Wrap Text
Unaudited interim results for the 6 months ended 28 February 2014
Fountainhead Property Trust Management Limited
(A collective investment scheme in property registered in terms
of the Collective Investment Schemes Control Act No 45 of 2002
and managed by Fountainhead Property Trust Management Limited)
(Registration number 1983/03324/06)
JSE code: FPT ISIN: ZAE000097416
(Approved as a REIT by the JSE)
Unaudited interim results for the 6 months ended 28 February 2014
The directors of Fountainhead Property Trust Management Limited, manager of Fountainhead Property Trust (“the Trust”
or “Fountainhead”), submit the unaudited results of the Trust for the 6 months ended 28 February 2014.
Financial results ahead of market guidance
7,6% increase in active portfolio net property income over the comparable period
Property acquisitions of R765 million secured
11% distribution growth to 29 cents per unit over the prior year period
Net asset value growth of 5,5% to 748 cents
Development projects totalling over R1 billion approved
Statement of financial position Unaudited Unaudited Audited
28 Feb 2014 31 Mar 2013 31 Aug 2013
R’000 R’000 R’000
ASSETS
Non-current assets 10 917 208 10 972 389 11 183 361
Investment properties 10 848 165 10 972 389 11 105 125
Fair value of investment property for accounting purposes 10 491 548 10 587 590 10 753 012
Straight-line rental income accrual 356 617 384 799 352 113
Interest rate swaps 69 043 - 78 236
Current assets 499 795 433 552 415 279
Trade and other receivables 77 447 91 250 96 739
Cash and cash equivalents 422 348 342 302 318 540
Non-current assets held-for-sale 944 740 - -
Total assets 12 361 743 11 405 941 11 598 640
UNITHOLDERS’ FUNDS AND LIABILITIES
Unitholders’ funds 8 697 598 8 090 211 8 249 107
Capital of the fund 2 874 030 2 874 030 2 874 030
Non-distributable reserve 5 450 695 4 837 859 5 015 720
Retained earnings 372 873 378 322 359 357
Non-current liabilities
Interest-bearing liabilities 2 883 619 2 117 777 2 131 319
Deferred taxation - - -
Current liabilities 780 526 1 197 953 1 218 214
Trade and other payables 193 341 144 370 190 443
Interest-bearing liabilities 250 000 750 000 750 000
Unitholders for distribution 337 185 303 583 277 771
Total unitholders’ funds and liabilities 12 361 743 11 405 941 11 598 640
Number of units in issue 1 162 709 1 162 709 1 162 709
Net asset value per unit (excluding deferred tax) (cents) 748 696 709
Statement of comprehensive income Unaudited Unaudited Audited
6 months to 6 months to 11 months to
28 Feb 2014 31 Mar 2013 31 Aug 2013
R’000 R’000 R’000
Income 632 234 619 415 1 089 260
Contractual rental income 618 718 558 945 1 047 754
Straight-line lease adjustment 13 516 60 470 41 506
Expenses (180 263) (161 017) (290 688)
Administrative expenses (34 587) (44 157) (74 149)
Property operating expenses (145 676) (116 860) (216 539)
Operating profit 451 971 458 398 798 572
Net finance costs (101 270) (94 345) (175 712)
Interest income 14 539 10 898 20 283
Interest expense (115 809) (105 243) (195 995)
Profit on disposal of investment properties - 49 49
Changes in fair values of properties and financial instruments 434 975 (33 240) 144 621
Profit for the period 785 676 330 862 767 530
Total comprehensive income for the period 785 676 330 862 767 530
Basic earnings per unit (cents) 67,57 28,46 66,01
Headline earnings and distributable income reconciliation
Profit for the period 785 676 330 862 767 530
Adjust for:
Profit on disposal of investment properties - (49) (49)
Fair value adjustments to investment properties (444 168) 33 240 (66 385)
Headline earnings 341 508 364 053 701 096
Less: straight-line lease adjustment (13 516) (60 470) (41 506)
Less: fair value adjustment on financial instruments 9 193 - (78 236)
Distributable income 337 185 303 583 581 354
Headline earnings per unit (cents) 29,37 31,31 60,30
