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Summarised audited results for the year ended 31 August 2014
Fountainhead Property Trust
(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 1983/003324/06
JSE share code: FTP ISIN: ZAE000097416
(Approved as a REIT by the JSE)
Summarised audited results for the year ended 31 August 2014
The directors of Fountainhead Property Trust Management Limited, manager of Fountainhead Property Trust
("Trust or Fountainhead"), submit the summarised audited results of the Trust for the year ended 31 August 2014.
These financial statements have been summarised from the audited financial statements on which KPMG Inc.
has issued an unqualified audit opinion and which are available for inspection at the manager's registered
office.
+ 6.9% Annualised distribution
+ 7.2% Net asset value
+ 6.0% Active portfolio net property income
Statement of financial position
31 August 31 August
2014 2013
R’000 R’000
ASSETS
Non-current assets 11 214 867 11 183 361
Investment properties 11 191 357 11 105 125
Fair value of investment properties for accounting purposes 10 776 919 10 739 966
Unamortised letting commission and tenant installation 15 520 13 046
Straight-line rental income accrual 398 918 352 113
Interest rate swaps 23 510 78 236
Current assets 1 386 585 415 279
Trade and other receivables 152 271 96 739
Cash and cash equivalents 257 590 318 540
Assets held-for-sale 976 724 -
Total assets 12 601 452 11 598 640
UNITHOLDERS’ FUNDS AND LIABILITIES
Unitholders’ funds 8 841 591 8 249 107
Capital of the trust 2 874 030 2 874 030
Retained income 398 976 359 357
Available-for-sale reserve 5 568 585 5 015 720
Other non-current liabilities 2 992 679 2 131 319
Interest-bearing liabilities 2 992 679 2 131 319
Deferred taxation - -
Current liabilities 767 182 1 218 214
Trade and other payables 176 745 190 443
Interest-bearing liabilities 250 000 750 000
Unitholders for distribution 340 437 277 771
Total unitholders’ funds and liabilities 12 601 452 11 598 640
Statement of comprehensive income
11 months
ended
31 August 31 August
2014 2013
R’000 R’000
Revenue
Property portfolio 1 282 033 1 089 259
- Contractual rental income 1 242 414 1 047 754
- Straight-line rental income accrual 39 619 41 505
Direct property operating expenses (272 630) (216 538)
Net property income 1 009 403 872 721
Changes in fair values of properties and financial instruments 552 865 144 621
Profit on disposal of investment property - 49
Administrative expenses (73 448) (74 149)
Income from operations 1 488 820 943 242
Net finance costs (218 714) (175 712)
- Interest income 25 882 20 283
- Interest expense (244 596) (195 995)
Profit before taxation 1 270 106 767 530
Taxation - -
Profit after taxation 1 270 106 767 530
Headline earnings per unit (cents) 56.98 60.30
Basic earnings per unit (cents) 109.24 66.01
Diluted earnings per unit (cents) 109.24 66.01
Statement of cash flows
11 months
ended
31 August 31 August
2014 2013
R’000 R’000
CASH FLOWS FROM OPERATING ACTIVITIES
Cash generated from operations 831 213 815 829
Interest income 25 882 20 283
Interest expense (244 596) (195 995)
Income distributions (614 956) (627 166)
Net cash (utilised)/generated from operating activites (2 457) 12 951
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition and development of investment properties (419 853) (233 733)
Proceeds on disposal of investment properties - 30 249
Net cash utilised from investing activities (419 853) (203 484)
CASH FLOWS FROM FINANCING ACTIVITIES
Repayment of interest borrowings (2 881 319) _
Proceeds from interest-bearing borrowings 3 242 679 148 114
Net cash generated from financing activities 361 360 148 114
Net decrease in cash and cash equivalents (60 950) (42 419)
Cash and cash equivalents at beginning of period 318 540 360 959
Cash and cash equivalents at end of period 257 590 318 540
Statement of changes in unitholders’ funds Non-
Capital of distributal Retained Total
the fund reserve earnings R’000
R’000 R’000 R’000
Balance at 1 October 2012 2 874 030 4 871 050 317 852 8 062 932
Total comprehensive income for the period
Profit and total comprehensive income for the period - - 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 non-distributable reserve - 107 890 (107 890) -
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 - - 1 270 106 1 270 106
Transactions with unitholders, recorded directly in equity
Fair value adjustment on investment properties transferred
to non-distributable reserve - 647 210 (647 210) -
Straight-line lease adjustment - (39 619) 39 619 -
Fair value adjustment on interest rate swaps - (54 726) 54 726 -
Income distributions - - (677 622) (677 622)
Total transactions with unitholders - 552 865 (1 230 487) (677 622)
Balance at 31 August 2014 2 874 030 5 568 585 398 976 8 841 591
Introduction
Fountainhead is a property unit trust listed on the Johannesburg Stock Exchange (JSE). The Trust has R12.1 billion of
investment properties with a focus on retail assets located in South Africa’s major metropolitan areas. Included in the
portfolio are Centurion Mall, Boulders Shopping Centre, Benmore Gardens Shopping Centre, Bryanston Shopping Centre, Blue
Route Mall, Kenilworth Centre and a majority share in N1 City.
