13 August 2010
ALPHA PYRENEES TRUST LIMITED
("ALPHA PYRENEES TRUST" OR THE "TRUST")
ALPHA PYRENEES TRUST POSTS RESULTS FOR THE HALF YEAR ENDED 30 JUNE 2010:
NET ASSET VALUE IS 34.9p PER SHARE (ADJUSTED)
FRENCH ECONOMY HAS CONTINUED TO GROW
VALUATIONS CONTINUE TO STABILISE AND OUTLOOK IMPROVING
Alpha Pyrenees Trust Limited, the property company investing primarily in commercial real estate in France, today posts its results covering the half year from 1 January to 30 June 2010.
The Trust announced adjusted earnings of £2.15 million for the period together with the declaration of a further dividend of 0.9p per share in respect of the second quarter. The Trust has now paid and declared 1.8p per share for the half year to 30 June 2010.
Highlights of the period to 30 June 2010 include:
· 91% of the Trust's portfolio by value is in France
· French economy has continued to grow in the first half of 2010
· Valuations continue to stabilise and outlook is improving
· Current portfolio valuation yield of 8.6%
· 85% of rental income comes from Grade A tenants
· No loan to value covenant tests on any of the Trust's properties until February 2014; interest cover ratio covenant of 110% (average interest cover in H1 2010 of 171%)
· 99% of borrowings are fixed long term at a weighted average interest rate of 5.26% per annum to maturity in February 2015
· Lease extensions and new leases covering approximately 16,000 square metres achieved since 1 January 2010
· Weighted average lease length of 7.4 years to expiry and 4.0 years to next break
· NAV (adjusted) of 34.9p per share as at 30 June 2010 (31 December 2009: 31.9p)
· Adjusted earnings of £2.15 million for the six months to 30 June 2010 (adjusted earnings per share of 1.8p)
· Dividend of 0.9p per share paid for the quarter to 31 March 2010 and a further dividend of 0.9p per share declared for the quarter to 30 June 2010
Dick Kingston, Chairman of Alpha Pyrenees Trust, commented:
"Management emphasis during the period has continued to focus on active asset management within the existing portfolio, with particular emphasis on the extension of lease terms and the letting of vacant units to secure the Trust's income and the Board is pleased to note the important progress achieved on this front against the background of challenging economic conditions. Valuations have continued to stabilise, the outlook for property investment in the Trust's principal markets has continued to improve and the Trust is well positioned to take advantage of attractive opportunities to redeploy part of its low-returning cash into higher yielding property investment with consequent benefits to the Trust's earnings. The Board has taken into consideration the current market conditions and progress on leasing and other initiatives that are being pursued and has maintained the dividend of 0.9p per share for the second quarter of 2010."
Paul Cable, Fund Manager, Alpha Real Capital LLP, commented:
"The Trust owns a diversified portfolio of quality-tenanted properties focused primarily on the French property market which represents 91% of the portfolio by value. With the more positive outlook now prevalent in the French market the Investment Manager is in the process of identifying suitable investment opportunities. The Trust's property portfolio contains numerous opportunities to add value through asset management and these opportunities are being actively pursued."
Contact:
Dick Kingston
Chairman, Alpha Pyrenees Trust
01481 735540
Paul Cable
Fund Manager, Alpha Real Capital LLP
020 7268 0300
For more information on the Trust please visit www.alphapyreneestrust.com.
For more information on the Trust's Investment Manager please visit www.alpharealcapital.com.
FORWARD-LOOKING STATEMENTS
These results contain forward-looking statements which are inherently subject to risks and uncertainties because they relate to events and depend upon circumstances that will occur in the future. There are a number of factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Forward-looking statements are based on the Board's current view and information known to them at the date of this statement. The Board does not make any undertaking to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Nothing in these results should be construed as a profit forecast.
ALPHA PYRENEES TRUST LIMITED
Half Year Report for the period ending 30 June 2010
Trust summary and objective
Objective
Alpha Pyrenees Trust Limited ("the Trust" or "the Company" or "Alpha Pyrenees") primarily invests in higher-yielding properties in France, focusing on commercial property in the office, industrial, logistics and retail sectors let to tenants with strong covenants.
The Trust seeks to provide shareholders with a regular, secure dividend stream whilst also having the potential for capital growth in the long term from a combination of rent increases (leases are typically indexed to increase in line with inflation) and active asset management.
The Trust seeks to diversify risk by investing in a portfolio spread of properties across different property sectors with a variety of tenants.
Dividends
Dividends are paid quarterly.
Listing
The Trust is a closed-ended Guernsey registered investment company which has been declared under the relevant legislation to be an Authorised Closed-Ended Collective Investment Scheme. Its shares are listed on the Official List of the UK Listing Authority and traded on the London Stock Exchange.
Management
The Trust's Investment Manager is Alpha Real Capital LLP ("the Investment Manager"). Control of the Trust rests with the non-executive Guernsey-based Board of Directors.
ISA/SIPP status
The Trust's shares are eligible for Individual Savings Accounts (ISAs) and Self Invested Personal Pensions (SIPPs).
Financial highlights
|
Half year ending 30 June 2010 |
Year ending 31 December 2009
|
Half year ending 30 June 2009
|
Net asset value (adjusted) (£'000)* |
40,972 |
37,461 |
51,990 |
Net asset value per ordinary share (adjusted)* |
34.9p |
31.9p |
44.2p |
Net asset value per ordinary share |
12.7p |
16.5p |
26.3p |
Earnings per share (adjusted - basic & diluted)** |
1.8p |
4.0p |
2.1p |
Earnings per share (basic & diluted) |
0.1p |
(26.9)p |
(17.5)p |
Dividend per share (paid) |
2.7p |
7.0p |
3.5p |
*
The net asset value and net asset value per ordinary share have been adjusted for the fair value mark-to-market revaluation of the interest component of the currency swap, the interest rate swap derivatives and deferred tax provisions; full analysis is given in note 10to the accounts.
**
The adjusted earnings per share includes adjustments for the effect of the fair value mark-to-market revaluation of the properties, currency swap and interest rate swap derivatives, deferred tax provisions, rental guarantee income and foreign exchange gains and losses. A full analysis is given in note 9 to the accounts.
Chairman's Statement
Management emphasis during the period has continued to focus on active asset management within the existing portfolio with particular emphasis on the extension of lease terms and the letting of vacant units to secure the Trust's income. The Board is pleased to note the important progress achieved on this front, most notably at the Nimes, Aubervilliers and Goussainville properties. During the period lease extensions or new leases were achieved on a total of approximately 16,000 square metres representing around 6% of the portfolio by area. Further detail on asset management progress appears in the Property Review section.
The Trust is in a position to consider redeploying part of its low-returning cash into higher yielding property investment with consequent benefits to the Trust's earnings and the Investment Manager is in the process of identifying suitable investment opportunities. It is the Board's current intention that any acquisitions will be made on an un-geared basis.
Results and dividend
Results for the period show adjusted earnings of £2.15 million and adjusted earnings per share of 1.8p (note 9).
