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Schroder European Real Estate is an Investment Trust

To provide Shareholders with a regular and attractive level of income return together with the potential for long term income and capital growth through investing in commercial real estate in Continental Europe.

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Final Results

7 Dec 2021 07:00

RNS Number : 7471U
Schroder Eur Real Est Inv Trust PLC
07 December 2021
 

7 December 2021

 

SCHRODER EUROPEAN REAL ESTATE INVESTMENT TRUST PLC

("SEREIT"/ the "Company" / "Group")

 

FULL YEAR RESULTS FOR THE YEAR ENDED 30 SEPTEMBER 2021

 ASSET MANAGEMENT SUCCESSES UNDERPINNING VALUATION AND DIVIDEND GROWTH

 

-SUBSTANTIAL INVESTMENT FIREPOWER TO DRIVE FUTURE RETURNS-

 

Schroder European Real Estate Investment Trust plc, the company investing in European growth cities and regions, today announces its full year results for the year ended 30 September 2021.

 

Quarterly dividends at pre-Covid level and award of special dividend

· Continuation of pre-Covid dividend of 1.85 euro cents per share (cps)

· Additional special dividend of 4.75 cps announced, with intention to declare a further special dividend targeting approximately 4.75 cps alongside the next interim results, reflecting the profitable sale and refurbishment of Boulogne-Billancourt ("Paris B-B")

 

Financial highlights: Well positioned with improving earnings and low loan to value with over €40 million of investable firepower

· Net Asset Value ('NAV') of €199.5 million or 149.2 cps, (30 September 2020: €201.8 million or 150.9 cps);

· NAV total return of 3.2% based on an IFRS profit of €6.2 million (30 September 2020: 16.2% / €28.4 million) driven primarily by valuation increases in the industrial and DIY assets, together with the German office portfolio, which was offset by the write down of the Seville exposure to € nil;

· Underlying EPRA earnings of €6.6 million (30 September 2020: €8.6 million), which will increase with the redeployment of Paris B-B sale proceeds and as rent collection improves;

· Loan to Value of 16% net of cash/28% gross of cash (30 September 2020: 24% net of cash/28% gross of cash) at a weighted average total interest rate of 1.4% and a weighted average loan duration of 2.9 years, with the earliest loan maturity in 2023;

· Total dividends declared of 11.87 cps with 7.12 cps from ordinary dividends. Dividend cover of 69% for the ordinary dividends (30 September 2020: 112%), with a portion of the net sale proceeds from the disposal of Paris B-B to be allocated towards covering the shortfall in income in the short term

· Over €40 million, excluding debt, of investment firepower available and strong pipeline of acquisition opportunities, positioning the Company for future growth

 

Operational highlights: Asset management success and weighting to high growth sectors driving portfolio resilience

· 1.7%, or €3.5 million, increase in the like for like portfolio value to €215.7 million. Excluding the write down of the Company's sole shopping centre exposure, the portfolio value increased by €10.2 million, or 5.6%;

· Two acquisitions completed totalling approximately €10 million:

o a logistics investment in Nantes, France for €6.2 million, reflecting a net initial yield of 5.5%; and

o an additional floor totalling 1,050 sqm in the Paris Saint-Cloud office investment in Paris

· Concluded 11 new leases and re-gear events generating approximately €700,000 of annual contracted rent at a weighted average unexpired lease term of four years. This includes Hamburg's remaining floors at rents significantly above expected rental value and increasing occupancy from 80% to 100%;

· Robust rent collection of 93% during the period, including 95% for most recent quarter;

· Paris Boulogne-Billancourt refurbishment remains on track to be delivered in Q2 2022 and within cost, with the remaining 50% consideration for the refurbishment to be received in instalments over the refurbishment period;

· Retained GRESB 3 green star rating with asset specific sustainability initiatives identified to improve rating.

 

Sir Julian Berney Bt., Chairman, commented:

"The Company continues to be a unique and compelling proposition for investors and is well placed to benefit from the trends that have accelerated as a result of the pandemic. These include changes in occupier demand, delivering operational excellence and ensuring that sustainability priorities are instilled within the Company's investment process.

 

"We continue to work with the Investment Manager in the deployment of capital into new investments and earnings enhancing initiatives to further diversify the portfolio and move the dividend cover back to 100%. We will continue to employ a highly disciplined and patient approach.

 

The board does not believe that the current share price reflects the robust performance of the business and in particular the attractive dividend yield, opportunity to benefit from special dividends and the Winning Cities and Regions exposure."

 

Jeff O'Dwyer, Fund Manager for Schroder Real Estate Investment Management Limited, added:

"The ambition to continue diversifying the portfolio and drive the next phase of growth by leveraging our local expertise to originate and acquire new opportunities remains undimmed. Pleasingly, the portfolio has again demonstrated its attractive income and capital growth characteristics during what has been another challenging period. With continued market uncertainty, the Company's exposure to higher growth cities and sectors, coupled with its prudent gearing position and available investment firepower, means it is well positioned to deliver shareholder value."

 

The Annual Report and Accounts are also being published in hard copy format and an electronic copy of that document will shortly be available to download from the Company's webpage www.schroders.co.uk/sereit. Please click on the following link to view the document:

 

http://www.rns-pdf.londonstockexchange.com/rns/7471U_1-2021-12-6.pdf

 

The Company has submitted its Annual Report and Accounts to the National Storage Mechanism and it will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

 

A further announcement will be made shortly to confirm the full timetable of the fourth interim dividend.

 

A virtual presentation for analyst and investors will be held today at 9am GMT / 11am SAST. To register please visit: https://us02web.zoom.us/webinar/register/WN_8xsop-KDQ2eDZcJ8LLz8jA

 

Enquiries:

Jeff O'Dwyer

Schroder Real Estate Investment Management Limited Tel: 020 7658 6000

 

Ria Vavakis

Schroder Investment Management Limited Tel: 020 7658 2371

 

Dido Laurimore/Richard Gotla/Ollie Parsons Tel: 020 3727 1000

FTI Consulting

________________________________________________________________________________________________________________

 

Chairman's Statement

Overview

These past 18 months have been a difficult time for everyone; particularly for those who have lost family and friends or have struggled with maintaining their health and businesses. Whilst society continues to learn to live with the Covid-19 virus, the success of the vaccination programme has markedly improved the outlook over the last six months. This has given a shot in the arm to the European economy, to the point where confidence has recovered and we expect the rate of economic growth to dramatically improve over the coming quarters. This will be a welcome boost to real estate markets, provided new variants of the virus do not become dominant and result in further lockdowns.

 

As at 30 September 2021, the Company's diversified property portfolio was valued at €215.7 million. In addition, the Company has substantial cash reserves (circa €45m) as a result of the successful forward funding sale of the Paris office building in Boulogne-Billancourt ('Paris BB'). Over the period the portfolio was enhanced by the acquisitions of a logistics investment in Nantes, France and a further office floor in the Company's existing Saint-Cloud office investment in Paris. The portfolio now comprises 13 investments across four Western European countries in cities including Paris, Berlin, Frankfurt, Hamburg and Stuttgart. In addition, the industrial exposure has increased to 22%, focused in strong sub-markets in France and the Netherlands. The majority of the retail exposure is grocery and DIY, two segments classified as necessities which have been beneficiaries of the pandemic.

 

The Board is pleased with the portfolio performance during the pandemic and the Investment Manager's efforts in delivering on its asset management programme. Along with ongoing tenant engagement, this has led to valuation growth and improving rent collection. It has allowed for the dividend to be reinstated to its pre-pandemic level and for a special dividend to be declared, allowing shareholders to benefit from exceptional asset management profits.

 

During the period the portfolio increased on a like-for-like basis by €3.5 million, or 1.7%, and by €2.6 million, or 1.0%, post capital expenditure. Excluding the write down of the Company's sole shopping centre exposure, the portfolio value increased by €10.2 million, or 5.6%. Rent collection has steadily improved, from 89% in the first quarter to 95% in the most recent quarter. As previously flagged, the exposure to the Seville shopping centre has been materially impacted by the pandemic. As a result of the uncertainty in this sector we have written off the equity interest to nil, meaning there is no further exposure to the business. We have commenced a disposal process for the asset.

 

The Company's largest asset management exposure is the Paris BB office, where in September 2020 it agreed a forward sale subject to concluding a refurbishment. It is pleasing that, despite Covid-19, the refurbishment remains on programme for completion by Q2 2022 and within cost. As a result of the refurbishment meeting certain construction milestones, €1.6 million of the remaining €6.5 million pre-tax profit has been reflected in the 30 September 2021 net asset value. As previously announced, this exceptional asset management initiative has resulted in the ability to share some of the overall €28 million pre-tax profit with investors via special dividends, with the first 4.75 euro cents announced with these annual results. The intention is to declare a further special dividend in the region of 4.75 euro cents per share alongside the next interim results, which are likely to be announced in June 2022.

 

The remaining purchase price of Paris BB will be received in instalments over the refurbishment period. The Company has considerable investment capacity and continues to pursue suitable income orientated investment opportunities that will improve the income profile and further diversify the portfolio. Other key asset management initiatives completed during the period included the successful leasing of the Hamburg office investment at rents significantly above expected rental value which took the office occupancy from 80% to 100%, coupled with leasing agreements in Saint-Cloud. In addition, ESG initiatives have been advanced that have allowed the portfolio to maintain its three green star Global Real Estate Sustainability ('GRESB') rating.

 

Strategy

The long-term strategy remains to replicate the success we have achieved to date and grow the real estate portfolio, further diversifying it by location, sector, size, lease duration and tenant concentration. Identifying 'Winning Cities and Regions', coupled with the use of the Investment Manager's local expertise to source and manage investments in micro locations that will benefit from supply constraints, competing demands for uses, transport infrastructure improvements and real estate that is leased off affordable and sustainable rents, has been key to the real estate returns delivered to date.

 

The pandemic has heightened the need for flexibility in our strategy. As a result, the weighting we give to, and the influence of, certain themes is evolving. For example, changes to traditional office use to cater to a hybrid work from home basis have necessitated a broadened critique of the optimum office that will remain relevant. In addition, we have witnessed technological and social change fast track the need for convenience, which has impacted the retail and logistics sectors to wide degrees. At the same time, environmental, social and governance considerations are increasingly shaping portfolio management. The Company is well positioned to benefit from these changes, particularly given the quality and location of the portfolio and the strong balance sheet and cash position deriving from the Paris BB office disposal.

 

We continue to work with the Investment Manager in the deployment of capital into new investments and earnings enhancing initiatives to further diversify the portfolio and move the dividend cover back to 100%. We will continue to employ a highly disciplined and patient approach.

 

Financial results

NAV total return was 3.2% over the year based on an IFRS profit of €6.2 million. Returns were driven primarily by an increase in the valuation of our industrial and DIY assets, together with the German office portfolio, which was offset by the writedown of the Seville exposure to €nil. In addition €1.6 million of the Paris BB development pre-tax profit has been released as a result of the refurbishment remaining on cost and programme. Underlying EPRA earnings were €6.6 million, compared to €8.6 million in 2020. Earnings will further increase with the redeployment of the Paris BB sale proceeds, and as rent collection improves. The Company's NAV as at 30 September 2021 decreased marginally by €2.3 million, to €199.5 million, or 149.2 euro cents per share, over the period, almost entirely driven by the Seville writedown.

 

Balance sheet and debt

Third-party debt totalled €80.7 million, representing a loan to value ('LTV') net of cash of 16% against the overall gross asset value of the Company. This compares to a net LTV cap of 35%. The Company has seven loans secured by individual assets or groups of assets, with no cross-collateralisation between loans. The average weighted total interest rate of the loans is 1.4% per annum. The weighted average duration of the loans is 2.9 years, with the earliest loan maturity in 2023. All loans except Seville are in compliance with their default covenants. The Seville loan remains in cash trap and is being managed under an LTV covenant waiver to facilitate a sale. More detail of the individual loans is provided in the Investment Manager's Report. We have received approximately 50% of the Paris BB forward funding disposal proceeds with the remaining sale price due as we meet refurbishment milestones through to completion in the second quarter of 2022. These funds offer the Company significant flexibility and provide additional €55 million investment capacity (including debt) post funding of the refurbishment.

 

Dividends

The Company has continued to pay dividends throughout the pandemic. Improvements in rent collection, coupled with asset management successes in Hamburg and Paris, have given the Board confidence in maintaining the quarterly dividend at 1.85 euro cents per share. In addition, as previously announced, the Board expects to allocate some of the net sale proceeds from the forward sale of Paris BB. In this regard the Board is announcing a special dividend of 4.75 euro cents per share in addition to the quarterly dividend. The quarterly dividend of 1.85 euro cents is 67% covered from income received over the quarter. As announced previously, it is expected that dividends from net income will remain uncovered whilst the refurbishment of Paris BB is being undertaken. The Board expects to allocate some of the net sale proceeds from the forward funding disposal towards covering the shortfall in income from Paris BB whilst it is being refurbished and pending the reinvestment of the remainder of the sale proceeds. Total quarterly dividends declared relating to the year are 7.12 euro cents per share, with a dividend cover for the year of 69%. Including the special dividend, total dividends more than doubled to 11.87 euro cents per share versus the previous financial year.

 

Share price

The shares continue to trade at a discount, which as at 1 December 2021 reflected a c.20% discount to NAV. The Board remains frustrated that the share price has not reflected the recent reinstatement of the dividend to pre-pandemic levels or the intention to release approximately 9.5 euro cents per share as special dividends. Annualising the 1.85 euro cents per share quarterly dividend (to 7.4 euro cents per annum) provides an attractive 6% dividend yield based on current share price. We do not believe that the share price reflects the strength of the Company's balance sheet, proven asset management value creation and real estate exposure in growth European cities. Given the healthy cash position, the Board will continue to review the discount and its discretion to execute a share buyback programme as well as new acquisitions consistent with its 'Winning Cities and Regions' strategy.

 

Responsible and impact investment

Responsible and impact investment sits alongside economic and financial considerations and is reflected in the Company's values. We have maintained our three green star rating in the annual GRESB survey for 2021. We continue to review sustainability initiatives to improve on this rating. In addition, the Investment Manager has outlined a programme to work with tenants regarding their sustainability agenda and in particular data collection around water, gas, electricity and waste, which will be key to modelling each asset's respective carbon pathway.

 

Governance

Mainly in response to the Covid-19 pandemic, some principal changes are proposed to be introduced in the Articles, most importantly, giving flexibility to hold general meetings by electronic means, thereby enabling all stakeholders to attend and participate in general meetings at one or more satellite meeting places. The principal changes proposed to be introduced in the Articles, and their effect, are set out in more detail on pages 98 and 99 of the 2021 Report and Accounts.

 

Outlook

Confidence within the Eurozone has improved and expectations are for economies to move back to their pre-Covid GDP levels during 2022. Near term, markets are dealing with increasing energy costs and supply constraints, particularly regarding materials and labour, which are collectively heightening inflationary concerns. As a result, there is a risk that the European Central Bank ('ECB') will move to control inflation via an increase in interest rates, albeit we see this risk as modest. Despite this, both the Board and the Investment Manager are confident in the outlook of the Company, given the strong cash position, diversification characteristics, exposure to higher growth cities and local management expertise. Whilst we remain committed to scaling the Company and are acutely aware of the benefits that this will bring, patience will remain in our critique of new investments to improve income cover and diversification. The Company continues to be a unique and compelling proposition for investors and is well placed to benefit from the trends that have accelerated as a result of the pandemic. These include changes in occupier demand, delivering operational excellence and ensuring that sustainability priorities are instilled within the Company's investment process.

