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Interim Results

23 Feb 2015 18:00

RNS Number : 6431F
Green REIT PLC
23 February 2015
 



 

 

Press Release

 

INTERIM RESULTS TO 31 DECEMBER 2014

 

STRONG NAV GROWTH OF 11% IN THE 6 MONTH PERIOD; ASSET MANAGEMENT AND DEVELOPMENT INITIATIVES PROGRESSING WELL; DUBLIN MARKET PERFORMING STRONGLY

 

GRN ID GRN LN

 

Dublin & London, 23 February, 2015 - Green REIT plc, ("Green REIT" or the "Company"), the Irish property investment company, announces its results for the 6 months to 31 December 2014.

 

Highlights | 6 month period to 31 December, 2014

· NAV growth of 11 per cent in the six month period to €1.21 per share (€1.09 at 30 June 2014) or €807 million (€728 million at 30 June 2014).

· Asset management initiatives well underway and yielding positive income and valuation results

· Developments progressing well, with an application for planning permission lodged for Molesworth Street, a grant of planning received for Horizon Logistics Park and an extension of 5 years to the master planning permission for Central Park granted in the period.

· Strong valuation increases, particularly from properties acquired early in the cycle

· Sapphire Portfolio and 13-17 Dawson St acquisitions completed in October (aggregate contract price €398 million).

· Annual passing rent has increased by €24.4 million to €53.0 million between 30 June 2014 and 31 December 2014 (or by €35.7 million when compared to 31 December 2013 annual passing rent of €17.3 million).

· Revolving credit facility put in place with Barclays Bank Ireland plc for €150 million, with the option to increase to €290 million.

· Equity fully invested, well ahead of expected investment timeframe. Adequately capitalised for current needs with Barclays facility.

· Dividend of €6.1 million, or 0.92 cent per share, to be declared for the period to 30 June 2014, to be paid in cash on or before 23 March 2015.

Financial Highlights

 

EPRA Net Assets

€807m

EPRA NAV Per Share

120.8 cent

Group LTV

10.3%

Gross Rental Income (excluding service charge income)

€16.1m

Net Rental Income

€15.1m

Profit before Tax

€74.3m

EPS (basic and diluted)

11.1 cent

 

 

 

 

 

Portfolio highlights as at 31 December, 2014

 

· Portfolio comprises 24 properties with a total passing rent of €53 million per annum at 31 December 2014, or €54.5 million per annum when rent free periods expire

· Portfolio income yield of 6%

· Investment income yield of 6.1%

· Substantial property portfolio comprising 2.2 million square feet (204,000 square meters) of built space:

- Dublin Focus: 95% by value located in Dublin

- Office Focus: Office 74%, Retail 20%, Industrial 1% and Other 5%, by value

· Portfolio occupancy rate of 94% by Estimated Rental Value ('ERV')

· Portfolio weighted average unexpired lease term of 5.3 years (to earlier of lease break and expiry, excluding residential element)

· Sapphire Portfolio acquisition in the period added €23.3 million to annual passing rent, added 6 properties and 649,000 square feet (60,300 square meters) of high quality real estate in Dublin.

 

Gary Kennedy, Chairman of Green REIT plc, commented:

 

"The six months to 31 December 2014 was a busy period for the Company, during which it completed its largest acquisition to date, thereby fully investing equity raised from shareholders. Strong growth in NAV in the period of 11% reflects the successful implementation of the Company's investment policy to date and the strength of the Irish property market. Having assembled a substantial and high quality property portfolio the Board looks forward to continuing to work with the Investment Manager to exploit the opportunities within the portfolio and to deliver attractive returns for our shareholders. We continue to maintain a positive outlook for the year ahead."

 

Pat Gunne, Chief Executive, Green Property REIT Ventures Limited added:

 

"The second half of 2014 witnessed a continued escalation in Irish property values driven by rising rents and falling yields. The portfolio of assets assembled since the launch of the Company in July 2013 includes some of the best real estate in its class in Dublin, and the asset management programme in place for these quality assets should continue to drive shareholder value. The development side of our business will kick off in earnest in 2015 and marks the beginning of an exciting new era for Green REIT, in a market that has witnessed very little supply of new space since the market collapse in 2008. Ireland's economy growing again and European interest rates remaining at historic lows, provide a positive backdrop for the period ahead."

 

 

 

Contacts

FTI Consulting (IR and PR to the Company)

 

Dublin London

+353 (0) 1 6633686 +44 (0) 203 727 1000

Mark Kenny Claire Turvey

Jonathan Neilan Giles Barrie

Melanie Farrell

greenreit@fticonsulting.com greenreit@fticonsulting.com 

 

Green Property REIT Ventures

+ 353 (0) 1 2418400

Niall O'Buachalla

 

Note on forward-looking information

This Announcement contains forward-looking statements, which are subject to risks and uncertainties because they relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company or the industry in which it operates, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements referred to in this paragraph speak only as at the date of this Announcement. The Company will not undertake any obligation to release publicly any revision or updates to these forward-looking statements to reflect future events, circumstances, unanticipated events, new information or otherwise except as required by law or by any appropriate regulatory authority.

 

Chairman's Report

 

The six month period to 31 December 2014 represented a further period of sustained activity for the Company. During the period the Company completed two acquisitions, the Sapphire Portfolio and 13-17 Dawson Street, both in Dublin. The Sapphire Portfolio, acquired for €375 million, was the Company's largest acquisition to date, and was also the single largest property transaction in the Irish market in 2014.

 

In the period, the Company put in place a new credit facility with Barclays Bank Ireland plc with an initial commitment of €150 million and with the facility to increase the commitments to €290 million. This flexible and cost effective facility will be used by the Company to finance its development pipeline and to fund opportunistic acquisitions which it may pursue. As at 31 December 2014 the Company had drawn €19.4 million under this facility, following the full investment of the equity raised from shareholders as part of the initial and secondary offerings.

 

The Company continues to execute its investment policy and to drive shareholder returns, focussing on the following three main areas:

 

1. Exploiting the active asset management initiatives identified for the portfolio;

2. Advancing the redevelopment and refurbishment opportunities of the six assets identified; and

3. Acquiring further assets that fit the Company's investment policy and which are accretive to NAV per share.

 

Financial Results and Position

 

Summary Financial Information

 

Balance Sheet:

31 December 2014

30 June 2014

Total Property Value

€882m

€403m1

EPRA Net Assets

€807m

€728m

EPRA NAV Per Share

120.8 cent

109.1 cent

Cash and Short Term Investments

€27m

€370m

Group Total Gearing

10.3%

9.2%

Income Statement:

6 mths to 31 December 2014

6 mths to 31 December 2013

Gross Rental Income (excluding service charge income)

€16.1m

€1.7m

Net Rental Income

€15.1m

€1.4m

Profit before Tax

€74.3m

€0.12m

EPS - Basic & Diluted (cent per share)

11.14

0.04

[1] Includes the 50% JV interest in the Central Park properties of €137.8m at 31 December 2014 and €116.9m at 30 June 2014

 

The key drivers of the increase in the Company's NAV by €79 million, or by 10.9%, between 30 June 2014 and 31 December 2014, were (i) a rental profit for the period of €7.9 million, (ii) a net movement in fair values by €45.5 million and (iii) a profit of €23.5 million from the Company's 50 per cent interest in the Central Park joint venture, mainly comprising an increase in fair value of €20.9 million and rental profit of €2.6 million.

 

With regard to property valuation, there was a valuation increase at 31 December 2014 of 12.5 per cent on those properties which were held at 30 June 2014, while there was an aggregate uplift of 7.8 per cent versus contract price on the Sapphire Portfolio and Dawson Street properties acquired in October 2014.

 

The Company's total annual passing rent at 31 December 2014 was €53.0 million, an increase of €35.7 million on the annual passing rent of €17.3 million at 31 December 2013, as a result of the significant acquisitions made by the Company in the year. Rental income of €16.1 million in the 6 months to 31 December 2014, compared to €1.7 million for the period to 31 December 2013, reflects the stabilisation of the portfolio following a busy period of acquisitions. However the full effect of the Sapphire Portfolio is not yet reflected, as it completed in mid-October.

 

First Dividend

The Board intends to declare the first dividend to be paid by the Company, in respect of the period to 30 June 2014. Subject to board approval a total dividend of €6.122 million, or 0.92 cent per share, will be paid in cash on or before 23 March 2015. This dividend will represent 85% of the Property Income from the Company's Property Rental Business in the period to 30 June 2014, as defined in Irish REIT legislation.

 

Outlook

Having been established as the first REIT in Ireland in July 2013 the Company continues to benefit from its efficient and disciplined deployment of capital at early stages in the recovery of the Irish economy and consequently the Irish property market. This is evidenced by the strong growth in NAV, driven mainly by increases in the value of the Company's property portfolio, and by a substantial rent roll of €53.0 million per annum. Macroeconomic conditions in Ireland continue to strengthen, particularly in Dublin, with the key indicators pointing to a period of sustained economic growth.

 

The Board looks forward to continuing to work with the Investment Manager to drive shareholder value by exploiting the asset management and development opportunities within the portfolio, while assessing further acquisition opportunities that fit with the Company's investment policy.

 

Gary Kennedy

Chairman

 

23 February 2015

 

Investment Manager's Report

 

The six month period to 31 December 2014 was a busy and a fruitful period for the Company and for the Investment Manager, Green Property REIT Ventures Limited. The highlight of the period was the acquisition of the Sapphire Portfolio for a contract price of €375 million. This acquisition, contracted in June 2014, absorbed almost all of the net equity raised as part of the Company's secondary offering which completed in May 2014. It also added €23.3 million to the Company's annual passing rent and 649,000 square feet (60,300 square meters) of high quality Dublin real estate to the portfolio.

 

As set out in the Company's Annual Report 2014, our focus is on executing our asset management and development strategies across the portfolio, in line with the business plans that are in place for each property. We continue to assess acquisition opportunities that fit with our investment policy, and indications are that 2015 will be another strong year for both the investor and occupier markets in Dublin and in the main urban centres of Ireland.

 

ASSET MANAGEMENT (Please see Appendix 1 for further information)

 

Highlights in the period since 1 July 2014 include the following:

 

· 16 new leases and licences were signed in the period, generating additional annual contracted rent of €1.25 million. This includes 10 short term lettings.

· The new lettings achieved were 13% ahead of 30 June 2014 rental values (excluding short term lettings)

· Notable lettings in the period include Wetherspoons, who have taken a 30-year lease paying €150,000 per annum (stepped increase year 6 to €231,000 per annum and year 11 to €254,000 per annum). They are about to commence a substantial refurbishment of the building and their gastro pub concept will be a positive addition to the food offer at West End Commercial. EZ Living have taken a 9,366 square foot (870 square meter) unit in Globe Retail Park on a 20-year lease (break year-7 and 14) paying €112,500 per annum. These rents will be payable on expiry of agreed rent free periods.