The effects of the credit crunch and recession have resulted in a more challenging leasing environment for the Trust characterised by higher vacancy and generally longer re-leasing periods. Despite significant asset management initiatives, lease extensions and new leasing in the period, the Trust currently has vacant space with an estimated annual rental value of approximately £2.2 million (€2.7 million) and predicting the timing and level of re-leasing that will be achieved remains challenging. The Trust's earnings have also been constrained by the substantial cash reserves (£16.3 million), which earn an unusually low rate of return at present, which have been retained in order to maximise the Trust's future flexibility, including the ability to take advantage of attractive investment opportunities now that market conditions have stabilised.
At the recent AGM shareholders approved the proposed Scrip Dividend Scheme that will allow the Board to offer a scrip alternative in lieu of cash dividends to shareholders that wish to participate in the scheme. The scheme enables shareholders to increase their shareholding in the Trust in a simple manner without paying any dealing costs, whilst benefiting the Trust by the retention of cash, which would otherwise be paid as a dividend, creating greater flexibility to take advantage of investment opportunities.
The Board has taken into consideration the current market conditions and progress on leasing and other initiatives that are being pursued and has maintained the dividend for the second quarter.
The dividend of 0.9p for the second quarter will be payable to the shareholders on the register as of 17 September 2010 and will be paid on 11 October 2010. This brings the total dividend for the period to 30 June 2010 to 1.8p per share. No scrip alternative will be offered for this dividend.
Revaluation and Net Asset Value
Investment properties are included in the balance sheet at an independent valuation of £237.6 million (€293.2 million) providing an average valuation yield across the portfolio of 8.6% as at 30 June 2010.
The portfolio totals approximately 262,000 square metres (approximately 2.8 million square feet) and many of the tenants are well known companies belonging to large groups with strong covenants such as, Alcatel‑Lucent, Aldi, BNP Paribas, Carrefour, Credit Lyonnais, Dai Nippon Printing, GlaxoSmithKline, Husqvarna, Klöckner Group, La Poste, MediaMarkt, McDonalds, Norauto, OCP, Plastic Omnium, Saint Gobain, and Vinci Group. Grade A tenants also include government or quasi-government bodies and together the rent from such tenants accounts for 85% of the Trust's rental income.
The weighted average lease length within the portfolio is currently 7.4 years to expiry and 4.0 years to the next break.
The adjusted net asset value per ordinary share is 34.9p (note 10); this compares to 31.9p as at 31 December 2009, an increase of 3.0p for the period. The improvement in the period is mainly due to net currency gains on the Trust's hedges.
Portfolio Summary
Country |
Property |
Sqm |
|
Description |
Valuation £m |
Valuation €m |
France |
Villarceaux-Nozay |
78,800 |
|
Business park |
98.9 |
122.0 |
France |
Aubervilliers |
8,750 |
|
Offices |
16.1 |
19.8 |
France |
Goussainville |
20,500 |
|
Warehouse and offices |
13.7 |
16.9 |
France |
Champs sur Marne |
5,930 |
|
Offices |
11.6 |
14.3 |
France |
St Cyr L'Ecole |
6,340 |
|
Offices |
9.1 |
11.2 |
France |
Athis Mons |
23,280 |
|
Logistics with offices |
8.7 |
10.7 |
France |
Aubergenville |
27,700 |
|
Logistics |
8.5 |
10.5 |
France |
Mulhouse |
5,250 |
|
Offices |
7.8 |
9.6 |
France |
Evreux |
14,130 |
|
Logistics with offices |
7.6 |
9.4 |
France |
Gennevilliers |
3,330 |
|
Offices with light industrial |
7.3 |
9.0 |
France |
Roissy-en-France |
7,800 |
|
Offices and warehouse |
6.5 |
8.0 |
France |
Nimes |
3,100 |
|
Offices and retail |
6.0 |
7.4 |
France |
Ivry-sur-Seine |
7,420 |
|
Warehouse and offices |
5.4 |
6.7 |
France |
Vitry-sur-Seine |
5,180 |
|
Warehouse and offices |
4.0 |
5.0 |
France |
Fresnes |
6,540 |
|
Warehouse and offices |
3.9 |
4.9 |
Spain |
Córdoba |
16,880 |
|
Retail park |
13.9 |
17.2 |
Spain |
Zaragoza |
9,520 |
|
Warehouses |
3.2 |
4.0 |
Spain |
Écija |
5,950 |
|
Shopping centre |
2.7 |
3.3 |
Spain |
Alcalá de Guadaíra |
5,700 |
|
Shopping centre |
2.7 |
3.3 |
Total |
|
262,100 |
|
|
237.6 |
293.2 |
Finance
The Trust has total borrowings of £197.3 million (€243.5 million) as at 30 June 2010 under its facilities with Barclays Bank Plc.
The key features of the Trust's borrowings are:
· No loan to value ("LTV") covenant test until February 2014 on any of the Trust's properties.
· Long term maturities - the French (€221.1 million) and Spanish (€22.4 million) borrowings mature in February 2015.
· 99% of borrowings have interest rates that are fixed to maturity at a weighted average rate of 5.26% per annum.
· Interest cover ratio ("ICR") covenant is set at 110% - the Trust's weighted average ICR over the six months to 30 June 2010 was 171%.
· On the first LTV test date in February 2014, the Trust's LTV should not exceed 87.5% on a country portfolio basis (with the exception of the Alcatel-Lucent property where it should not exceed 85%). The weighted average loan to value covenant is 86.5%. As at 30 June 2010 the Trust has net leverage of 76.2% (taking into account cash of £16.3 million).
· The French and Spanish borrowings are independent and are not cross-collateralised.
The Trust holds £16.3 million of cash and un-mortgaged properties with a value of £6.0 million (€7.4 million) as at 30 June 2010.
Currency hedge instruments are in place that significantly protect the conversion of the shareholders' original equity back to Sterling.
Market outlook
· Leasing activity in the French and Spanish markets has remained subdued over the period reflecting the economic conditions, although the Trust achieved lease extensions and new leases on 16,000 square meters (6% of its portfolio) in the period.
· Vacancy rates in our occupational markets are beginning to stabilise, and in the Paris region (Ile-de-France), where the majority of the Trust's portfolio is situated, office vacancy remains low at 6.8% and significant oversupply appears unlikely in the medium term.
· The Trust's portfolio with 85% of current income from Grade A tenants is significantly insulated from weaker covenants and the increased risk of tenant default brought about by the economic environment.
· In France, the annualised construction cost index turned positive to 0.3% in the first quarter of 2010. In Spain, CPI was running at an annualised rate of 1.5% at the end of June 2010.
· The French economy remains one of the best performing in Europe with positive growth in GDP since the second quarter of 2009.
· Valuation yields are stabilising and investment confidence is returning.
Summary
· The Trust is well positioned to generate strong cashflows from its high-yielding, quality-tenanted property portfolio.