1. Basis of preparation and accounting policies
The summarised financial statements are prepared in accordance with the requirements of the JSE Listings Requirements
for provisional reports and the requirements of the Collective Investment Schemes Control Act of South Africa.
The JSE Listings Requirements require provisional reports to be prepared in accordance with the framework concepts and the
measurement and recognition requirements of International Financial Reporting Standards (IFRS) and the SAICA Financial
Reporting Guides as issued by the Accounting Practices Committee and Financial Pronouncements as issued by the Financial
Reporting Standards Council and also, as a minimum, to contain the information required by IAS 34 Interim Financial
Reporting. Except for the new standards adopted as set out below, the accounting policies applied in the preparation of the
financial statements, from which the summary financial statements were derived, are in terms of IFRS and are consistent with
the accounting policies applied in the preparation of the previous annual financial statements. The Trust adopted the
following new standards:
• IFRS 10 Consolidated Financial Statements
• IFRS 11 Joint Arrangements
• IFRS 12 Disclosure of Interests in Other Entities
• IFRS 13 Fair Value Measurement.
These summarised audited financial results for the 12 months ended 31 August 2014 have been extracted from the audited
annual financial statements but is not itself audited. The audit report does not necessarily cover all the information included
in the announcement. The directors of the manager take full responsibility for the preparation of these summarised annual
results and confirm that the financial information has been correctly extracted from the underlying audited results for the
year ended 31 August 2014.
The results have been prepared under the supervision of Rafael Zabow CA(SA) Senior Financial Manager.
2. Results for the 12 months
Fountainhead has declared a distribution of 29.28 cents per unit (cpu) for the final six months to 31 August 2014, taking
the total distribution for the 12 months to 58.28 cents per unit. This is an increase of 16.6% compared with the
11 months to 31 August 2013 and reflects growth of 6.9% on an annualised basis.
The distribution of the second half of the financial year includes legal and advisory costs of R5.3 million incurred
as a result of the unsucessful offer by Redefine Properties Limited to acquire the assets of the Trust.
The active portfolio, excluding properties acquired, sold and under development, achieved rental growth of 5.4% and
net property income growth of 6.0% for the financial year.
Distributable income 12 months to 11 months to
31 August 31 August
2014 2013
R’000 R’000
Rental income (excluding straight-line rental adjustment) 1 072 958 913 633
Net property expenses (122 691) (99 136)
Property expenses (501 464) (424 154)
Recovery of property expenses 378 773 325 018
Net property income 950 267 814 497
Sundry revenue 19 517 16 510
Net finance costs (218 714) (175 712)
Interest income 25 882 20 283
Interest expense (244 596) (195 995)
Trust expenses (73 448) (73 940)
Distributable income 677 622 581 355
Units in issue 1 162 709 1 162 709
Distribution (cents per unit) 58.28 50.00
Interim 29.00 26.11
Final 29.28 23.89
3. Borrowings
The Trust beneficially restructured its debt during August 2014. The weighted average cost of debt increased from 7.5%
as at 31 August 2013 to 8.0% as at 31 August 2014 as a result of higher market interest rates and the increase in the
portion of debt hedged against interest rate increases.
