Wrap Text
HPA/HPB - Hospitality Property Fund Limited - Unaudited Interim Results for the
six months ended 31 December 2010, interest payment declaration and trading
statement
Hospitality Property Fund Limited
(Incorporated in the Republic of South Africa)
(Registration number 2005/014211/06)
Share code for A-linked units: HPA ISIN for A-linked units: ZAE000076790
Share code for B-linked units: HPB ISIN for B-linked units: ZAE000076808
("Hospitality" or "the fund" or "the company")
Unaudited Interim Results for the six months ended 31 December 2010, interest
payment declaration and trading statement
Highlights:
- Distribution per A-linked unit 60.33c: 5% growth
- Distribution per B-linked unit 38.45c: 5.9% growth
- Rights offer concluded for R490 million
- Shareholder approval for Arabella portfolio acquisition
Comments
1. Introduction
Hospitality Property Fund Limited is a property loan stock company that invests
exclusively in hotel and leisure properties. The Fund`s units in issue comprise
an equal number of A-and B-linked units with A-linked units having a
preferential claim to earnings with capped growth, whilst the B-linked units
receive the balance of earnings.
While the South African hotel industry benefitted over the first ten days of the
new financial year from the tail end of the FIFA World Cup 2010 event, national
hotel occupancies (all hotels) for the month of July 2010, per STR Global,
reflected a year-on-year decline of 7.5%. However, this was more than offset by
an increase in the average daily room rates (ADR) of 64.7% for this month,
resulting in a revenue per available room (RevPar) improvement of 52.5%.
Trading conditions over the remaining five months of the reporting period
remained challenging, due to the continuing effects of restrained demand,
coupled with an oversupply of available room stock as a consequence of new hotel
developments completed pre-World Cup. This has resulted in aggressive
competition for business with widespread discounting to secure selected base
business volumes.
Trading data received from STR Global for the six month period under review in
respect of Hospitality`s competitor set properties reflects a decline in average
occupancies of 1.1% and an increase in ADR of 5.3% resulting in RevPar growth of
3.9%.The Fund`s comparable trading figures over this period reflected almost
identical trends in year-on-year variances.
Coupled with the subdued trading conditions, hotel owners are having to absorb
increases in overhead costs significantly above the level of inflation. In
particular, escalations in administered prices such as electricity, water and
municipal rates have had a marked effect on earnings.
Insofar as the Fund`s fixed lease properties are concerned, management are
cognisant of the current financial pressures on tenants and continuously
monitors the underlying businesses in order to evaluate serviceability of
rentals.
2. Results
Rental income grew by 6.6% mainly due to the acquisition of the Protea Edward in
June 2010. Fund expenses declined by some R6.4 million, as a result of savings
achieved through the internalisation of the Fund`s management company (Manco) in
December 2009. Net finance costs increased by R2.7 million due to higher debt
incurred to fund various refurbishments and the Manco acquisition, partly offset
by interest earned on the cash raised through a rights issue concluded during
November 2010.
The A-linked units distribution of 60.33 cents grew by 5% over the previous
period, in line with the Fund`s distribution structure, while the distribution
on the B-linked unit increased by 5.9% to 38.45 cents. The B-linked unit
distribution, however, reflected a decline of 13.23 cents compared to the final
distribution for the six months to June 2010 of 51,68 cents, mainly due to the
higher rentals achieved in June 2010 during the World Cup period.
The following table reflects the financial results for the six months ended 31
December 2010 compared to the previous corresponding reporting period.
Six months to 31 December
2010 2009 Variance Variance
(R`000) (R`000) (R`000) (%)
Contractual rental 137 039 128 526 8 513 6.6
Fund expenses (9 704) (16 086) 6 382 39.7
Net finance costs (57 191) (54 455) (2 736) -5.0
Profit before
debenture interest 70 144 57 985 12 159 21.0
Recoupment of
debenture interest 17 534 1 186 16 348 1 378.4
Debenture interest (87 678) (59 171) (28 507) -48.2
Distribution - A-linked unit (53 548) (36 261) (17 287) -47.7
Distribution - B-linked unit (30 130) (22 910) (11 220) -49.0
Distribution - A-linked unit
(cents) 60.33 57.46 2.87 5.0
Distribution - B-linked unit
(cents) 38.45 36.30 2.15 5.9
Combined distribution - unit
(cents) 98.78 93.76 5.02 5.4
** Refer to note 4 of the commentary.
Approximately 84% of the Fund`s revenue was derived from fixed rentals with CPI-
linked escalations and the remaining 26% comprised variable rentals which are
linked to underlying hotel operational performance.