· The Trust owns a diversified freehold portfolio of properties totalling £237.6 million (€293.2 million) with an average valuation yield of 8.6% at the June valuation.
· The Trust's leases are typically subject to annual index-linked rent reviews and indexation has turned positive in both markets.
· 85% of the Trust's rental income comes from Grade A tenants with a strong capacity to pay.
· The Trust's current average lease length is 7.4 years to expiry and 4.0 years to the next break.
· 99% of borrowings are fixed long term at a weighted average interest rate of 5.26% per annum to maturity in February 2015
· There are no LTV covenant tests on any of the Trust's borrowings before February 2014.
· The outlook for property investment in the Trust's markets continues to show signs of improving.
· The Trust's cash reserves of £16.3 million leave it well positioned to take advantage of suitable opportunities to redeploy some of the low-returning cash into higher yielding property investment.
Dick Kingston
Chairman
12 August 2010
Statement of Directors' Responsibilities
The Directors confirm that this condensed set of financial statements has been prepared in accordance with IAS 34 as adopted by the European Union, and that the half year report herein includes a fair review of the information required by the Disclosure and Transparency Rules 4.2.7 and 4.2.8.
The Directors of Alpha Pyrenees Trust Limited are listed below and have been Directors throughout the period.
By order of the Board
Dick Kingston
Chairman
12 August 2010
Property review
Portfolio overview
The Trust owns a portfolio of fifteen properties in France and four properties in Spain totalling approximately 262,000 square metres (approximately 2.8 million square feet) of commercial real estate. The properties are generally well let, well located and offer good value accommodation to occupiers. Of the total property portfolio, 91% is invested in France and 9% in Spain in terms of capital value.
The valuation of the portfolio as at 30 June 2010 was approximately £237.6 million (€293.2 million) giving an average valuation yield of 8.6% with the French portfolio producing an average valuation yield of 8.6% and the Spanish portfolio 8.5% respectively. The portfolio as a whole showed a valuation decline of 0.7% on a Euro like-for-like basis compared to 31 December 2009. This decline consisted of a decline of 0.6% in the French portfolio and a decline of 2.1% in the Spanish portfolio. The valuation declines over the period have slowed considerably compared to those for the same period last year when the decline in the French portfolio had been 6.3% and for the Spanish portfolio, 18.1%. The average capital value of the portfolio is approximately £907 (€1,119) per square metre (equivalent to £84 per square foot) and the average rental value is approximately £76 (€94) per square metre per annum (equivalent to £7.10 per square foot). Of the overall portfolio, 82% by value is located within the Ile-de-France region around Paris. The portfolio has 66% exposure to the French office and business park sector of which 60% of the total portfolio is in the Ile-de-France region. The reinstatement cost of the portfolio buildings has been assessed at £222 million (€274 million) representing approximately 93% of current value.
The Trust's portfolio is diversified across business sectors with 66% in offices and business park property, 26% in warehouses and 8% in retail.
The portfolio benefits from strong credit tenants with 85% of its current rent roll secured by leases to Grade A tenants (large international/national companies or public sector). Examples of those categorised as Grade A are given in the Chairman's Statement.
The portfolio also enjoyed a high level of average occupancy during the review period. Rental income comprised 89% of the potential total income and income from rental guarantees, with duration of up to 6 months, 1% of the potential total income. During the review period a rental guarantee on vacant space at the Trust's Aubergenville property expired. The guarantee represented approximately 1% of the potential total income.
The weighted average lease length as at 30 June 2010 is 7.4 years to expiry and 4.0 years to next break, including rent guarantees.
Asset management review
The Investment Manager has continued to concentrate on active asset management and property management initiatives within the existing portfolio to secure the Trust's income and we are pleased to report a number of important achievements during the period in the following areas:
· extending the lease maturity profile of the property portfolio through lease extensions, and,
· letting of vacant units.
More generally, the Trust maintains a close relationship with all its tenants and is in regular discussions to establish their potential needs for lease extensions and building extensions at the properties they occupy.
Strong attention continues to be given to ensuring service charges are spent effectively, the annual level of property costs is closely monitored and additional sources of income are identified. There has been particular success in this regard on the Spanish retail assets where significant service charge savings have been achieved.
FRANCE
At the Trust's Nimes property, a new 9 year lease has been signed with the Conseil General du Gard on approximately 2,780 square metres of office accommodation from 1 January 2010. This is equivalent to a 5 year extension of their lease commitment and in return the Trust is undertaking works to the staff restaurant. This lease extension has resulted in an uplift in the property value in excess of the costs of the works.
At its Aubervilliers property, in addition to the 1,125 square metres of vacant office space that was let to Klöckner Information Services ("KIS") on a 2 year lease from 22 February 2010, the lease to New Steel of 895 square metres of offices has been extended to May 2013.
At its Goussainville property, in addition to the 8,760 square metres of warehouse and office space that was let to existing tenant, Maintenance Partner Solutions France ("MPS"), on a new 9 year term with a fixed term of 6 years from 8 February 2010, leases have been extended on the 200 square metres of offices let to AMPS until November 2013; the 275 square metres of offices let to Freecom until October 2013; and the 175 square metres of offices let to Fuji Machinery until November 2013.
Progress on the letting of vacant units has continued at Vitry with the letting of a further 350 square metre warehouse unit to existing tenant, Mediapost (La Poste Group) on a 3/6/9 year lease from 15 March 2010 which brings their total occupation to 1,240 square metres. A new 6/9 year lease has also been signed with Celeonet on a 360 square metre warehouse unit from 6 April 2010.
At St Cyr, the Trust's Investment Manager remains actively involved in the marketing campaign for the vacant 6,340 square metre office property and there are a number of leads being pursued at present.
SPAIN
A number of short term lettings and extensions have been agreed at the Trust's smaller retail properties. At Alcala, a total of 260 square metres has been let in two units to Café de Indias and Hosteleria Marojun and at Ecija, leases have been extended on a total of 750 square metres with Confecciones el Rubio and Burger King.
Market overview
The property markets in France and Spain have felt the effects of the challenging economic conditions and remain characterised by higher vacancy and longer re-leasing periods though there are now signs of rental stability in the French office market. These trends are more marked in Spain where the economic conditions remain more challenging than in France.
France
France moved out of its relatively modest recession with positive quarterly growth in GDP from the second quarter of 2009 onwards and GDP is forecast to grow by 1.5% for 2010. There has been a strong growth in manufacturing production, currently running at 8.2% year-on-year and there are signs that growth is spreading to the services sector.
Consumer spending has held up relatively well with a drop in car sales related to the expiry of government incentives more than offset by stronger high street spending. Household income has been supported by a relatively modest labour market downturn, with unemployment currently stabilised at 9.9%, and there remains a high household saving rate and low household debt. In June 2010 the consumer price index showed a 1.5% increase year-on-year.
Corporate debt remains fairly low and both the bank losses suffered so far and the results of the recent stress tests suggest that the French banking sector is in a relatively solid state.
