19 June 2024
SCHRODER EUROPEAN REAL ESTATE INVESTMENT TRUST PLC
("SEREIT"/ the "Company" / "Group")
HALF YEAR RESULTS FOR THE SIX MONTHS ENDED 31 MARCH 2024
Portfolio indexation, active asset management and strengthened balance sheet underpins earnings growth and 109% covered dividend
Schroder European Real Estate Investment Trust plc, the company investing in European growth cities and regions, announces its half year results for the six months ended 31 March 2024.
Portfolio indexation underpins earnings growth and 109% covered dividend, supported by low-cost, fixed-rate(1) debt profile
| · | Underlying EPRA earnings increased 3% to €4.3 million on the prior six month's EPRA earnings of €4.2 million (31 March 2023: €3.8 million), primarily due to rental growth offsetting the impact of higher interest costs |
| · | Two quarterly dividends of 1.48 euro cents per share ('cps') declared, bringing the total dividends relating to the period to 2.96 euro cps, 109% covered by EPRA earnings |
| · | Net Asset Value ("NAV") of €165.3 million, or 123.6 cps, (30 September 2023: €171.4 million or 128.2 cps), largely driven by continued outward yield movement of the underlying portfolio |
| · | NAV total return of -1.3% based, in part, on an IFRS loss of €2.2 million (31 March 2023: -4.7% total return/€8.7 million IFRS loss) |
| · | Strengthened balance sheet with completion of all near-term refinancings on attractive terms, with no further debt expiries until June 2026 and a low average interest cost of 3.2% |
| · | Low Loan to Value of 24% (net of cash), and €26 million of available cash, provides significant flexibility |
Active asset management initiatives and diversification support portfolio occupancy and valuation resilience
| · | Direct property portfolio independent valuation declined 3.1% to €208.1 million (or €6.6 million net of capex) | |
| · | Concluded 11 new leases and re-gears totalling c. 6,340 sqm and generating €1.2 million of contracted rent, at a weighted lease term of eight years | |
| · | Portfolio benefits from 96% occupancy, diversified across c.50 tenants | |
| · | 100% of rent due collected | |
| · | Progressed the Company's sustainability strategy including: | |
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| · | Advanced portfolio sustainability audits by leveraging the Schroders Capital platform and third-party consultants to undertake a net zero carbon and Schroders real estate ESG Scorecard analysis, with the aim of investing in, and improving, the quality of the existing portfolio |
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| · | Targeting higher sustainability and social credentials |
| · | The Company continues to review select sustainability-led capex initiatives in the portfolio, which should further optimise earnings growth and asset liquidity | |
(1) Debt is either fixed-rate or hedged by an interest rate cap.
Sir Julian Berney Bt., Chairman, commented:
"Despite macroeconomic headwinds, the resilience of the portfolio together, with local sector specialist teams, has delivered rental growth, largely offsetting the impact of higher interest rates. Management has successfully completed the recent refinancings which, combined with significant cash reserves, has further strengthened the balance sheet. The Company provides a compelling and differentiated investment proposition compared to our UK-listed peers. We have the flexibility to grow earnings through exposure to strongly performing assets in higher growth European cities, as well as executing on value-enhancing asset management opportunities."
Jeff O'Dwyer, Fund Manager for Schroder Real Estate Investment Management Limited, added:
"Progressing our sustainability programme is expected to form a key part of the strategy this year and into next. By advancing the ongoing sustainability and net zero audits, the asset management team has identified a variety of initiatives that can help improve operational efficiencies, whilst reducing occupancy costs and greenhouse gas emissions. Investing in these sustainability-led initiatives will enable us to capture rental growth, improve asset liquidity and deliver risk-adjusted returns for shareholders."
A presentation for analysts and investors will be held at 9am BST / 10am SAST today. Registration for which can be accessed via: https://www.schroders.events/SERE24
If you would like to attend, please contact James Lowe at Schroders on james.lowe@schroders.com or +44 (0)20 7658 2083.
The Half Year Report is also being published in hard copy format and an electronic copy of that document will shortly be available to download from the Company's webpage www.schroders.co.uk/sereit.
The Company has submitted a pdf of the hard copy format of the Half Year Report to the National Storage Mechanism and it will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Enquiries:
| Jeff O'Dwyer Schroder Real Estate Investment Management Limited | 020 7658 6000 |
| Lottie Thompson Schroder Investment Management Limited | 020 7658 6000 |
| Dido Laurimore / Richard Gotla / Oliver Parsons FTI Consulting | 020 3727 1000 |
Half Year Report and Condensed Consolidated Interim Financial Statements for the six month period ended 31 March 2024
Chairman's Statement
Overview
We are pleased to announce our unaudited interim results for the six-month period ended 31 March 2024. Despite ongoing economic and geopolitical uncertainty, the Company has achieved another robust set of financial results:
| · | Strong and growing underlying EPRA earnings: Underlying EPRA earnings increased to €4.3 million (H2 2023 €4.2 million). This was driven by strong occupancy, high rent collection, and the portfolio's indexation characteristics, which underpinned rental growth. These collectively have helped offset the impact of higher interest costs. |
| · | Fully covered dividends: Quarterly dividends of 1.48 euro cents per share were paid, reflecting an attractive dividend yield of approximately 8% per annum based on the share price of 63.0 pence sterling as at 31 May 2024. The dividend is 109% covered by EPRA earnings, providing further comfort around dividend stability. |
| · | Emphasis on asset management: While the impact of the macroeconomic volatility on listed vehicles is outside of our control, we have successfully concluded 11 new leases and re-gears across the portfolio1, totalling ca 6,340 sqm and generating €1.2 million in annual rent, at a weighted lease term of eight years. When combined with the focus on operational excellence, this has helped to maximise shareholder returns, ensuring that our assets remain relevant to their marketplace. Our local investment and asset management teams, with specialist sector and country knowledge, will continue to be key in driving performance. |
| · | Strong balance sheet: Successfully completed all near-term refinancings on attractive terms, placing the Company in a strong financial position. The Company has significant cash reserves of approximately €26 million, modest gearing of 24% net of cash, and no further debt expiries until June 20262. A resilient balance sheet provides us with significant flexibility and the option to review select sustainability-led capex initiatives in the portfolio, which should optimise earnings growth and asset liquidity. |
| · | Portfolio values: The like-for-like portfolio value (net of capex) declined €6.6 million, or -3.1%, to €208.1 million, largely driven by continued outward yield movement. Combined with EPRA earnings, this resulted in an IFRS loss of €2.2 million and a NAV total return of -1.3%. Investment volumes, and evidence for valuers, are increasing across Europe, particularly for smaller lot sizes in winning cities, which provides reassurance about underlying carrying values. |
| · | Valuation yields: Valuation yields across the portfolio declined between 0 and 70 basis points (bps) over the period, primarily driven by the availability and cost of debt, as well as the appeal of other asset classes such as fixed income. We believe we have found a floor for select retail and industrial assets, and the recovery in the portfolio's office values will be driven by affordability, accessibility, and sustainability attributes. |
| · | Focus on sustainability: Advanced our sustainability audits by leveraging the Schroders Capital platform and third-party consultants to undertake net zero carbon and Schroders real estate ESG Scorecard analysis, with the aim of investing in, and improving, the quality of our existing portfolio. |
| 1 | Including lettings in Seville. |
| 2 | Excluding Seville for which a standstill agreement has been agreed. |
Despite these strong fundamentals, our shares, like those of many other UK-listed real estate funds, continue to trade at a deep discount to NAV. We believe there is an opportunity to further differentiate our strategy by placing greater emphasis on sustainability objectives and reporting on the progress made in achieving them. This will complement the existing key attributes underpinning the strategy, including winning cities, diversification, strong occupancy, indexation upside, strength of balance sheet, and high dividend yield with excess cover.
Overall, the Board is pleased with the resilience of the portfolio and the efforts of our Investment Manager in delivering on our asset management programme.
Strategy
Our differentiated strategy remains focused on delivering shareholders an attractive level of income, as well as the potential for income and capital growth, through investments in commercial real estate in Continental Europe. We have made the strategic decision to be prudent and retain capital and continue to strengthen our balance sheet, ensuring that we have the necessary resources to invest in sustainability initiatives, which should help drive earnings growth and improve asset quality and liquidity.
We have a high conviction in the transformation of less sustainable buildings into modern, fit-for-purpose assets with green certifications. This approach should not only deliver enhanced returns but also support the wider real estate industry in achieving its net zero carbon targets. It should benefit our tenants, local communities, and overall portfolio performance.
We are in the advanced stages of finalising our sustainability and net zero audits, which will play a crucial role in our goal of applying for the Sustainability Improver' label under the Sustainability Disclosure Regulations ('SDR') set by the FCA. Additionally, we aim to become an Article 8 vehicle under the Sustainability Finance Disclosure Regulation ('SFDR'). We plan to apply for FCA approval later this year and seek the required approvals.
The portfolio remains diversified, managed by local sector specialist teams known for their operational excellence and hospitality mindset. Approximately 33% of the portfolio by value consists of offices, all of which are situated in supply-constrained locations and leased at affordable rents. Office occupancy in Continental Europe has seen a much stronger recovery following the pandemic relative to the UK and USA, driven by factors including, amongst others, accessibility by public transport and overall commute times. This has helped to keep occupancy levels high, particularly for quality space.
Our industrial exposure, comprising distribution warehouses and light industrial, accounts for 30% of the portfolio and is concentrated in growth cities in France and the Netherlands. Of the retail exposure, 17% is in DIY and grocery investments in densely populated urban areas, which are performing strongly. Alternatives make up 9% of the portfolio, including a mixed-use data centre and a car showroom, with the remaining 11% in cash. Throughout the period, our portfolio maintained a strong occupancy level of 96%, with all assets fully leased except for the Saint-Cloud office investment, which averaged approximately 85% occupancy over the period.
We continue to provide a unique offering compared to the wider UK-listed real estate peer group, delivering sustainable income and capital growth for our shareholders, while actively managing risk and ensuring the relevance of our assets in their respective markets.
