Interim Results for the period ended 31 Dec 2013
28 February 2014
Macau Property Opportunities Fund Limited
("MPO" or the "Company")
Interim Results for the period ended 31 December 2013
Macau Property Opportunities Fund Limited announces its results for the six months ended 31 December 2013. The Company, which is managed by Sniper Capital Limited, develops and invests in property opportunities in Macau and China's Pearl River Delta.
FINANCIAL HIGHLIGHTS
· Adjusted NAV per share rose 25.5% to US$4.95 (£2.99*) whilst IFRS NAV per share increased by 15.3% to US$2.99.
· Property portfolio valuation reached US$565 million, up 24.7%.
· Share price discount to Adjusted NAV per share narrowed from 41% to 28% during the period, despite a strong rise in NAV per share.
· 7.2% of MPO's outstanding issued share capital worth US$20.4 million was repurchased and cancelled.
· In accordance with IFRS, MPO's total assets amounted to US$416 million and total liabilities were US$166 million as at period end.
· Cash balance stood at US$13.4 million as at 31 December 2013, of which US$3.7 million is pledged as collateral for the Company's banking facilities.
· Assuming a full drawdown of its committed loan facilities and based on the Company's portfolio value as at 31 December 2013, MPO's total loan-to-value ratio would be 21.7%.
* Based on a US Dollar/Sterling exchange rate of 1.657 as at 31 December 2013.
OPERATING HIGHLIGHTS
· The Waterside (luxury residential)
o Occupancy rates have stabilised above 90%, with average rental rates rising 5.7% over the period to reach HK$23.57 (US$3.04) per sq ft monthly.
· The Fountainside(low-density residential)
o The property has now received its sales permit allowing the final sales phase, consisting of 14 standard units, two duplex units and four villas, to be launched.
· The Green House (luxury private home)
o The luxury private home, which has seen its valuation appreciate by more than fourfold since acquisition, continues to attract buyer interest.
· Senado Square (prime retail)
o Despite delays in the planning process, the value of the property continues to benefit from strong demand for retail sites in Macau.
· Zhuhai projects: APAC Logistics Centre (warehousing/logistics)
& Cove Residence (residential)
o Both properties were divested for US$64.7 million on 21 February 2014. The sales price represents a 34% premium to the September 2013 valuation of the properties, generating a net profit of US$29 million - equivalent to an internal rate of return of 21%.
FUTURE STRATEGY
Shareholders will be asked to approve a number of proposals at a forthcoming EGM, including:
· A distribution of c. US$29 million or US$0.35 (21p) per share, representing the entire net profit generated by the sale of the Company's Zhuhai properties; and
· A proposal to bring forward the continuation vote to the EGM date and the scheduling of the next continuation vote to no later than 31 December 2016.
Commenting on the period under review, David Hinde, the Company's Chairman, said:
"MPO's Adjusted Net Asset Value per share rose to a new high, driven by continued market strength and our asset enhancement and share buy-back programmes. Following the divestment of our Zhuhai properties, we will be recommending a distribution to shareholders.
"We believe the implementation of our future strategy, to be proposed at an upcoming EGM, will allow for the full maximisation of MPO's portfolio."
The Manager will be available to speak to analysts and media. If you would like to arrange a call, please contact Simon Hockridge at MHP Communications on +44 (0) 20 3128 8100 or Simon.Hockridge@mhpc.com.
- Ends -
About Macau Property Opportunities Fund
Macau Property Opportunities Fund Limited is a closed-end investment fund registered in Guernsey and listed on the London Stock Exchange's main market.
Launched in 2006, the Company targets strategic property investment and development opportunities in Macau and Mainland China's western Pearl River Delta. Its current US$565 million portfolio comprises a mix of well-positioned residential and retail property assets.
The Fund is managed by Sniper Capital, an Asia-based property investment manager with an established track record in fund management and investment advisory.
For further information:
Company Registration Number 44813
Website: www.mpofund.com
Public Relations
MHP Communications
Simon Hockridge / Andrew Jaques / James Morgan
Tel: +44 20 3128 8100
Manager
Sniper Capital Limited
Tel: +65 6222 1440 (Investor Contact)
Tel: +853 2870 5151(Fund Adviser)
Email: info@snipercapital.com
www.snipercapital.com
Corporate Broker
Liberum Capital
Chris Bowman / Richard Bootle
Tel: +44 20 3100 2228
Company Secretary & Administrator
Heritage International Fund Managers
Mark Huntley / Laurence McNairn
Tel: +44 14 8171 6000
Stock Codes:
Bloomberg: MPO LN
Reuters: MPO.L
MACAU PROPERTY OPPORTUNITIES FUND LIMITED
INTERIM REPORT FOR THE PERIOD ENDED 31 DECEMBER 2013
CHAIRMAN'S MESSAGE
Your Company continues to make strong headway.
MPO's Adjusted Net Asset Value per share rose to a new high, driven by continued market strength and our asset enhancement and share buy-back programmes. Since the period end, we have completed the divestment of our Zhuhai properties and will be recommending a distribution to shareholders.
We remain resolutely committed to maximising values and rewarding our shareholders.
Fund performance
Macau property values rose strongly during the period, driven by a lack of new supply and several notable transactions at record prices.
In the six months to 31 December 2013, the market value of MPO's portfolio appreciated 24.7% to reach US$565 million, with Adjusted NAV rising 16.4% to US$413.6 million. This translates to US$4.95 (£2.99)1 per share - an increase of 25.5%.
IFRS NAV2increased 7.0% to US$250 million, or US$2.99 per share - up 15.3%.
MPO's loan-to-value ratio increased slightly to 22%3, and cash balances totalled US$13.4 million, inclusive of US$3.7 million in deposits pledged as collateral for banking facilities.
A further 7.2% of our outstanding issued shares were repurchased and cancelled during the period, taking the total amount of buy-backs undertaken to 20.5% of the original issued share capital.
The benefits of this are finally being felt. During the period, our share price discount to Adjusted NAV per share narrowed from 41% to 28% - despite a strong rise in NAV per share.
Portfolio update
Our asset management team continues to implement creative strategies that are successfully driving portfolio values.
The Waterside, the Fund's cornerstone asset, continues to perform well. Occupancy has stabilised at above 90% and rental values continue to rise. This exceptional residential tower has few rivals in terms of its market position.
The Fountainside, our low-density residential development located in a sought-after Macau neighbourhood, has now received its sales permit and the final sales programme has commenced.
Senado Square, our delayed, but prime retail redevelopment project, has seen a significant rise in its valuation, driven by several record retail transactions in the area.
The Green House, our exclusive luxury residence, has been further enhanced to an even higher standard. Prime properties are scarce in Macau and we believe the asset has potential for further growth in value.
The sale of APAC Logistics Centre and Cove Residence, our logistics and residential sites located in nearby Zhuhai, China, was recently completed for US$64.7 million. The sale generated a net 21% internal rate of return for shareholders.
Future strategy
As highlighted in my last report, MPO's eight-year continuation vote is due at the end of 2014. Over the past few months, we have considered this issue comprehensively, taking into account feedback from shareholders and our ongoing commitment to maximising shareholder value at a time when Macau's growth prospects remain extremely promising.
Consequently, we will be holding an EGM in the near future at which shareholders will be asked to approve a number of proposals including the following;
1 a distribution to shareholders of approximately US$29 million, or US$0.35 (21p) per share, representing the entire net profit generated by the sale of our Zhuhai properties; and
2 the proposal to bring forward the continuation vote to the upcoming EGM and the scheduling of the next continuation vote to no later than 31 December 2016.
Subject to the passing of the above resolution, the Board intends that not less than 50% of any future net profits from asset sales will be distributed to shareholders and further acquisitions will be considered only if exceptional shorter-term opportunities present themselves.
In addition, opportunistic share buy-backs will continue to have the utmost priority.
Further information in relation to the upcoming EGM will be provided in a forthcoming circular to shareholders.
Outlook
Macau's economic and demographic fundamentals remain intact and powerful. Major infrastructure and resort projects are expected to raise its profile further and increase the appeal of its property market.
Macau's rising profile as an international leisure and tourism destination, alongside increasing affluence in the region, is likely to continue supporting the growth of the city's property market.
We believe the implementation of our future strategy, to be proposed at an upcoming EGM, will allow for the full maximisation of MPO's portfolio.
David Hinde
Chairman of the Board
Macau Property Opportunities Fund Limited
27 February 2014
1 Based on a Dollar/Sterling exchange rate of 1.657 as at 31 December 2013.
2 For IFRS NAV per share, which excludes the valuation uplift in properties treated as inventories, please see table on page 21.
3 Assuming a full drawdown of its committed loan facilities and based on MPO's portfolio value as at 31 December 2013.
KEY HIGHLIGHTS
· Total Adjusted NAV: US$413.6m
- Uplift of 16.4% during the period
· Adjusted NAV per share*: US$$4.95
- Uplift of 25.5% during the period
· Share buy-backs: £12.7m
- During the period
· Macau gaming revenues: US$45b
- Largest gaming market in the world
· Macau economic growth: 14%
- EIU forecast for 2013
· Macau retail sales: US$8b
- Year-on-year growth of 19%
· Zhuhai properties: Disposal completed for US$64.7m
· The Waterside: Occupancy rate stabilised at 90%
· Senado Square: Significant increase in valuation
· The Fountainside: Final sales programme ongoing
* Equivalent to £2.99, based on a Dollar/Sterling exchange rate of 1.657 as at 31 December 2013. For IFRS NAV and NAV reconciliation, please see the table on page 21 and Note 9 to the financial statements respectively.
PORTFOLIO OVERVIEW
· Portfolio Valuation Uplift: 24.7%, over the period.
· Loan-to-value: 22%*, versus 20% as at 30 June 2013.
* Assuming a full drawdown of its committed loan facilities and based on MPO's portfolio value as at 31 December 2013.
