segment in cities where we command brand value and recall.

Operational Performance
Commercial		Saleable Area (~		msft)	Cumulative	Cumulative	Cumulative Revenue
Offices	City	Total Area	Area Launched	Balance Area	Area Sold (~msft)	Sales Value (Rs mn)	Recognised (Rs mn)
One Bangalore West	Bangalore	2.41	1.80	0.61	1.55	16,338	14,040
Kessaku	Bangalore	1.03	1.03		0.56	9,188	9,188
Total		3.44	2.83	0.61	2.11	25,526	23,228

 

Residential Portfolio under Development
Asset	City	Saleable Area (msft)
Residential Project at Alipore	Kolkata	~1.00

Key Operational Highlights

During FY 2023, we sold ~2.9 lakh sq. ft. area and witnessed significant growth in our performance, with gross sales of ~ f 4,657 mn, representing a growth of ~36% over FY 2022. Collections in FY 2023 stood at f 3,686 mn up 33% y-o-y.

Hospitality Portfolio

PMLs hospitality portfolio comprises two premier hotels totalling 588 keys. The iconic The St. Regis Mumbai and the Courtyard by Marriott in Agra have established themselves as the top performers in their respective categories, emerging as valuable assets with selfsustaining, and surging operating cash flows.

Operational Performance

	City	Keys	Total Income (Rs mn)	Occupancy (%)	ARR (Rs)
The St. Regis	Mumbai	395	4,042	84%	14,851
Courtyard by Marriott	Agra	193	465	72%	4,795

Hospitality Portfolio under Development

Hotel	City	Keys	Stage
Grand Hyatt	Bangalore	Upto 400	Under-planning

Key Operational Highlights

In FY 2023, our hospitality portfolio achieved a remarkable milestone by delivering an outstanding performance, culminating in an impressive revenue of f 4,507 mn. This serves as a testament to the escalating occupancy rates and the resilient financial performance exhibited by our hotels.

The St. Regis Mumbai had a successful year, surpassing previous milestones. During FY 2023, this asset achieved total income of f 4,042 mn demonstrating 31% growth compared to FY 2020 and the highest-ever operating EBITDA of f 1,804 mn, reflecting a growth of 54% compared to FY 2020. Operating margins also improved, reaching 45% compared to 38% in FY 2020.

Courtyard by Marriott, Agra also saw a noteworthy growth in performance, with increased occupancy levels. The total income from this asset reached f 465 mn, up 24% over FY 2020. RevPAR for FY 2023 stood at approximately f 3,473, reflecting a significant 21% growth compared to FY 2020.

The robust performance of our hotel portfolio has resulted in strong cash flow generation, which has been reinvested in the business and utilised to reduce debt and undertake various asset enhancement initiatives. This strategic approach has not only bolstered our financial position but has also paved the way for further growth and excellence in the hospitality sector.

Income from Operations

From a standalone perspective, which encapsulates operations solely of Phoenix Palladium Mumbai (including commercial office spaces), the income from operations stood at f 4,765 mn in FY 2023, 68% growth over FY 2022.

On a consolidated basis, the income from operations increased to f 26,383 mn in FY 2023, i.e. 78% growth from FY 2022s figure. The total retail income from malls amounted to f 17,954 mn as on March 31, 2023, registering an 86% increase from FY 2022. Revenue recognised from residential segment was f 1,948 mn, witnessing a growth of 3% over FY 2022. It is pertinent to note that the recognised revenue pertains to only the towers having received completion certificates per accounting standards. Revenue from commercial offices was f 1,698 mn, increasing 7% from FY 2022. Hospitality revenue amounted to f 4,752 mn, growing 173% over FY 2022.

Earnings Before Interest, Taxes, Depreciation, and Amortisation (EBITDA)

The standalone EBITDA was f 3,203 mn in FY 2023, almost doubled over FY

2022, with improved EBITDA margins of 67% in FY 2023 as compared to 58% in FY 2022. Consolidated EBITDA was f 15,189 mn in FY 2023, increasing 107% from FY 2022 with improved EBITDA margins of 58% in FY 2023 as compared to 49% in FY 2022.

Interest and Depreciation

The standalone depreciation and amortisation stood at f 307 mn in FY

2023, up 7% from f 287 mn in FY 2022, whereas the consolidated depreciation and amortisation increased by 23% y-o-y to f 2,278 mn in FY 2023, from f 1,859 mn in FY 2022. This is on account of increase in the operational portfolio, with two new malls being launched in FY 2023.

Standalone gross debt decreased from f 8,673 mn in FY 2022 to f 6,539 mn in

FY 2023, whereas interest expense increased by 3% to f 658 mn in FY 2023, from f 636 mn in FY 2022.

While consolidated gross debt increased from f 39,821 mn in FY 2022 to f 42,593 mn in FY 2023, interest expense increased to f 3,412 mn in FY 2023 due to a rise in interest rates from 7.30% as on March 31,

2022 to 8.74% as on March 31, 2023, clocking an y-o-y jump of 16%.

Profit After Tax and Minority Interest

Standalone Profit After Tax including exceptional items decreased to f 2,904 mn in FY 2023, from f 3,699 mn in FY 2022. While the standalone EBITDA almost doubled y-o-y, tax expense also grew by 86% during FY 2023, leading to an impact on the standalone profit after tax. The consolidated profit after tax after minority interest, including exceptional items stood at f 13,350 mn in FY 2023.

Balance Sheet

Share Capital

During FY 2023, share capital of our Company was f 357 mn. Standalone reserves and surplus increased to f 48,188 mn in FY 2023, from f 45,626 mn in FY 2022, whereas consolidated reserves and surplus amounted to f 83,440 mn in FY 2023 as against f 65,468 mn in FY 2022.