Financial results
The NAV total return for the interim period was -1.3%, primarily driven by market-wide outward yield movements as a result of the higher interest rate environment. We witnessed outward yield movement across all our assets except Frankfurt, due to higher discount rates, influenced by changes in the availability and cost of financing. Independent valuers have reduced capitalisation rates by an average of approximately 25 basis points (bps), with value declines partially offset by rental indexation and, at certain assets such as Rumilly, Rennes, Nantes and Venray industrial investments, and the Hamburg office, by ERV growth. Underlying EPRA earnings for the period increased to €4.3 million, compared to €4.2 million in the second half of 2023. The Company's NAV as of 31 March 2024 decreased by €6.1 million, or 3.6%, to €165.3 million, or 123.6 euro cents per share, over the period.
Balance sheet and debt
Given the disparate and volatile credit markets, we continue to manage our balance sheet conservatively. At the end of the period, third-party debt totalled €82.5 million, representing a loan-to-value ('LTV') ratio net of cash of 24% against the overall gross asset value of the Company, which is significantly below the net LTV cap of 35%. The Company has six loans secured against individual assets or groups of assets, with no cross-collateralisation between loans. The average weighted total interest rate of the loans is 3.2% per annum, and the weighted average duration is 3.2 years.
During the period, we completed two French refinancings on highly competitive terms. In December 2023, we refinanced the Paris office investment early, reducing the loan principal from €17 million to €14 million, and securing a margin of 1.9% for four years. Furthermore, in March 2024, we refinanced an €8.6 million loan secured against our Rennes property with the existing lender for five years at a margin of 1.6%. The Seville loan remains in a cash trap and is being managed under a standstill agreement to facilitate a sale. A disposal of the Seville property would reduce portfolio gearing by approximately 3%, and we are actively pursuing this strategy. Further details on individual loans can be found in the Investment Manager's Report. The Company currently holds approximately €26 million in available cash and has further debt capacity, providing significant flexibility.
Dividends
During the current period, the Board has decided to continue with the quarterly dividend of 1.48 euro cents per share. The total dividends declared for the six months of the current financial year amount to 2.96 euro cents per share, which is fully covered at 109%. When annualised, the dividend provides a highly attractive dividend yield of c.8.0% based on the share price of 63.0 pence per share as of the close on 31 May 2024.
The Board will continue to monitor the dividend in consideration of factors such as tenant occupation, rent collection, interest expense, cash position, and dividend cover. The current level of dividend cover provides confidence in the sustainability of the dividend, despite increasing interest expense costs.
Board succession
As part of our comprehensive succession planning process, we appointed Mark Beddy as an independent Non-Executive Director, effective from 1 January 2024. Mark brings extensive finance and accounting experience, having served as a senior audit partner in Deloitte LLP, with a focus on real estate investment, development, and construction. He is a Chartered Accountant and holds various trustee and committee roles in organisations such as the British Council, London Symphony Orchestra, a private real estate portfolio, and a real estate income fund. Mark currently serves as the chair of the Audit, Valuation, and Risk committee, and is a member of the Nomination and Remuneration Committee and Management Engagement Committee. He replaced Jonathan Thompson, who retired at the recent AGM in March 2024.
The Board intends to review the composition of the Board in September 2024 with the view of reducing its size from four to three members.
Outlook
Despite geopolitical risks, economic sentiment is slowly improving and inflation is moderating across Continental Europe. As such, with the ECB reducing rates by 25 basis points in early June 2024, we anticipate the potential for a further rate cut towards the end of 2024. This should provide more certainty to capital markets, attracting investors back to real estate and investment trusts, given their attractive income and value characteristics. Our management team has successfully managed the near-term refinancing challenges and given the strength of our balance sheet, cash position, and dividend, the Company provides a compelling investment proposition compared to our UK-listed peers.
Moving forward, we will continue to focus on the elements within our control including operational understanding, tenant relationships and sustainability enhancements, which will collectively improve our income and thereby earnings, enhance liquidity, and drive asset value. We anticipate that the investor pool will grow as we potentially seek to pivot towards becoming an Article 8 vehicle, and we expect the attractive discount currently available to narrow. Regardless, investors can have confidence in a viable company with diversified real estate exposure across key growth European cities, managed by local market specialists.
Sir Julian Berney Bt.
Chairman
18 June 2024
Investment Manager's Report
Financial results
The net asset value ('NAV') as at 31 March 2024 stood at €165.3 million (£141.3 million), or 123.6 euro cents per share (105.7 pence per share), compared with €171.4 million, or 128.2 cps, as at 30 September 2023.
During the period, dividends totalling €4.0 million were paid, which resulted in a NAV total return of -1.3%.
The table below provides an analysis of the movement in NAV during the reporting period as well as a corresponding reconciliation in the movement in the NAV euro cents per share.
| | €m1 | cps2 |
| NAV as at 1 October 2023 | 171.4 | 128.2 |
| Unrealised loss in the valuation of the real estate portfolio3 | (6.1) | (4.6) |
| Capital expenditure3 | (0.5) | (0.3) |
| Transaction costs3 | 0.0 | 0.0 |
| Paris, Boulogne-Billancourt post-tax development profit | 0.0 | 0.0 |
| Movement on the Seville JV investment | 0.0 | 0.0 |
| EPRA earnings4 | 4.3 | 3.2 |
| Non-cash/capital items | 0.2 | 0.1 |
| Dividends paid5 | (4.0) | (3.0) |
| NAV as at 31 March 2024 | 165.3 | 123.6 |
| 1 | Management reviews the performance of the Company principally on a proportionally consolidated basis. As a result, figures quoted in this table include the Company's share of the Seville joint venture on a line-by-line basis. |
| 2 | Based on 133,734,686 shares. |
| 3 | The unrealised loss in the valuation of the real estate of the portfolio (€6.1m), net of capital expenditure (€0.5m), reconciles to the 'net gain/(loss) from fair value adjustment on investment property' of (€6.6m) on page 26 of the financial statements. |
| 4 | EPRA earnings as reconciled on page 36 of the financial statements. |
| 5 | Dividends of 2.96 cps were paid during the financial period. A dividend for the quarter ended 31 March 2024 of 1.48 Euro cents per share was approved and will be paid in August 2024. Total dividends declared relating to the six months' ended 31 March 2024 were 2.96 Euro cents per share. For more information, please refer to page 33. |
The direct portfolio, net of capital expenditure, decreased in value by €6.6 million, mainly as a result of a yield re-rating of the underlying real estate.
Having previously crystallised the majority of the profit from the Paris BB sale, no further additional profit was released into the NAV this financial period. There remains approximately €1.0m of potential post-tax profit still to be recognised in the NAV. Further information is disclosed in note 4 on pages 28 to 29.
Non-cash items of €0.2 million mainly result from reduced deferred taxes due to lower real estate portfolio values.
EPRA earnings for the period totalled €4.3 million and this is an increase of 3% on the prior six months' EPRA earnings of €4.2 million. The positive contribution from higher rental income and lower vehicle costs during the most recent six month period is largely offset by a higher cost of debt as a result of the refinancings.
Our Strategy
Investment objective
Schroder European Real Estate Investment Trust plc (the 'Company'/'SEREIT') aims to provide shareholders with a regular and attractive level of income, together with the potential for income and capital growth through investing in commercial real estate in Continental Europe.
Investment strategy
The strategy to deliver this, and progress made during the year and since year end, is set out below:
1. Maximising shareholder value through active asset management
2. Improving the defensive qualities of the portfolio in light of changing social, economic and geopolitical risks
3. Applying a research-led approach to determine attractive sectors and locations in which to invest in commercial real estate
4. Increasing exposure to higher growth Winning Cities and Regions
5. Actively managing the Company and its assets, drawing on the expertise of our sector specialists to maximise shareholder returns and evolve the Company's asset management approach that is focused on operational excellence
6. Advancement of sustainability and net zero carbon audits across the majority of the portfolio with a view to improving certifications, rental growth potential and liquidity
7. Applying our sustainable investment approach throughout the investment process and asset lifecycle1
8. Prudent and efficient cost control and maintaining a strong balance sheet
| 1 | Schroders integrates ESG considerations into research and investment decisions across Investment teams and asset classes with the aim of maximising risk-adjusted returns for our clients. We confirm the adoption of ESG integration by our Investment teams using an internal accreditation framework. The Direct Real Estate team responsible for the Investment Management of the Company holds Schroders ESG Integrated accreditation. Please refer to Schroders-Group-Sustainable-Investment-Policy.pdf for more information. |
Portfolio performance
During the six month period, total property returns for the underlying property portfolio were +0.3%. With the portfolio benefiting from indexation, high occupancy and high rent collection, property income returns were strong at +3.4%, thereby more than offsetting negative capital returns of -3.0%.
The strongest performance was seen in the industrial portfolio, with Venray delivering a total property return ('TR') of +4.9%, Nantes +4.1% and Rennes +3.6% over the six months. Values for these assets held up well and income returns were healthy.
The portfolio's data centre in Apeldoorn, and the office asset in Paris, also positively contributed to performance. Apeldoorn delivered +3.7% and Paris +2.0%, as their income returns were high and sufficient to compensate negative capital results.
The main detractors from portfolio performance were the car showroom in Cannes (-7.0% TR), the office assets in Stuttgart (-5.2% TR) and Hamburg (-1.2% TR), and the industrial assets in Houten (-1.5% TR), Alkmaar (-0.7%) and Rumilly (-0.4%) as these assets witnessed the largest valuation declines.
The real estate portfolio delivered a total property return of 0.6% over a rolling 12 month period, 3.1% p.a. over three years and 6.2% p.a. over five years.
Real estate portfolio
As at 31 March 2024, the portfolio comprised 15 properties valued at €208.1 million. In addition, the Company has a 50% interest in a joint venture in Seville, Spain which continues to be recognised at nil interest and which is therefore excluded in all relevant statistics in the Chairman's Statement and the Investment Manager's Report.