 

Sir Julian Berney Bt.

Chairman

6 December 2021

 

Investment Manager's Report

Results

The net asset value ('NAV') as at 30 September 2021 stood at €199.5 million (£171.4 million), or 149.2 euro cents (128.2 pence) per share, resulting in a NAV total return of 3.2% over the 12 months to 30 September 2021.

 

The table below provides an analysis of the movement in NAV during the reporting period as well as a corresponding reconciliation in the movement in the NAV euro cents per share.

 

NAV movement

€m1

cps2

% change

per cps3

Brought forward as at 1 October 2020

201.8

150.9

-

Unrealised gain in the valuation of the real estate portfolio

14.8

11.1

7.4

Capital expenditure

(5.1)

(3.8)

(2.5)

Transaction costs

(0.9)

(0.7)

(0.5)

Boulogne-Billancourt, Paris post-tax development profit

1.1

0.8

0.5

Movement on the Seville JV investment

(8.2)

(6.1)

(4.0)

EPRA earnings4

6.6

4.9

3.2

Non-cash/capital items

(2.0)

(1.5)

(1.0)

Dividends paid

(8.6)

(6.4)

(4.2)

Carried forward as at 30 September 2021

199.5

149.2

(1.1)

1 Management reviews the performance of the Company principally on a proportionally consolidated basis. As a result, figures quoted in this table include the Company's share of the Seville joint venture on a line-by-line basis.

2 Based on 133,734,686 shares.

3 Percentage change based on the starting NAV as at 1 October 2020.

4 EPRA earnings as reconciled on page 78 of the 2021 Report and Accounts.

 

Strategy

The strategy over the period ended 30 September 2021 remained focused on the following key objectives:

· Growing the share price and eliminating the discount to NAV;

· Enhanced operational management to mitigate the impact of the Covid-19 pandemic on the portfolio, tenants and wider stakeholders;

· Executing asset management initiatives to enhance both the income profile and individual asset values;

· Ensuring compliance with contractual obligations particularly in respect of the refurbishment of Paris Boulogne-Billancourt ('Paris BB');

· Improving the Company's net income profile and occupancy to allow for the reinstatement of the dividend to pre-Covid levels;

· Allocating capital to enhance diversification whilst maintaining exposure to higher growth sectors in Winning Cities and Regions; and

· Managing portfolio risk in order to enhance the portfolio's defensive qualities.

 

Progress was made in executing the strategy and activity, which has delivered:

· Reinstatement of quarterly dividend to 1.85 euro cents per share in line with the pre-pandemic level;

· Favourable and improving rent collection over the period of 93%, increasing to 95% for the quarter ended 30 September 2021;

· Asset management of the Paris BB office refurbishment remains on budget and programme;

· Declaration of a 4.75 euro cents per share special dividend relating to part of the Paris BB profit with the intention to declare a second special dividend targeting approximately the same amount over the next nine-month period;

· Concluded 11 new leases and re-gear events (including Hamburg) across the portfolio at a weighted unexpired lease term of four years;

· Securing two new lease agreements in Hamburg resulting in full occupation and highlighting the continued demand for offices located in mixed-use areas that are accessible and affordable;

· Maintained a high occupancy level of 95%, with an average portfolio unexpired lease term of 5.3 years and 4.5 years to break;

· Acquisition of two investments: a €6.2 million logistics warehouse in Nantes, France, reflecting a 5.5% net initial yield, and an additional office floor (level 7) in the Saint-Cloud, France office investment for €2.6 million, reflecting a 7.5% net initial yield;

· Maintained a prudent gearing approach with a loan to value ('LTV') of 16% and 28% net of cash, well within the target of 35%;

· Increased the portfolio's BREEAM (the Building Research Establishment Environmental Assessment Methodology) coverage via undertaking an assessment of the Berlin asset over the year;

· Improved the portfolio's environmental characteristics via use of 100% renewable energy in Germany, increased tenant data collection and viability studies of renewable energy (e.g. solar panels at Houten);

· Issued Schroders' Sustainable Occupier Guide to all tenants across France, the Netherlands and Spain to proactively advise occupiers on low cost initiatives to achieve reduced environmental footprints, operating costs and enhanced user wellbeing.

 

Covid-19 impact

· Over the last six to nine months, most European countries have made significant progress with their vaccination programmes, helping to control the levels of infection, and most crucially avoiding large scale hospitalisation. Today, depending on country, around 60-80% of the population has received two jabs of a vaccine and governments have started to roll out booster jabs to prepare for winter. While some restrictions remain in place, it has allowed most countries to reopen their economies. On the back of that, economic sentiment has seen a significant uplift and high frequency indicators like mobility data show people returning to offices and going out to consume and use services.

· Whilst events of recent days have demonstrated that we must remain vigilant to pandemic challenges, it is hoped that the positive recent economic sentiment and high frequency indicators like mobility data showing people returning to offices and going out to consume and use services remains the direction of travel.

· What is clear is that the pandemic has accelerated longer term structural trends that we were already witnessing. Advancement in technology and ESG are increasingly shaping how we live, demographics and the use of real estate. The pressures around convenience, real time gratification and supply chain management have influenced logistics. Changing consumer patterns have impacted certain retail, particularly fashion and leisure, that have historically been the key points of difference for shopping centre dominance. Convenience retail such as drive through food and beverages, grocery and DIY have been favoured,with market share dramatically increasing. The optimum use of an office remains polarised across occupiers. However, as cities have reopened, we have seen an increasing shift back to the use of offices, on a hybrid work from home basis. Offices that are accessible and provide efficient use of utilities, live data, agile working and wellness elements will prosper.

· The Company's diversification has proven indispensable in navigating the pandemic. Active tenant engagement, coupled with exposure to resilient sectors such as logistics, DIY, grocery, data centres and accessible office locations, has resulted in healthy rent collection and valuation resilience. We continue to focus on the safety and well-being of our tenants, suppliers and other stakeholders, whilst also protecting shareholders' long-term interests.

 

Market overview

Economic outlook

Recent developments notwithstanding, the Eurozone has made a rapid recovery since most restrictions were lifted in April/May. The economy is currently on track to return to its pre-virus level by the end of this year and Schroders' forecasts that it will grow by 5% in 2022 and 2% in 2023, though regional differences remain. The main driver will be consumer spending, as households spend some of the excess savings built up during lockdown. In addition, investment is expected to grow strongly, thanks to the rebound in exports and the EU Recovery Fund. On the downside, it is possible that the jump in inflation to over 3% sparks a wage-price spiral and forces the European Central Bank ('ECB') to hike interest rates. While possible, it seems more likely that inflation will drop to 2% by the end of 2022, as supply chains normalise and the spike in energy prices falls out of the annual comparison. As such, the ECB is expected to cut quantitative easing, but to leave the refinance rate at zero until the end of 2023. For the moment however, it should be noted, that the strong recovery and increase in demand for goods on a global level has triggered a significant increase in costs for construction materials with some input materials even being temporarily unavailable. This will in the short-term impact construction activity and could cause delays or a squeeze on margins for projects under development.

 

Inflation and real estate yields

A key question is how might higher inflation impact European real estate? While the tighter fiscal policies of eurozone governments mean that the risk of inflation becoming stuck at 3-5% is lower than in the USA, it cannot be ruled out. On a positive note, most rents in Continental Europe are index linked, so faster inflation should feed through to rental income, albeit with a short lag on those leases which specify a cumulative percentage increase in prices before rents can be reset.

 

Offices

In the office market there are signs that demand is stabilising following a sharp fall in 2020. Take-up across Europe in the first half of 2021 was similar to 2009, the low point during the Global Financial Crisis ('GFC'), but leasing volumes started to recover in Q3 2021. And whereas prime office rents fell on average by 10% in the GFC, prime office rents in most cities have been stable over the last 18 months or even showed small growth. The difference reflects two factors. First, the last few years have seen less office construction than in the run up to the GFC, so vacancy rates have been lower, particularly in German, Dutch and Nordic cities. Second, occupier demand is polarising further and while secondary space is struggling, there is good demand for high-quality offices in city centres close to amenities that provide plenty of space for people to meet and collaborate. At the aggregate level, we expect that office demand will start to gain sustained momentum again from late 2021 and throughout 2022. Looking across different cities, we think that Brussels, Dusseldorf, and Rome are likely to see the weakest recoveries due to a combination of slower office employment growth in the medium term, longer commutes (Brussels, Rome) and older offices with poorer facilities. Conversely, using the same variables, we expect that Luxembourg, Lyon and Madrid will see the strongest recovery in demand over the next few years.

 

Retail

The outlook for the sector remains challenging. Mid-market fashion brands (e.g. H&M, Zara) are closing stores as they shift more of their business online and the slow recovery in international travel is hurting luxury retailers who rely on Asian and American tourists. Whilst several discounters are in expansion mode, they are unable to afford the same rent as mid-market brands and prefer fringe locations, or retail parks. Overall, we expect that prime shopping centre rents in Continental Europe will fall by 10% over the next two years, while retail park rents will be broadly flat. By contrast, food stores will likely see rental growth of 1.5-2% p.a. through 2022/23. Online accounts for less than 5% of food sales in most European countries and there is good demand for mid-sized units in town centres.

 

Logistics/industrial

Warehouse take-up in Continental Europe is on course to hit a new record in 2021. The main driver is the growth in online retail as both internet retailers and traditional retailers add more capacity and shorten delivery times. In addition, although the immediate impact is limited, we think that the current disruption of supply chains and the risk of growing geopolitical tensions will encourage companies to hold slightly higher levels of stocks and reshore some manufacturing to Europe. However, development is also on course to hit a new record this year. While two thirds of the space under construction is pre-let, the high level of new building means that rental growth in the logistics sector is likely to continue running at 2-3% through 2022/23, rather than move up a gear. Multi-let industrial estates will likely see slightly faster rental growth, due to less new supply.

 

Real estate portfolio

Following the sale of Paris BB, the Company owns a portfolio of 13 institutional grade properties valued at €215.7 million1. The portfolio is 95% let and located across those Winning Cities and Regions in France, Germany, Spain and the Netherlands. All investments are 100% owned except for the Metromar shopping centre, Seville, where the Company holds a 50% interest.

 

The table below shows the top ten properties:

 

Rank

Property

Country

Sector

€m1

% of total1

1

Paris (Saint-Cloud)

France

Office

42.0

16

2

Berlin

Germany

Retail/DIY

29.0

12

3

Hamburg

Germany

Office

23.1

9

4

Stuttgart

Germany

Office

20.6

8

5

Rennes

France

Industrial

18.9

7

6

Apeldoorn

Netherlands

Mixed

18.1

7

7

Seville (50%)

Spain

Retail/Shopping Centre

14.6

6

8

Venray

Netherlands

Industrial

11.4

4

9

Frankfurt

Germany

Retail/Grocery

11.2

4

10

Rumilly

France

Industrial

9.8

4

Top ten properties

 

198.7

77

11-13

Remaining three properties

Netherlands/France

Industrial/Logistics

17.0

7

Total portfolio value

 

215.7

84

 

Investable cash

 

 

41.7

16

Adjusted GAV

 

257.4

100

1 Reflects the Company's 50% share of the Seville property valued at €14.6 million as at 30 September 2021.

The table below sets out the top ten tenants, which are from a diverse range of industry segments and represent 64% of the portfolio:

 

 

 

 

Contracted rent

WAULT break

(yrs)

WAULT expiry

(yrs)

Rank

Tenant

Industry

Property

€m

% of total

1

KPN

Telecom

Apeldoorn

2.5

16

5.3

5.3

2

Hornbach

DIY

Berlin

1.7

11

4.3

4.3

3

C-Log

Logistics

Rennes

1.1

7

9.4

9.4

4

Filassistance

Insurance

Paris (Saint-Cloud)

0.9

6

2.3

5.3

5

Land BW

Government

Stuttgart

0.7

4

4.8

4.8

6

Cereal Partners

Consumer staples

Rumilly

0.7

4

3.6

4.6

7

DKL

Logistics

Venray

0.7

4

7.0

7.0

8

Outscale

IT

Paris (Saint-Cloud)

0.6

4

4.5

7.5

9

Inventum Industrial

Manufacturing

Houten

0.6

4

4.7

4.7

10

Ethypharm

Pharmaceutical

Paris (Saint-Cloud)

0.6

4

2.7

5.3

Total top ten tenants

 

 

10.1

64

5.0

5.7

Remaining tenants

 

 

5.7

36

3.6

4.7

Total

 

 

15.8

100

4.5

5.3

 

The rent collection associated with the top ten tenants over the 12-month period stood at 99.2%. The portfolio generates €15.8 million p.a. in contracted income. The average unexpired lease term is 4.5 years to first break and 5.3 years to expiry.

 

The lease expiry profile to earliest break is shown below. The near-term lease expiries provide asset management opportunities to: renegotiate leases; extend weighted average unexpired lease terms; improve income security; and generate rental growth. In turn, this activity benefits NAV total return.

 

Transactions

A key target for the Company over the remainder of 2021/22 is to redeploy the Paris BB proceeds in line with the stated objective of targeting income-producing commercial real estate in Winning Cities and Regions of Continental Europe. We have been seeking to further diversify the Company's portfolio by both number of assets and tenants, as well as increase its allocation to the high growth industrial sector.

 

During the third quarter of 2021, the Company completed two purchases totalling approximately €9 million:

· A €6.2 million logistics investment in Nantes, reflecting a net initial yield of 5.5% and an unexpired lease term of approximately seven years; and

· An additional floor at the Paris Saint-Cloud office complex for €2.6 million at a net initial yield of 7.5%.

 

Portfolio performance

Over the last 12 months the underlying property portfolio generated a total property return of 6.6%. The portfolio income return amounted to 4.9% and the portfolio capital return to 1.5% net of capital expenditure.

 

The strongest contributors to portfolio performance during the financial year were:

· The Hamburg office property delivering a +29% total return: favourable leasing activity and strong local investment markets resulted in a valuation increase of €4.2 million;

· The Stuttgart office property delivering a +19% total return with the asset seeing a valuation increase of €2.6 million due to improved ERV growth and yield re-rating of the Stuttgart office market;

· The Berlin DIY property and the industrial portfolio delivering an average 12% total return due to stable income and positive capital returns;

· The Seville shopping centre returns was -29% as the value of the Company's 50% interest declined by €6.7 million over the period. The value of the Company's investment in the Seville shopping centre was written down to €nil in the financial year. This reflects the recent increase in vacancy, declining rental values and increase in the risk to trading at shopping centres from the pandemic in general, which increased the pressure on the yield of the asset. This is the only asset in the portfolio where the valuers continue to adopt a material valuation uncertainty clause; and

· Most of the strong positive performance impact from the Paris BB lease re-gear and forward funded sale was taken into account in the previous year's financial returns. In the current financial year an additional pre-tax profit of €1.6 million was recognised, resulting in an additional 3% property return for this asset during the financial year. There remains approximately a further €4.8m of pre-tax development profit which could be recognised in the 30 September 2022 financial year end should certain key milestones be achieved regarding the completion of the refurbishment, expected in Q2 2022, and subsequent tenant occupation.

