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Benchmark Group PLC (BMK)

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Friday 13 July, 2001

Benchmark Group PLC

Disposal

Benchmark Group PLC
13 July 2001





For immediate release, 13 July 2001



                             Benchmark Group PLC



                         BENCHMARK AND SCHRODERS FORM

                         WEST END PROPERTY UNIT TRUST





*         Benchmark Group PLC ('Benchmark') and Schroder Property Investment
Management Limited are establishing a new specialist property unit trust, The
West End of London Property Unit Trust ('WELPUT').



*         On receipt of the appropriate regulatory approval and the approval
of Benchmark shareholders, WELPUT will acquire the majority interest as a
limited partner in the WEL Property Limited Partnership (the 'WEL Partnership
').  The WEL Partnership will acquire from Benchmark for £249.5 million the
entire partnership interest in a Benchmark limited partnership which owns
eight West End properties.  The WEL Partnership will simultaneously acquire a
property from the Schroder Exempt Property Unit Trust for £47.9 million.



*         The WEL Partnership portfolio will total just under £300 million of
assets with 61% by value in prime locations in Mayfair and St. James', 18% in
Soho, 14% in Covent Garden and 7% in Knightsbridge.  The largest property is
Stirling Square, Carlton Gardens.



*         In addition to its 73 per cent. initial interest in the WEL
Partnership portfolio, Benchmark will receive net cash proceeds of £161.1
million.



*         There will be four initial founding investors in WELPUT, including
Benchmark and the Schroder Exempt Property Unit Trust.



*         Benchmark has been appointed property adviser to all of WELPUT's
property interests.  Schroder Property Managers (Jersey) Limited will be the
manager.  WELPUT has a life of 10 years unless extended by agreement of unit
holders.



*         Schroders and Benchmark intend WELPUT to be the leading West End of
London property unit trust and aim to grow WELPUT's assets to at least £1
billion within three years.





Nigel Kempner, Chief Executive of Benchmark, commented:



'This disposal of our existing interest in these eight properties will produce
a number of benefits for Benchmark.  It will enable us to consolidate net
asset value by converting substantial unrealised revaluation reserves into
realised profit and will achieve a profit over current book value.  Benchmark
will earn property advisory fees and, as WELPUT grows, it will have the
opportunity to increase this new stream of earnings without raising the
capital base of the company.'



'We look forward to working with Schroders to create the leading West End
property unit trust.'



William Hill, Managing Director of Schroder Property Investment Management
Limited, commented:



'We have assembled a diversified portfolio of top quality West End assets with
a number of significant opportunities for management to enhance values.
Benchmark has a strong record over recent years in delivering added value and
we are delighted to be working with their team.  The West End is one of the
major UK office markets, but due to lot size constraints and keen competition
for investments, has been a difficult market for many investors to access.
The intention is that WELPUT will provide an easier and more efficient means
of investing in the future.'



'The launch of WELPUT takes our specialist funds under management in Jersey to
over £2 billion of assets.  These include City Offices, Residential, Retail
Warehousing and now West End offices.'



HSBC Investment Bank plc is acting as financial adviser and broker to
Benchmark Group PLC.  Schroder Property Investment Management Ltd acted as
sponsor for WELPUT.



This summary should be read in conjunction with the full text of the
announcement.



For further information:


Benchmark Group PLC
Nigel Kempner, Chief Executive                               020 7287 6881

Schroder Property Investment Management Limited
William Hill, Managing Director                              020 7658 6000

HSBC Investment Bank plc
Simon Bragg / Adrian McMillan                                020 7336 9000

Tavistock Communications (for Benchmark)
Jeremy Carey / Bella Pagdin                                  020 7600 2288

GCI Financial (for Schroders)
Christopher Joll                                             020 7398 0800




HSBC Investment Bank plc, which is regulated in the United Kingdom by the
Securities and Futures Authority Limited, is acting for Benchmark and for
no-one else in relation to the matters referred to herein and will not be
responsible to anyone other than Benchmark for providing the protections
afforded to its customers or for providing advice in relation to the matters
referred to herein.



