20150213 bts newslrt3q20142015 en

INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19

BTS GROUP HOLDINGS PLC

3Q 14/15

(For the quarter ended 31 Dec 2014) (Ended June 2010)

AT A GLANCE

FROM THE EDITOR

SHARE INFORMATIONA Shares Outstanding Free FloatE Par Value Market Capitalisation YTD daily traded valueD Stock Identifiers Stock Exchange Symbol Bloomberg / Reuters

Dear Investment Community,

11,919.3mn sharesG 58.5% THB 4.0 / ShareF THB 117.1bn / USD 3.6bnB THB 468.0mn / USD 14.4mnB BTS BTS TB / BTS.BK

REVENUE BY BUSINESS UNIT MASS TRANSIT 32%

SERVICES 8%

GROSS PROFIT BY BUSINESS UNITC

MEDIA MASS TRANSIT 42% 34%

MEDIA 44%

SERVICES 7%

PROPERTY 18%

PROPERTY 15%

On 5 February, 2015, BTS Group shareholders received a dividend of THB 0.30 per share totaling THB 3,547.0mn. This is in line with BTS Group’s continued committed dividend (minimum THB 7bn in FY 14/15 and THB 8bn in FY 15/16) and equates to a dividend yieldI of 5.9% and 6.8%, respectively.

There is now greater clarity on the timeline of the new mass transit lines and awarding process of the contracts under the current government, which our Mass Transit business is expected to benefit from. Mass Rapid Transit Authority of Thailand (“MRTA”) has been assigned to discuss the transfer of the Green Line North and South extension projects to the Bangkok Metropolitan Administration (“BMA”) so construction and operation of the entire Green Line system can come under a single agency. Furthermore, Transport Minister ACM Prajin Juntong has reiterated the Ministry of Transport’s policy to consider direct negotiation with BTS to be the operator of the Green Line extensions in order to provide seamless service for the best interest of public convenience as well as to save the costs (for example, of building an additional depot, as the existing BTSC depot can be utilized). Under this new framework, the O&M contract for the Green Line South from Bearing to Samut Prakarn (12.8km) is expected to be awarded to the Company in calendar 4Q 2015, with full operation targeted to start in 2018. For the Green Line North (Mo Chit - Saphan Mai – Khu Khot; 18.4km), the civil works contract is expected to be concluded and signed within mid-2015 and the O&M contract is expected to be awarded to the Company in early 2016, with full operation targeted to start in 2019. The Light Green Line extension from Bang Wa to Borommaratchachonnani (7.0km) is also expected to start operating in 2019, with the award of the civil works and O&M contracts due in early 2017.

Although our Media business continues to endure a tough year, VGI continues to expand its media footprint in the Out-of-Home Media segment. The latest addition to our media network includes advertising space inside and outside of Chamchuri Square, which is a high-rise complex consisting of a commercial tower, a residential tower and a shopping mall located in the CBD area in Bangkok, covering over 270,000 sq.m. VGI was also appointed to be the exclusive sales agent to manage 4 mega digital billboards at Victory Monument, one of the busiest intersections in Bangkok.

Source: Company

BTS LAST 12 MONTHS SHARE PRICE PERFORMANCEA:

For the residential side of our Property business, the pre-sales of the first project under JVCo1 is scheduled to be in 1Q FY 15/16, with all units targeted to be transferred by 2018. Within commercial real estate, NPARK’s shareholders approved the entry into the transaction with the Company on 29 December 2014 and the deal is targeted to be completed within 1Q 2015, with the Company holding up to 35.7% of NPARK. On 20 December 2014, the Company also officially launched its new 4-star boutique hotel, U Sathorn Bangkok, with partial opening of 30 available rooms (from a total of 86 rooms).

EQUITY MARKETSH BTS TB SET Transport Index SET Index NIKKEI 225 HANG SENG FTSE 100 S&P 500

3 MO -3.9% 12.4% 1.5% 4.9% 4.1% 3.5% -3.9%

6 MO 7.6% 18.7% 5.4% 19.9% 0.8% 3.5% 7.6%

12 MO 17.9% 43.5% 23.5% 22.5% 13.3% 3.5% 17.9%

CURRENCY MARKETSH USD vs THB EUR vs THB THB vs JPY THB vs HKD THB vs SGD THB vs GBP

3 MO 0.7% 10.8% -3.7% -0.7% -5.3% -4.5%

6 MO -1.6% 16.7% -12.3% 1.6% -6.0% -7.8%

12 MO 0.9% 8.1% 0.1% -0.9% -2.9% -3.2%

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On the Services business, the Board of Directors Meeting held on 9 January 2015 approved the long-term business cooperation with AEONTS to jointly develop the co-branded AEON Rabbit Member Card. The AEON Rabbit Member Card will enable members to use both the Rabbit functions (travel on the BTS SkyTrain system and purchase of products and services at partner retail stores) and obtain consumer loans from AEONTS. Under the securitisation project, the SPV will buy up to THB 5,000mn loan receivables under co-branded AEON Rabbit Member Cards. More details can be seen at http://bts.listedcompany.com/newsroom/20150202-btsset01-en.pdf. Further, the Company has plans to expand the ChefMan brand into other formats such as express formats, buffet restaurants, fine dining restaurants and private dining in 2015.

24 February 2015 marks the last date of the Company’s stock repurchase programme. So far, the Company has bought back 0.8% of total issued shares for THB 925.2mn at an average price of THB 9.65 per share. We will update you with the final amounts in next quarter’s newsletter.

