27 AUGUST 2015
STANDARD LIFE INVESTMENTS PROPERTY INCOME TRUST
RESULTS IN RESPECT OF THE PERIOD ENDED 30 JUNE 2015
Financial Highlights
Total Returns (with dividends re-invested) | 6 months to 30 June 2015 | |||
Net Asset Value per share* | +6.6% | |||
Share Price total return* | +10.0% | |||
*Source: Winterfloods | ||||
Capital Values | 30 June 2015 |
31 December 2014 |
% Change |
|
Net Asset Value per share 1 | 78.5p | 75.5p | +4.0% | |
EPRA* Net Asset Value per share 2 | 79.2p | 76.6p | +3.4% | |
Share Price | 83.8p | 78.3p | +7.0% | |
Premium of Share Price to Net Asset Value | 6.8% | 3.7% | – | |
Total Assets | £320.4m | £278.7m | +15.0% | |
Loan to Value 3 | 19.8% | 29.2% | – | |
Cash Balance | £27.3m | £5.4m | – | |
Dividends | 30 June 2015 |
30 June 2014 |
||
Dividends per share 4 | 2.322p | 2.294p | ||
Dividend yield | 5.5% | 6.1% | ||
Property Returns | 6 months to 30 June 2015 | 12 months to 31 December 2014 | ||
Property income return 5 | 3.1% | 7.5% | ||
IPD property income monthly index 6 | 2.5% | 5.6% | ||
Property total return (property only) 7 | 5.8% | 18.0% | ||
IPD property total return monthly index 6 | 6.3% | 17.9% | ||
1 Calculated under International Financial Reporting Standards.
2 EPRA NAV represents the value of an entity’s equity on a long-term basis. Some items, such as fair value of derivatives, are therefore excluded.
3 Calculated as bank borrowings less all cash as a percentage of the open market value of the property portfolio as at 30 June 2015.
4 Dividends paid during the 6 months to 30 June 2015.
5 The net income receivable for the period expressed as a percentage of the capital employed. Quarterly figures are compounded over the period to give the rate over six months and twelve months.
6 Source: IPD quarterly version of the monthly index funds (excludes cash).
7 The sum of capital growth and net income for the period expressed as a percentage of capital employed excluding cash.
* The European Public Real Estate Association (EPRA) is a common interest group, which aims to promote, develop and represent the European public real estate sector.
Chairman’s Statement
I have pleasure reporting on another very good period for your Company. The REIT conversion has taken place successfully; the Company has fully utilised its capacity to raise additional equity under both the Prospectus and dis-application of pre emption rights authorities; further investment has been made in real estate assets and the NAV has continued to grow.
The market capitalisation of the Company increased by 27% during the six months period to £242m with total assets increased to £320m. The share price rose by 7.0% and the net asset value per share (‘NAV’) increased by 4.0%. The NAV total return to shareholders was 6.6%.
The Property Portfolio and Performance
The Investment Manager’s report provides detailed information on the portfolio. At the end of June 2015, it was valued at £288m. Additionally there was positive cash of £27.3m. Total assets were £320.4m (31 December 2014: £278.7m). The Company’s NAV at period end was 78.5p per share (31 December 2014: 75.5p), an uplift of 4.0% over the period. The table below sets out the components of the movement in the NAV.
Pence per Share | % of opening NAV | |||
NAV as at 31 December 2014 | 75.5 | 100.0 | ||
Increase in valuation of property portfolio | 2.7 | 3.6 | ||
Decrease in interest rate swap liability | 0.3 | 0.4 | ||
NAV as at 30 June 2015 | 78.5 | 104.0 | ||
The Company completed two purchases totalling £20.4m in Preston and Bristol and subsequent to the half year six further properties have been purchased for £26.2m. There is one purchase in the pipeline that the Managers expect to complete on over the next month.
The Company has sold four properties in the reporting period for £11.6m and since the period end a further two sales and one part sale for £11.9m.
Shares and Share Price
At the half year, there were 288,387,160 shares in issue, an increase of 18.1% over the period. The share price on 30 June 2015 was 83.8p, an uplift of 7.0% over the six month period, and represented a premium of 6.8% over NAV at the period end.
Earnings and Dividends
Earnings for the period increased from £11.57m to £12.92m, an increase of 11.7%. The shares provided a dividend yield of 5.5% based upon the current annualised dividend of 4.644p per share and the share price at period end.
REIT Conversion
On 1 January 2015 the Company became resident in the UK for tax purposes and will now be compliant with the UK REIT regime. Following the conversion to a REIT the Company can pay dividends as property income dividends (PIDs). Indeed in order to maintain its tax status as a UK REIT the Company must distribute 90% of its real estate profits in the form of PIDs. The Board has resolved that the first three dividend payments this year will be by way of a PID and will be paid net of UK tax unless the registered owner of the shares has completed a HMRC declaration. A number of shareholders attending the May 2015 AGM highlighted that the cash dividend received had been 20% less than before. This is due to the deduction of the UK tax of 20% that the Company is required to withhold. The Company’s Registrar has provided the necessary HMRC declaration forms to all qualifying registered owners of the Company’s shares. However the Board is aware that a number of investors hold shares via execution only platforms or with ISA/ SIPP providers and may not have been advised of the requirement to complete a declaration in order to receive dividends gross. Investors are advised to seek independent advice and to contact their nominee company to receive the necessary forms should they be eligible to do so. Where a tax refund is due from HMRC our tax advisers have confirmed that the relevant tax wrapper plan manager or administrator would be required to complete the necessary forms and submit them to HMRC.
Loan to Value ratio
At 30 June 2015, the LTV ratio was 19.8% which will increase once the Company’s cash balance is invested. Our loan agreement with RBS sets out an upper limit of 65% until December 2016, reducing to 60% for the remaining two years.
The Board and Corporate Governance
It is my intention to retire from the Board at the AGM next June having been a founder director of your Company since 2003. I am delighted to inform you that the Board has asked Robert Peto to be your new chairman and he has accepted. The Board has started a search for a new UK based non-executive director.