Schroder Property Investment Management Limited is regulated in the conduct of
investment business in the UK by IMRO.













For immediate release, 13 July 2001



                             Benchmark Group PLC



                         BENCHMARK AND SCHRODERS FORM

                         WEST END PROPERTY UNIT TRUST







Introduction



The Board of Benchmark Group PLC ('Benchmark' or the 'Company') announces that
Benchmark and two of its subsidiaries have agreed to sell for a total
consideration of £249.5 million their entire partnership interests in
Benchmark (Jersey) No.1 L.P. (the 'Benchmark Partnership') to the WEL Property
Limited Partnership (the 'WEL Partnership'), a Jersey limited partnership in
which The West End of London Property Unit Trust ('WELPUT'), a Jersey unit
trust, is to have a 50.1 per cent. interest. The consideration will consist of
approximately £200 million in cash, of which £23.0 million will be reinvested
in WELPUT to give Benchmark an initial 46 per cent. interest in WELPUT, and a
49.9 per cent. interest in the WEL Partnership. Benchmark's combined interest
in WELPUT and the WEL Partnership will therefore initially be approximately 73
per cent., although Benchmark will not control either WELPUT or the WEL
Partnership.



In view of its size in relation to the Benchmark Group, the transaction is
conditional, inter alia, on the approval of Benchmark shareholders.



Information on WELPUT and the WEL Partnership



WELPUT is a new closed-ended Jersey unit trust which is being established by
Schroder Property Investment Management Limited ('SPrIM') to acquire office
properties in the West End of London, which for this purpose has been defined
as the area bounded by Marylebone Road in the North, the River Thames in the
South, Kingsway in the East and Hammersmith Broadway in the West. WELPUT's
investment objective will be to outperform growth in the London West End
Office segment of the Investment Property Databank Annual Index from investing
primarily in properties with a value in excess of £50 million or, in the case
of development property, where the estimated value of the completed
development is at least £75 million.



The launch of specialist property unit trusts has been a feature of the
property investment market in recent months and is an area which Benchmark
believes will attract increasing interest and investment. Specialist property
unit trusts give investors an indirect investment route with low transaction
costs into property portfolios which, because of capital constraints, would
otherwise not be available to them, with the added benefit that the investment
is managed by experts in the relevant specialist property area.  Benchmark has
been appointed as property adviser to WELPUT.  Schroder Property Managers
(Jersey) Limited ('SPMJ') is the appointed manager of WELPUT.  SPrIM is the
sponsor of WELPUT.



The WEL Partnership will own 100 per cent. of the Benchmark Partnership, which
owns the eight West End of London properties listed below.  The WEL
Partnership will also own a freehold property at 21-25 Bedford Street, London
WC2, which Schroder Exempt Property Unit Trust ('SEPUT') has agreed to sell to
the WEL Partnership for a cash consideration of £47.9 million.



SPrIM and Benchmark intend WELPUT to be the leading West End of London
property unit trust and aim to grow WELPUT assets to at least £1 billion
within three years through the issue of further units to investors for cash or
in exchange for suitable assets.  Benchmark's holding is thus likely to reduce
in percentage terms over time, although Benchmark intends to retain a combined
interest in WELPUT and the WEL Partnership of at least 20 per cent..



Benchmark has agreed to re-invest £23 million of the cash proceeds receivable
by it in subscribing for units in WELPUT. There are three other initial
investors in WELPUT, including SEPUT, who will in aggregate subscribe £27
million.  Benchmark's units will thus represent 46 per cent. of WELPUT.



Background to and reasons for the transaction



Benchmark is a specialist Central London property company, which invests in
and develops properties providing office and retail space, particularly in
Mayfair, St James's and Soho.