· There were virtually no tenant breaks or expiries in 2014, with the exception of two minor tenancies in Ormond Building. Here we are in the process of taking back space strategically to upgrade to open plan offices which we believe will yield a higher rental level in the current market. In the six months to 30 June 2015 there are lease events in 2% (by contracted rent) of the portfolio, equating to €1.25 million. These include expiries of leases in Dawson Street, which we are planning to redevelop, with the balance remaining to other tenancies where discussions are ongoing. 

· There was one lease re-gear completed in the period, of the leases to Leaseplan in Block C of Central Park. The average term of the leases was extended by 10 years. The amended rent per square foot of €23 compares to the valuer's ERV at 30 June 2014 of €17.50 per square foot.

· Looking forward, between 2016 and 2018, there are lease events in just over 57% of the portfolio. Engagement with tenants is on-going and lease re-gear/renewal discussions will be activated on a case by case basis.

· As at 31 December 2014 there was 6 per cent vacancy across the portfolio, of which 1.4 per cent was under offer/agreed, and a further 0.8 per cent was being held vacant as part of planned redevelopments. Agents have been appointed on all vacant space and active discussions are ongoing with a number of potential tenants.

 

 

 

DEVELOPMENT PROJECTS

 

The Company has six properties which were acquired for their development or refurbishment potential. Good progress in relation to five of the six properties has been made in the six months to 31 December 2014 in advancing these projects. Progress to date and an outline programme for each property is as follows:

 

- Central Park Block H - construction contract tendering process underway; expect to commence construction by H2 2015 under the existing planning consent for an office building of 147,000 square feet (13,656 square meters).

- 13-17 Dawson St: vacant possession to be secured in Q4 2015, with construction to commence in late 2015, subject to satisfactory planning consent being obtained and subject to board approval.

- 4-5 Harcourt Road: existing lease expires in October 2015. Construction expected to commence in Q4 2015/Q1 2016, subject to satisfactory planning consent being obtained and subject to board approval.

- Horizon Logistics Park: grant of planning received on Horizon Logistics Park in July 2014 for 77,000 square feet of industrial units. Possible commencement on site in 2015 for the construction of a unit of 44,000 square feet and/or 33,000 square feet (4,087 square meters and/or 3,065 square meters), subject to demand.

- 32 & Rear of Molesworth Street: Application for planning permission lodged in December 2014. Expect to commence construction once planning is granted.

- Central Park - an extension of 5 years to the master planning permission was granted in September 2014, extending it to December 2019.

 

· Development costs will be funded using the revolving credit facility entered into with Barclays Bank Ireland plc in December 2014, other than in the case of Block H Central Park, where bank funding may be procured at an appropriate point in the development phase.

· Please refer to our interim results presentation on the Company's website for further information on our development assets (see http://www.greenreitplc.com/investor-relations/regulatory-news/)

 

VALUATION

 

Comparing valuations at 31 December 2014 to the previous valuations at 30 June 2014, for those properties held at 30 June 2014, the position as follows:

 

Property

Value at 30 June 2014

Value at 31 December 2014

Uplift

€000

€000

%

Arc Portfolio

151,465

167,820

10.8%

2 Burlington Road

60,000

63,750

6.3%

Other Q4 2013

16,800

22,600

34.5%

Danske 2

26,340

29,550

12.2%

Central Park

116,900

137,795

17.9%

Harcourt

31,400

31,900

1.6%

Total

402,905

453,415

12.5%

 

The main drivers of the valuation movement in the period were lower investment yields and continued rental growth as a result of improving macro- and microeconomic conditions in Ireland. In addition, active asset management in agreeing new leases/licences has had a positive impact on values.

 

FINANCIAL REVIEW

 

The Company's financial results for the six month period to 31 December 2014 reflect the successful execution of the Company's investment policy and the strength of the Irish property market, in particular Dublin, where 95 per cent by value of the Company's property portfolio is located.

 

Net Asset Value ('NAV')

 

EPRA net asset value per share increased during the six months to 31 December 2014 to 121 cent from 109 cent at 30 June 2014, an 11 per cent increase. Over the twelve months to 31 December 2014 the increase in NAV per share was 25 per cent.

 

The increase in NAV in the six months to 31 December was driven mainly by property valuation increases but also by rental profit in the period, from the Company's 100 per cent owned properties and from its 50 per cent interest in the Central Park joint venture.

 

Income Statement and Earnings per Share ('EPS')

 

Profit for the period was €74.3 million, compared to a profit of €0.1 million for the same period in 2013. The sharp increase between the periods reflects the fact that having been established in July 2013, the Company's initial acquisitions were made in the fourth quarter of 2013, while in the first half of 2014 the 50 per cent interest in Central Park was acquired, among other acquisitions, which contributed for the full 6 month period to 31 December 2014 along with the acquisitions made in late 2013. In addition, although it closed in October 2014, the acquisition of the Sapphire Portfolio, with a rent roll of €23.3 million per annum, contributed to both rental profit and valuation uplift in the six months to 31 December 2014.

 

Rent receivable for the six months to 31 December was €16.1 million when service charge income is excluded, compared to €1.7m in the same period in 2013. This reflects the staggered nature of acquisitions to date. The six months to 30 June 2015 will be the first period in which all of the Company's current portfolio will generate a full six months of rental income.

 

Property outgoing expenses for the period were €1 million (2013: €0.3 million), or 6.2 per cent of rents receivable. These mainly comprise recurring property-related professional fees and landlord non-recoverables, in addition to set-up related costs of €0.4 million. Administrative expenses for the period were €0.7 million (2013: €0.5 million), reflecting the larger scale of the portfolio.

 

Investment Manager

 

The increased base fee charge of €3.8 million in the period (2013: €0.9 million) reflects the increased NAV of the Company on which the base fee is calculated, arising from a combination of the secondary offering in May 2014 which raised €400 million from shareholders and the increases in NAV set out above. The details of the performance fee provision are set out in further detail in note 18 of these results.

 

Financial Resources and Capital Management

 

During the period the Company put in place a revolving credit facility ('RCF') with Barclays Bank Ireland plc with a limit of €150 million which can be increased to €290 million at the Company's request. €19.4 million has been drawn on this facility to date, with €130.6 million undrawn, or €270.6 million undrawn against the increased limit of €290 million. This was the second debt facility put in place, the first being the Central Park non-recourse facility with Bank of Ireland, of which the Company's share is €75 million. The Company's gearing on property only is 10.7 per cent, while on total assets it is 10.3 per cent at 31 December 2014. The current annual interest rate on the €94.4 million of bank debt is 2.9%, with interest cover of 19 times and with a weighted average maturity of 3.5 years.

 

The Company currently has no intentions to raise further equity from shareholders. Its primary source of funding will be the Barclays RCF, while other forms of debt may be considered in the future. The Barclays RCF will be used to fund the development pipeline, currently estimated at €114 million excluding finance costs, and to fund opportunistic acquisitions.

 

With regard to debt headroom, on the basis of total assets of €915 million at 31 December 2014 and total gearing of 35 per cent, the Company's total debt headroom would be €493 million. Netting the existing debt of €94.4 million against this gives remaining unused debt headroom of €398 million.

The Central Park facility is hedged in full for its term through an interest rate cap at 2% EURIBOR while the Barclays facility is unhedged.

 

 

OUTLOOK

 

We look forward to what is expected to be another strong year for commercial real estate in Ireland and what should be a strong year for the Company. Having experienced one of the most severe economic downturns of any modern country in recent history, followed by a period of over five years of austerity measures, Ireland is once again a competitive and attractive country in which to do business. Consumer confidence has returned and the retail sector posted fourteen consecutive months of growth in both value and volume terms to December 2014.

 

While the continued Eurozone weakness and the uncertainty surrounding Greece are of concern, recent quantitative easing measures announced by the ECB and a continued weakness in the Euro and oil prices should impact positively on Irish exports, tourism and FDI, and consequently on GDP. This should lead to greater occupier demand, particularly for Dublin offices, where the Company's focus is centred. The low level of supply of new offices in Dublin in the short term, combined with expected strong occupier demand, should lead to growth in office rental values, while the expected high levels of capital looking to acquire Irish property should lead to continued growth in capital values. The sector also continues to benefit from the prevailing low interest rate environment.

 

The Company is in a strong position to take advantage of supply constraints in the Dublin office market, and through its debt headroom has the means to deliver new buildings on those sites earmarked for development and to acquire further properties that fit with the Company's investment policy and which will be accretive to shareholder value.

 

 

Stephen Vernon Pat Gunne

Executive Chairman Chief Executive

 

23 February, 2015

 

 

Irish Property Market Overview

 

 

MARKET OVERVIEW

 

As anticipated in our 2014 Annual Report, 2014 turned out to be a record year for property in Ireland with investment, loan sales and leasing activity at an all-time high. Bank deleveraging was the main source of opportunities and the increased activity levels look set to continue through 2015 as deleveraging continues and some early cycle, private equity buyers look to trade on some of their acquisitions.

 

At the macroeconomic level the key indicators are trending positive, with domestic demand on a positive trajectory. The European Commission is predicting 3.5 per cent growth in Irish GDP in 2015, the highest forecast among all 28 EU economies. Ireland's trade links with the US and the heavy presence of multinationals are expected to continue to benefit the economy. Forecasts are for net exports to continue to grow in 2015 and 2016, in spite of slowing growth in the UK and the low growth in the Euro-area. Ireland's largest export destinations are the US and the UK, which together account for in the order of 37 per cent of total exports, while the EU excluding the UK accounts for circa 40 per cent. Export growth is expected to be helped by the weaker Euro and the EU's quantitative easing plans.

 

INVESTMENT

 

Total direct investment in commercial real estate in Ireland reached €4.6 billion for 2014, which is a 25% increase on the previous high in 2006 and significantly ahead of the 10 year average of €1.4 billion per annum. It was also almost 2.5 times' the 2013 total investment.

 

The two main headlines for 2014 were the increase in the number of portfolio disposals and the emergence of retail as a sector of choice for many investors. Of the amount invested, offices still dominated, accounting for 29%, mixed use schemes accounted for 28%, retail was at 23% and residential at 11%. The remaining 9% was a combination of income-producing hotels, industrial and other classes of income producing assets. Greater Dublin still dominates activity levels, accounting for 72% of volume in 2014.