Portfolio summary table as at 31 December 2013
|
Property |
Sector |
Type |
Current Status |
Uplift (Current Period) |
Commitment 4 |
Market Valuation 5 |
|
The Waterside 1 One Central 2 |
Luxury residential |
Investment |
Leasing and asset management |
21%
28% |
99
25 |
267.9
40.0 |
|
The Fountainside |
Low-density residential |
Redevelopment |
Completed and selling |
13% |
22 |
73.3 |
|
Senado Square |
Prime retail |
Redevelopment |
Advanced planning |
37% |
37 |
100.6 |
|
The Green House |
Luxury private home |
Investment |
Hold |
12% |
4 |
18.1 |
|
APAC Logistics Centre 3
Cove Residence 3 |
Warehousing and logistics
Residential |
Investment/ |
Divestment underway |
43% |
45 |
64.7 |
|
Smaller Property |
Residential |
Investment |
Hold |
n/a |
n/a |
0.4 |
|
|
|
Total 232.0 |
Total 565.0 |
|||
1 Tower Six of One Central Residences; please refer to the disclaimer on page 48.
2 Individual units at One Central Residences.
3 Jointly acquired as part of a combined investment in August 2008.
4 Including acquisition and (where appropriate) project development costs.
5 Assuming a full drawdown of its committed loan facilities and based on MPO's portfolio value as at 31 December 2013.
Composition by project (based on market value)
|
Property |
Portfolio composition (%) |
Valuation (US$ million) |
|
The Waterside1 |
47.4 |
267.9 |
|
Senado Square |
17.8 |
100.6 |
|
The Fountainside |
13.0 |
73.3 |
|
APAC Logistics Centre & Cove Residence2 |
11.5 |
64.7 |
|
One Central3 |
7.1 |
40.0 |
|
Other property assets4 |
3.2 |
18.5 |
1 Tower Six of One Central Residences; please refer to the disclaimer on page 48.
2 Jointly acquired as part of a combined investment in August 2008.
3 Individual units at One Central Residences.
4 Includes The Green House and a smaller property asset.
Composition by sector
|
Sector |
Portfolio composition (%) |
|
Residential |
70.7 |
|
Retail |
17.8 |
|
Warehouse/Logistics |
11.5 |
THE WATERSIDE
Sector
Luxury residential
Property type
Investment
Current status
Leasing and asset management
Gross floor area
148,000 square feet
Acquisition cost
US$88 million
Valuation
US$267.9 million
+21% over the period
+205% since acquisition
Comprising 59 tailored luxury apartments housed in an enbloc-owned tower at One Central Residences, The Waterside is one of the most sought-after leased residential addresses in Macau. The exclusive waterfront property includes standard units, five exclusive simplex and duplex apartments, and a special collection of premium high-floor units.
Rental values continue to rise as the occupancy level stabilises at above 90%. Our primary focus remains on further driving rental growth at the property.
THE FOUNTAINSIDE
Sector
Low-density residential
Property type
Redevelopment
Current status
Completed and selling
Gross floor area
80,000 square feet
Total commitment
US$22 million
Acquisition cost - US$8 million
Project development cost - US$14 million
Valuation
US$73.3 million
+13% over the period
+807% since acquisition
The Fountainside is a niche low-density residential development located in the prestigious historic Penha Hill district, housing a collection of 38 apartments and four villas. 22 standard units - representing 35% of the project's total GFA - have already been pre-sold, and the remaining units are currently being marketed for sale.
Accounting for more than 20% of the property's value, the villas feature amenities such as an attached garden and a private garage and are being marketed on an exclusive basis to high-net-worth individuals.
SENADO SQUARE
Sector
Prime retail
Property type
Redevelopment
Current status
Advanced planning
Gross floor area
70,000 square feet
Total commitment
US$37 million
Acquisition cost - US$16 million
Project development cost - US$21 million
Valuation
US$100.6 million
+37% over the period
+525% since acquisition
Senado Square is MPO's flagship retail development, situated in the heart of Macau's vibrant shopping district and UNESCO-listed historic centre. Designed by Arquitectonica - the creative team behind City of Dreams - Senado Square has received glowing praise and reviews for its sustainable principles and contemporary design.
Despite delays in the planning process, the value of the property continues to benefit from strong demand for retail sites in Macau. Once completed and leased, Senado Square will be marketed for sale as a prime retail investment asset.
THE GREEN HOUSE
Sector
Luxury private home
Property type
Investment
Current status
Hold
Gross floor area
5,200 square feet
Acquisition cost
US$4 million
Valuation
US$18.1 million
+12% over the period
+411% since acquisition
Located atop Penha Hill, The Green House offers unobstructed, breathtaking views of Macau's landscape. Combining exclusivity with a central location, The Green House is a rare and much-coveted asset.
Since its acquisition in late 2007, the luxury private home continues to attract buyer interest and has seen its valuation appreciate more than fourfold. Houses offering a combination of exclusivity and prime location are a rare commodity in Macau, with less than 50 houses in the Penha Hill area. We intend to retain the property and divest only at an opportune time, once a sufficient premium is achieved.
APAC LOGISTICS CENTRE & COVE RESIDENCE
Property type
Investment/Development
Current status
Divestment underway
Property
APAC Logistics Centre
Sector
Warehousing and logistics
Gross floor area
1,300,000 square feet
Property
Cove Residence
Sector
Residential
Gross floor area
215,000 square feet
Total commitment
US$45 million
Acquisition cost - US$11 million
Project development cost - US$34 million
Sales proceeds
US$64.7 million
+43% over the period
+484% since acquisition
In August 2013, the Fund entered into an agreement to divest both properties for a combined value of US$64.7 million. The transaction was completed as of 21 February 2014 and 90% of the sales consideration has been paid to the Fund. The remaining 10% is held in escrow to be released to the Fund six months after the sale completion date.
Located near key infrastructure projects in the emerging Zhuhai region, in the western Pearl River Delta, APAC Logistics Centre and Cove Residence are well positioned to tap into burgeoning demand arising from long-term economic growth in the region.
MANAGER'S REPORT: OVERVIEW
Macau Property Opportunities Fund performed well in the six months to 31 December 2013 with Adjusted Net Asset Value per share appreciating 25.5%.
Macau continues to set new records in gaming revenue and tourism spending. And yet this remarkable growth story appears far from over. Demand for Macau property should continue to rise.
Financial results
In the six months to 31 December 2013, the market value of MPO's portfolio rose 24.7% to US$565 million. This represents a premium of US$363 million, or 180%, over the total costs of the properties themselves.
IFRS NAV rose 7.0% to US$250 million and Adjusted NAV (which includes the valuation uplift in properties treated as inventories) increased 16.4% to US$413.6 million during the same period. IFRS NAV per share and Adjusted NAV per share stood at US$2.99 and US$4.95 respectively, as at the period's end. In sterling, Adjusted NAV per share was £2.99, based on a dollar/sterling exchange rate of 1.657 as at 31 December 2013.
MPO's share price at the end of the period was £2.16 - an increase of 41% for the period, equating to a discount to Adjusted NAV per share of 28%, versus 41% six months earlier. MPO's shares outperformed their peers in 2013 and have continued to do so since the period end, reaching a 52-week high of £2.24 on 20 January 2014.
Note: The Company's interim financial statements as at 31 December 2013 have been prepared in accordance with International Financial Reporting Standards as adopted by the European Union. All properties in the Company's portfolio have been valued by Savills (Macau) Limited.
Development properties classified as inventories are included in the financial statements at the lower of cost and net realisable value, whereas properties classified as investment properties are carried at fair value.
Please refer to Notes 11 and 12 on pages 46 and 47 for more information on share buy-backs and related party transactions.
MPO Half-year financial summary
|
|
31 Dec 13 |
30 Jun 13 |
|
NAV (IFRS) (US$ million) |
250.0 |
233.7 |
|
Uplift of inventories held at cost to market value |
163.6 |
121.6 |
|
Adjusted NAV (US$ million) |
413.6 |
355.3 |
|
NAV per share (IFRS) (US$) |
2.99 |
2.60 |
|
Adjusted NAV per share (US$) |
4.95 |
3.95 |
|
Adjusted NAV per share (£) * |
2.99 |
2.60 |
|
Share price as at period end (£) |
2.16 |
1.54 |
|
Portfolio valuation (adjusted basis) (US$ million) |
565.0 |
452.9 |
|
Loan-to-value ratio (%) |
22 |
20 |
* Based on the following US$/GBP exchange rates: 1.521 at 30 June 2013 and 1.657 as at 31 December 2013.
Liability management
In accordance with IFRS, MPO's total assets amounted to US$416 million as at the period end and total liabilities were US$166 million, of which the outstanding loan facility on One Central Residences accounted for US$107 million.
As at 31 December 2013, the Company held a cash balance equivalent to US$13.4 million, of which US$3.7 million was pledged as collateral for its banking facilities.
Assuming a full drawdown of its committed loan facilities and based on the Company's portfolio value as at 31 December 2013, MPO's total loan-to-value ratio would be 21.7%, a slight increase from 20.1% six months earlier.
Significant shareholders (as at 31 January 2014)
|
Name of shareholder |
No. of shares |
% |
|
Lazard Asset Management LLC |
15,566,521 |
18.81 |
|
Universities Superannuation Scheme |
10,500,000 |
12.69 |
|
Sniper Investments Limited |
9,300,000 |
11.24 |
|
Invesco Asset Management |
6,365,295 |
7.69 |
|
Apollo Multi Asset Management |
4,260,500 |
5.15 |
|
Goldman Sachs |
4,072,423 |
4.92 |
|
Subtotal |
50,064,739 |
60.50 |
|
Other |
32,675,261 |
39.50 |
|
Total |
82,740,000 |
100.00 |
The Waterside - driving rental growth
Centrally located and with unparalleled views in Macau, The Waterside continued to raise the bar for excellence in Macau's leased residential property segment. Occupancy rates have stabilised above 90% and the average rental rate rose to HK$23.57 from HK$22.30 on a per-square-foot basis - an increase of 5.7% over the period.
However, net rental yields declined slightly, from 2.1% to 1.8%, in the six months to 31 December 2013 due to a strong rise in the asset's value.
With this in mind and with demand for luxury rental accommodation continuing to rise in the region, driving rental growth remains our overriding objective. We are continuously upgrading all apartments and organising campaigns to cement The Waterside's position as the premier luxury rental address in Macau.
Other Units at One Central Residences - opportunistic disposals
We continued with our opportunistic disposals strategy for our 10 remaining units in other towers at One Central Residences. During the period, four units were in the process of being sold between 16% and 30% higher than their latest available valuations in September 2013, reflecting the exceptional demand for well-located units in Macau. Of the US$15 million in net proceeds that the sales will generate, 70% will be used to pay down debt.