 

Finance

As at 30 September 2021, the Company's total external debt was €80.7 million, across seven loan facilities. This represents a loan to value ('LTV') net of cash of 16% against the Company's gross asset value (gross of cash LTV is 28%). Cash levels are high, as the Company has received approximately 50% from the agreed sale price of Paris BB. There is a net of cash LTV cap of 35% that restricts concluding new external loans if the Company's net LTV is above 35%. An increase in leverage above 35% as a result of a valuation decline is excluded from this cap. The current blended all-in interest rate is 1.4% and the average remaining loan term is 2.9 years.

 

The individual loans are detailed in the table below. Each loan is held at the property-owning level instead of the group level and is secured by the individual properties noted in the table. There is no cross-collateralisation between loans. Each loan has specific LTV and income default covenants. We detail the headroom against those covenants in the latter two columns of the table below.

 

Lender

Property

Maturity date

Outstanding

principal

Interest rate

Headroom LTV default covenant

(% decline)

Headroom net income default covenant

(% decline)

BRED Banque Populaire

Paris (Saint-Cloud)

15/12/2024

€17.00m

3M Eur +1.34%

-29%

-29%

Deutsche Pfandbriefbank AG

Berlin/Frankfurt

30/06/2026

€16.50m

1.31%

-33%

-41%

Deutsche Pfandbriefbank AG

Stuttgart/Hamburg

30/06/2023

€14.00m

0.85%

-37%

-36%

Münchener Hypothekenbank eG

Seville (50%)1

22/05/2024

€11.68m

1.76%

In breach2

In cash trap

HSBC Bank Plc

Utrecht, Venray, Houten

27/09/2023

€9.25m

3M Eur +2.15%

-33%

-51%

Landesbank SAAR

Rennes

28/03/2024

€8.60m

3M Eur +1.40%

-24%

-74%

Landesbank SAAR

Rumilly

30/04/2023

€3.70m

3M Eur +1.30%

-28%

-84%

Total

 

 

€80.73m

 

 

 

1 Includes the Company's 50% share of external debt in the Seville joint venture of €11.7 million and excludes unamortised finance costs.

2 Temporary waiver for breach of LTV covenant in Seville agreed with the lender.

 

For the Seville shopping centre, a reduction in rental income has resulted in a requirement under the loan to retain all excess income generated by the Seville property in the property-owning special purpose vehicle. The Seville loan is being managed under an LTV covenant waiver to facilitate a sale. The loan is secured solely against the Seville investment, with no recourse back to the Company or any other entity within the Group.

 

The German and Spanish loans are fixed rate for the duration of the loan term. The French and Dutch loans are based on a margin above three-month Euribor. The Company has acquired interest rate caps to limit future potential interest costs if Euribor were to increase. The strike rates on the interest rate caps are between 0.25% p.a. and 1.25% p.a.

 

The Company entered into a revolving credit facility in relation to the Paris BB refurbishment. The maximum amount that can be drawn down is €13.6 million. €1.8 million was drawn down as at the financial year end.

 

Outlook

The portfolio is in a strong position to continue to deliver attractive and stable income and growth. Being exposed to a diversified portfolio that is biased towards growth European cities such as Paris, Berlin, Hamburg, Stuttgart and Frankfurt provides comfort as we expect these cities to quickly return to growth.

 

The resilient portfolio performance during the period has been led by our diversified, local expertise and Winning Cities and Regions strategy. As such, we are well prepared and positioned in the event of further short term Covid-19 pressures. Our strategy is therefore not changing; however, we are conscious of evolving thematic investment driven by macro-trends. There is an increasing move to a hospitality mindset and greater flexibility, particularly around office utilisation. Whilst for retail and logistics, changes in technology and social needs are heightening the need for convenience and real time gratification. This is shaping how we invest and manage real estate to deliver outperformance. Having local, multi-sector expertise will increasingly become more important, particularly as we work with our partners to deliver on sustainability initiatives. In this regard, it is pleasing to report on Schroders PLC's recent growth within the Netherlands with the acquisition of a specialist real estate team comprising 26 professionals. This ties in well with the strategy and commitment to specialist, local management.

 

The strength of the Company's balance sheet provides significant operational and financial flexibility. We remain active and disciplined in sourcing new investments that will diversify the portfolio whilst increasing exposure to growth sectors and Winning Cities and Regions. We expect to see more investment product over the medium term and the strengthening of local teams positions us well to continue to focus on key markets such as France, Germany and the Netherlands.

 

Jeff O'Dwyer

Fund Manager

Schroder Real Estate Investment Management Limited

6 December 2021

 

Strategic Report

Principal risks and uncertainties

The Board is responsible for the Company's system of risk management and internal control and for reviewing its effectiveness. The Board has adopted a detailed matrix of principal risks affecting the Company's business as an investment trust and has established associated policies and processes designed to manage and, where possible, mitigate those risks, which are monitored by the Audit, Valuation and Risk Committee on an ongoing basis. This system assists the Board in determining the nature and extent of the risks it is willing to take in achieving the Company's strategic objectives. Both the principal risks and the monitoring system are also subject to robust review at least annually. The last review took place in November 2021.

 

Although the Board believes that it has a robust framework of internal control in place this can provide only reasonable, and not absolute, assurance against material financial misstatement or loss and is designed to manage, not eliminate, risk.

 

From an emerging risk perspective, the Board continues to be mindful of the structural change the pandemic has the potential to expedite, which could affect the use and prospects of some real estate sectors, and is keeping this under review, particularly in connection with its decisions to re-deploy investable cash.

 

The principal risks and uncertainties faced by the Company have largely remained unchanged throughout the year. While the impact of the Covid-19 pandemic remains a concern from an economic and property market risk perspective, the Company's portfolio has proved to be resilient, as evidenced by rent collection levels during the year under review.

 

Actions taken by the Board and its Committees to manage and mitigate the Company's principal risks and uncertainties, are set out in the table below.

Risk

 

Mitigation and management

Investment policy and strategy

An inappropriate investment strategy, or failure to implement the strategy, could lead to underperformance and the share price being at a larger discount, or smaller premium, to NAV. This underperformance could be caused by incorrect sector and geographic weightings or a loss of income through tenant failure, both of which could lead to a fall in the value of the underlying portfolio. This fall in values would be amplified by the Company's external borrowings.

 

The Board seeks to mitigate these risks by:

· Diversification of its property portfolio through its investment restrictions and guidelines which are monitored and reported on by the Investment Manager

· Determining borrowing policy, and ensuring the Investment Manager operates within borrowing restrictions and guidelines

· Receiving from the Investment Manager timely and accurate management information including performance data, attribution analysis, property level business plans and financial projections

· Monitoring the implementation and results of the investment process with the Investment Manager with a separate meeting devoted to strategy each year

· Reviewing marketing and distribution activity and considering the use of a discount control mechanism as necessary

· Working with tenants during the Covid-19 pandemic to support their ongoing trading

Implementation of investment strategy

The Investment Manager's investment strategy, if inappropriate, may result in the Company underperforming the market and/or peer group companies, leading to the Company and its objectives becoming unattractive to investors.

 

The Board regularly reviews: the Investment Manager's compliance with the agreed investment restrictions, investment performance and risk against investment objectives and strategy; relative performance; and the portfolio's risk profile. Appropriate strategies are employed to mitigate any negative impact of substantial changes in markets, including any potential disruption to capital markets.

 

An annual review of the ongoing suitability of the Investment Manager is undertaken.

Economic and property market risk

The performance of the Company could be affected by economic, currency and property market risk, such as that caused by the Covid-19 pandemic. In the wider economy this could include inflation or deflation, economic recessions, movements in foreign exchange and interest rates or other external shocks. The performance of the underlying property portfolio could also be affected by structural or cyclical factors impacting particular sectors (for example, retail) or regions of the property market.

 

Deterioration in certain real estate markets may affect gearing covenants.

 

The Board considers economic conditions and the uncertainty around political events when considering investment decisions. The Board mitigates property market risk through the review of the Company's strategy on a regular basis and discussions are held to ensure the strategy is still appropriate or if it needs updating. Diversification of the majority of the portfolio across the office and industrial/logistics sectors in growth cities, and focus on functional and affordable space, provides defensive characteristics.

 

The assets of the Company are denominated in non-sterling currencies, predominantly the euro. No currency hedging is planned for capital, but the Board periodically considers the hedging of dividend payments having regard to availability and cost.

 

The Board monitors gearing covenants closely and, where it considers risk has increased, maintains an open dialogue with external debt providers. For example, in relation to the Seville asset, the Company is working closely with the lender to manage the asset under an LTV covenant waiver to facilitate sale. The loan is secured only by the asset and there is no recourse to the Company, or any other entity in the Group.

Custody

Safe custody of the Company's assets may be compromised through control failures.

 

The Depositary verifies ownership and legal entitlement, and reports on safe custody of the Company's assets, including cash.

 

The Depositary provides a quarterly report on its activities.

Gearing and leverage

The Company utilises credit facilities. These arrangements increase the funds available for investment through borrowing. While this has the potential to enhance investment returns in rising markets, in falling markets the impact could be detrimental to performance.

 

Gearing is monitored at quarterly Board meetings and ad hoc as required and strict restrictions on borrowings imposed.

Accounting, legal and regulatory

The NAV and financial statements could be inaccurate.

 

Breaches of the UK Listing Rules, the Companies Act 2006 or other regulations with which the Company is required to comply could lead to a number of detrimental outcomes.

 

Changes to law and regulation, including retrospective changes, could impact the Company's performance and position.

 

The Investment Manager has robust processes in place to ensure that accurate accounting records are maintained and that evidence to support the financial statements is available to the Board and the auditors. The Investment Manager operates established property accounting systems and has procedures in place to ensure that the quarterly NAV and gross asset value are calculated accurately. The Board has appointed the Investment Manager as Alternative Investment Fund Manager in accordance with the Alternative Investment Fund Managers Directive.

 

The quarterly and annual NAV has numerous levels of reviews including by the Board. Additional support is produced by the fund accountants to ensure financial data is complete and accurate.

 

An external audit is completed to provide an opinion on the financial statements which have been reviewed by the Board.

 

The Investment Manager and Company Secretary monitor legal requirements to ensure that adequate procedures and reminders are in place to meet legal requirements and obligations. The Investment Manager undertakes full legal due diligence with advisers when transacting and managing the Company's assets. All contracts entered into by the Company and its subsidiaries are reviewed by the Company's legal and other advisers.

 

Confirmation of compliance with relevant laws and regulations received from key service providers.

 

Shareholder documents and announcements, including the Company's published Annual Report, are subject to stringent review processes.

Procedures have been established to safeguard against unauthorised disclosure of inside information.

 

The Board receives regular reporting on proposed changes to law and regulation which could affect the Group's structure.

Valuation

Property valuations are inherently subjective and uncertain, due to the individual nature of each property.

 

External valuers provide independent valuation of all assets at least quarterly. The Audit, Valuation and Risk Committee includes two experienced chartered surveyors.

 

Members of the Audit, Valuation and Risk Committee meet with the external valuers to discuss the basis of their valuations and their quality control processes on a quarterly basis. Matters discussed included the continued application of a material uncertainty clause to the Seville asset. Having regard to the LTV covenant waiver agreed with the lender in relation to the Seville asset to facilitate sale, the Board has agreed that the value of the investment should be written down to zero, so any further deterioration in the valuation will not impact the NAV.

Service provider

The Company has delegated certain functions to a number of service providers. Failure of controls, including as a result of cyber-hacking, and poor performance of any service provider could lead to disruption, reputational damage or loss.

 

Service providers are appointed subject to due diligence processes and with clearly documented contractual arrangements detailing service expectations.

 

Regular reporting by key service providers is received and the quality of services provided is monitored.

 

A review of annual audited internal controls reports from key service providers, including confirmation of business continuity arrangements, is undertaken.

Health and safety

Failure to implement appropriate health and safety measures could impact the safety and confidence of tenants and visitors.

 

The Investment Manager liaises with property managers to ensure appropriate health and safety arrangements are in place.

 

Risk assessment and internal controls

Risk assessment includes consideration of the scope and quality of the systems of internal control operating within key service providers, and ensures regular communication of the results of monitoring by such providers to the Audit, Valuation and Risk Committee, including the incidence of significant control failings or weaknesses that have been identified at any time and the extent to which they have resulted in unforeseen outcomes or contingencies that may have a material impact on the Company's performance or condition.

 

No significant control failings or weaknesses were identified from the Audit, Valuation and Risk Committee's ongoing risk assessment which has been in place throughout the financial year and up to the date of this report. The Board is satisfied that it has undertaken a detailed review of the risks facing the Company.

 

A full analysis of the financial risks facing the Company and its subsidiaries is set out in note 23 on pages 73 to 76 of the 2021 Report and Accounts.

 

Viability statement

The Board is required to give a statement on the Company's viability which considers the Company's current position and principal risks and uncertainties together with an assessment of future prospects.

 

The Board conducted this review over a five-year time horizon commencing from the date of this report which is selected to match the period over which the Board monitors and reviews its financial performance and forecasting. The Investment Manager prepares five-year total return forecasts for the Continental European commercial real estate market. The Investment Manager uses these forecasts as part of analysing acquisition opportunities as well as for its annual asset level business planning process. The Board receives an overview of the asset level business plans which the Investment Manager uses to assess the performance of the underlying portfolio and therefore make investment decisions such as disposals and investing capital expenditure. The Company's principal borrowings are for a weighted duration of 2.9 years and the average unexpired lease term, assuming all tenants vacate at the earliest opportunity, is 4.5 years.

 

The Board's assessment of viability considers the principal risks and uncertainties faced by the Company, as detailed in the Strategic Review on pages 31 to 33 of the 2021 Report and Accounts, which could negatively impact its ability to deliver the investment objective, strategy, liquidity and solvency. This includes consideration of scenario stress testing and a cash flow model prepared by the Investment Manager that analyses the sustainability of the Company's cash flows (taking into account any continued impact of Covid-19 on rent collection), dividend cover, compliance with bank covenants, general liquidity requirements and potential legal and regulatory change for a five-year period.

 

These metrics are subject to a sensitivity analysis which involves flexing a number of the main assumptions including macro-economic scenarios, delivery of specific asset management initiatives, rental growth and void/reletting assumptions. The Board also reviews assumptions regarding capital recycling and the Company's ability to refinance or extend financing facilities. Steps which are taken to mitigate these risks as set out in the Strategic Review on pages 31 to 33 of the 2021 Report and Accounts are also taken into account.

 

Based on the assessment, and having considered in detail base and downside scenarios modelling the potential ongoing impact of Covid-19, the Directors have concluded that there is a reasonable expectation that the Company will be able to continue in operation and meet its liabilities as they fall due over the five-year period of their assessment.

 

Going concern

The Board believes it is appropriate to adopt the going concern basis in preparing the financial statements. A comprehensive going concern statement setting out the reasons the Board considers this to be the case is set out in note 1 on page 58 of the 2021 Report and Accounts.

 

Statement of Directors' Responsibilities

 

The Directors are responsible for preparing the Annual Report and the financial statements in accordance with applicable law and regulation.

 

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the Group and the Company financial statements in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006. Additionally, the Financial Conduct Authority's Disclosure Guidance and Transparency Rules require the Directors to prepare the Group financial statements in accordance with international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union. Under company law, Directors must not approve the financial statements unless they are satisfied that they give a true and fair view of the state of affairs of the Group and Company and of the profit or loss of the Group and Company for that period. In preparing the financial statements, the Directors are required to:

· select suitable accounting policies and then apply them consistently;

· state whether applicable international accounting standards in conformity with the requirements of the Companies Act 2006 and international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union have been followed for the Group financial statements and international accounting standards in conformity with the requirements of the Companies Act 2006 have been followed for the Company financial statements, subject to any material departures disclosed and explained in the financial statements;

· make judgements and accounting estimates that are reasonable and prudent; and

· prepare the financial statements on the going concern basis unless it is inappropriate to presume that the Group and Company will continue in business.