The portfolio generated rental income of €16.71 million per annum, reflecting a net initial yield of 6.8%. The independent valuer's estimated rental value ('ERV') of the portfolio is €16.1 million per annum.
The real estate portfolio is diverse with income from a range of occupiers across different sectors and industries. The diversified nature and strength of underlying tenants, coupled with the fact the assets are typically leased off affordable and sustainable rents, should support relatively resilient portfolio income in a weaker economic environment and a more challenging period for consumers and businesses. Approximately 33% of the portfolio by value is offices, all of which are in supply-constrained locations and leased off affordable rents. Our industrial exposure of 30% is a mixture of distribution warehouses and light industrial accommodation in growth cities within France and The Netherlands. Our retail exposure of 17% comprises DIY and grocery investments in densely populated urban areas and sectors that are performing strongly. 9% of the portfolio is allocated to the alternatives sector, comprising a mixed-use data centre and a car showroom, with the remaining 11% in cash.
At the period end the portfolio void rate was 4%, calculated as a percentage of estimated rental value. The portfolio weighted average lease length, calculated to the earlier of lease expiry or break, is 3.7 years.
European leases typically provide for rents to be indexed to inflation. The majority (80%) of the Company's income is subject to annual indexation with the remaining 20% linked to a hurdle (typically 10%) and hence we expect nearly all the leases to directly benefit from inflation.
1 Represents the annualised contracted rents as at 31 March 2024 of the direct portfolio.
AT A GLANCE
Portfolio overview
The Company owns a diversified portfolio of commercial real estate in Continental Europe with favourable property fundamentals, targeting assets located within Winning Cities and Regions in high-growth sectors. These properties are expected to generate higher and more sustainable levels of economic growth, underpinned by themes such as urbanisation, demographics, technology and infrastructure improvements.
Top ten properties
|
| Property | Sector | Value |
| 1 | France, Paris (Saint-Cloud) | Office | €37.7m/16% |
| 2 | Germany, Berlin | Retail/DIY | €27.7m/12% |
| 3 | Germany, Hamburg | Office | €21.8m/9% |
| 4 | France, Rennes | Industrial | €18.9m/8% |
| 5 | Germany, Stuttgart | Office | €18.1m/8% |
| 6 | The Netherlands, Apeldoorn | Mixed | €14.5m/6% |
| 7 | The Netherlands, Venray | Industrial | €11.3m/5% |
| 8 | Germany, Frankfurt | Retail/Grocery | €11.1m/5% |
| 9 | The Netherlands, Alkmaar | Industrial | €11.1m/5% |
| 10 | France, Rumilly | Industrial | €9.9m/4% |
Remaining five properties shown on the map are:
11 The Netherlands, Houten - Industrial
12 France, Cannes - Car showroom
13 France, Nantes - Industrial
14 The Netherlands, Utrecht - Industrial
15 The Netherlands, Venray II - Industrial
| 1 | Excludes the Seville property for which the NAV exposure is nil. |
| 2 | Reflects the value of directly held property assets of €208.1m and available cash of €26.4m. |
The table below sets out the portfolio's top ten tenants by contracted rent, which are from a diverse range of industry segments and represent 70% of the portfolio by income1.
Top Ten Tenants
| Rank | Tenant | Industry | Property | Contracted rent | WAULT | WAULT | |
| €m | % of total | ||||||
| 1 | KPN | Telecom | Apeldoorn | 3.0 | 18% | 2.8 | 2.8 |
| 2 | Hornbach | DIY | Berlin | 1.8 | 11% | 1.8 | 1.8 |
| 3 | C-log | Logistics | Rennes | 1.3 | 8% | 6.9 | 6.9 |
| 4 | Outscale | IT | Paris | 1.0 | 6% | 5.2 | 8.2 |
| 5 | DKL | Logistics | Venray | 0.8 | 5% | 4.5 | 4.5 |
| 6 | Cereal Partners | Consumer staples | Rumilly | 0.8 | 5% | 1.1 | 2.1 |
| 7 | LandBW | Government | Stuttgart | 0.8 | 5% | 2.3 | 2.3 |
| 8 | Schuurman Beheer | Manufacturing | Alkmaar | 0.7 | 4% | 14.0 | 19.0 |
| 9 | Inventum | Manufacturing | Houten | 0.7 | 4% | 5.8 | 5.8 |
| 10 | Ethypharm | Pharmaceuticals | Paris | 0.7 | 4% | 0.8 | 2.8 |
| Total top ten tenants | 11.6 | 70% | 4.0 | 4.8 | |||
| Remaining tenants | 5.1 | 30% | 3.0 | 4.7 | |||
| Total | 16.7 | 100% | 3.7 | 4.8 | |||
| 1 | Excludes the Seville property for which the NAV exposure is nil. |
The largest tenant is KPN, representing 18% of the portfolio's contracted rent. KPN is a leading telecommunications and IT provider and market leader in the Netherlands. It occupies our mixed-use Apeldoorn asset (data centre and office).
The second largest tenant is Hornbach, the sole occupier of our Berlin DIY asset, with a four-hectare site that benefits from alternative use potential. Hornbach (presenting 11% of contracted rents) is a leading Germany-based operator of Do-it-yourself ('DIY') stores and home centres with strong financials.
The remaining large tenants, with businesses across a diversified range of industries, each account for between 4%-8% of portfolio rents. These include C-log, Outscale, DKL, Cereal Partners, Land Badenwürttemberg, Schuurman Beheer, Inventum and Ethypharm.
Rent collection update1
The diversification, and granularity of the underlying rental income and ongoing occupier engagement, has again supported strong rent collection rates with c.100% of the contracted rents collected for the six-month period and previous financial year.
| As at 31 March 2024 | Office |
| Industrial |
| DIY and Grocery |
| Mixed |
| Total | |||||
| H1 2024 | FY 2023 |
| H1 2024 | FY 2023 |
| H1 2024 | FY 2023 |
| H1 2024 | FY 2023 |
| H1 2024 | FY 2023 | |
| Paid | 99.3% | 100.0% | | 100.0% | 100.0% | | 100.0% | 100.0% | | 100.0% | 100.0% | | 99.8% | 100.0% |
| Deferred | 0.0% | 0.0% | | 0.0% | 0.0% | | 0.0% | 0.0% | | 0.0% | 0.0% | | 0.0% | 0.0% |
| Outstanding2 | 0.7% | 0.0% | | 0.0% | 0.0% | | 0.0% | 0.0% | | 0.0% | 0.0% | | 0.2% | 0.0% |
| Total | 100.0% | 100.0% |
| 100.0% | 100.0% |
| 100.0% | 100.0% |
| 100.0% | 100.0% |
| 100.0% | 100.0% |
| 1 | Rent collection table excludes the Seville property for which the NAV exposure is nil. FY 2023 refers to the SEREIT 2023 full year period between Q4 2022and Q3 2023. 2024 H1 refers to the SEREIT 2024 half year period between Q4 2023 and Q1 2024. |
| 2 | Partial unpaid rent relates to Stuttgart and Paris which is being claimed and payment is expected in due course. |
Across the direct portfolio, almost all of the contracted rents are subject to indexation clauses and all tenants have complied with payments in accordance with their respective indexation clauses.
Frankfurt, Germany
LEASING INITIATIVES
Asset overview and performance
The Frankfurt asset was acquired in April 2016 and comprises a 4,525 sqm grocery-anchored convenience retail investment in Rödelheim, an accessible, densely populated urban location situated 6 km north-west of the Frankfurt city centre. The sub-market benefits from a higher population density of 3,760 inhabitants per sq km compared to Frankfurt's average of 3,100.
Asset strategy
The strategy has been to drive income and value through ERV growth and re-gearing leases with strong covenants in order to improve the income profile, value and liquidity. This is expected to be reflected in June 2024 valuation. The grocery sector is currently witnessing strong investor demand and, as such, we are considering a disposal with a view to allocating proceeds to enhance shareholder returns.
Rationale
| · | We recently signed a new 15-year lease extension with anchor tenant LIDL that accounts for c.50% of total income |
| · | Post period end, further lease extensions have been agreed with WEWO and NKD along with a new lease for the storage space; in total these three initiatives account for a further c.25% of total income There is further longer-term potential in using the site for residential use, subject to planning. |
| · | Residential capital values for new construction in the region are approximately €7,500 per sqm, more than three times retail values |
| · | Strength of location and income profile will be appealing to private investors, family offices and smaller institutions |
Debt management
REFINANCING INITIATIVES
Portfolio overview and strategy
We have successfully completed all near-term refinancings on attractive terms, placing the Company in a strong financial position. The Company has significant cash reserves of approximately €26 million, modest gearing of 24% net of cash and a resilient balance sheet providing significant flexibility.
Rationale
| · | The tightening of debt markets, particularly for non-prime office investments, prompted the early refinancing of the Saint-Cloud office in December 2023. This involved a part repayment, reducing the loan principal from €17m to €14m, and at a competitive margin of 1.9% for a further four years |
| · | In March 2024, we refinanced the €8.6m loan secured against our Rennes property with the existing lender for five years at a margin of 1.6% |
| · | The Seville loan has been extended post quarter end under a standstill agreement for a further six months expiring November 2024 to facilitate a sale. Under the standstill agreement, the cash trap remains in place. A disposal of this asset would reduce gearing by c.3% |
| · | There are no further refinancings until June 2026 |
Balance sheet
Over the interim period, the Investment Manager successfully completed all remaining refinancings, excluding Seville, at attractive terms, placing the Company in a strong financial position with high cash levels of c.€26 million and no further debt expiries until June 2026.
Re-gears have extended the average loan maturity by 13 months. The average blended interest rate across the loan portfolio has increased approximately 30 basis points as a result of higher finance costs for the new loans.