The Fountainside - bright sales prospects
The Fountainside, our 80,000 square feet low-density residential development in Macau's exclusive Penha Hill district, has now received its sales permit. The final sales phase has been launched in a buoyant property market with limited new supply.
Comprising 38 apartments and four villas, The Fountainside sets a new standard for residential design in the neighbourhood, with its heritage architecture, sustainable features and generous amenities.
All main lobby, external façade, pavement and road works around the property have been completed. We expect to receive an occupancy permit for the property by mid-2014, following which unit handovers and full payments can proceed.
22 standard units have been pre-sold and the remaining 20 units - 14 standard units, two duplexes and four villas - will be targeted at high-net-worth individuals.
The Green House - enhancing appeal
Located on Penha Hill, in an exclusive neighbourhood that overlooks Sai Van Lake, The Green House continues to attract ongoing interest from potential buyers.
Tailored to meet demand for one-of-a-kind ultra-luxury homes in Macau, the 5,000 square feet mansion has seen its market value appreciate more than fourfold since acquisition at the end of 2007.
New refurbishment works have been carried out on the property to further enhance its value and appeal.
APAC Logistics Centre and Cove Residence - disposal completed
In August 2013, the Company entered into a formal sales and purchase agreement to dispose of both projects for a combined price of RMB392 million (US$64.7 million). On 21 February 2014, 90% of the total sales consideration was received. The remaining 10% in retention funds will be released to MPO six months after the deal's completion.
Offering more than 1.3 million square feet of state-of-the-art logistics facilities, APAC Logistics Centre is one of the largest multifunctional warehouses in the western Pearl River Delta. The neighbouring Cove Residence, with 484 studio, one- and two-bedroom units, will provide 215,000 square feet of living space, tailored to meet rising demand for leased accommodation in the region.
Senado Square - approval in process
Located in the heart of the city's most popular shopping and tourism district, the 70,000 square feet Senado Square retail project will help spur the regeneration of the city's heritage quarter once completed.
We continue to work in tandem with relevant government bodies to gain the necessary design, planning and construction approvals for this delayed but promising project. Construction is now expected to commence in early 2015. Meanwhile, driven by several record retail transactions in the area, the project has seen a significant increase in its valuation.
MANAGER'S REPORT: PROPERTY MARKET OUTLOOK
Macau's property market remains supported by strong fundamentals and is growing in parallel with the city's economic expansion. The territory's rising profile as an international leisure and tourism destination, alongside increasing wealth in the region, is likely to continue to fuel demand for the city's properties.
A buoyant property sector
Macau's property market remained strong last year; home prices soared 50% year-on-year, according to media reports. Property agents forecast that the average home price will exceed US$1,220 per square foot this year after setting a record of US$1,140 per square foot last May.
Several notable residential transactions have taken place in the past few months, indicating the strength of the market.
A 7,495 square feet penthouse at One Central Residences was sold for around US$3,000 per square foot. Standard units at One Central Residences are now transacted at above US$1,500 per square foot, according to recent deal records.
Properties in neighbouring Hengqin also enjoyed significant price appreciation. Two residential sites were sold for US$826 million and US$1 billion, respectively, and experts expect units on the site to be priced at above US$460 per square foot to allow the developers to make reasonable profits.
Rising land premiums
Taking into consideration the sharp rise in construction costs and property values, the government announced a new calculation standard for land premiums, factoring in a substantial upward adjustment.
Developers will now have to pay up to five times more in premiums for land intended for commercial use, and three times more for land intended for housing blocks with more than seven floors.
Adjustments to land premiums will increase project costs for developers, and in turn will likely be passed on to homebuyers.
The new calculation standard will not apply to projects whose construction plans have already been approved. MPO's existing properties should benefit from the new measure, as average home prices will be supported by the higher prices of new properties.
China's urbanisation drive
Home prices in China's first-tier cities have surged more than 20% year-on-year, despite tougher property market cooling measures rolled out in 2013.
A growing middle class and ongoing urbanisation remain key drivers of domestic property demand in China.
Chinese leaders reaffirmed their intention to turn urbanisation into a powerful engine to drive growth and rebalance the economy at a crucial Communist Party meeting last November.
The country's official level of urbanisation stands at around 52%, and the government aims to increase that figure to 70% by 2025, meaning that 250 million more people will be moving into cities in the next decade.
Consulting firm McKinsey forecasts that China's new middle class will earn RMB60,000-229,000 (US$9,920 to US$37,860) a year by 2022, further supporting demand for property and consumer products.
MANAGER'S REPORT: MACROECONOMIC OUTLOOK
Economic growth in Macau remains strong and shows little signs of slowing. With more large-scale casino, hotel, entertainment, leisure and shopping developments on the horizon, Macau is set to enter another exciting phase of growth as the city gradually transforms itself from a gaming hub to a multi-faceted tourism destination.
More balanced growth
Macau continues to set new records for gaming revenues, generating US$45.2 billion in 2013 - six times more than Las Vegas. Bank analysts forecast that the territory's gaming revenue will reach US$77 billion annually by 2017.
VIP sector and mass-market gaming have both performed well in the past year, although mass-market growth continued to outstrip growth in the VIP segment, rising 35% year-on-year, aided by a 40% year-on-year jump in the fourth quarter alone. Revenues in the high-roller market grew 13% year-on-year, making up two-thirds of the territory's total gaming take.
The city is also making more efforts to diversify its economy. More non-gaming facilities, entertainment programmes and food & beverage options are on offer to attract a more diverse range of visitors.
With world-class facilities, the territory is increasingly becoming a stop on the global concert circuit. International pop stars such as Rihanna and Alicia Keys all performed in Macau last year. Philippine boxing legend and eight-division world champion, Manny Pacquiao, fought a championship bout in Macau to much global media fanfare.
Macau is gradually shedding its image as a town that revolves around gambling, and is well on its way to becoming a multi-attraction tourism destination.
Rising incomes and retail expansion
Macau's economy, supported by the booming gaming and tourism industries, continues to expand. According to the latest Economist Intelligence Unit report, the territory's economy is expected to grow at around 12% in 2013-14, making it one of the fastest-growing economies in the world.
Macau's unemployment rate, at around 1.8%, is one of the lowest in the world. A tight labour market continues to drive wages higher, and the monthly median earnings of Macau residents grew 15% year-on-year to around 15,000 patacas (US$1,877).
Rising incomes have also continued to drive retail sales growth. Retail sales in the city have expanded for several consecutive quarters, fuelled mainly by sales of upmarket goods. Retail sales revenues grew to US$1.95 billion in the third quarter of last year, 23% higher than a year earlier.
Hotel boom
An unprecedented hotel-building boom is also under way, with a number of new brands set to open in the next few years.
Macau currently has 27,773 rooms spread across 97 hotels. This stands in stark contrast to neighbouring Hong Kong, which has close to 70,000 hotel rooms and Las Vegas, with 150,000. With occupancy levels in Macau averaging well above 80%, the city is in urgent need of greater room capacity. Over 20,000 additional rooms are expected to come to market by 2018.
Sands Cotai Central, in its next phase of expansion, is expected to open the 460-room St. Regis Hotel later this year.
Galaxy Phase Two will see the arrival of the JW Marriott Hotel and The Ritz-Carlton in 2014 and 2015 respectively, together offering 1,280 new rooms.
Macau Studio City, slated to open in 2016, will offer about 1,600 rooms in total.
SJM Holdings has also struck a deal with Italian fashion house Versace to build a luxury Palazzo Versace Hotel boasting 270 rooms, which is due to open in 2017.
The revamp of Macau's Fisherman's Wharf, a development by local tycoon David Chow, will also include three new hotels with a combined 1,263 rooms.
Hollywood Roosevelt, a historic boutique hotel in Los Angeles that counts numerous celebrities as its guests, will open its first Asian branch near the Cotai Strip in mid-2015, with 373 rooms.
Last but not least, the highly-publicised Louis XIII casino resort will also open in 2016. Positioned as "the world's most luxurious and extravagant hotel and casino", the hotel will offer around 230 duplex suites and 16 villas.
Upcoming hotel projects
|
Name |
Location |
No. of rooms |
Opening date |
|
St. Regis |
Sands Cotai Central |
460 |
2014 |
|
JM Marriott |
Galaxy Phase Two |
1,1060 |
2014 |
|
The Ritz-Carlton |
220 |
2015 |
|
|
Macau Studio City |
Macau Studio City |
1,600 |
2015 |
|
Hollywood Roosevelt |
Taipa |
373 |
2015 |
|
Harbourview Hotel |
Fisherman's Wharf |
444 |
2014 |
|
Legend Palace Hotel |
219 |
2015 |
|
|
Legendale Hotel |
600 |
2016 |
|
|
The Parisian |
Cotai
|
3,000 |
2015 |
|
Wynn Cotai |
2,000 |
2016 |
|
|
Louis XIII Casino Resort |
246 |
2016 |
|
|
MGM Cotai |
1,600 |
2016 |
|
|
Lisboa Palace |
SJM Cotai |
1,450 |
2017 |
|
Palazzo Versace Hotel |
270 |
2017 |
|
|
|
|
Total: 13,542 |
|
Regional development
Across the mainland border in Hengqin, significant growth is also in evidence. The new University of Macau campus - 20 times the size of its predecessor - opened last autumn, and the Chimelong Ocean Kingdom theme park began operations in late January.
Regional infrastructure projects have also continued full steam ahead. Construction is well under way on the Hong Kong-Zhuhai-Macau Bridge. The US$9 billion project will consist of 42km of dual three-lane carriageway with a 6.7km undersea tunnel.
Following Shanghai's lead, a proposal to build a regional free trade zone encompassing Guangdong province, Hong Kong and Macau has been submitted to China's State Council. The plan, if approved, will help to spur further regional co-operation and integration among the three Pearl River Delta economic powerhouses.
Risks and uncertainties*
We are excited about Macau's future, yet some uncertainties remain.
A potential change in the interest rate cycle in the United States could have potentially negative effects on property markets in emerging economies.
Uncertainty about China's economic growth projections remains as the country tries to reposition its economy as a long-term, consumption-driven model. The rapid rise in Chinese property prices could herald a potential correction.
Macau continues to be constrained by its limited capacity to host more tourists. The problem will persist in the short-term, but we believe the opening of new resorts, alongside developments on neighbouring Hengqin Island, will gradually alleviate the problem.