 

The Directors are also responsible for safeguarding the assets of the Group and Company and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

 

The Directors are also responsible for keeping adequate accounting records that are sufficient to show and explain the Group's and Company's transactions and disclose with reasonable accuracy at any time the financial position of the Group and Company and enable them to ensure that the financial statements comply with the Companies Act 2006.

 

The Investment Manager is responsible for the maintenance and integrity of the Company's webpages. Legislation in the United Kingdom governing the preparation and dissemination of financial statements may differ from legislation in other jurisdictions.

 

Directors' confirmations

The Directors consider that the Annual Report and Accounts, taken as a whole, is fair, balanced and understandable and provides the information necessary for shareholders to assess the Group and Company's position and performance, business model and strategy.

 

Each of the Directors, whose names and functions are listed in the Directors' Report confirm that to the best of their knowledge:

· the Group financial statements, which have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006 and international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union, give a true and fair view of the assets, liabilities and financial position and profit of the Group;

· the Company financial statements, which have been prepared in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006, give a true and fair view of the assets, liabilities, financial position and profit of the Company; and

· the Directors' Report includes a fair review of the development and performance of the business and the position of the Group and the Company, together with a description of the principal risks and uncertainties that it faces.

 

In the case of each Director in office at the date the Directors' Report is approved:

· so far as the Director is aware, there is no relevant audit information of which the Group and Company's auditors are unaware; and

· they have taken all the steps that they ought to have taken as a Director in order to make themselves aware of any relevant audit information and to establish that the Group and Company's auditors are aware of that information.

 

Consolidated and Company Statements of Comprehensive Income

For the year ended 30 September 2021

 

 

Note

Group year to

30/09/21

€'000

Group year to

30/09/20

€'000

Company year to 30/09/21

€'000

Company year to 30/09/20

€'000

Rental and service charge income

3

16,921

19,235

-

-

Property operating expenses

4

(3,887)

(5,690)

-

-

Net rental and related income

 

13,034

13,545

-

-

Net gain from fair value adjustment on investment property

13

8,573

25,505

-

-

Development revenue

14

9,806

-

-

-

Development expense

14

(8,265)

-

-

-

Realised loss on foreign exchange

 

(3)

-

(3)

-

Net change in fair value of financial instruments at fair value through profit or loss

 

(7)

(21)

-

-

Management fee income

5

-

-

1,690

1,458

Provision of loan made to Seville joint venture

6

(8,471)

(2,622)

-

-

Provision of investment made in subsidiaries

15

-

-

(7,279)

-

Dividends received

8,16

-

67

33,121

3,710

Profit on disposal of shares in subsidiary

 

-

-

25

-

Expenses

 

 

 

 

 

Investment management fee

5

(2,181)

(1,945)

(2,181)

(1,945)

Valuers' and other professional fees

 

(714)

(1,004)

(306)

(395)

Administrator's and accounting fees

 

(410)

(362)

(193)

(160)

Auditors' remuneration and assurance fees

7

(391)

(367)

(356)

(328)

Directors' fees

9

(180)

(139)

(180)

(139)

Other expenses

9

(616)

(551)

(252)

(129)

Total expenses

 

(4,492)

(4,368)

(3,468)

(3,096)

Operating profit

 

10,175

32,106

24,086

2,072

Finance income

 

447

730

1,748

581

Finance costs

 

(1,209)

(1,131)

-

-

Net finance (costs)/income

 

(762)

(401)

1,748

581

Share of loss from joint venture

16

(60)

(2,378)

-

-

Profit before taxation

 

9,353

29,327

25,834

2,653

Taxation

10

(3,116)

(925)

(131)

-

Profit for the year

 

6,237

28,402

25,703

2,653

Other comprehensive loss:

 

 

 

 

 

Other comprehensive loss items that may be reclassified to profit or loss:

 

 

 

 

 

Currency translation differences

 

1

(4)

1

(4)

Total other comprehensive profit/(loss)

 

1

(4)

1

(4)

Total comprehensive income for the year

 

6,238

28,398

25,704

2,649

Basic and diluted earnings per share attributable to owners of the parent

11

4.7c

21.2c

-

-

        

 

Consolidated and Company Statements of Financial Position

As at 30 September 2021

 

 

Note

Group

30/09/21

€'000

Group

30/09/20

€'000

Company

30/09/21

€'000

Company

 30/09/20

€'000

Assets

 

 

 

 

 

Non-current assets

 

 

 

 

 

Investment property

13

199,727

181,093

-

-

Investment in subsidiaries

15

-

-

61,386

108,769

Investment in joint venture

16

-

-

-

-

Loans to joint ventures

6,16

-

7,543

-

-

Non-current assets

 

199,727

188,636

61,386

108,769

Non-current assets held for sale

17

-

65,200

-

-

Current assets

 

 

 

 

 

Trade and other receivables

18

34,642

6,967

86,234

51,137

Interest rate derivative contracts

 

14

20

-

-

Cash and cash equivalents

 

45,717

18,035

33,891

3,968

Current assets

 

80,373

25,022

120,125

55,105

Total assets

 

280,100

278,858

181,511

163,874

Equity

 

 

 

 

 

Share capital

19

17,966

17,966

17,966

17,966

Share premium

19

43,005

43,005

43,005

43,005

Retained earnings/(accumulated losses)

 

21,878

24,173

2,302

(14,869)

Other reserves

 

116,683

116,682

116,916

116,915

Total equity

 

199,532

201,826

180,189

163,017

Liabilities

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

Interest-bearing loans and borrowings

20

68,589

68,372

-

-

Deferred tax liability

10

3,844

1,924

-

-

Non-current liabilities

 

72,433

70,296

-

-

Current liabilities

 

 

 

 

 

Trade and other payables

21

7,545

6,736

1,322

857

Current tax liabilities

10

590

-

-

-

Current liabilities

 

8,135

6,736

1,322

857

Total liabilities

 

80,568

77,032

1,322

857

Total equity and liabilities

 

280,100

278,858

181,511

163,874

 

 

 

 

 

 

Net asset value per ordinary share

22

149.2c

150.9c

134.7c

121.9c

 

Consolidated and Company Statements of Changes in Equity

For the year ended 30 September 2021

 

Group

Note

Share capital

€'000

Share premium

€'000

(Accumulated losses)/

Retained earnings

€'000

Other reserves

€'000

Total equity

€'000

Balance as at 1 October 2019

 

15,080

30,043

4,430

132,534

182,087

Profit for the year

 

-

-

28,402

-

28,402

Other comprehensive loss for the year

 

-

-

-

(4)

(4)

Dividends paid

12

-

-

(8,659)

-

(8,659)

Adjustment to reflect change in accounting policy

 

2,886

12,962

-

(15,848)

-

Balance as at 30 September 2020

 

17,966

43,005

24,173

116,682

201,826

Profit for the year

 

-

-

6,237

-

6,237

Other comprehensive gain for the year

 

-

-

-

1

1

Dividends paid

12

-

-

(8,532)

-

(8,532)

Balance as at 30 September 2021

 

17,966

43,005

21,878

116,683

199,532

 

Company

Note

Share capital

€'000

Share premium

€'000

(Accumulated losses)/

Retained earnings1

€'000

Other

reserves1

€'000

Total equity

€'000

Balance as at 1 October 2019

 

15,080

30,043

(8,863)

132,767

169,027

Profit for the year

 

-

-

2,653

-

2,653

Other comprehensive loss for the year

 

-

-

-

(4)

(4)

Dividends paid

12

-

-

(8,659)

-

(8,659)

Adjustment to reflect change in accounting policy

 

2,886

12,962

-

(15,848)

-

Balance as at 30 September 2020

 

17,966

43,005

(14,869)

116,915

163,017

Profit for the year

 

-

-

25,703

-

25,703

Other comprehensive gain for the year

 

-

-

-

1

1

Dividends paid

12

-

-

(8,532)

-

(8,532)

Balance as at 30 September 2021

 

17,966

43,005

2,302

116,916

180,189

 

1 These reserves form the distributable reserves of the Company (excluding any accumulated, unrealised profits) and may be used to fund distribution of profits to investors via dividend payments. See note 1 for further detail.

Consolidated and Company Statements of Cash Flows

For the year ended 30 September 2021

 

 

Note

Group

30/09/21

€'000

Group

30/09/20

€'000

Company

30/09/21

€'000

Company

30/09/20

€'000

Operating activities

 

 

 

 

 

Profit before tax for the year

 

9,353

29,327

25,834

2,653

Adjustments for:

 

 

 

 

 

Profit on disposal of shares in subsidiary

 

-

-

(25)

-

Net gain from fair value adjustment on investment property

13

(8,573)

(25,505)

-

-

Share of loss of joint venture

16

60

2,378

-

-

Realised foreign exchange loss

 

3

-

3

-

Provision of loan made to Seville joint venture

6

8,471

2,622

-

-

Provision of investment made in subsidiaries

15

-

-

7,279

 

Finance income

 

(447)

(730)

(1,748)

(581)

Finance costs

 

1,209

1,131

-

-

Net change in fair value of financial instruments through profit or loss

 

7

21

-

-

Dividends received from joint venture

16

-

(67)

-

-

Operating cash generated from before changes in working capital

 

10,083

9,177

31,343

2,072

Increase in trade and other receivables

 

(10,896)

(290)

(836)

(228)

(Decrease)/increase in trade and other payables

 

(1,353)

(2,093)

464

(26)

Cash (used in)/generated from operations

 

(2,166)

6,794

30,971

1,818

Finance costs paid

 

(993)

(1,153)

-

-

Finance income received

 

2

283

1,690

944

Tax paid

 

(596)

(984)

(131)

-

Net cash (used in)/generated from operating activities

 

(3,753)

4,940

32,530

2,762

Investing activities

 

 

 

 

 

Proceeds from sale of investment property

14

52,929

-

-

-

Acquisition of investment property

 

(8,750)

-

-

-

Additions to investment property

13

(5,990)

(1,970)

-

-

(Investment)/Divestment in subsidiaries

15

-

-

40,129

(10)

Loans to subsidiary companies

 

-

-

(34,202)

-

Loan repayment from subsidiary company

 

-

-

-

5,844

Investment in joint venture

16

(60)

-

-

-

Net cash generated from/(used in) investing activities

 

38,129

(1,970)

5,927

5,834

Financing activities

 

 

 

 

 

Proceeds from borrowings

20,21

1,840

7,700

-

-

Interest rate cap purchased

 

-

(25)

-

-

Dividends paid

12

(8,532)

(8,659)

(8,532)

(8,659)

Net cash used in financing activities

 

(6,692)

(984)

(8,532)

(8,659)

Net increase/(decrease) in cash and cash equivalents for the year

 

27,684

1,986

29,925

(63)

Opening cash and cash equivalents

 

18,035

16,053

3,968

4,035

Effects of exchange rate change on cash

 

(2)

(4)

(2)

(4)

Closing cash and cash equivalents

 

45,717

18,035

33,891

3,968

 

Notes to the Financial Statements

 

1. Significant accounting policies

Schroder European Real Estate Investment Trust plc (the 'Company') is a closed-ended investment company incorporated in the United Kingdom. The consolidated financial statements of the Company for the year ended 30 September 2021 comprise those of the Company and its subsidiaries (together referred to as the 'Group'). The Group holds a portfolio of investment properties in Continental Europe. The shares of the Company are listed on the London Stock Exchange (primary listing) and JSE Limited (secondary listing). The registered office of the Company is 1 London Wall Place, London, England EC2Y 5AU.

 

Statement of compliance

The consolidated financial statements of the Group have been prepared under 'international accounting standards in conformity with the Companies Act 2006'.

 

The financial statements give a true and fair view and are in compliance with applicable legal and regulatory requirements and the Listing Rules of the UK Listing Authority.

 

Basis of preparation

Company law requires the Directors to prepare financial statements for each financial year. Under that law the Directors have prepared the Group and the Company financial statements in accordance with international accounting standards in conformity with the requirements of the Companies Act 2006. Additionally, the Financial Conduct Authority's Disclosure Guidance and Transparency Rules require the Directors to prepare the Group financial statements in accordance with international financial reporting standards adopted pursuant to Regulation (EC) No 1606/2002 as it applies in the European Union.

 

The financial statements are presented in euros, rounded to the nearest thousand. They are prepared on a going concern basis, applying the historical cost convention, except for the measurement of investment property and derivative financial instruments that have been measured at fair value.

 

The accounting policies have been consistently applied to the results, assets, liabilities and cash flows of the entities included in the consolidated financial statements.

 

Going concern

The outbreak of Covid-19, declared by the World Health Organization as a 'Global Pandemic' on 11 March 2020, has and continues to impact many aspects of daily life and the global economy, with some real estate markets having experienced lower levels of transactional activity and liquidity. Travel restrictions have been implemented by many countries and 'lockdowns' applied to varying degrees. Whilst restrictions have now been lifted in most cases, local lockdowns may continue to be deployed as necessary and the emergence of significant further outbreaks remains possible.

 

The Directors have examined significant areas of possible risk including: the ability of both the Investment Manager, and the Group's key suppliers, to continue to successfully implement business continuity plans during the pandemic; the non-collection of rent and service charges; the potential fall in property valuations; the refurbishment risk of the Boulogne-Billancourt, Paris asset together with future cash flow forecasts; and forward-looking compliance with third party debt covenants, in particular the loan to value covenant and interest cover ratios.

 

In spite of the ongoing pandemic, the portfolio's average rent collection for the financial year was very robust at 93%. Further detail is provided in the Investment Manager's Report on page 14 of the 2021 Report and Accounts.

 

Cash flow forecasts based on certain downside scenarios have led the Board to conclude that the Group will have sufficient cash reserves to continue in operation for the foreseeable future.

 

The Group has seven third party loans secured against individual assets, or groups of assets, with no cross-collateralisation. All but one of the loans are in compliance with their default covenants. The Seville loan has breached its loan to value covenant and there is a cash trap in operation. The Seville loan is non-recourse and the breach will have no further impact to the financial position of the Group with the investment already having been written down to nil. Further details of the individual loans, and headroom on both the loan to value and net income default covenants, is provided in the Investment Manager's Report on page 14 of the 2021 Report and Accounts.

 

After due and appropriate consideration, the Directors have not identified any material uncertainties which would cast significant doubt on the Group's ability to continue as a going concern for a period of not less than twelve months from the approval of the Annual Report and Consolidated Financial Statements.

 

Use of estimates and judgements

The preparation of financial statements under international accounting standards, in conformity with the Companies Act 2006, requires management to make judgements, estimates and assumptions that affect the application of policies and the reported amounts of assets and liabilities, income and expenses. These estimates and associated assumptions are based on historical experience and various other factors that are believed to be reasonable under the circumstances, the results of which form the basis of making judgements about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates. The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the period in which the estimates are revised and in any future periods affected.

 

The most significant estimates made in preparing these financial statements relate to the carrying value of investment properties, as disclosed in note 13, including those within joint ventures, which are stated at fair value. The fair value of investment property is inherently subjective because the valuer makes assumptions which may not prove to be accurate. The Group uses an external professional valuer to determine the relevant amounts.