Yours faithfully,

Daniel Ross Financial Director

1

INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19

BTS GROUP HOLDINGS PLC

3Q 14/15

(For the quarter ended 31 Dec 2014) (Ended June 2010)

BTS GROUP FINANCIAL SUMMARY (CONSOLIDATED) INCOME STATEMENT FOR 3-MONTH PERIOD (THB mn)

3Q 14/15

3Q 13/14

% YoY

Operating revenue Other recurring income Total recurring revenue Operating costs Operating selling and administrative expenses EBITDA Operating EBITDA Finance cost Non-operating gain (loss) EBT Income tax Minority interests Net income (loss) to equity holders of the parent EPS (THB per share)

1,839.3 397.0 2,236.3 809.7 417.6 1,550.4 716.7 78.3 502.7 1,365.7 264.2 120.1 981.3 0.0830

2,056.1 422.5 2,478.6 925.4 432.5 1,257.2 792.4 133.8 42.9 1,029.6 435.6 156.8 437.3 0.0368

(10.5)% (6.0)% (9.8)% (12.5)% (3.4)% 23.3% (9.5)% (41.5)% 1072.2% 32.6% (39.3)% (23.4)% 124.4% 125.6%

STATEMENT OF FINANCIAL POSITION (THB mn)

31 DEC 14

31 MAR 14

% Change

Cash and cash equivalents Current investments Trade and other receivables Real estate development costs-net Accrued income Other current assets Total current assets Investments in associates Other long-term investment-net Investment in properties - net Property, plant and equipment-net Other non-current assets Total non-current assets Total assets Short-term loan from financial institution Trade accounts payable Current portion of long-term loan Current portion of long-term debentures Other current liabilities Total current liabilities Long-term loan - net of current portion Long-term debentures-net of current portion Long-term provision - related party Deferred tax liabilities Other non-current liabilities Total non-current liabilities Total liabilities Issued and fully paid shares (mn shares) Issued and fully paid capital Share premium (discount) Retained earnings Other component of shareholder's equity Equity attributable to company's shareholders Non-controlling interest - equity attributable to minority Total shareholders' equity Total liabilities and shareholders' equity

7,229.2 14,407.1 1,804.1 2,438.3 448.9 1,005.3 27,332.9 14,048.3 8,581.7 3,138.1 8,505.2 9,678.6 43,952.0 71,284.9 240.0 1,815.1 24.5 1,466.9 2,218.1 5,764.6 1,206.9 1,344.5 1,613.8 2,894.8 1,611.5 8,671.5 14,436.1 15,913.1 47,677.0 1,807.6 2,416.4 3,448.1 55,349.1 1,499.8 56,848.8 71,284.9

8,668.5 23,496.3 1,074.5 2,549.8 671.7 882.4 37,343.1 13,899.0 6,238.2 3,101.5 7,737.8 8,391.6 39,368.0 76,711.1 2,222.4 10.0 3,607.6 2,690.2 8,530.2 230.0 2,807.5 1,266.9 3,037.1 1,297.3 8,638.7 17,169.0 15,913.1 47,656.9 1,797.2 3,578.4 4,653.4 57,686.0 1,856.2 59,542.2 76,711.1

(16.6)% (38.7)% 67.9% (4.4)% (33.2)% 13.9% (26.8)% 1.1% 37.6% 1.2% 9.9% 15.3% 11.6% (7.1)% N.A. (18.3)% 145.0% (59.3)% (17.5)% (32.4)% 424.7% (52.1)% 27.4% (4.7)% 24.2% 0.4% (15.9)% 0.0% 0.0% 0.6% (32.5)% (25.9)% (4.1)% (19.2)% (4.5)% (7.1)%

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2

INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19

BTS GROUP HOLDINGS PLC

3Q 14/15

(For the quarter ended 31 Dec 2014) (Ended June 2010)

BTS GROUP FINANCIAL SUMMARY (CONSOLIDATED) CASH FLOW STATEMENT FOR 9-MONTH PERIOD (THB mn) EBT Plus Profit before tax from discontinued operation Total Cash from (used in) operating activities Cash paid for interest expenses Cash paid for corporate income tax Cash received for return of corporate income tax Net cash from (used in) operating activities Net cash from investing activities Net cash used in financing activities Increase in translation adjustment Net increase (decrease) in cash Cash at beginning of the period Cash at the end of the period

3Q 14/15

3Q 13/14

3,282.9

16,687.0

% YoY (80.3)%

-

30.4

(100.0%)

3,282.9 1,336.9 (252.5) (1,628.4) (543.9) 6,368.3 (7,265.0) 1.4 (1,439.3) 8,668.5 7,229.2

16,717.4 2,104.6 (380.4) (622.8) 57.1 1,158.6 10,620.2 (4,295.1) 0.8 7,484.4 3,513.3 10,997.6

32.6% (36.5)% (33.6)% 161.5% (100.0)% (146.9)% (40.0)% 69.1% 77.5% (119.2)% 146.7% (34.3)%

KEY FINANCIAL RATIOS PROFITABILITY RATIOS FOR 3-MTH PERIOD Gross operating profit margin (%) Selling and administrative expenses to operating sales ratio (%) Operating EBITDA margin (%)A Accounting EBITDA margin (%) Recurring pre-tax profit margin (%)B Net recurring profit margin (%)B Accounting net profit margin (%)C ROA (%)D ROE (%)E LIQUIDITY RATIO Current ratio (times)