Chinese President Xi Jinping has been leading an ongoing anti-corruption campaign, which might negatively impact the VIP gaming market and in turn the overall performance of casinos. The gaming industry also faces potential competition in the region as casino projects in destinations such as the Philippines and Japan emerge. Nevertheless, we believe Macau is well positioned to see off such challenges, thanks to its proximity to large markets and sheer critical mass.
Macau also continues to grapple with ongoing challenges, including a labour shortage, rising wage and construction costs, and protracted approvals procedures for sensitive development projects.
* The full list of risks and uncertainties are disclosed in the Corporate Governance Report of the annual financial statements as of 30 June 2013. There have been no changes to the Group's principal risks and uncertainties in the six month period to 31 December 2013 and the Board of Directors does not anticipate any changes to the principal risks and uncertainties in the next six months.
Summary
Despite these challenges, there are few cities in the world that are transforming as rapidly as Macau.
The territory's success story is continuing to unfold as it evolves from being primarily a gaming hub to a world leading leisure and tourism destination.
As Macau garners increasingly greater international attention, property in the city will become even more appealing to locals and foreigners alike. MPO's portfolio of assets remains well-positioned to ride Macau's next phase of growth.
Going Concern
Your Board have considered the likely outcome of the continuation vote to be proposed at the EGM. In our view there is no material uncertainty that the resolution for the Company not to continue as constituted will be defeated. Accordingly, and in view of the Company's strong cash position and banking facilities, the financial statements have been prepared on the going concern basis. Further details are set out on page 38 in Note 1 to the financial statements.
Directors' Statement of Responsibilities
The Directors are responsible for preparing this half-yearly financial report in accordance with applicable law and regulations. The Directors confirm that to the best of their knowledge:
· the interim condensed consolidated financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the European Union; and
· the Chairman's Message and Investment Manager's Report meet the requirements of an interim management report, and include a fair review of the information required by:
a. DTR 4.2.7R of the Disclosure and Transparency Rules, being an indication of important events that have occurred during the first six months of the financial year and their impact on the interim condensed consolidated financial statements; and a description of the principal risks and uncertainties for the remaining six months of the year; and
b. DTR 4.2.8R of the Disclosure and Transparency Rules, being related party transactions that have taken place in the first six months of the current financial year and that have materially affected the financial position or performance of the entity during that period; and any changes in the related party transactions described in the last annual report that could do so.
On behalf of the Board
David Hinde
Chairman
27 February 2014
Independent Review Report to Macau Property Opportunities Fund Limited
Introduction
We have been engaged by Macau Property Opportunities Fund Limited to review the interim condensed consolidated financial statements in the interim financial report for the six months ended 31 December 2013 which comprise the Interim Condensed Consolidated Statement of Financial Position, the Interim Condensed Consolidated Statement of Comprehensive Income, the Interim Condensed Consolidated Statement of Changes in Equity, the Interim Condensed Consolidated Statement of Cash Flows and the related notes 1 to 13. We have read the other information contained in the interim financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.
This report is made solely to the Company in accordance with guidance contained in International Standard on Review Engagements (UK and Ireland) 2410 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity' issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our work, for this report, or for the conclusions we have formed.
Directors' Responsibilities
The interim financial report is the responsibility of, and has been approved by, the Directors. The Directors are responsible for preparing the interim financial report in accordance with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
As disclosed in note 1, the annual financial statements of the Group are prepared in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union. The interim condensed consolidated financial statements included in this interim financial 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 interim condensed consolidated financial statements in the interim financial report based on our review.
Scope of Review
We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410, 'Review of Interim Financial 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 interim condensed consolidated financial statements in the interim financial report for the six months ended 31 December 2013 are not prepared, in all material respects, in accordance with International Accounting Standard 34 and with the Disclosure and Transparency Rules of the United Kingdom's Financial Conduct Authority.
Ernst & Young LLP
Guernsey, Channel Islands
27 February 2014
Notes:
1. The maintenance and integrity of the Macau Property Opportunities Fund Limited website is the responsibility of the Directors; the work carried out by the auditors does not involve consideration of these matters and, accordingly, the auditors accept no responsibility for any changes that may have occurred to the financial information since it was initially presented on the website.
2. Legislation in Guernsey governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.
Macau Property Opportunities Fund Limited
Interim Condensed Consolidated Statement of Financial Position (Unaudited)
At 31 December 2013
|
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
|
31 Dec 2013 |
|
31 Dec 2012 |
|
30 Jun 2013 |
|
|
Note |
US$'000 |
|
US$'000 |
|
US$'000 |
|
ASSETS |
|
|
|
|
|
|
|
Non-current assets |
|
|
|
|
|
|
|
Investment property |
3 |
332,608 |
|
239,848 |
|
266,498 |
|
Deposits with lenders |
4 |
3,704 |
|
6,747 |
|
4,899 |
|
Financial assets at fair value through profit or loss - interest rate swap |
6 |
260 |
|
- |
|
183 |
|
|
|
336,572 |
|
246,595 |
|
271,580 |
|
Current assets |
|
|
|
|
|
|
|
Inventories |
5 |
68,834 |
|
62,460 |
|
64,768 |
|
Trade and other receivables |
|
186 |
|
227 |
|
216 |
|
Prepayments |
|
1,051 |
|
842 |
|
732 |
|
Cash and cash equivalents |
|
9,736 |
|
15,193 |
|
9,864 |
|
|
|
79,807 |
|
78,722 |
|
75,580 |
|
Total assets |
|
416,379 |
|
325,317 |
|
347,160 |
|
|
|
|
|
|
|
|
|
EQUITY |
|
|
|
|
|
|
|
Capital and reserves attributable to the |
|
|
|
|
|
|
|
Company's equity holders |
|
|
|
|
|
|
|
Share capital |
|
835 |
|
948 |
|
900 |
|
Retained earnings |
|
127,155 |
|
59,837 |
|
90,746 |
|
Distributable reserves |
|
120,853 |
|
151,595 |
|
141,212 |
|
Foreign currency translation reserve |
|
1,178 |
|
616 |
|
840 |
|
Total equity |
|
250,021 |
|
212,996 |
|
233,698 |
|
|
|
|
|
|
|
|
|
LIABILITIES |
|
|
|
|
|
|
|
Non-current liabilities |
|
|
|
|
|
|
|
Interest-bearing loans |
7 |
119,863 |
|
93,223 |
|
80,962 |
|
Financial liabilities at fair value through profit or loss - interest rate swap |
6 |
- |
|
1,537 |
|
- |
|
|
|
119,863 |
|
94,760 |
|
80,962 |
|
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
Provisions |
13 |
1,345 |
|
- |
|
- |
|
Trade and other payables |
|
6,392 |
|
6,009 |
|
2,978 |
|
Performance fee provision |
11 |
19,870 |
|
- |
|
10,938 |
|
Deferred income/deposits on property sales |
3 |
6,519 |
|
- |
|
- |
|
Deferred income/deposits on property pre-sales |
|
5,508 |
|
4,143 |
|
4,504 |
|
Interest-bearing loans |
7 |
5,933 |
|
6,580 |
|
13,142 |
|
Financial liabilities at fair value through profit or loss - interest rate swap |
6 |
928 |
|
829 |
|
938 |
|
|
|
46,495 |
|
17,561 |
|
32,500 |
|
Total liabilities |
|
166,358 |
|
112,321 |
|
113,462 |
|
|
|
|
|
|
|
|
|
Total equity and liabilities |
|
416,379 |
|
325,317 |
|
347,160 |
|
|
|
|
|
|
|
|
|
Net Asset Value per share (US$) |
9 |
2.99 |
|
2.25 |
|
2.60 |
|
Adjusted Net Asset Value per share (US$) |
9 |
4.95 |
|
3.19 |
|
3.95 |
The interim condensed consolidated financial statements were approved by the Board of Directors and authorised for issue on 27 February 2014.
The notes on pages 37 to 47 form part of these interim condensed consolidated financial statements.
Interim Condensed Consolidated Statement of Comprehensive Income (Unaudited)
For the 6 month period from 1 July 2013 to 31 Dec 2013
|
|
|
Unaudited |
Unaudited |
Audited |
|
|
|
6 months |
6 months |
12 months |
|
|
|
1 Jul 13 - |
1 Jul 12 - |
1 Jul 12 - |
|
|
|
31 Dec 2013 |
31 Dec 2012 |
30 Jun 13 |
|
|
|
|
|
|
|
|
Note |
US$'000 |
US$'000 |
US$'000 |
|
Income |
|
|
|
|
|
Sales of inventories |
|
- |
6,998 |
6,995 |
|
Rental income |
|
2,520 |
2,142 |
4,209 |
|
Net gain from fair value adjustment on investment property |
3 |
62,527 |
7,156 |
48,465 |
|
Gain on disposal of investment property |
|
- |
- |
3,606 |
|
(Loss)/gain on foreign currency translation |
|
(68) |
37 |
(87) |
|
|
|
64,979 |
16,333 |
63,188 |
|
Expenses |
|
|
|
|
|
Cost of sales of inventories |
5 |
- |
6,341 |
6,339 |
|
Management fee |
11 |
3,614 |
3,067 |
6,301 |
|
Performance fee |
11 |
19,874 |
- |
10,938 |
|
Non-Executive Directors' fees |
11 |
122 |
129 |
242 |
|
Auditors' remuneration |
|
64 |
56 |
115 |
|
Property operating expenses |
|
656 |
609 |
1,140 |
|
Sales and marketing expenses |
|
1,160 |
322 |
533 |
|
General and administration expenses |
|
934 |
854 |
1,467 |
|
|
|
(26,424) |
(11,378) |
(27,075) |
|
Operating profit for the period/year |
|
38,555 |
4,955 |
36,113 |
|
|
|
|
|
|
|
Finance income and expenses |
|
|
|
|
|
Net gain on valuation of interest rate swap |
|
87 |
66 |
1,677 |
|
Bank loan interest |
|
(1,316) |
(1,277) |
(2,491) |
|
Interest expense on interest rate swap |
|
(518) |
(408) |
(866) |
|
Other financing costs |
|
(400) |
(133) |
(322) |
|
Bank and other interest |
|
1 |
38 |
39 |
|
|
|
(2,146) |
(1,714) |
(1,963) |
|
Profit for the period/year |
|
36,409 |
3,241 |
34,150 |
|
|
|
|
|
|
|
Items that may be reclassified subsequently to profit or loss |
|
|
|
|
|
Exchange difference on translating foreign operations |
|
338 |
317 |
541 |
|
Total comprehensive income for the period/year |
|
36,747 |
3,558 |
34,691 |
|
|
|
|
|
|
|
Profit attributable to: |
|
|
|
|
|
Equity holders of the Company |
|
36,409 |
3,241 |
34,150 |
|
Total comprehensive income attributable to: |
|
|
|
|
|
Equity holders of the Company |
|
36,747 |
3,558 |
34,691 |
|
|
|
Unaudited |
Unaudited |
Audited |
|
|
|
6 months |
6 months |
12 months |
|
|
|
1 Jul 13 - |
1 Jul 12 - |
1 Jul 12 - |
|
|
|
31 Dec 2013 |
31 Dec 2012 |
30 Jun 13 |
|
|
|
US $ |
US $ |
US $ |
|
Basic and diluted profit per Ordinary Share attributable to the equity holders of the Company during the period/year |
8 |
0.4115 |
0.0326 |
0.3560 |
All items in the above statement are derived from continuing operations.