 

The following are deemed to be the other key areas of judgement:

· Accounting for the disposal price of Paris, Boulogne-Billancourt: Management have deemed that the fair value of the asset, which was sold in December 2020, was equal to the third-party valuation of the asset which was undertaken in December 2020. The disposal price is deemed to be a fixed amount that the purchaser will pay for the asset and the remaining consideration under the sale agreement is judged to be development revenue (see below).

· Accounting for development revenue and variable consideration: When estimating an appropriate level of development revenue to be recognised in the reporting period, the Group considered the contractual penalties of not meeting certain criteria within the agreement; the total development costs incurred; the stage of completion of the refurbishment; the milestones achieved and still to be achieved; the timing of further future cash receipts from the purchaser; and the overall general development risk to form a considered judgement of revenue to be appropriately recognised in the financial statements. Further details of the estimated variable consideration are disclosed in note 14.

· Tax provisioning and disclosure: Management uses external tax advisors to monitor changes in tax laws in countries where the Group has operations. New tax laws that have been substantively enacted are recognised in the Group's and Company's financial statements. Where changes to tax laws give rise to a contingent liability, the Group discloses these appropriately within the notes to the financial statements (further details are disclosed in note 26).

· IFRS 9 expected credit losses: IFRS 9 became effective for accounting periods of entities beginning on or after 1 January 2018 and requires an impairment review to be made for certain financial assets held on the Group and Company's balance sheet using a forward-looking expected credit loss model. All receivables, inter-company and joint venture loans are considered to be such financial assets and must therefore be assessed at each reporting period for potential impairment. Where any impairment is required to be made, appropriate recognition is required in the consolidated statement of comprehensive income, together with appropriate disclosure and sensitivity analysis in the notes to the financial statements (further details are disclosed in note 6). The Seville joint venture loan has been calculated on the lifetime expected credit loss method. The following factors were considered when determining the probability of default used for the impairment provision calculation for the Seville joint venture loan: the property valuation and future potential movements; that there is an LTV breach and a cash trap in place; cash flow forecasts; the effects of the local lockdown measures in Spain on tenants and their trading; and rent collection rates. An evaluation of these factors has allowed management to make a judgement on the probability of default which is considered to be the key input for the impairment calculation. These estimates were also considered within the impairment in the investments held in subsidiaries for the parent company.

 

Basis of consolidation

Subsidiaries

The consolidated financial statements comprise the financial statements of the Company and all of its subsidiaries drawn up to 30 September each year. Subsidiaries are those entities, including special purpose entities, controlled by the Company. Control exists when the Company is exposed to, or has rights to, variable returns from its involvement with the entity and has the ability to affect those returns through its power to direct the activities of the entity. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. Where properties are acquired by the Group through corporate acquisitions, but the acquisition does not meet the definition of a business combination, the acquisition is treated as an asset acquisition.

 

Transactions eliminated on consolidation

Intra-group balances, and any gains and losses arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Gains arising from transactions with joint ventures are eliminated to the extent of the Group's interest in the entity. Losses are eliminated in the same way as gains but only to the extent that there is no evidence of impairment. Non-controlling interests in the results and equity of subsidiaries are shown separately in the consolidated statement of comprehensive income, statement of changes in equity and balance sheet respectively.

 

Joint arrangements

Under IFRS 11, Joint Arrangements, the Group's investments in joint arrangements are classified as joint ventures. Interests in joint ventures are accounted for using the equity method, after initially being recognised at cost, in the consolidated statement of financial position.

 

Under the equity method of accounting, the investments are initially recognised at cost and adjusted thereafter to recognise the Group's share of the post-acquisition profits or losses of the investee in profit or loss.

 

When the Group's share of losses in an equity-accounted investment equals or exceeds its interest in the entity, including any other unsecured long-term receivables, the Group does not recognise further losses, unless it has incurred obligations or made payments on behalf of the other entity. Unrealised gains on transactions between the Group and its joint ventures are eliminated to the extent of the Group's interest in these entities. Unrealised losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred.

 

Investment property

Investment property comprises land and buildings held to earn rental income together with the potential for capital growth.

 

Acquisitions and disposals are recognised on an unconditional exchange of contracts. Acquisitions are initially recognised at cost, being the fair value of the consideration given, including transaction costs associated with the investment property.

 

After initial recognition, investment properties are measured at fair value with unrealised gains and losses recognised in profit or loss. Realised gains and losses on the disposal of properties are recognised in profit and loss in relation to the carrying value at the beginning of the accounting period. Fair value is based on the market valuations of the properties as provided by a firm of independent chartered surveyors at the reporting date. Market valuations are carried out on a quarterly basis.

 

As disclosed in note 24, the Group leases out all owned properties on operating leases which are classified and accounted for as an investment property where the Group holds it to earn rentals, capital appreciation, or both. Any such property leased under an operating lease is classified as an investment property and carried at fair value.

 

Please refer to note 13 for disclosure of key inputs, assumptions and sensitivities with respect to the fair valuation of investment properties.

 

Prepayments

Prepayments are carried at cost less any accumulated impairment losses.

 

Leases

Leases in which a significant portion of the risks and rewards of ownership are retained by another party, the lessor, are classified as operating leases. Rental income, including prepayments, received under operating leases (net of any incentives granted by the lessor) are recognised in the statement of comprehensive income on a straight-line basis over the period of the lease. Properties leased out under operating leases are included as investment properties in the consolidated statement of financial position (note 13).

 

Financial assets and liabilities

Non-derivative financial assets and liabilities

Non-derivative financial assets and liabilities comprise trade and other receivables, loans to joint venture, cash and cash equivalents, loans and borrowings, and trade and other payables. These are initially recognised at fair value and subsequently measured at amortised cost and discounted as appropriate. On initial recognition the Group calculates the expected credit loss for non-derivative assets and liabilities based on lifetime expected credit losses under the IFRS 9 simplified approach.

 

Cash and cash equivalents

Cash at bank, and short-term deposits that are held to maturity, are carried at cost. Cash and cash equivalents are defined as cash in hand, demand deposits and short-term, highly liquid investments readily convertible to known amounts of cash and subject to insignificant risk of changes in value. For the purposes of the statement of cash flows, cash and cash equivalents consist of cash in hand and short-term deposits at banks with a term of no more than three months.

 

Loans and borrowings

Borrowings are recognised initially at the fair value of the consideration received less attributable transaction costs. Subsequent to initial recognition, interest-bearing borrowings are stated at amortised cost with any difference between cost and redemption value being recognised in the profit and loss over the period of the borrowings on an effective interest basis.

 

Borrowing costs such as arrangement fees are capitalised and amortised over the loan term.

 

Derivative financial assets and liabilities

Derivative financial assets and liabilities comprise interest rate caps for hedging purposes (economic hedge). These are initially recognised at cost and subsequently revalued at fair value, with the revaluation gains or losses immediately recorded in the statement of comprehensive income.

 

Share capital

Ordinary shares, including treasury shares, are classified as equity when there is no obligation to transfer cash or other assets. During the year ended 30 September 2020, the Company changed its accounting policy from retranslating its share capital using the closing exchange rate at the end of each reporting period to fixing the share capital at the spot rate at the date of issue, in accordance with IAS 21. The Company will no longer retranslate its share capital. This is a change in accounting policy for the Company.

 

Share premium

Share premium represents the excess of proceeds received over the nominal value of new shares issued. During the year ended 30 September 2020, the Company changed its accounting policy from retranslating its share premium using the closing exchange rate at the end of each reporting period to fixing the share capital at the spot rate at the date of issue, in accordance with IAS 21. The Company will no longer retranslate its share premium. This is a change in accounting policy for the Company.

 

Other reserves

Other reserves mainly consist of a share premium reduction reserve arising from the conversion of share premium into a distributable reserve.

 

Dividends

Final dividends to the Company's shareholders are recognised as a liability in the Group's financial statements in the period in which the dividends are approved by the Company's shareholders. Interim dividends are recognised when paid.

 

Impairment

Non-financial assets

The carrying amounts of the Group's and Company's non-financial assets, other than investment property but including joint ventures and investments held in subsidiaries, are reviewed at each reporting date to determine whether there is any indication of impairment. If any such indication exists, then the asset's recoverable amount is estimated.

 

The recoverable amount of an asset or cash-generating unit is the greater of its value in use and its fair value less costs to sell. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to that asset.

 

An impairment loss is recognised if the carrying amount of an asset or its cash-generating unit exceeds its estimated recoverable amount. Impairment losses are recognised in the profit and loss.

 

Revenue

Rental income

Rental income from operating leases is recognised on a straight-line basis over the lease term. When the Group provides incentives to its tenants, the cost of incentives is recognised over the lease term, on a straight-line basis, as a reduction of rental income.

 

Where a rent incentive fits the definition of a lease modification under IFRS 16, the cost of incentives is recognised over the remaining lease term starting from the effective date of the lease modification, on a straight-line basis, as a reduction of rental income.

 

Revenue from forward funded sale contracts

Performance obligations of such contracts with a counterparty are identified at source.

 

The transaction price for the sale of the asset is determined with regard to the deemed fair value of the asset at the date of the transfer of the legal title to the purchaser.

 

Where a development obligation includes variable revenue, consideration is given to the sum of any contractual penalties; the percentage of the total development cost incurred and the stage of completion; the milestones successfully achieved and the likelihood of meeting further future milestones; the timing of future contractual receipts; and the wider overall risks attributable to the development at the end of the reporting period. A percentage of the total development revenue is then calculated with regard to these factors and recognised in the financial statements.

 

For specific further details with regards to the Paris, Boulogne-Billancourt forward funded sale agreement, see note 14.

 

Surrender premium income

Surrender premium income is recognised as revenue upon receipt.

 

Service charges

These include income in relation to service charges, directly recoverable expenditure and management fees. Revenue from providing services is recognised in the accounting period in which the services are rendered. Revenue from services is recognised based on the actual service provided to the end of the reporting period as a proportion of the total services to be provided and recognised over time.

 

Finance income and costs

Finance income comprises interest income on funds invested that are recognised in the statement of comprehensive income. Finance income is recognised on an accruals basis.

 

Finance costs comprise interest expenses on borrowings that are recognised in the statement of comprehensive income. Attributable transaction costs incurred in establishing the Group's credit facilities are deducted from the fair value of borrowings on initial recognition and are amortised over the lifetime of the facilities through profit and loss. Finance expenses are accounted for on an effective interest basis.

 

Expenses

All expenses are accounted for on an accruals basis. They are recognised in the statement of comprehensive income in the year in which they are incurred on an accruals basis.

 

Taxation

The Company and its subsidiaries are subject to income tax on any income arising on investment properties after deduction of debt financing costs and other allowable expenses.

 

Income tax on the profit or loss for the year comprises current and deferred tax. Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantially enacted at the reporting date, and any adjustment to tax payable in respect of previous periods.

 

Deferred tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred tax is determined using tax rates (and laws) that have been enacted, or substantially enacted, by the date of the statement of financial position and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

 

Deferred income tax assets are recognised to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilised.

 

Segmental reporting

The Directors are of the opinion that the Group is engaged in a single segment of business, being property investment and in one geographical area, Continental Europe. The chief operating decision-maker is considered to be the Board of Directors who are provided with consolidated IFRS information on a quarterly basis.

 

Foreign currency translation

Items included in the financial statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (the 'functional currency').

 

The functional currency of all the entities in the Group is the euro, as this is the currency in which the majority of investment takes place and in which the majority of income and expenses are incurred. The financial statements are also presented in euros.

 

Foreign currency transactions are translated into the functional currency using the exchange rate prevailing at the date of the transaction. Foreign exchange gains and losses resulting from the settlement of such transactions are recognised in profit or loss in the statement of comprehensive income.

 

Assets and liabilities held at the end of the reporting period are translated into the presentation currency at the exchange rate prevailing at that date. Foreign exchange differences arising on translation to the presentation currency are recognised in other comprehensive income in the statement of comprehensive income.

 

2. New standards and interpretations

New standards and interpretations adopted by the Group

New standards, amendments or interpretations, effective for the first time for financial years beginning on or after 1 January 2020, have not had a material impact on the Group or Company.

 

The Group has applied the following standards and amendments for the first time for its annual reporting period commencing 1 October 2020:

 

IFRS 3 - Business combinations

Amendments to IFRS 3 Business combinations and effective for financial years commencing on or after 1 January 2020 provides a revised framework for evaluating a business and introduces an optional 'concentration test'. The amendment will impact the assessment and judgements used in determining whether future property transactions represent an asset acquisition or business combination. As a result of the amendment it is expected that future transactions are more likely to be treated as an asset acquisition.

 

3. Rental and service charge income

 

 

Group

30/09/2021

€'000

Group

30/09/2020

€'000

Company

30/09/2021

 €'000

Company

30/09/2020

€'000

Rental income

13,264

15,264

-

-

Service charge income

3,657

3,971

-

-

 

16,921

19,235

-

-

 

4. Property operating expenses

 

 

Group

30/09/2021

€'000

Group

30/09/2020

€'000

Company

30/09/2021

€'000

Company

30/09/2020

€'000

Repairs and maintenance

1,471

2,005

-

-

Service charge, insurance and utilities on vacant units

702

1,437

-

-

Real estate taxes

1,295

1,704

-

-

Property management fees

244

305

-

-

Other

175

239

-

-

 

3,887

5,690

-

-

 

All the above amounts relate to service charge expenses which are all recoverable except for €230,000 (2020: €1,719,000). This amount is the difference between property expenses and service charge income (see note 3).

 

5. Material agreements

Schroder Real Estate Investment Management Limited ('SREIM') is the Investment Manager to the Company. The Investment Manager is entitled to a fee together with reasonable expenses incurred in the performance of its duties. The fee is payable monthly in arrears and shall be an amount equal to one 12th of the aggregate of 1.1% of the EPRA NAV of the Group. The Investment Management Agreement can be terminated by either party on not less than 12 months' written notice, such notice not to expire earlier than the third anniversary of admission, or on immediate notice in the event of certain breaches of its terms or the insolvency of either party. The total charge to profit and loss during the year was €2,181,000 (2020: €1,945,000). At the year end €706,000 (2020: €332,000) was outstanding.

 

SREIM provides accounting services to the Group with a minimum contracted annual charge of €81,000 (£70,000). The total charge to the Group was €110,000 (2020: €103,000). These are included in Administrator's and accounting fees in the consolidated statement of comprehensive income. At the year end €35,000 (2020: €25,000) was outstanding.

 

SREIM provides administrative and company secretarial services to the Group with a contracted annual charge of €58,000 (£50,000). The total charge to the Group was €58,000 (2020: €57,000). These are included in Administrator's and accounting fees in the consolidated statement of comprehensive income. At the year end €19,000 (2020: €14,000) was outstanding.

 

Details of Directors' fees are disclosed in note 9.

 

Details of loans to Urban SEREIT Holdings Spain S.L., a related party, are disclosed in note 16.

 

 

 

The Company received management fees of €1,690,000 (2020: €1,458,000) from subsidiary companies during the year. The amounts recharged to subsidiaries and outstanding are provided in the following table.