Due to the announced austerity measures, GDP growth is likely to slow to around 0.7% in 2011 and is forecast to rebound in 2012 and France looks set to remain as one of the euro-zone's better performers.
Of the total property portfolio, 91% is in France, 82% is in the Ile-de-France and 60% is in Ile-de-France office and business park space.
Despite the economic slowdown across the euro-zone, the Paris region remains one of Europe's more stable office markets. In the first half of 2010 take-up in the Ile-de-France increased to 1.04 million square metres which was 16% higher than the same period last year. There was letting activity across different size requirements, business sectors and geographic spread. It is notable that, in the business sectors, financial services and the industrial sector accounted for 40% of this take-up. In 2010 take up as a whole is forecast to reach over 2.0 million square metres.
The average rent in Ile-de-France has risen slightly to €305 per square metre per annum as at 1 July 2010 versus €303 per square metre at the start of the year. This increase is primarily due to a few prime lettings in Paris CBD and certain sectors of the Western Crescent. The majority of the remaining market has tended to remain stable.
The vacancy rate in the Paris region remains low at 6.8%. Future pipeline supply has fallen over the last eighteen months due to developers putting a halt on construction starts outside Paris CBD and a reduction in the amount of second hand space offered to the market. Consequently the medium term prospects do not signal the emergence of significant over-supply.
Spain
The Spanish economy remains in recession. However, the quarter-on-quarter growth stood at 0.1% in the first quarter of 2010 and this is positive for the first time since the first quarter of 2008. As a result the year-on-year change in GDP slowed to a decrease of 1.3% in the first quarter of 2010. The unemployment rate has increased to 20% in the first quarter which has had a detrimental effect on household income. Industrial production, however, is showing a positive trend with the industrial production index experiencing a year-on-year increase of 5.1% in May 2010 more than two percentage points higher than the increase registered in April. In June 2010 the consumer price index showed a 1.5% increase year-on-year.
Although there are currently a few tentative signs of stabilisation, following fiscal tightening, Spain still looks set to lag behind its neighbours in the north of the euro-zone and GDP is expected to shrink by 0.5% in 2010 and a further 1.0% in 2011.
Rental indexation
The trend in rental indexation continues to improve for both France and Spain. The INSEE Construction Cost Index, applicable to the Trust's leases in France, has shown modest quarter-on-quarter growth for the last three published quarters (Q3 2009, Q4 2009 and Q1 2010) as a result of which the annual indexation base as at Q1 2010 returned to growth of 0.33%. The Spanish Consumer Price Index was running at an annualised rate of increase of 1.5% as at the end of June 2010.
Paul Cable
For and on behalf of the Investment Manager
12 August 2010
Independent auditors' report
To Alpha Pyrenees Trust Limited
Introduction
We have been engaged by the Company to review the condensed set of financial statements in the half year report for the six months ended 30 June 2010 which comprises the consolidated statement of comprehensive income, consolidated balance sheet, consolidated cash statement, consolidated statement of changes in equity and related notes. We have read the other information contained in the half-year report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
Directors' responsibilities
The half year report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the half year report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.
As disclosed in note 2, the annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this half year report have been prepared in accordance with International Accounting Standard 34, 'Interim Financial Reporting' as adopted by the European Union.
Our responsibility
Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the half year report based on our review. This report, including the conclusion, has been prepared for, and only for, the Company for the purpose of the Disclosure and Transparency Rules of the Financial Services Authority and for no other purpose. We do not, in producing this report, accept or assume responsibility for any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.
Scope of review
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.
Conclusion
Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the half year financial report for the six months to 30 June 2010 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure and Transparency Rules of the United Kingdom's Financial Services Authority.
BDO Limited
Chartered Accountants
Place du Pré, Rue du Pré, St Peter Port, Guernsey
12 August 2010
Condensed consolidated statement of comprehensive income
|
For the six months ended 30 June 2010 |
For the six months ended 30 June 2009 |
|||||
|
|
Revenue £'000 |
Capital £'000 |
Total £'000 |
Revenue
|
Capital
|
Total |
|
|
|
|
|
|
|
|
Income |
|
|
|
|
|
|
|
Revenue |
|
12,228 |
- |
12,228 |
13,429 |
- |
13,429 |
Property operating expenses |
|
(2,457) |
- |
(2,457) |
(3,046) |
- |
(3,046) |
Net rental income |
3 |
9,771 |
- |
9,771 |
10,383 |
- |
10,383 |
|
|
|
|
|
|
|
|
Expenses |
|
|
|
|
|
|
|
Net change in losses on revaluation of investment properties |
11 |
- |
(2,138) |
(2,138) |
- |
(22,861) |
(22,861) |
Investment Manager's fee |
|
(962) |
(413) |
(1,375) |
(1,074) |
(460) |
(1,534) |
Other administration costs |
|
(606) |
- |
(606) |
(594) |
- |
(594) |
|
|
|
|
|
|
|
|
Operating profit/(loss) |
|
8,203 |
(2,551) |
5,652 |
8,715 |
(23,321) |
(14,606) |
|
|
|
|
|
|
|
|
Finance income |
4 |
36 |
12,798 |
12,834 |
125 |
14,399 |
14,524 |
Finance costs |
5 |
(6,446) |
(11,915) |
(18,361) |
(11,464) |
(8,976) |
(20,440) |
|
|
|
|
|
|
|
|
Profit/(loss) before taxation |
|
1,793 |
(1,668) |
125 |
(2,624) |
(17,898) |
(20,522) |
|
|
|
|
|
|
|
|
Taxation |
7 |
- |
- |
- |
- |
- |
- |
|
|
|
|
|
|
|
|
Profit/(loss) for the period |
|
1,793 |
(1,668) |
125 |
(2,624) |
(17,898) |
(20,522) |
|
|
|
|
|
|
|
|
Other comprehensive expense |
|
|
|
|
|
|
|
Foreign exchange losses on translation of foreign operations (translation reserve) |
|
- |
(1,349) |
(1,349) |
- |
(7,630) |
(7,630) |
Other comprehensive expense for the period |
|
- |
(1,349) |
(1,349) |
- |
(7,630) |
(7,630) |
|
|
|
|
|
|
|
|
Total comprehensive expense for the period |
|
1,793 |
(3,017) |
(1,224) |
(2,624) |
(25,528) |
(28,152) |
|
|
|
|
|
|
|
|
Earnings per share - basic & diluted |
9 |
|
|
0.1p |
|
|
(17.5)p |
|
|
|
|
|
|
|
|
Adjusted earnings per share - basic & diluted |
9 |
|
|
1.8p |
|
|
2.1p |
|
|
|
|
|
|
|
|
All items in the above statement derive from continuing operations.
The accompanying notes below are an integral part of this statement.