Fund Raising
During February 2015 the Company issued all of the remaining shares under its Prospectus authority bringing the total issued since July 2014 to 100m shares. In addition, over the period from 20 February 2015 to 18 June 2015 the Company has fully utilised its powers to issue shares on a non pre-emptive basis issuing a further 27.7m shares. In total during the half year period the Company issued new shares for a gross consideration of £34.8m. In each case the new shares were issued at a premium of at least 5% to the prevailing NAV and the proceeds invested timeously into UK commercial real estate properties at attractive yields.
As a result of being a larger company together with the lower management fee instituted in July 2014 the ongoing charges ratio has fallen to 1.4% based on an average NAV from 1.8% a year earlier.
Outlook
The UK economy is continuing to grow. There are interest rate and geopolitical risks, with some countries experiencing slower growth, but we expect UK growth to continue. There is now better demand for space from prospective tenants so that rents in some sectors are rising. In many areas space is in short supply because of the lack of building in recent years.
The Managers are active with tenants and in the market and your Board is optimistic that the Company can continue to show good returns.
Richard Barfield
Chairman
27 August 2015
Principal Risks and Uncertainties
The Company’s assets consist of direct investments in UK commercial property. Its principal risks are therefore related to the commercial property market in general, but also the particular circumstances of the properties in which it is invested, and their tenants. The Board and the Investment Manager seek to mitigate these risks through a strong initial due diligence process, continual review of the portfolio and active asset management initiatives. All of the properties in the portfolio are insured, providing protection against risks to the properties and also protection in case of injury to third parties in relation to the properties.
The Board has also identified a number of other specific risks that are reviewed at each Board meeting. These are as follows:
Other risks faced by the Company include the following:
The Board seeks to mitigate and manage all risks through continual review, policy setting and enforcement of contractual obligations. It also regularly monitors the investment environment and the management of the Company’s property portfolio, levels of gearing and the overall structure of the Company.
Going Concern
The Directors have reviewed detailed cash flow, income and expense projections in order to assess the Company’s ability to pay its operational expenses, bank interest and dividends for the foreseeable future. The Directors have examined significant areas of possible financial risk including cash and cash requirements and the debt covenants, in particular those relating to LTV and interest cover. They have not identified any material uncertainties which cast significant doubt on the ability to continue as a going concern for a period of not less than 12 months from the date of the approval of the financial statements. The Directors have satisfied themselves that the Company has adequate resources to continue in operational existence for the foreseeable future and the Board believes it is appropriate to adopt the going concern basis in preparing the financial statements.
Investment Manager’s Report
UK Real Estate Market
The UK economic fundamentals continue to strengthen as the economy is now estimated to have grown by 0.7% in Q2 according to the first estimate of the ONS, representing a solid rebound albeit dominated by the service sector’s contribution. Business sentiment and consumer confidence remain buoyant. Over the six months to 30 June 2015 the All Property total return, as recorded by the Quarterly version of the IPD Monthly Index, was 6.3% which, although attractive, lagged the 8.4% total return for the same period in 2014. Capital values increased by 3.7% in the half year to end June (5.5% in 2014). Rental growth however continues to improve, and grew by 1.8% in the six months to 30 June 2015, compared to 1.4% for the same period in 2014. It is noticeable that rental growth is spreading out across the UK and is no longer limited to London and the South East, although it is less evident in the retail sector on anything but the best product. This reflects the relative performance of the three main sectors with offices providing a total return of 8.7% over the reporting period, industrial 7.8% and retail again lagging the market at 3.7%.
Demand from investors has remained robust over the first half of 2015, continuing the theme of weight of money driving pricing that was most evident in 2014. There remains a diverse source of investors from overseas, to private equity type buyers to UK institutions. This is driven as much by the relative pricing of real estate (especially compared to gilts) as it is the improving fundamentals of rental growth resulting from strong occupational demand and limited supply.
Investment Outlook
UK Commercial Real Estate continues to make steady progress in 2015 although momentum has reduced compared to the same point last year. We expect positive total returns for investors on a three year holding period due to the elevated yield and improving income growth prospects. The sector remains attractive from a fundamental point of view, i.e., strengthening economic drivers and a limited pipeline of future new developments. Rising interest rates are an emerging risk although there is a reasonable buffer in pricing to compensate if the market prices in a further acceleration of rate rises. The retail sector continues to face a series of headwinds that may hold back recovery in weaker locations due to oversupply and structural issues but the prospects for retail towards the South East and Central London are expected to improve further as economic recovery gains more traction. Prime, good quality secondary assets and selective poorer quality secondary assets in stronger locations are likely to provide the best opportunities in the robust economic environment we anticipate over the remainder of 2015 and into 2016.
Performance
Over the first 6 months of 2015 the Company had a NAV Total Return of 6.6% and a share price total return (assuming dividends reinvested) of 10%.
UK listed real estate equities (as measured by the FTSE EPRA/ NAREIT UK index) provided a total return of 8% over the six months to 30 June 2015, which compared well to the 1.4% from the FTSE100 over the same period and 3% from the FTSE All Share.
The portfolio level return has slightly lagged over the reporting period, influenced heavily by the level of transactions. The NAV total return demonstrates the benefit of raising new equity at a premium to cover the transaction costs and protect existing shareholder’s returns.
We have also written down some of the valuations based on expected or actual sale prices as we sold out of our smaller assets with poorer performance expectations. This includes one asset in particular which has now been sold (Drakes Way, Swindon) where we had hope value in the valuation for a proposed food store development which is no longer going to happen. The standing portfolio (assets held over the period), continued to perform well, with a total return of 18.7% over the 12 months to end June, compared to the IPD return of 16.3% for the same period.
Investment Strategy
The Investment Manager and the Board are focussed on providing investors a sustainable and attractive level of income by investing in good quality commercial real estate assets in the UK. We target assets that we believe will appeal to occupiers, where we can add value and generate rental growth through actively managing the assets. The Company targets a covered dividend over the course of each year.
Portfolio Valuation
The property is valued on a quarterly basis by Jones Lang Lasalle. As at 30 June 2015 the investment portfolio comprised a total of 39 assets valued at a total of £288.39m. In addition the Company had cash of £27.3m. This compares to £178.8m and £23.2m respectively at end June 2014.
Lease Expiry Profile
The Company has an average lease length to earliest of lease end or break option of 7.1 years. This is similar to the IPD index (with leases over 35 years excluded). We take an active approach to managing lease expiries, and for 2015 we have secured 73% of income at risk thorough lease expiry or break, with another 10% in solicitors hands for lease regears. 68% of the income at risk in 2016 has also been secured.
