Interim Results

RNS Number : 0743B
UK Commercial Property Trust Ltd
11 August 2008
 



Interim report for half year ended 30 June 2008


Financial Highlights and Performance Summary


• Annual dividend yield of 7.84% based on the period end share price.

• Average unexpired lease term of 11 years and months.

• Voids rate is 3.42% compared to an industry average of 8.50%.

• Currently no borrowing/gearing to date.

• Property portfolio ranked in top quartile for covenant strength in latest available independent IPD Rental Information Service.


Chairman's Statement


I am pleased to present the Interim Report of the Company for the six month period to 30 June 2008.


Property Market


The six month period to 30 June 2008 has seen a continuation of the difficult market conditions experienced in the final six months of 2007 which have had a continued negative impact on commercial and domestic property valuations, curtailed liquidity and dampened consumer confidence. The difficulties afflicting Banks in particular have not receded despite Bank of England intervention through interest rate reductions and liquidity support. With inflation increases and falls in house prices, consumer confidence appears to be falling and could lead to a significant reduction in consumer spending. While this nervousness and uncertainty persists property markets will face difficult trading conditions in the near term.



NAV/Share Price Performance


The unaudited Net Asset Value per Ordinary Share (calculated under International Financial Reporting Standards and adjusted for the provision of dividend declarations) for the six month period to 30 June 2008 was as follows:


Date

NAV (p)

Share Price (p)

Premium/(Discount) %

31 December 2007

90.79

69.50

(23.45)

31 March 2008

87.65

78.00

(11.01)

30 June 2008

84.53

67.00

(20.74)


The share price performance over the period has been particularly disappointing as there appears to be a very limited distinction being made within the sector with debt free companies such as our own being marked down in line with those listed companies which carry debt despite the obvious impact such borrowings are likely to have in the current difficult markets.  



Borrowing


On 20 June 2008 the Company announced that it had put in place a seven year term loan facility with Lloyds TSB Scotland to enable it to borrow up to £80m (or 10% of Net Assets if less) for general corporate purposes. As noted in the announcement, the addition of this facility to the existing cash balances, recently enhanced by property sales, will ensure that the Company is positioned to take advantage of any opportunities that developing market conditions may present. 


In the period to date the Company had no borrowings.






Dividends


The Company has paid the following dividends during the period:



Ex Dividend Date

Pay Date

Dividend Rate (p)


6th Interim

13 Feb 2008

29 Feb 2008

1.3125

1st Interim

14 May 2008

30 May 2008

1.3125




2.6250


In August 2008 the Company declared a 2nd Interim Dividend for the year ended 31 December 2008, of 1.3125p per Ordinary Share with an ex-dividend date of 13 August 2008, payable on 29 August 2008.


Outlook


There is more uncertainty than usual in world markets at present and this has lead to higher volatility, increased unease and little confidence as to when the bottom of the cycle will be reached. In both the commercial and domestic property sectors, forced sellers are not being matched by willing buyers further depressing the market and, until the Banking sector stabilises and confidence returns, transactions will be difficult to complete. 


It would be unwise to forecast with any certainty when sufficient confidence will return to the markets in general to arrest the current declines and 'bear market' thinking. Recent news appears to indicate that worse is to come as consumer concerns over jobs, food and energy prices plus their own personal debt take on a greater significance. However, your Company will continue to pursue a conservative strategy of investment in high quality portfolio with an impressive list of tenants. This policy should protect investment during the downturn and our advisers will remain alert to opportunities when the cycle improves.




Manager's Report for the half year ended 30 June 2008


Market Overview

Following the sharp correction of quarter 4, 2007 in the property market, the last 6 months have been, in comparison, more settled. Despite some measure of balance returning to the market, over the 6 months period to end June 2008, the IPD Monthly Index has still fallen by 8.6% in capital terms, producing a total return of -6.0%. Since the time of the last Interim Report to investors, the Company's benchmark, (the IPD Monthly and Quarterly Index) has registered a drop in capital values of approximately 17.7%.  


At a sector level, some elements of the market have been more severely affected than others. Retail had started to decline first, particularly Retail Warehouses, which, according to IPD's Monthly and Quarterly benchmark report, have declined by 8.2% in percentage terms over the last 6 months to end June 2008, and by 22.2% over the past 12 months.


