TIDMSRE TIDMPCX
RNS Number : 4924T
Sirius Real Estate Limited
08 June 2009
8 June 2009
Sirius Real Estate Limited
Final Results
For the year ended 31 March 2009
Sirius Real Estate Limited (the "Group", the "Company" or "Sirius") is a real
estate company established to acquire large mixed-use commercial sites for
upgrading to flexible workspaces in Germany.
Highlights
Financial highlights
* Adjusted NAV per share 83.8c1 (31 March 2008: 95.8c)
* Property assets were revalued at EUR500.4 million (31 March 2009)
* Adjusted profit after tax of EUR4.9 million2
* Adjusted EPS of 1.60c2 per share
* LTV across the portfolio at 54.8% (31 March 2009)
Operating highlights
* Signed new leases (excluding renewals) on 55,900 m² at EUR4.50 per m² per month
* Signed four new development deals adding 2,665 m² at a return on cost of 13.3%
and since the year end signed two further development deals adding 1,795 m² at a
return on cost of 10.4%
* Business remains operationally cash flow positive
* Occupancy at 74% while average rate per m² increased from EUR3.84 to EUR4.15
* Signed banking facilities of EUR224 million in the year at an average cost of
borrowing of 5.31%
* Banking facilities combined with existing cash provides sufficient capital for
Sirius to maintain refurbishment and development programme
* Acquired nine properties for EUR139.7 million in mid 2008; now wholly focused on
maximising the potential of the portfolio with no immediate plans for further
acquisitions
1 Excluding deferred tax and change in fair value of derivative financial
instruments.
2 Excluding revaluation, related deferred tax and change in fair value of
derivative financial instruments.
Dick Kingston, Chairman of Sirius Real Estate Limited, said: "This is a
challenging environment for real estate companies, however, these results
demonstrate the resilience of the Sirius business model as we achieve increases
in average rents from EUR3.84 to EUR4.15 per m² through our programme of
transforming the portfolio into modern flexible workspaces. Tenant demand
remains encouraging and we continue to receive a high level of enquiries, helped
by our ability to offer a quality, affordable, and flexible product, a key
advantage in the current market."
A copy of the presentation to investors will be available on the Group's website
at www.sirius-real-estate.com
Enquiries:
+--------------------------+--------------------------+--------------------------+
| Principle Capital Sirius | Kevin Oppenheim | 020 7632 4130 |
| Real Estate Asset | Alistair Marks | |
| Management Limited | | |
+--------------------------+--------------------------+--------------------------+
| Cardew Group | Tim Robertson | 020 7930 0777 |
| | Shan Shan Willenbrock | |
| | Catherine Maitland | |
+--------------------------+--------------------------+--------------------------+
Chairman's statement
Introduction
I am pleased to announce the Group's full year results for the year ended 31
March 2009. We are now wholly focused on asset managing the portfolio of 38
business parks across Germany, which are being successfully transformed to
maximise income and create value. There is now clear evidence that Sirius is
achieving impressive rental growth from the relatively low levels we inherited.
Our growing asset management team continues to attract encouraging levels of
tenant demand with inquiry levels now consistently around 100 per week. Over the
year the average rent achieved per m² has increased from EUR3.84 to EUR4.15. Uplift
in rent is the Group's key performance metric as it demonstrates the Group's
ability to add significant value to the properties acquired.
In mid 2008, the Group acquired nine properties plus an additional building at
our Nabern site (near Stuttgart) for a total consideration of EUR139.7 million,
with a blended net initial yield of 8%. Including these acquisitions the Group
has now acquired 38 properties across Germany. The current lettable area of the
portfolio totals 1.1 million m², with substantial scope to create further
lettable area by developing on surplus land. The development opportunities
provide excellent returns on investment, with a total of nine new deals now
signed since IPO to date, all on a pre-let basis, adding 5,877m² at a 12.4%
initial return on cost. The asset management team is now fully focused on
maximizing the potential of the portfolio, and there are no immediate plans for
further acquisitions.
We continue to see extensive opportunities to create value by investing
strategically across the portfolio. The Sirius transformation is working well
and our position is strengthened by the fact that we have cash resources and
committed facilities of EUR70 million to fund this capital expenditure programme.
Results
Gross rental income for the period was EUR43.7 million. Excluding property
revaluations, the related deferred tax and write down of interest rate
derivatives, profit after tax for the period was EUR4.9 million. As at 31 March
2009, the portfolio of 38 properties had an annualised gross rent roll of
EUR42 million and total lettable area of circa 1.1 million m². Occupancy was 74%
at the year end which, as anticipated at acquisition, includes the principal
tenant at our Trippelsberg site in Dusseldorf moving out recently. Excluding
this, occupancy has remained broadly level with March 2008. Estimated rental
value at market rate on the vacant space is circa EUR14.3 million per annum.
The adjusted EPS, which excludes property revaluation, deferred tax and write
down of interest rate derivatives, was 1.6c.
Revaluation and Net Asset Value
As at 31 March 2009, the portfolio was valued independently by DTZ Zadelhoff Tie
Leung GmbH at EUR500.4 million. This represents a EUR42.7 million write off against
our profit for the period or a 7.9% like-for-like fall in values. Included in
the revaluation write off is EUR7.4 million of acquisition costs and EUR20.2 million
of capital expenditure ("capex"). This capex write-off represents a consistent
accounting approach whereby the value of the capex will be realised in future
periods. The balance of the write off relates to an outward movement in market
yields to reflect current market conditions.
The portfolio, including vacant space, is now valued on an average net initial
yield of 7% and an average capital value per m² of EUR453. The valuation takes no
account of the surplus land.
The adjusted net asset value per share, which excludes deferred tax and the
interest rate derivatives write down, was 83.8c as at 31 March 2009 (31 March
2008: 95.8c).
Finance
As at 31 March 2009 Sirius's borrowings excluding capitalised loan costs
totalled EUR274.2 million, ABN Amro Bank N.V. ("ABN") provide EUR99 million and
Landesbank Landesbank Berlin AG and Berlin-Hannoversche Hypothekenbank AG
("LBB") provide EUR175.2 million, representing an overall loan to value ratio
("LTV") of 54.8%.
As announced on 2 March 2009, the Group secured a new EUR45 million credit
facility with LBB. The facility is secured against properties currently valued
at EUR80.7 million. LBB agreed to consolidate the new credit facility with its two
existing facilities with Sirius for covenant testing purposes, creating an LTV
of 56% and sufficient headroom to withstand a 26.9% drop in property values for
the new enlarged facility. This, together with existing cash reserves, means the
Group has approximately EUR70 million to fund its ongoing programme of upgrading
and developing the portfolio as planned.
The Group's banking facilities are within their respective covenants with the
exception of one of the ABN facilities which, on the basis of our own
valuations, we believe would be in breach of its LTV covenant. The lender has
commissioned its own valuation reports which are yet to be finalised.
ABN finances two of Sirius's portfolios of which the second has significant
headroom. The intention is for these portfolios to be consolidated, after which
the values could withstand a further 17.8% decline before a breach would occur.