Condensed consolidated balance sheet
|
Notes |
30 June 2010 £'000 |
31 December 2009 £'000 |
|
|
|
|
Non-current assets
|
|
|
|
Investment properties |
11 |
237,437 |
265,408 |
Financial assets at fair value through profit or loss |
15 |
- |
84 |
|
|
237,437 |
265,492 |
Current assets |
|
|
|
Trade and other receivables |
12 |
13,111 |
19,506 |
Cash and cash equivalents |
|
16,297 |
16,430 |
|
|
29,408 |
35,936 |
Total assets |
|
266,845 |
301,428 |
|
|
|
|
Current liabilities |
|
|
|
Trade and other payables |
13 |
(4,012) |
(5,834) |
Bank borrowings |
14 |
(1,464) |
(1,633) |
|
|
(5,476) |
(7,467) |
|
|
|
|
Total assets less current liabilities |
|
261,369 |
293,961 |
|
|
|
|
Non-current liabilities |
|
|
|
Financial liabilities at fair value through profit or loss |
15 |
(48,898) |
(55,708) |
Bank borrowings |
14 |
(194,687) |
(216,280) |
Rent deposits |
|
(2,805) |
(2,597) |
|
|
(246,390) |
(274,585) |
Total liabilities |
|
(251,866) |
(282,052) |
|
|
|
|
Net assets |
|
14,979 |
19,376 |
|
|
|
|
Equity |
|
|
|
Share capital |
16 |
- |
- |
Share premium account |
|
2,500 |
2,500 |
Special reserve |
|
110,462 |
110,462 |
Warrant reserve |
|
130 |
130 |
Translation reserve |
|
22,222 |
23,571 |
Capital reserve |
|
(123,350) |
(121,682) |
Revenue reserve |
|
3,015 |
4,395 |
|
|
|
|
Total equity |
|
14,979 |
19,376 |
|
|
|
|
Net asset value per share |
10 |
12.7p |
16.5p |
Net asset value per share (adjusted) |
10 |
34.9p |
31.9p |
The half-year financial statements were approved by the Board of Directors and authorised for issue on 12 August 2010.
David Jeffreys Serena Tremlett
Director Director
The accompanying notes on below are an integral part of this statement.
Condensed consolidated cash flow statement
|
For the six months ended 30 June 2010 £'000 |
For the six months ended 30 June 2009 £'000 |
|
|
|
Operating activities |
|
|
Profit / (Loss) for the period |
125 |
(20,522) |
|
|
|
Adjustments for : |
|
|
Net change in losses on revaluation of investment properties |
2,138 |
22,861 |
Finance income |
(12,834) |
(14,524) |
Finance costs |
18,361 |
20,440 |
|
|
|
Operating cash flows before movements in working capital |
7,790 |
8,255 |
|
|
|
Movements in working capital: |
|
|
Decrease / (increase) in operating trade and other receivables |
1,374 |
(455) |
(Increase) / decrease in operating trade and other payables |
(309) |
1,183 |
|
|
|
Cash generated from operations |
8,855 |
8,983 |
|
|
|
Interest received |
36 |
49 |
Swap interest paid |
(503) |
(675) |
Bank loan interest paid and costs |
(5,636) |
(5,828) |
Other finance costs |
(165) |
- |
Taxation |
- |
- |
|
|
|
Cash flows from operating activities |
2,587 |
2,529 |
|
|
|
Investing activities |
|
|
Purchase of investment properties and capital expenditure |
(451) |
(482) |
|
|
|
Cash flows from investing activities |
(451) |
(482) |
|
|
|
Financing activities |
|
|
Repayment of borrowings |
(196) |
- |
Collateral movements |
2,917 |
70 |
Dividends paid |
(3,173) |
(6,168) |
|
|
|
Cash flows from financing activities |
(452) |
(6,098) |
|
|
|
Net increase / (decrease) in cash and cash equivalents |
1,684 |
(4,051) |
|
|
|
Cash and cash equivalents at beginning of period |
16,430 |
23,501 |
Exchange translation movement |
(1,817) |
(2,661) |
|
|
|
Cash and cash equivalents at end of period |
16,297 |
16,789 |
The accompanying notes below are an integral part of this statement.
Condensed consolidated statement of changes in equity
For the six months ended 30 June 2010 |
Share capital £'000 |
Share |
Special |
Warrant reserve |
Translation reserve |
Capital reserve |
Revenue reserve |
Total reserves |
At 1 January 2010 |
- |
2,500 |
110,462 |
130 |
23,571 |
(121,682) |
4,395 |
19,376 |
Total comprehensive income / (expense) for the period |
- |
- |
- |
- |
(1,349) |
(1,668) |
1,793 |
(1,224) |
Dividends |
- |
- |
- |
- |
- |
- |
(3,173) |
(3,173) |
At 30 June 2010 |
- |
2,500 |
110,462 |
130 |
22,222 |
(123,350) |
3,015 |
14,979 |
|
|
|
|
|
|
|
|
|
For the six months ended 30 June 2009 |
Share capital £'000 |
Share |
Special |
Warrant reserve £'000 |
Translation reserve £'000 |
Capital reserve £'000 |
Revenue reserve £'000 |
Total reserves £'000 |
At 1 January 2009 |
- |
2,500 |
110,462 |
130 |
29,596 |
(86,246) |
8,819 |
65,261 |
Total comprehensive income for the period |
- |
- |
- |
- |
(7,630) |
(17,898) |
(2,624) |
(28,152) |
Dividends |
- |
- |
- |
- |
- |
- |
(6,168) |
(6,168) |
At 30 June 2009 |
- |
2,500 |
110,462 |
130 |
21,966 |
(104,144) |
27 |
30,941 |
|
|
|
|
|
|
|
|
|
The accompanying notes below are an integral part of this statement.
Notes to the condensed financial statements
1. General information
The Company is a limited liability, closed-ended investment company incorporated in Guernsey which has been declared under the relevant legislation to be an Authorised Closed-Ended Collective Investment Scheme. The Group comprises the Company and its subsidiaries. The Group invests in commercial property in France and Spain with inflation-indexed rents that will provide an income return to investors as well as potential for capital growth. These financial statements are presented in pounds Sterling as this is the currency in which the funds are raised and in which the investors are seeking a return. The Company's functional currency is Sterling and the subsidiaries' currency is Euros. The presentational currency of the Group is Sterling. The period-end exchange rate used is £1:€1.234 (December 2009: £1:€1.111) and the average rate for the period used is £1:€1.147 (June 2009: £1:€1.118).
2. Significant accounting policies
The unaudited condensed financial information included in the half year report for the six months ended 30 June 2010, have been prepared in accordance with the Disclosure and Transparency Rules of the Financial Services Authority and International Accounting Standard (IAS) 34, 'Interim Financial Reporting' as adopted by the European Union. The half year report should be read in conjunction with the Group's Annual Report and Accounts for the year ended 31 December 2009, which have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union.
The same accounting policies and methods of computation are followed in these condensed financial statements as were applied in the preparation of the Group's financial statements for the year ended 31 December 2009, which are available on the Company's website (www.alphapyreneestrust.com).
There are no relevant new standards amendments and interpretations to existing standards effective for the half year report for the six months ended 30 June 2010.