As the occupational market improves and supply though development remains limited, there is increasing opportunity to add value through lease events; either renewing existing leases, or taking accommodation back to refurbish and then relet.
Portfolio sector/subsector allocations
The portfolio is invested solely in UK Commercial Real Estate. Retail has been an underperforming sector and the Company is likely to remain underweight to retail whilst it believes the current divergence between large prime dominant retail destinations and smaller more secondary ones will continue. The exposure the Company has to retail is generally by way of retail warehousing rather than high street property as we feel more confident in this sub sector.
Geographic distribution
The Company invests throughout the UK to provide a diversified portfolio.
Investment Activity
Purchases
The Company completed two purchases in the first six months of 2015 for a total of £20.4m:
1. DSG Preston £15.8m, 7% yield – let for a further 16 years with fixed uplifts, units adjacent to the prime dominant park.
2. Interplex 16 Bristol £4.6m, 8% yield – two industrial units, one of which is vacant, the other let on a short lease.
A further four purchases were completed in July and August 2015, after the reporting period end, for a total of £26.2m:
1. Office portfolio £13.2m, 7.25% yield – three offices, located in York, Milton Keynes and Dartford – all good quality let to strong tenants.
2. Halfords Bradford £5.1m, 8.5% yield – retail warehouse and car showroom adjacent to the dominant retail park.
3. Office in Kiddlington for £4.8m, 8.25% yield – modern single let office in an area with infrastructure improvement.
4. Industrial unit in Fareham for £3.1m, 7% yield – low site cover, asset management potential.
One other investment is also in solicitors hands:
5. Industrial unit £2.9m, 7.2% yield – in the North-East, well specified for parcel delivery.
As can be seen from the above, the year started with a large investment but since then we have found more value in small lot sizes.
Sales
The Company has undertaken the sale of a number of assets that are unlikely to perform well in the future or where there is an opportunity to realise a capital gain.
The following sales were completed in the first six months of 2015:
1. Weybridge £3.2m – sale of over rented office with lease expiry in 2015.
2. Swindon £3.5m – sale to tenant after prospective redevelopment as a foodstore fell through.
3. Swansea £1.3m – sale of small short let office out of town.
4. Chelmsford £3.6m – sale of over rented office with lease expiries in 2015, needing capex.
The following sales were completed in July and August of 2015, after the reporting period end:
1. Mansfield £2.6m – part sale of small industrial estate.
2. Leeds £3.8m – sale of two industrial units with income at risk.
3. Glasgow £5.5m – sale of office off market.
One other sale is also in solicitors hands:
4. Stockton £1.3m – sale of small single let industrial unit.
Voids
During the reporting period key asset management transactions included:
1. Ocean Trade Centre Aberdeen: two leases were extended with the existing tenants, and a major refurbishment undertaken on 7 units (completed mid July). 5 of the units were let on an agreement for lease for 10 years to CCF, and the other two put in solicitors hands after the reporting period.
2. Explorer Crawley: Lease break with Amey removed to give a further 5 years term certain.
3. Coal Rd Leeds: Five year lease extension agreed on one unit.
4. St James House Cheltenham: A new 10 year lease agreed on part of the third floor to the existing tenant reinforced current ERVs and exceeded valuation assumptions.
Asset Management
The Company has maintained low voids during the period, and as at the period end they stood at 2.8% of ERV. Lettings in solicitors hands should reduce this to under 2%, with the main void (1.5% of ERV) being the new purchase in Bristol where the Company plans a refurbishment before reletting. Maintaining low voids remains a key aim of the Investment Manager.
Debt
The Company has a debt facility in place with RBS that expires in December 2018. The facility is for £84m and is fully drawn down. There is an interest rate swap in place meaning that the all in cost is 3.7%. As at 30 June the Company had an LTV of 19.8% (bank covt 65%). The Company is reviewing its debt strategy as a longer term facility might be more appropriate.
Equity Raise
During the period the Company issued new equity on three occasions to fund new acquisitions.
February 31.3m shares at 78.1p per share
March 1.3m shares at 80.2p per share
June 11.6m shares at 80.3p per share
Jason Baggaley
Fund Manager
Directors’ Responsibility Statement
The Directors are responsible for preparing the Interim Management Report in accordance with applicable law and regulations. The Directors confirm that to the best of their knowledge:
The Interim Report, for the six months ended 30 June 2015, comprises an Interim Management Report in the form of the Chairman’s Statement, the Investment Manager’s Report, the Directors’ Responsibility Statement and a condensed set of Unaudited Consolidated Financial Statements.
The Directors each confirm to the best of their knowledge that:
a. the Unaudited Consolidated Financial Statements, prepared in accordance with IFRSs as adopted by the European Union, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Group; and
b. the Interim Report includes a fair review of the development and performance of the business and the position of the Group, together with a description of the principal risks and uncertainties faced.
For and on behalf of the Directors of Standard Life Investments Property Income Trust Limited
Richard Barfield
Chairman
27 August 2015
UNAUDITED FINANCIAL STATEMENTS
Unaudited Consolidated Statement of Comprehensive Income
for the period ended 30 June 2015
Notes | 1 Jan 15 to | 1 Jan 14 to | |||
30 Jun 15 | 30 Jun 14 | ||||
£ | £ | ||||
Rental income |
9,739,210 |
7,462,953 |
|||
Surrender premium income | – | 18,154 | |||
Valuation gain from investment properties | 5 | 7,529,522 | 9,176,100 | ||
Loss on asset acquisition | (65,129) | – | |||
Loss on disposal of investment properties | (796,363) | (2,032,950) | |||
Investment management fees | 3 | (1,121,035) | (735,457) | ||
Other direct property operating expenses | (504,924) | (483,017) | |||
Directors' fees and expenses | (62,150) | (68,052) | |||
Valuer's fee | (37,809) | (22,787) | |||
Auditor's fee | (23,008) | (22,900) | |||
Other administration expenses | (163,143) | (110,643) | |||
Operating profit | 14,495,171 | 13,181,401 | |||
Finance income |
26,256 |
25,420 |
|||
Finance costs | (1,597,490) | (1,636,315) | |||
Profit for the period | 12,923,937 | 11,570,506 | |||
Other comprehensive income Valuation gain / (loss) on cash flow hedges |
757,123 |
(141,937) |
|||
Total comprehensive income for the period | 13,681,060 | 11,428,569 | |||
Earnings per share: Basic and diluted earnings per share |
pence 4.84 |
pence 7.31 |
|||
Adjusted (EPRA) earnings per share | 2.32 | 2.80 | |||
All items in the above Unaudited Consolidated Statement of Comprehensive Income derive from continuing operations.