The Board of Benchmark has for some time been considering ways in which
Benchmark can use its specialist property expertise over a larger West End of
London portfolio while at the same time maintaining a prudent level of balance
sheet gearing utilising the same equity base. The Board believes that the
proposed transaction meets these criteria and will benefit Benchmark in the
following ways:



*         The Company will consolidate net asset value by converting
unrealised revaluation reserves into realised profits.  The transaction will
generate a gain over historic cost of £83.9 million, of which £22.7 million
will be recognised in the statutory accounts for the year to 30 June 2002.  Of
this, £2.6 million will be recognised in the Profit and Loss Account, whilst
the balance will be a reserves transfer.

*         After the transaction Benchmark will have:

          -          net cash proceeds of £161.1 million after allowing for     
                     capital gains tax on the disposal of £12.1 million and     
                     expenses; and

          -          a 73 per cent. economic interest in a fund with an initial
                     portfolio of some £300 million.

The cash proceeds will be available to reinvest in other suitable Central
London properties as and when these become available.

*         Benchmark will increase its income from property advisory services
and as WELPUT grows, will have the opportunity to receive remuneration for its
specialist property management skills over a larger and more diversified
portfolio.



Information on SPMJ and SPrIM



SPMJ and SPrIM are both members of the Schroders plc group. The Schroders plc
group is a specialist in managing pooled funds for indirect property
investment. SPMJ currently is the manager of The Retail Park Unit Trust, The
Chiswick Park Unit Trust, The Hercules Unit Trust, The Residential Property
Unit Trust and The City of London Office Unit Trust.  SPrIM is the manager of
the £1.2 billion Schroder Exempt Property Unit Trust. The total value of
property funds under management by the Schroders plc group as at 30 June 2001
was in excess of £3 billion.



The properties



The properties owned by the Benchmark Partnership are:




                                                        Valuation as at 30 June
                                                                           2001
Property                                      Tenure

24-28 Sackville Street, London W1             Freehold              £23,290,000
Buchanan House, 3 St. James's Square, London  Freehold              £42,360,000
SW1
4-5 Princes Gate, London SW7                  Freehold              £19,220,000
45 Fouberts Place, London W1                  Leasehold              £5,845,000
St Giles House, 49-50 Poland Street, London   Leasehold             £10,000,000
W1
Broadbent House, 64 Grosvenor Street, London  Leasehold             £11,200,000
W1
Stirling Square, 5-7 Carlton Gardens, London  Leasehold            £101,330,000
SW1
100 Regent Street and 33 Glasshouse Street,   Leasehold             £25,740,000
London W1
                                                                   £238,985,000





The properties have been independently valued on the basis of open market
value by DTZ Debenham Tie Leung Limited acting as External Valuers as at 30
June 2001 at an aggregate value of £238,985,000.  The current annualised net
rental income receivable from the properties is £13.4 million.



Principal terms of the transaction



The disposal will involve the sale by Benchmark and two of its wholly-owned
subsidiaries of the entire limited partnership interests in the Benchmark
Partnership, the sole assets of which are the eight properties set out above,
to the WEL Partnership, for an aggregate consideration of £249.5 million.



Of the total consideration, approximately £200 million will be payable in cash
and the balance will be applied in meeting the Benchmark Group's 49.9 per
cent. investment in the WEL Partnership.  The consideration for the disposal
will be financed out of a £200 million 7 year secured non-recourse revolving
credit facility underwritten by HSBC Bank plc, together with equity and loans
from the limited partners of the WEL Partnership.



Benchmark has been appointed to manage all of WELPUT's and the partnerships'
properties.  For its services Benchmark will receive a basic annual fee equal
to 0.25 per cent. of the combined gross asset value of WELPUT and the
partnerships, and an annual performance fee in the event of WELPUT's internal
rate of return outperforming the higher of 1 per cent. above the growth in the
London West End Office segment of the Investment Property Databank Annual
Index and 12 per cent. per annum.



The transaction is conditional on approval by Benchmark shareholders and
formal consent for the establishment of WELPUT being obtained from the Jersey
Financial Services Commission.