Distribution per unit (cents) 29,00 26,11 50,00
Interim distribution per unit (cents) 29,00 26,11 26,11
Final distribution per unit (cents) - - 23,89
Units in issue 1 162 709 1 162 709 1 162 709
Statement of cash flows Unaudited Unaudited Audited
6 months to 6 months to 11 months to
28 Feb 2014 31 Mar 2013 31 Aug 2013
R’000 R’000 R’000
CASH FLOWS FROM OPERATING ACTIVITIES
Cash generated from operations 461 793 414 817 815 829
Interest income 14 539 10 898 20 283
Interest expense (115 809) (105 243) (195 995)
Distributions paid (277 771) (323 582) (627 166)
Net cash generated/(utilised) in operating activities 82 752 (3 110) 12 951
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition and development of investment properties (231 243) (180 368) (233 733)
Proceeds on disposal of investment properties - 30 249 30 249
Net cash utilised from investing activities (231 243) (150 119) (203 484)
CASH FLOWS FROM FINANCING ACTIVITIES
Increase in interest-bearing borrowings 252 300 134 572 148 114
Net cash generated from financing activities 252 300 134 572 148 114
Net increase/(decrease) in cash and cash equivalents 103 809 (18 657) (42 419)
Cash and cash equivalents at the beginning of the period 318 540 360 959 360 959
Cash and cash equivalents at end of period 422 348 342 302 318 540
Statement of changes in unitholders’ funds Capital N Non- Retained Total
of the N distributable earnings R’000
fund reserve R’000
R’000 R’000
Balance at 30 September 2012 2 874 030 4 871 050 317 852 8 062 932
Total comprehensive income for the year
Profit and total comprehensive income for the year - - 767 530 767 530
Transactions with unitholders, recorded directly in equity
Profit and fair value reserve realised on sale of property transferred to - 49 (49) -
non-distributable reserve
Fair value adjustment on investment properties transferred to - 107 890 (107 890) -
non-distributable reserve
Straight-line lease adjustment - (41 505) 41 505 -
Fair value adjustment on interest rate swaps - 78 236 (78 236) -
Income distributions - - (581 355) (581 355)
Total transactions with unitholders - 144 670 (726 025) (581 355)
Balance at 31 August 2013 2 874 030 5 015 720 359 357 8 249 107
Total comprehensive income for the year
Profit and total comprehensive income for the year - - 785 676 785 676
Transactions with unitholders, recorded directly in equity
Fair value adjustment on investment properties transferred to 457 684 (457 684) -
non-distributable reserve
Straight-line lease adjustment - (13 516) 13 516 -
Fair value adjustment on interest rate swaps - (9 193) 9 193 -
Income distributions - - (337 185) (337 185)
Total transactions with unitholders - 434 975 (772 160) (337 185)
Balance at 28 February 2014 2 874 030 5 450 695 372 873 8 697 598
Commentary
INTRODUCTION
Fountainhead is a property unit trust that has been listed on the JSE for over 30 years. The Trust has investment
properties of R11,8 billion including assets held for sale comprising a portfolio of 64 properties. The retail portfolio includes
established centres such as the super-regional Centurion Mall, Boulders, Benmore Shopping Centre, Bryanston Shopping
Centre, Blue Route Mall, Kenilworth Centre and a majority share in N1 City.
The Trust owns direct interests in investment properties and earns rental income which, after operating and
administration expense are deducted, is distributed in full to unitholders every six months.
1. BASIS OF PREPARATION AND ACCOUNTING POLICIES
The unaudited interim results for the 6 months ended 28 February 2014 have been prepared in accordance with
International Financial Reporting Standards, the SAICA Financial Reporting Guides as issued by the Accounting Practices
Committee, the requirements of the Collective Investment Schemes Control Act of South Africa, and the JSE Listings Requirements.