Unaudited Consolidated Balance Sheet
as at 30 June 2015
Notes | 30 Jun 2015 | 31 Dec 2014 | |
£ | £ | ||
ASSETS | |||
Non-current assets | |||
Investment properties | 5 | 272,669,703 | 261,672,121 |
Lease incentives | 5 | 2,471,229 | 2,436,976 |
275,140,932 | 264,109,097 | ||
Current assets | |||
Investment properties held for sale | 6 | 13,010,300 | 6,550,100 |
Trade and other receivables | 4,884,695 | 2,660,440 | |
Cash and cash equivalents | 27,329,945 | 5,399,095 | |
45,224,940 | 14,609,635 | ||
Total assets | 320,365,872 | 278,718,732 | |
LIABILITIES | |||
Current liabilities | |||
Trade and other payables | 7,485,896 | 7,205,415 | |
Other liabilities | – | 500 | |
7,485,896 | 7,205,915 | ||
Non-current liabilities | |||
Bank borrowings | 84,036,866 | 83,980,382 | |
Interest rate swaps | 1,917,816 | 2,674,939 | |
Other liabilities | – | 6,094 | |
Rental deposits due to tenants | 525,002 | 483,880 | |
86,479,684 | 87,145,295 | ||
Total liabilities | 93,965,580 | 94,351,210 | |
Net assets | 226,400,292 | 184,367,522 | |
EQUITY | |||
Capital and reserves attributable | |||
to Company's equity holders | |||
Share capital | 130,589,115 | 96,188,648 | |
Retained earnings | 7,776,524 | 7,634,503 | |
Capital reserves | (9,803,719) | (17,294,001) | |
Other distributable reserves | 97,838,372 | 97,838,372 | |
Total equity | 226,400,292 | 184,367,522 | |
Net Asset Value (NAV) per Share | |||
NAV | 9 | 78.5p | 75.5p |
EPRA NAV | 9 | 79.2p | 76.6p |
Approved by the Board of Directors on 27 August 2015 and signed on its behalf by:
Richard Barfield
Director
Unaudited Consolidated Statement of Changes in Equity
for the period ended 30 June 2015
Notes |
Share Capital |
Retained earnings |
Capital reserves |
Other distributable reserves |
Total equity |
||||||||
£ | £ | £ | £ | £ | |||||||||
Opening balance 1 January 2015 | 96,188,648 | 7,634,503 | (17,294,001) | 97,838,372 | 184,367,522 | ||||||||
Profit for the period | – | 12,923,937 | – | – | 12,923,937 | ||||||||
Valuation gain on cash flow hedges | – | – | 757,123 | – | 757,123 | ||||||||
Total comprehensive | |||||||||||||
gain for the period | – | 12,923,937 | 757,123 | – | 13,681,060 | ||||||||
Dividends paid | 8 | – | (6,048,757) | – | – | (6,048,757) | |||||||
Ordinary shares issued* | 34,400,467 | – | – | – | 34,400,467 | ||||||||
Valuation gain of investment properties | 5 | – | (7,529,522) | 7,529,522 | – | – | |||||||
Loss on disposal of investment properties | – | 796,363 | (796,363) | – | – | ||||||||
Balance at 30 June | |||||||||||||
2015 | 130,589,115 | 7,776,524 | (9,803,719) | 97,838,372 | 226,400,292 | ||||||||
* this value represents both the nominal and the premium raised on issuing the ordinary shares.
Unaudited Consolidated Statement of Changes in Equity
for the period ended 30 June 2014
Notes | Share Capital |
Retained earnings |
Capital reserves |
Other distributable reserves |
Total equity | |||
£ | £ | £ | £ | £ | ||||
Opening balance 1 January 2014 | 31,337,024 | 6,560,853 | (34,144,454) | 97,838,372 | 101,591,795 | |||
Profit for the period | – | 11,570,506 | – | – | 11,570,506 | |||
Valuation loss on cash flow hedges | – | – | (141,937) | – | (141,937) | |||
Total comprehensive gain for the period | – | 11,570,506 | (141,937) | – | 11,428,569 | |||
Dividends paid | 8 | – | (3,621,919) | – | – | (3,621,919) | ||
Ordinary shares issued* | 4,032,940 | – | – | – | 4,032,940 | |||
Valuation gain of investment properties | – | (9,176,100) | 9,176,100 | – | – | |||
Loss on disposal of investment properties | – | 2,032,950 | (2,032,950) | – | – | |||
Balance at 30 June 2014 | 35,369,964 | 7,366,290 | (27,143,241) | 97,838,372 | 113,431,385 | |||
* this value represents both the nominal and the premium raised on issuing the ordinary shares.