We are working with the lender to resolve this issue. There is no parent or
other guarantees or cross collateralisation with any properties outside this ABN
facility. In addition the Group has uncharged assets outside of these
facilities.
Dividend
As reported at the time of the Interim Results statement in December 2008, in
order to sustain investment in the Group's portfolio whilst also keeping LTV at
modest levels and ensuring cash resources are preserved, the Board decided to
keep dividend payments suspended. We will continue to review this policy.
Asset Manager
On 19 September 2008, the 48% interest in the Asset Manager previously held by
Dawnay, Day Group was purchased by Principle Capital Partners Limited
('Principle') and the Group, together with the Asset Manager, has been renamed
to reflect the changes that have taken place.
On 27 October 2008, the Group's name was changed to Sirius Real Estate Limited
(AIM: SRE), and the Group's website at which information required by rule 26 of
the AIM Rules is available, was changed to .
Outlook and Strategy
Sirius has established itself as the leading operator of business parks
providing flexible workspace in Germany to the SME sector and we continue to see
the benefits of our business model coming through, as evidenced by our ability
to increase rental income from relatively modest base levels.
Although market conditions are more difficult than a year ago, our Asset
Management team is extremely responsive to local conditions and tenant demands.
Our understanding of the local markets, combined with the flexibility of the
business model, means that we are able to tap into the considerable trend we
have identified of small start-up companies looking for affordable flexible
space; this in turn will allow us to benefit from their future growth.
Asset Manager's Report
Asset Management
Our Asset Management team in Germany is now completely focused on adding value
to the portfolio by progressing the transformation and development processes and
there are no immediate plans for acquisitions. We continue to work very closely
with current and prospective tenants and are continually looking
for new innovative flexible solutions for the occupational requirements of the
SME sector. As a result, demand for Sirius's affordable, good quality, flexible
workspace remains buoyant, with enquiry levels averaging at around 100 per week.
We achieved new lettings of 55,900 m² during the year and we had 74,737 m² of
space vacated. Importantly, the effects of the Sirius transformation continue to
be demonstrated by our ability to achieve higher rents; new lettings achieved an
average rental rate of EUR4.50 per m² compared to the EUR3.63 per m² that was being
achieved on the subsequently vacated space. Since the year end, during April and
May 2009, the Group generated further new lettings of 29,425 m². Much of this
space was technical and equipment rooms which would not have previously been
considered lettable. This further demonstrates our innovative ability to
maximise rental income from the space we acquire.
Having identified a high level of demand for small premises across the office,
storage and production sectors, Sirius has launched a new campaign that we have
labelled 'smartspace'. This initiative is run by a dedicated team which targets
start-up companies and very small businesses. We offer an integrated service for
office, production, and storage space requirements let on flexible terms in
sizes starting from 20 m² on terms from one month upwards, with the flexibility
to grow as their businesses progress and expand. The smartspace product is now
available at eight sites across the portfolio with the intention of running
smartspace offerings across the board.
The Asset Management team has now grown to 134 people and we continue to
strengthen our resources in sales, administration and property management.
Developing surplus land on a pre-let basis continues to be a key component of
the Group's strategy. As at 31 March 2009 a total of seven pre-let development
deals have been signed since IPO, creating an additional 4,082 m² of pre-let
space at a net initial yield on cost of 13%. Construction has been completed on
three of the signed deals all on budget and well within the timeframe agreed.
Since the year end, we have signed two further deals with ZK Glasbau in Maintal
and with OPC in Dusseldorf. Together the two new developments add 1,795 m² at a
net initial yield of 10.4%. We continue to see a healthy pipeline of development
deals.
Occupancy dropped at year end to 74% because at our Trippelsberg site in
Dusseldorf, the principal tenant, occupying 18,000 m², approximately 2% of the
Group's total lettable area, did not renew its lease. This site was acquired on
the basis that the tenant would vacate enabling the site to be sub divided,
refurbished and upgraded into multiple flexible work spaces providing the
opportunity to add significant value. The new signings in April and May 2009
will restore occupancy to 76%.
Acquisitions
During the period the Group acquired nine properties plus an additional building
at our Nabern site for a total consideration of EUR139.7 million. The focus of our
asset management team in Germany is now entirely centered on developing the
portfolio rather than on making further acquisitions.
Portfolio Analysis
As at 31 March 2009, the portfolio comprised 38 properties with a lettable area
of approximately 1.1 million m². The total rent roll of the portfolio, including
car parking income, now stands at EUR42 million for which the average remaining
lease length is 2.6 years. We have leases in place with 1,219 tenants across the
38 sites. The top five tenants are listed on the following table:
+------------------------+-----------+--+-----------+
| | Annual | | % of |
| | Rent | | Annual |
+------------------------+-----------+--+-----------+
| | EUR m | |Rent Roll |
+------------------------+-----------+--+-----------+
| | | | |
+------------------------+-----------+--+-----------+
| Siemens AG | 6.38 | | 15% |
+------------------------+-----------+--+-----------+
| GKN Aerospace GmbH | 1.96 | | 5% |
+------------------------+-----------+--+-----------+
| Dematic GmbH | 1.81 | | 4% |
+------------------------+-----------+--+-----------+
| VAG-Armaturen GmbH | 1.28 | | 3% |
+------------------------+-----------+--+-----------+
| British American | 1.16 | | 3% |
| Tobacco | | | |
+------------------------+-----------+--+-----------+
The average net yield of the portfolio as at 31 March 2009 was 6.9% which
reverts to 10.6% if the vacant space was let at market value.The 1.1 million m²
of lettable space is made up of 23% office, 30% production, 29% storage, 3%
retail and 15% other. At 31 March 2009 we had 290,000 m² of vacant space which
was predominantly office (25%) and production/storage (47%).