Including forward starting swaps, 76% of debt is hedged against interest rate risk.
Funding provider Facility Loan Facility Fixed/ All in
R’000 balance maturity floating margin
R’000
Rand Merchant Bank 1 900 000 1 900 000 15 Aug 2019 Floating JIBAR + 1.57%
Rand Merchant Bank 385 000 342 679 15 Aug 2019 Floating Prime - 1.73%
Rand Merchant Bank 250 000 250 000 17 Sep 2014 Floating JIBAR + 1.30%
Rand Merchant Bank 225 000 225 000 4 Feb 2019 Floating JIBAR + 1.61%
Rand Merchant Bank 525 000 525 000 4 Feb 2019 Floating JIBAR + 1.61%
Total 3 285 000 3 242 679
Swaps provider Status Nominal Maturity Rate
value
R’000
Rand Merchant Bank Current 500 000 31 May 2018 5.87%
Absa Capital Current 300 000 19 Sep 2016 6.58%
Absa Capital Current 300 000 17 Oct 2016 6.27%
Absa Capital Current 500 000 9 Apr 2019 7.79%
Rand Merchant Bank Forward start - 22 May 2015 350 000 31 May 2018 6.47%
Rand Merchant Bank Forward start - 22 May 2015 500 000 31 May 2020 7.06%
4. Major Capital Projects
Centurion Mall
An upgrade and expansion in various phases of 6 500m2 at a cost of R318 million commenced in August 2014 at an
estimated incremental yield of 7.1%. The project includes a 2 260m2 expansion of Woolworths, additional Gross Lettable Area(GLA)
on the upper level, a new mall off the spine as well as facilities and external upgrades.These interventions will address tenant
mix and merchandising demands and facilitate shopper circulation. Furthermore, the R13 million acquisition of an adjacent property
creates additional long-term value-added opportunities.
Kenilworth Centre
Parking deck rectification work to the value of R21.5 million was completed. R197 million will be spent on creating
4 500m2 of new GLA on the upper level, as well as additional parking that will significantly improve access and egress to
and from the centre.
AMR
This office property is undergoing a refurbishment and tenant installation to accommodate a CTI education campus on a
10-year yielding lease in two of the three buildings in a total of 8 100m2. The total capex will amount to R65 million, and
yielding 7.1% in the first year and 10.0% in the second year with the tenant taking staggered occupation commencing
February 2015 and December 2015.
5. Acquisitions and Disposals
The Trust purchased and took transfer of the CIB office building in Bedfordview for R159 million in February 2014 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 acquired the Robor industrial property situated in Elandsfontein for R570.5 million, which transferred on 3 September
2014. The acquisition was 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.
Fountainhead also made two strategic acquisitions. The acquisition of the motor dealership adjacent to
Kenilworth Centre for R34.7 million effective 1 April 2014 at an initial yield of 10%, which on lease renewal in 1 July 2014
increased to 12.8%. The other property acquired was a vacant fuel station adjacent to Centurion Mall for R13 million with
3 000m2 of available bulk for future opportunities. Transfer is expected after year-end.
Sales of the Trust’s undivided shares in Westgate Shopping Centre, Southgate Mall and Southgate Value Mart were
concluded for an aggregate consideration of R944 million. Westgate Shopping Centre transferred in September 2014 at and
escalated price of R720 million and the transfer of Southgate Mall and Southgate Value Mart is expected in October 2014 at an
escalated price of R260 million. The aggregated estimated forward yield on these two disposals is 7.5%.
The Trust continues to follow its long-term strategy to focus on core retail, commercial and industrial properties
and either has or is at an advanced stage of concluding sale agreements on 19 properties with an estimated value of R219
million at an average yield of 9.9%.
Proceeds from disposals will be used to fund acquisitions and development activity.