Unaudited Consolidated Cash Flow Statement
for the period ended 30 June 2015
Notes | 1 Jan 15 to | 1 Jan 14 to | |||
30 Jun 15 | 30 Jun 14 | ||||
£ | £ | ||||
Cash generated from operating activities Profit for the period |
12,923,937 |
11,570,506 |
|||
Movement in non-current lease incentives | 19,373 | (67,274) | |||
Movement in trade and other receivables | (2,224,255) | (141,935) | |||
Movement in trade and other payables | 324,462 | 1,533,160 | |||
Finance costs | 1,597,490 | 1,636,315 | |||
Finance income | (26,256) | (25,420) | |||
Valuation gain from investment properties | (7,529,522) | (9,176,100) | |||
Loss on disposal of investment properties | 796,363 | 2,032,950 | |||
Net cash inflow from operating activities | 5,881,592 | 7,362,202 | |||
Cash flows from investing activities | |||||
Interest received | 26,256 | 25,420 | |||
Purchase of investment properties | 5 | (21,441,843) | (19,611,648) | ||
Capital expenditure on investment properties | 5 | (593,112) | (2,206,823) | ||
Net proceeds from disposal of investment properties |
5 | 11,303,737 | 26,567,050 | ||
Net cash used in investing activities | (10,704,962) | 4,773,999 | |||
Cash flows from financing activities | |||||
Ordinary shares issued net of issue costs | 34,400,467 | 4,032,940 | |||
Interest paid on bank borrowing | (988,881) | (1,010,693) | |||
Payments on interest rate swaps | (608,609) | (625,622) | |||
Dividends paid to the Company's shareholders | 8 | (6,048,757) | (3,621,919) | ||
Net cash used in financing activities | 26,754,220 | (1,225,294) | |||
Net increase in cash and cash equivalents in the period | 21,930,850 | 10,910,907 | |||
Cash and cash equivalents at beginning of period | 5,399,095 | 12,303,310 | |||
Cash and cash equivalents at end of period | 27,329,945 | 23,214,217 | |||
Standard Life Investments Property Income Trust Limited
Notes to the Unaudited Consolidated Financial Statements
for the period ended 30 June 2015
1 GENERAL INFORMATION
Standard Life Investments Property Income Trust Limited (“the Companyâ€) and its subsidiary (together the “Groupâ€) carries on the business of property investment through a portfolio of freehold and leasehold investment properties located in the United Kingdom. The Company is a limited liability company incorporated and domiciled in Guernsey, Channel Islands. The Company has its listing on the London Stock Exchange.
On 1 January 2015 the Company became resident in the UK for tax purposes and will now be compliant with the UK REIT regime.
The address of the registered office is Trafalgar Court, Les Banques, St Peter Port, Guernsey.
These Unaudited Consolidated Financial Statements were approved for issue by the Board of Directors on 27 August 2015.
The Audited Consolidated Financial Statements of the company for the year ended 31 December 2014 are available on request from the registered office or from the Investment Manager's website (www.standardlifeinvestments.com/its).
2 ACCOUNTING POLICIES
Basis of preparation
The Unaudited Consolidated Financial Statements of the Group have been prepared in accordance with IAS 34 Interim Financial Reporting, and all applicable requirements of The Companies (Guernsey) Law, 2008. The Unaudited Consolidated Financial Statements have been prepared under the historical cost convention as modified by the measurement of investment property and derivative financial instruments at fair value. The Unaudited Consolidated Financial Statements are presented in pound sterling and all values are not rounded except when otherwise indicated.
These statements do not contain all of the information required for full annual statements and should be read in conjunction with the Audited Consolidated Financial Statements of the Company for the year ended 31 December 2014. The accounting policies adopted in the preparation of the Interim Condensed Consolidated Financial Statements are consistent with those followed in the preparation of the Group’s Annual Consolidated Financial Statements for the year ended 31 December 2014, except for the adoption of new standards and interpretations effective in the European Union as of 1 January 2015.
New standards and amendments apply for the first time in 2015. However, they do not impact the Unaudited Interim Condensed Consolidated Financial Statements of the Group and are listed below:
3 RELATED PARTY DISCLOSURES
Parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions.
Investment Manager
On 19 December 2003 Standard Life Investments (Corporate Funds) Limited (“the Investment Managerâ€) was appointed as Investment Manager to manage the property assets of the Group. A new Investment Management Agreement (“IMAâ€) was entered into on 7 July 2014, appointing the Investment Manager as the AIFM (“Alternative Investment Fund Managerâ€).
Under the terms of the IMA dated 19 December 2003, the Investment Manager was entitled to receive a fee at the annual rate of 0.85% of the total assets, payable quarterly in arrears except where cash balances exceed 10% of the total assets. The fee applicable to the amount of cash exceeding 10% of total assets was altered to be 0.20% per annum, payable quarterly in arrears. The Investment Manager also agreed to reduce its charge to 0.75% of the total assets of the Group until such time as the net asset value per share returns to the launch level of 97p. This was applicable from the quarter ending 31 December 2008 onwards and did not affect the reduced fee of 0.20% on cash holdings above 10% of total assets.
Under the terms of the IMA dated 7 July 2014, the above fee arrangements apply up to 31 July 2014. From 1 August 2014, the fee was changed to 0.75% of total assets up to £200 million; 0.70% of total assets between £200 million and £300 million; and 0.65% of total assets in excess of £300 million. The total fees charged for the period ended 30 June 2015 amounted to £1,121,035 (period ended 30 June 2014: £735,457). The amount due and payable at the period end amounted to £571,005, excluding VAT (period ended 30 June 2014: £373,266 excluding VAT).
4 TAXATION
Current income tax
A reconciliation of the product of accounting profit multiplied by the applicable tax rate for the period ended 30 June 2015 and 2014 is, as follows:
30 Jun 2015 | 30 Jun 2014 | |||||
£ | £ | |||||
Profit before tax | 12,923,937 | 11,570,506 | ||||
Tax calculated at UK statutory income tax/corporation tax rate of 20% (30 June 2014: 20%) |
2,584,787 | 2,314,101 | ||||
UK REIT exemption on net income and gains | (1,140,949) | - | ||||
Valuation gain in respect of investment properties not subject to tax |
(1,505,904) | (1,835,220) | ||||
Loss on disposal of investment properties not subject to tax |
- | 406,590 | ||||
Income not subject to tax | - | (289,189) | ||||
Expenditure not allowed for income tax purposes | - | 74,720 | ||||
Tax loss not utilised/(utilised) | 62,066 | (671,002) | ||||
Current income tax charge | - | - | ||||
The Group has not recognised a deferred tax asset of £62,066 arising as a result of revenue tax losses. Tax losses that existed prior to the Group’s election to be treated as a UK Real Estate Investment Trust (REIT) (see below) have been written off as they cannot be utilised against profits of the Group arising in the REIT regime.
The Group elected to be treated as a UK Real Estate Investment Trust (REIT) from 1 January 2015. Under the UK REIT rules, profits of the Group’s property rental business are exempt from the charge to corporation tax. Gains on the disposal of property assets are also exempt from tax provided they are not held for trading or, in the case of developed property, sold within three years of completion of the development. The Group is subject to UK corporation tax on all other profits and gains.