The principal question for investors at present is whether we are close to, or at the bottom of, the current cycle of capital decline in the direct property market. In yield pricing terms, the Manager is of the opinion that the direct market is coming close to the point where yields on property have corrected sufficiently. Whilst assets of differing quality will witness further differing declines, overall it is anticipated that the market should find a yield equilibrium level over the next 6 months. Clearly, taking a spot single yield as a point of reference can, at best, be an over simplification of the dynamics of what is quite diverse market. However, building a basic rational pricing model to produce a single property yield in the current market suggests that a balanced portfolio equivalent yield in a range of 7.0% to 7.5% over the medium term is not unreasonable. Utilising data from the IPD UK Monthly Property Index as at the end of June, the equivalent yield on this Monthly Index was 6.86%. 


Evidence from market transactions agreed, but not yet documented, suggests that property capital markets are steadily moving towards this range over the remainder of 2008. So far as rental growth is concerned, the wider economic background will of course be crucial to the level of rental growth over the next 12-24 months in all property markets. On the optimistic assumption that the economy manages to avoid a full blown recession the expectation is for rents to be flat in certain markets, but rental growth may well turn negative in markets such as the City in 2009. A general mild recovery from 2010 onwards is anticipated. 


Portfolio Performance

The Company's portfolio has held up relatively well over both the last 6 months and over the period since launch.  Compared with the IPD Monthly and Quarterly Index, the Company's portfolio has produced a total return of -4.0% over the last 6 months vs the Index's return of -5.5%.  Over the last 12 months the Company's portfolio has out performed the Index by 1.2%.  Generally, the Company's West End offices, Shopping Centre and High St. shops portfolio have been the main drivers of performance over the last 12 months.  


Investment Activity

The Company has now completed its disposal programme as agreed with the board of directors.


Over the course of the first half of 2008, the Company disposed of the following assets:


 
£m
1. 21-23 High St., Uxbridge
3.5
2. 3-7 King William St., London  
    EC4                                         
21.0
Total
24.5

 

In addition, the Company has agreed terms to dispose of its holding at 109-119 Queen St.Cardiff which will raise a further £18.1m. The Company has included a profit participation clause in the sale contract which may provide a further return to the Company under certain conditions over the next 2 year period.


The proceeds of all disposals will be held in cash pending re-investment.

  

Asset Management Activity

As increasing emphasis is being placed on income as a key driver for performance, it is encouraging to note that the level of voids within the Company's portfolio is still trending downward at a time when occupational demand is contracting. Recent lettings at The Parade, Swindon and Colmore Row, Birmingham will produce an additional £335,525 pa once rent free periods have expired.  As at the end of June the void level within the portfolio was 3.42% of portfolio ERV. With a number of other lettings in solicitors' hands, the Manager anticipates this to be much lower again by the end of next quarter.  In a more uncertain economic climate, the challenge will be to keep voids under control The Manager remains confident of achieving this target given the prime nature of the portfolio. In addition to the positive letting activity, the Company has renewed 6 leases at rents marginally in excess of ERV and also completed 8 reviews at rents 3.25% in excess of ERV.  


Another key element of the Company's asset management strategy has been to enhance the quality and longevity of the Company's existing income stream. This was achieved through two significant lease restructuring transactions at Hatfield Business Park and 5/7 Chancery Lane which together represented 12% of the Company's annual rent. The cumulative effect of these initiatives together with recent lettings and sales has increased the average lease length of the portfolio to 11 years and 4 months.


The Company continues to make progress on the proposed redevelopment of the BHS store at Swindon and has signed prelet agreements with both BHS and Top Shop. Planning consent for the Company's proposed redevelopment was refused in early July by Swindon Borough Council. The Manager is continuing discussions with the Council on the matter.


Outlook

The June Investment Property Forum forecast for the market as a whole suggests a return of -5.2% for 2008 and 4.7% for 2009. These forecasts now look highly optimistic (certainly for 2008) as the IPD Index Monthly return to end June 2008 is -6.0% and no-one in the market is predicting that this date marks an end to capital decline.  The Manager's house view is for total returns in 2008 to be of the order of -8.0%.  Performance is expected to be lacklustre in 2009 with a real recovery in returns coming through in 2010 coinciding with a forecast pick up in economic activity.


Strategy

Portfolio strategy for the Company for the following 6-12 months can be summarised as follows:

 

  1. Remain underweight in certain key markets - currently Retail Warehouses and City Offices where prospects, short-term, seem particularly poor.
  2. Concentrate on maintaining a void level below 5% and avoiding higher risk letting strategies.
  3. Continue to restructure shorter income with key tenants where opportunities exist on commercial terms.
  4. Undertake lower risk asset management initiatives within the portfolio.
  5. Seek to enhance returns to investors via opportunely timed acquisitions.
  6. Focus any acquisition activity in the direct market in the Shopping Centres, High St. parades and South East industrial markets.