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2009
+----------------+--------+----------+----------+
| | | Year | 20 |
| | | ended | February |
| | | | 2007 |
+----------------+--------+----------+----------+
| | | 31 | to 31 |
| | | March | March |
| | | 2009 | 2008 |
+----------------+--------+----------+----------+
| | Notes | EUR000 | EUR000 |
+----------------+--------+----------+----------+
| Gross | 2 | 43,742 | 20,609 |
| rental | | | |
| income | | | |
+----------------+--------+----------+----------+
| Direct | 3 | (19,271) | (6,211) |
| costs | | | |
+----------------+--------+----------+----------+
| Net | | 24,471 | 14,398 |
| rental | | | |
| income | | | |
+----------------+--------+----------+----------+
| Deficit | 8 | (42,721) | (12,624) |
| on | | | |
| revaluation | | | |
| of | | | |
| investment | | | |
| properties | | | |
+----------------+--------+----------+----------+
| Administrative | 3 | (5,159) | (2,312) |
| expenses | | | |
+----------------+--------+----------+----------+
| Other | 3 | (947) | (565) |
| expenses | | | |
+----------------+--------+----------+----------+
| Operating | | (24,356) | (1,103) |
| loss | | | |
+----------------+--------+----------+----------+
| Finance | 4 | 1,714 | 3,796 |
| income | | | |
+----------------+--------+----------+----------+
| Finance | 4 | (15,219) | (4,268) |
| expense | | | |
+----------------+--------+----------+----------+
| Change | | (13,523) | - |
| in | | | |
| fair | | | |
| value | | | |
| of | | | |
| derivative | | | |
| financial | | | |
| instruments | | | |
+----------------+--------+----------+----------+
| Loss | | (51,384) | (1,575) |
| before | | | |
| tax | | | |
+----------------+--------+----------+----------+
| Taxation | 5 | (1,283) | (2,862) |
+----------------+--------+----------+----------+
| Loss | | (52,667) | (4,437) |
| for | | | |
| the | | | |
| period | | | |
+----------------+--------+----------+----------+
| Attributable | | | |
| to: | | | |
+----------------+--------+----------+----------+
| Equity | | (51,989) | (3,980) |
| holders | | | |
| of the | | | |
| parent | | | |
+----------------+--------+----------+----------+
| Minority | | (678) | (457) |
| interests | | | |
+----------------+--------+----------+----------+
| Loss | | (52,667) | (4,437) |
| for | | | |
| the | | | |
| period | | | |
+----------------+--------+----------+----------+
| Earnings | | | |
| per | | | |
| share | | | |
+----------------+--------+----------+----------+
| Basic | 6 | (17.05)c | (1.47)c |
| and | | | |
| diluted, | | | |
| for loss | | | |
| for the | | | |
| year/ | | | |
| period | | | |
| attributable | | | |
| to ordinary | | | |
| equity | | | |
| holders of | | | |
| the Parent | | | |
| Company | | | |
+----------------+--------+----------+----------+
CONSOLIDATED BALANCE SHEET
AS AT 31 MARCH 2009
+------------------+--------+-----------+-----------+
| | | 2009 | 2008 |
+------------------+--------+-----------+-----------+
| | Notes | EUR000 | EUR000 |
+------------------+--------+-----------+-----------+
| Non-current | | | |
| assets | | | |
+------------------+--------+-----------+-----------+
| Investment | 8 | 500,400 | 375,950 |
| properties | | | |
+------------------+--------+-----------+-----------+
| Assets | 9 | 2,222 | - |
| under | | | |
| construction | | | |
+------------------+--------+-----------+-----------+
| Plant | | 3,452 | 3,236 |
| and | | | |
| equipment | | | |
+------------------+--------+-----------+-----------+
| Total | | 506,074 | 379,186 |
| non-current | | | |
| assets | | | |
+------------------+--------+-----------+-----------+
| Current | | | |
| assets | | | |
+------------------+--------+-----------+-----------+
| Trade | 10 | 7,586 | 14,116 |
| and | | | |
| other | | | |
| receivables | | | |
+------------------+--------+-----------+-----------+
| Prepayments | | 136 | 446 |
+------------------+--------+-----------+-----------+
| Cash | 11 | 29,652 | 49,523 |
| and | | | |
| cash | | | |
| equivalents | | | |
+------------------+--------+-----------+-----------+
| Total | | 37,374 | 64,085 |
| current | | | |
| assets | | | |
+------------------+--------+-----------+-----------+
| Total | | 543,448 | 443,271 |
| assets | | | |
+------------------+--------+-----------+-----------+
| Current | | | |
| liabilities | | | |
+------------------+--------+-----------+-----------+
| Trade | 12 | (18,248) | (12,497) |
| and | | | |
| other | | | |
| payables | | | |
+------------------+--------+-----------+-----------+
| Interest-bearing | 13 | (102,447) | (24,515) |
| loans and | | | |
| borrowings | | | |
+------------------+--------+-----------+-----------+
| Current | | (1,663) | (1,013) |
| tax | | | |
| liabilities | | | |
+------------------+--------+-----------+-----------+
| Derivative | | (13,523) | - |
| financial | | | |
| instruments | | | |
+------------------+--------+-----------+-----------+
| Total | | (135,881) | (38,025) |
| current | | | |
| liabilities | | | |
+------------------+--------+-----------+-----------+
| Non-current | | | |
| liabilities | | | |
+------------------+--------+-----------+-----------+
| Interest-bearing | 13 | (167,821) | (97,419) |
| loans and | | | |
| borrowings | | | |
+------------------+--------+-----------+-----------+
| Deferred | 5 | (2,482) | (1,849) |
| tax | | | |
| liabilities | | | |
+------------------+--------+-----------+-----------+
| Total | | (170,303) | (99,268) |
| non-current | | | |
| liabilities | | | |
+------------------+--------+-----------+-----------+
| Total | | (306,184) | (137,293) |
| liabilities | | | |
+------------------+--------+-----------+-----------+
| Net | | 237,264 | 305,978 |
| assets | | | |
+------------------+--------+-----------+-----------+
| Equity | | | |
| | | | |
+------------------+--------+-----------+-----------+
| Issued | 14 | - | - |
| capital | | | |
+------------------+--------+-----------+-----------+
| Share | | - | - |
| premium | | | |
+------------------+--------+-----------+-----------+
| Other | | 300,111 | 311,625 |
| distributable | | | |
| reserve | | | |
+------------------+--------+-----------+-----------+
| Retained | | (63,780) | (7,258) |
| earnings | | | |
+------------------+--------+-----------+-----------+
| Total | | 236,331 | 304,367 |
| equity | | | |
| attributable | | | |
| to the | | | |
| equity | | | |
| holders of | | | |
| the Parent | | | |
| Company | | | |
+------------------+--------+-----------+-----------+
| Minority | | 933 | 1,611 |
| interests | | | |
+------------------+--------+-----------+-----------+
| Total | | 237,264 | 305,978 |
| equity | | | |
+------------------+--------+-----------+-----------+
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR YEAR ENDED 31 MARCH 2009
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| | | | | | | Total | | |
| | | | | | | equity | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| | | | | | | attributable | | |
| | | | | | | to | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| | | | | | | the | | |
| | | | | | | equity | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| | | | | Other | | holders | | |
| | | | | | | of | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| | | Issued | Share | distributable | Retained | the | Minority | Total |
| | | | | | | parent | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| | | capital | premium | reserve | earnings | company | interests | equity |
| | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Group | Notes | EUR000 | EUR000 | EUR000 | EUR000 | EUR000 | EUR000 | EUR000 |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| As at | | - | - | - | - | - | - | - |
| 20 | | | | | | | | |
| February | | | | | | | | |
| 2007 | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Loss | | - | - | - | (3,980) | (3,980) | (457) | (4,437) |
| for | | | | | | | | |
| the | | | | | | | | |
| period | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Issue | 14 | - | 327,800 | - | - | 327,800 | - | 327,800 |
| of | | | | | | | | |
| share | | | | | | | | |
| capital | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Transaction | | - | (10,460) | - | - | (10,460) | - | (10,460) |
| costs of | | | | | | | | |
| share issue | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Court | | - | (317,340) | 317,340 | - | - | - | - |
| approved | | | | | | | | |
| capital | | | | | | | | |
| reduction | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Minority | | - | - | - | - | - | 2,068 | 2,068 |
| interests | | | | | | | | |
| in | | | | | | | | |
| companies | | | | | | | | |
| acquired | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Own | | - | - | (5,715) | - | (5,715) | - | (5,715) |
| shares | | | | | | | | |
| acquired | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Equity | 15 | - | - | - | (3,278) | (3,278) | - | (3,278) |
| dividends | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| As at | | - | - | 311,625 | (7,258) | 304,367 | 1,611 | 305,978 |
| 31 | | | | | | | | |
| March | | | | | | | | |
| 2008 | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Loss | | - | - | - | (51,989) | (51,989) | (678) | (52,667) |
| for | | | | | | | | |
| the | | | | | | | | |
| period | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Own | | - | - | (11,514) | - | (11,514) | - | (11,514) |
| shares | | | | | | | | |
| acquired | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| Equity | 15 | - | - | - | (4,533) | (4,533) | - | (4,533) |
| dividends | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
| As at | | - | - | 300,111 | (63,780) | 236,331 | 933 | 237,264 |
| 31 | | | | | | | | |
| March | | | | | | | | |
| 2009 | | | | | | | | |
+-------------+--------+---------+-----------+---------------+----------+--------------+-----------+----------+
CONSOLIDATED CASH FLOW STATEMENT
FOR THE YEAR ENDED 31 MARCH 2009
+--------------+--------+-----------+-----------+
| | | Year | 20 |
| | | ended | February |
| | | | 2007 |
+--------------+--------+-----------+-----------+
| | | 31 | to 31 |
| | | March | March |
| | | 2009 | 2008 |
+--------------+--------+-----------+-----------+
| | Notes | EUR000 | EUR000 |
+--------------+--------+-----------+-----------+
| Operating | | | |
| activities | | | |
+--------------+--------+-----------+-----------+
| Loss | | (51,384) | (1,575) |
| before | | | |
| tax | | | |
+--------------+--------+-----------+-----------+
| Deficit | 8 | 42,721 | 12,624 |
| on | | | |
| revaluation | | | |
| of | | | |
| investment | | | |
| properties | | | |
+--------------+--------+-----------+-----------+
| Deficit | | 13,523 | - |
| on | | | |
| revaluation | | | |
| of | | | |
| derivative | | | |
| financial | | | |
| instruments | | | |
+--------------+--------+-----------+-----------+
| Depreciation | 3 | 416 | 43 |
+--------------+--------+-----------+-----------+
| Finance | 4 | (1,714) | (3,796) |
| income | | | |
+--------------+--------+-----------+-----------+
| Finance | 4 | 15,219 | 4,268 |
| expense | | | |
+--------------+--------+-----------+-----------+
| Cash | | 18,781 | 11,564 |
| flows | | | |
| from | | | |
| operations | | | |
| before | | | |
| changes in | | | |
| working | | | |
| capital | | | |
+--------------+--------+-----------+-----------+
| Changes | | | |
| in | | | |
| working | | | |
| capital | | | |
+--------------+--------+-----------+-----------+
| Increase | | (2,228) | (5,863) |
| in trade | | | |
| and | | | |
| other | | | |
| receivables | | | |
+--------------+--------+-----------+-----------+
| Increase | | 3,791 | 9,416 |
| in trade | | | |
| and | | | |
| other | | | |
| payables | | | |
+--------------+--------+-----------+-----------+
| Cash | | 20,344 | 15,117 |
| flows | | | |
| from | | | |
| operating | | | |
| activities | | | |
+--------------+--------+-----------+-----------+
| Investing | | | |
| activities | | | |
+--------------+--------+-----------+-----------+
| Purchase | | (138,187) | (387,507) |
| of | | | |
| investment | | | |
| properties | | | |
+--------------+--------+-----------+-----------+
| Development | | (22,137) | (5,791) |
| expenditure | | | |
+--------------+--------+-----------+-----------+
| Purchase | | (722) | (3,278) |
| of plant | | | |
| and | | | |
| equipment | | | |
+--------------+--------+-----------+-----------+
| Proceeds | | 89 | - |
| on | | | |
| disposal | | | |
| of Plant | | | |
| and | | | |
| Equipment | | | |
+--------------+--------+-----------+-----------+
| Interest | | 1,703 | 3,796 |
| received | | | |
+--------------+--------+-----------+-----------+
| Cash | | (159,254) | (392,780) |
| flows | | | |
| from | | | |
| investing | | | |
| activities | | | |
+--------------+--------+-----------+-----------+
| Financing | | | |
| activities | | | |
+--------------+--------+-----------+-----------+
| Dividends | 15 | (4,533) | (3,278) |
| paid to | | | |
| equity | | | |
| holders | | | |
| of the | | | |
| Parent | | | |
| Company | | | |
+--------------+--------+-----------+-----------+
| Proceeds | | - | 327,800 |
| from | | | |
| issue of | | | |
| share | | | |
| capital | | | |
+--------------+--------+-----------+-----------+
| Transaction | | - | (10,460) |
| costs of | | | |
| share issue | | | |
+--------------+--------+-----------+-----------+
| Purchase | | (11,514) | (5,715) |
| of own | | | |
| share | | | |
| capital | | | |
+--------------+--------+-----------+-----------+
| Proceeds | | 178,110 | 121,717 |
| from | | | |
| loans | | | |
+--------------+--------+-----------+-----------+
| Repayment | | (29,309) | (223) |
| of loans | | | |
+--------------+--------+-----------+-----------+
| Finance | | (13,715) | (2,655) |
| charges | | | |
| paid | | | |
+--------------+--------+-----------+-----------+
| Cash | | 119,039 | 427,186 |
| flows | | | |
| from | | | |
| financing | | | |
| activities | | | |
+--------------+--------+-----------+-----------+
| (Decrease)/ | | (19,871) | 49,523 |
| Increase in | | | |
| cash and | | | |
| cash | | | |
| equivalents | | | |
+--------------+--------+-----------+-----------+
| Cash | 11 | 49,523 | - |
| and | | | |
| cash | | | |
| equivalents | | | |
| at the | | | |
| beginning | | | |
| of the | | | |
| year/ | | | |
| period | | | |
+--------------+--------+-----------+-----------+
| Cash | | 29,652 | 49,523 |
| and | | | |
| cash | | | |
| equivalents | | | |
| at the end | | | |
| of the | | | |
| year/ | | | |
| period | | | |
+--------------+--------+-----------+-----------+
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2009
1. BASIS OF PREPERATION
The financial information is abridged and does not constitute the Group's full
Financial Statements for the year ended 31 March 2009, but has been prepared
under International Financial Reporting Standards ("IFRS") as adopted by the EU.