In detail:
| · | The early refinancing of the Paris office investment concluded at a margin of 1.9% for four years, an increase from the existing margin of 1.3%. The loan principal was reduced from €17 million to €14 million. The rationale for the early refinancing is the expectation for a tighter and more expensive lending environment, particularly for secondary offices. |
| · | The refinancing of a €8.6 million loan secured against the Rennes industrial asset completed with the existing lender for five years at a margin of 1.6%, a slight increase on the existing 1.4% margin. |
The Company's third-party debt totals €82.5 million across six loan facilities as at 31 March 2024. The current blended all-in interest rate is 3.2% and the average remaining loan term is 3.2 years. The loan to value ('LTV') net of cash is 24% against the Company's gross asset value (gross of cash LTV is 33%).
There is a net of cash LTV cap of 35% that restricts concluding new external loans if the Company's net LTV is above 35%. An increase in leverage above 35% as a result of valuation decline is excluded from this cap.
The individual loans are detailed in the table below. Each loan is held at the property-owning level instead of the Group level and is secured by the individual properties noted in the table. There is no cross-collateralisation between loans. Each loan has specific LTV and income default covenants. We detail the headroom against those covenants in the latter two columns of the table below.
| Lender | Property | Maturity date | Outstanding principal | Interest | Headroom LTV default covenant | Headroom net income default covenant |
| VR Bank Westerwald | Stuttgart/Hamburg | 30/12/2027 | €18.00m | 3.80% | No covenant | No covenant |
| Deutsche Pfandbriefbank | Berlin / Frankfurt | 30/06/2026 | €16.50m | 1.31% | 33% | 44% |
| BRED Banque Populaire | Paris (Saint-Cloud) | 15/12/2027 | €14.00m | 3M Eur+1.9% | 17% | >50% |
| ABN Amro | The Netherlands industrials1 | 27/09/2028 | €13.76m | 5.30% | 30% | 28% |
| Landesbank SAAR | Rennes | 26/03/2029 | €8.60m | 4.3% | 17% | 40% |
| Münchener Hypothekenbank | Seville (50%)2 | 22/05/2024 | €11.68m | 1.76% | In breach3 | In cash trap |
| Total | | | €82.54m | | | |
| 1 | The ABN Amro loan is secured against five of the Netherlands industrial assets: Alkmaar, Venray, Houten, Utrecht and Venray II. |
| 2 | Includes the Company's 50% share of external debt in the Seville joint venture of €11.7 million and excludes unamortised finance costs. |
| 3 | Temporary waiver for breach of LTV covenant in Seville agreed with the lender. |
| · | At Seville, the loan continues to be in breach of its loan covenants. All excess income generated by Seville is pledged to the lender. The loan is secured solely against the Seville investment, with no recourse back to the Company or any other entity within the Group. |
| · | The Seville loan has been extended post quarter end under a standstill agreement for a further six months expiring November 2024 to facilitate a sale. Under the standstill agreement, the cash trap remains in place. |
| · | A disposal of the Seville property/entity would reduce portfolio gearing by approximately 3%. |
| · | The German, Dutch, Spanish and the French Rennes loans are fixed-rate for the duration of the loan term. |
| · | The Paris loan is based on a margin above three-month Euribor. The Company continues to benefit from an existing interest rate hedge, capped at 1.25%, expiring 15 December 2024. A further interest rate hedge (capped at 3.25%) has been acquired covering the remaining loan period to 15 December 2027. |
Outlook
The Eurozone is starting to see signs of cautious optimism. With inflation easing, the European Central Bank in early June has reduced rates by 25 basis points. The market is expecting a further decline towards the end of 2024 which will further help sentiment. Despite this, economic growth is forecast to remain moderate over the short term. Geopolitical risks in Ukraine and the Middle East continue to be the primary risk impacting broader capital markets.
The real estate occupational markets present a mixed picture. Select retail and industrial investments are seeing positive take-up and rental growth, while offices are increasingly characterised by a growing polarisation between highly accessible offices with favourable sustainability credentials witnessing better demand and rental growth over older, secondary-located office stock.
The investment market remains subdued with transactional activity biased to sub €30 million lot sizes, consistent with the Company's strategy. Pricing appears to have stabilised across select retail and industrial with secondary offices expected to see further valuation pressures, particularly as valuers price sustainability risks.
Sustainability is set to have a growing impact on decision-making across all sectors. Market participants are actively striving to align themselves with environmental, social, and governance ('ESG') agendas. Additionally, there is a heightened focus on obtaining improved data regarding the costs and benefits associated with sustainability choices.
This demonstrates a strong commitment to integrating sustainable practices and making informed decisions that consider the long-term environmental and social impacts. It is our intention, during Q4 2024, to seek FCA approval to evolve the Company's strategy to include sustainability improvement objectives and key performance indicators. We believe that improving sustainability credentials resonates with occupiers and investors and assists in long-term total return for shareholders.
Jeff O'Dwyer
Fund Manager
18 June 2024
Responsibility Statement of the Directors in respect of the Interim Report
Principal risks and uncertainties
The principal risks and uncertainties with the Company's business relate to the following risk categories: investment and strategy; economic and property market; sustainability; valuation; gearing and leverage; and regulatory compliance. A detailed explanation of the risks and uncertainties in each of these categories can be found on pages 33 to 34 of the Company's published Annual Report and Consolidated Financial Statements for the year ended 30 September 2023.
The successful debt refinancings of both the Saint-Cloud and Rennes loans in the interim period, with no further refinancings until June 2026 (excluding Seville for which a standstill agreement has been agreed to November 2024 to facilitate an orderly sale, and for which the Group's equity has been previously written down to nil), have been deemed to have reduced the refinancing risk of the Company significantly, and the sustainability of the portfolio has become a greater focus. The Board continues to be mindful of the changing global environment and the risks posed by volatile markets; inflation and corresponding interest rate increases; geopolitical uncertainty; structural changes; sustainability and occupier preferences which could affect the use and prospects of some real estate sectors. The Board keeps these matters under review, particularly in connection with its decision to redeploy investible cash.
The Company's portfolio remains resilient, as evidenced by rent collection levels over the half year. Covenant, interest rates, cost of debt and expiry profiles continue to be actively managed as part of cash flow forecasting and liquidity management. The Company has substantial cash available providing a robust position to manage the Company through current headwinds facing European economies.
Other than as outlined above, the principal risks and uncertainties have not materially changed during the six months ended 31 March 2024.
Going concern
The Board believes it is appropriate to adopt the going concern basis in preparing the financial statements. A comprehensive going concern statement setting out the reasons the Board considers this to be the case is set out in note 1 on pages 24 to 25.
Related party transactions
There have been no transactions with related parties that have materially affected the financial position or the performance of the Company during the six months ended 31 March 2024. Related party transactions are disclosed in note 13 of the condensed consolidated interim financial statements.
Statement of Directors' responsibilities
The Directors confirm that to the best of their knowledge:
| · | The half year report and condensed consolidated interim financial statements have been prepared in accordance with the UK adopted International Accounting Standard IAS 34 Interim Financial Reporting; and |
| · | The Interim Management Report includes a fair review of the information required by 4.2.7R and 4.2.8R of the Financial Conduct Authority's Disclosure Guidance and Transparency Rules. |
Sir Julian Berney Bt.
Chairman
18 June 2024
Condensed Consolidated Interim Statement of Comprehensive Income
For the period ended 31 March 2024
|
| Notes | Six months to 31 March 2024 €000 (unaudited) | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (audited) |
| Rental and service charge income | 2 | 10,295 | 9,490 | 19,666 |
| Property operating expenses | | (2,767) | (2,613) | (5,398) |
| Net rental and related income | | 7,528 | 6,877 | 14,268 |
| Net (loss)/gain from fair value adjustment on investment property | 3 | (6,617) | (12,958) | (19,726) |
| Development revenue | 4 | 519 | 63 | 405 |
| Development expense | 4 | (519) | (63) | 1,133 |
| Realised gain/(loss) on foreign exchange | | (2) | (16) | (12) |
| Net change in fair value of financial instruments at fair value through profit or loss | 9 | (388) | 107 | (260) |
| Provision of loan made to Seville joint venture | 5 | - | - | - |
| Expenses | | | | |
| Investment management fee | 13 | (972) | (1,028) | (1,981) |
| Valuers' and other professional fees | | (285) | (378) | (788) |
| Administrator's and accounting fees | | (328) | (211) | (566) |
| Auditors' remuneration | | (173) | (201) | (335) |
| Directors' fees | 13 | (120) | (123) | (232) |
| Other expenses | | (104) | (226) | (442) |
| Total expenses | | (1,982) | (2,167) | (4,344) |
| Operating profit | | (1,461) | (8,157) | (8,536) |
| Finance income | | 290 | 37 | 228 |
| Finance costs | | (1,271) | (809) | (1,714) |
| Net finance costs | | (981) | (772) | (1,486) |
| Share of loss of joint venture | 6 | - | - | - |
| (Loss) before taxation | | (2,442) | (8,929) | (10,022) |
| Taxation | 7 | 259 | 266 | 640 |
| (Loss) for the period/year | | (2,183) | (8,663) | (9,382) |
| Other comprehensive income/(expense): | | | | |
| Other comprehensive (loss)/income items that may be reclassified to profit or loss: | | | | |
| Currency translation differences | | - | - | - |
| Total other comprehensive (expense)/income | | - | - | - |
| Total comprehensive (expense) for the period/year | | (2,183) | (8,663) | (9,382) |
| Basic and diluted (loss)/earnings per share attributable to owners of the parent | 8 | (1.6)c | (6.5)c | (7.0)c |
All items in the above statement are derived from continuing operations. The accompanying notes 1 to 16 form an integral part of the condensed consolidated interim financial statements.