3Q 14/15+ 56.0% 22.7% 39.0% 57.8% 41.6% 34.5% 41.1% 4.1% 5.2%

3Q 13/14* 55.0% 21.0% 38.5% 39.1% 39.8% 22.2% 18.5% 18.1% 23.6%

2Q 14/15 57.6% 24.4% 39.5% 50.6% 41.2% 32.9% 32.3% 3.5% 4.5%

4.74x

4.69x

4.88x

0.20x 0.25x (0.05) x (1.09) x 9.15x

0.21x 0.27x (0.07) x (1.10) x 5.92x

0.21x 0.26x (0.03) x (0.61) x 6.60x

LEVERAGE RATIOS Total liabilities to total asset (times) Total liabilities to total equity (times) Net debt to equity (times) Net debt to operating EBITDA (times) Interest coverage (times)F PER SHARE RATIOSG Basic earnings per share (THB) Operating cash flow per share (THB) Free cash flow per share (THB) Enterprise value per share (THB) Book value per share (THB)

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0.0830 (0.030) (0.117) 10.22 4.81

0.0368 (0.050) (0.073) 9.44 5.35

0.0530 (0.045) (0.078) 10.45 4.74

NOTE:

* Includes profit from discontinued operation

+ Restated to reflect effects from TFRIC 12 and TFRIC 4 A Excludes non-operating items and interest income B Calculated based on recurring profit (before MI) / total recurring revenue C Calculated based on accounting net profit (before MI) / total accounting revenue includes shares of income from investments in associates D Calculated based on accounting net profit (before MI) / average total assets E Calculated based on accounting net profit (before MI) / average total shareholders’ equity F Calculated based on operating EBITDA / finance cost G Calculated based on weighted average number of shares at par value of THB 4.0 per share

3

INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19 3Q 14/15

BTS GROUP HOLDINGS PLC (For the quarter ended 31 Dec 2014)

(Ended June 2010)

FINANCIAL HIGHLIGHTS        

Quarterly ridership; 56.4mn trips in 3Q 14/15, 4.7% growth YoY and 3.3% growth QoQ Average fare also increased 0.4% YoY to THB 26.9 per trip Share of net profit from investment in BTSGIF in 3Q 14/15 increased by 23.6% YoY or THB 37.0mn to THB 193.6mn Train Operation & Maintenance (O&M) revenue rose 25.4% YoY to THB 386.3mn primarily from the opening of new Silom line extension and the additional scope of work in BRT contract Media business revenue of THB 780.1mn in 3Q 14/15, a 0.9% decrease QoQ and 2.3% decrease YoY Property business revenue of THB 340.9mn in 3Q 14/15, dropping 50.3% YoY mainly from fewer transferred condominium units Services business revenue1 rose by 29.0% YoY to THB 138.4mn mainly from the revenue generated from ChefMan Restaurants Pre-tax recurring profit margin (before MI) improved to 41.6% in 3Q 14/15 compared to 39.8% in 3Q 13/14 Net income attributable to the equity holders of the Company increased 124.4% YoY to THB 981.3mn due to the gain on sale of land at Mo Chit to BTS Sansiri Holding One Ltd., and a reduction in total costs as well as income tax expenses

ACCOUNTING AND RECLASSIFICATION From 1 April 2014, BTS Group Holdings Public Company Limited (“the Company”) and its subsidiaries (together, the “Group”) have adopted TFRIC 12 – Service Concession Arrangements. This new standard provides accounting guidelines for concession operators for recognising and measuring the obligations and related rights in public-to-private service concession arrangements. BTSC (the subsidiary) provides services to procure electric trains (infrastructure) to be used in the provision of public services and to operate and maintain this infrastructure for a specified period of time under the 30-year O&M contract. BTSC is paid for its services over the period of the arrangement which is a public-to-private service concession arrangement. BTSC’s management, therefore, considers this arrangement under the 30-year O&M contract to be within the scope of TFRIC 12. The effects of the changes are recognised retrospectively in the financial statements. For more information, please refer to Notes 1 and 2 to 3Q 14/15 financial statements.

SIGNIFICANT EVENTS 

8 August 2014: the Board of Directors of BTS Group approved a share repurchase programme not exceeding THB 6,000mn (or approximately 5% of the total issued shares). The repurchase period covers the duration of 6 months from 25 August 2014 until 24 February 2015. As of 31 December 2014, the Company had repurchased 0.8% of total issued shares in the amount of THB 925.2mn.



15 October 2014: The Executive Committee approved (1) the entry into the Strategic Alliance Framework Agreement with Sansiri Public Company Limited (“SIRI”) to exclusively partner together on the developments of residential projects for sale located within 500m of all rail mass transit stations, (2) to establish a 50:50 joint venture company with SIRI to develop the first residential project near Mo Chit BTS Station and (3) to sell approximately 5-rai (8,000sq.m.) of land to the joint venture for the development of the first project.



24 November 2014: The Board of Directors approved for the Company to dispose of all ordinary shares in two subsidiaries; BTS Assets Co., Ltd. (“BTSA”) and Kamkoong Property Co., Ltd. (“KKP”) that engage in real estate business. BTS Group will receive in exchange up to 200.2 billion newly issued shares of Natural Park Public Company Limited (“NPARK”) at the closing date (equivalent to up to 35.66% of total issued shares). In addition, BTS Group will receive warrants of NPARK at a ratio of 2 newly issued ordinary shares issued to the Company for 1 unit of NPARK–W2 Warrants, at no cost.



19 December 2014: The first joint venture between BTS Group and SIRI named BTS Sansiri Holding One Limited (“JVCo1”) was incorporated. The initial registered capital of this joint venture company is THB 100,000,000, divided into 1,000,000 ordinary shares with a par value of THB 100 each. BTS Group and SIRI each invested in 50% shares in this joint venture company.



9 January 2015: The Board of Directors approved the interim dividend payment from the operating results of the six-month period (April 1, 2014 – September 30, 2014) and the retained earnings at THB 0.30/share or approximately THB 3,547mn in total. Based on the share price as of 8 January 2015 (one day before BOD date), this is equivalent to a dividend yield of 7.14% on an annualised basis.