The interim results have not been audited/reviewed by the Fountainhead’s auditor, KPMG Inc. The accounting policies are
consistent, in all material aspects, with those applied in prior years. The results have been prepared under the
supervision of Aaron Suckerman ACCA (UK) and are prescribed in terms of the disclosure requirements set out in International
Accounting Standards (“IAS”) 34.
2. RESULTS FOR THE 6 MONTHS ENDED
Fountainhead has declared a distribution of 29 cents per unit for the 6 months ended 28 February 2014. The
distribution represents an 11% increase compared to the 6 months ended March 2013.
The core portfolio excluding properties acquired, properties disposed of/to be disposed of, or properties under
development delivered contractual rental and net property income growth of 6,4% and 7,3% respectively.
Vacancies in the office and industrial portfolios increased during the period. Rental reversions on lease renewals
remained at similar levels when compared to the 2013 financial year (4,3%). The retail portfolio tenant retention
remains robust with 86% (2013: 74%) of expired leases being renewed.
Distributable income
6 months to 6 months to 11 months to
28 Feb 2014 31 Mar 2013 31 Aug 2013
R’000 R’000 R’000
Rent (excluding straight-line rental adjustment) 519 416 488 707 913 633
Net property expenses (52 340) (47 607) (99 136)
Property expenses (256 116) (223 978) (424 154)
Recovery of property expenses 203 776 176 371 325 018
Net property income 467 076 441 100 814 497
Sundry revenue 6 824 3 935 16 510
Net finance costs (102 128) (95 293) (175 712)
Interest income 13 682 10 037 20 283
Interest expense (115 809) (105 329) (195 995)
Trust expenses (34 587) (46 159) (73 940)
Distributable income 337 185 303 583 581 355
Units in issue 1 162 709 1 162 709 1 162 709
Distribution (cents per unit) 29,00 26,11 50,00
Interim 29,00 26,11 26,11
Final 23,89
3. BORROWINGS
The interest-bearing liabilities comprise:
Funding providers Facility Loan Facility Fixed/ All in
R’000 balance maturity floating margin
R’000
Standard Bank 750 000 700 544 30-Jun-15 Floating JIBAR + 1,98%
Standard Bank 350 000 350 000 31-May-15 Fixed 6% + 2,42%
Standard Bank 585 000 563 075 31-May-15 Floating JIBAR + 2,6%
Standard Bank 500 000 500 000 28-Feb-16 Fixed 6.33% + 2,39%
Standard Bank 100 000 20 000 28-Feb-16 Floating JIBAR + 2,39%
Rand Merchant Bank 250 000 250 000 17-Sep-14 Floating JIBAR + 1,3%
Rand Merchant Bank 750 000 750 000 03-Feb-19 Floating JIBAR + 1,61%
3 285 000 3 133 619
The current borrowings of R3,1 billion represents gearing levels of 27% compared to 26% at 31 August 2013.
During the period the percentage of debt hedged against changes in interest rates through interest rate swap
agreements and fixed rate loans, increased from 47% as at 31 August 2013 to 62% and again to 78% subsequent
to the period end.
Swap profile
Provider Amount Status Maturity Start date Rate
R’000
ABSA 300 000 Current 19-Sep-16 17-Sep-13 6,58%
ABSA 300 000 Current 17-Oct-16 17-Oct-13 6,27%
RMB 500 000 Current 22-May-18 22-May-13 5,87%
RMB 350 000 Forward start 22-May-18 22-May-15 6,47%
RMB 500 000 Forward start 22-May-20 22-May-15 7,06%
1 950 000
4. MAJOR CAPITAL PROJECTS
Several major development and capital expenditure projects totalling over R1 billion have been approved and are
aimed at improving asset quality and sustainable long-term income growth.
Bryanston Shopping Centre
Elements of the significant refurbishment and extension such as an additional 192 parking bays have been completed
with the remainder of the project, including a 2 000m2 Checkers extension, due to be completed by July 2014. Additional
improvements have increased capital cost from R94 million to R104 million with the incremental yield remaining at 5,2%.