 

Demand continues to be strong. Of the total capital deployed, 15 transactions were over €100 million individually and of these, 7 were concluded in the final quarter of 2014. The depth of buyers has continued to expand and broaden. By year end, 55% of buyers in 2014 were classified as domestic and 45% overseas. The Irish REITs dominated, accounting for 30% of the total investment, mainly as a result of their formation in 2013/2014 and the natural desire to get their portfolios established in the early part of the recovery cycle. It remains to be seen what the composition of the buyer group will be in 2015. The emergence of a broader buyer base is welcomed, and we are starting to see more long-term, core capital bidding and buying in Ireland. We also expect to see some divestment by some of the earlier cycle, private equity investors.

 

Best estimates are that loan sales activity in 2014 totalled €21 billion, most of which were traded through large portfolios by the liquidator of IBRC, by NAMA and by Ulster Bank (part of RBS). To put this in context, total loan sales across Europe were €80.6 billion in 2014, with Ireland's deleveraging accounting for over a quarter of the total European market, beaten only by the UK. While it is expected that 2014 was the peak year, there is still a substantial amount of deleveraging to happen, so activity levels in 2015 are expected to remain high. Most of the loan buyers to date have been large private equity houses, such as Cerberus, Goldman Sachs, Lone Star, CarVal and Deutsche Bank. 

 

 

STRONG PROPERTY RETURNS IN 2014

 

IPD recorded total returns for 2014 of 40% across all property, above the 20-year average annual total return of 12.2% and above the total returns for the UK, which were 19.3%. The total return of 40% across all property was the highest total return recorded by IPD for Ireland since they started to measure performance in Ireland in 1973. The IPD total return by sector was 45% for Dublin offices, 35% for Dublin retail and 20% for industrial. Yield movement had a 21.1% impact on total returns while rental growth has started to gather momentum with a 19.7% impact. The all-property equivalent yield is down 190 bps from the end of 2013 and currently stands at 6.50%, which compares to 4.00% at the peak in Q4 2007.

 

Prime equivalent yields across the sectors have compressed in the period December 2013 to December 2014. Dublin prime office yields have reduced by 75 bps from 5.75% in December 2013 to 5.00% and are trending stronger. Dublin high street retail yields have reduced by 150 bps from 5.50% to 4.00% and are trending stable, while industrial has decreased by 75 bps from 8.00% to 7.25% and is trending stronger. Outside of Dublin there has been a 100 bps movement in offices in major provincial centres from 8.25% to 7.25%.

 

OCCUPIER MARKETS

 

Offices

Total take-up in Greater Dublin for 2014 reached a record level of 2.4 million square feet (225,000 square meters), 30% ahead of 2013 and 50% ahead of the long run average of 1.6 million square feet per annum (150,000 square meters). The TMT sector, financial services and professional services tenants accounted for over 68% of Dublin take-up, as follows:

 

Sector

Take-up (Sq Ft)

% of Total Take-up

TMT

821,458

34%

Financial Services

314,091

13%

Professional Services

502,960

21%

Other

778,025

32%

Total

2,416,534

100%

 

The largest transactions in 2014 included lettings of over 120,000 square feet (11,100 square meters) in a pre-letting to Arthur Cox Solicitors and 127,600 square feet (11,800 square meters) to Facebook (in addition to their existing 122,800 square feet (11,400 square meters), and lettings of between 50,000-100,000 square feet (4,645 and 9,290 square meters) to Workday, Yahoo, Amazon, Dropbox and the Office of Public Works (Irish Government).

 

With this heightened level of activity vacancy rates continued to fall. In Greater Dublin the overall vacancy rate reduced from 15% (Q4 2013) to 11.8% by Q4 2014. In Dublin 2 (CBD) the overall vacancy rate now stands at 7.3%, with the Dublin 2 Grade A vacancy rate quoted as being between 2-3%. There continues to be a consistent level of demand and the main concern for tenants looking ahead is the eroding supply of Grade A accommodation in Dublin city centre.

 

With regard to the supply of new office stock in Dublin city centre we are starting to see sites selling and planning applications being submitted, but the current development pipeline is negligible in the context of the total Dublin office market, where no more than 1 per cent of new stock will be added by the end of 2016. A summary of the schemes underway at present is as follows:

 

 

New Build (in Sq Ft)

New Build (in Sq M)

Refurbishment (in Sq Ft)

Refurbishment (in Sq M)

Total (in Sq Ft)

Total (in Sq M)

Speculative

411,500

38,200

171,620

15,950

583,120

54,200

Pre-let

247,500

23,000

47,500

4,400

295,000

27,400

Total

659,000

61,200

219,120

20,350

878,120

81,600

 

It is estimated that the majority of these schemes will be completed between H2 2016 and the end of 2017. With this in mind, in our view growth in Dublin office rental values looks set to continue through 2015.

 

Looking at the supply of new offices in Dublin city centre beyond 2017, planning permission has been granted for a further 2.65 million square feet (247,000 square meters) and planning applications have been submitted for an additional 1.3 million square feet (121,000 square meters) in Greater Dublin . There is no visibility at this point when construction on those sites with planning will commence and whether there is construction finance in place. Realistically we would expect 2018 and 2019 to be the years in which we will see a meaningful supply of new office stock. The Strategic Development Zone ('SDZ') for the north and south docks is likely to play an important part here. The market expectation is that the schemes involved here will take between 5 and 7 years to be developed, although in our view it is likely to take longer due to the current lack of development finance for speculative development. In addition, approximately 75 per cent of the sites are in NAMA's control so we would expect a phased and coordinated approach to development here.

 

At the end of 2013, prime Grade A Dublin office rents had reached €35 per square foot ( €377 per square meter) and over the course of 2014 we have seen a 28% increase, with prime headline rents now at €45 per square foot ( €484 per square meter). 

 

Retail

The Irish economy has continued to strengthen in the second half of 2014. GDP grew by 5% in 2014, the strongest growth in the Eurozone. The unemployment rate fell to 10.6% in December 2014 compared to 12.4% in December 2013 and compared to a peak unemployment rate of 15.1 per cent in February 2012. Unemployment is expected to reach 9.6 per cent in 2015 before falling to 8.8 per cent in 2016. Retailers reported stronger trading over the Christmas period, with volumes up by 1.9% (excluding cars) in December when compared to November. For 2014 as a whole retail sales were up by 5.1% and 4.8% if cars are excluded. With fuel prices having reduced dramatically in Q4 2014, and with the expectation that they will remain depressed for some time to come, the expectation is that retail sales will benefit as a result of the higher disposable income effect of these reduced prices. On the consumer sentiment front, Irish consumer sentiment hit a nine-year high in January 2015.

 

New entrants to the Irish retail market in 2014 included Cos, Nespresso, Michael Kors, Mango, Molton Brown, iConnect and Parfois. Tenant demand remains focused on the best trading locations of Dublin city centre and other centres with a larger catchment, the best shopping centres and retail parks. We may see this tenant demand ripple a little further towards secondary locations in 2015 as improvements in the economy take hold. Vacancy in prime locations is limited, particularly Dublin high streets, offering the prospect of some upward pressure on rents for the year ahead.

 

Development of new retail remains constrained, with no proposals for any new centres in the pipeline, so the addition of new space is likely to be limited to extensions to existing schemes. In 2015, extensions are proposed for Kildare Outlet Village, 70,000 square feet (6,500 square meters), Liffey Valley Shopping Centre, 100,000 square feet (9,290 square meters), The Square in Tallaght has existing consent for 200,000 square feet (18,580 square meters) though they may not break ground this year, while Merchant's Quay in Cork is scheduled to be redeveloped in the next 12 months.

 

 

Industrial

After a strong level of activity in 2013, take up in 2014 was comparable to the peak in 2007 at 3.49 million square feet (325,000 square meters). Of the 175 transactions recorded, 76% were sales of industrial units and 24% were lettings.

 

Demand for space remains steady and while new requirements tend to seek prime accommodation, 70% of actual take up in 2014 was secondary space, mostly as a result of the shortage of modern options. Prime industrial rents remained stable during the year and currently stand at €6 per square foot (€67 per square meter). While there is a need for the delivery of modern new space, at these rental levels, development remains unviable.

 

 

Sources:

(1) CBRE Outlook presentation & report January 2015

(2) CBRE Research Department

(3) JLL Investment market report Q4 2014

(4) European Real Estate Loan Sales Market, Cushman & Wakefield

(5) IPD/SCSI Quarterly Briefing Q4, Ireland 29th January 2015

(6) JLL Dublin Industrial Market Report Q4, 2014

(7) Central Statistics Office, Ireland

(8) Goodbody Commercial Property Sector Outlook 2015

(9) DTZ Outlook 2015

 

Portfolio Overview at 31 December 2014

 

§ 24 properties acquired by 31 December 2014, valued at €882 million at that date

§ Valuation uplift of 12.5% on properties held at 30 June 2014

§ Valuation uplift of 7.8% on properties acquired in October 2014 (Sapphire and Dawson Street)

§ Total floor area of 2.3 million square feet (210,000 square metres)

§ 94% portfolio occupancy rate

§ Total passing rents of €53.0 million per annum (€54.5 million on expiry of rent frees)

§ 145 tenants

§ Portfolio weighted average unexpired lease term of 5.3 years (to earlier of lease break and expiry)

§ Yields:

 

On 31 December 2014 Values

On 30 June 2014 Values

On Actual Cost

Portfolio Income Yield

6.0%

6.7%

6.8%

Investment Income Yield

6.1%

7.0%

7.2%

 

§ 95% of assets by value located in Dublin

§ Sectoral Split by value at 31 December 2014: Office 74%, Retail 20%, Industrial 1%, Other 5%

§ Development opportunities on 3 Dublin city centre office properties, 7.4 acres for offices at Central Park in South Dublin and 112 acres of land for industrial at Dublin Airport.

 

Appendix 1: Further Portfolio Information at 31 December 2014

RENTAL INCOME

Passing

Rent€m pa

Contracted Rent€m pa

ERV€m pa

Vacant

ERV

€m pa

%

Overrenting *

Office

Dublin CBD (2/4)

26.3

26.4

25.8

0.8

+2

Greater Dublin

12.4

13.4

12.4

1.1

+8

Retail

12.2

12.7

9.7

0.9

+28

Industrial

0.8

0.8

0.7

-

+15

Other

1.3

1.2

1.2

-

-

Total (Let Properties Only)

53.0

54.5

49.8

2.8

+9

*Includes vacant space to give portfolio position

LEASE LENGTHS & VACANCY

WAULT

(years) *

Vacancy %

(by floor area)

Vacancy %

(by ERV)

Office

Dublin CBD (2/4)

3.2

3

3

Greater Dublin

5.7

7

7

Retail

8.9

9

9

Industrial

2.9

-

-

Other

13.0

-

-

Total Portfolio

5.3

7

6

*Excluding residential component in Arena Centre

CONTRACTED RENTS VERSUS ESTIMATED MARKET RENTS (ERVs) *

Average

Contracted Rent

€psf

Average

ERV

€psf

%

Variance

(v ERV)

Office

Dublin CBD (2/4)

39.1

37.9

+3

Greater Dublin

28.3

26.4

+7

Retail

16.3

12.5

+30

Industrial

7.2

6.3

+14

Other

--

--

--

Total (Let Properties Only)

26.2**

24.1**

+9

*Let only properties. Excluding car space rent (where applicable)

**Excluding Parnell Car Park and residential components ("Other") to give portfolio position

 

 

Click on, or paste the following link into your web browser, to view the associated PDF document.