Condensed Consolidated Interim Statement of Financial Position
As at 31 March 2024
| | Notes | Six months to 31 March 2024 €000 (unaudited) | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (audited) |
| Assets | | | | |
| Non-current assets | | | | |
| Investment property | 3 | 207,066 | 219,011 | 213,098 |
| Investment in joint venture | 6 | - | - | - |
| Non-current assets | | 207,066 | 219,011 | 213,098 |
| Current assets | | | | |
| Trade and other receivables | | 9,307 | 7,822 | 8,897 |
| Interest rate derivative contracts | 9 | 342 | 1,041 | 674 |
| Cash and cash equivalents | | 28,103 | 32,985 | 32,445 |
| Current assets | | 37,752 | 41,848 | 42,016 |
| Total assets | | 244,818 | 260,859 | 255,114 |
| Equity | | | | |
| Share capital | 10 | 17,966 | 17,966 | 17,966 |
| Share premium | 10 | 43,005 | 43,005 | 43,005 |
| Retained earnings | | 104,327 | (475) | (6,142) |
| Other reserves | | - | 116,610 | 116,610 |
| Total equity | | 165,298 | 177,106 | 171,439 |
| Liabilities | | | | |
| Non-current liabilities | | | | |
| Interest-bearing loans and borrowings | 9 | 70,409 | 51,283 | 65,023 |
| Deferred tax liability | 7 | 3,724 | 4,691 | 4,225 |
| Non-current liabilities | | 74,133 | 55,974 | 69,248 |
| Current liabilities | | | | |
| Interest-bearing loans and borrowings | | - | 21,550 | 8,600 |
| Trade and other payables | | 5,387 | 5,462 | 4,856 |
| Current tax liabilities | 7 | - | 767 | 971 |
| Current liabilities | | 5,387 | 27,779 | 14,427 |
| Total liabilities | | 79,520 | 83,753 | 83,675 |
| Total equity and liabilities | 11 | 244,818 | 260,859 | 255,114 |
| Net asset value per ordinary share | | 123.6c | 132.4c | 128.2 |
The condensed consolidated interim financial statements on pages 20-33 were approved at a meeting of the Board of Directors held on 18 June 2024 and signed on its behalf by:
Sir Julian Berney Bt.
Chairman
The accompanying notes 1 to 16 form an integral part of the condensed consolidated interim financial statements.
Company number: 09382477
Registered office: 1 London Wall Place, London EC2Y 5AU
Condensed Consolidated Interim Statement of Changes in Equity
For the period ended 31 March 2024
|
| Notes | Share | Share | Retained | Other | Total |
| Balance as at 1 October 2023 | | 17,966 | 43,005 | (6,142) | 116,610 | 171,439 |
| Transfers | | - | - | 116,610 | (116,610) | - |
| Loss for the period | | - | - | (2,183) | - | (2,183) |
| Dividends paid | 12 | - | - | (3,958) | - | (3,958) |
| Balance as at 31 March 2024 (unaudited) | | 17,966 | 43,005 | 104,327 | - | 165,298 |
|
| Notes | Share | Share | Retained | Other | Total |
| Balance as at 1 October 2022 | | 17,966 | 43,005 | 10,662 | 116,610 | 188,243 |
| Loss for the year | | - | - | (9,382) | - | (9,382) |
| Dividends paid | 12 | - | - | (7,422) | - | (7,422) |
| Balance as at 30 September 2023 (audited) | | 17,966 | 43,005 | (6,142) | 116,610 | 171,439 |
|
| Notes | Share | Share | Retained | Other | Total |
| Balance as at 1 October 2022 | | 17,966 | 43,005 | 10,662 | 116,610 | 188,243 |
| Loss for the period | | - | - | (8,663) | - | (8,663) |
| Dividends paid | 12 | - | - | (2,474) | - | (2,474) |
| Balance as at 31 March 2023 (unaudited) | | 17,966 | 43,005 | (475) | 116,610 | 177,106 |
| 1 | These reserves form the distributable reserves of the Company and include a historic share premium reduction and may be used to fund distribution of profits to investors via dividend payments. |
The accompanying notes 1 to 16 form an integral part of the condensed consolidated interim financial statements.
Condensed Consolidated Interim Statement of Cash Flows
For the period ended 31 March 2024
| | Notes | Six months to | Six months to | Year to |
| Operating activities | | | | |
| (Loss) before tax for the period/year | | (2,442) | (8,929) | (10,022) |
| Adjustments for: | | | | |
| Net loss from fair value adjustment on investment property | 3 | 6,617 | 12,958 | 19,726 |
| Share of loss of joint venture | 6 | - | - | - |
| Realised foreign exchange loss | | 2 | 16 | 12 |
| Finance income | | (290) | (37) | (228) |
| Finance costs | | 1,271 | 809 | 1,714 |
| Net change in fair value of financial instruments at fair value through profit or loss | 9 | 388 | (107) | 260 |
| Provision of loan made to Seville joint venture | 5 | - | - | - |
| Operating cash generated before changes in working capital | | 5,546 | 4,710 | 11,462 |
| (Decrease)/Increase in trade and other receivables | | (84) | 8,774 | 7,564 |
| Increase/(decrease) in trade and other payables | | 313 | (574) | (1,071) |
| Cash generated from operations | | 5,775 | 12,910 | 17,955 |
| Finance costs paid | | (964) | (734) | (1,573) |
| Finance income received | | 290 | 36 | 228 |
| Tax paid | 7 | (1,580) | (826) | (714) |
| Net cash generated from operating activities | | 3,521 | 11,386 | 15,896 |
| Investing activities | | | | |
| Proceeds from sale of investment property | | - | - | - |
| Acquisitions of investment property | 3 | - | (12,310) | (11,167) |
| Additions to investment property | 3 | (524) | (1,926) | (3,984) |
| Investment in joint venture | 6 | - | - | - |
| Net cash generated (used in) investing activities | | (524) | (14,236) | (15,151) |
| Financing activities | | | | |
| Proceeds from borrowings | | - | 18,000 | 31,760 |
| Repayment of loan facilities | | (3,000) | (14,000) | (26,950) |
| Interest rate derivative contracts purchased | | (57) | - | - |
| Refinancing costs paid | | (322) | - | - |
| Dividends paid | 12 | (3,958) | (2,474) | (7,422) |
| Net cash (used in)/provided by financing activities | | (7,337) | 1,526 | (2,612) |
| Net decrease in cash and cash equivalents for the period/year | | (4,340) | (1,324) | (1,867) |
| Opening cash and cash equivalents | | 32,445 | 34,324 | 34,324 |
| Effects of exchange rate change on cash | | (2) | (15) | (12) |
| Closing cash and cash equivalents | | 28,103 | 32,985 | 32,445 |
The accompanying notes 1 to 16 form an integral part of the condensed consolidated interim financial statements.
Notes to the Financial Statements
1. Significant accounting policies
The Company is a closed-ended investment company incorporated in England and Wales. The condensed consolidated interim financial statements of the Company for the period ended 31 March 2024 comprise those of the Company and its subsidiaries (together referred to as the 'Group'). The shares of the Company are listed on the London Stock Exchange (Primary listing) and the Johannesburg Stock Exchange (Secondary listing). The registered office of the Company is 1 London Wall Place, London, EC2Y 5AU.
These condensed consolidated interim financial statements do not comprise statutory accounts within the meaning of section 434 of the Companies Act 2006. Statutory accounts for the year ended 30 September 2023 were approved by the Board of Directors on 5 December 2023 and were delivered to the Registrar of Companies. The report of the auditors on those accounts was unqualified, did not contain an emphasis of matter paragraph and did not contain any statement under section 498 of the Companies Act 2006.
These condensed consolidated interim financial statements have been reviewed and not audited.
Statement of compliance
The condensed consolidated interim financial statements have been prepared in accordance with UK adopted International Accounting Standard 34, 'Interim Financial Reporting' and the Disclosure Guidance and Transparency Rules sourcebook of the United Kingdom's Financial Conduct Authority. They do not include all of the information required for the full annual financial statements and should be read in conjunction with the consolidated financial statements of the Group as at and for the year ended 30 September 2023. The condensed consolidated interim financial statements have been prepared on the basis of the accounting policies set out in the Group's consolidated financial statements for the year ended 30 September 2023. The consolidated financial statements for the year ended 30 September 2023 have been prepared with UK-adopted International Accounting Standards in accordance with the Companies Act 2006. The Group's annual financial statements refer to new Standards and Interpretations, none of which had a material impact on the financial statements.
Basis of preparation
The condensed consolidated interim financial statements are presented in euros rounded to the nearest thousand. They are prepared on a going concern basis, applying the historical cost convention, except for the measurement of investment property and derivative financial instruments that have been measured at fair value. The accounting policies have been consistently applied to the results, assets, liabilities and cash flow of the entities included in the condensed consolidated interim financial statements and are consistent with those of the year-end financial report.
Going concern
The Directors have examined and considered significant areas of possible financial risk including: the non-collection of rent and service charges; potential falls in property valuations; the existing and future expected cash requirements of the Group; the refurbishment of Paris, BB and the receipt of further future funds from the purchaser; the successful refinancings in the reporting period, together with future debt expiries; and forward-looking compliance with third-party debt covenants, in particular the loan to value covenant and interest cover ratios.
The Board and Investment Manager also continue to closely monitor ongoing changing macroeconomic and geopolitical environments and their potential impact on the Group.
Cash flow forecasts based on plausible downside scenarios have led the Board to conclude that the Group will have sufficient cash reserves to continue in operation for the foreseeable future.
The Group has six loans secured by individual assets, with no cross-collateralisation. All loans are in compliance with their default covenants, though there is a cash trap in operation for the Seville loan. More detail of the individual loans, and headroom on the loan to value and net income default covenants, is provided in the Investment Manager's Report on page 15. Following the successful refinancing of two external loans in the six-month period, there are no external loans expiring within 12 months from the signing date of the interim financial statements, bar Seville for which a standstill agreement has been reached as set out on page 15.
After due consideration, the Directors have not identified any material uncertainties which would cast significant doubt on the Group's ability to continue as a going concern for a period of not less than 12 months from the date of the approval of the condensed consolidated interim financial statements. The Directors have satisfied themselves that the Group has adequate resources to continue in operational existence for the foreseeable future.
Use of estimates and judgements
The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and the reported amounts of assets and liabilities, income and expenses. The use of estimates and judgements is consistent with the Group's consolidated financial statements for the year ended 30 September 2023. These estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgements about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.