Centurion Mall
An upgrade and expansion of 3 500m2 costing R189 million in various phases is due to commence in April 2014 at an estimated
aggregated yield of 8%.
Kenilworth Centre
Refurbishments to improve sections of the parking deck are underway and are due to be completed by July 2014 at a
cost of R21,5 million, a saving on the original budget of R24,2 million. There is a strong retailer demand for the
additional lettable area of 4 630m2 over two levels. The project includes 142 additional parking bays and improvement to
internal and external circulation. Forecast cost is R182 million at a 7% yield and is expected to be completed by September
2015.
Boulders Shopping Centre
The initiative to expand the centre’s GLA by 7 219m2, including a new 3 500m2 grocery anchor tenant on the lower
level, and much improved vertical circulation is projected to cost R221 million a reduction on the initial estimate cost of
R262 million. The yield will remain at 7,3%. Work is due to commence in the second half of the financial year and be
completed by September 2015.
Other developments and capital expenditures
A number of other major projects are under consideration including Brightwater Commons in Randburg and the
conversion of the AMR Office Park in Bedfordview into a college campus.
5. ACQUISITIONS AND DISPOSALS
During the period, The Trust purchased and took transfer of the CIB Building in Bedfordview for R159 million at an
initial yield of 8,2%.
The Trust entered into a sale and leaseback agreement with Robor Proprietary Limited (“Robor”) in terms of which The
Trust will acquire, from Robor, the property situated at 233 Barbara Road, Elandsfontein for R570,7
million, payable in cash. The acquisition is at an initial yield of 8,5% with an initial lease period of 10 years escalating
at 8% per annum, commencing on transfer of the property.
In addition, the Trust made a strategic acquisition of the headlease over the motor dealership adjacent to its
Kenilworth Centre for R34,7 million at an estimated initial yield of 10% effective from 1 April 2014.
The acquisitions are in line with Fountainhead’s strategy to acquire large, quality assets with sustainable income
growth and a low risk profile.
Sale agreements were entered into for the disposal of the Trust’s undivided share in Westgate Shopping Centre, Southgate
Mall and Southgate Value Mart for an aggregate consideration of R945 million. The Southgate Mall and Southgate Value Mart
are pending transfer and Westgate Shopping Centre is pending Competition Authority approval.
Proceeds from the disposals will be used to fund acquisition and development activity.
6. SEGMENTAL INFORMATION
6 months February 2014 6 months March 2013 11 months August 2013
Revenue Net % Revenue Net % of Revenue Net % of
Rm income of Rm income total Rm income total
Rm total Rm Rm
Retail 439 326 97 403 314 103 752 585 101
Office 115 92 27 97 80 26 182 152 26
Industrial 46 37 11 42 33 12 81 63 11
Specialised 19 19 6 17 17 5 33 32 5
Corporate - (137) (41) - (139) (46) - (251) (43)
Total 619 337 100 559 305 100 1 048 581 100
7. LETTING ACTIVITY
The table reflects the movement in the vacancies during the period:
Retail Offices Industrial
Area (m2) % of Area (m2) % of Area (m2) % of
year end year end year end
area area area
Vacant at 16 906 3,8 27 230 15,5 13 036 7,8
31 August 2013
Vacated 10 141 2,3 12 546 7,1 24 916 14,9
New leases (10 211) (2,3) (5 144) (2,9) (15 317) (9,1)
Vacant at 16 836 3,8 34 632 19,7 22 635 13,6
28 February 2014
The table below reflects the tenant retention and rental reversion by sector:
Sector Retention Rental
% reversion
%
Retail 86 5,4
Office 58 (1,6)
Industrial 74 3,3
Weighted average 76 4,5
The office portfolio retention ratio was negatively impacted by tenants at the offices adjacent to Centurion Mall
vacating from 7 763m2.