2. REVENUE
+------------+--------+----------+
| | Year | 20 |
| | ended | February |
| | | 2007 |
+------------+--------+----------+
| | 31 | to 31 |
| | March | March |
| | 2009 | 2008 |
+------------+--------+----------+
| | EUR000 | EUR000 |
+------------+--------+----------+
| Rental | 43,742 | 20,609 |
| income | | |
| from | | |
| investment | | |
| properties | | |
+------------+--------+----------+
3. OPERATING LOSS
The following items have been charged or (credited) in arriving at operating
loss:
Direct costs
+---------------+--------+----------+----------+
| | | Year | 20 |
| | | ended | February |
| | | | 2007 |
+---------------+--------+----------+----------+
| | | 31 | to 31 |
| | | March | March |
| | | 2009 | 2008 |
+---------------+--------+----------+----------+
| | | EUR000 | EUR000 |
+---------------+--------+----------+----------+
| | | | |
+---------------+--------+----------+----------+
| Service | | (18,965) | (7,905) |
| charge | | | |
| income | | | |
+---------------+--------+----------+----------+
| Service | | 33,633 | 12,023 |
| charge | | | |
| expenditure | | | |
| and other | | | |
| property | | | |
| costs | | | |
+---------------+--------+----------+----------+
| Irrecoverable | | 14,668 | 4,118 |
| property | | | |
| costs | | | |
+---------------+--------+----------+----------+
| | | | |
+---------------+--------+----------+----------+
| Property | | 1,496 | 858 |
| management | | | |
| fee | | | |
+---------------+--------+----------+----------+
| Asset | | 2,834 | 1,235 |
| management | | | |
| fee | | | |
+---------------+--------+----------+----------+
| Development | | 273 | - |
| fee | | | |
+---------------+--------+----------+----------+
| | | 19,271 | 6,211 |
+---------------+--------+----------+----------+
Administrative expenses
+----------------+--------+----------+
| | Year | 20 |
| | ended | February |
| | | 2007 |
+----------------+--------+----------+
| | 31 | to 31 |
| | March | March |
| | 2009 | 2008 |
+----------------+--------+----------+
| | EUR000 | EUR000 |
+----------------+--------+----------+
| Audit | 253 | 292 |
| fee | | |
+----------------+--------+----------+
| Legal | 2,763 | 1,241 |
| and | | |
| professional | | |
| fees | | |
+----------------+--------+----------+
| Other | 2,143 | 779 |
| administration | | |
| costs | | |
+----------------+--------+----------+
| | 5,159 | 2,312 |
+----------------+--------+----------+
Included in administrative expenses is EUR155,000 (2008: nil) receivable by the
auditors and their associates in respect of other non?audit services.
Other expenses
+--------------+--------+----------+
| | Year | 20 |
| | ended | February |
| | | 2007 |
+--------------+--------+----------+
| | 31 | to 31 |
| | March | March |
| | 2009 | 2008 |
+--------------+--------+----------+
| | EUR000 | EUR000 |
+--------------+--------+----------+
| Directors' | 214 | 220 |
| fees | | |
+--------------+--------+----------+
| Depreciation | 416 | 43 |
+--------------+--------+----------+
| Bank | 120 | 216 |
| fees | | |
+--------------+--------+----------+
| Marketing, | 197 | 86 |
| insurance | | |
| and other | | |
| expenses | | |
+--------------+--------+----------+
| | 947 | 565 |
+--------------+--------+----------+
4. FINANCE REVENUE AND EXPENSE
+--------------+----------+----------+
| | Year | 20 |
| | ended | February |
| | | 2007 |
+--------------+----------+----------+
| | 31 | to 31 |
| | March | March |
| | 2009 | 2008 |
+--------------+----------+----------+
| | EUR000 | EUR000 |
+--------------+----------+----------+
| Bank | 1,714 | 3,796 |
| interest | | |
| receivable | | |
+--------------+----------+----------+
| Finance | 1,714 | 3,796 |
| revenue | | |
+--------------+----------+----------+
| Bank | (14,232) | (3,828) |
| interest | | |
| payable | | |
+--------------+----------+----------+
| Amortisation | (987) | (440) |
| of | | |
| capitalised | | |
| finance | | |
| costs | | |
+--------------+----------+----------+
| Finance | (15,219) | (4,268) |
| expense | | |
+--------------+----------+----------+
| Net | (13,505) | (472) |
| finance | | |
| expense | | |
+--------------+----------+----------+
5. TAXATION
Consolidated income statement
+-------------+--------+----------+
| | Year | 20 |
| | ended | February |
| | | 2007 |
+-------------+--------+----------+
| | 31 | to 31 |
| | March | March |
| | 2009 | 2008 |
+-------------+--------+----------+
| | EUR000 | EUR000 |
+-------------+--------+----------+
| Current | | |
| income | | |
| tax | | |
+-------------+--------+----------+
| Current | 650 | 1,013 |
| income | | |
| tax | | |
| charge | | |
+-------------+--------+----------+
| Deferred | | |
| tax | | |
+-------------+--------+----------+
| Relating | 633 | 1,849 |
| to | | |
| origination | | |
| and | | |
| reversal of | | |
| temporary | | |
| differences | | |
+-------------+--------+----------+
| | 633 | 1,849 |
+-------------+--------+----------+
| Income | 1,283 | 2,862 |
| tax | | |
| expense | | |
| reported | | |
| in the | | |
| income | | |
| statement | | |
+-------------+--------+----------+
The income tax rate applicable to the Company in Guernsey is nil. The current
income tax charge of EUR 650,000 represents tax charges on profit arising in
Germany, that is subject to corporate income tax of 15.83%. The effective income
tax rate for the period differs from the standard rate of corporation tax in
Germany, the differences are explained below:
+-------------+----------+----------+
| | Year | 20 |
| | ended | February |
| | | 2007 |
+-------------+----------+----------+
| | 31 | to 31 |
| | March | March |
| | 2009 | 2008 |
+-------------+----------+----------+
| | EUR000 | EUR000 |
+-------------+----------+----------+
| Loss | (51,384) | (1,575) |
| before | | |
| tax | | |
+-------------+----------+----------+
| Loss | (8,132) | (370) |
| before | | |
| tax | | |
| multiplied | | |
| by rate of | | |
| corporation | | |
| tax in | | |
| Germany of | | |
| 15.825% | | |
| (2008: | | |
| 23.5%) | | |
+-------------+----------+----------+
| Effects | | |
| of: | | |
+-------------+----------+----------+
| Income | 340 | (408) |
| exempt | | |
| from | | |
| tax | | |
+-------------+----------+----------+
| Expenses | (336) | (964) |
| deductible | | |
| for tax | | |
| purposes | | |
+-------------+----------+----------+
| Non-taxable | 8,901 | 2,966 |
| items | | |
| including | | |
| revaluation | | |
| movements | | |
+-------------+----------+----------+
| Other | (123) | (211) |
+-------------+----------+----------+
| Total | 650 | 1,013 |
| income | | |
| tax | | |
| expense | | |
| in the | | |
| income | | |
| statement | | |
| (as | | |
| above) | | |
+-------------+----------+----------+
Deferred tax liability
+-------------+--------+--------+
| | 2009 | 2008 |
+-------------+--------+--------+
| | EUR000 | EUR000 |
+-------------+--------+--------+
| As at | 1,849 | - |
| 31 | | |
| March | | |
| 2008/ | | |
| 20 | | |
| February | | |
| 2007 | | |
+-------------+--------+--------+
| Revaluation | 633 | 1,849 |
| of | | |
| investment | | |
| properties | | |
| to fair | | |
| value | | |
+-------------+--------+--------+
| Balance | 2,482 | 1,849 |
| as at | | |
| 31 | | |
| March | | |
+-------------+--------+--------+
The Group has tax losses of EUR16,692,191 that are available for offset against
future profits of its subsidaries in which the losses arose. Deferred tax assets
have not been recognised in respect of the revaluation losses as they may not be
used to offset taxable profits elsewhere in the Group.