5 INVESTMENT PROPERTIES
Country | UK | UK | UK | ||||||||
Class | Industrial | Office | Retail | Total | |||||||
£ | £ | £ | £ | ||||||||
Market value as at 1 January 2015 | 108,660,000 | 114,265,100 | 47,125,000 | 270,050,100 | |||||||
Purchase of investment properties | 4,851,800 | - | 16,590,043 | 21,441,843 | |||||||
Capital expenditure on investment properties | 452,089 | 137,696 | 3,327 | 593,112 | |||||||
Carrying value of disposed investment properties | (3,750,000) | (8,350,100) | - | (12,100,100) | |||||||
Valuation gain/(loss) from investment properties | 3,259,433 | 4,409,592 | (139,503) | 7,529,522 | |||||||
Movement in lease incentives receivable | 40,395 | 329,295 | (8,867) | 360,823 | |||||||
Investment properties recategorised as held for sale | (8,393,717) | (4,616,583) | - | (13,010,300) | |||||||
Closing market value | 105,120,000 | 106,175,000 | 63,570,000 | 274,865,000 | |||||||
Adjustment for lease incentives* | (503,068) | (1,130,062) | (562,167) | (2,195,297) | |||||||
Closing carrying value as at 30 June 2015 | 104,616,932 | 105,044,938 | 63,007,833 | 272,669,703 | |||||||
*Lease incentives are split between non current assets of £2,471,229 and current liabilities of £275,932.
The valuations were performed by Jones Lang Lasalle, an accredited independent valuer with a recognised and relevant professional qualification and recent experience of the location and category of the investment properties being valued. The valuation model in accordance with Royal Institute of Chartered Surveyors (‘RICS’) requirements on disclosure for Regulated Purpose Valuations has been applied (RICS Valuation – Professional Standards January 2014 published by the Royal Institution of Chartered Surveyors). These valuation models are consistent with the principles in IFRS 13.
The market value provided by Jones Lang Lasalle at the period ended 30 June 2015 was £288,390,000 (30 June 2014: £178,795,000) however an adjustment has been made for lease incentives of £2,195,297* (30 June 2014: £1,344,492) that are already accounted for as an asset. The valuation at 30 June 2015 of £288,390,000 includes £3,725,000 in relation to Units 2001 & 2002 Coal Road in Leeds, £4,950,000 in relation to 140 West George Street in Glasgow, £1,300,000 in relation to Portrack Interchange in Stockton on Tees and £3,550,000 in relation to Windsor Court and Crown Farm in Mansfield, four investment properties held for sale at the Balance Sheet date (see note 6).
Valuation gains and losses from investment properties are recognised in profit and loss for the period and are attributable to changes in unrealised gains or losses relating to investment property (completed and under construction) held at the end of the reporting period.
Country | UK | UK | UK | |||||||
Class | Industrial | Office | Retail | Total | ||||||
£ | £ | £ | £ | |||||||
Market value as at 1 January 2014 | 48,175,000 | 79,945,000 | 48,295,000 | 176,415,000 | ||||||
Purchase of investment properties | 72,084,707 | 15,097,439 | 10,671,653 | 97,853,799 | ||||||
Capital expenditure on investment properties | 29,971 | 2,779,559 | (101,508) | 2,708,022 | ||||||
Carrying value of disposed investment properties | (14,550,000) | - | (14,050,000) | (28,600,000) | ||||||
Valuation gain from investment properties | 2,961,019 | 16,132,344 | 2,104,506 | 21,197,869 | ||||||
Movement in lease incentives receivable | (40,697) | 310,758 | 205,349 | 475,410 | ||||||
Investment properties recategorised as held for sale | - | (6,550,100) | - | (6,550,100) | ||||||
Closing market value | 108,660,000 | 107,715,000 | 47,125,000 | 263,500,000 | ||||||
Adjustment for lease incentives* | (462,673) | (800,767) | (571,033) | (1,834,473) | ||||||
Adjustment for financial lease obligations | - | 6,594 | - | 6,594 | ||||||
Closing carrying value as at 31 December 2014 | 108,197,327 | 106,920,827 | 46,553,967 | 261,672,121 | ||||||
In the Consolidated Cash Flow Statement, proceeds from disposal of investment properties comprise:
1 Jan 15 to | 1 Jan 14 to | |||||
30 Jun 15 | 30 Jun 14 | |||||
Carrying value of disposed investment properties | 12,100,100 | 28,600,000 | ||||
Loss on disposal of investment properties | (796,363) | (2,032,950) | ||||
Proceeds from disposal of investment properties | 11,303,737 | 26,567,050 | ||||
Valuation Methodology
The fair value of completed investment properties are determined using the income capitalisation method.
The income capitalisation method is based on capitalising the net income stream at an appropriate yield. In establishing the net income stream the valuer has reflected the current rent (the gross rent) payable to lease expiry, at which point the valuer has assumed that each unit will be re-let at their opinion of ERV. The valuer has made allowances for voids and rent free periods where appropriate, as well as deducting non recoverable costs where applicable. The appropriate yield is selected on the basis of the location of the building, its quality, tenant credit quality and lease terms amongst other factors.
No properties have changed valuation technique since 31 December 2014.
The Company appoints a suitable valuer (such appointment is reviewed on a periodic basis) to undertake a valuation of all the direct real estate investments on a quarterly basis. The valuation is undertaken in accordance with the then current RICS guidelines and requirements as mentioned above.
The Investment Manager meets with the valuer on a quarterly basis to ensure the valuer is aware of all relevant information for the valuation and any change in the investment over the quarter. The Investment Manager then reviews and discusses the draft valuations with the valuer to ensure correct factual assumptions are made. The valuer reports a final valuation that is then reported to the Board.
The management group that determines the Company’s valuation policies and procedures for property valuations is the Property Valuation Committee. The Committee reviews the quarterly property valuation report produced by the Valuer (or such other person as may from time to time provide such property valuation services to the Company) before its submission to the Board, focussing in particular on:
The Chairman of the Committee makes a brief report of the findings and recommendations of the Committee to the Board after each Committee meeting. The minutes of the Committee meetings are circulated to the Board. The Chairman submits an annual report to the Board summarising the Committee’s activities during the year and the related significant results and findings.
All investment properties are classified as Level 3 in the fair value hierarchy. There were no movements between levels since 31 December 2014.
There are currently no restrictions on the realisability of investment properties or the remittance of income and proceeds of disposal.