8. VACANCY LEVELS
Sector GLA (m2) GLA (m2) February August
February August 2014 2013
2014 2013 % %
Retail 16 836 16 906 3,8 3,8
Office 34 632 27 230 19,7 16,2
Industrial 22 635 13 036 13,5 7,8
Specialised - - - -
Total 74 103 57 172 9,1 7,1
Vacancy levels in terms of rentable area were as follows:
The retail vacancies were 3,8% of which 0,9% relates to Brightwater Commons and Dekema Mall. A redevelopment of the
Brightwater Commons is under consideration and Dekema Mall has been identified for sale.
Office vacancies within the Centurion Mall precinct amounting to 22 061m2 of GLA account for over 60% of the total
office vacancy of 19,7%. 7 763m2 was vacated at Lakeside A during the period and 12 519m2 at Die Anker is vacant. A
number of initiatives are in progress to address both vacancies. Historically high vacancies at Grayston Ridge Office
Park have been reduced from 55,4% as at 31 March 2013 to 38,5% as at 28 February 2014. Vacancies at AMR Office Park,
equating to 2 311m2 of GLA are considered strategic due to the plan to convert the entire property into a college campus.
The Industrial vacancies of 13,5% relate primarily to Jupiter Park, Supreme Industrial Park and the Jet Park
mini-units. The vacancy at Jupiter Park accounts for 47% of the total industrial vacancy. There is interest from prospective
tenants at Jupiter Park and negotiations are currently underway.
9. PROSPECTS
Fountainhead expects to produce growth of 7% to 8% in income distributions from its current portfolio in the 12 months
to 31 August 2014 compared with the annualised distribution for 11 months of 54,5 cents to 31 August 2013. The forecast has not
been reviewed or reported on by Fountainhead’s auditor.
10. STRATEGY
Fountainhead has made meaningful progress on improving the quality of its portfolio through developments,
acquisitions and planned disposals of non-core properties in 2014. While the Trust will retain its emphasis on large retail
assets, it will also pursue investments in other sectors where it is able to identify high quality growing income such as the
Robor industrial property.
Fountainhead benefits from considerable alignment with and support from its majority unitholder Redefine Properties
Limited.
11. SIGNIFICANT CHANGE IN UNITHOLDING
During the period Redefine Properties Limited increased its unitholding in the Trust to 65,9% of the units in issue.
12. CHANGES TO THE BOARD OF DIRECTORS
Mr Aaron Suckerman has resigned as Financial Director of Fountainhead with effect from 11 April 2014, subject to
approval by the Financial Services Board. The board has embarked on a process to appoint a suitable replacement.
13. INCOME DISTRIBUTION ANNOUNCEMENT
Notice is hereby given of distribution no. 62 of 29 cents per unit for the 6 months ended 28 February 2014.
The last date to trade cum distribution will be Wednesday, 30 April 2014. The units of Fountainhead Property Trust
will commence trading ex distribution on Friday, 2 May 2014 and the record date will be Friday, 9 May 2014. The
distribution will be paid on Monday, 12 May 2014.
Unit certificates may not be dematerialised or rematerialised between Friday, 2 May 2014 and Friday, 9 May 2014 both
dates inclusive.
An announcement informing unitholders of the tax treatment of the income distribution will be released separately on Sens.
BY ORDER OF THE BOARD
Fountainhead Property Trust Management Limited
10 April 2014
Transfer secretaries: Computershare Investor Services Proprietary Limited, 70 Marshall Street, Johannesburg, 2001 (PO
Box 61051, Marshalltown, 2107) Secretary: Java Capital Trustees and Sponsors Proprietary Limited, Redefine Place 2
Arnold Road Rosebank Johannesburg Registered office: Redefine Place, 2 Arnold Road, Rosebank, Johannesburg (PO Box 1731,
Parklands, 2121) Directors: WM Kirchmann (Chairman), M Barkhuysen, VA Christian, AJ Konig, HY Laher, B Nackan DH Rice, DS
Savage, A Suckerman, M Wainer, TA Wixley, LB van Niekerk Sponsor: Java Capital Trustees and Sponsors Proprietary Limited
www.fountainheadproperty.co.za
Sponsor
Java Capital
Date: 10/04/2014 07:40:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.