There are no income tax consequences for the Company attaching to the payment of
dividends in the period by the Company to its shareholders.
6. EARNINGS PER SHARE
The calculation of the basic, diluted and adjusted earnings per share is based
on the following data:
+--------------+-------------+-------------+
| | Year | 20 |
| | ended | February |
| | | 2007 |
+--------------+-------------+-------------+
| | 31 | to 31 |
| | March | March |
| | 2009 | 2008 |
+--------------+-------------+-------------+
| | EUR000 | EUR000 |
+--------------+-------------+-------------+
| Earnings | | |
+--------------+-------------+-------------+
| | | |
+--------------+-------------+-------------+
| Loss | (51,989) | (3,980) |
| for | | |
| the | | |
| period | | |
| attributable | | |
| to the | | |
| equity | | |
| holders of | | |
| the parent | | |
+--------------+-------------+-------------+
| Basic | (51,989) | (3,980) |
| and | | |
| diluted | | |
| earnings | | |
+--------------+-------------+-------------+
| | | |
+--------------+-------------+-------------+
| Add | 43,354 | 14,100 |
| back | | |
| revaluation | | |
| deficits | | |
| (net of | | |
| related | | |
| tax) | | |
+--------------+-------------+-------------+
| Add | 13,523 | - |
| back | | |
| change | | |
| in | | |
| fair | | |
| value | | |
| of | | |
| derivative | | |
| instruments | | |
+--------------+-------------+-------------+
| Adjusted | 4,888 | 10,120 |
| earnings | | |
+--------------+-------------+-------------+
| | | |
+--------------+-------------+-------------+
| Number | | |
| of | | |
| shares | | |
+--------------+-------------+-------------+
| Weighted | 304,840,217 | 270,580,362 |
| average | | |
| number | | |
| of | | |
| ordinary | | |
| shares | | |
| for the | | |
| purpose | | |
| of basic | | |
| earnings | | |
| per | | |
| share | | |
+--------------+-------------+-------------+
| Weighted | 304,840,217 | 327,119,543 |
| average | | |
| of | | |
| ordinary | | |
| shares | | |
| for the | | |
| purpose | | |
| of | | |
| adjusted | | |
| earnings | | |
| per | | |
| share | | |
+--------------+-------------+-------------+
| Basic | (17.05)c | (1.47)c |
| earnings | | |
| per | | |
| share | | |
+--------------+-------------+-------------+
| Adjusted | 1.60c | 3.09c |
| earnings | | |
| per | | |
| share | | |
+--------------+-------------+-------------+
The number of shares has been reduced by 25,576,824 shares (2008: 8,086,824)
that are held by the Company as Treasury Shares at 31 March 2009, for the
calculation of basic and adjusted earning per share.
The Directors have chosen to disclose adjusted earnings per share in order to
provide a better indication of the Group's underlying business performance;
accordingly it excludes the effect of deferred tax and the revaluation deficits
on the investment properties and derivative instruments.
As there are no share options in issue, the diluted earnings per share is
identical to the basic earnings per share.
7. NET ASSETS PER SHARE
+--------------+-------------+-------------+
| | 2009 | 2008 |
+--------------+-------------+-------------+
| | EUR000 | EUR000 |
+--------------+-------------+-------------+
| Net | | |
| assets | | |
+--------------+-------------+-------------+
| Net | 237,264 | 304,367 |
| assets | | |
| for | | |
| the | | |
| purpose | | |
| of | | |
| assets | | |
| per | | |
| share | | |
| (assets | | |
| attributable | | |
| to the | | |
| equity | | |
| holders of | | |
| the parent) | | |
+--------------+-------------+-------------+
| Deferred | 2,482 | 1,849 |
| tax | | |
| arising | | |
| on | | |
| revaluation | | |
| surplus | | |
+--------------+-------------+-------------+
| Derivative | 13,523 | - |
| financial | | |
| instruments | | |
+--------------+-------------+-------------+
| Adjusted | 253,269 | 306,216 |
| net | | |
| assets | | |
| attributable | | |
| to equity | | |
| holders of | | |
| the parent | | |
+--------------+-------------+-------------+
| | | |
+--------------+-------------+-------------+
| Number | | |
| of | | |
| shares | | |
+--------------+-------------+-------------+
| Number | 302,223,176 | 319,713,176 |
| of | | |
| ordinary | | |
| shares | | |
| for the | | |
| purpose | | |
| of net | | |
| assets | | |
| per | | |
| share | | |
+--------------+-------------+-------------+
| Net | 78.51c | 95.20c |
| assets | | |
| per | | |
| share | | |
+--------------+-------------+-------------+
| Adjusted | 83.80c | 95.78c |
| net | | |
| assets | | |
| per | | |
| share | | |
+--------------+-------------+-------------+
The number of shares has been reduced by 25,576,824 shares (2008: 8,086,824)
that are held by the Company as Treasury Shares at 31 March 2009, for the
calculation of basic and adjusted net assets per share.
As there are no share options, the diluted net assets per share is identical to
net assets per share.
8. INVESTMENT PROPERTIES
+-------------+----------+----------+
| | 2009 | 2008 |
+-------------+----------+----------+
| | EUR000 | EUR000 |
+-------------+----------+----------+
| As at | 375,950 | - |
| 31 | | |
| March | | |
| 2008/ | | |
| 20 | | |
| February | | |
| 2007 | | |
+-------------+----------+----------+
| Additions | 167,171 | 388,574 |
+-------------+----------+----------+
| Deficit | (42,721) | (12,624) |
| on | | |
| revaluation | | |
+-------------+----------+----------+
| Balance | 500,400 | 375,950 |
| as at | | |
| 31 | | |
| March | | |
+-------------+----------+----------+
The fair value of the Group's investment properties at 31 March 2009 has been
arrived at on the basis of a valuation carried out by DTZ Zadelhoff Tie Leung
GmbH, an independent valuer.
The value of each of the properties has been assessed in accordance with the
RICS Valuation Standards on the basis of Market Value. Market Value was
primarily derived using a ten-year discounted cash flow model supported by
comparable evidence. The discounted cash flow calculation is a valuation of
rental income considering non-recoverable costs and applying a discount rate for
the current income risk over a ten-year period. After ten years a determining
residual value (exit scenario) is calculated.