The most significant estimates made in preparing these financial statements relate to the carrying value of investment properties, as disclosed in note 3 which are stated at fair value. The fair value of investment property is inherently subjective because the valuer makes assumptions which may not prove to be accurate. The Group uses an external professional valuer to determine the relevant amounts.
The following are key areas of judgement:
| · | Accounting for development revenue and variable consideration regarding Paris, BB: When estimating an appropriate level of development revenue to be recognised in the reporting period, the Group considered the contractual penalties of not meeting certain criteria within the agreement; the total development costs incurred; the stage of completion of the refurbishment; the milestones achieved and still to be achieved; the timing and likelihood of further future billed and unbilled cash receipts from the purchaser and therefore the appropriate recognition in the balance sheet; and the overall general development risk to form a considered judgement of revenue to be appropriately recognised in the financial statements. Further details of the estimated variable consideration are disclosed in note 4. |
| · | Tax provisioning and disclosure: Management uses external tax advisers to monitor changes in tax laws in countries where the Group has operations. New tax laws that have been substantively enacted are recognised in the Group's financial statements. Where changes to tax laws give rise to a contingent liability, the Group discloses these appropriately within the notes to the financial statements (further details are disclosed in note 7).
|
| · | IFRS 9 expected credit losses: All receivables and joint venture loans are considered to be such financial assets and must therefore be assessed for an impairment using the forward-looking expected credit loss model. Where any impairment is required to be made, appropriate recognition is required in the consolidated statement of comprehensive income, together with appropriate disclosure and sensitivity analysis in the notes to the financial statements (further details are disclosed in note 6). The Seville joint venture loan has been Level 3 calculated on the lifetime expected credit loss method. The following factors were considered when determining the probability of default used for the impairment provision calculation for the Seville joint venture loan: the property valuation and future potential movements; that there is an LTV breach and a cash trap in place; cash flow forecasts; the longer-term effects of the prior lockdown measures in Spain on tenants and their trading; and rent collection rates. An evaluation of these factors has allowed management to determine that the loan is a Level 3 impairment and is deemed not recoverable. |
Segmental reporting
The Directors are of the opinion that the Group is engaged in a single segment of business, being property investment, and in one geographical area, Continental Europe. The chief operating decision-maker is considered to be the Board of Directors who are provided with consolidated IFRS information on a quarterly basis.
Financial risk factors
The main risks arising from the Group's financial instruments and investment properties are: market price risk, currency risk, credit risk, liquidity risk and interest rate risk. The Board regularly reviews and agrees policies for managing each of these risks.
Credit risk
The Directors have assessed the loan to the Seville joint venture for any expected credit loss under IFRS 9 and, consequently, a full impairment has been previously recognised and continues to be maintained.
Cash balances are maintained with major international financial institutions with strong credit ratings and the creditworthiness of the Group's tenants is monitored on an ongoing basis.
Market risk
The market values for properties are generally affected by overall conditions in local economies, such as changes in gross domestic product, employment trends, inflation and changes in interest rates. The Directors monitor the market value of investment properties by having independent valuations carried out quarterly by a firm of independent chartered surveyors. The sensitivity of the market value of the investment properties to changes in the equivalent yield is also disclosed in note 3 of the financial statements.
At the date of signing this report, global conflicts continue to have an ongoing societal and economic impact. The Group does not have any direct exposure in these areas, but continues to monitor the situation closely.
The Group's rental collection, excluding its joint venture in Seville and the investment of which has previously been written down to nil, has continued to remain very robust with a c.100% rent collection in the period.
Environmental, Social and Governance factors
The Group has incorporated Environmental, Social and Governance ('ESG') objectives into its core investment strategy and at every stage of the investment process. The Group continues to monitor individual assets and their conformity with sustainability requirements at every stage. The Group continues to review potential initiatives where sustainability credentials can be enhanced, ratings improved, value can be created and the liquidity of investments be improved.
2. Rental and service charge income
| | Six months to 31 March 2024 €000 (unaudited) | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (audited) |
| Rental income | 8,236 | 7,454 | 15,555 |
| Service charge income | 2,059 | 2,036 | 4,111 |
| Total | 10,295 | 9,490 | 19,666 |
3. Investment property
| | Freehold €000 |
| Fair value at 30 September 2022 (audited) | 217,456 |
| Acquisitions and acquisition costs | 12,368 |
| Additions | 3,000 |
| Net valuation gain on investment property | (19,726) |
| Fair value as at 30 September 2023 (audited) | 213,098 |
| Acquisitions and acquisition costs | - |
| Additions | 585 |
| Net valuation loss on investment property | (6,617) |
| Fair value as at 31 March 2024 (unaudited) | 207,066 |
The fair value of investment properties, as determined by the valuer, totals €208,050,000 (30 September 2023: €214,125,000) with the valuation amount relating to a 100% ownership share for all the assets in the portfolio.
The fair value of investment properties per the condensed consolidated interim financial statements of €207,066,000 includes a tenant incentive adjustment of €984,000 (30 September 2023: €1,027,000).
The fair value of investment property has been determined by Knight Frank LLP, a firm of independent chartered surveyors, who are registered independent appraisers. The valuations have been undertaken in accordance with the current edition of the RICS Valuation - Global Standards, which incorporate the International Valuation Standards. References to the 'Red Book' refer to either or both of these documents, as applicable.
The properties have been valued on the basis of 'fair value' in accordance with the RICS Valuation - Professional Standards VPS4 (1.5) Fair Value and VPGA1 Valuations for inclusion in financial statements which adopt the definition of fair value used by the International Accounting Standards Board.
The valuation has been undertaken using appropriate valuation methodology and the valuer's professional judgement. The valuer's opinion of fair value was primarily derived using recent comparable market transactions on arm's length terms, where available, and appropriate valuation techniques (the 'Investment Method').
The properties have been valued individually and not as part of a portfolio.
All investment properties are categorised as Level 3 fair values as they use significant unobservable inputs. There have not been any transfers between levels during the period. Investment properties have been classed according to their real estate sector. Information on these significant unobservable inputs per class of investment property are disclosed below.
Quantitative information about fair value measurement using unobservable inputs (Level 3) as at 31 March 2024 (unaudited)
| | | Industrial | Retail (including retail warehouse) | Office | Total |
| Fair value (€000) | | 77,200 | 38,750 | 77,200 | 208,050 |
| Area ('000 sqm) | | 95.071 | 21.325 | 54.579 | 170.975 |
| Net passing rent € per sqm per annum | Range | 33.23 - 125.05 | 108.12 - 154.66 | 118.63 - 162.23 | 33.23 - 162.23 |
| Weighted average1 | 63.84 | 121.39 | 132.21 | 104.38 | |
| Gross ERV € per sqm per annum | Range | 44.00 - 110.30 | 101.58 - 162.27 | 79.93 - 234.59 | 44.0 - 234.59 |
| | Weighted average1 | 63.61 | 118.89 | 183.82 | 127.12 |
| Net initial yield2 | Range | 5.63 - 10.27 | 5.76 - 5.80 | 4.30 - 17.09 | 4.30 - 17.09 |
| | Weighted average1 | 6.55 | 5.77 | 6.40 | 6.34 |
| Equivalent yield | Range | 5.50 - 7.06 | 5.36 - 5.55 | 4.15 - 14.01 | 4.15 - 14.01 |
| | Weighted average1 | 6.16 | 5.50 | 7.48 | 6.62 |
| Notes: | |
| 1 | Weighted by market value. |
| 2 | Yields based on rents receivable after deduction of head rents and non-recoverables. |
Quantitative information about fair value measurement using unobservable inputs (Level 3) as at 30 September 2023 (audited)
| | | Industrial | Retail (including retail warehouse) | Office | Total |
| Fair value (€000) | | 78,575 | 39,650 | 95,900 | 214,125 |
| Area ('000 sqm) | | 86.071 | 21.325 | 54.579 | 170.975 |
| Net passing rent € per sqm per annum | Range | 33.16 - 125.09 | 108.12 - 154.66 | 118.63 - 158.07 | 33.16 - 158.07 |
| Weighted average1 | 63.79 | 121.09 | 138.22 | 107.73 | |
| Gross ERV € per sqm per annum | Range | 42.00 - 110.30 | 101.58 - 162.27 | 79.93 - 234.01 | 42.00 - 234.01 |
| | Weighted average1 | 63.20 | 118.50 | 181.29 | 126.33 |
| Net initial yield2 | Range | 5.42 -9.54 | 5.76 - 5.79 | 4.02 - 17.09 | 4.02 - 17.09 |
| | Weighted average1 | 6.35 | 5.77 | 6.60 | 6.35 |
| Equivalent yield | Range | 5.57 - 9.76 | 5.36 - 5.40 | 3.87 - 13.38 | 3.87 - 13.38 |
| | Weighted average1 | 5.94 | 5.39 | 7.17 | 6.39 |
| Notes: | |
| 1 | Weighted by market value. |
| 2 | Yields based on rents receivable after deduction of head rents and non-recoverables. |
Sensitivity of measurement to variations in the significant unobservable inputs
Given fair value measurement is an inherent judgement due to unobservable inputs, management have reviewed the ranges used in assessing the impact of changes in unobservable inputs on the fair value of the Group's property portfolio. We consider +/-10% for ERV, and +/-50bps for NIY to capture the uncertainty in these key valuation assumptions. The results of this analysis are detailed in the sensitivity table below.