The notes on pages 37 to 47 form part of these interim condensed consolidated financial statements.
Interim Condensed Consolidated Statement of Changes in Equity (Unaudited)
Movement for the 6 month period from 1 July 2013 to 31 December 2013
|
|
|
Share capital |
Retained earnings |
Distributable reserves |
Foreign currency translation reserve |
Total |
|
|
Note |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
|
|
|
|
|
|
|
|
|
Balance brought forward at 1 July 2013 |
|
900 |
90,746 |
141,212 |
840 |
233,698 |
|
|
|
|
|
|
|
|
|
Profit for the period |
|
- |
36,409 |
- |
- |
36,409 |
|
Items that may be reclassified subsequently to profit or loss |
|
|
|
|
|
|
|
Exchange difference on translating foreign operations |
|
- |
- |
- |
338 |
338 |
|
Total comprehensive income for the period |
|
- |
36,409 |
- |
338 |
36,747 |
|
Share buy-back |
12 |
(65) |
- |
(20,359) |
- |
(20,424) |
|
Balance carried forward at 31 December 2013 |
|
835 |
127,155 |
120,853 |
1,178 |
250,021 |
|
|
|
|
|
|
|
|
|
Movement for the 6 month period from 1 July 2012 to 31 December 2012 (Unaudited) |
|
|
|
|
||
|
|
|
Share capital |
Retained earnings |
Distributable reserves |
Foreign currency translation reserve |
Total |
|
|
Note |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
|
|
|
|
|
|
|
|
|
Balance brought forward at 1 July 2012 |
|
1,020 |
56,596 |
163,896 |
299 |
221,811 |
|
|
|
|
|
|
|
|
|
Profit for the period |
|
- |
3,241 |
- |
- |
3,241 |
|
Items that may be reclassified subsequently to profit or loss |
|
|
|
|
|
|
|
Exchange difference on translating foreign operations |
|
- |
- |
- |
317 |
317 |
|
Total comprehensive income for the period |
|
- |
3,241 |
- |
317 |
3,558 |
|
Share buy-back |
12 |
(72) |
- |
(12,301) |
- |
(12,373) |
|
Balance carried forward at 31 December 2012 |
|
948 |
59,837 |
151,595 |
616 |
212,996 |
|
|
|
|
|
|
|
|
|
Movement for the year from 1 July 2012 to 31 December 2013 (Audited) |
|
|
|
|
||
|
|
|
Share capital |
Retained earnings |
Distributable reserves |
Foreign currency translation reserve |
Total |
|
|
Note |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
US$'000 |
|
|
|
|
|
|
|
|
|
Balance brought forward at 1 July 2012 |
|
1,020 |
56,596 |
163,896 |
299 |
221,811 |
|
|
|
|
|
|
|
|
|
Profit for the year |
|
- |
34,150 |
- |
- |
34,150 |
|
Items that may be reclassified subsequently to profit or loss |
|
|
|
|
|
|
|
Exchange difference on translating foreign operations |
|
- |
- |
- |
541 |
541 |
|
Total comprehensive income for the year |
|
- |
34,150 |
- |
541 |
34,691 |
|
Share buy-back |
12 |
(120) |
- |
(22,684) |
- |
(22,804) |
|
Balance carried forward at 30 June 2013 |
|
900 |
90,746 |
141,212 |
840 |
233,698 |
The notes on pages 37 to 47 form part of these interim condensed consolidated financial statements.
Interim Condensed Consolidated Statement of Cash Flows (Unaudited)
For the 6 month period from 1 July 2013 to 31 December 2013
|
|
|
Unaudited |
Unaudited |
|
Audited |
|
|
|
6 months |
6 months |
|
12 months |
|
|
|
1 Jul 13 - |
1 Jul 12 - |
|
1 Jul 12 - |
|
|
|
31 Dec 2013 |
31 Dec 2012 |
|
30 Jun 13 |
|
|
Note |
US$'000 |
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
|
Net cash (used in)/from operating activities |
10 |
(6,416) |
4,713 |
|
(3,060) |
|
|
|
|
|
|
|
|
Cash flows from investing activities |
|
|
|
|
|
|
Capital expenditure on investment properties |
3 |
(3,583) |
(7,684) |
|
(8,502) |
|
Proceeds from disposal of investment property |
3 |
- |
- |
|
19,081 |
|
Net cash (used in)/from investing activities |
|
(3,583) |
(7,684) |
|
10,579 |
|
|
|
|
|
|
|
|
Cash flows from financing activities |
|
|
|
|
|
|
Proceeds from bank borrowings |
|
102,414 |
- |
|
3,579 |
|
Repayment of bank borrowings |
|
(70,722) |
(3,512) |
|
(12,790) |
|
Decrease/(increase) in pledged bank balances |
|
1,195 |
(157) |
|
1,691 |
|
Share buy-back |
12 |
(20,424) |
(12,373) |
|
(22,804) |
|
Interest and bank charges paid |
|
(2,535) |
(1,780) |
|
(3,434) |
|
Net cash generated/(used in) from financing activities |
|
9,928 |
(17,822) |
|
(33,758) |
|
|
|
|
|
|
|
|
Net decrease in cash and cash equivalents |
|
(71) |
(20,793) |
|
(26,239) |
|
|
|
|
|
|
|
|
Cash and cash equivalents at beginning of period/year |
|
9,864 |
36,077 |
|
36,077 |
|
|
|
|
|
|
|
|
Effect of foreign exchange rate changes |
|
(57) |
(91) |
|
26 |
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period/year |
|
9,736 |
15,193 |
|
9,864 |
The notes on pages 37 to 47 form part of these interim condensed consolidated financial statements.
Notes to the Interim Condensed Consolidated Financial Statements (Unaudited)
For the period from 1 July 2013 to 31 December 2013
General information
Macau Property Opportunities Fund Limited (the "Company") is a Company incorporated and registered in Guernsey under The Companies (Guernsey) Law, 1994. This law was replaced by the Companies (Guernsey) Law, 2008 on 1 July 2008. The Company is an authorised entity under the Authorised Closed-Ended Investment Schemes Rules 2008 and is regulated by the Guernsey Financial Services Commission. The address of the registered office is given on page 48.
The interim condensed consolidated financial statements for the six months ended 31 December 2013 comprise the interim financial statements of the Company and its subsidiaries (together referred to as the "Group").
The Group invests in residential and commercial property and property-related ventures primarily in Macau and in the Western Pearl River Delta region of Mainland China.
There have been no changes to the Group's principal risks and uncertainties in the six month period to 31 December 2013 and the Board of Directors does not anticipate any changes to the principal risks and uncertainties in the second half of the year. Principal risks and uncertainties are further discussed in the Investment Managers Report on page 30.
The interim condensed consolidated financial statements are presented in US Dollars ("US$") and are rounded to the nearest thousand ($'000).
These interim condensed consolidated financial statements have been approved for issue by the Board of Directors on 27 February 2014.
1. Significant accounting policies
Basis of accounting
The annual consolidated financial statements have been prepared in accordance with International Financial Reporting Standards ("IFRS"), as adopted by the European Union; applicable legal and regulatory requirements of Guernsey Law and under the historical cost convention as modified by the revaluation of investment properties and derivative financial instruments.
The interim condensed consolidated financial statements have been prepared in accordance with International Accounting Standard ("IAS") 34, Interim Financial Reporting. The same accounting policies and methods of computation are followed in the interim financial statements as compared with the annual financial statements. The interim condensed consolidated financial statements do not include all information and disclosures required in the annual financial statements and should be read in conjunction with the Group's annual financial statements as of 30 June 2013.
New standards and interpretations
At the date of authorisation of these financial statements, the following standards and interpretations that are relevant to the Group, have been applied in these financial statements:
IFRS 7 Financial Instruments: - The amendment requires additional disclosure about financial assets that have been transferred but not derecognised to enable the user of the Group's financial statements to understand the relationship with their associated liabilities. In addition, the amendment requires disclosures about the entity's continuing involvement in derecognised assets to enable the user to evaluate the nature of, and risks associated with, such involvement.
IFRS 13: Fair value measurement: - IFRS 13 establishes a single source of guidance under IFRS for all fair value measurements. IFRS 13 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under IFRS when fair value is required or permitted. IFRS 13 does expand the disclosure requirements in respect of fair value measurement. In particular, the financial statements will, as well as other disclosures, contain:
· An analysis of the fair value hierarchy for investment property
(as well as for financial instruments);
· Information about the sensitivity of fair value measurements to changes in unobservable estimation inputs
and; and
· A detailed commentary on the Group's valuations methods and procedures.
In addition the following improvements have been applied:
IAS 1 Presentation of Financial Statements - This improvement clarifies the difference between voluntary additional comparative information and the minimum required comparative information. Generally, the minimum required comparative information is the previous period.
IAS 32 Financial Instruments, Presentation - This improvement clarifies that income taxes arising from distributions to equity holders are accounted for in accordance with IAS 12 Income Taxes.
IAS 34 Interim Financial Reporting - The amendment aligns the disclosure requirements for total segment assets with total segment liabilities in interim financial statements. This clarification also ensures that interim disclosures are aligned with annual disclosures.