 

http://www.rns-pdf.londonstockexchange.com/rns/6431F_-2015-2-23.pdf 

 

 

TOP 10 OCCUPIERS BY PASSING RENT

Passing Rent

€m pa

% of

Group Rent

Unexpired Term

(years)

The Commissioners of Public Works Ireland (OPW)

- Government (Irish)

4.7

9

 2.5

Allied Irish Bank

- Government (Irish)

4.5

9

 2.9

Vodafone

(50% interest)

3.6

7

 3.8

Pioneer

3.4

6

 2.2

Woodies DIY

(Part of Grafton Group plc)

2.4

4

 16.7

Invesco Global AM

1.9

4

 1.3

Northern Trust

1.9

4

 3.5

GAM

1.4

3

 7.4

Bank of Ireland

1.4

3

 3.1

RBC Dexia

1.3

2

 1.3

Top 10 Tenants

26.6

50

4.1

Remaining 135 tenants

26.4

50

 6.3

Total Portfolio

53.0

100

5.3*

*Excluding residential component in Arena Centre

 

 

 

Principal Risks and Uncertainties

The following are the principal risks that the Board has identified for the coming year and the measures that will mitigate these risks:

 

Risks

Potential Exposure

Mitigation Measures

OPERATIONAL RISKS

 

Occupier demand & Income Sustainability

 

There is unoccupied space within the Company's portfolio which the Investment Manager is tasked with leasing. There is a risk that due to a lack of occupier demand resulting from possible weakness in the macro economy this space may take longer than expected to lease, thereby impacting the Company's income and capital performance.

 

While the Company's income is secured and documented in leases with tenants, all have contractual expiry dates, and some have break dates in advance of their expiry date.

 

The Company's strategy is to acquire prime and good secondary commercial property with a Dublin focus, which is where the majority of its vacant space is located. The Company also engages experienced letting agents with track record and expertise in the type of accommodation which requires to be let. 

 

 

The Company monitors its exposure to the letting market and deals with any break options or lease expiries well in advance of their trigger dates to ensure that the income from the portfolio is managed proactively to minimise any interruptions. 

 

 

Tenant default

 

Occupier failures may adversely impact the Company's income and the capital performance of the portfolio.  

The Investment Manager closely monitors the performance of occupiers to identify any weaknesses in their ability to meet their ongoing obligations to the Company. The Company manages the portfolio to ensure that it does not have any significant exposures to any one tenant or is overly concentrated on one sector of tenants.

The Investment Manager works with tenants so that their space requirements are tailored to their businesses needs and their ability to pay for the space they rent. 

Investment Manager Performance

 

The Company is reliant on the Investment Manager for its property investment, asset management and development expertise in particular, which drive the financial performance of the Company.

 

 

 

 

 

 

 

 

The Board oversees the work of the Investment Manager and there is a close working relationship between the Board and the Investment Manager. The Investment Manager is financially incentivised through the Performance Fee, which is explained in Note 17 (b) to the financial statements.

The Investment Management Agreement contains termination provisions if the Board of the Company consider that the Investment Manager is underperforming.

Development Risk

 

The Company undertakes routine capital works and will in the short to medium term be redeveloping and/or refurbishing a number of its properties and sites in order to optimise the return to shareholders. Property development comes with planning risk, construction risk, additional cost exposure and overrun risk, engineering risk, and, given that it takes some time to complete, it may not be completed on a timely basis to take advantage of a positive letting cycle. 

 

 

 

 

 

 

 

 

 

 

The Investment Manager is experienced in property development. The Company undertakes detailed planning and cost review and budgeting exercise around all capital expenditure. The Company has a system of regular reporting of progress against development plans and budgets

 

The Company uses competitive tendering procedures and fixed price contracts negotiated with reputable and experienced building contractors to minimise delivery risks. Board approval is required for all projects for capital expenditure in excess of limits set out in the IMA. In addition, the Board carries out an impact analysis and provides for contingencies in their analysis to ensure that the business is not materially impacted by schedule delays or unavoidable over runs.

MARKET RISK

 

Economic Recovery Falters

 

The Company's investments are concentrated in Ireland. Although there are clear signs of a general economic recovery in Ireland, this recovery is nascent and there can be no assurances that current growth levels will be sustained.

 

The Company deployed the capital raised from shareholders in an efficient manner with a view to acquiring properties at an early point in the Irish recovery cycle.

 

In addition, the Company's focus is on Dublin, which has been more resilient economically in the past.

 

The Company also targets strong covenant tenants. These factors combined should benefit the Company in the event that future economic growth in Ireland is less than that currently being experienced.

Property Market Downturn

The Company's assets are property assets located in Ireland. Property values in Ireland were severely impacted by the recent financial crisis. Although there has been a strong recovery in property values of late, and despite the general economic recovery in Ireland, there can be no assurances that today's values will be maintained, in what is a cyclical industry.

The Company deployed capital raised from shareholders at an early point in the recovery cycle and initially at a time when there was little demand for Irish commercial property as an asset class.

 

The Board currently intends that gearing will not exceed 35%. In any event, under the Irish REIT Regime, the Group is restricted to a REIT LTV ratio which does not exceed 50%. These conservative levels of gearing will mitigate the risk of the Company not being in a position to meet its bank debts as they fall due, in the event of a property downturn.

 

The Investment Manager's broader organisation has been owning and managing commercial property in Ireland for almost 50 years and has significant experience in managing the cyclical nature of commercial real eatate.

 

FINANCIAL RISK

 

Interest Rate and Credit Risk

 

The Company is exposed to risks associated with movements in interest rates on its floating rate bank debt and on the cash that it holds.

The joint venture that the Company entered into on Central Park purchased an interest rate cap with a strike rate of 2% on the full amount of the debt, thereby protecting against upward movements in the 3 month Euribor rate over the term of the loan.

 

With regard to floating rate bank debt which the Company raised in December 2014, the Company consults on a regular basis with its retained hedging adviser JC Rathbone and Associates with regard to interest rate exposure and whether hedging should be put in place, which would be approved by the Board. With regard to cash held on deposit, following the acquisition of the Sapphire Portfolio the Company has invested all of the equity raised from shareholders and deposit interest rates are as a result now much less relevant.

REGULATORY RISK

 

Regulatory Risk - AIFMD and failure to abide by REIT Rules

 

The Company operates under the Irish REIT regime which among other benefits means that the Company does not pay corporation tax or capital gains tax, for so long as the Company is in compliance with these rules.

 

The Company operates in an a very changing and increasingly complex corporate governance environment with significantly more compliance rules for which any failure to meet or to adhere to could result in a financial and reputation loss to the business.

 

 

The Investment Manager was authorised as an AIFM in July 2014 by the Central Bank of Ireland and as the AIFM of the Company, under recently adopted EU regulations. Should the Investment Manager cease to be authorised then the Company would be required to appoint a replacement AIFM and may suffer losses arising from the transition from its current Investment Manager to another. The Company is an Alternative Investment Fund .

 

The Board monitors and tests the Company's compliance with the REIT rules and regularly reviews and considers how the company's planned operations will ensure compliance with these rules 

 

 

The Board has received independent legal advice in relation to the issues which they need to monitor and manage and therefore are alert and vigilant to these matters

 

 

 

 

The Board monitors compliance by the Investment Manager with the regulations so that should any issues arise the Company is forewarned and can deal with any potential disruption that might be caused.

 

The Company has appointed a Depositary, Northern Trust. The Depositary has a number of roles relating to the oversight of certain activities of the Company, including but not limited to, overseeing the safekeeping of the assets owned by the Company (including cash), verification duties regarding the assets of the Company and the depositing of cash not yet invested by the Company with a bank. In addition, the Depositary also has custody duties in respect of any assets acquired by the Company and monitoring duties regarding the Company's cash flows

STRATEGIC RISK

 

 

Investment Strategy

 

The Company could significantly underperform due to inappropriate or poor execution of the Company's Investment Strategy. 

The Investment Manager is made up of a well-regarded multi-disciplinary team of property and finance professionals experienced in the selection, financing and management of property investments.

 

The Board carries out a detailed evaluation of every investment opportunity presented by the Investment Manager to determine its fit with the Company's stated Investment Policy and to ensure that it enhances the firms risk return goals as articulated in the Investment Strategy.

 

The Board undertakes a rigorous review of all investment propositions to ensure that each one approved is a good strategic fit. The Board also identifies the key success factors and risks around each investment at acquisition and ensures that the benefits and risks of each investment are monitored post acquisition.

 

 

STATEMENT OF DIRECTORS' RESPONSIBILITIES FOR THE CONSOLIDATED FINANCIAL STATEMENTS

 

Statement of Directors' Responsibilities

 

The Directors confirm to the best of their knowledge that the interim consolidated financial statements have been prepared in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007, the Transparency Rules of the Central Bank of Ireland and the Disclosure and Transparency Rules of the UK Financial Conduct Authority and with IAS 34 Interim Financial Reporting, as adopted by the EU, and to the best of their knowledge and belief:

 

· the condensed interim financial statements comprising the condensed statement of comprehensive income, the condensed statement of financial position, the condensed statement of changes in equity, the condensed statement of cash flows and related notes have been prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

· the interim management report includes a fair review of the information required by:

· Regulation 8(2) of the Transparency (Directive 2004/109/EC) Regulations 2007, being an indication of important events that have occurred during the period from 1 July 2014 to 31 December 2014 and their impact on the condensed interim financial statements, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

· Regulation 8(3) of the Transparency (Directive 2004/109/EC) Regulations 2007, being related party transactions that have taken place during the period from 1 July 2014 to 31 December 2014 and that have materially affected the financial position or performance of the entity during the period; and any changes in the related party transactions described in the last annual report that could do so.

 

Signed on behalf of the Board

 

 

 

Gary Kennedy Stephen Vernon 23 February 2015

Chairman Director

 

 

INDEPENDENT REVIEW REPORT TO THE MEMBERS OF GREEN REIT PLC

 

Introduction

 

We have been engaged by the Company to review the condensed set of consolidated financial statements in the half-yearly financial report for the six months ended 31 December 2014, which comprises the Group statement of comprehensive income, the Group statement of financial position, the Group statement of changes in equity, Group statement of cash flows and the related explanatory notes. We have read the other information contained in the half-yearly financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of consolidated financial statements.