Gearing

The Company has now entered into a Facility with Lloyds TSB Scotland under the terms of which the Company can dradown a maximum of £80m, (or a maximum of 10% of NAV, if lower). As intimated to investors, the Company has now built up a reserve via the Facility and cash raised from the sale of a number of assets.

At present the Company has not made any application to draw down the whole or part of the Facility.









Unaudited Group Consolidated Income Statement

For the half year ended 30 June 2008





Six months ended 30 June 2008 (unaudited)


24 August 2006 to 30 June 2007 (unaudited)*


24 August 2006 to 31 December 2007 (audited)**



Notes

£'000


£'000


£'000

 

Income








Rental income


23,177 


  27,737 


  50,898 


Unrealised (losses) / gains on the revaluation of investment properties

(47,312)


  42,240 


(68,975)


Realised (losses) on investment properties

(4,224)


(703)


(1,376)


Interest revenue receivable


1,088 


  1,256 


  2,358 


Total income

 

(27,271)

 

  70,530 

 

(17,095)

 









Expenditure








Investment management fee

8

(2,848)


(4,087)


(7,240)


Direct operating expenses of let property

   

(649)


(1,125)


(1,441)


Valuation and other professional fees


(599)


(945)


(1,696)


Directors' fees

8

(52)


(90)


(142)


Administration fees

8

(52)


(81)


(128)


Other expenses


(91)


(156)


(257)


Total expenditure

 

(4,291)

 

(6,484)

 

(10,904)

 









Net operating (loss) / profit before finance costs

 

(31,562)

 

  64,046 

 

(27,999)

 









Net finance costs








Finance costs

 

-

 

(107)

 

(107)

 









Net (loss) / profit from ordinary activities before taxation


(31,562)


  63,939 


(28,106)


Taxation on (loss) / profit on ordinary activities


-


  -  


  -  


Net ( loss) / profit for the period

 

(31,562)

 

  63,939 

 

(28,106)

 









Earnings per share (p)

 3

(3.64)

p

9.38

p

(3.71)

p









*Please note that this period starts from the launch date of the Company and covers 10 months and 7 days.

** Please note that this  starts from the launch date of the Company and covers 16 months and 7 days.


The accompanying notes are an integral part of this statement.




Unaudited Group Consolidated Balance Sheet

As at 30 June 2008









30 June 2008 (unaudited)


 30 June 2007 (unaudited)



31 December 2007 (audited)

 

 

 

 

Notes

£'000

 

£'000

 

 

£'000

Non-current assets









Investment properties


701,120


879,895



773,095 

 

 

 

 

 

701,120

 

879,895

 

 

773,095 























Current assets









Cash and cash equivalents


52,421


36,073



  33,593 

Trade and other receivables


4,250


6,888



  6,465 

 

 

 

 

 

56,671

 

42,961

 

 

  40,058 

Total assets

 

 

757,791

 

922,856

 

 

  813,153 























Current liabilities









Trade and other payables


(13,363)


(12,888)



(14,401)

Total liabilities

 

 

(13,363)

 

(12,888)

 

 

(14,401)












Net assets

 

 

744,428

 

909,968

 

 

  798,752 























Represented by:









Share capital



220,000


220,000



220,000 

Share premium



267,952


253,937



267,952 

Treasury Shares



(10,249)


-



(10,249)

Special distributable reserve


384,378


388,306



388,306 

Capital reserve



(117,663)


42,240



(70,351)

Revenue reserve



-


5,475



3,084 

Equity Shareholders' funds

 

744,418

 

909,958

 

 

798,742 

Minority interest

 

 

10

 

10



10 






744,428


909,968

 

 

798,752 

Net asset value per share

 6

85.8p

 

103.4p

 

 

92.1p
















The accompanying notes are an integral part of this statement

  

Unaudited Group Consolidated Statement of Changes in Equity






For the half year ended 30 June 2008













Share 


Special









Share

Premium

Treasury

distributable

Capital

Revenue

Minority






Capital

Account

Shares

Reserve

Reserve

Reserve

Interest

Total

 

 

 

 

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000













For the period from 24 August 2006 to 31 December 2007 (audited)