2 February 2015: Announcement of the long-term business cooperation between BTS Group and AEON Thana Sinsap (Thailand) Public Company Limited (“AEONTS”) under the co-branded Rabbit program, securitisation project, setting up of a special purpose vehicle (SPV) for securitisation and setting up of a new subsidiary, BSS Holdings Company Limited (“BSS Holdings”). The AEON Rabbit Member Card will enable members to use both the Rabbit functions and obtain consumer loans from AEONTS. Under the securitisation project, the SPV will buy up to THB 5,000mn loan receivables under co-branded AEON Rabbit Member Cards.

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4

INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19

BTS GROUP HOLDINGS PLC

3Q 14/15

(For the quarter ended 31 Dec 2014) (Ended June 2010)

3Q 14/15 QUARTERLY PERFORMANCE The Group recorded consolidated total revenue* of THB 2,481.6mn in 3Q 14/15, increasing 4.1% or THB 96.9mn YoY from THB 2,384.7mn in 3Q 13/14. The increase was primarily due to an increase in mass transit revenues of THB 115.4mn, together with (1) the gain on sale of 5-rai land at Mo Chit to JVCo1 of THB 367.5mn and (2) an increase in gain from gain on sales of equity investments of THB 70.1mn and (3) gain on sale of MACO-W1 (at VGI level) of THB 53.2mn, yet offset with (4) a decrease in revenue of sales of real estate of THB 356.3mn and (5) a reduction in interest income of THB 112.3mn. Despite (1) higher O&M revenue from the full quarter effect on the Silom line extension, (2) additional scope of work on the BRT contract and (3) an increase in share of net profit from BTSGIF, operating revenue2 fell by 10.5% YoY to THB 1,839.3mn largely as a result of the reduction in Property revenue from fewer transferred units of Abstracts Phahonyothin Park Condominium in 3Q 14/15 and the softened Media revenue. Revenue from the Mass Transit, Media, Property and Services businesses accounted for 31.5%, 42.4%, 18.5% and 7.5% of total operating revenue, respectively.

Operating Revenue2 (THB mn)

3Q 14/15

% of Total2

3Q 13/14

% of Total2

% Change (YoY)

3Q 14/15 GP Margin5

3Q 13/14 GP Margin5

Mass Transit3

579.9

31.5%

464.5

22.6%

24.8%

60.1%

60.1%

Media

780.1

42.4%

798.2

38.8%

(2.3)%

57.6%

64.1%

340.9

18.5%

686.1

33.4%

(50.3)%

46.4%

41.2%

138.4

7.5%

107.3

5.2%

29.0%

53.1%

53.1%

1,839.3

100.0%

2,056.1

100.0%

(10.5)%

56.0%

55.0%

Property

4

Services1 TOTAL2

Total consolidated expenses and SG&A* reached THB 1,238.0mn in 3Q 14/15, a reduction of THB 141.3mn or 10.2% YoY mainly from the decline in cost of sales of real estate as well as selling and marketing expenses related to sales of Abstracts Condominium project. Operating costs decreased by 12.5% YoY to THB 809.7mn, which was in line with the reduction in total operating revenue. Nonetheless, as operating costs decreased at a higher rate than the decline in operating revenues, the Group operating gross profit margin5 improved to 56.0% from 55.0% in the previous year.

As a result of the aforementioned changes, the Group operating EBITDA6 was THB 716.7mn, a decrease of THB 75.7mn or 9.5% YoY. However, the operating EBITDA margin improved to 39.0% in 3Q 14/15 (versus 38.5% in 3Q 13/14) from higher contribution of higher margin Mass Transit business. Finance costs fell by 41.5% YoY or THB 55.5mn to THB 78.3mn primarily as the Group repaid the third tranche of BTSC debentures during 2Q 14/15. Although other recurring income7 fell by 6.0% YoY or THB 25.5mn to THB 397.0mn largely as a result of a reduction in interest income received from the sinking fund of the third tranche of BTSC debenture portion, the pre-tax recurring profit margin for this quarter improved to 41.6% from 39.8% in 3Q 13/14 consequent to the improved recurring gross profit margin as well as a reduction in finance costs. Reported income tax expenses was THB 264.2mn, a decline of THB 171.3mn or 39.3% primarily due to tax expenses related to BTSC capital reduction (that occurred in November 2013) which was not repeated in 3Q 14/15. Taking into account all the aforesaid transactions, the Group recorded a consolidated profit of THB 1,101.4mn (increasing 85.4% YoY) and profit attributable to the equity holders of the Company of THB 981.3mn (increasing 124.4% YoY). * Total consolidated revenue and cost excludes train procurement service income and cost of train procurement service under concession agreement of THB 669.4mn to reflect the performance analysis. These two items are the impact from the adoption of TFRIC12 – Service Concession Arrangements which deems that BTSC has to procure rolling stocks for the public sector entity 1

Services revenue includes sales from BSS, revenue from Carrot, revenue from HHT construction and revenue from ChefMan Restaurants. Note that transactions related to ChefMan Restaurants were reclassified from Property business to Services business in 4Q 13/14 2

Operating revenue from the operational performances from 4 BUs and share of net profit (loss) from BTSGIF, EXCLUDES interest income, dividend income and non-recurring items 3

Mass Transit revenues include: i) ii)

Share of net profit (loss) from BTSGIF (included in ‘Share of profit from investments in associates’ in Statement of comprehensive income) Service Income from Train & Bus Operation Management (included in ‘Service income’ under ‘Revenues from provision of operating services’)

4

Property includes Sales from Real Estate, Rental and Service Income, Construction & Services Businesses and Service income related to Thana City Golf & Sports Club Co., Ltd.