Going concern
As part of their assessment of the going concern of the Group, the Directors have reviewed the comprehensive cash flow forecasts prepared by management which make assumptions based upon current and expected future market conditions. It is the Directors' belief that, based upon those forecasts and their assessment of the Group's committed banking facilities, it is appropriate to prepare the financial statements of the Group on the going concern basis. In arriving at their conclusion that the Group currently has adequate financial resources, the Directors have taken into consideration the fact that the Group has unrestricted cash of US$9.7 million as at 31 December 2013 and is expected to continue to comply with the covenants of its banking facilities going forward.
The Directors have also considered the implications of the continuation vote on the application of the going concern basis as described below. At an Extraordinary General Meeting of the Company to be held in the very near future, a special resolution will be proposed that the Company ceases to continue as constituted. For the special resolution to be passed, a 75% majority in favour is required. If the resolution is passed, the Directors are required to formulate proposals to be put to the Shareholders to reorganise, unitise, reconstruct or wind up the Company. The Directors have considered the future of the Company and have received input from the Manager, some significant Shareholders and the Investment Adviser. In view of the commercial rationale for the Company to continue as constituted, the support expressed by shareholders and the proximity to the period end of the EGM at which the continuation vote will be proposed, the Directors consider that there is no material uncertainty which may cast significant doubt as to the likelihood of the Company continuing as a going concern. The Directors therefore consider that it is appropriate for the financial statements to be prepared on the going concern basis of accounting.
Seasonal and cyclical variations
The Group does not operate in an industry where significant or cyclical variations as a result of seasonal activity are experienced during the financial year.
2. Segment reporting
A business segment is a group of assets and operations engaged in providing products or services that are subject to risks and returns that are different from those of other business segments. A geographical segment is engaged in providing products or services within a particular economic environment that are subject to risks and returns that are different from those segments operating in other economic environments.
The Directors are of the opinion that the Group is engaged in a single segment of business, being property investment, development and related business. This segment includes residential and commercial property and property-related ventures primarily in Macau and in the Western Pearl River Delta region of Mainland China.
3. Investment property
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
1 Jul 13 - |
|
1 Jul 12 - |
|
1 Jul 12 - |
|
|
31 Dec 13 |
|
31 Dec 12 |
|
30 Jun 13 |
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
|
At beginning of the period/year |
266,498 |
|
225,008 |
|
225,008 |
|
Capital expenditure on property |
3,500 |
|
7,472 |
|
8,452 |
|
Disposals |
- |
|
- |
|
(19,081) |
|
Gain on disposal of investment property |
- |
|
- |
|
3,606 |
|
Fair value adjustment |
62,527 |
|
7,156 |
|
48,465 |
|
Exchange difference |
83 |
|
212 |
|
48 |
|
|
|
|
|
|
|
|
Balance at end of the period/year |
332,608 |
|
239,848 |
|
266,498 |
The Group's investment properties were revalued at 31 December 2013 by independent, professionally-qualified valuers Savills (Macau) Limited. The valuation has been carried out in accordance with the current Royal Institution of Chartered Surveyors (RICS) Appraisal and Valuation Standards to calculate the market value of the investment properties in their existing state and physical condition, with the assumptions that:
· The owner sells the property in the open market without any arrangement which could serve to affect the value of the property.
· The property is held for investment purposes.
· The property is free from encumbrances, restrictions and outgoings of any onerous nature which could affect its value.
The fair value of investment property is determined by Savills (Macau) Limited using recognised valuation techniques. In some cases, the fair values are determined based on recent real estate transactions with similar characteristics and location to those of the Group assets.
The determination of the fair value of investment property requires the use of estimates such as future cash flows from assets (such as lettings, tenants' profiles, future revenue streams, capital values of fixtures and fittings, plant and machinery, any environmental matters and the overall repair and condition of the property) and discount rates applicable to those assets. These estimates are based on local market conditions existing at the reporting date.
Capital expenditure in the period relates to the fit out costs for The Waterside and the planning, design and development costs for the APAC Logistics Centre and Cove Residence.
Rental income arising from The Waterside of US$2,459,449 (6 months ended 31 December 2012: US$2,045,898, 12 months ended 30 June 2013: US$4,041,133) was received during the period. Direct operating expenses of US$354,864 (6 months ended 31 December 2012: US$364,281, 12 months ended 30 June 2013: US$712,124) arising from The Waterside that generated rental income were incurred during the 6 month period. Direct operating expenses during the period arising from vacant units totalled US$17,359 (6 months ended 31 December 2012: US$19,299, 12 months ended 30 June 2013: US$45,817).
The APAC Logistics Centre located in the Zhuhai Free Trade Zone, China, generated rental income of US$60,990 (6 months ended 31 December 2012: US$95,639, 12 months ended 30 June 2013: US$168,025) during the period. Direct operating expenses of US$34,281 (6 months ended 31 December 2012: US$58,143, 12 months ended 30 June 2013: US$91,125) arising from the APAC Logistics Centre that generated rental income were incurred during the 6 month period. Direct operating expenses during the period arising from vacant units totalled US$11,724 (6 months ended 31 December 2012: US$15,182, 12 months ended 30 June 2013: US$32,413).
On 11 July 2013, the Group executed a Letter of Intent for the sale of the APAC Logistics Centre and Cove Residence. The agreed sales price was RMB392 million (USD$65 million). Upon satisfactory completion of the due diligence procedures, a Sale and Purchase agreement was signed on 23 August 2013 and a deposit of US$6,519,000 was received.
Subsequent to the period end, the sale was completed on 21 February 2014 and the Group has received a total of RMB352 million (US$58 million), or 90% of the total sales consideration. The remaining 10%, or c. US$6.4 million, will be held in escrow as retention funds and will be released to the Group six months after the completion date, so long as no breaches of representations or terms have occurred during this period.
Trade and other receivables mainly consists of rent receivable. Any debtors past due have not been impaired, the effect of which is immaterial to the Company.
The following table shows the assumptions used in valuing the investment properties:
|
|
Property information |
Carrying amount/fair value as at 31 Dec 2013 US$ '000 |
Valuation technique |
Input |
Unobservable and observable inputs used in determination of fair values |
Other key information |
|
|
|
Name |
The Waterside |
267,871 |
Income Capitalisation |
Term rent |
HK$ 23.4 psf |
Age of building |
|
|
|
Type |
Completed apartments |
|
|
Term yield |
1.80% |
Remaining useful life of building |
|
|
|
Location |
One Central |
|
|
(inclusive of management fee and furniture) |
|
|
||
|
|
Tower 6 |
|
|
Reversionary rent |
HK$ 24.7 psf |
|
|
|
|
|
Macau |
|
|
Reversionary yield |
2.00% |
|
|
|
|
|
|
|
|
(exclusive of management fee and furniture) |
|
|
||
|
Name |
APAC Logistics Centre and Cove Residence |
64,737 |
Completed sale transaction |
Sales price |
N/A |
Based on completed sales consideration |
|
|
|
Type |
Industrial Phase 1 |
|
|
|
|
|
|
|
|
|
under construction |
|
|
|
|
|
|
|
|
|
Industrial Phase 2a |
|
|
|
|
|
|
|
|
|
under construction |
|
|
|
|
|
|
|
|
|
Industrial Phase 2b |
|
|
|
|
|
|
|
|
|
under construction |
|
|
|
|
|
|
|
|
|
Dormitory Phase 2a |
|
|
|
|
|
|
|
|
|
under construction |
|
|
|
|
|
|
|
|
Location |
Zhuhai Free Trade Zone |
|
|
|
|
|
||
|
|
China |
|
|
|
|
|
|
|
|
|
Total |
332,608 |
|
|
|
|
|
|
The fair value of The Waterside is determined using the income capitalisation method where a property's fair value is estimated based on the normalised net operating income generated by the property, which is divided by the capitalisation (discount) rate. The difference between gross and net rental income includes the same expense categories as those for the DCF method with the exception that certain expenses are not measured over time, but included on the basis of a time weighted average, such as the average lease up costs. Under the income capitalisation method, over and under-rent situations are separately capitalised (discounted).
If the estimated reversionary rent increased/decreased by 5%, (and all other assumptions remained the same) the fair value of The Waterside would increase by US$13 million or decrease by US$13 million.
If the term and reversionary yields increased/decreased by 5%, (and all other assumptions remained the same) the fair value of The Waterside would increase by US$13 million or decrease by US$14 million.
The same valuation method was deployed in 2012 and 2013.
The fair valuation of the APAC Logistics Centre and Cove Residence is determined based on the completed sales consideration. Direct comparison and income capitalisation method were used to determine the fair value as of 30 June 2013 and in the prior periods. The change in valuation technique is due to the sale transaction having been completed on 21 February 2014, and therefore the sales consideration best represents the fair value of the properties as of 31 December 2013.
All properties are currently valued at their highest and best use. There is no extra evidence available to suggest that any property has an alternative use that would provide a greater fair value measurement.
Fair value
IFRS 13 requires disclosure of fair value measurement by level. The level in the fair value hierarchy within which the financial assets are categorised is determined on the basis of the lowest level input that is significant to the fair value measurement.
Financial assets are classified in their entirety into only one of
the three levels.
The fair value hierarchy has the following levels:
• Level 1 - quoted prices (unadjusted) in active markets for
identical assets or liabilities;
• Level 2 - inputs other than quoted prices included within Level 1 that are observable for the assets either directly (i.e. as prices) or indirectly (i.e. derived from prices);
• Level 3 - inputs for the assets or liabilities that are not based
on observable market data (unobservable inputs).
Investment properties are fair valued at each reporting date. The Company's investment property has been classified within Level 3 as they have unobservable inputs.
There have been no transfers between levels during the period.
4. Deposits with lenders
Pledged bank balances represents deposits pledged to the Group's bankers to secure the banking facilities and interest rate swaps granted to the Group. Deposits have been pledged to secure long-term banking facilities and interest rate swaps and are, therefore, classified as non-current assets. There are no other significant terms and conditions associated with these pledged bank balances.