 

 

Fees recharged in the yearto 30 September€'000

Fees outstandingas at 30 September€'000

Subsidiary

2021

2020

2021

2020

SCI SEREIT Rumilly

62

57

31

29

SCI 221 Jean Jaures

468

287

236

151

SEREIT Berlin DIY Sàrl

182

178

90

43

SEREIT Hamburg Sàrl

135

114

99

57

SEREIT Stuttgart Sàrl

123

115

63

28

SEREIT Frankfurt Sàrl

72

73

35

17

SCI SEREIT Directoire

260

258

128

127

SEREIT Apeldoorn Sàrl

118

126

57

29

SEREIT UV Sàrl

141

135

70

32

SCI SEREIT Pleudihen

120

115

59

57

SCI SEREIT Nantes

9

-

9

-

Total

1,690

1,458

877

570

 

6. Provision of loan made to Seville joint venture

As at 30 September 2021 the Group owned 50% of the Metromar JV, which owns a shopping centre in Seville, and had advanced €10 million as a loan and was owed interest of €1.1 million (2020: €1.0million). The loan carries a fixed interest rate of 4.37% per annum payable quarterly and matures in April 2024.

 

When considering an appropriate level of impairment, deemed to be a significant judgement, the Company primarily considered: the property valuation and future potential movements; debt covenant breaches; cash flow forecasts; the effects of the local lockdown measures in Spain on tenants and their trading; and rent collection rates.

 

A default rate of 100% has been applied to the above loan and unpaid interest at year end. The impairment provision booked during the year was €8.5 million (2020: €2.6 million) bringing the cumulative impairment to €11.1 million and the Group's investment with regard to Seville now stands at €nil.

 

7. Auditors' remuneration and assurance fees

The Group's total audit fees for the year are €340,000 (2020: €316,000) which includes the Group audit and the individual statutory audits. The Company's total audit fees for the year were €303,000 (2020: €277,000) which only covers the Group audit.

 

The interim review fee was €51,000 (2020: €51,000) which is an assurance related non-audit service and is included in the total Auditors' remuneration for the year. The auditors did not perform any other non-audit services for the Group during the year (2020: €nil).

 

8. Dividends received

During the year the Group did not receive any dividends from its joint venture operation Urban SEREIT Holdings Spain S.L. (2020: €67,000) (see note 15).

 

During the year the Company received dividends from its subsidiary undertakings. €30,385,000 (2020: €1,478,000) from OPPCI SEREIT France, €2,735,000 (2020: €1,650,000) was received from SEREIT Holdings Sàrl, €1,000 (2020: €2,000) from SCI SEREIT Directoire and €nil (2020: €580,000) from SEREIT (Jersey) Limited.

 

9. Other expenses

 

 

Group

30/09/2021

€'000

Group

30/09/2020

€'000

Company

30/09/2021

€'000

Company

30/09/2020

€'000

Directors' and officers' insurance premium

23

10

23

10

Bank charges

200

79

18

8

Regulatory costs

75

75

48

50

Marketing

48

43

48

43

Other expenses

270

344

115

18

 

616

551

252

129

 

Directors are the only officers of the Company and there are no other key personnel. The Group has one employee; for further details see note 28. The Directors' annual remuneration for services to the Group was €156,882 (2020: €125,637), as set out in the Directors' Remuneration Report on pages 44 to 46 of the 2021 Report and Accounts. The total charge for Directors' fees was €180,000 (2020: €139,000), which included employer's National Insurance contributions.

 

10. Taxation

 

 

30/09/2021

€'000

30/09/2020

 €'000

Current tax charge

1,196

522

Deferred tax charge

1,920

403

Tax expense in year

3,116

925

Reconciliation of effective tax rate

 

 

Profit before taxation

9,353

29,327

Effect of:

 

 

Tax charge at weighted average corporation tax rate of 16.49% (2020: 29.45%)

1,542

8,637

Tax exempt income

(990)

(9,274)

Tax adjustment on net revaluation loss

794

367

Current year loss for which no deferred tax is recognised

394

770

Tax adjustment of share of joint venture loss

1,793

605

Minimum Luxembourg tax charges

46

34

Withholding tax

-

157

Tax effect of property depreciation

(302)

(237)

Timing differences

(243)

(236)

Other permanent differences

82

102

Total tax expense in the year

3,116

925

 

The effective tax rate is a weighted average of the applicable tax rates in the countries the Group has operations. A potential deferred tax asset of €394,000 (2020: €770,000) arose on tax losses which has not been provided for.

 

SEREIT Plc has elected to be treated as a société d'investissement immobilier cotée ("SIIC") for French tax purposes. Provided that SEREIT Plc meets certain requirements, the SIIC should be exempt from French CIT on net rental income and gains arising from interests in property. Management intends that the Group will continue to comply with the SIIC regulations for the foreseeable future. One of the conditions to maintain SIIC status requires SEREIT Plc to be listed on a regulated market complying with the requirements of the relevant EU directive (n°2004/39/CE). Following the UK's departure from the European Union effective from 1 January 2021, there is uncertainty regarding whether SEREIT Plc's listing on the London Stock Exchange would be recognised as satisfying this condition. If SIIC status were to be denied to SEREIT Plc, the estimated additional tax payable in respect of the period from 1 January 2021 to 30 September 2021 would be €1.4m.

 

The Group has a number of subsidiaries established in the European Union which are subject to local taxation laws and regulations. The Group continues to monitor updates to taxation laws and regulations and any potential impact on uncertain tax positions.

 

11. Earnings per share

Basic earnings per share

The basic earnings per share for the Group is calculated by dividing the net profit after tax attributable to ordinary shareholders of the Company by the weighted average number of ordinary shares in issue during the year.

 

 

30/09/2021

30/09/2020

Net profit attributable to shareholders

€6,237,000

€28,402,000

Weighted average number of ordinary shares in issue

133,734,686

133,734,686

Basic earnings per share (cents per share)

4.7

21.2

 

Diluted earnings per share

The Group has no dilutive potential ordinary shares and hence the diluted earnings per share is the same as the basic earnings per share in both 2020 and 2021.

 

Headline earnings per share

The headline earnings and diluted headline earnings for the Group is 4.9 euro cents per share (2020: 6.4 euro cents per share) as detailed on page 80 of the 2021 Report and Accounts.

 

12. Dividends paid

Interim dividends of €8,532,000 (2020: €8,659,000) were paid to the shareholders of SEREIT Plc during the year as follows:

 

In respect of

Ordinary shares

Rate

(cents)

30/09/2021

€'000

Interim dividend paid on 23 October 2020

133,734,686

1.39

1,858

Interim dividend paid on 25 January 2021

133,734,686

1.57

2,100

Interim dividend paid on 13 April 2021

133,734,686

1.57

2,100

Interim dividend paid on 16 August 2021

133,734,686

1.85

2,474

Total interim dividends paid

 

 

8,532

 

In respect of

Ordinary shares

Rate

(cents)

30/09/2020

 €'000

Interim dividend paid on 21 October 2019

133,734,686

1.85

2,474

Interim dividend paid on 27 January 2020

133,734,686

1.85

2,474

Interim dividend paid on 14 April 2020

133,734,686

1.85

2,474

Interim dividend paid on 31 July 2020

133,734,686

0.925

1,237

Total interim dividends paid

 

 

8,659

 

13. Investment property

 

Group

Freehold

€'000

Fair value as at 1 October 2019

218,896

Additions

1,892

Net gain from fair value adjustment on investment property

25,505

Transfer to non-current assets held for sale

(65,200)

Fair value as at 30 September 2020

181,093

Acquisitions

8,750

Acquisition costs

903

Additions

847

Net gain from fair value adjustment on investment property

8,1341

Fair value as at 30 September 2021

199,727

1 Excludes €439,000 of unrealised gain on the asset held for sale - Paris, Boulogne-Billancourt- prior to completion in December 2020.

 

Additions of €5,990,000 shown on the group cash flow statement includes capital expenditure paid in relation to Paris, Boulogne-Billancourt prior to the asset being sold in December 2020.

 

In 2020 and 2021, the Group held one leasehold property. The value of the respective sectors held were as follows:

 

Sector

2021

€'000

2020

€'000

Industrial

57,069

47,640

Retail (including retail warehousing)

40,200

38,900

Offices

102,458

159,753

Total

199,727

246,293

 

The fair value of investment properties, as determined by the valuer, totals €201,075,000 (2020: €182,100,000) with the valuation amount relating to a 100% ownership share for all the assets in the portfolio.

 

None of this amount is attributable to trade or other receivables in connection with lease incentives. The fair value of investment properties per the consolidated financial statements of €199,727,000 includes a tenant incentive adjustment of €1,348,000 (30 September 2020: €1,007,000).

 

The net valuation gain on investment property of €8,134,000 (2020: €25,505,000) consists of net property revaluation gains of €8,475,000 (2020: €24,802,000) and a movement of the above mentioned tenant incentive adjustment of €341,000 (2020: €703,000).

 

As at 30 September 2021, the material valuation uncertainty clause has been removed from the valuation report for all directly held assets in the Group's investment property balance but still applies to the Seville shopping centre held in the joint venture investment. Please see note 16 for further details.

 

The fair value of investment property has been determined by Knight Frank LLP, a firm of independent chartered surveyors, who are registered independent appraisers. The valuation has been undertaken in accordance with the RICS Valuation - Global Standards 2017, incorporating the International Valuations Standards, and RICS Professional Standards UK January 2014 (revised April 2015).

 

The properties have been valued on the basis of 'fair value' in accordance with the RICS Valuation - Professional Standards VPS4(1.5) Fair Value and VPGA1 Valuations for Inclusion in Financial Statements which adopt the definition of fair value used by the International Accounting Standards Board.

 

The valuation has been undertaken using an appropriate valuation methodology and the valuer's professional judgement. The valuer's opinion of fair value was primarily derived using recent comparable market transactions on arm's length terms, where available, and appropriate valuation techniques (The Investment Method).

 

The properties have been valued individually and not as part of a portfolio.

 

The Group's total valuation fees for the year are €39,000 (2020: €41,000). The fee payable to Knight Frank LLP is less than 5% of its total revenue in any year.

 

All investment properties are categorised within Level 3 of the fair value hierarchy, as they use significant unobservable inputs. There have not been any transfers between Levels during the year. Investment properties have been classed according to their real estate sector. Information on these significant unobservable inputs per class of investment property is disclosed below:

 

Quantitative information about fair value measurement using unobservable inputs (Level 3) as at 30 September:

 

2021

 

Industrial

Retail (incl. retail warehouse)

Office

Total

Fair value (€'000)1

 

57,125

69,400

103,750

230,275

Area ('000 sqm)

 

77.434

44.350

54.580

176.364

Net passing rent € per sqm

per annum

Range

Weighted average2

40.90-111.34

51.36

46.12-137.12

83.86

103.56-165.10

142.18

40.90-165.10

102.07

Gross ERV € per sqm

per annum

Range

Weighted average2

39.00-89.61

49.14

101.58-155.40

131.94

79.93-224.34

168.86

39.00-224.34

128.04

Net initial yield3 (%)

Range

Weighted average2

5.16-8.29

6.08

4.99-5.33

4.32

3.44-13.23

6.25

3.44-13.23

5.63

Equivalent yield (%)

Range

Weighted average2

5.05-6.84

5.62

5.09-7.32

6.11

3.43-11.54

6.41

3.43-11.54

6.12

 

1 This table includes the joint venture investment property valued at €29.2 million which is disclosed within the summarised information within note 16 as part of total assets.

2 Weighted by market value.

3 Yields based on rents receivable after deduction of head rents and non-recoverables.

 

2020

 

Industrial

Retail (incl. retail warehouse)

Office

Total

Fair value (€'000)1

 

47,700

81,500

160,700

289,900

Area ('000 sqm)

 

68.821

44.365

61.110

174.296

Net passing rent € per sqm

per annum

Range

Weighted average2

40.39-92.46

48.61

65.28-141.26

85.79

6.41-150.04

77.39

6.41-150.04

75.01

Gross ERV € per sqm

per annum

Range

Weighted average2

38.00-89.40

48.98

101.58-180.25

150.17

79.93-462.87

285.23

38.00-462.87

208.39

Net initial yield3 (%)

Range

Weighted average2

5.54-7.23

6.26

3.30-5.24

4.21

0.07-12.54

3.67

0.07-12.54

4.24

Equivalent yield (%)

Range

Weighted average2

5.38-6.58

6.08

5.15-7.45

6.49

4.06-9.86

6.04

4.06-9.86

6.18

 

1 This table includes the joint venture investment property valued at €42.6 million which is disclosed within the summarised information within note 16 as part of total assets.

2 Weighted by market value.

3 Yields based on rents receivable after deduction of head rents and non-recoverables.

 

Sensitivity of measurement to variations in the significant unobservable inputs

The significant unobservable inputs used in the fair value measurement (categorised within Level 3 of the fair value hierarchy) of the Group's property portfolio, together with the impact of significant movements in these inputs on the fair value measurement, are shown below:

 

Unobservable input

Impact on fair value measurement ofsignificant increase in input

Impact on fair value measurement ofsignificant decrease in input

Passing rent

Increase

Decrease

Gross ERV

Increase

Decrease

Net initial yield

Decrease

Increase

Equivalent yield

Decrease

Increase

 

There are interrelationships between the yields and rental values as they are partially determined by market rate conditions. The sensitivity of the valuation to changes in the most significant inputs per class of investment property are shown below:

 

Estimated movement in fair value of investment properties at 30 September 2021

Industrial

€'000

Retail

€'000

Office

€'000

Total

€'000

Increase in ERV by 10%

4,300

6,300

8,600

19,200

Decrease in ERV by 10%

(4,300)

(6,850)

(8,950)

(20,100)

Increase in net initial yield by 0.5%

(4,900)

(5,800)

(7,950)

(18,650)

Decrease in net initial yield by 0.5%

5,850

6,800

9,550

22,200

 

14. Realised gain/loss on sale of investment property

During the period the Group transferred the legal title of its office asset in Paris, Boulogne-Billancourt to a purchaser. As at 30 September 2020 this asset was recognised as held for sale at its fair value of €65.2 million.

 

The forward funded sale agreement which the Group entered into is comprised of two key performance obligations: i) to sell the asset as referenced above; and ii) to undertake a comprehensive refurbishment of the asset on behalf of the purchaser.

 

On 16 December 2020 the Group transferred, as part of the sale, the legal title to the purchaser for a deemed sale price of €69.8 million. In return, the Group received on the completion date an initial €52.9 million cash receipt from the purchaser and €16.9 million will be paid upon completion of certain milestones.

 

The forward funded sale contract also includes a development element whereby the Group will undertake a comprehensive refurbishment of the asset on behalf of the purchaser over an approximate 18 month period with completion expected in the second quarter of 2022. The amount of revenue the Group will receive for the development of the asset is variable as it is based on the Group achieving certain milestones.

 

When forming a judgement as to an appropriate level of development revenue to be recognised in the reporting period, the Group considered the contractual penalties of not meeting certain criteria within the agreement; the total development costs incurred; the stage of completion of the refurbishment; the milestones achieved and still to be achieved; the timing of further future cash receipts from the purchaser; and the overall general development risk.

 

The Group has estimated that it will receive a total development revenue of €25.5 million.

 

During the period €8.27 million of development cost, which is 34% of the total project expenditure, had been incurred and a sum of €9.81 million of development revenue has been recognised following consideration of the factors identified above; this was also due from the purchaser at period end. The remaining development revenue is expected to be predominantly recognised by 30 September 2022.

 

The total amount of the contract asset recognised by the Group that is due from the purchaser thereby totalled €26.7 million (September 2020: €nil) at the end of the financial year and is included in Trade and other receivables.

 

The below sensitivity table presents the change in the total development revenue expected from the purchaser if the variable consideration increases or decreases by 10%.