The interim condensed financial statements are made up from 1 January 2010 to 30 June 2010, and have been prepared under the historical cost convention as modified by the revaluation of investment properties and the mark to market of derivative instruments.
The preparation of the interim condensed financial statements requires Directors to make estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities at the date of the condensed interim financial statements. If in the future such estimates and assumptions, which are based on the Directors' best judgement at the date of the interim condensed financial statements, deviate from actual circumstances, the original estimates and assumptions will be modified as appropriate in the period in which the circumstances change.
3. Net rental income
|
1 January 2010 to 30 June 2010
£'000 |
1 January 2009 to 30 June 2009
£'000 |
Rental income |
10,412 |
11,316 |
Service charge income |
1,816 |
2,113 |
Revenue |
12,228 |
13,429 |
Property operating expenses |
(2,457) |
(3,046) |
Total |
9,771 |
10,383 |
4. Finance income
|
1 January 2010 to 30 June 2010 £'000 |
1 January 2009 to 30 June 2009 £'000 |
Bank interest |
36 |
125 |
Net gains on financial assets and financial liabilities at fair value through profit or loss (note 6) |
12,798 |
14,399 |
Total |
12,834 |
14,524 |
5. Finance costs
|
1 January 2010 to 30 June 2010 £'000 |
1 January 2009 to 30 June 2009 £'000 |
Bank loan interest |
5,540 |
5,807 |
Loan fee amortisation |
326 |
311 |
Foreign exchange loss |
3,614 |
4,639 |
Net losses on financial assets and financial liabilities at fair value through profit or loss (note 6) |
8,774 |
9,652 |
Other charges |
107 |
31 |
Total |
18,361 |
20,440 |
6. Net gains and losses on financial assets and liabilities at fair value through profit or loss
|
1 January 2010 to 30 June 2010 £'000 |
1 January 2009 to 30 June 2009 £'000 |
Net change in unrealised depreciation on financial assets at fair value though profit or loss |
|
|
Interest rate swap |
(84) |
- |
Net change in unrealised depreciation on financial liabilities at fair value through profit or loss |
|
|
Currency swaps |
12,798 |
14,399 |
Interest rate swap |
(8,187) |
(8,976) |
Net realised losses on financial liabilities at fair value through profit or loss |
|
|
Currency swaps - interest received |
4,331 |
4,348 |
Currency swaps - interest paid |
(4,834) |
(5,024) |
Net expense from currency swaps |
(503) |
(676) |
|
|
|
Net profit on financial assets and liabilities at fair value through profit or loss |
4,024 |
4,747 |
|
|
|
Disclosed as: |
|
|
Finance costs (note 5) |
(8,774) |
(9,652) |
Finance income (note 4) |
12,798 |
14,399 |
Net profit on financial assets and liabilities at fair value through profit or loss |
4,024 |
4,747 |
7. Taxation
The Company is exempt from Guernsey taxation on income derived outside Guernsey and bank interest earned in Guernsey.. A fixed annual fee of £600 is payable to the States of Guernsey in respect of this exemption. No charge to Guernsey taxation arises on capital gains.
Deferred taxation has been calculated in accordance with IFRS. The Group is currently liable to French income tax at 33.33% and Spanish income tax at 30% arising on the activities of the Group's operations in France and Spain.
8. Dividends
|
Shares |
Dividend |
Paid |
Date |
|
per share |
£ |
|
|
Dividend reference period |
|
|
|
|
Quarter ending 30 September 2009 |
117,500,000 |
0.9p |
1,057,500 |
9 January 2010 |
Quarter ending 31 December 2009 |
117,500,000 |
0.9p |
1,057,500 |
1 April 2010 |
Quarter ending 31 March 2010 |
117,500,000 |
0.9p |
1,057,500 |
21 June 2010 |
Total |
|
|
3,172,500 |
|
The Directors have resolved to pay a dividend of 0.9p per share for the second quarter taking the total dividend for the period to 30 June 2010 to 1.8p per share. This dividend has not been included as a liability in the half year report.
9. Earnings per share
The calculation of the basic and diluted earnings per share is based on the following data:
|
1 January 2010 to 30 June 2010 |
1 January 2009 to 31 December 2009
|
1 January 2009 to 30 June 2009
|
Earnings per income statement £'000 |
125 |
(31,635) |
(20,522) |
Basic earnings pence per share |
0.1p |
(26.9)p |
(17.5)p |
|
|
|
|
Earnings per income statement |
125 |
(31,635) |
(20,522) |
Revaluation losses in investment properties |
2,138 |
30,759 |
22,861 |
Mark to market of currency swaps |
(12,798) |
(8,424) |
(14,399) |
Mark to market of interest rate swaps |
8,271 |
8,706 |
8,976 |
Interest rate swap - break costs and other loan restructuring costs |
30 |
473 |
- |
Investment Manager's fee (capital) |
413 |
919 |
460 |
Rental guarantee income |
355 |
844 |
483 |
Foreign exchange losses |
3,614 |
3,003 |
4,639 |
Adjusted earnings £'000 |
2,148 |
4,645 |
2,498 |
Adjusted earnings pence per share |
1.8p |
4.0p |
2.1p |
|
|
|
|
Weighted average number of ordinary shares ('000 shares) |
117,500 |
117,500
|
117,500 |
The adjusted earnings are presented to provide what the Company believes is a more appropriate assessment of the operational income accruing to the Group's activities. Hence, the Company adjusts basic earnings for income and costs which are not of a recurrent nature or which may be more of a capital nature.
The Group has the following instruments which could potentially dilute basic earnings per share in the future:
|
30 June 2010 |
30 June 2009 |
Warrants |
6,375,000 |
6,375,000 |
Options |
1,275,000 |
2,550,000 |
10. Net asset value per share
|
30 June 2010 |
31 December 2009 |
Net asset value (£'000) |
14,979 |
19,376 |
Net asset value per share |
12.7p |
16.5p |
|
|
|
Net asset value (£'000) |
14,979 |
19,376 |
Mark to market of currency hedge* |
3,708 |
1,871 |
Mark to market of interest rate swaps |
22,285 |
16,214 |
Adjusted net asset value |
40,972 |
37,461 |
Net asset value per share (adjusted) |
34.9p |
31.9p |
|
|
|
Number of ordinary shares (000's) |
117,500 |
117,500 |
* The mark to market of the currency hedge necessarily includes both a movement in relation to currency fluctuation and a movement due to relative future interest rates. For the purpose of providing an adjusted net asset value the element of valuation in relation to the interest rates is included as an adjustment; the intention is to hold the instruments to maturity at which point this element will have unwound.
The adjusted net assets are presented to provide what the Company believes is a more relevant assessment of the Group's net asset position. The Company has determined that certain fair value and accounting requirements may not be realisable in the longer term.