5

Operating gross profit margin calculated based on the operational performances from 4 BUs and share of net profit (loss) from BTSGIF

6

Operating EBITDA calculated based on the operational performances from 4 BUs, share of net profit (loss) from BTSGIF, EXCLUDES interest income, dividend income, share of net profit (loss) from other associates (except from BTSGIF) and joint venture, non-recurring items from sales of net fare-box revenue to BTSGIF and other non-recurring items 7

Recurring profit calculated based on the operational performances from 4 BUs, share of net profit (loss) from BTSGIF and other associates and joint venture, as well as including other recurring items which are interest income and other recurring items (before MI )

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5

INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19

BTS GROUP HOLDINGS PLC

3Q 14/15

(For the quarter ended 31 Dec 2014) (Ended June 2010)

SEGMENTAL PERFORMANCE MASS TRANSIT Total Mass Transit revenue3 increased 24.8% YoY to THB 579.9mn supported by an increase in O&M income and an increase in share of net profit from BTSGIF. O&M revenue rose by 25.4% or THB 78.4mn YoY to THB 386.3mn, mainly attributable to the additional service income from the Silom line extension which opened on 5 December 2013 and the additional scope of work in the BRT contract.

Share of net profit from investment in BTSGIF in 3Q 14/15 increased by THB 37.0mn or 23.6% YoY to THB 193.6mn. This increase came from the increase in net fare-box revenue as well as a revision of amortisation method for fund set-up cost (from 3 years to the end of concession to be in line with other BTSGIF related items). As such, the “share of net profit in BTSGIF” this quarter includes an adjustment of the ‘over amortisation’ in the amount of THB 27.0mn.

Fare-box revenue of the core system rose by 5.1% YoY or THB 74.1mn to THB 1,517.3mn attributable to both ridership growth (up 4.7% YoY to 56.4mn trips) and average fare increase (which rose by 0.4% YoY to THB 26.9 per trip). Cost of fare-box revenue rose at a slower rate than revenue growth, resulting in the increase in net fare-box revenue.

Cost of Mass Transit revenue, including SG&A expenses, increased by 25.0% or THB 46.2mn YoY to THB 231.4mn, in line with higher O&M revenue. As operating cost and SG&A expenses increased at the same rate as the growth in operating revenue, operating EBITDA margin remained flat at 60.7% in 3Q 14/15 (61.0% in 3Q 13/14).

Total Ridership (million trips) Average weekday ridership (trip) Average Fare (THB / trip)

Historical Quarterly Ridership and % QoQ Growth

3Q 14/15

3Q 13/14

% YoY

56.4

53.9

4.7%

679,987

651,207

4.4%

26.9

26.8

0.4%

Historical Quarterly Ridership and % QoQ Growth

MEDIA In the past, the Thai media industry normally benefits from a high season during the third quarter (October to December). However, during the recent third quarter, the total Thai advertising spending remained stagnant QoQ and contracted 9.0% YoY, owing to weaker economic momentum as a result of delays in government spending. Moreover, the Thai media industry was harder hit by weakened consumption, particularly in fast moving consumer goods (normally 40% of total Thai advertising spending), as evident from a decrease in spending of 5.9% QoQ and 7.2% YoY. Our Media business performance moved in line with the trend of the total Thai advertising spending, contracting by 0.9% QoQ and 2.3% YoY to THB 780.1mn.

Although BTS-related Media and Office Building & Other Media continued to grow resiliently on a QoQ and YoY basis, Modern Trade Media was the main driver of the decline in revenue QoQ and YoY. BTS-related Media continued to demonstrate resilience with revenue of THB 486.1mn, an increase of THB 44.5mn (or 10.1% QoQ) mainly owing to (1) the increase in capacity from new digital media (Platform Truss LEDs) on BTS stations and (2) higher revenue from static media as a result of new sales strategies.

Our Modern Trade Media revenue was THB 247.3mn, a decline of 18.9% QoQ. The decrease was primarily the result of economic slowdown as well as the decline in sales from Tesco Lotus sales floor media since October 2014 (in anticipation of the contact termination in February 2015). Office Building and Other Media revenue grew 15.1% QoQ to THB 46.7mn as a result of higher sales from 28 additional office building contracts (expanded from 75 to 103 building contracts under our management portfolio), in which the Company increased the package pricing by 33% in October 2014.

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6

INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19 3Q 14/15

BTS GROUP HOLDINGS PLC (For the quarter ended 31 Dec 2014)

(Ended June 2010) Media revenue contracted 2.3% (or THB 18.1mn) YoY mainly due to declining revenue from Modern Trade Media, offset with the growth in BTS-related Media as well as Office Building & Other Media revenue, which continued to perform well despite the aforementioned external challenges.

BTS-related Media revenue of THB 486.1mn represented growth of 11.7% or THB 51.1mn YoY despite the domestic political uncertainty and economic slowdown. The key growth drivers were the increase in capacity of trains from 47 trains (188 carriages) to 52 trains (208 carriages) and new media (Platform Truss LEDs). Revenue from Modern Trade Media reached THB 247.3mn, a decrease of 22.5% or THB 72.0mn YoY as a result of the economic slowdown as well as the aforementioned contract termination. Office Building & Other Media revenue was THB 46.7mn, increasing by 6.3% YoY or THB 2.8mn primarily due to higher sales from additional office building contracts.