 

This report is made solely to the Company in accordance with the terms of our engagement to assist the Company in meeting the requirements of the Transparency (Directive 2004/109/EC) Regulations 2007 as amended ("the TD Regulations"), the Transparency Rules of the Central Bank of Ireland and the Disclosure and Transparency Rules of the UK's Financial Conduct Authority ("the UK FCA"). Our review has been undertaken so that we might state to the Company those matters we are required to state to it in this report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company for our review work, for this report, or for the conclusions we have reached.

 

Directors' responsibilities

 

The half-yearly financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the TD Regulations, the Transparency Rules of the Central Bank of Ireland and The Disclosures and Transparency Rules of the UK FCA.

 

The annual financial statements of the Group are prepared in accordance with IFRSs as adopted by the EU. The directors are responsible for ensuring that the condensed set of consolidated financial statements of the Group are prepared in accordance with IAS 34 Interim Financial Reporting as adopted by the EU.

 

Our responsibility

 

Our responsibility is to express to the Company a conclusion on the set of condensed set of consolidated financial statements in the half-yearly financial report based on our review.

 

Scope of review

 

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity issued by the Auditing Practices Board. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK and Ireland) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. 

 

INDEPENDENT REVIEW REPORT TO THE MEMBERS OF GREEN REIT PLC

 

 

Conclusion

 

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of consolidated financial statements in the half-yearly financial report for the six months ended 31 December 2014 is not prepared, in all material respects, in accordance with IAS 34 and consequently IFRSs as adopted by the EU, the TD Regulations and the Transparency Rules of the Central Bank of Ireland and the Disclosure and Transparency Rules of the UK FCA.

 

 

 

KPMG

Chartered Accountants, Statutory Audit Firm

Dublin, Ireland

23 February 2015

 

Unaudited condensed statement of comprehensive incomefor the six month period to 31 December 2014

 

 

31 December 2014

31 December 2013*

Notes

Underlying pre-tax

Capital and other

Total

 

Underlying pre-tax

Capital and other

Total

 

€'000

€'000

€'000

€'000

€'000

€'000

Gross rental and related income

5

18,779

-

18,779

1,780

-

1,780

__________

__________

__________

__________

__________

__________

Net rental and related income

5

15,085

-

15,085

1,442

-

1,442

__________

__________

__________

__________

__________

__________

Net movement on fair value

6

-

45,494

45,494

-

(44)

(44)

Investment Manager

- base fee

18

(3,836)

-

(3,836)

(854)

-

(854)

- performance fee

18

(5,000)

-

(5,000)

Administrative expenses

(700)

-

(700)

(467)

-

(467)

__________

__________

__________

__________

__________

__________

Operating profit

5,549

45,494

51,043

121

(44)

77

Finance income

95

-

95

44

-

44

Finance expense

(307)

-

(307)

-

-

-

Share of joint venture profit

9

2,604

20,895

23,499

-

-

-

__________

__________

__________

__________

__________

__________

Profit on ordinary activities before taxation

7,941

66,389

74,330

165

(44)

121

Income tax

7

-

-

-

-

-

-

__________

__________

__________

__________

__________

__________

Profit for the period after taxation

7,941

66,389

74,330

165

(44)

121

__________

__________

__________

__________

__________

__________

Other comprehensive income

-

-

-

-

-

-

__________

__________

__________

__________

__________

__________

Total comprehensive income for the period

attributable to the shareholders of the Company

7,941

66,389

74,330

165

(44)

121

__________

__________

__________

__________

__________

__________

Basic and diluted earnings per share (cents)

14

1.19

9.95

11.14

0.05

(0.01)

0.04

__________

__________

__________

__________

__________

__________

 

*The comparative period is from 24 June 2013 to 31 December 2013

 

Unaudited condensed consolidated statement of financial positionas at 31 December 2014

 

31 December

30 June

2014

2014

Notes

€'000

€'000

Assets

Non-current assets

Investment properties

8

744,639

286,005

Investment in joint venture

9

64,421

41,884

__________

__________

Total non-current assets

809,060

327,889

__________

__________

Current assets

Other receivables

10

2,887

1,920

Deposits paid

-

37,500

Short term investments

11

-

351,649

Cash and cash equivalents

27,329

18,056

__________

__________

Total current assets

30,216

409,125

__________

__________

Total assets

839,276

737,014

__________

__________

Equity

Share capital

12

66,697

66,697

Share premium

12

617,941

617,941

Performance fee share reserve

18

5,000

-

Retained earnings

117,459

43,129

__________

__________

Equity attributable to shareholders of the Company

807,097

727,767

__________

__________

Liabilities

Current liabilities

Amounts due to Investment Manager - base fee

18

2,015

1,818

Trade and other payables

16

12,135

7,429

__________

__________

Total current liabilities

14,150

9,247

Non-current liabilities

Borrowings

17

18,029

-

__________

_________

 

Total non-current liabilities

 

18,029

 

-

__________

_________

Total liabilities

32,179

9,247

 

Total equity and liabilities

__________

839,276

________

737,014

__________

__________

Net asset value per share (cents)

15

121.0

109.1

__________

__________

EPRA net asset value per share (cents)

15

120.8

109.1

__________

__________

 

 

Unaudited condensed consolidated statement of changes in equity
for the period ended 31 December 2014

Performance

Share

Share

Retained

fee share

capital

premium

earnings

reserve

Total

€'000

€'000

€'000

€'000

€'000

At 24 June 2013

-

-

-

-

-

Total comprehensive income for the period

Profit for the financial period

-

-

121

-

121

Other comprehensive income

-

-

-

-

-

________

Total comprehensive income for the period

-

-

121

-

121

________

Transactions with owners, recognised directly in equity

Issue of ordinary shares for cash

31,000

279,000

-

-

310,000

Share issue costs

-

(10,382)

-

-

(10,382)

________

At 31 December 2013

31,000

268,618

121

-

299,739

 

Performance

Share

Share

Retained

fee share

capital

Premium

earnings

reserve

Total

€'000

€'000

€'000

€'000

€'000

At 1 July 2014

66,697

617,941

43,129

-

727,767

Total comprehensive income for the period

Profit for the financial period

-

-

74,330

-

74,330

Other comprehensive income

-

-

-

-

-

________

Total comprehensive income for the period

66,697

617,941

117,459

-

802,097

________

Transactions with owners, recognised directly in equity

-

-

-

-

-

Investment Manager - performance fee share reserve

18

-

-

-

5,000

5,000

________

At 31 December 2014

66,697

617,941

117,459

5,000

807,097

________

 

Unaudited condensed consolidated statement of cash flows

for the six month period to 31 December 2014

 

31 December

31 December

2014

2013

Notes

€'000

€'000

Cash flows from operating activities

Profit for the period

74,330

121

Adjustments for:

- Net movement on revaluation of investment properties

6

(45,494)

44

- Finance income

(95)

(44)

- Finance expense

307

-

- Profit from joint venture

9

(23,499)

-

- Investment Manager - performance fee

18

5,000

-

__________

__________

10,549

121

Changes in:

- trade and other receivables

10

(967)

(1,538)

- current liabilities and investment management base fee payable

 

2,355

 

4,284

__________

__________

Cash generated from operating activities

11,937

2,867

Interest received

95

44

Interest paid

(307)

-

__________

__________

Cash inflow from operating activities

11,725

2,911

__________

__________

Cash flows from investing activities

Acquisition of investment properties

(373,092)

(190,494)

Investment in joint venture

9

(1,029)

-

Distribution received from joint venture

9

1,991

-

Withdrawals from money market funds

11

351,649

-

Deposits paid

-

(2,200)

__________

__________

Net cash used in investing activities

(20,481)

(192,694)

__________

__________

Cash flows from financing activities

Net proceeds from issue of share capital

12

-

299,618

Drawdown of overdraft facility

18,010

-

Repayment of overdraft facility

(18,010)

-

Drawdown of revolving credit facility

17

18,029

-

__________

__________

Net cash inflows from financing activities

18,029

299,618

__________

__________

Net increase in cash and cash equivalents

9,273

109,835

Cash and cash equivalents at beginning of period

18,056

-

__________

__________

Cash and cash equivalents at end of period

27,329

109,835

__________

__________

The accompanying notes are an integral part of these financial statements

 

 

Notes to the condensed consolidated financial statements

 

1. Reporting entity

 

Green REIT plc (the 'Company') is a Company incorporated and resident in Ireland. The address of the Company's registered office is Styne House, Hatch Street Upper, Dublin 2.

 

The Company's Ordinary Shares were listed on the main markets for listed securities on the Irish Stock Exchange and the London Stock Exchange on Thursday 18 July 2013.

 

These unaudited condensed interim financial statements as at and for the six months ended 31 December 2014 comprise the Company and its subsidiaries (together referred to as the 'Group' and individually as 'Group entities').

 

2. Basis of preparation

 

The Group condensed interim financial statements, which should be read in conjunction with the Annual Report for the period ended 30 June 2014, have been prepared in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007 and in accordance with International Accounting Standard 34, Interim Financial Reporting (IAS 34) as adopted by the European Union.

 

These results are unaudited but were reviewed by our auditors. The condensed financial information herein does not constitute the statutory financial statements of Green REIT plc, which were prepared as at and for the period ended 30 June 2014, were approved by the Board of Directors on 28 October 2014 and delivered to the Registrar of Companies. The report of the auditors on those financial statements was unqualified. The next statutory financial statements will be prepared for the year ending 30 June 2015.

 

The preparation of the condensed interim financial statements requires management to make judgements, estimates and assumptions that affect the application of policies and reported amounts of certain assets, liabilities, revenues and expenses together with disclosure of contingent assets and liabilities. Estimates and underlying assumptions are reviewed on an ongoing basis.

 

The condensed consolidated interim financial information for the six months ended 31 December 2014 has been prepared on a going concern basis. In order to satisfy themselves that the Group has adequate resources to continue in operational existence for the foreseeable future, the Directors have reviewed an 18 month forecast for the Group, which includes assumptions about future trading performance and debt requirements. This, together with available market information and experience of the Group's property portfolio and markets, has given the Directors sufficient confidence to adopt the going concern basis in preparing the financial statements.

 

 

 

3. Significant accounting policies

 

The accounting policies significant judgements, key assumptions and estimates applied by the Group in these condensed interim financial statements are consistent with those applied in the 2014 Annual Report, except the additional policies adopted due to changes in the business during the period, as follows:

 

Share based payments

 

Share based payments - performance fee

The performance fee arrangement between the Company and the Investment Manager is accounted for as an equity settled share based payment arrangement. The grant date is 1 July and on that date, the Company estimates the grant date fair value of each equity instrument and the number of equity instruments for which the service and non-market performance conditions are expected to be satisfied, resulting in the initial estimate of the total share based payment cost which is expensed over the vesting period. Subsequent to initial recognition and measurement, the estimate of the number of equity instruments for which the service and non-market performance conditions are expected to be satisfied is revised during the vesting period, that is, the period from 1 July to 30 June. Ultimately, the share based payment cost is based on the fair value of the number of equity instruments issued upon satisfaction of these conditions.