11. Investment properties
|
30 June 2010 £'000 |
31 December 2009 £'000 |
Market value of investment properties at 1 January |
265,408 |
319,793 |
Subsequent capital expenditure after acquisition |
510 |
785 |
Fair value adjustment in the period/year |
(2,138) |
(30,759) |
Effect of foreign exchange |
(26,343) |
(24,411) |
Market value of investment properties at 30 June/31 December |
237,437 |
265,408 |
|
|
|
Valuation per Knight Frank LLP of investment properties |
237,565 |
265,815 |
Adjustment for rental guarantees |
(128) |
(407) |
Market value of investment properties at 30 June/31 December |
237,437 |
265,408 |
The fair value of the Group's investment properties at 31 December 2009 and 30 June 2010 have been arrived at on the basis of valuations carried out at that date by Knight Frank LLP, independent valuers not connected to the Group. The valuation basis has been market value as defined by the Royal Institution of Chartered Surveyors Approval and Valuations Standards ("RICS").
The approved RICS definition of market value is the "estimated amount for which a property should exchange on the date of valuation between a willing buyer and a willing seller in an arm's length transaction after proper marketing wherein the parties had each acted knowledgeably, prudently and without compulsion."
12. Trade and other receivables
|
30 June 2010 £'000 |
31 December 2009 £'000 |
Trade receivables |
3,346 |
5,267 |
Bank interest receivable |
3 |
4 |
Prepayments |
921 |
843 |
Rental guarantees |
154 |
537 |
Other debtors |
8,687 |
12,855 |
Total |
13,111 |
19,506 |
The Directors consider that the carrying amount of trade and other receivables approximates to their fair value.
Rental guarantees are contractual agreements specifically referred to in the relevant property sale and purchase agreements under which the vendor provides a guarantee (normally by way of an escrowed bank account deposit) for units within the acquired property which are vacant at the time of acquisition. There have been no acquisitions during the period. Income of £0.4m was received in 2010 in relation to existing rent guarantees.
Included in other debtors is collateral of £7.9 million (€9.8 million) held with Barclays Bank Plc in relation to the currency swap (note 15).
13. Trade and other payables
|
30 June 2010 £'000 |
31 December 2009 £'000 |
Trade creditors |
976 |
230 |
Deferred income |
1,001 |
3,298 |
Investment Manager's fee payable |
723 |
389 |
VAT payable |
134 |
54 |
Accruals |
1,178 |
1,863 |
|
|
|
Total |
4,012 |
5,834 |
Trade creditors and accruals primarily comprise amounts outstanding for trade purchases and ongoing costs. The Group has financial risk management policies in place to ensure that all payables are paid within the credit time frame.
The Directors consider that the carrying amount of trade and other payables approximates to their fair value.
14. Bank borrowings
|
30 June 2010 £'000 |
31 December 2009 £'000 |
Current liabilities: Interest payable |
1,464 |
1,633 |
Non-current liabilities: Bank borrowing |
194,687 |
216,280 |
Total liabilities |
196,151 |
217,913 |
|
|
|
The borrowings are repayable as follows: |
|
|
Interest payable |
1,464 |
1,633 |
On demand or within one year |
- |
- |
In the second to fifth years inclusive |
194,687 |
- |
After five years |
- |
216,280 |
|
196,151 |
217,913 |
Movements in the Group's non-current bank borrowings is analysed as follows:
|
1 January 2010 to 30 June 2010 £'000 |
1 January 2009 to 31 December 2009 £'000 |
Opening balance |
216,280 |
233,189 |
Amortisation of finance costs |
326 |
666 |
Net movement on loan restructuring |
- |
51 |
Deferred finance cost adjustment |
(119) |
- |
Repayment of loan |
(196) |
- |
Exchange differences on translation of foreign currencies |
(21,604) |
(17,626) |
Total |
194,687 |
216,280 |
15. Financial assets and financial liabilities at fair value through profit or loss
|
30 June 2010 £'000 |
31 December 2009 £'000 |
Non-current assets |
|
|
Interest rate swaps |
- |
84 |
|
|
|
Non-current liabilities |
|
|
Currency swap - a |
(20,686) |
(30,925) |
Currency swap - b |
(5,927) |
(8,485) |
Interest rate swaps |
(22,285) |
(16,298) |
|
(48,898) |
(55,708) |
|
|
|
Total |
(48,898) |
(55,624) |
Interest rate swap
The Company is required under the financing agreements with Barclays to fix the rate at which it borrows over the duration of each loan. The Company has agreed a fixed interest rate with Barclays Bank plc at each loan draw-down.
The bank has undertaken a variable to fixed rate swap with a third party. The Company is not party to the swap agreement but via the financing agreement the Company has all the risks and rewards of the swap as should the loan be repaid early the Company would be required to pay the swap break costs or, alternatively accrue a swap benefit as a capital reduction depending on the value of the underlying swap at that point in time.
The interest rate swap is valued by reference to the bank's redemption notice of amounts due if the Company repaid it's borrowings at the balance sheet date; the Directors consider this to represent fair value.
Currency swap
The Group uses currency derivatives to hedge significant future foreign currency transactions and cash flows to safeguard the equity investments of shareholders against significant adverse movements between Sterling and Euros.
a) On 13 October 2006, Alpha Pyrenees Trust Finance Company Limited ("Alpha Finance"), a wholly owned subsidiary of the Company, entered into a currency swap with Barclays Bank Plc. Under the terms of this agreement, Alpha Finance will pay Barclays Bank Plc €130.1 million and Barclays Bank Plc will pay Alpha Finance £87.6 million on 16 October 2013. ln addition, there are quarterly periodic payments in February, May, August and October of each year starting on 16 February 2007 and ending 16 October 2013. On these dates Barclays Bank Plc will pay Alpha Finance an amount equal to 7% per annum on £87.6 million and Alpha Finance will pay Barclays Bank Plc an amount equal to 6% per annum on €130.1 million.
b) On 18 January 2007, Alpha Finance entered into a further currency swap with Barclays Bank Plc. Under the terms of this swap, Alpha Finance will pay Barclays Bank Plc €33 million and Barclays Bank Plc will pay Alpha Finance £21.6 million on 16 October 2013. In addition, there are quarterly periodic payments in February, May, August and November of each year starting on 16 February 2007 and ending on 16 October 2013. On these dates Barclays Bank Plc will pay Alpha Finance an amount equal to 7% per annum on £21.6 million and Alpha Finance will pay Barclays Bank Plc an amount equal to 5.9725% per annum on €33 million.
At 30 June 2010, a total amount of £7.9 million (€9.8 million) (December 2009: £11.8 million (€15.2 million) had been deposited as collateral with Barclays Bank Plc to support both the 13 October 2006 and 18 January 2007 swaps. The fair value of the currency swap contracts is determined by reference to the valuation process carried out by the contractual counterparty.
16. Share capital
The authorised share capital is unlimited. The Company has one class of share which carry no right to fixed income. All ordinary shares have a nil par value. The number of shares in issue is 117.5 million. There have been no shares issued or cancelled during the period.