The table below outlines the valuation techniques used to derive Level 3 fair values for each class of investment properties:
Country & Class | Fair value | Valuation Technique |
Key Unobservable |
Range (weighted average) |
£ | input | |||
UK Industrial Level 3 |
113,010,649 | · Income Capitalisation |
· Initial Yield · Reversionary Yield · Equivalent Yield · Estimated rental value per Sq.m |
· 0% to 9.01% (4.97%) · 5.67% to 10.42% (7.25%) · 5.67% to 8.70% (6.98%) · £23.68 to £86.10 (£53.14) |
UK Office Level 3 |
109,661,521 | · Income Capitalisation |
· Initial Yield · Reversionary Yield · Equivalent Yield · Estimated rental value per Sq.m |
· 0% to 11.05% (6.14%) · 5.72% to 9.89% (6.83%) · 5.34% to 9.60% (6.65%) · £137.47 to £588.94 (£271.50) |
UK Retail Level 3 |
63,007,833 | · Income Capitalisation |
· Initial Yield · Reversionary Yield · Equivalent Yield · Estimated rental value per Sq.m |
· 6.13% to 7.46% (6.59%) · 3.97% to 7.41% (5.78%) · 6.27% to 7.45% (6.74%) · £76.56 to £179.90 (£141.32) |
285,680,003** |
**includes the market values of the four properties held for sale as detailed in note 6.
Descriptions and definitions
The table above includes the following descriptions and definitions relating to valuation techniques and key unobservable inputs made in determining the fair values:
Estimated rental value (ERV)
The rent at which space could be let in the market conditions prevailing at the date of valuation.
Equivalent yield
The equivalent yield is defined as the internal rate of return of the cash flow from the property, assuming a rise to ERV at the next review, but with no further rental growth.
Initial yield
Initial yield is the annualised rents of a property expressed as a percentage of the property value.
Reversionary yield
Reversionary yield is the anticipated yield to which the initial yield will rise (or fall) once the rent reaches the ERV.
The table below shows the ERV per annum, area per square foot, average ERV per square foot, initial yield and reversionary yield as at the Balance Sheet date.
30 Jun 2015 | 31 Dec 2014 | |||
£ | £ | |||
ERV p.a. | 20,882,883 | 20,460,185 | ||
Area sq. ft. | 2,651,764 | 2,736,927 | ||
Average ERV per sq. ft. | £7.88 | £7.48 | ||
Initial Yield | 5.78% | 6.59% | ||
Reversionary Yield | 5.02% | 5.13% | ||
The initial yield moved inwards due to a combination of factors which included a shift in market yield, the sale of some higher yielding assets with short leases (income reinvested after the period end was at yields of over 7%) and an increase in voids from 0.6% in June 2014 to 2.8% June 2015.
Sensitivity analysis
The table below presents the sensitivity of the valuation to changes in the most significant assumptions underlying the valuation of completed investment property.
30 Jun 2015 | 31 Dec 2014 | |||
£ | £ | |||
Increase in equivalent yield of 25 bps | (11,000,000) | (10,100,000) | ||
Decrease in rental rates of 5% (ERV) | (10,300,000) | (10,100,000) | ||
Below is a list of how the interrelationships in the sensitivity analysis above can be explained. In both cases outlined in the sensitivity table the estimated Fair Value would increase (decrease) if:
6 INVESTMENT PROPERTIES HELD FOR SALE
As at 30 June 2015 the Group had exchanged contracts with third parties for the sale of Portrack Interchange, Stockton for £1,300,000 excluding a rent free reduction on the sale price and excluding related sale costs. The part sale of Windsor Court and Crown Farm completed on 15 July 2015 for £2,610,877 excluding costs. Units 2001 & 2002 Coal Road, Leeds completed on 31 July 2015 for £3,830,664 excluding costs and 140 West George Street, Glasgow completed on 10 August 2015 for £5,525,287 excluding costs. All of these properties were being actively marketed for sale at 30 June 2015 and meet the criteria of non current assets held for sale at the Balance Sheet date. The independently assessed market value of each property held for sale at 30 June 2015 is detailed below:
30 Jun 2015 | 31 Dec 2014 | |||
£ | £ | |||
De Ville Court | – | 3,150,000 | ||
Chancellors Place | – | 3,575,000 | ||
Portrack Interchange | 1,300,000 | – | ||
Windsor Court and Crown Farm | 3,550,000 | – | ||
Units 2001 & 2002 Coal Road | 3,725,000 | – | ||
140 West George Street | 4,950,000 | – | ||
Less: transaction costs | (514,700) | (174,900) | ||
Closing Adjusted Market Value | 13,010,300 | 6,550,100 | ||
7 INVESTMENT IS SUBSIDIARY UNDERTAKINGS
The Company owns 100 per cent of the issued ordinary share capital of Standard Life Investments Property Holdings Limited, a company with limited liability incorporated and domiciled in Guernsey, Channel Islands, whose principal business is property investment.
The Group, through its subsidiary, owns 100 per cent of the issued ordinary share capital of Huris (Farnborough) Limited, a company incorporated in the Cayman Islands whose principal business is property investment.
The Group, through its subsidiary, owns 100 per cent of the issued ordinary share capital of HEREF Eden Main Limited, a company incorporated in Jersey whose principal business is property investment.
Huris (Farnborough) Limited and HEREF Eden Main Limited generated a loss of £65,129 in the period ended 30 June 2015 as detailed in the Unaudited Consolidated Statement of Comprehensive Income. Both companies are shell companies which have immaterial other net assets as a result of the transfer of investment properties owned by both companies to Standard Life Investments Property Holdings Limited following their acquisition in 2014. The Group intends to liquidate both companies by the financial year ending 31 December 2015. The remaining assets of both companies total £24,810 (31 December 2014: £44,273 liability) at the Balance Sheet date and have been included in trade and other receivables.