Issue of Ordinary Shares


220,000 

670,500 

  -  

  -  

  -  

  -  

  -  

890,500 

Issue Costs



  -  

(12,733)

  -  

(1,509)

  -  

  -  

  -  

(14,242)

Conversion of share premium account


  -  

(389,815)

  -  

389,815 

  -  

  -  

  -  

  -  

Shares bought back and held in Treasury

  -  

  -  

(10,249)

  -  

  -  

  -  

  -  

(10,249)

Net loss for the period



  -  

  -  

  -  

  -  

  -  

(28,106)

  -  

(28,106)

Dividends paid



  -  

  -  

  -  

  -  

  -  

(39,161)

  -  

(39,161)

Transfer in respect of losses on investment properties


  -  

  -  

  -  

  -  

(70,351)

70,351 

  -  

  -  

Minority Interest



  -  

  -  

  -  

  -  

  -  

  -  

  10 

10 

At 31 December 2007

 

 

  220,000 

267,952 

(10,249)

388,306 

(70,351)

3,084 

10 

798,752 













Half year ended 30 June 2008 (unaudited)








Net loss for the period



  -  

  -  

  -  

  -  

  -  

(31,562)

  -  

(31,562)

Dividends paid



  -  

  -  

  -  

(3,928)


(18,834)

  -  

(22,762)

Transfer in respect of losses on investment properties


  -  

  -  

  -  

  -  

(47,312)

47,312 

  -  

  -  

At 30 June 2008

 

 

220,000 

267,952 

(10,249)

384,378 

(117,663)

  -  

10 

744,428 






























Share 


Special









Share

Premium

Treasury

distributable

Capital

Revenue

Minority






Capital

Account

Shares

Reserve

Reserve

Reserve

Interest

Total





£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000













For the period 24 August 2006 to 30 June 2007 (unaudited)







Issue of Ordinary Shares


220,000 

670,500 

  -  

  -  

  -  

  -  

  -  

890,500 

Issue costs




  -  

(26,748)

  -  

(1,509)

  -  

  -  

  -  

(28,257)

Conversion of share premium account


  -  

(389,815)

  -  

389,815 

  -  

  -  

  -  

  -  

Net profit for the period



  -  

  -  

  -  

  -  

  -  

63,939 

  -  

63,939 

Dividends paid



  -  

  -  

  -  

  -  

  -  

(16,224)

  -  

(16,224)

Transfer in respect of losses on investment properties


  -  

  -  

  -  

  -  

42,240 

(42,240)

  -  

  -  

Minority interest



  -  

  -  

  -  

  -  

  -  

  -  

10 

10 

At 30 June 2007

 

 

220,000 

253,937 

  -  

388,306 

42,240 

5,475 

10 

909,968 

The accompanying notes are an integral part of this statement.

Unaudited Group Consolidated Cash Flow Statement

For the half year ended 30 June 2008






Six months ended


24 August 2006 to


24 August 2006 to




30 June 2008 (unaudited)


30 June 2007 (unaudited)


31 December 2007 (audited)




£' 000


£' 000


£' 000

Cash flows from operating activities








Net operating (loss) / profit for the period before finance costs


(31,562)


64,046 


(27,999)

Adjustment for:








Losses/ (gains) on investment properties


  51,536 


(41,537)


70,351 

Decrease / (increase) in operating trade and other receivables


  2,215 


(6,888)


(6,465)

(Decrease) / increase in operating trade and other payables

 

(1,038)

 

12,888 

 

14,401 




21,151 


28,509 


50,288 

Interest paid



  -  


(107)


(107)

Net cash inflow  from operating activities

 

 

  21,151 

 

28,402 

 

50,181 











Cash flows from investing activities








Purchase of investment properties



  -  


(844,962)


(859,657)

Sale of investment properties




  24,486 


6,604 


17,124 

Capital expenditure





(4,047)


  -  


(913)

Net cash inflow / (outflow) from investing activities

 

 

  20,439 

 

(838,358)

 

(843,446)











Cash flows from financing activities








Proceeds from issue of Ordinary Shares



  -  


890,500 


890,500 

Issue costs of ordinary share capital



  -  


(28,257)


(14,242)

Share buyback





  -  


  -  


(10,249)

Minority interest





  -  


10 


10 

Dividends paid





(22,762)


(16,224)


(39,161)

Net cash (outflow) / inflow from financing activities

 

 

(22,762)

 

846,029 

 

826,858 











Increase in cash

 

 

 

 

  18,828 

 

36,073 

 

33,593 











Cash balance brought forward




  33,593 


  -  


  -  











Closing cash and cash equivalents

 

 

  52,421 

 

36,073 

 

33,593 

The accompanying notes are an integral part of this statement.