The significant unobservable inputs used in the fair value measurement (categorised within Level 3 of the fair value hierarchy of the Group's property portfolio), together with the impact of significant movements in these inputs on the fair value measurement, are shown below:
| Unobservable | Impact on fair value measurement | Impact on fair value measurement |
| Passing rent | Increase | Decrease |
| Gross ERV | Increase | Decrease |
| Net initial yield | Decrease | Increase |
| Equivalent yield | Decrease | Increase |
There are interrelationships between the yields and rental values as they are partially determined by market rate conditions. The sensitivity of the valuation to changes in the most significant inputs per class of investment property is shown below:
| Estimated movement in fair value of investment | Industrial €000 | Retail €000 | Office €000 | Total €000 |
| Increase in ERV by 10% | 5,100 | 2,700 | 7,200 | 15,000 |
| Decrease in ERV by 10% | (5,100) | (2,700) | (7,200) | (15,000) |
| Increase in net initial yield by 0.5% | (5,900) | (3,300) | (7,400) | (16,600) |
| Decrease in net initial yield by 0.5% | 7,000 | 4,000 | 8,900 | 19,900 |
| Estimated movement in fair value of investment | Industrial €000 | Retail €000 | Office €000 | Total €000 |
| Increase in ERV by 10% | 4,900 | 2,600 | 7,100 | 14,600 |
| Decrease in ERV by 10% | (4,900) | (2,600) | (7,100) | (14,600) |
| Increase in net initial yield by 0.5% | (6,200) | (3,400) | (9,000) | (18,600) |
| Decrease in net initial yield by 0.5% | 7,400 | 4,100 | 9,800 | 21,300 |
4. Recognition of development revenue and profit
During the year ended 30 September 2021, the Group disposed of its office asset in Boulogne-Billancourt, Paris. This involved an initial transfer of the legal title to a purchaser on 16 December 2020 for €69.8m, followed by a development phase for which the Fund was able to receive a further €30.4m. The total cash proceeds to be received across the sale and development thereby totalled €100.2m.
As at 31 March 2024 a cash sum of €98.1m (30 September 2023: €96.0m) had been received by the Fund from the purchaser. Of the remaining €2.1m, a sum of €1.06m was invoiced to the purchaser in March 2024 and as at June 2024 is overdue, unpaid and discussions are ongoing with the purchaser regarding this sum. The Fund has not recognised this invoiced amount as revenue in the period due to the requirements of IFRS 15 which state that revenue should not be recognised if it is highly probable that a significant revenue reversal will occur. The remaining €1.06m, regarding a final-stage warranty, is anticipated to be invoiced to the purchaser in H2 2024.
Furthermore, during the interim period a sum of €0.5m (30 September 2023: €1.1m cost savings) was invested by the Fund as development expenditure, and as at the interim period end a final €0.1m (30 September 2023: €1.1m) of development expenditure remains to be invested.
When forming a judgement as to an appropriate level of development revenue to be recognised in the reporting period, the Group primarily considered the total development costs incurred; the stage of completion of the refurbishment; the milestones achieved and still to be achieved; the timing of future cash receipts from the purchaser; the overall general development risk; and the commercial discussions ongoing with the buyer.
5. Provision of internal loan made to Seville joint venture
As at 31 March 2024 the Group owned 50% of the Metromar joint venture, which owns a shopping centre in Seville, and had advanced €10.0 million as a loan and was owed interest of €1.7 million (30 September 2023: €1.5 million); (31 March 2023: €1.3 million). The loan carries a fixed interest rate of 4.37% per annum payable quarterly and matures in May 2024.
When considering an appropriate level of impairment, deemed to be a significant judgement, the Company primarily considered: the property valuation and future potential movements; the outstanding debt principal, together with the ongoing LTV breach and cash trap position of the loan; cash flow forecasts; tenants' trading positions and the existing ability to let vacant space, and the market liquidity for such an asset. An evaluation of these factors has allowed management to make a judgement on the probability of default which is considered to be the key input for the impairment calculation.
A default rate of 100% has been applied to the above loan and unpaid interest at year end. The impairment provision booked during the period was €nil as the loan and interest is now considered a stage 3 impairment (30 September 2023: €nil) bringing the cumulative impairment to €11.7 million (30 September 2023: €11.5 million, 31 March 2023: €11.3 million) and the Group's investment with regard to Seville stands at €nil.
No further interest income was recognised in the consolidated financial statements in the six months to 31 March 2024: (30 September 2023: nil) as the loan and interest is now considered a stage 3 impairment and therefore a Loss Given Default rate of 100% has been applied. Hence, cumulative interest receivable recognised in the consolidated financial statements previously and subsequently impaired amounts to €1,544,000.
Furthermore, Management have separately assessed that if a sale were to be achieved at the current fair value of the property of €24.6 million then, all else being equal, the Group could reverse c.€600,000 of the previously recognised impairment, noting that such an outcome is deemed to be highly unlikely as at the financial year end. The sensitivity of potential impairment reversals, based on potential exit prices, is shown in the table below:
| | -10% | 0% | +10% |
| Valuation of Metromar, Seville property | 22,140,000 | 24,600,000 | 27,060,000 |
| Potential future impairment reversal | - | 600,000 | 1,850,000 |
Underlyingly, and as set out in the above, the Investment Manager does not believe at the current time that ultimately a sale price will be achieved above the carrying value of the third-party debt and thus there has been no reversal of prior impairments in the current financial period.
6. Investment in joint ventures
The Group has a 50% interest in a joint venture called Urban SEREIT Holdings Spain S.L. The principal place of business of the joint venture is Calle Velázquez 3, 4th Madrid 28001 Spain.
| | 31 March 2024 €000 |
| Balance as at 1 October 2023 | - |
| Share of loss for the period | - |
| Balance as at 31 March 2024 (unaudited) | - |
| | 31 March 2023 €000 |
| Balance as at 1 October 2022 | - |
| Share of loss for the period | - |
| Balance as at 31 March 2023 (unaudited) | - |
| | 31 Sept 2023 €000 |
| Balance as at 1 October 2022 | - |
| Investment in joint venture | - |
| Share of loss for the year | - |
| Balance as at 30 September 2023 (audited) | - |
| Summarised joint venture financial information: | 31 March 2024 (unaudited) €000 | 31 March 2023 (unaudited) €000 | 30 September 2023 (audited) €000 |
| Total assets | 27,542 | 28,046 | 28,078 |
| Total liabilities | (51,606) | (48,998) | (50,055) |
| Net liabilities | (24,064) | (20,952) | (21,977) |
| Net asset value attributable to the Group | - | - | - |
|
| Six months to 31 March 2024 €000 (unaudited) | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (audited) |
| Revenues | 1,395 | 1,069 | 2,329 |
| Total comprehensive loss | (2,087) | (1,807) | (2,832) |
| Total comprehensive loss attributable to the Group | - | - | - |
As at 31 March 2024, the joint venture in Seville, of which SEREIT holds a 50% share, had total net liabilities of €24,064,000. The Group has therefore recognised a nil interest as its investment in the joint venture and would only recognise its share of net liabilities where certain legal or constructive obligations are in force. No such obligations exist with regard to the Seville joint venture.
7. Taxation
| | Six months to 31 March 2024 €000 (unaudited) | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (audited) |
| Current tax charge | 242 | 167 | 739 |
| Current tax adjustment in respect of prior periods | - | - | (480) |
| Deferred tax charge | (501) | (433) | (899) |
| Tax (credit) in period/year | (259) | (266) | (640) |
| | Current €000 | Deferred tax liability €000 |
| As at 1 October 2023 | 971 | 4,225 |
| Tax charge/(credit) for the period | 242 | (501) |
| Tax paid during the period | (1,580) | - |
| Balance as at 31 March 2024 (unaudited) | (367) | 3,724 |
| | Current €000 | Deferred tax liability €000 |
| As at 1 October 2022 | 1,426 | 5,124 |
| Tax charge for the period | 167 | (433) |
| Tax paid during the period | (826) | - |
| Balance as at 31 March 2023 (unaudited) | 767 | 4,691 |
| | Current €000 | Deferred tax liability €000 |
| As at 1 October 2022 | 1,426 | 5,124 |
| Tax charge for the period | 739 | (899) |
| Tax paid during the period | (1,194) | - |
| Balance as at 30 September 2023 (audited) | 971 | 4,225 |
The Company has been approved by HM Revenue and Customs as an investment trust in accordance with section 1158 of the Corporation Tax Act 2010, by way of a one-off application, and it is intended that the Company will continue to conduct its affairs in a manner which will enable it to retain this status. The Company and certain subsidiary entities have also elected to be treated as a société d'investissement immobilier cotée ('SIIC') for French tax purposes. Provided that the Group meets certain requirements, the Group's French subsidiaries should be exempt from French corporate income tax on net rental income and gains arising from interests in property. Management intends that the Group will continue to comply with the SIIC regulations for the foreseeable future.
The Group operates in a number of jurisdictions and is subject to periodic challenges by local tax authorities on a range of tax matters during the normal course of business. The tax impact can be uncertain until a conclusion is reached with the relevant tax authority or through a legal process. The Group addresses this uncertainty by closely monitoring tax developments, seeking independent advice and maintaining transparency with the authorities it deals with as and when any enquiries are made. As a result of its monitoring, the Group has identified a potential tax exposure attributable to the ongoing applicability of tax treatments adopted in respect of the Group's tax structures. The range of potential outcomes is a possible outflow of minimum £nil and maximum £9.8 million (excluding possible interest and penalties). The Directors have not provided for this amount because they do not believe an outflow is probable.
8. Basic and diluted earnings per share
The basic and diluted earnings per share for the Group are based on the net profit/(loss) for the period of €(2,183,000) (six months to 31 March 2023: €(8,663,000); for the year ended 30 September 2023: €(9,382,000) and the weighted average number of ordinary shares in issue during the period of 133,734,686 (six months to 31 March 2023: 133,734,686; for the year ended 30 September 2023: 133,734,686).