Cost of revenue increased 15.3% or THB 43.9mn YoY to THB 330.5mn as a result of higher depreciation expenses of new digital media and equipment such as Platform Truss LEDs and Platform Screen Doors. Media SG&A also increased by 14.8% or THB 14.4mn YoY to THB 112.2mn largely resulting from the boost in sales promotion in the Modern Trade Media. Consequently, as operating revenue declined whilst total costs and SG&A expenses increased, the operating EBITDA margin contracted to 49.0% (versus 54.4% in 3Q 13/14).

CONTRIBUTION OF REVENUE (MEDIA BUSINESS)

OPERATING PROFIT MARGIN (MEDIA BUSINESS)

OFFICE BUILDINGS

Operating gross profit margin (overall)

MODERN TRADE

Operating EBITDA margin (overall)

BTS RELATED MEDIA

*

3Q 14/15

3Q 13/14

2Q 14/15

57.6%

64.1%

58.3%

49.0%

54.4%

49.5%

*

Operating gross profit margin excludes the cost of concession payable to BTSC

PROPERTY Property operating revenue dropped a significant 50.3% YoY or THB 345.2mn to THB 340.9mn, which was largely attributable to the decline in Residential Property revenue as a result of fewer transferred condominium units of Abstracts Phahonyothin Park (Tower A) compared to 3Q 13/14. However, in this quarter, the Company recorded gain on sales of 5-rai land at Mochit to BTS Sansiri Holding One Ltd. (JVCo1) of THB 367.5mn.

Residential Property revenue decreased by 79.9% YoY or THB 356.2mn to THB 89.3mn in 3Q 14/15. This decrease was mainly driven by a decline in sales of real estate of THB 356.3mn (largely in relation to 21 transferred units of Abstracts Phahonyothin Park (Tower A) in this quarter versus 131 transferred units in 3Q 13/14).

Commercial Property revenue reached THB 249.5mn, an increase of 4.7% YoY or THB 11.2mn mainly supported by an improvement in Thana City Golf Course and the Groups hotel business performance.

Operating costs decreased at the faster rate than the reduction in operating revenues. The decrease of 54.7% YoY or THB 220.5mn to THB 182.8mn was mainly from a decline in costs from transferred units of Abstracts Phahonyothin Park. Property SG&A expenses also decreased by 15.3% YoY or THB 25.8mn to THB 142.6mn largely from the reduction in selling and marketing expenses related to Abstracts Condominium project. As a result of the decrease in sales of real estate from the aforesaid reasons, the operating EBITDA margin declined to 15.7% in 3Q 14/15 compared to 22.0% in 3Q 13/14.

PROPERTY REVENUE BREAKDOWN

PROPERTY REVENUE CONTRIBUTION

RESIDENTIAL PROPERTY BREAKDOWN

COMMERCIAL PROPERTY BREAKDOWN

Total property revenue = THB 340.9mn

Total residential property revenue = THB 89.3mn

Total commercial property revenue = THB 249.5mn

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INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19

BTS GROUP HOLDINGS PLC

3Q 14/15

(For the quarter ended 31 Dec 2014) (Ended June 2010) RESIDENTIAL PROPERTY SUMMARY

ABSTRACTS PHAHONYOTHIN PARK – TOWER A

JOINT VENTURE WITH SANSIRI

Project Summary Type: Mid-High End Condominium

Exclusive partnership to jointly invest and develop residential developments for sale within 500m of mass transit stations (target developments with at least THB 3bn sales value per each project).

Location: Phahonyothin Road, North Bangkok (250m from new BTS station)

1st Project Summary under JVCo1

#Units 1,012 1,012 1,012 3,036

Tower A Tower B Tower C Total

GFA (sqm) 62,091 62,091 62,091 189,273

NFA (sqm) 42,818 42,818 42,818 128,455

Site Area: 33,420 SQM (20-3-55 Rai) Presold units: Presold

Available

91%

9%

Project Location Expected sale value Expected project size Expected IRR Expected margin

High-rise condominium project with panoramic view of parks Land approx. 5 rai (8,000 sq.m.) near BTS Mo Chit Station Approx. THB 5.8bn 1 tower, 43 fl, 873 units Approx. 17% equity IRR Approx. 12% NPAT margin

Expected Timeline Start construction

Pre-sale

Mar 2015

May 2015

Construction finish

Completion of units transferred

as of 31 December 2014 Jan 2018

Jun 2018

COMMERCIAL PROPERTY SUMMARY GROUP OF HOTELS SUMMARY

NPARK TRANSACTION

U Chiang Mai

U Inchan Tree

Eastin Grand Sathorn

U Sathorn

Operation Year

Jun-08

Nov-10

Oct-12

Dec-14

Type

4-star hotel

4-star hotel

4-star hotel

4-star hotel

41

26

390

86

No. of rooms

3Q 14/15 REVPAR AND OCCUPANCY

Divest 3 assets to NPARK; Total

543



Eastin Grand Sathorn Hotel Bangkok



11 rai / 17,600 sqm of land plots located at Phahonyothin Road, near BTS Mo Chit Station



4 rai / 6,400 sqm of land plots located at Phayathai Road, next to BTS Phayathai Station

in exchange for NPARK shares, representing not exceeding 35.66% of the total issued shares of NPARK.

SERVICES Services business revenue increased YoY by THB 31.1mn or 29.0% to THB 138.4mn. This increase was primarily due to growth in the revenue generated from ChefMan Restaurants (increased by THB 18.7mn or 29.9% YoY to THB 81.2mn) as well as growth in the revenue from marketing and co-promotion of rabbit cards of THB 12.4mn.

Operating costs increased by 29.1% YoY or THB 14.6mn to THB 64.9mn, increasing at a lower rate than operating revenue. There was also THB 82.5mn SG&A expenses, an increase of 28.3% YoY. Key costs and SG&A items were mainly from staff costs, food & beverage cost at ChefMan Restaurants and depreciation expenses (for hardware, software and machines).