Financial effects of the transaction



A pro forma unaudited consolidated statement of net assets of the continuing
Benchmark Group has been prepared for illustrative purposes only to show the
financial effects of the transaction as if it had been completed on 31
December 2000.  This pro forma net asset statement will be set out in the
circular to be sent to Benchmark shareholders shortly.  On this pro forma
basis, gearing would have reduced from 64.4 per cent. to 25.2 per cent.. If
the continuing Benchmark Group's share of non-recourse borrowings by joint
ventures is included, pro forma gearing would have reduced from 86.7 per cent
to 80.1 per cent..



Pending reinvestment of the £161.1 million net cash proceeds, £158.8 million
will be used to pay down borrowings under the Group's existing credit
facilities.



Current trading and prospects



As reported to shareholders on 2 March 2001, pre-tax profits for the six
months to 31 December 2000 were £14.4 million (1999: £10.0 million). These
results reflected a £3.1 million profit on property disposals achieved during
the period and a £6.5 million profit on the sale of the majority of the
Benchmark group's interest in Nexus Estates PLC.  Net rental income increased
to £14.8 million (1999: £9.7 million), principally as a result of the expiry
of rent free periods granted on the successful letting of completed
developments, such as Stirling Square.



During the six months to 31 December 2000, the Benchmark group spent £152.3
million on the acquisition of properties in Central London.  During the same
period disposals were made which realised £68.9 million and a net profit of £
3.1 million.



Since 31 December 2000, Benchmark has continued to trade in line with the
Board's expectations. Benchmark currently has a low level of speculative
office development.  During recent weeks Benchmark has achieved the following
new office lettings, which produce £1.092 million of annualised rental income:



*         Bruton Street, W1: 1st, 2nd and 3rd floors let on 10 year leases to
Ashton Investments Limited, Kangqi Oil (UK) Limited and Platinum Global
respectively.  The total rent from the three leases is £596,000 per annum
(equating to £75 per sq ft);

*         Bruton Street, W1: 4th floor let to Fiat UK Limited on a 10 year
lease at £220,585 per annum (equating to £75 per sq ft); and

*         11-14 Grafton Street, W1: let to Exane Limited on a 10 year lease at
£275,000 per annum (equating to £68.50 per sq ft).



Benchmark completed its comprehensive refurbishment of Medius in Sheraton
Street, W1 on 6 July 2001 and the 67,000 sq ft of new offices are now being
actively marketed to let as a whole or in individual floors.  The 10,000 sq ft
of retail space has been pre-let to YHA plc on a 15 year lease at an annual
rent of £240,000.



In the West End over recent months there has been some weakening of tenant
demand, but because of tight planning constraints, supply of new space remains
limited and rents have remained robust.  Investor interest in the West End has
also remained strong.  The Board believes that there will continue to be
attractive opportunities in this market.



Dividend policy



The Board will continue to review the Company's dividend policy in light of
prevailing market conditions and the Group's business prospects.



Circular



A circular containing further details of the transaction and convening an
Extraordinary General Meeting will be sent to Benchmark shareholders shortly.



For further information:


Benchmark Group PLC
Nigel Kempner, Chief Executive                               020 7287 6881

Schroder Property Investment Management Limited
William Hill, Managing Director                              020 7658 6000

HSBC Investment Bank plc
Simon Bragg / Adrian McMillan                                020 7336 9000

Tavistock Communications (for Benchmark)
Jeremy Carey / Bella Pagdin                                  020 7600 2288

GCI Financial (for Schroders)
Christopher Joll                                             020 7398 0800




HSBC Investment Bank plc, which is regulated in the United Kingdom by the
Securities and Futures Authority Limited, is acting for Benchmark and for
no-one else in relation to the matters referred to herein and will not be
responsible to anyone other than Benchmark for providing the protections
afforded to its customers or for providing advice in relation to the matters
referred to herein.



Schroder Property Investment Management Limited is regulated in the conduct of
investment business in the UK by IMRO.



                                                                        

a d v e r t i s e m e n t