6. Segmental information
12 months August 2014 11 months August 2013
Revenue Net income % of Revenue Net income % of
Rm Rm total Rm Rm total
Retail 887 676 100 752 585 101
Office 229 185 27 182 152 26
Industrial 88 69 10 81 63 11
Specialised 39 39 6 33 32 5
Trust and
administration - (291) (43) - (251) (43)
Total 1 243 678 100 1 048 581 100
7. Portfolio Valuation
Sector Value Income Cents/ Cents/ % of portfolio
(Rm) unit unit
2014 2013
2014 2013
Retail 9 128 676 785 725 75 76
Office 1 940 185 167 146 16 15
Industrial 705 69 61 56 6 6
Specialised 395 39 33 30 3 3
Total property 12 168 969 1 046 957 100 100
Interest-bearing liability (3 242) (279) (249)
Net current liabilities (517) (44) (40)
Net current assets 433 37 41
8 842 760 709
Total property includes assets held-for-sale of R977 million, NAV 84cpu.
8. Vacancy Levels
Vacancies increased 4.2% over the year with 3% due to strategic vacancies as a result of development activities.
Subsequent to 31 August 2014 a number of vacancies have been filled, more notably being 3 775m2 at Mifa Industrial
Park, 1 987m2 at Supreme Industrial Park and 1 250m2 at Lakeside A. Vacancies, after taking into account strategic
vacancies and letting activity after year-end, decrease to 7.5%.
Sector GLA (m2) GLA (m2) August August
2014 2013 2014 2013
Retail 22 509 16 906 5.1% 3.8%
Office 45 966 27 230 26.1% 16.2%
Industrial 23 129 13 036 13.8% 7.8%
Specialised - - - -
Total 91 604 57 172 11.3% 7.1%
9. Lease Expiry profile
Sector GLA (m2) GLA (m2) Esc % Esc %
2014 2013 2014 2013
Retail 165 164 8.2 8.2
Office 129 138 8.5 8.1
Industrial 47 50 9.0 8.9
Specialised 124 107 9.5 8.7
Total 134 133 8.4 8.4
10. Strategy
Fountainhead has continued to build a platform for sustainable long-term growth despite the uncertain economic and
tough trading conditions. The Trust has successfully implemented a strategy that will see it reduce its exposure to
smaller riskier assets and significantly improve the quality of its portfolio through the development and refurbishment
of core properties. The Trust’s strategy extends beyond quality retail investments to large properties in metropolitan areas
in other sectors that offer low-risk growing income streams and add value opportunities as illustrated by the acquisition
of Robor and CIB and the redevelopment of AMR.
11. Prospects
Fountainhead expects to produce growth in distribution of 5% to 6% from its current portfolio for the 12 months to 31
August 2015 reflecting the challenging environment and the strategy to improve the quality of the portfolio. The
forecast is the responsibility of the directors of the manager and has not been reviewed or reported on by Fountainhead’s
auditors.
12. Declaration of Distribution
Notice is hereby given of distribution number 63 of 29.27956 cents per unit for the six months ended 31 August 2014.
Last date to trade cum distribution Friday, 31 October 2014
Commence trading ex distribution Monday, 3 November 2014
Record date Friday, 7 November 2014
Payment date Monday, 10 November 2014
Unit certificates may not be dematerialised or rematerialised between Monday, 3 November 2014 and Friday, 7 November 2014,
both dates inclusive.
In respect of dematerialised unitholders, the distribution will be transferred to the CSDP account/broker accounts on Monday,
10 November 2014. Certificated unitholders’ distribution payments will be posted on or about Monday, 10 November 2014.
An announcement informing unitholders of the tax treatment of the distribution will be released separately on SENS.
BY ORDER OF THE BOARD
Fountainhead Property Trust Management Limited
Registration number 1983/003324/06
8th October 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), VA Christian, T Wixley, AJ Konig, HY Laher, M Barkhuysen, B Nackan, DH Rice,
DS Savage, LB van Niekerk (CEO), M Wainer
Sponsor: Java Capital
www.fountainheadproperty.co.za
Date: 09/10/2014 05:00:00 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.
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