There are a number of new standards, amendments to standards and interpretations which are not yet effective for the period, and have not been applied in preparing these condensed interim financial statements. We are currently assessing the full impact of these amendments on the Group.

 

4. Operating segments

 

The Group, including the Central Park Joint Venture is organised into four business segments, against which the Group reports its segmental information, being Retail Assets, Office Assets, Industrial Assets and Other Assets (properties that do not fall into the preceding classifications). All of the Group's operations are in the Republic of Ireland. Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision maker, who has been identified as the Board of Directors of the Company. For the purpose of segmental analysis the Central Park Joint Venture is presented on a proportional consolidation basis, in comparison to the equity accounted presentation in the financial statements.

 

Unallocated income and expenses are items incurred centrally which are neither directly attributable nor reasonably allocable to individual segments. Unallocated assets are cash and cash equivalents, and certain other assets.

 

The Group's key measures of underlying performance of a segment are net rental income and the movement in fair value of properties, as these measures illustrate and emphasise that segment's contribution to the reported profits of the Group and the input of that segment to earnings per share. By focusing on these prime performance measures, other key statistical data such as capital expenditure and once off exceptional items are separately highlighted for analysis and attention.

 

Information related to each reportable segment is set out below:

 

 

Office Assets

 

€'000

Retail Assets

 

€'000

Industrial

Assets

 

€'000

Other

Assets (i)

 

€'000

 

Total

 

€'000

Joint

Venture**

 

€'000

Unallocated

Expenses

and Assets

 

€'000

Group

Consolidated

Position

 

€'000

Six Months to 31 December 2014

Gross rental and related income

16,736

5,223

581

815

23,355

(4,576)

-

18,779

Property outgoings

(2,784)

(983)

(341)

(142)

(4,250)

556

-

(3,694)

Net rental and related income

13,952

4,240

240

673

19,105

(4,020)

-

15,085

Net movement on fair value of investment properties

32,940

32,013

146

1,290

66,389

(20,895)

-

45,494

Investment Manager - base fee

(1,996)

(665)

(98)

(88)

(2,847)

-

(989)

(3,836)

Investment Manager - performance fee

(2,831)

(2,025)

(16)

(128)

(5,000)

-

-

(5,000)

Administration expenses

-

-

-

-

-

-

(700)

(700)

Segment profit before tax

42,065

33,563

272

1,747

77,647

(24,915)

(1,689)

51,043

Finance Income

-

-

-

-

-

-

95

95

Finance Costs

(1,416)

-

-

-

(1,416)

1,416

(307)

(307)

Share of profit in Joint Venture

-

-

-

-

-

23,499

-

23,499

Profit before tax

40,649

33,563

272

1,747

76,231

-

(1,901)

74,330

 

As at 31 December 2014

Total segment assets*

664,919

184,521

10,481

41,274

900,895

(75,632)

14,013

839,276

Investment properties

651,204

180,660

10,010

40,560

882,434

(137,795)

-

744,639

 

(i) Includes hotel and car park assets

 

*Total cash and cash equivalents and short term deposits at 31 December 2014 is €27.3m (30 June 2014: €370.9 million). The total segment assets per the unallocated segment above is €14.0 million (30 June 2014: €403.1 million) and primarily represents cash and cash equivalents and short term investments. The difference primarily represents deposits paid on properties contracted for at 30 June 2014.

 

** Reconciliation of the Group's segmental reporting analysis to the consolidated financial statements. For the purposes of our segmental reporting the Central Park Joint Venture is included on a proportional consolidation basis. The statutory reporting presents the Joint Venture using the equity method.

 

Office Assets

 

€'000

Retail Assets

 

€'000

Industrial

Assets

 

€'000

Other

Assets (i)

 

€'000

 

Total

 

€'000

Joint

Venture**

 

€'000

Unallocated

Expenses

and Assets

 

€'000

Group

Consolidated

Position

 

€'000

Six Months to 31 December 2013

Gross rental and related income

1,032

451

75

150

1,708

-

-

1,708

Property outgoings

(15)

(84)

(6)

(161)

(266)

-

-

(266)

Net rental and related income

1,017

367

69

(11)

1,442

-

-

1,442

Net movement on fair value of investment properties

1,176

(1,559)

(1,134)

1,473

(44)

-

-

(44)

Investment Manager - base fee

-

-

-

-

-

-

(854)

(854)

Administration expenses

-

-

-

-

-

-

(467)

(467)

Segment profit before tax

2,193

(1,192)

(1,065)

1,462

1,398

-

(1,321)

77

Finance income

-

-

-

-

-

-

44

44

Finance costs

-

-

-

-

-

-

-

-

Share of loss in Joint Venture

 

 

 

 

-

-

-

Profit before tax

2,193

(1,192)

(1,065)

1,462

1,398

-

(1,277)

121

As at 30 June 2014

Total segment assets at 30 June 2014

306,601

65,328

20,369

17,935

410,233

(76,275)

403,056

737,014

Investment properties at 30 June 2014*

301,854

63,763

19,864

17,424

402,905

(116,900)

-

286,005

 

(i) Includes hotel and car park assets

 

 

5. Gross and net rental and related income

31 December

31 December

2014

2013

€'000

€'000

Gross rental income

Rent receivable

16,085

1,708

Service charge income

2,694

72

_______

_______

Gross rental and related income

18,779

1,780

Service charge expenses

(2,694)

(72)

Property operating expenses

(1,000)

(266)

_______

_______

Net rental and related income

15,085

1,442

_______

_______

 

6. Net movement on fair value of investment properties

31 December

31 December

2014

2013

€'000

€'000

Fair value gain/(loss) on investment properties (note 8)

48,042

(44)

Fair value movement on property option (note 16)

(2,548)

-

_______

_______

Net movement on fair value of investment properties

45,494

(44)

_______

_______

 

7. Taxation

 

2014

2013

€'000

€'000

Current and deferred tax expense

-

-

 

As disclosed in the 2014 annual report, Green REIT plc elected for REIT status with effect from 18 July 2013. As a result, the Group does not pay Irish corporation tax on the profits and gains from qualifying rental business in Ireland provided it meets certain conditions.

 

The directors confirm that the Group has remained in compliance with the Irish REIT rules and regulations up to and including the date of this report.

 

 

8. Investment property

1 July 2014 to

31 December

24 June 2013

2014

to 30 June 2014

€'000

€'000

At beginning of period

286,005

-

Additions

- Contract price

398,475

238,809

- Related acquisition costs

11,171

8,237

- Capital additions

946

1,626

Disposals

-

(600)

Change in fair value of investment properties (See Note 6)

48,042

37,933

Balance at period end

744,639

286,005

 

The total consideration before acquisition expenses of the properties acquired up to 31 December 2014 was €398.5 million and the total costs of acquisition which comprised of stamp duty payable at an average rate of 2%, legal services and other directly attributable costs arising from the transactions amounted to €11.2 million, resulting in total capitalised costs of €409.7 million to the Group on acquisition.

 

The fair value of the Group's investment property at 31 December 2014 has been arrived at on the basis of valuations carried out at that date by external valuers; CBRE Ireland (CBRE) and Jones Lang LaSalle Ireland (JLL). The valuations performed by CBRE and JLL, which conform to the Valuation Standards of the Royal Institution of Chartered Surveyors and with IVA 1 of the International Valuations Standards, were arrived at by reference to market evidence of transaction prices for similar properties.

 

The Board, after discussions between the Audit Committee and the Group's external valuers, ultimately decides whether a property's fair value has been reliably determined.

 

At 31 December 2014, the Group considers that an income approach / yield methodology using market rental values capitalised with a market capitalisation rate or yield used by the valuers is the best method to determine the fair value of the investment properties. As outlined in IFRS 13, a Level 3 fair value recognises that not all of the inputs and considerations made in determining the fair value of property investments can be derived from publicly available data, as the valuation methodology in respect of a property has also to rely on other factors including technical engineering reports, legal data and analysis, and proprietary data bases maintained by the valuers in respect of similar properties to the assets being valued. Therefore, the Group considers that all of its investment properties fall within Level 3 fair value as defined by IFRS 13.

 

 

 

In the determination of the fair value of investment properties, the current use of the properties is their highest and best use. Quantitative information about fair value measurements using unobservable inputs (level 3), per property class are as follows:

 

Asset class

Input

Range

Low

High

Retail Assets

Annual rent per sq ft

15.42

81.14

ERV per sq ft

11.00

62.50

Equivalent yield %

4.47%

6.99%

Long term vacancy rate

0.00%

14.50%

Office Assets (i)

Annual rent per sq ft

9.40

49.94

ERV per sq ft

12.00

50.00

Equivalent yield %

5.01%

7.99%

Long term vacancy rate

0.00%

30.57%

Industrial Assets (ii)

Annual rent per sq ft

7.21

7.21

ERV per sq ft

6.25

6.25

Equivalent yield %

6.50%

6.50%

Long term vacancy rate

0.00%

0.00%

Other Assets (iii)

Equivalent yield %

5.95%

6.25%

Long term vacancy rate

0.00%

0.00%

 

(i) Includes the Central Park office portfolio, which is accounted for as a joint venture.

(ii) There is only one asset in this asset class and therefore there is no range information provided.

(iii) Includes hotel and car park assets.

 

Sensitivity of measurement to variance of significant unobservable inputs

 

A decrease in the estimated rental value ("ERV") will decrease the fair value. Similarly, an increase in the equivalent yield will decrease the fair value. There are interrelationships between these rates as they are partially determined by market rate conditions.

 

Across the entire portfolio of investment properties, a 1% increase in equivalent yield would have the impact of a €89.3 million reduction in fair value whilst a 1% decrease in yield would result in a fair value increase of €114.9 million. This is further analysed by property class, as follows:

 

Property class

Value +1%

Equivalent Yield

Value -1% Equivalent Yield

€'000

€'000

Office (i)

(59,560)

72,809

Retail

(27,084)

38,346

Industrial

(1,354)

1,850

Other

(1,330)

1,870

Total

(89,328)

114,875

(i) Includes the Central Park office portfolio, which is accounted for as a joint venture

 

9. Investment in joint venture

 

 

1 July 2014 to

24 June 2013

31 December

to 30 June 2014

2014

€'000

€'000

At beginning of period

41,884

-

Investment

1,029

42,457

Distributions received

(1,991)

-

Share of profit

23,499

(573)

Balance at period end

64,421

41,884

 

 

 

The Group, through its wholly owned subsidiary Green REIT (Central Park) Limited is a 50% partner in the Central Park Limited Partnership, a joint arrangement formed on 28 March 2014 with LVS II CP Investor Ltd.