Non-Current and Current Liabilities (including Debt Position)

The standalone non-current (longterm) borrowings of our Company have decreased to f 4,264 mn in FY 2023 from f 5,154 mn in FY 2022.

The consolidated non-current (longterm) borrowings increased to f 33,102 mn in FY 2023 from f 31,407 mn in FY 2022. The consolidated current liabilities have increased to f 25,785 mn in FY 2023 from f 20,415 mn in FY 2022. Our Company has a strong liquidity position with 99% of the debt backed by annuity income from operational assets. With Net Debt (excluding IND-AS adjustments) to EBTIDA (FY 2023) at ~1.5x and

interest coverage ratio at ~4.2x, our Company stands on a firm ground, with room to expand further.

Fixed Assets

Net block excluding CWIP has increased to f 109,644 mn in FY 2023 from f 75,077 mn in FY 2022 and CWIP has increased to f 22,947 mn in FY 2023 from f 20,486 mn in FY 2022, depicting our continuous investments towards expansion of our portfolio.

Current Assets

The consolidated current assets have degrown to f 34,665 mn in FY 2023 from f 38,177 mn in FY 2022, depicting better collection of rentals. Consolidated inventories increased to f 12,117 mn in FY 2023 from f 7,498 mn in FY 2022.

Human Resources

At PML, we recognise that our employees are crucial in representing our brand and delivering a world- class experience to all stakeholders. Despite the uncertain and unstable business environment, PML remained

Ratio	FY 2023	FY 2022	Y-o-Y Change
Debtors Turnover Ratio	11.1	5.3	109%
Interest Coverage Ratio	4.1	2.1	95%
Current Ratio	1.3	1.9	(28)%
Debt Equity Ratio	0.4	0.4	(13)%
Operating Profit Margin	57.6%	49.5%	810 bps
Net Profit Margin (Including Exceptional Items)*	50.6%	16.0%	3,460 bps
Net Profit Margin (Excluding Exceptional Items)*	277%	16.0%	1,166 bps
Return on Net Worth*	15.9%	3.6%	942 bps

*Net Profit attributable to the Owners of the Company considered for this ratio

steadfast in providing continuous support to all employees in FY 2023. We place a great emphasis on keeping our workforce well-informed and ensuring that they understand our Companys goals, core values, and expected behaviour. We are also committed to fostering young talent and have set up mechanisms for identifying and nurturing high- potential personnel. We prioritise enhancing our processes and workforce to consistently deliver outstanding results with the ultimate objective of becoming a top-tier building materials company that offers superior performance.

Read more on the employee engagement and other initiatives on Page 62 of the report.

Risk Management and Internal Control

At PML, we employ a rigorous risk management process that involves identifying and assessing both new and old risks in an ongoing basis. Credit risk, market risk, operational risk, and legal risk are among the hazards faced by our Companys primary businesses. To mitigate project execution risk, we conduct a thorough evaluation of contractors track records and performance capabilities to ensure that they are the right fit for the job. A weekly project review is also conducted to monitor timelines and budgets, with a view to assessing project costs and costs to completion.

Read more on the risk mitigation strategy on Page 92 of the report.

Our Companys Board of Directors bears the responsibility for maintaining an effective system of internal controls. This is achieved through a continuous process of identifying, evaluating, and managing risks. External agencies are also enlisted providing an unbiased and independent review of its adequacy and effectiveness. The objective is

to optimise the functioning of our Company by ensuring an effective internal control system.

Information Technology

For us, having a well-equipped IT infrastructure is imperative for stable and streamlined operations. Over the last few years, we have made significant investments in building a strong foundation with the best-in-class IT systems to manage administration, and deliver services. A centralised system has been developed, and it provides accounting integration and comprehensive management decisions, while at the same time, enables management of each property as a single unit.

Our Company has adopted global standards in information automation, performance metrics, and management excellence. The advanced IT system facilitates PML in establishing various business intelligence reports for investment management, electronic procurement, paperless transaction processing, budgeting, forecasting, and cash flow modelling.

Outlook

With strong operating free cash flows of f 14,035 mn (adjusted for interest paid) generated thus far, our outlook remains highly optimistic. Capital expenditure on new developments at Hebbal (Bangalore) and Wakad (Pune) during FY 2022 and FY 2023 is expected to yield additional operating free cash flow from FY 2024. Additionally, the launch of Phoenix Citadel Indore and Palladium Ahmedabad malls will contribute to improved performance and cash flow generation in FY 2024.

Anticipated increases in mall occupancy rates and an enhanced brand mix will further boost profitability. In the commercial office segment, rental occupancy is poised for growth, supported by the anchor tenant agreement at Fountain Head Tower 3. Interest from prospective tenants at Asia Towers in Hebbal highlights the potential to strengthen our commercial office portfolio.

Our operating hotels have consistently achieved record-high performance and are expected to deliver better results in FY 2024. With a healthy

cash flow generation and manageable debt levels, The Phoenix Mills Limited is positioned as Indias leading retail- led mixed-use developer.

Cautionary Statement

This document contains statements about expected future events, financial and operating results of The Phoenix Mills Limited, which are forward-looking. By their nature, forward-looking statements require our Company to make assumptions and are subject to inherent risks and uncertainties. There is significant risk that the assumptions, predictions, and other forward-looking statements will not prove to be accurate. Readers are cautioned not to place undue reliance on forward-looking statements, as a number of factors could cause assumptions, actual future results, and events to differ materially from those expressed in the forwardlooking statements. Accordingly, this document is subject to the disclaimer and qualified in its entirety by the assumptions, qualifications and risk factors referred to in the Management Discussion and Analysis of The Phoenix Mills Limiteds Annual Report, FY 2023.