17. Warrants and incentive options
a) Warrants
During 2005, the Company issued warrants to the Investment Manager pursuant to which it has been granted the right to subscribe for 6,375,000 ordinary shares in the Company at an exercise price of £1 per share. Such warrants can be exercised at any time up to and including 29 November 2010. The warrant instrument provides that the holder of the warrant may from time to time transfer all or some of its warrants to third parties. No warrants have been exercised during the period.
b) Incentive options
In order to incentivise the Investment Manager, the Company has granted options to it to acquire up to 3,825,000 ordinary shares. The options vest in three tranches of equal amounts over a three year period ending on the third, fourth and fifth anniversaries of admission of the shares to the Official List of the UKLA subject to a cumulative shareholder return performance criteria of10% per annum (50% vesting) and 12% per annum (100% vesting) having been met over a period of the preceding three years for each tranche respectively. The first and second tranches of these options have not vested.
Once vested the options are exercisable during the subsequent seven year period.
Number of options |
Expiry |
Price |
1,275,000 |
29 November 2017 |
100p |
The exercise price of outstanding options at 30 June 2010 was £1 (2009: £1) with a remaining contractual life of 6.5 years.
18. Related party transactions
Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions. Alpha Real Capital LLP is the Investment Manager to the Company under the terms of the Investment Manager Agreement and is thus considered a related party of the Company.
Transactions between the Company and its subsidiaries, which are related parties, have been eliminated on consolidation and are not disclosed in this note.
The Investment Manager is entitled to receive a fee from the Group at an annual rate of 1% of the gross assets of the Group, payable quarterly in arrears. The Investment Manager is also entitled to receive an annual performance fee calculated with reference to total shareholder return ("TSR"), whereby the fee is 20% of any excess over an annualised TSR of 12% and then a further 15% of any excess over 20%; the performance fee is subject to a three year high watermark with a minimum threshold of 100 pence. Details of the investment management fees for the current accounting period are shown on the face of the income statement and any balances outstanding are disclosed separately in note 13.
The Directors of the Company received total fees as follows:
|
Six months ending 30 June 2010 £ |
Year ending 31 December 2009 £ |
Dick Kingston |
15,000 |
30,000 |
Christopher Bennett |
10,000 |
20,000 |
David Jeffreys |
10,000 |
20,000 |
Phillip Rose |
10,000 |
20,000 |
Serena Tremlett |
10,000 |
20,000 |
Total |
55,000 |
110,000 |
The Directors interests in the shares of the Company at are detailed below:
|
30 June 2010 Number of shares held |
31 December 2009 Number of shares held |
Dick Kingston |
5,000 |
5,000 |
Christopher Bennett |
- |
- |
David Jeffreys |
250,000 |
5,000 |
Phillip Rose |
1,290,079 |
1,250,079 |
Serena Tremlett |
23,341 |
5,000 |
The following, being partners of the Investment Manager held the following shares in the Company:
|
30 June 2010 Number of shares held |
31 December 2009 Number of shares held |
ARRCO Limited* |
20,437,393 |
10,137,393 |
Sir John Beckwith |
3,435,681 |
3,435,681 |
Phillip Rose** |
1,290,079 |
1,250,079 |
Bradley Bauman |
450,357 |
164,764 |
IPGL Property Funds Ltd |
150,490 |
150,490 |
Karl Devon-Lowe*** |
24,650 |
n/a |
Ronnie Armist |
7,450 |
7,450 |
*ARRCO Limited's interest includes 20,437,393 shares held by a fellow group company, Antler Investment Holdings Limited. ARRCO Limited became a partner of the Investment Manager in June 2009.
**Phillip Rose is the CEO and a partner of the Investment Manager.
***Karl Devon-Lowe became a partner of the Investment Manager on 25 March 2010.
Paul Cable, being the Investment Manager's Fund Manager responsible for the Trust's investments, held 78,675 (31 December 2009: 75,768) shares in the Company.
Serena Tremlett is also the Managing Director and a major shareholder of Morgan Sharpe Administration Limited, the Company's administrator and secretary. During the period the Company paid Morgan Sharpe Administration Limited fees of £49,370.
19. Events after the balance sheet date
There are no material events after the balance sheet date.
Directors and Trust information
Directors:
Dick Kingston (Chairman)
Christopher Bennett
David Jeffreys
Phillip Rose
Serena Tremlett
Registered office:
Isabelle Chambers
Route Isabelle
St Peter Port
Guernsey
Investment Manager:
Alpha Real Capital LLP
1b Portland Place
London
W1B 1PN
Administrator and Secretary:
Morgan Sharpe Administration Limited
Isabelle Chambers
Route Isabelle
St Peter Port
Guernsey GY1 3TX
Joint brokers:
Numis Securities Limited
10 Paternoster Square
London EC4M 7LT
KBC Peel Hunt Ltd
111 Old Broad Street
London, EC2U 1PH
Independent valuers:
Knight Frank LLP
55 Baker Street
London W1U 8AN
Auditors:
BDO Limited
PO Box 180
Place du Pré
Rue du Pré
St Peter Port
Guernsey GY1 3LL
Tax advisers:
Deloitte LLP
Hill House
1 Little New Street
London EC4A 3TR
BDO Stoy Hayward LLP
55 Baker Street
London W1U 7EU
Legal advisors in Guernsey:
Carey Olsen
PO Box 98, Carey House,
Les Banques,
St Peter Port,
Guernsey, GY1 4BZ
Legal advisors in the UK:
Norton Rose LLP
3 More London Riverside
London SE1 2AQ
Registrar:
Computershare Investor Services (Jersey) Limited
Queensway House
Hilgrove Street
St Helier
Jersey JE1 1 ES
Shareholder information
Dividends
Ordinary dividends are paid quarterly. Shareholders who wish to have dividends paid directly into a bank account rather than by cheque to their registered address can complete a mandate form for this purpose. Mandates may be obtained from the Group's Registrar. Where dividends are paid directly to shareholders' bank accounts, dividend vouchers are sent directly to shareholders' registered addresses.
Share Price
The Trust's Ordinary Shares are listed on the London Stock Exchange.
Change of address
Communications with shareholders are mailed to the addresses held on the share register. In the event of a change of address or other amendment, please notify the Trust's Registrar under the signature of the registered holder.
Investment Manager
The Company is advised by Alpha Real Capital LLP which is authorised and regulated by the Financial Services Authority in the United Kingdom.
Financial Calendar
Financial reporting |
Date |
Dividend period |
Ex-dividend date |
Record date |
Payment date |
Half Year Report and announcement of dividend |
13 August 2010 |
Quarter ended 30 June 2010 |
15 September 2010 |
17 September 2010 |
11 October 2010 |
Interim Management Statement (Q3) |
18 November 2010 |
Quarter ended 30 September 2010 |
8 December 2010 |
10 December 2010 |
10 January 2011 |
Annual Report and Accounts announcement |
18 March 2011 |
Quarter ended 31 December 2010 |
30 March 2011 |
1 April 2011 |
27 April 2011 |
Annual Report Published |
31 March 2011 |
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Annual General Meeting |
29 April 2011 |
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