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INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19 3Q 14/15

BTS GROUP HOLDINGS PLC (For the quarter ended 31 Dec 2014)

(Ended June 2010)

STATEMENT OF FINANCIAL POSITION Total assets as of 31 December 2014 stood at THB 71,284.9mn, a decrease of THB 5,426.2mn or 7.1% from 31 March 2014. Total current assets stood at THB 27,332.9mn, decreasing by 26.8% or 10,010.2mn mainly from (1) a decrease in current investment of THB 9,089.2mn mainly from the reduction of collateralised debenture (THB 2,145.1mn), which was used to repay the third tranche of BTSC debentures as well as treasury management which increased its weighting towards longer term investments, (2) a reduction in cash of THB 1,439.3mn (see further details in Cash Flow section), offset with (3) an increase in trade and other receivables of THB 729.6mn. Total non-current assets was THB 43,952.0mn, an increase of 11.6% or THB 4,584.0mn mainly from (1) an increase in other long-term investments of THB 2,343.5mn primarily from the increase in investment available for sale of THB 4,013.6mn, yet offset with the decrease in held-to-maturity securities of THB 1,573.3mn, (2) an increase in PP&E of THB 767.5mn mainly from the development of U Sathorn hotel, renovation of sport club in Thana City as well as the procurement of VGI equipment, (3) an increase in loan to BTS Sansiri Holding One Ltd. (JVCo1) of THB 700mn (4) an increase in restricted deposits of THB 579.7mn (cash collateral placed with banks).

Total liabilities decreased from 31 March 2014 by 15.9% or THB 2,732.9mn to stand at THB 14,436.1mn largely due to (1) the third tranche repayment of BTSC debentures in August 2014, (2) a decrease in income tax payable of THB 626.2mn resulting from the annual corporate income tax payment of FY 13/14 in August 2014, offset with (3) an increase in loans from financial institutions of THB 1,231.4mn, of which THB 240.0mn was mainly used by VGI to purchase MACO shares and THB 993.4mn were loans taken to invest in offshore deposits and investments. Total equity decreased by THB 2,693.3mn or 4.5% to THB 56,848.8mn mainly attributable to (1) a reduction in surplus from the changes in the ownership interests in subsidiaries of THB 1,435.9mn primarily as a result of the Company increasing its shareholding in subsidiary VGI (2) a decrease in non-controlling interest of the subsidiaries of THB 356.4mn due to the purchases of investments in subsidiaries (VGI and Nuvo Line) and (3) a reduction in unappropriated retained earnings (excluding the portion reserved for treasury stock) of THB 1,162.1mn. The decline in unappropriated retained earnings was mainly from dividend payment of THB 2,501.4mn for the period of October 2013 to March 2014. As of 31 December 2014, total issued and fully paid-up shares stood at 11,919.3mn shares.

CASH FLOW For the nine months ended 31 December 2014, cash and cash equivalents reached THB 7,229.2mn, a decline of 16.6% or THB 1,439.3mn. Cash from operating activities was THB 1,336.9mn, declining 36.5% or THB 767.7mn primarily due to lower operating revenue of Property and Media businesses and the increase in trade and other receivable of THB 362.7mn. Cash paid for corporate income tax of THB 1.6bn (9M 13/14; THB 622.8mn) meant that net cash used in operating activities was THB 543.9mn. Net cash from investing activities was THB 6,368.3mn. The key components are (1) decrease in current investment of THB 10,808.3mn largely from the repayment of the third tranche of BTSC debenture as well as treasury management, (2) net cash paid for purchases of other longterm investments of THB 4,196.3mn, (3) net cash paid for purchases of property, plant and equipment of THB 1,066.8mn and (4) cash received from the sale of land at Mo Chit to JVCo1 of THB 1,411.0mn. Net cash used in financing activities was THB 7,265.0mn mainly from (1) the cash paid for the repayment of the third tranche of BTSC debenture of THB 3,611.3mn, (2) dividend payment of THB 2,493.6mn, (3) net cash paid for purchases of investments in subsidiaries of THB 1,877.1mn and (4) cash paid for the purchase of BTS Group treasury stock of THB 925.5mn.

Nine-Months Cash Flow Snapshot

* after tax (THB 1,628.4mn) and interest expense (THB 252.5mn) ** excluding BTSC sinking fund and THB 20.9bn liquid investments

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INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19 3Q 14/15

BTS GROUP HOLDINGS PLC (For the quarter ended 31 Dec 2014)

(Ended June 2010)

BTS GROUP IN THE COMMUNITY The BTS Group is committed to improving the lives of people, through its vision of being a leading provider of mass transit services. The Group has also initiated many special Corporate Social Responsibility (CSR) projects in both Bangkok and other provinces of Thailand. Activities cover a broad spectrum of social concerns, with a focus on environmental impact. The Group continuously participates in community development in areas including religion, education, sport, public health and encourages staff involvement in all these efforts.

9 DEC 2014 BTSG organises the 2nd Give Project

Over 140 students of Thung Kabin Border Patrol Police School, Sra Kaew Province turned up at a luncheon party recently hosted by BTS Group. The children enjoyed chicken rice, ice cream and were given track suites and stationeries, presented by Khun Keeree Kanjanapas, Executive Chairman.