 

The Group's 50% share of the Central Park Limited Partnership properties were externally valued by JLL at 31 December 2014 on the basis more fully outlined in note 8 to these financial statements.

 

During the period, the Group provided €1.0m further funding to the Partnership and received a distribution of €2.0 million.

 

The Group has classified this joint arrangement as a joint venture, as both parties have joint control of the arrangement. The detailed breakdown of the Group's 50% interest in the Central Park Limited Partnership joint venture is set out below:

 

 

 

(i) Summarised income statement for six months to 31 December 2014

31 December 2014

 

 

Underlying

pre-tax

 

 

Capital and

other

 

 

50%

Central Park

 

 

100%

Central Park

Joint Venture

Joint Venture

€'000

€'000

Gross rental and related income

4,576

-

4,576

9,153

Net rental and related income

4,020

-

4,020

8,040

Fair value movement on investment properties

 

-

 

20,895

 

20,895

 

41,790

 

Operating profit

4,020

20,895

24,915

49,830

Finance income

-

-

-

-

Finance expense

(1,416)

-

(1,416)

(2,832)

 

Profit/(loss) on ordinary activities before tax

 

2,604

 

20,895

 

23,499

 

46,998

Income tax

-

-

-

-

Profit/(loss) for the period after tax

2,604

20,895

23,499

46,998

 

Green REIT plc

 

(ii) Summarised balance sheet

at 31 December 2014

at 30 June 2014

50%

Central Park

100%

Central Park

50%

Central Park

100%

Central Park

Joint Venture

Joint Venture

Joint Venture

Joint Venture

€'000

€'000

€'000

€'000

Investment property

137,795

275,590

116,900

233,800

Financial asset

85

170

-

-

Current assets

Cash and cash equivalents

180

1,994

361

3,987

44

1,215

87

2,431

Gross assets

140,054

280,108

118,159

336,318

Current liabilities

(1,419)

(2,838)

(2,175)

(4,300)

Bank debt - non current

(74,214)

(148,428)

(74,100)

(148,200)

Gross liabilities

(75,633)

(151,266)

(76,275)

(152,550)

Net external assets

64,421

128,842

41,884

83,768

Represented by:

Shareholder loans

43,486

86,972

42,457

84,914

Share of profits

20,935

41,870

(573)

(1,146)

Total investment

64,421

128,842

41,884

83,768

 

The Central Park Partnership loan of €150 million with Bank of Ireland, is at an interest rate of EURIBOR plus a margin of 3%. This loan is repayable in 2017 with an option to extend the terms of the loan for a further two years. Subsequent to 30 June 2014, the Central Park Limited Partnership, in which the Group has a 50% interest, purchased an interest rate cap, which covers the full extent of its bank debt (€150 million) for the 4 year term of the loan, at an interest cap of 2% EURIBOR.

 

The security over the loan includes a mortgage over the Central Park property, security assignment of all rental income of the property, a fixed and floating charge over all of the assets and undertakings of the Central Park Limited Partnership, charge over the Group's interest in the Central Park Limited Partnership and a charge over the Group's shareholding in Central Park GP Co Limited, the General Partner.

 

The carrying value of the Group's share of the Bank of Ireland loan in the Central Park Limited Partnership amounts to €74.2 million as at 31 December 2014. The fair value of the loan at the statement of financial position date is €75.0 million (level 2).

 

 

10. Other receivables

31 December

30 June

2014

2014

€'000

€'000

Current

Trade receivable

563

-

VAT receivable

1,425

1,146

Prepayments

303

455

Other receivables

596

319

Total other receivables

2,887

1,920

 

 

The carrying value of all trade and other receivables approximates to their fair value.

 

 

11. Short term investments

31 December

30 June

2014

2014

€'000

€'000

Investments in money market fund

-

351,649

 

The money market fund was invested by BNP Paribas in a diversified portfolio of money market instruments and short term bond securities. As at 31 December 2014, all the Group's funds previously held in this money market fund had been withdrawn and invested by the Group.

 

 

 

12. Share capital and share premium

 

Share

capital

2014

Share

premium

2014

 

Total

2014

€'000

€'000

€'000

At 31 December

66,697

617,941

684,638

 

Authorised and issued share capital

2014

Ordinary shares of €0.10 each

Number

Authorised

1,000,000,000

Allotted, called up and fully paid

Issued for cash

666,969,696

In issue at 30 June and 31 December

666,969,696

 

The Company has one class of shares referred to as Ordinary shares. All shares rank equally. The holders of Ordinary shares are entitled to receive dividends as declared from time to time, and are entitled to one vote per share at meetings of the Company. There were no changes to the share capital in the period.

 

13. Dividends

 

In accordance with the Irish REIT regime, the Group is required, subject to having sufficient distributable reserves, to distribute to its shareholders (by way of dividend), at least 85% of the Property Income of the Property Rental Business arising in each annual accounting period.

 

The directors expect to declare a first dividend of 0.92c per share, a total of €6.122m, in February 2015, which will be paid in cash, subject to board approval, on or before 23 March 2015.

 

 

14. Earnings per share

 

Basic and diluted earnings per share

 

Profit attributable to ordinary shareholders

31 December

31 December

2014

2013

€'000

€'000

Profit for the period, attributable to the owners of the company

74,330

121

Weighted average number of ordinary shares

2014

2013

Number

Number

Effect of shares issued at incorporation, 24 June 2013

-

400,000

Effect of shares issued on 17 July 2013

-

272,122,165

Share in issue during the six month period ended 31 December 2014

666,969,696

-

Weighted average number of ordinary shares for period

666,969,696

272,522,105

Basic and diluted earnings per share (cents)

11.14

0.04

 

 

 

15. Net asset value per share

 

31 December

2014

30 June

2014

31 December

2013

Net assets ('000)

€807,097

€727,767

€299,739

__________

__________

__________

EPRA net assets ('000)

€807,097

€727,767

€299,739

__________

__________

__________

Ordinary shares in issue

666,969,696

666,969,696

310,000,000

Dilutive effect of performance fee

1,011,960

-

-

__________

__________

__________

Ordinary shares in issue - diluted

667,981,656

666,969,696

310,000,000

__________

__________

__________

Net Asset Value (NAV) per share - basic

121.0 cents

109.1 cents

96.6 cents

__________

__________

__________

NAV per share - diluted

120.8 cents

109.1 cents

96.6 cents

__________

__________

__________

EPRA NAV per share

120.8 cents

109.1 cents

96.6 cents

__________

__________

__________

 

The European Public Real Estate Association (EPRA) issued Best Practices Recommendations most recently in August 2011 and additional guidance in January 2014, which gives guidelines for performance measures.

 

The dilutive effect of the Investment Manager performance fee at 31 December 2014 has been included in the number of ordinary shares in issue (diluted). It is based on the number of shares that would be issuable had the performance fee been settled with reference to the NAV on 31 December 2014, based on the closing share price on that date.

 

 

 

16. Trade and other payables

31 December

30 June

2014

2014

€'000

€'000

Accruals and deferred income

1,415

1,418

Rent and service charges received in advance

2,259

1,902

Service charge payables

441

333

Option liability

5,241

2,693

Other creditors

2,779

1,083

Total trade and other payables

12,135

7,429

 

In connection with the purchase of an investment property the Group has granted the vendor an option to acquire a 40% interest in the property. At 31 December 2014, the estimated fair value of the option is primarily based on the current market value of the property and the current exercise price of the option, representing the intrinsic value of the option. The key unobservable inputs used in the fair value of the related investment property, and their sensitivities are outlined in the table below.

 

Key Inputs

Input

Investment Property

Annual rent per sq ft

33.29

ERV per sq ft

39.50

Equivalent yield %

7.01%

Long term vacancy rate

0.00%

 

 

Investment Property - Option

Equivalent Yield

+1%

Equivalent Yield

-1%

€'000

€'000

Valuation Sensitivities

(1,344)

1,804

 

 

The estimated fair value of the option at 31 December 2014 of €5.2m (30 June: €2.7 million) has been recorded as an option liability above and the net movement in the fair value of the option since its inception has been recorded in the net movement on revaluation of investment properties in the consolidated statement of comprehensive income (see note 6).

 

The carrying value of all other trade and other payables is approximate to their fair value.

 

 

17. Borrowings

 

31 December

30 June

2014

2014

€'000

€'000

Revolving credit facility

18,029

-

 

During the period the Group entered into a revolving credit facility with Barclays for an initial commitment of €150 million at an interest rate of 2.1% (€0.1 million interest expense for the period). This facility includes an option for the Company to increase the commitments to €290 million. The first drawdown by the Group in December 2014 amounted to €19.4 million representing a loan to value ratio of 2.6% at 31 December 2014. The amounted presented in the financial statements is net of arrangement fees and associated costs (€1.4m). The facility is repayable in full four years from December 2014 and is secured by way of a floating charge over the assets of the Company and its subsidiaries, excluding those assets secured to Bank of Ireland under the Central Park financing (See Note 9).

 

 

18. Related parties

 

(a) Investment Manager - Green Property REIT Ventures Limited

 

The Company, pursuant to the Investment Manager Agreement entered into on 12 July 2013, is managed by Green Property REIT Ventures Limited.

 

Base fee

 

The base fee is paid to the Investment Manager quarterly in arrears. The base fee in respect of each quarter is calculated by reference to 1% per annum of the EPRA NAV for that quarter.

 

The total base fee earned by the Investment Manager in the period amounted to €3.8 million (excluding VAT). The Company paid Green Property REIT Ventures €3.6 million during the period in relation to the base fee and at 31 December 2014 the Company owed Green Property REIT Ventures €2.0 million in respect to the Base Fee.

 

Performance fee

 

The performance fee was designed to incentivise and reward the Investment Manager for generating returns to shareholders.

 

The return to shareholders in an accounting period is the increase in the EPRA NAV plus the total dividends that are declared in the accounting period (adjusted to exclude the effects of any issuance of ordinary shares during that accounting period) ("Shareholder Return"). The performance fee is calculated annually based on 20% of the lesser of out‑performance above two key hurdles, as follows (both hurdles have to be achieved for the performance fee to become payable):

 

(a) the excess of Shareholder Return over a 10% annual return hurdle. The annual return hurdle resets annually to 10% of the sum of the previous Accounting Period's closing EPRA NAV ; and

 

 

 

(b) the excess of the year‑end EPRA NAV (which is adjusted to include total dividends declared in the Accounting Period and adjusted to exclude the effects of any issuance of Ordinary Shares during that Accounting Period) over the relevant high watermark . The relevant high watermark in each Accounting Period is the closing EPRA NAV (adjusted for total dividends declared during that Accounting Period and adjusted to exclude the effects of any issuance of Ordinary Shares during that Accounting Period) achieved in the most recent Accounting Period in which a performance fee was payable or, if greater, the gross proceeds of the Initial Issue plus further cash and non‑cash issues of Ordinary Shares (excluding any issues of performance fee shares but including the capital raise) , as at the end of the Accounting Period in respect of which the performance fee is calculated.