Unaudited Notes on the Accounts for the half year ended 30 June 2008



 

 

 

 

 

 

 

 

 










1.  The unaudited interim results have been prepared in accordance with the accounting policies set out in

the Company's financial statements at 31 December 2007. These accounting policies are expected to be

followed throughout the year ending 31 December 2008.













2. Investment properties






Six months ended









 30 June 2008









£'000

Freehold and leasehold properties






Opening valuation







773,095 

Sales at cost







(28,710)

Capital expenditure







4,047 

Loss on revaluation to fair value






(47,312)

Closing valuation







701,120 










Losses on investments disposed during period




Six months ended









 30 June 2008









£'000

Original cost of investment properties sold





   (28,710) 

Sale Proceeds







  24,486 

Loss on disposal







(4,224)



















3. The earnings per Ordinary Share are based on the net loss for the period of £31,562,000 (30 June 2007: net profit of 

£63,939,000) and 867,126,287, (30 June 2007: 681,957,295), Ordinary Shares, being the weighted average number of  

shares in issue during the period.

























4. Earnings for the period to 30 June 2008 should not be taken as a guide to the results for the period to

31 December 2008.


























5. There have been no changes to the issued share capital of the Company since 31 December 2007.

There have been no changes to the number of Ordinary Shares of 25 pence each held as Treasury Shares

during the six months ended 30 June 2008, being 12,873,713 shares. 





















6. The net asset value per ordinary share is based on net assets of £744,428,000 and 867,126,287 ordinary shares, being

the number of ordinary shares in issue at the period end.























7. Dividends






Period to 30 June 2008








Rate (pence)

£'000




Dividend for the period 1 October 2007 to 31 December 2007, paid 29 February 2008

1.3125

  11,381 




Dividend for the period 1 January 2008 to 31 March 2008, paid 30 May 2008

1.3125

  11,381 


















  22,762 










A dividend of 1.3125p per share for the period 1 April 2008 to 30 June 2008 is payable in August 2008.

Under International Financial Reporting Standards, these unaudited financial statements do not reflect this dividend.










8.  No Director has an interest in any transactions which are or were unusual in their nature or significance to the Group.

The Directors of the Company received fees for their services totalling £52,000 for the six months ended 30 June 2008

none of which was payable at the period end.





Resolution Investment Services Limited received fees for its services as Investment Managers; the total charge to the 

Income Statement during the period for these fees was £2,900,000 of which £52,000 was administration fees. £1,423,000 of this total charge remained payable at the period end.



















9.  The Group results consolidate those of UK Commercial Property Holdings Limited, UK Commercial Property GP

Limited and UKCPT Limited Partnership.















The Company owns 100 per cent of the issued share capital of UK Commercial Property Holdings Limited, a 

company incorporated in Guernsey whose principal business is that of an investment and property company.

This company holds the property portfolio which was acquired on 1 March 2007.












The Company owns 100 per cent of the issued share capital of UK Commercial Property GP Limited, a

company incorporated in Guernsey whose principal business is that of an investment and property company.










UKCPT Limited Partnership is a Guernsey limited partnership, and it holds the properties comprised in the

initial property portfolio. UK Commercial Property Holdings Limited and UK Commercial Property GP Limited,

have a partnership interest of 98.99 and 1 per cent respectively in this limited partnership. The remaining

0.01 per cent partnership interest is held by The Droit Purpose Trust, which is a Jersey purpose trust.















Statement of Director's Responsibilities in respect of the half yearly Financial Report to 30 June 2008.


We confirm that to the best of our knowledge:


  • The condensed set of financial statements have been prepared in accordance with the statement 'Half-Yearly Financial Reports' issued by the UK Accounting Standards Board, and give a true and fair view of the assets, liabilities, financial position and return of the Company as required by the Disclosure and Transparency Rules, DTR 4.2.4R.


  • The Interim Management Report includes a fair value 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 conden
sed set of 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 
Company during that period; and any changes in the related party transactions described in the last Annual Report that   
      could do so.






All enquiries:


Nigel Russell/Graeme Caton/Graham Reaves, G&N Collective Funds Services Limited

0131 226 4411


The Company Secretary, Northern Trust International Fund Administration Services (Guernsey) Limited

01481 745529




Announcement Ends


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