8 DIVIDENDS AND PROPERTY INCOME DISTRIBUTION GROSS OF INCOME TAX
30 Jun 2015 | 30 Jun 2014 | |||
£ | £ | |||
Non Property Income Distributions | ||||
1.161p per ordinary share paid in February relating to the quarter ending 31 December 2014 (30 June 2014: 1.133p) | 2,835,350 | 1,756,085 | ||
1.161p per ordinary share paid in May relating to the quarter ending 31 March 2014 | – | 1,865,834 | ||
Property Income Distribution | ||||
1.161p per ordinary share paid in May relating to the quarter ending 31 March 2015 | 3,213,407 | – | ||
6,048,757 | 3,621,919 | |||
On 1 January 2015 the Company converted to a UK REIT from a Guernsey Investment Company (GIC). The payment in February 2015 is the dividend relating to the period prior to REIT conversion for the quarter ending 31 December 2014 and relates to when the Company was a GIC. The payment in May 2015 is the first property income distribution (gross of income tax) following REIT conversion for the quarter ending 31 March 2015.
On 21 August 2015 a property income dividend of £3,348,175, 1.161p per ordinary share in respect of the quarter to 30 June 2015 was paid.
9 RECONCILIATION OF CONSOLIDATED NET ASSET VALUE TO PUBLISHED ASSET VALUE
The net asset value attributable to ordinary shares is published quarterly and is based on the most recent valuation of the investment properties and calculated on a basis which adjusts the underlying reported IFRS numbers. The adjustment made is to include a provision for payment of a dividend in respect of the quarter then ended.
30 Jun 2015 | 31 Dec 2014 | ||
Number of Shares | Number of Shares | ||
Number of ordinary shares at the reporting date | 288,387,160 | 244,216,165 | |
30 Jun 2015 | 31 Dec 2014 | |||
£ | £ | |||
Total equity per consolidated financial statements | 226,400,292 | 184,367,522 | ||
Net asset value per share 78.5p 75.5p
The EPRA publishes guidelines for calculating adjusted NAV. EPRA NAV represents the fair value of an entity’s equity on a long-term basis. Items that EPRA considers will have no impact on the long term, such as fair value of derivatives, are therefore excluded.
30 Jun 2015 | 31 Dec 2014 | ||
£ | £ | ||
Total equity per consolidated financial statements | 226,400,292 | 184,367,522 | |
Adjustments: | |||
Add: fair value of derivatives | 1,917,816 | 2,674,939 | |
Published adjusted EPRA net asset value | 228,318,108 | 187,042,461 | |
Published adjusted EPRA net asset value per share | 79.2p | 76.6p | |
10 SEGMENTAL INFORMATION
The board has considered the requirements of IFRS 8 ‘operating segments’. The board is of the view that the Group is engaged in a single segment of business, being property investment and in one geographical area, the United Kingdom.
11 EVENTS AFTER THE BALANCE SHEET DATE
Property Sales
On 15 July 2015 the Company completed the part sale of Windsor Court & Crown Farm, an industrial investment in Mansfield for £2.6m excluding costs.
On 31 July 2015 the Company completed the sale of Units 2001 and 2002 Coal Road, an industrial investment in Leeds for £3.8m excluding costs.
On 10 August 2015 the Company completed the sale of 140 West George Street, an office investment in Glasgow for £5.5m excluding costs.
Property Purchases
On 23 July 2015 the Company completed the purchase of a retail investment in Bradford for £5.1m excluding costs.
On 24 July 2015 the Company completed the purchase of an office portfolio of 3 properties for £13.25m excluding costs.
On 5 August 2015 the Company completed the purchase of an office investment in Kiddlington for £4.8m excluding costs.
On 7 August 2015 the Company completed the purchase of an industrial investment in Fareham for £3.1m excluding costs.
Shares and Dividends
On 21 August 2015 a property income dividend gross of income tax of £3,348,175 in respect of the quarter to 30 June 2015 was paid.
End of Notes to the Unaudited Consolidated Financial Statements for the period ended 30 June 2015.
DIRECTORS AND COMPANY INFORMATION
Directors
Richard Arthur Barfield (Chairman) 1
Sally-Ann Farnon 2
Huw Griffith Evans 3
Robert Peto 4
Registered Office
PO Box 255
Trafalgar Court
Les Banques
St. Peter Port
Guernsey GY1 3QL
Registered Number
41352
Administrator & Secretary
Northern Trust International Fund Administration
Services (Guernsey) Limited
PO Box 255
Trafalgar Court
Les Banques
St. Peter Port
Guernsey GY1 3QL
Registrar
Computershare Investor Services (Guernsey) Limited
Le Truchot
St. Peter Port
Guernsey GY1 1WD
Computershare Investor helpline: 0870 707 4040
Investment Manager
Standard Life Investments (Corporate Funds) Limited
1 George Street
Edinburgh EH2 2LL
Telephone: 0845 60 60 062
Independent Auditors
Ernst & Young LLP
Royal Chambers
St Julian’s Avenue
St Peter Port
Guernsey GY1 4AF
Solicitors
Dickson Minto W.S.
16 Charlotte Square
Edinburgh EH2 4DF
Mourant Ozannes
PO Box 186
1 Le Marchant Street
St Peter Port
Guernsey GY1 4HP
Broker
Winterflood Securities Limited
The Atrium Building
Cannon Bridge
25 Dowgate Hill
London EC4R 2GA
Principal Bankers
The Royal Bank of Scotland plc
135 Bishopsgate
London EC2M 3UR
Property Valuers
Jones Lang LaSalle Limited
22 Hanover Square
London W1A 2BN
Depositary
Citibank International plc
Canada Square
London E14 5LB
1 Chairman of the Nomination Committee
2 Chairman of the Audit Committee and Senior Independent Director
3 Chairman of the Remuneration Committee and Management Engagement Committee
4 Chairman of the Property Valuation Committee
Additional Notes to the Interim Financial Report
The Interim Report and Condensed Financial Statements for the period from 1 January 2015 to 30 June 2015 will shortly be available for download from the Company’s website hosted by the Investment Manager (www.standardlifeinvestments.co.uk/its).
Please note that past performance is not necessarily a guide to the future and that the value of investments and the income from them may fall as well as rise. Investors may not get back the amount they originally invested.
All enquiries to:
The Company Secretary
Northern Trust International Fund Administration Services (Guernsey) Limited
Trafalgar Court
Les Banques
St Peter Port
Guernsey
GY1 3QL
Tel: 01481 745001
Fax: 01481 745051
Gordon Humphries
Standard Life Investments Limited
Tel: 0131 245 2735
Jason Baggaley
Standard Life Investments Limited
Tel: 0131 245 2833
END