9. Interest-bearing loans and borrowings
| | Six months to 31 March 2024 €000 |
| As at 1 October 2023 | 73,623 |
| Repayment of loans | (3,000) |
| Capitalisation of finance costs | (322) |
| Amortisation of finance costs | 108 |
| As at 31 March 2024 (unaudited) | 70,409 |
| | Year to 30 September 2023 €000 |
| As at 1 October 2022 | 68,744 |
| Drawdown of new loans | 31,760 |
| Repayment of matured debt facilities | (26,950) |
| Capitalisation of finance costs | (84) |
| Amortisation of finance costs | 153 |
| As at 30 September 2023 (audited) | 73,623 |
| | Six months to 31 March 2023 €000 |
| As at 1 October 2022 | 68,744 |
| Repayment of loans | (14,000) |
| Proceeds from new loan facility | 18,000 |
| Amortisation of finance costs | 89 |
| As at 31 March 2023 (unaudited) | 72,833 |
On 15 December 2023, the Group completed an early refinancing of its Saint-Cloud, Paris office loan, extending the term by three years from 15 December 2024 to 15 December 2027, with an option of a further year. The principal of the loan has reduced by €3 million from €17 million to €14 million.
On 26 March 2024, the Group refinanced its loan with Landesbank which was secured on the Rennes asset in France. The loan was refinanced for the same amount of €8,600,000, but now attracts interest at a fixed-rate of 4.3% and now matures on 26 March 2029.
As at 31 March 2024 the Group held interest rate caps as follows:
| · | Saint-Cloud loan with BRED Banque Populaire: a cap totalling the full €14.0m of the loan, and which expires on 15 December 2024 with a strike rate of 1.25%; and |
| · | A further interest rate cap with BRED Banque Populaire was purchased in the period, expiring on 15 December 2027, with a strike rate of 3.25%. |
10. Issued capital and reserves
As at 31 March 2024, the Company has 133,734,686 (30 September 2023: 133,734,686) ordinary shares in issue with a par value of 10.00p (no shares are held in Treasury). The total number of voting rights in the Company is 133,734,686.
11. NAV per ordinary share
The NAV per ordinary share is based on the net assets at 31 March 2024 of €165,298,000 (30 September 2023: €171,439,000; 31 March 2023: €177,106,000) and 133,734,686 ordinary shares in issue at 31 March 2024 (30 September 2023: 133,734,686; 31 March 2023: 133,734,686).
12. Dividends paid
| Six months ended 31 March 2024 (unaudited)1 | Number of | Rate (cents) | €000 |
| Interim dividend paid on 17 November 2023 | 133,734,686 | 1.48 | 1,979 |
| Interim dividend paid on 25 January 2024 | 133,734,686 | 1.48 | 1,979 |
| Total interim dividends paid | 133,734,686 | 2.96 | 3,958 |
| 1 | A dividend for the quarter ended 31 December 2023 of 1.48 Euro cents per share was approved and was paid on 6 May 2024. Total dividends declared relating to the six months' ended 31 March 2024 were 2.96 Euro cents per share. |
| Six months ended 31 March 2023 (unaudited) | Number of | Rate (cents) | €000 |
| Interim dividend paid on 13 January 2023 | 133,734,686 | 1.85 | 2,474 |
| Total interim dividends paid | 133,734,686 | 1.85 | 2,474 |
| Year ended 30 September 2023 (audited) | Number of | Rate (cents) | €000 |
| Interim dividend paid on 13 January 2023 | 133,734,686 | 1.85 | 2,474 |
| Interim dividend paid on 5 May 2023 | 133,734,686 | 1.85 | 2,474 |
| First special dividend paid on 11 August 2023 | 133,734,686 | 1.85 | 2,474 |
| Total interim dividends paid | | | 7,422 |
13. Related party transactions
Schroder Real Estate Investment Management Limited is the Group's Investment Manager.
The Investment Manager is entitled to a fee, together with reasonable expenses, incurred in the performance of its duties. The fee is payable monthly in arrears and shall be an amount equal to one-twelfth of the aggregate of 1.1% of the EPRA NAV of the Company. The Investment Management Agreement can be terminated by either party on not less than 12 months' written notice, such notice not to expire earlier than the third anniversary of admission, or on immediate notice in the event of certain breaches of its terms or the insolvency of either party. The total charge to profit and loss during the period was €972,000 (year ended 30 September 2023: €1,981,000; six months ended 31 March 2023: €1,028,000). At 31 March 2024, €599,000 was outstanding (year ended 30 September 2023: €626,000; six months ended 31 March 2023: €656,000).
The Directors are the only officers of the Company and there are no other key personnel. The Directors' remuneration for services to the Group for the six months ended 31 March 2024 was €120,000 (year ended 30 September 2023: €203,000; six months ended 31 March 2023: €123,000), equivalent to £107,000. Three of the four Directors hold shares in the Company and have not purchased or sold any shares in the financial period. Details of their holdings can be found on page 46 of the September 2023 Annual Report and Consolidated Financial Statements.
14. Capital commitments
At 31 March 2024, the Group had capital commitments of €nil (30 September 2023: €400,000; 31 March 2023: €nil).
The Group is expected to incur a further €130,000 (30 September 2023: €1,100,000) of development expenditure with regards to the comprehensive refurbishment of the Paris, BB asset.
15. Contingent liabilities
There are no contingent liabilities other than those disclosed in note 7.
16. Post balance sheet events
There are no post balance sheet events to be disclosed.
EPRA and Headline Performance Measures (Unaudited)
As recommended by the European Public Real Estate Association ('EPRA'), performance measures are disclosed in the section below.
a. EPRA earnings and earnings per share
Represents the total IFRS comprehensive income excluding realised and unrealised gains/losses on investment property and changes in the fair value of financial instruments, divided by the weighted average number of shares.
| | Six months to 31 March 2024 €000 (unaudited) | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (unaudited) |
| Total IFRS comprehensive expense | (2,183) | (8,663) | (9,382) |
| Adjustments to calculate EPRA earnings: | | | |
| Net loss from fair value adjustment on investment property | 6,617 | 12,958 | 19,726 |
| Net development (revenue)/expenditure | - | - | (1,538) |
| Share of joint venture loss on investment property | - | - | (209) |
| Deferred tax | (501) | (433) | (899) |
| Tax on development profit | - | - | - |
| Net change in fair value of financial instruments | 388 | (107) | 260 |
| EPRA earnings | 4,321 | 3,755 | 7,958 |
| Weighted average number of ordinary shares | 133,734,686 | 133,734,686 | 133,734,686 |
| IFRS earnings and diluted earnings (cents per share) | (1.6) | (6.5) | (7.0) |
| EPRA earnings per share (cents per share) | 3.2 | 2.8 | 6.0 |
b. EPRA Net Reinstatement Value
| | Six months to 31 March 2024 €000 | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (unaudited) |
| IFRS equity attributable to shareholders | 165,298 | 177,106 | 171,439 |
| Deferred tax and tax on development and trading properties | 3,724 | 4,691 | 4,225 |
| Adjustment for fair value of financial instruments | (342) | (1,041) | (674) |
| Adjustment in respect of real estate transfer taxes | 18,658 | 19,428 | 18,477 |
| EPRA Net Reinstatement Value | 187,338 | 200,184 | 193,467 |
| Shares in issue at end of year/period | 133,734,686 | 133,734,686 | 133,734,686 |
| IFRS Group NAV per share (cents per share) | 123.6 | 132.4 | 128.2 |
| EPRA NRV per share (cents per share) | 140.1 | 149.7 | 144.7 |
c. EPRA Net Tangible Assets
| | Six months to 31 March 2024 €000 | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (unaudited) |
| IFRS equity attributable to shareholders | 165,298 | 177,106 | 171,439 |
| Deferred tax | 3,724 | 4,691 | 4,225 |
| Adjustment for fair value of financial instruments | (342) | (1,041) | (674) |
| EPRA Net Tangible Assets | 168,680 | 180,756 | 174,990 |
| Shares in issue at end of year/period | 133,734,686 | 133,734,686 | 133,734,686 |
| IFRS Group NAV per share (cents per share) | 123.6 | 132.4 | 128.2 |
| EPRA NTA per share (cents per share) | 126.1 | 135.2 | 130.8 |
d. EPRA Net Disposal Value
| | Six months to 31 March 2024 €000 | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (unaudited) |
| IFRS equity attributable to shareholders | 165,298 | 177,106 | 171,439 |
| Adjustment for the fair value of fixed-interest rate debt | 637 | 1,048 | 925 |
| EPRA Net Disposal Value | 165,935 | 178,154 | 172,364 |
| Shares in issue at end of year/period | 133,734,686 | 133,734,686 | 133,734,686 |
| IFRS Group NAV per share (cents per share) | 123.6 | 132.4 | 128.2 |
| EPRA NDV per share (cents per share) | 124.1 | 133.2 | 128.9 |
e. EPRA summary
| | EPRA NRV €000 | EPRA NTA €000 | EPRA NDV €000 |
| IFRS NAV in the period | 165,298 | 165,298 | 165,298 |
| Exclude: deferred tax | 3,724 | 3,724 | - |
| Exclude: the fair value of financial instruments | (342) | (342) | - |
| Include: the fair value of fixed-rate interest rate debt | - | - | 637 |
| Include: real estate transfer tax | 18,658 | - | - |
| EPRA NAV totals | 187,338 | 168,680 | 165,935 |
f. Headline earnings reconciliation
Headline earnings per share reflect the underlying performance of the Company calculated in accordance with the Johannesburg Stock Exchange Listing requirements.
| | Six months to 31 March 2024 €000 (unaudited) | Six months to 31 March 2023 €000 (unaudited) | Year to 30 September 2023 €000 (unaudited) |
| Total IFRS comprehensive income | (2,183) | (8,663) | (9,382) |
| Adjustments to calculate headline earnings exclude: | | | |
| Net valuation (profit)/loss on investment property | 6,617 | 12,958 | 19,726 |
| Net development (revenue)/expenditure | - | - | (1,538) |
| Share of joint venture loss on investment property | - | - | (209) |
| Deferred tax | (501) | (433) | (899) |
| Tax on development profit | - | - | - |
| Net change in fair value of financial instruments | 388 | (107) | 260 |
| Headline earnings | 4,321 | 3,755 | 7,958 |
| Weighted average number of ordinary shares | 133,734,686 | 133,734,686 | 133,734,686 |
| Headline and diluted headline earnings per share (cents per share) | 3.2 | 2.8 | 6.0 |
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