9. ASSETS UNDER CONSTRUCTION
+-----------+--------+--------+
| | 2009 | 2008 |
+-----------+--------+--------+
| | EUR000 | EUR000 |
+-----------+--------+--------+
| As at | - | - |
| 31 | | |
| March | | |
| 2008/ | | |
| 20 | | |
| February | | |
| 2007 | | |
+-----------+--------+--------+
| Additions | 2,222 | - |
+-----------+--------+--------+
| Balance | 2,222 | - |
| as at | | |
| 31 | | |
| March | | |
+-----------+--------+--------+
10. TRADE AND OTHER RECEIVABLES
+-------------+--------+--------+
| | 2009 | 2008 |
+-------------+--------+--------+
| | EUR000 | EUR000 |
+-------------+--------+--------+
| Trade | 2,343 | 4,082 |
| receivables | | |
+-------------+--------+--------+
| Other | 5,243 | 10,034 |
| receivables | | |
+-------------+--------+--------+
| | 7,586 | 14,116 |
+-------------+--------+--------+
11. CASH AND CASH EQUIVALENTS
+------------+--------+--------+
| | 2009 | 2008 |
+------------+--------+--------+
| | EUR000 | EUR000 |
+------------+--------+--------+
| Cash | 29,652 | 20,523 |
| at | | |
| banks | | |
| and in | | |
| hand | | |
+------------+--------+--------+
| Short-term | - | 29,000 |
| deposits | | |
+------------+--------+--------+
| | 29,652 | 49,523 |
+------------+--------+--------+
Cash at banks earn interest at floating rates based on daily bank deposit rates.
The fair value of cash and short?term deposits is EUR29,652,000 (2008:
EUR49,523,000).
As at 31 March 2009, EUR5,556,149 (2008: EUR5,340,109) of cash is held in blocked
accounts. Of these EUR4,937,096 (2008: EUR5,087,208) are under the control of
lenders who have made loans to the Group to be used for capital expenditure on
the properties. Balances relating to deposits received from tenants total
EUR619,053 (2008: EUR252,901).
The Group has EUR45 million immediately available to drawdown on one of its debt
facilities (see note 13).
12. TRADE AND OTHER PAYABLES
+----------+--------+--------+
| | 2009 | 2008 |
+----------+--------+--------+
| | EUR000 | EUR000 |
+----------+--------+--------+
| Trade | 3,970 | 4,238 |
| payables | | |
+----------+--------+--------+
| Accrued | 4,405 | 4,433 |
| expenses | | |
+----------+--------+--------+
| Accrued | 1,675 | 1,172 |
| interest | | |
+----------+--------+--------+
| Other | 3,698 | 701 |
| payables | | |
+----------+--------+--------+
| Related | 4,500 | 1,953 |
| party | | |
| payables | | |
+----------+--------+--------+
| | 18,248 | 12,497 |
+----------+--------+--------+
Terms and conditions of the above financial liabilities:
* trade payables are non?interest bearing and it is the Group's policy to pay
within the stated terms which vary from 14-60 days; and
* other payables are non?interest bearing and as above are paid within stated
terms.
13. INTEREST?BEARING LOANS AND BORROWINGS
+---------------------+------------+----------+---------+---------+
| | Effective | | | |
+---------------------+------------+----------+---------+---------+
| | interest | | 2009 | 2008 |
+---------------------+------------+----------+---------+---------+
| | rate % | Maturity | EUR000 | EUR000 |
+---------------------+------------+----------+---------+---------+
| Current | | | | |
+---------------------+------------+----------+---------+---------+
| ABN | 5.45 | 15 | 98,963 | 1,332 |
| Amro | | October | | |
| loan* | | 2012 | | |
+---------------------+------------+----------+---------+---------+
| Helaba | 4.86 | 31 May | - | 8,031 |
| loan - | | 2008 | | |
| fixed | | | | |
| rate | | | | |
| facility | | | | |
+---------------------+------------+----------+---------+---------+
| Helaba | Floating | 31 May | - | 15,710 |
| loan - | | 2008 | | |
| floating | | | | |
| rate | | | | |
| facility | | | | |
+---------------------+------------+----------+---------+---------+
| Berlin-Hannoversche | 5.46 | 31 | 1,010 | - |
| Hypothekenbank AG | | March | | |
| loan - fixed rate | | 2013 | | |
| facility | | | | |
+---------------------+------------+----------+---------+---------+
| Berlin-Hannoversche | Hedged | 31 | 3,519 | - |
| Hypothekenbank AG | floating** | March | | |
| loan - hedged | | 2013 - | | |
| floating rate | | 30 | | |
| facility | | June | | |
| | | 2013 | | |
+---------------------+------------+----------+---------+---------+
| Capitalised | | | (1,045) | (558) |
| finance | | | | |
| charges on | | | | |
| all loans | | | | |
+---------------------+------------+----------+---------+---------+
| | | | 102,447 | 24,515 |
+---------------------+------------+----------+---------+---------+
| Non-current | | | | |
+---------------------+------------+----------+---------+---------+
| ABN | 5.45 | 15 | - | 99,397 |
| Amro | | October | | |
| Loan | | 2012 | | |
+---------------------+------------+----------+---------+---------+
| Berlin-Hannoversche | 5.46 | 31 | 49,748 | - |
| Hypothekenbank AG | | March | | |
| loan - fixed rate | | 2013 | | |
| facility | | | | |
+---------------------+------------+----------+---------+---------+
| Berlin-Hannoversche | Hedged | 31 | 120,936 | - |
| Hypothekenbank AG | floating** | March | | |
| loan - hedged | | 2013 - | | |
| floating rate | | 30 | | |
| facility | | June | | |
| | | 2013 | | |
+---------------------+------------+----------+---------+---------+
| Capitalised | | | (2,863) | (1,978) |
| finance | | | | |
| charges on | | | | |
| all loans | | | | |
+---------------------+------------+----------+---------+---------+
| | | | 167,821 | 97,419 |
+---------------------+------------+----------+---------+---------+
| Total | | | 270,268 | 121,934 |
+---------------------+------------+----------+---------+---------+
| | | | | |
+---------------------+------------+----------+---------+---------+
| The | | | | |
| borrowings | | | | |
| are | | | | |
| repayable | | | | |
| as | | | | |
| follows: | | | | |
+---------------------+------------+----------+---------+---------+
| On | | | 103,493 | 25,073 |
| demand | | | | |
| or | | | | |
| within | | | | |
| one | | | | |
| year | | | | |
+---------------------+------------+----------+---------+---------+
| In the | | | 4,787 | 1,332 |
| second | | | | |
| year | | | | |
+---------------------+------------+----------+---------+---------+
| In the | | | 165,896 | 98,065 |
| third | | | | |
| to | | | | |
| fifth | | | | |
| years | | | | |
| inclusive | | | | |
+---------------------+------------+----------+---------+---------+
| Total | | | 274,176 | 124,470 |
+---------------------+------------+----------+---------+---------+
The Group has pledged 33 (2008: 18) properties to secure the interest?bearing
debt facilities granted to the Group. The 33 properties had a combined valuation
of EUR449,850,000 as at 31 March 2009 (2008: EUR180,560,000).