 

 

-10%

0%

+10%

Fixed development revenue expected from the purchaser (€m)

16.9

16.9

16.9

Variable development revenue expected from the purchaser (€m)

10.4

11.6

12.7

Total development revenue expected from the purchaser (€m)

27.3

28.5

29.6

 

15. Investment in subsidiaries

 

Company

2021

€'000

2020

€'000

Balance as at 1 October

108,769

128,180

Additions

1,010

10

Disposals

(41,114)

-

Contribution in kind

-

(19,421)

Provision of investment made in subsidiaries

(7,279)

-

Balance as at 30 September

61,386

108,769

 

During the year, OPPCI SEREIT France repurchased €40,524,000 of its own shares from SEREIT Plc and SEREIT Holdings France SAS repurchased €590,000 of its own shares from SEREIT Plc. SEREIT Plc invested €1,010,000 in SEREIT France Invest SAS, a new wholly owned subsidiary of the Company.

 

The Company made a full impairment for its investment in SEREIT (Jersey) Limited of €7,279,000 following the provision of loan made to the Seville joint venture which was held by SEREIT (Jersey) Limited (see note 6 for further details).

 

The subsidiary companies listed below are those which were part of the Group as at 30 September 2021. Unless otherwise stated, they have share capital consisting solely of ordinary shares that are held directly by the Group and the proportion of ownership of interests held equals the voting rights held by the Group.

 

Undertaking

Country of incorporation

Group ownership

Registered office address

SEREIT (Jersey) Limited

Jersey

100%

22 Grenville Street, Jersey, JE4 8PX

SEREIT Finance Sàrl

Luxembourg

100%

5, rue Höhenhof L-1736 Senningerberg

SEREIT Holdings Sàrl

Luxembourg

100%

5, rue Höhenhof L-1736 Senningerberg

OPPCI SEREIT France

France

100%

153 rue Saint Honoré, 75001 Paris

SCI SEREIT Rumilly

France

100%

8-10 rue Lamennais, 75008 Paris

SEREIT Berlin DIY Sàrl

Luxembourg

100%

5, rue Höhenhof L-1736 Senningerberg

SEREIT Hamburg Sàrl

Luxembourg

100%

5, rue Höhenhof L-1736 Senningerberg

SEREIT Stuttgart Sàrl

Luxembourg

100%

5, rue Höhenhof L-1736 Senningerberg

SEREIT Frankfurt Sàrl

Luxembourg

100%

5, rue Höhenhof L-1736 Senningerberg

SCI SEREIT Directoire

France

100%

8-10 rue Lamennais, 75008 Paris

SEREIT Apeldoorn Sàrl

Luxembourg

100%

5, rue Höhenhof L-1736 Senningerberg

SEREIT UV Sàrl

Luxembourg

100%

5, rue Höhenhof L-1736 Senningerberg

SEREIT Holdings France SAS (SIIC)

France

100%

8-10 rue Lamennais, 75008 Paris

SCI SEREIT Pleudihen

France

100%

8-10 rue Lamennais, 75008 Paris

SAS Clarity Development

France

100%

8-10 rue Lamennais, 75008 Paris

SEREIT France Invest SAS

France

100%

8-10 rue Lamennais, 75008 Paris

SCI SEREIT Nantes

France

100%

8-10 rue Lamennais, 75008 Paris

 

16. Investment in joint venture

The Group has a 50% interest in a joint venture called Urban SEREIT Holdings Spain S.L. The principal place of business of the joint venture is Calle Velazquez 3, 4th Madrid 28001 Spain.

 

Group

2021

€'000

2020

€'000

Balance as at 1 October

-

2,378

Investment in joint venture

60

-

Share of loss for the year

(60)

(2,311)

Dividends

-

(67)

Balance as at 30 September

-

-

 

Summarised joint venture financial information:

2021

€'000

2020

€'000

Total assets

32,220

45,717

Total liabilities

(46,830)

(46,488)

Net liabilities

(14,610)

(771)

Net asset value attributable to the Group

-

-

Revenues for the year

3,146

5,257

Total comprehensive loss

(120)

(4,622)

Total comprehensive loss attributable to the Group

(60)

(2,311)

 

As at 30 September 2021, the joint venture in Seville, of which SEREIT holds a 50% share, had total net liabilities of €14,610,000. The Group has therefore recognised a nil interest as its investment in the joint venture and would only recognise its share of net liabilities where certain legal or constructive obligations are in force. No such obligations exist with regard to the Seville joint venture.

 

A reduction in rental income has resulted in a requirement under the minimum net rental income covenant in the loan agreement for the lender to retain all excess rental income generated by the Seville property in the property-owning special purpose vehicle ("SPV"). This position will continue until the rental income increases sufficiently to meet the level required under the loan. A significant fall in valuation over the financial year has resulted in a 'Hard LTV' covenant breach which leads to an automatic increase in the interest margin. The bank have agreed a waiver for Q4 2021 of the additional interest margin.

 

In 2020 and 2021, within total liabilities of the joint venture, there is also a loan amount of €10.0 million owed to the Group. The Group has fully impaired the loan and interest receivable from the joint venture and further details are provided in note 6. The loan is expected to mature at the same time as the above-mentioned bank loan and carries a fixed interest rate of 4.37% per annum payable quarterly.

 

Due to Covid-19, the Group's valuer has included the following 'material valuation uncertainty' clause with respect to the Seville shopping centre in its valuation report as at 30 September 2021:

 

The outbreak of Covid-19, declared by the World Health Organisation as a 'Global Pandemic' on the 11th March 2020, has and continues to impact many aspects of daily life and the global economy - with some real estate markets having experienced lower levels of transactional activity and liquidity. Travel, movement and operational restrictions have been implemented by many countries. In some cases, 'lockdowns' have been applied to varying degrees and to reflect further 'waves' of Covid-19; although these may imply a new stage of the crisis, they are not unprecedented in the same way as the initial impact.

 

The pandemic and the measures taken to tackle Covid-19 continue to affect economies and real estate markets globally. Nevertheless, as at the valuation date property markets are mostly functioning again, with transaction volumes and other relevant evidence at levels where an adequate quantum of market evidence exists upon which to base opinions of value.

 

In respect of the Metromar Shopping Centre in Seville, Spain, as at the valuation date we continue to be faced with an unprecedented set of circumstances caused by Covid-19 and an absence of relevant/sufficient market evidence on which to base our judgements. Our valuation of this asset is therefore reported as being subject to 'material valuation uncertainty' as set out in VPS 3 and VPGA 10 of the RICS Valuation - Global Standards. Consequently, in respect of this valuation less certainty - and a higher degree of caution - should be attached to our valuation than would normally be the case.

 

Sensitivity analysis with respect to the estimated movement in fair value of investment properties, including the Group's share of the joint venture investment property, at 30 September 2021, can be found in note 13.

 

For the avoidance of doubt this explanatory note, including the 'material valuation uncertainty' declaration, does not mean that the valuation cannot be relied upon. Rather, this explanatory note has been included to ensure transparency and to provide further insight as to the market context under which the valuation opinion was prepared. In recognition of the potential for market conditions to move rapidly in response to changes in the control or future spread of Covid-19 we highlight the importance of the valuation date.

 

17. Non-current assets held for sale

As at 30 September 2020, the Group had agreed a conditional pre-sale agreement in respect of the Boulogne-Billancourt asset in Paris.

 

On 16 December 2020, the Group signed a forward funded sale contract and transferred, as part of the sale, the legal title to the purchaser. The forward funded sale contract includes a development element whereby the Group will undertake a comprehensive refurbishment of the asset on behalf of the purchaser over an approximate 18 month period with completion expected in the second quarter of 2022.

 

See Note 14 for further details of the forward sale agreement.

 

18. Trade and other receivables

 

 

Group

2021

€'000

Group

2020

€'000

Company

2021

€'000

Company

2020

€'000

Rent and service charges receivable

2,170

2,452

-

-

Monies held by property managers

-

157

-

-

Amounts due from subsidiary undertakings

-

-

85,562

51,099

VAT receivable

1,786

(58)

16

-

Rental and security deposits

1,364

1,841

-

-

Proceeds receivable from sale1

26,678

-

-

-

Withholding tax receivable

1,013

1,013

633

-

Other debtors and prepayments

1,631

1,562

23

38

 

34,642

6,967

86,234

51,137

1 Refer to note 14 for proceeds due from the sale of Boulogne-Billancourt in Paris.

 

Other debtors and prepayments includes tenant incentives of €1,348,000 (2020: €1,007,000). There were no provisions against the above amounts in 2021 (2020: Nil).

 

19. Share capital and share premium

 

 

Group

30/09/2021

€'000

Group

30/09/2020

€'000

Company

30/09/2021

€'000

Company

30/09/2020

€'000

Ordinary share capital

17,966

17,966

17,966

17,966

Share premium

43,005

43,005

43,005

43,005

 

As at 30 September 2021, the share capital of the Company was represented by 133,734,686 ordinary shares (2020: 133,734,686 ordinary shares) with a par value of 10.00 pence.

 

Issued share capital

As at 30 September 2021, the Company had 133,734,686 ordinary shares (2020: 133,734,686) in issue (no shares were held in treasury). The total number of voting rights of the Company at 30 September 2021 was 133,734,686 (2020: 133,734,686).

 

Incremental costs directly attributable to the issue of new shares or options are shown in equity as a deduction, net of tax, from the proceeds.

 

20. Interest-bearing loans and borrowings

This note provides information about the contractual terms of the Group's interest-bearing loans and borrowings. For more information about the Group's exposure to interest rate risk see note 23.

 

 

Group

2021

€'000

Group

2020

€'000

Company

2021

€'000

Company

2020

€'000

As at 1 October

68,372

60,692

-

-

Receipt of borrowings

-

7,700

-

-

Capitalisation of finance costs

(21)

(183)

-

-

Amortisation of finance costs

238

163

-

-

As at 30 September

68,589

68,372

-

-

 

Borrowings are removed from the statement of financial position when the obligation specified in the contract is discharged, cancelled or expired. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the reporting period.

 

Bank loan - HSBC Bank Plc

The Group has a loan facility of €9.25 million with HSBC Bank Plc which was entered into during the year ended 30 September 2018.

 

The total amount has been fully drawn and matures on 27 September 2023. It carries an interest rate which is the aggregate of the applicable Euribor 3 months rate and a margin of 2.15% per annum payable quarterly. The facility was subject to a 1% arrangement fee which is being amortised over the period of the loan. The debt has a LTV covenant of 62.5% and the interest cover should be above 275%.

 

The lender has a charge over properties owned by the Group with a value of €22,225,000. A pledge of all shares in the borrowing Group company is in place.

 

Bank loan - BRED Banque Populaire

The Group entered into a loan facility totalling €13.0 million with BRED Banque Populaire which was entered into during the year ended 30 September 2018.

 

The total amount was fully drawn and matures on 15 December 2024. The loan carries an interest rate which is the aggregate of the applicable Euribor 3 months rate and a margin of 1.30% per annum payable quarterly. The facility was subject to an arrangement fee of €70,000 which is being amortised over the period of the loan. The debt has a LTV covenant of 60% and the ICR should be above 400%. The Group has purchased an interest rate cap to have risk coverage on the variation of the interest rate.

 

During the year ended 30 September 2020, the Group received a further €4.0 million of debt into SCI Directoire under its existing loan facility with BRED Banque Populaire. The additional loan amount carries an interest rate of 1.45% and was subject to a €30,000 arrangement fee which will be amortised over the period of the loan. The total loan facility stands at €17.0 million and matures on the original date of 15 December 2024.

 

The lender has a charge over property owned by the Group with a value of €42,000,000. A pledge of all shares in the borrowing Group company is in place.

 

Bank loan - Deutsche Pfandbriefbank AG

The Group has two loan facilities totalling €30.50 million with Deutsche Pfandbriefbank AG which were entered into during the year ended 30 September 2016.

 

Of the total amount drawn, €14.0 million matures on 30 June 2023 and carries a fixed interest rate of 0.85% per annum payable quarterly; the remaining €16.5 million matures on 30 June 2026 and carries a fixed interest rate of 1.31% per annum. An additional fixed fee of 0.30% per annum was payable until certain conditions relating to the Frankfurt property were fulfilled on 30 December 2016. The facility was subject to a 0.35% arrangement fee which is being amortised over the period of the loan. The debt has a LTV covenant of 65% and the debt yield must be at least 8%.

 

The lender has a charge over property owned by the Group with a value of €83,900,000. A pledge of all shares in the borrowing Group companies is in place.

 

Bank loan - Landesbank Saar

The Group entered into a loan facility of €8.6 million with Landesbank Saar on 27 March 2019.

 

The loan matures on 28 March 2024 and carries an interest rate of 1.40% plus Euribor 3 months per annum, payable quarterly. An additional 25bps is applied to the margin if the LTV is between 56% and 60%, or 50bps if the LTV is above 60%. The facility was subject to a €56,000 arrangement fee which is being amortised over the period of the loan. The debt has a LTV covenant of 64% and the interest cover should be above 220%. A pledge of all shares in the borrowing Group company is in place.

 

Bank loan - Landesbank Saar

On 25 November 2019, SCI Rumilly entered into a new loan facility with Landesbank Saar for €3.7 million.

 

The loan matures on 30 April 2023 and carries an interest rate of 1.30% plus Euribor 3 months per annum payable quarterly. An additional 25bps is applied to the margin if the LTV is between 52% and 56%, or 50bps if the LTV is equal to or above 56%. The facility was subject to a €46,000 arrangement fee which is amortised over the period of the loan. The debt has a maximum LTV covenant of 60% and a minimum ICR covenant of 200%. A pledge of all shares in the borrowing Group company is in place.

 

21. Trade and other payables

 

 

Group

30/09/2021

€'000

Group

30/09/2020

€'000

Company

30/09/2021

€'000

Company

30/09/2020

€'000

Rent received in advance

1,306

1,515

-

-

Rental deposits

1,382

1,844

-

-

Interest payable

56

56

-

-

Retention payable

2

2

-

-

Credit loan facility

1,840

-

-

-

Accruals

2,361

2,391

1,322

857

Trade payables

598

928

-

-

 

7,545

6,736

1,322

857

 

All trade and other payables are interest free and payable within one year. Included within the Group's accruals are amounts relating to management fees of €706,000 (2020: €332,000) and property expenses of €395,000 (2020: €997,000).

 

The Group agreed a revolving credit loan facility of €13,600,000 with BRED Banque Populaire during the year of which €1,840,000 was drawn in August 2021 and was outstanding at year end. Borrowings under the credit facility carry an interest rate of 1.50% p.a. and are repayable on demand. The credit facility matures in December 2021.

22. Net asset value per ordinary share

The NAV per ordinary share of 149.2 euro cents per share (2020: 150.9 euro cents per share) is based on the net assets attributable to ordinary shareholders of the Group of €199,532,000 (2020: €201,826,000), and 133,734,686 ordinary shares in issue at 30 September 2021 (2020: 133,734,686 ordinary shares).

23. Financial instruments, properties and associated risks

Financial risk factors

The Group holds cash and liquid resources as well as having debtors and creditors that arise directly from its operations. The Group uses interest rate caps when required to limit exposure to interest rate risks, but does not have any other derivative instruments. The financial risk profile of the Group has been heightened due to the outbreak of the Covid-19 virus.

 

The main risks arising from the Group's financial instruments and properties are market price risk, currency risk, credit risk, liquidity risk and interest rate risk. The Board regularly reviews and agrees policies for managing each of these risks and these are summarised below:

 

Market price risk

Rental income and the market value for properties are generally affected by overall conditions in the economy, such as changes in gross domestic product, employment trends, inflation and changes in interest rates. Changes in gross domestic product may also impact employment levels, which in turn may impact the demand for premises. Furthermore, movements in interest rates may also affect the cost of financing for real estate companies.