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
31 Dec 13 |
|
31 Dec 12 |
|
30 Jun 13 |
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
|
|
|
|
|
|
|
Pledged for loan covenants |
1,850 |
|
4,142 |
|
2,659 |
|
Pledged for interest rate swaps |
1,854 |
|
2,605 |
|
2,240 |
|
|
3,704 |
|
6,747 |
|
4,899 |
5. Inventories
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
1 Jul 13 - |
|
1 Jul 12 - |
|
1 Jul 12 - |
|
|
31 Dec 13 |
|
31 Dec 12 |
|
30 Jun 13 |
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
Cost |
|
|
|
|
|
|
Balance brought forward |
64,768 |
|
64,921 |
|
64,921 |
|
Additions |
4,046 |
|
3,819 |
|
6,171 |
|
Disposals |
- |
|
(6,341) |
|
(6,339) |
|
Exchange difference |
20 |
|
61 |
|
15 |
|
Balance carried forward |
68,834 |
|
62,460 |
|
64,768 |
|
|
|
|
|
|
|
Additions include capital expenditure, development costs and capitalisation of financing costs. Financing costs of US$247,000 (31 December 2012: US$64,000, 30 June 2013: US$183,000) relating to The Fountainside loan facility were capitalised during the period.
Under IFRS, inventories are valued at the lower of cost and net realisable value. The carrying amounts for inventories as at 31 December 2013 amounts to US$68,834,000 (6 months ended 31 December 2012: US$62,460,000, 12 months ended 30 June 2013: US$64,768,000). Total market value as at 31 December 2013 as determined by independent, professionally-qualified valuer, Savills (Macau) Limited, was US$232,385,000 (6 months ended 31 December 2012: US$152,113,000, 12 months ended 30 June 2013: US$186,402,000)).
6. Interest rate swaps
During the period the Group paid net interest of US$518,000 (31 December 2012: US$408,000, 30 June 2013: US$866,000) as shown in financing expenses on the consolidated statement of comprehensive income.
The swaps are treated as financial liabilities at fair value through profit or loss with a net period end value of US$668,000 (31 December 2012: US$2,366,000, 30 June 2013: US$755,000). For the period ended, a fair value gain of US$87,000 (31 December 2012: US$66,000, 30 June 2013: US$1,677,000) arising from the interest rate swaps in aggregate has been recognised in the consolidated statement of comprehensive income.
There are no changes in the counterparty credit risk during the period. The swaps did not change levels in 2012 or 2013. They are classified as level 2.
Standard Chartered Bank
The Group has entered into five interest rate swaps with Standard Chartered Bank to mitigate risks associated with the variability of cash flows arising from interest rate fluctuations.
The total notional amount for the interest rate swaps is HK$500,000,000 (US$64,485,001), being a notional amount of HK$100,000,000 for each swap. The tenure of each swap is five years, with the earliest maturity date being 6 August 2015 and the latest being 20 May 2016.
Under these swaps, the Group receives quarterly interest at variable rates of three-month HIBOR and pays quarterly interest at fixed rates ranging from 1.395% to 2.09% per annum. The Group has placed HK$14,375,000 (US$1,853,944) (31 December 2012: HKD$20,188,000 (US$2,604,000), 30 June 2013: HK$17,375,000 (US$2,240,159)) with Standard Chartered Bank as a pledged deposit to secure the interest rate swap facilities.
Hang Seng Bank
The Group has also entered into an interest rate swap with Hang Seng Bank to mitigate risks associated with the variability of cash flows arising from interest rate fluctuations. The notional amount for the interest rate swap is HK$250 million (US$32,242,501) (31 December 2012: HKD$ Nil (US$ Nil), 30 June 2013: HK$250,000,000 (US$32,232,499)), the tenure of the swap is five years with maturity date of 19 March 2018. Under this swap, the Group receives quarterly interest at variable rates of three-month HIBOR and pays quarterly interest at fixed rate of 1% per annum.
7. Interest-bearing loans
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
31 Dec 13 |
|
31 Dec 12 |
|
30 Jun 13 |
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
|
Bank loans - Secured |
|
|
|
|
|
|
- Current portion |
5,933 |
|
6,580 |
|
13,142 |
|
- Non-current portion |
119,863 |
|
93,223 |
|
80,962 |
|
|
125,796 |
|
99,803 |
|
94,104 |
The Group has a term loan facility with Hang Seng Bank for The Waterside and the individual One Central Residences units. On 17 September 2013 the loan facility was renegotiated. The facility amount has been increased to HK$828 million (US$106.8 million). A new tranche (tranche 3) of HK$750 million (US$96.7 million) of the facility was drawndown and used to fully repay HK$157.7 million (US$20.3 million) of tranche 2 of the previous loan and repay HK$390.9 million (US$50.4 million) of tranche 1. This new tranche has a tenure of 7 years until 19 September 2020 and is subject to interest at 2.25% per annum over the one, two or three-month HIBOR rate; the choice of rate is at the Group's discretion. The principal is to be repaid in half-yearly instalments commencing two years after the drawdown date. The loan-to-value covenant is 60%. The facility is secured by means of a first registered legal mortgage over The Waterside and the individual residential units owned by the Group at One Central Residences as well as a pledge of all income from the units. The Group is the guarantor for the credit facility. In addition, the Group is required to maintain a cash reserve equal to six months' interest with the lender.
As at 31 December 2013, tranche 1 has an outstanding balance of HK$79.4 million (US$10.2 million) (31 December 2012: HKD$470 million (US$60.6 million), 30 June 2013: HK$470 million (US$60.6 million)); while tranche 2 was repaid in full during the period ((31 December 2012: HKD$158 million (US$20.3 million), 30 June 2013: HK$158 million (US$20.3 million)). Tranche 3 has an outstanding balance of HK$750 million (US$96.7 million) (31 December 2012: HKD$ Nil (US$ Nil), 30 June 2013: HK$ Nil (US$ Nil)). Interest is paid quarterly on this loan facility. As at 31 December 2013, the loan-to-value ratio for the Hang Seng One Central facility was 34.74%.
The Group has a credit facility with Banco Weng Hang S.A. to finance The Fountainside redevelopment which was secured by a first legal mortgage over the property as well as a pledge of all income from The Fountainside units. The facility was renegotiated in July 2013 for up to HK$100 million (US$12.9 million) until 20 September 2015, with interest charged at 2.6% per annum over the three-month HIBOR rate. The bank also released HK$21 million (US$2.7 million) of the charged deposits to the Group to fund future development projects. During the period HK$44 million (US$5.7 million) was drawndown. As at 31 December 2013, HK$100 million (US$12.9 million) (31 December 2012: HKD$51 million (US$6.6 million), 30 June 2013: HK$56 million (US$7.2 million)) of the facility had been drawdown. The loan-to-value covenant is 60%. This facility is non-recourse to the Group. As at 31 December 2013, proceeds of US$0.8 million (31 December 2012: US$4.1 million, 30 June 2013: US$2.7 million) received from the pre-sale of The Fountainside units were pledged with the lender. Interest is paid monthly on this loan facility. As at 31 December 2013, the loan-to-value ratio for this facility was 17.61%.
On 29 June 2012 the Group arranged a two year term loan facility with Wing Lung Bank to refinance the purchase of The Green House. As at 31 December 2013, the facility had an outstanding balance of HK$46 million (US$6 million) (31 December 2012: HKD$46 million (US$6 million), 30 June 2013: HK$46 million (US$6 million)). The interest rate applicable to the Wing Lung Bank loan facility is 3.5% per annum over the three-month HIBOR rate. This facility is secured by a first legal mortgage over the property as well as a pledge of all income from the property.
The facility is for up to HK$46 million. The loan-to-value covenant is 55%. The Group is the guarantor for this term loan. Interest is paid quarterly on this loan facility. As at 31 December 2013, the loan-to-value ratio for this facility was 32.86%.
The fair value of fixed rate financial assets and liabilities carried at amortised cost are estimated by comparing market interest rates when they were first recognised with current market rates for similar financial instruments. The estimated fair value of fixed interest bearing loans is based on discounted cash flows using prevailing market interest rates for debts with similar credit risk and maturity. As at 31 December 2013, the fair value of the financial liabilities was US$159,000 lower than the carrying value of the financial liabilities (31 December 2012: no material difference between amortised cost and fair value, 30 June 2013 the fair value of the financial liabilities was US$1.6 million lower than the carrying value of the financial liabilities).
8. Basic and diluted earnings
Earnings per share is based upon the following data:
|
|
|
Unaudited |
|
Unaudited |
|
Audited |
|
|
|
1 Jul 13 - |
|
1 Jul 12 - |
|
1 Jul 12 - |
|
|
|
31 Dec 13 |
|
31 Dec 12 |
|
30 Jun 13 |
|
Profit for the period/year (US$) |
|
36,409,000 |
|
3,241,000 |
|
34,150,000 |
|
Weighted average number of Ordinary Shares |
|
88,472,826 |
|
99,269,090 |
|
95,929,418 |
|
Basic and diluted earnings per share (US$) |
|
0.4115 |
|
0.0326 |
|
0.3560 |
The earnings per share (EPS) is based on the profit for the period/year and on the weighted average number of shares in issue for the period/year.
9. Net asset value reconciliation
|
|
|
Unaudited |
|
Unaudited |
|
Audited |
||
|
|
|
31 Dec 13 |
|
31 Dec 12 |
|
30 Jun 13 |
||
|
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
||
|
|
|
|
|
|
|
|
||
|
Net assets attributable to ordinary shareholders |
|
250,021 |
|
212,996 |
|
233,698 |
||
|
Uplift of inventories held at cost to market value |
|
163,550 |
|
89,653 |
|
121,634 |
||
|
Adjusted Net Asset Value |
|
413,571 |
|
302,649 |
|
355,332 |
||
|
|
|
|
|
|
|
|
||
|
Number of Ordinary Shares Outstanding ('000) |
|
83,500 |
|
94,780 |
|
90,000 |
||
|
|
|
|
|
|
|
|
||
|
NAV per share (IFRS) (US$) |
|
2.99 |
|
2.25 |
|
2.60 |
||
|
Adjusted NAV per share (US$) |
|
4.95 |
|
3.19 |
|
3.95 |
||
|
Adjusted NAV per share (£)* |
|
2.99 |
|
1.97 |
|
2.60 |
||
* US$:GBP rates as at relevant period end
The NAV per share is arrived at by dividing the net assets as at the date of the consolidated statement of financial position, by the number of Ordinary Shares in issue at that date.
Under IFRS, inventories are carried at the lower of cost and net realisable value. The Adjusted NAV includes the uplift of inventories to their market values.
The Adjusted NAV per share is arrived at by dividing the Adjusted Net Asset Value as at the date of the consolidated statement of financial position, by the number of Ordinary Shares in issue at that date.