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INVESTOR RELATIONS QUARTERLY REVIEW: ISSUE 19

BTS GROUP HOLDINGS PLC

3Q 14/15

(For the quarter ended 31 Dec 2014) (Ended June 2010)

SUMMARY COVERAGE AND ANALYST RECOMMENDATIONS Company Name BofA Merril Lynch Credit Suisse Asia Wealth Securities SCB Securities Macquarie Securities Asia Plus Securities Bualuang Securities KTZMICO Securities IV Global CIMB Securities Trinity Securities Thanachart Securities Phillip Securities Kim Eng Securities JP Morgan Summary

Recc

Target Price

Report Date

Sales*

Buy Buy Buy Buy Underperform Buy Buy Trading Buy Buy Buy Buy Buy Accumulate Buy Overweight

11.60 12.00 12.00 12.50 8.01 12.00 11.50 11.30 11.10 11.00 11.85 11.50 11.00 12.10 11.50 Target Price

3-Feb-15 27-Jan-15 22-Jan-15 12-Jan-15 8-Jan-15 5-Jan-15 26-Dec-14 23-Dec-14 15-Dec-14 12-Dec-14 4-Dec-14 13-Nov-14 13-Nov-14 10-Nov-14 5-Nov-14

6,944 6,790 7,257 7,691 7,034 7,604 6,971 7,239 8,172 8,284 7,682 6,389 7,325 7,286 7,066 Sales*

Average Max Min Source: Broker reports, Bloomberg, SETTrade

11.40 12.50 8.01

7,316 8,284 6,389

EBITDA* Net Profit* 2014/15E (THB mn) 2,805 2,110 2,829 2,497 4,800 2,809 3,555 2,402 3,836 2,413 4,356 2,363 2,325 2,193 2,682 2,577 2,884 2,533 3,288 2,438 2,266 2,103 2,317 2,282 4,531 2,313 2,565 2,189 3,582 2,664 EBITDA* Net Profit* 2014/15E (THB mn) 3,241 2,392 4,800 2,809 2,266 2,103

Analyst Name Kaseedit Choonnawat Warayut Luangmettakul Warut Siwasariyanon Sirima Dissara David Gambrill Anuwat Srikajornratkul Suppata Srisuk Raenoo Bhandasukdi Rattana Leenutaphong Praphan Yukhunthorntham Duladeth Bik Saksid Phadthananarak Siam Tiyanont Jaroonpan Wattanawong Sumedh Samant

*Excludes non-recurring items

SHAREHOLDER CONTACT AND REFERENCE INFORMATION Shareholder Services:

Investor Relations:

For any matters relating to your shareholding such as transfer of shares, change of name and address and loss of share certificates should be addressed in writing to the Registrar:

For enquiries from Institutional investors and securities analysts, please contact: Investor Relations Department, BTS Group Holdings Plc., 15F TST Tower, 21 Viphavadi-Rangsit Rd, Jompol, Jatujak, Bangkok 10900

The Thailand Securities Depository Co., Ltd. (TSD)

Telephone: +66 2 2738525-6 Email: ir@btsgroup.co.th

62 The Stock Exchange of Thailand Building, Rachadapisek Road, Klongtoey, Bangkok 10110, Thailand Website: http://www.tsd.co.th

Financial Calendar: The Quarter Ahead Event 3Q 2014/15 Earnings Released Analyst Meeting for 3Q 2014/15 End of 4Q and FY 2014/15 4Q and FY 2014/15 Earnings Released Analyst Meeting 4Q and FY 2014/15

Telephone: +66 (02) 229 2888 Facsimile: +66 (02) 654 5426 E-mail: tsdcallcenter@set.or.th

Date 9 February 2015 12 February 2015 31 March 2015 25 May 2015 28 May 2015

Notes: A

F

B

G

Data as of 6 February 2015. Source: Company and Bloomberg Based on exchange rate of 32.561 as of 6 February 2015 C Assumes no cost of concession payable by VGI to BTSC D Source: Bloomberg, data as of 6 February 2015 E Source: BTS Group Holding Public Co.Ltd. as of 27 January 2015

New par value (THB 4.0 per share) and numbers of new outstanding shares are effective since 7 Aug 2012 Source: BTS Group Holding Public Co.Ltd. as of 6 February 2015 Source: Bloomberg, data as of 6 February 2015 I Committed dividend / market capitalisation as of 6 February 2015 (THB 118.0bn) H

This document has been prepared and distributed by the Investor Relations Department of BTS Group Holdings Plc. (“BTSG�) solely for information purposes. It does not represent or constitute an offer, invitation, recommendation or solicitation to trade shares in BTSG and should not be relied on as such. Some of the information in this document has not been independently verified, and also includes information made available from public sources and other third party opinion or analyst. BTSG does not monitor or control the content of third party opinion or statements and does not endorse or accept any responsibility for the content or the use of any such opinion or statements. Thus, BTSG assumes no responsibility and makes no representations with respect to the accuracy and/or completeness of the information described herein.

None of BTSG or any of its agents, or all of their respective affiliates, or representatives shall have any liability (in negligence or otherwise) for any loss howsoever arising from any use of this document or its contents or otherwise arising in connection with this document. All information contained in this document is presented as of the date indicated within, and BTSG assumes no duty to confirm, revise or update the information. Certain statements in this document may be deemed to contain forward-looking statements, including the statements included or incorporated with the words "believe", "anticipate", "estimate", "target", or "hope", or that otherwise relate to objectives, strategies, plans, intentions, beliefs or expectations or that have been constructed as statements as to future performance or events. These forward-looking statements are not guarantees of future performance and involve risks and uncertainties that could cause actual results to differ materially from historical results or those anticipated at the time the forward-looking statements are made. Thus, BTSG assumes no responsibility and makes no representations with respect to the accuracy and/or completeness of the forward-looking statements. BTSG undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

prepared by Investor Relations department BTS Group Holdings PCL

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