*Due to the single covenant breach detailed in the Chairman's statement, the
entire ABN Amro facility has been shown as current, as a prudent measure while
the discussions with the bank are ongoing. This facility is not cross-guaranteed
by any other companies in the Group. Management are working with ABN Amro on a
solution and are confident of resolving the issue and generating some
comfortable headroom by consolidating the two portfolios for covenant testing.
Once resolved the current portion of this debt would be EUR1,696,573.
** during the year the Group entered into a number of interest rate swap
contracts to fix the cost of the floating rate facilities from
Berlin-Hannoversche Hypothekenbank AG, the average fixed rate of the swap
contracts is 4.74%, plus an average margin of 1.12% bringing the total cost to
5.86%.
ABN Amro Bank N.V.
This facility had EUR100,951,940 drawn down, of which EUR1,988,311 (2008: EUR223,391)
has been amortised, resulting in a net liability of EUR98,963,629 (2008:
EUR100,728,549) at year end. The facility is split into two portfolios. The
interest is fixed at a weighted average interest rate of 5.45% per annum. The
final repayment date of the latest drawdown is 15 October 2012. This loan is
secured over 16 property assets and is subject to various covenants. With the
exception of one loan-to-value covenant (see the Chairman's statement) the Group
complied with all the loan covenants.
Helaba Bank
On 27 May 2008 the Group repaid both of the drawn down facilities of EUR23,741,000
with Helaba Bank.
Berlin-Hannoversche Hypothekenbank AG
Facilities of EUR224,000,000 have been granted by Berlin-Hannoversche
Hypothekenbank AG, of which EUR179,000,000 has been drawn down. To date EUR3,786,125
has been amortised, resulting in a net liability of EUR175,213,875 at year end.
The facility is split into three portfolios; Portfolio I is split with either an
interest rate of 1.18 margin over three months EURIBOR fixed by a SWAP at 4.42%
or a fixed rate of 5.46%, Portfolio II has an interest rate of 1.08 margin over
three months EURIBOR fixed by a SWAP at 4.95% and Portfolio III which is yet to
be drawn down is at a floating interest rate caped at 5.1%. This loan is secured
over 17 property assets and is subject to various covenants with which the Group
has complied.
A summary of the Groups debt covenants are set out below:
+---------------------+-------------+------------+--------+----------+----------+---------+----------+
| | Total | Value | Loan | Loan | Interest | Debt | Interest |
| | loan | of | to | to | Cover | Service | Cover |
| | outstanding | secured | value | value | Ratio at | Cover | Ratio/ |
| | at 31 March | properties | ratio | covenant | 31 March | Ratio | Debt |
| | 2009 | at 31 | at 31 | | 2009 | at 31 | Service |
| | | March 2009 | March | | | March | Cover |
| | | | 2009 | | | 2009 | Ratio |
| | | | | | | | covenant |
+---------------------+-------------+------------+--------+----------+----------+---------+----------+
| | EUR000 | EUR000 | EUR000 | EUR000 | EUR000 | EUR000 | EUR000 |
+---------------------+-------------+------------+--------+----------+----------+---------+----------+
| | | | | | | | |
+---------------------+-------------+------------+--------+----------+----------+---------+----------+
| ABN | 23,755 | 53,970 | 44.0% | 85.0% | 2.40 | n/a | 1.40 |
| Amro | | | | | | | |
| loan - | | | | | | | |
| Marba | | | | | | | |
| Portfolio | | | | | | | |
+---------------------+-------------+------------+--------+----------+----------+---------+----------+
| ABN | 75,208 | 84,630 | 88.9% | 87.5% | 1.28 | n/a | 1.10 |
| Amro | | | | | | | |
| loan - | | | | | | | |
| Georg | | | | | | | |
| Simon | | | | | | | |
| Portfolio | | | | | | | |
+---------------------+-------------+------------+--------+----------+----------+---------+----------+
| Berlin-Hannoversche | 175,213 | 311,250 | 56.3% | 77.0% | n/a | 1.59 | 1.10 |
| Hypothekenbank AG | | | | | | | |
| loan - Portfolio I, | | | | | | | |
| II and III | | | | | | | |
+---------------------+-------------+------------+--------+----------+----------+---------+----------+
| Unencumbered | - | 50,550 | | | | | |
| properties | | | | | | | |
+---------------------+-------------+------------+--------+----------+----------+---------+----------+
| Total | 274,176 | 500,400 | 54.8% | | | | |
+---------------------+-------------+------------+--------+----------+----------+---------+----------+
14. ISSUED CAPITAL
+-------------+-----------+---------+
| | | Share |
+-------------+-----------+---------+
| | Number | capital |
+-------------+-----------+---------+
| Authorised: | of | EUR |
| | shares | |
+-------------+-----------+---------+
| Ordinary | Unlimited | - |
| shares | | |
| of no | | |
| par | | |
| value | | |
+-------------+-----------+---------+
| As at | Unlimited | - |
| 31 | | |
| March | | |
| 2009 | | |
+-------------+-----------+---------+
+----------+--------------+---------+
| | | Share |
+----------+--------------+---------+
| | Number | capital |
+----------+--------------+---------+
| Issued | of | EUR |
| and | shares | |
| fully | | |
| paid: | | |
+----------+--------------+---------+
| Ordinary | | |
| shares | | |
| of no | | |
| par | | |
+----------+--------------+---------+
| Issue | 327,800,000 | - |
| of | | |
| ordinary | | |
| shares | | |
+----------+--------------+---------+
| Shares | (25,576,824) | - |
| bought | | |
| back | | |
| and | | |
| held | | |
| in | | |
| Treasury | | |
+----------+--------------+---------+
| As at | 302,223,176 | - |
| 31 | | |
| March | | |
| 2009 | | |
+----------+--------------+---------+
Holders of the ordinary shares are entitled to receive dividends and other
distributions and to attend and vote at any general meeting.
Purchase of own shares:
During the period the Company has bought back 17,490,000 (2008: 8,086,824)
ordinary shares with a total nominal value of nil (2008: nil), at a weighted
average price of EUR0.66 (2008: EUR0.71) per share. These shares are being held by
the Company as Treasury Shares.
15. DIVIDENDS
+-----------+--------+--------+
| | 2009 | 2008 |
+-----------+--------+--------+
| Ordinary | EUR000 | EUR000 |
| dividends | | |
| paid | | |
+-----------+--------+--------+
| Interim | - | 3,278 |
| dividend | | |
| of 1.0c | | |
| for the | | |
| period | | |
| ended 31 | | |
| March | | |
| 2008 | | |
+-----------+--------+--------+
| Final | 4,533 | - |
| dividend | | |
| of 1.5c | | |
| for the | | |
| period | | |
| ended 31 | | |
| March | | |
| 2008 | | |
+-----------+--------+--------+
| | 4,533 | 3,278 |
+-----------+--------+--------+
The Board has proposed to temporarily suspend dividend payments to allow the
continuation of the refurbishment programme where strong returns are achieved.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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