There are no potentially dilutive shares in issue.
10. Cash flows from operating activities
|
|
|
Unaudited |
Unaudited |
Audited |
|
|
|
6 months |
6 months |
12 months |
|
|
|
1 Jul 13 - |
1 Jul 12 - |
1 Jul 12 - |
|
|
|
31 Dec 2013 |
31 Dec 2012 |
30 Jun 13 |
|
|
|
US$'000 |
US$'000 |
US$'000 |
|
|
|
|
(restated*) |
|
|
Cash flows from operating activities |
|
|
|
|
|
Profit for the period/year |
|
36,409 |
3,241 |
34,150 |
|
Adjustments for: |
|
|
|
|
|
Net gain on valuation of interest rate swap |
|
(87) |
(66) |
(1,677) |
|
Net gain from fair value adjustment on investment property |
|
(62,527) |
(7,156) |
(48,465) |
|
Gain on disposal of investment property |
|
- |
- |
(3,606) |
|
Net finance costs |
|
2,233 |
1,780 |
3,640 |
|
Operating cash flows before movements in working capital |
|
(23,972) |
(2,201) |
(15,958) |
|
|
|
|
|
|
|
Effect of foreign exchange rate changes |
|
395 |
408 |
515 |
|
|
|
|
|
|
|
Movement in receivables |
|
(19) |
141 |
21 |
|
Movement in payables |
|
21,246 |
3,904 |
12,209 |
|
Movement in inventories |
|
(4,066) |
2,461 |
153 |
|
Net change in working capital |
|
17,161 |
6,506 |
12,383 |
|
|
|
|
|
|
|
Net cash (used in)/from operating activities |
|
(6,416) |
4,713 |
(3,060) |
*During 2012, investment properties were reclassified as investing activities in the Consolidated Statement of Cashflows. The total amount of US$7,464,000 was reclassed in order to bring the statement in line with current Standard IAS7 - Statement of Cashflows.
Cash and cash equivalents (which are presented as a single class of assets on the face of the Interim Condensed Consolidated Statement of Financial Position) comprise cash at bank and other short-term, highly-liquid investments with a maturity of three months or less.
11. Related party transactions
Directors of the Company are all Non-Executive and by way of remuneration receive only an annual fee.
|
|
|
Unaudited |
Unaudited |
Audited |
|
|
|
6 months |
6 months |
12 months |
|
|
|
1 Jul 13 - |
1 Jul 12 - |
1 Jul 12 - |
|
|
|
31 Dec 13 |
31 Dec 12 |
30 Jun 13 |
|
|
|
US$'000 |
US$'000 |
US$'000 |
|
|
|
|
|
|
|
Directors' fees |
122 |
129 |
242 |
|
Thomas Ashworth is a shareholder and Director of Sniper Capital Limited. Sniper Capital Limited is the Manager to the Group and received management fees during the period as detailed in the Interim Condensed Consolidated Statement of Comprehensive Income. Management fees are paid quarterly in advance and amounted to US$3.6m (31 December 2012: US$3.1m, 30 June 2013: US$6.3m) at a fee of 2.0% per annum of the Net Asset Value, as adjusted to reflect the Property Investment Valuation Basis. Thomas Ashworth received no Directors' fees from the Group.
Performance fee of US$19,870,000 was accrued at period end (31 December 2012: US$ Nil, 30 June 2013: US$10,938,000). Performance fee of US$10,942,659 was paid during the period (31 December 2012 US$ Nil, 30 June 2013 US$ Nil).
Thomas Ashworth is a shareholder and Director of Adept Capital Partners Services Limited. Adept Capital Partners Services Limited provides administrative services to the Macanese, Hong Kong and British Virgin Islands SPVs and received fees during the period of US$50,000 of which US$ nil was outstanding at the period end (31 December 2012: US$51,000 of which nil was outstanding, 30 June 2013: US$101,000 of which US$ nil was outstanding).
The Group has a Development Management Services Agreement with a development management company named Headland Developments Limited ("Headland"). Headland is part-owned by Thomas Ashworth and therefore constitutes a related party of the Group. During the period, Development Management Services fees of HK$1,681,242 (US$216,830) (31 December 2012: HK$2,661,000 (US$343,000), 30 June 2013: HK$5,446,000 (US$702,000)) were capitalised in investment property and HK$2,188,450 (US$282,244) (31 December 2012: HK$2,746,000 (US$354,000), 30 June 2013: HK$5,898,000 (US$760,000)) were capitalised in inventories. As at 31 December 2013 US$158,762 (31 December 2012: US$119,836, 30 June 2013: US$386,927) was outstanding.
All intercompany loans and related interest are eliminated on consolidation.
12. Ordinary Share repurchases
During the period, under the authority first granted in the Extraordinary General Meeting of 28 June 2010, and renewed at each Annual General Meeting since then, the Company repurchased 6,500,000 Ordinary Shares or 6.19% of the originally issued shares, at an average share price of 194.65p. All shares bought back under the buy-back programme were cancelled.
The following table summarises all shares repurchased by the Company:
|
|
|
Number of shares |
|
Repurchase Price per Share * |
|
|
|
|
|
|
|
05 May 2011 |
|
925,000 |
|
131.00 ** |
|
06 May 2011 |
|
750,000 |
|
131.00 ** |
|
17 May 2011 |
|
525,000 |
|
133.21 ** |
|
Sub-total |
|
2,200,000 |
|
131.53 |
|
08 July 2011 |
|
300,000 |
|
135.33 ** |
|
22 May 2012 |
|
100,000 |
|
103.00 |
|
28 May 2012 |
|
50,000 |
|
103.00 |
|
06 June 2012 |
|
150,000 |
|
103.00 |
|
12 June 2012 |
|
65,000 |
|
103.00 |
|
29 June 2012 |
|
135,000 |
|
105.00 |
|
Sub-total |
|
800,000 |
|
115.46 |
|
12 July 2012 |
|
2,000,000 |
|
100.00 |
|
07 August 2012 |
|
47,300 |
|
105.50 |
|
10 August 2012 |
|
22,950 |
|
105.50 |
|
03 December 2012 |
|
4,404,483 |
|
110.50 |
|
04 December 2012 |
|
595,517 |
|
112.00 |
|
14 December 2012 |
|
25,000 |
|
111.00 |
|
21 December 2012 |
|
125,000 |
|
117.00 |
|
28 March 2013 |
|
1,000,000 |
|
140.00 |
|
09 April 2013 |
|
2,000,000 |
|
142.00 |
|
10 April 2013 |
|
1,250,000 |
|
144.00 |
|
11 April 2013 |
|
529,750 |
|
145.00 |
|
Sub-total |
|
12,000,000 |
|
121.58 |
|
29 August 2013 |
|
1,500,000 |
|
168.50 |
|
12 December 2013 |
|
5,000,000 |
|
202.50 |
|
Sub-total |
|
6,500,000 |
|
194.65 |
|
|
|
|
|
|
|
Total/Average |
|
21,500,000 |
|
144.47 |
*Price in pence Sterling
**Price in pence Sterling and prior to the distribution of US$17.9 million to shareholders on 12 July 2011 equating to 10.76 pence per share.
13. Provisions
|
|
|
Unaudited |
|
Unaudited |
|
Audited |
||
|
|
|
31 Dec 13 |
|
31 Dec 12 |
|
30 Jun 13 |
||
|
|
|
US$'000 |
|
US$'000 |
|
US$'000 |
||
|
|
|
|
|
|
|
|
||
|
Provision |
|
1,345 |
|
- |
|
- |
||
As at 31 December 2013, and following initial correspondence with the Macau tax authorities during the period, a provision of US$1,345,000 was made for potential additional stamp duty and related costs due in relation to The Waterside.
14. Subsequent events
On 30 January 2014, a further 760,000 shares were repurchased at a price of 206.086p and cancelled.
Other than the sale of the APAC Logistics Centre and Cove Residence disclosed in Note 3, there are no other material subsequent events.
Directors and Company Information
Directors:
David Hinde (Chairman)
Thomas Ashworth
Alan Clifton
Wilfred Woo
Chris Russell
Audit Committee:
Alan Clifton (Chairman)
Wilfred Woo
Chris Russell
Management Engagement Committee:
David Hinde (Chairman)
Alan Clifton
Wilfred Woo
Chris Russell
Nomination and Remuneration Committee:
Alan Clifton (Chairman)
Thomas Ashworth
Wilfred Woo
Chris Russell
David Hinde
Manager:
Sniper Capital Limited
PO Box 957
Offshore Incorporations Centre
Road Town
British Virgin Islands
Investment Adviser:
Sniper Capital (Macau) Limited
918 Avenida da Amizade
14/F World Trade Centre
Macau
Solicitors to the Group as to English Law:
Norton Rose Fullbright LLP
3 More London Riverside
London SE1 2AQ
Advocates to the Group as to Guernsey Law:
Carey Olsen
Carey House
Les Banques
Guernsey GY1 4BZ
Corporate Broker:
Liberum Capital Limited
Ropemaker Place, Level 12
25 Ropemaker Street
London EC2Y 9LY
Independent Auditors:
Ernst & Young LLP
PO Box 9
Royal Chambers
St Julian's Avenue
St. Peter Port
Guernsey GY1 4AF
Property valuers:
Savills (Macau) Limited
Suite 1310
13/F Macau Landmark
555 Avenida da Amizade
Macau
Administrator & Company Secretary:
Heritage International Fund Managers Limited
Heritage Hall
PO Box 225
Le Marchant Street
St. Peter Port
Guernsey GY1 4HY
Macau & Hong Kong Administrator:
Adept Capital Partners Services Limited
26/F Jubilee Centre
42-46 Gloucester Road
Hong Kong
Public Relations:
MHP Communications
60 Great Portland Street
London W1W 7RT
Registered Office:
Heritage Hall
PO Box 225
Le Marchant Street
St. Peter Port
Guernsey GY1 4HY
Disclaimer:
One Central is a trademark registered in Macau SAR under the name of Basecity Investments Limited. Sniper Capital Limited, Macau Property Opportunities Fund Limited, MPOF Macau (Site 5) Limited, Bela Vista Property Services Limited and "The Waterside" are not associated with Basecity Investments Limited, Shun Tak Holdings Limited or Hongkong Land Holdings Limited.
This information is provided by RNS
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