 

Both rental income and property values may also be affected by other factors specific to the real estate market, such as competition from other property owners; the perceptions of prospective tenants of the attractiveness, convenience and safety of properties; the inability to collect rents because of bankruptcy or the insolvency of tenants; the periodic need to renovate, repair and re-lease space and the costs thereof; the costs of maintenance and insurance, and increased operating costs.

 

The Board monitors the market value of investment properties by having independent valuations carried out quarterly by a firm of independent chartered surveyors.

 

The pandemic and the measures taken to tackle Covid-19 continue to affect economies and real estate markets globally as the uncertainty and low volume of market transactions have increased the inherent price risk. Nevertheless, as at the year end, some property markets have started to function again, with transaction volumes and other relevant evidence returning to levels where an adequate quantum of market evidence exists upon which to base opinions of market value.

 

Included in market price risk is currency risk, credit risk and interest rate risk which are discussed further below.

 

Currency risk

The Group's policy is for Group entities to settle liabilities denominated in their functional currency with the cash generated from their own operations in that currency. Where Group entities have liabilities in a currency other than their functional currency (and have insufficient reserves of that currency to settle them), cash already in that currency will, where possible, be transferred from elsewhere within the Group. The functional currency of all entities in the Group is the euro. Currency risk sensitivity has not been shown due to the small values of non-euro transactions. The table below details the Group's exposure to foreign currencies at the year end:

 

Net assets

Group

30/09/2021

€'000

Group

30/09/2020

€'000

Company

30/09/2021

€'000

Company

30/09/2020

€'000

Euros

199,944

201,963

180,601

163,154

Sterling

(425)

(350)

(425)

(350)

Rand

13

213

13

213

 

199,532

201,826

180,189

163,017

 

Credit risk

Credit risk is the risk that an issuer or counterparty will be unable or unwilling to meet a commitment that it has entered into with the Group. In the event of default by an occupational tenant, the Group will suffer a rental income shortfall and incur additional costs, including legal expenses, in maintaining, insuring and re-letting the property.

 

With regard to trade and other receivables, no impairment was required for these at the balance sheet date since the average rent collection during the year was above 90% and sufficient provisions were made against aged tenant receivables where these were doubtful. Management will continue to monitor the ability of the tenants to pay in future.

 

With regard to the loan to the Seville joint venture, the Directors have assessed this for an expected credit loss under IFRS 9 and, consequently, have recognised an impairment against the receivable; see note 6 for further details.

 

The Investment Manager reviews reports prepared by Dun & Bradstreet or other sources, to assess the credit quality of the Group's tenants and aims to ensure there is no excessive concentration of risk and that the impact of any default by a tenant is minimised.

 

In respect of credit risk arising from other financial assets, which comprise cash and cash equivalents and a loan to a joint venture, exposure to credit risk arises from default of the counterparty with a maximum exposure equal to the carrying amounts of these instruments. In order to mitigate such risks, cash is maintained with major international financial institutions with high-quality credit ratings.

 

The table below shows the balance of cash and cash equivalents held with various financial institutions at the end of the reporting year.

 

Bank

Ratings as at

30/09/2021

Group

balance at

 30/09/2021

 €'000

Company

balance at

30/09/2021

€'000

HSBC Bank plc

A+

1,422

790

ING Bank N.V.

A+

7,423

-

BNP Paribas

A+

1,223

-

BRED Banque Populaire

A

9

-

Santander

A

32,810

32,800

Societe Generale SA

A

991

291

Commerzbank AG

BBB+

1,829

-

FirstRand Bank Limited

BB-

10

10

 

 

45,717

33,891

 

 

Bank

Ratings as at

30/09/2020

Group

balance at

 30/09/2020

 €'000

Company

balance at

30/09/2020

€'000

HSBC Bank plc

A+

479

56

ING Bank N.V.

A+

8,824

-

BNP Paribas

A+

2,236

-

BRED Banque Populaire

A+

45

-

Santander

A+

3,730

3,700

Societe Generale SA

A

802

-

Commerzbank AG

BBB+

1,707

-

FirstRand Bank Limited

BB-

212

212

 

 

18,035

3,968

 

The maximum exposure to credit risk for rent and service charge receivables at the reporting date by type of sector was:

 

 

30/09/2021

Carrying amount

€'000

30/09/2020

Carrying amount

€'000

Office

1,233

1,462

Retail (including retail warehousing)

350

312

Industrial

521

588

 

2,104

2,362

 

Rent receivables which are past their due date, but which were not impaired at the reporting date, were:

 

 

30/09/2021

Carrying amount

€'000

30/09/2020

Carrying amount

€'000

0-30 days

2,170

2,452

31-60 days

-

-

61-90 days

-

-

91 days plus

-

-

 

2,170

2,452

 

Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulties in meeting its financial obligations.

 

The Group's investments comprise of Continental European commercial property. Property and property-related assets are inherently difficult to value due to the individual nature of each property. As a result, valuations are subject to substantial uncertainty. There is no assurance that the estimates resulting from the valuation process will reflect the actual sale's price even where such sales occur shortly after the valuation date.

 

Investments in property are relatively illiquid. However, the Group has tried to mitigate this risk by investing in properties that it considers to be good quality.

 

In certain circumstances, the terms of the Group's debt facilities entitle the lender to require early repayment and in such circumstances the Group's ability to maintain dividend levels and the net asset value could be adversely affected. The Investment Manager prepares cash flows on a rolling basis to ensure the Group can meet future liabilities as and when they fall due.

 

The following table indicates the undiscounted maturity analysis of the financial liabilities.

 

As at 30 September 2021

Carrying amount

€'000

Expected

cash flows

€'000

6 months

or less

€'000

6 months

 to 2 years

€'000

2-5 years

€'000

More than

5 years

€'000

Financial liabilities

 

 

 

 

 

 

Interest-bearing loans and borrowings and interest

69,050

71,768

460

28,285

43,023

-

Trade and other payables

7,488

7,488

7,488

-

-

-

Total financial liabilities

76,538

79,256

7,948

28,285

43,023

-

 

As at 30 September 2020

Carrying amount

€'000

Expected

cash flows

€'000

6 months

or less

€'000

6 months

 to 2 years

€'000

2-5 years

€'000

More than

5 years

€'000

Financial liabilities

 

 

 

 

 

 

Interest-bearing loans and borrowings and interest

69,050

72,692

460

1,387

54,183

16,662

Trade and other payables

6,680

6,680

6,680

-

-

-

Total financial liabilities

75,730

79,372

7,140

1,387

54,183

16,662

 

Interest rate risk

Exposure to market risk for changes in interest rates relates primarily to the Group's long-term debt obligations and to interest earned on cash balances. As interest on the Group's long-term debt obligations is payable on a fixed-rate basis, or is capped, the Group has limited exposure to interest rate risk, but is exposed to changes in fair value of long-term debt obligations driven by interest rate movements. As at 30 September 2021, the fair value of the Group's loans was €69.1 million, which was equal to the carrying amount (2020: fair value and carrying amount €69.1 million).

 

A 1% increase or decrease in short-term interest rates would decrease or increase the annual income and equity by €0.1 million (2020: €0.2 million) based on the net of cash and variable debt balances as at 30 September 2021.

 

Fair values

The fair values of financial assets and liabilities approximate their carrying values in the financial statements.

 

The fair value hierarchy levels are as follows:

· Level 1 - quoted prices (unadjusted) in active markets for identical assets and liabilities;

· Level 2 - inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and

· Level 3 - inputs for the asset or liability that are not based on observable market data (unobservable inputs).

 

There have been no transfers between Levels 1, 2 and 3 during the year (2020: none).

 

The following summarises the main methods and assumptions used in estimating the fair values of financial instruments and investment property (which is a non-financial asset).

 

Investment property - Level 3

Fair value is based on valuations provided by an independent firm of chartered surveyors and registered appraisers. These values were determined after having taken into consideration recent market transactions for similar properties in similar locations to the investment properties held by the Group. The fair value hierarchy of investment property is Level 3. See note 13 for further details.

 

Interest-bearing loans and borrowings - Level 2

Fair values are based on the present value of future cash flows discounted at a market rate of interest. Issue costs are amortised over the period of the borrowings. As at 30 September 2021, the fair value of the Group's loans was equal to its book value.

 

Trade and other receivables/payables - Level 3

All receivables and payables are deemed to be due within one year and as such the notional amount is considered to reflect the fair value.

 

Derivatives - Level 2

Fair values of derivatives are based on current market conditions compared to the terms of the derivative agreements.

 

Capital management

The Board's policy is to maintain a strong capital base so as to maintain investor, creditor and market confidence, and to sustain future development of the business. The objective is to ensure that it will continue as a going concern and to maximise return to its equity shareholders through an appropriate level of gearing.

 

The Group's debt and capital structure comprises the following:

 

 

30/09/2021

€'000

30/09/2020

€'000

Debt

 

 

Loan facilities

68,645

68,428

Equity

 

 

Called-up share capital and share premium

60,971

60,971

Retained earnings and other reserves

138,561

140,855

Total equity

199,532

201,826

Total debt and equity

268,177

270,254

 

There were no changes in the Group's approach to capital management during the year.

 

The Company's capital structure is comprised of equity only.

 

24. Operating leases

The Group leases out its investment property under operating leases. At 30 September 2021, the future minimum lease receipts under non-cancellable leases are as follows:

 

The Group as a lessor

30/09/2021

€'000

30/09/2020

 €'000

Less than one year

13,661

15,953

Between one and five years

43,076

46,075

More than five years

9,211

19,472

 

65,948

81,500

 

The total above comprises the total contracted rent receivable as at 30 September 2021.

 

25. Related party transactions

Material agreements are disclosed in note 5 and Directors' emoluments are disclosed in note 9. Loans to related parties are disclosed in the consolidated and company statements of financial position and other amounts due from related parties are disclosed in note 18.

 

Details of dividends received from the joint venture are disclosed in note 16.

 

Interest receivable from the joint venture was impaired during the year; refer to note 6 for further details.

 

26. Contingent liability

There are no contingent liabilities other than those disclosed in note 10.

 

27. Capital commitments

At 30 September 2021 the Group had capital commitments of €51,000 (2020: €360,000) with regards to its directly held portfolio.

 

The Group is expected to incur a further €12,150,000 of capital construction works with regards to the comprehensive refurbishment of the Paris, Boulogne-Billancourt asset. These costs will be fully funded by both existing cash holdings and further future cash receipts from the purchaser during the development programme.

 

28. Employees

The Group has one employee who is appointed by the French branch of the Company. The total charge for the employee during the year was €24,000.

 

29. Post balance sheet events

There were no significant events occurring after the balance sheet date.

 

EPRA and Headline Performance Measures (Unaudited)

 

As recommended by the European Public Real Estate Association ('EPRA'), performance measures are disclosed in the section below.

 

a. EPRA earnings and earnings per share

Represents total IFRS comprehensive income excluding realised and unrealised gains/losses on investment property, share of capital profit on joint venture investments and changes in fair value of financial instruments, including the loan made to the joint venture, divided by the weighted average number of shares.

 

 

Year to

30 September 2021

€000

(unaudited)

Year to

30 September 2020

€000

 (audited)

Total IFRS comprehensive income

6,238

28,398

Adjustments to calculate EPRA earnings:

 

 

Net (gain)/loss from fair value adjustment on investment property

(8,573)

(25,505)

Exchange differences on monetary items (unrealised)

(1)

4

Net development revenue

(1,541)

-

Share of joint venture loss on investment property

554

2,776

Deferred tax and tax on development and trading properties

2,374

403

Current tax - restructuring

-

-

Net change in fair value of financial instruments

7

21

Adjustment in respect of provision of internal loan made to Seville joint venture (excluding interest)

7,543

2,492

EPRA earnings

6,601

8,589

Weighted average number of ordinary shares

133,734,686

133,734,686

EPRA earnings per share (cents per share)

4.9

6.4

IFRS earnings per share (cents per share)

4.7

21.2

 

b. EPRA Net Reinstatement Value

 

 

Year to

 30 September 2021

€000

(unaudited)

IFRS equity attributable to shareholders

199,532

Deferred tax and tax on development and trading properties

4,298

Adjustment in respect of joint venture deferred tax

-

Adjustment for fair value of financial instruments

(14)

Adjustment in respect of real estate transfer taxes

15,824

EPRA Net Reinstatement Value

219,640

Shares in issue at end of period

133,734,686

EPRA NRV per share (cents per share)

164.2

 

c. EPRA Net Tangible Assets

 

 

Year to

30 September 2021

€000

(unaudited)

IFRS equity attributable to shareholders

199,532

Deferred tax

4,298

Adjustment for fair value of financial instruments

(14)

EPRA Net Tangible Assets

203,816

Shares in issue at end of period

133,734,686

EPRA NRV per share (cents per share)

152.4

 

d. EPRA Net Disposal Value

 

 

Year to

30 September 2021

€000

(unaudited)

IFRS equity attributable to shareholders

199,532

Adjustment for the fair value of fixed interest rate debt

278

EPRA Net Disposal Value

199,810

Shares in issue at end of period

133,734,686

EPRA NRV per share (cents per share)

149.4

 

e. EPRA comparatives

 

 

EPRA NRV

(€m)

EPRA NTA

(€m)

EPRA NDV

(€m)

IFRS NAV in the period

199,532

199,532

199,532

Exclude: deferred tax

4,298

4,298

-

Exclude: the fair value of financial instruments

(14)

(14)

-

Include: the fair value of fixed interest rate debt

-

-

278

Include: Real estate transfer tax

15,824

-

-

EPRA NAV totals

219,640

203,816

199,810

 

f. Headline earnings reconciliation

Headline earnings per share reflect the underlying performance of the Company calculated in accordance with the Johannesburg Stock Exchange Listing requirements.

 

 

Year to

30 September 2021

€000

(unaudited)

Year to

30 September 2020

€000

(unaudited)

Total IFRS comprehensive income

6,238

28,398

Adjustments to calculate headline earnings exclude:

 

 

Net valuation (profit)/loss on investment property

(8,573)

(25,505)

Net development revenue

(1,541)

-

Share of joint venture loss on investment property

554

2,776

Deferred tax

2,374

403

Net change in fair value of financial instruments

7

21

Adjustment in respect of provision of internal loan made to Seville joint venture (excluding interest)

7,543

2,492

Headline earnings

6,602

8,585

Weighted average number of ordinary shares

133,734,686

133,734,686

Headline and diluted headline earnings per share (cents per share)

4.9

6.4

 

Status of announcement

2020 Financial Information

The figures and financial information for 2020 are extracted from the published Annual Report and Accounts for the year ended 30 September 2020 and do not constitute the statutory accounts for that year. The 2020 Annual Report and Accounts have been delivered to the Registrar of Companies.

2021 Financial Information

The figures and financial information for 2021 are extracted from the Annual Report and Accounts for the year ended 30 September 2021 and do not constitute the statutory accounts for the year. The 2021 Annual Report and Accounts include the Report of the Independent Auditors which is unqualified and does not contain a statement under either section 498(2) or section 498(3) of the Companies Act 2006. The 2021 Annual Report and Accounts will be delivered to the Registrar of Companies in due course.

Neither the contents of the Company's webpages nor the contents of any website accessible from hyperlinks on the Company's webpages (or any other website) is incorporated into, or forms part of, this announcement.

 

 

 

 

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