 

The performance fee is calculated annually based on the number of Ordinary Shares in issue at the year‑end (but excluding, for that Accounting Period only, any Ordinary Shares issued during that Accounting Period).

 

The performance fee is payable in Ordinary Shares, rounded down to the nearest whole number, at a price per Ordinary Shares equal to the average closing and is subject to certain lock‑up provisions as set out in the Investment Manager Agreement.

 

The performance fee is accounted for as a share based payment arrangement, as described in our accounting policy on page 33 of these interim financial statements. It is accounted for as a charge against income but as it is settled in shares will have no impact on the net assets of the Group.

 

The Interim Financial Statements include a performance fee provision of €5 million being the Board's best estimate of that portion of the performance fee which should be accrued as at 31 December 2014. The Board will determine any actual performance fee due for the year to 30 June 2015 in accordance with the provisions of the Investment Management Agreement, on the basis of the audited year end EPRA NAV.

 

Glossary of Terms

 

The following explanations are not intended as technical definitions, but rather are intended to assist the reader in understanding terms used in this report.

 

"Adjusted earnings per share (EPS)"

Earnings per share based on revenue profit after related tax.

 

"Average Passing Rent"

passing rent divided by occupied net internal area

 

"CBD"

Central Business District

 

"economic cycle"

the upward and downward movements of levels of gross domestic product and refers to the period of expansions and contractions in the level of economic activities around a long-term trend

 

"equivalent yield"

The internal rate of return from an investment property reflecting reversions to current market rent and such items as voids and non-recoverable expenditure but ignoring future changes in capital value.

 

"EPRA"

The European Public Real Estate Association.

 

"Earnings per share (EPS)"

Profit after taxation attributable to owners of the Parent divided by the weighted average number of ordinary shares in issue during the period.

 

"ERV"

Estimated rental value (ERV) is the open market rent that a property can be reasonably expected to attain given its characteristics, condition, location and local market conditions.

 

"FRI Lease"

Full Repair and Insurance Lease

 

"GDP" or "Gross Domestic Product"

the market value of all officially recognised final goods and services produced within a country in a given period of time

 

"gearing"

calculated as the borrowings secured on an individual asset as a percentage of the market value of that asset, or the aggregate borrowings of a company as a percentage of the market value of the total assets of the company (also referred to as loan to value or LTV ratio). In an investment strategy context, gearing refers to the use of various financial instruments or borrowed capital to increase the potential return of an investment

 

"GNP" or "Gross National Profit"

is the sum of GDP and Net Factor Income from the rest of the world

 

"good quality secondary assets"

a real estate asset that would be considered secondary to a prime asset due to, amongst other things, its location or quality of construction. An example of a good quality secondary real estate asset would be a retail unit close to but not location on a high street

 

"IMA"

the Investment Manager Agreement entered into by the Company and the Investment Manager (Green Property REIT Ventures Limited) on 12 July 2013

 

"industrial and logistics"

an industrial type real estate asset which may, for example, be used for manufacturing and distribution operations

 

"IPD"

Investment Property Databank Limited

 

"Irish REIT Regime"

Part 25A Taxes Consolidation Act 1997 (as inserted by section 41 of the Finance Act 2013)

 

"m2"

square meters

 

"mixed use"

a building or complex of buildings that blends a combination of residential, commercial, cultural, institutional, or industrial uses, where those functions are physically and functionally integrated

 

"multi-family"

a classification of housing where multiple separate housing units for residential inhabitants are contained within one building or several buildings within one complex

 

''Net Asset Value'' or ''NAV''

The measure shown in a company's balance sheet of all assets less all liabilities, and is equal to the equity attributable to shareholders in any company or group.

 

The net asset value of the Company will be measured consistently with IFRS as adopted in the EU, and in particular will include the Company's property assets at their most recent independently assessed market values and also the Company's debt and hedging instruments at their most recent independent valuations.

 

"Net Internal Area"

 the usable area within a building measured to the internal face of the perimeter walls at each floor level

 

"Net Factor Income"

is the difference between investment income and labour income earned abroad by Irish resident persons and companies (inflows) and similar incomes earned in Ireland by non-residents (outflows)

 

 "occupier market"

the office, industrial and retail market

 

"Over-rented"

Space where the passing rent is above the ERV

 

"passing rent"

the annualised cash rental income being received as at a certain date, excluding the net effects of straight-lining for lease incentives;

 

"prime assets"

a highly regarded real estate asset due to, amongst other things, its location or quality of construction. An example of prime real estate asset would be a modern office building in the central business district of a major city

 

"prepack administration"

an arrangement under which the sale of all or part of a company's business or assets is negotiated with a purchaser prior to the appointment of an administrator, and the administrator effects the sale immediately on, or shortly after, his appointment

 

"Sapphire Portolio"

the portfolio acquired by the Company in October 2014 comprising office buildings at Georges Quay and George's Court, Dublin 2 and retail and other commercial space in Westend Retail Park, Blanchardstown, Dublin 15.

 

"sq. ft"

square feet

 

"syndicated real estate investments"

real estate investments held by a group of investors who jointly invest in one or more real estate assets normally arranged by a financial institution

 

"Total Shareholder Return"

the internal rate of return of all cash flows to an investor during the holding period of an investment (including capital gain and dividends and other distributions)

 

"yield"

A measure of return on an asset calculated as the income arising on an asset expressed as a percentage of the total cost of the asset, including costs

 

"WAULT"

the weighted average period of unexpired lease term or if earlier period to the next lease break.

 

Forward-looking statements

 

These results for the period ended 31st December 2014, may contain certain "forward-looking statements" with respect to Green REIT Plc., and

the Group's financial condition, results of operations, business, and the Group's future plans and strategies, anticipated events or trends, and

similar expressions concerning matters that are not historical facts. Such forward-looking statements involve known and unknown risks,

uncertainties and other factors, which may cause the actual results, performance or achievements of the Company or the industry in which it

operates, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking

statements. The forward-looking statements referred to in this paragraph speak only as at the date of this Announcement. The Company will

not undertake any obligation to release publicly any revision or updates to these forward-looking statements to reflect future events,

circumstances, unanticipated events, new information or otherwise except as required by law or by any appropriate regulatory authority.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
IR EASADASSSEFF
Date   Source Headline
14th Nov 20196:12 pmRNSScheme is Effective and Completion of Acquisition
14th Nov 20193:30 pmRNSForm 8.3 - Green REIT plc
14th Nov 20193:23 pmBUSForm 8.3 - Green REIT plc
14th Nov 20193:20 pmRNSForm 8.3 - Green REIT Plc
14th Nov 20192:22 pmGNWForm 8.3 - [Green REIT Plc]
14th Nov 20191:48 pmRNSForm 8.3 - GREEN REIT PLC
14th Nov 201912:57 pmBUSForm 8.3 - Green REIT plc
14th Nov 201911:12 amRNSGreen REIT plc 38.5a
14th Nov 201911:11 amRNSGreen REIT plc 38.5b
14th Nov 20199:57 amRNSForm 8.3 - Green REIT plc
14th Nov 20199:53 amRNSForm 38.5a Green REIT plc
14th Nov 20198:19 amRNSForm 8.3 - Green REIT plc
13th Nov 20193:38 pmRNSForm 8.3 - GN1 ID
13th Nov 20193:20 pmRNSForm 8.3 - Green REIT Plc
13th Nov 20193:13 pmBUSForm 8.3 - Green REIT plc
13th Nov 20192:33 pmRNSForm 8.3 - Green REIT plc
13th Nov 20191:12 pmBUSFORM 8.3 - GREEN REIT PLC
13th Nov 201911:01 amRNSGreen REIT plc 38.5a
13th Nov 20198:49 amRNSForm 8.3 - Green REIT PLC
13th Nov 20198:49 amRNSForm 38.5a Green REIT plc
12th Nov 20193:25 pmBUSForm 8.3 - Green REIT plc
12th Nov 20193:20 pmRNSForm 8.3 - Green REIT Plc
12th Nov 20192:29 pmBUSForm 8.3 - Green REIT plc
12th Nov 20191:08 pmRNSForm 8.3 - Green REIT PLC
12th Nov 201910:38 amRNSGreen REIT plc 38.5a AMENDMENT
12th Nov 201910:38 amRNSGreen REIT plc 38.5a AMENDMENT
12th Nov 201910:35 amRNSGreen REIT plc 38.5b
12th Nov 201910:35 amRNSGreen REIT plc 38.5a
12th Nov 20199:47 amRNSForm 8.3 - Green REIT PLC
12th Nov 20199:44 amRNSForm 38.5a Green REIT plc
11th Nov 20193:30 pmRNSForm 8.3 - Green REIT plc
11th Nov 20193:20 pmRNSForm 8.3 - Green REIT Plc
11th Nov 20193:09 pmBUSForm 8.3 - Green REIT plc
11th Nov 20192:43 pmRNSForm 8.3 - Green REIT Plc
11th Nov 20192:16 pmEQSForm 8.3 - The Vanguard Group, Inc.: Green REIT plc
11th Nov 201912:19 pmBUSFORM 8.3 - GREEN REIT PLC
11th Nov 201911:54 amRNSForm 38.5a Green REIT plc
11th Nov 201910:56 amRNSGreen REIT plc 38.5b
11th Nov 201910:55 amRNSGreen REIT plc 38.5a
11th Nov 201910:40 amRNSForm 8.3 - Green REIT PLC
11th Nov 20198:42 amRNSForm 8.3 - Green REIT plc
8th Nov 20193:20 pmRNSForm 8.3 - Green REIT Plc
8th Nov 20193:16 pmBUSForm 8.3 - Green REIT plc
8th Nov 20192:39 pmGNWForm 8.3 - Green REIT plc
8th Nov 20192:10 pmBUSFORM 8.3 - GREEN REIT PLC Replacement
8th Nov 20191:09 pmBUSForm 8.3 - GREEN REIT PLC
8th Nov 20191:03 pmRNSHolding(s) in Company
8th Nov 20191:02 pmRNSHolding(s) in Company
8th Nov 201910:56 amRNSGreen REIT plc 38.5a AMENDMENT
8th Nov 201910:47 amRNSGreen REIT plc 38.5a

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