3. Acquisition of Arabella Portfolio
As previously announced on SENS, at a special general meeting held on 12
November 2010, unitholders approved all the resolutions required to implement
the proposed acquisition by Hospitality of the property letting and hotel
businesses carried on under the name of The Westin Grand Cape Town Arabella
Quays Hotel ("the Westin") and the Arabella Western Cape Hotel and Spa ("AWCHS")
together with certain properties which includes 460 hectares of undeveloped land
adjoining AWCHS (Phase 2 land). The total purchase consideration will be an
amount of R741.2 million which includes approximately R26 million of working
capital liabilities of the Arabella Hotels which will be assumed by HPF
Properties (Pty) Limited ("HPF Proper ties"). The acquisition will be funded
from the proceeds of the R490 million rights offer and new debt facilities.
The transaction was subject to fulfilment or waiver (where applicable) of
various conditions precedent all of which have been fulfilled, including the
signature of the services and licensing agreements with Starwood Hotels and
Resorts Worldwide, Inc. and Starwood EAME License and Services Company BVBA for
the Westin ("the Starwood Agreements"), other than:
- the obtaining of the approval of the Cape Town International Convention Centre
Company (Proprietary) Limited ("Convenco") to the assignment of Arabella South
Africa Holding (Pty) Limited`s ("ASAH") interests as tenant in terms of the sub-
lease between it and Convenco in respect of the Westin to HPF Properties;
- the conclusion of new leases in respect of the Westin and AWCHS; and
- the Starwood Agreements becoming unconditional.
The principal condition precedent, to which the others are linked, is obtaining
the approval of Convenco referred to above. This matter has taken longer than
initially expected and both HPF Proper ties and ASAH are giving this the highest
priority.
After the Arabella transaction has become unconditional and has been
implemented, it is intended that the Phase 2 land (subject to the granting of
development rights applied for) as well as certain of the Phase 1 land will be
treated as trading stock. While this is likely to contribute to the Fund`s
distributable earnings in the medium term, the delayed conclusion of the
Arabella transaction implies that this expected benefit will likely manifest
from the next financial year onwards.
4. Rights issue
The Fund successfully concluded a rights offer on the 15 November 2010. A total
consideration of R490 million was raised through the issue of 21 030 043 A-
linked units at R12.80 each and 21 030 043 B-linked units at R10.50. These funds
have been allocated to part settlement of the purchase consideration for the
Arabella portfolio.
An amount of R17.5 million of the rights offer proceeds has been allocated as a
recoupment of debenture interest in respect of the period 1 July 2010 to 14
November 2010, as the rights issue units will receive a full distribution for
the six months to 31 December 2010, despite being in issue for 1.5 months.
This recoupment is necessary in order to ensure that pre rights issue
unitholders distributions are not unjustifiably diluted.
5. Internalisation of management company
The internalisation of the management company implemented with effect from 1
December 2009 resulted in an effective saving for this reporting period in the
region of R5.3 million. The initial purchase price of R123 million was settled
in December 2009 and the remaining balance will be calculated at the end of June
2012, dependent on certain performance criteria and subject to a maximum value
of R180 million escalated by CPI annually from the effective date.
6. Property Portfolio
The Fund`s portfolio comprises interests in 24 hotel and resort properties in
South Africa. As at 31 December 2010 the book value of the portfolio was R3.4
billion. The portfolio is segmented into four lease types, namely: fixed lease
properties, C-Corp lease properties, fixed and variable leased properties (F&V)
and variable lease properties.
Rentals under fixed lease agreements are determined by normal contractual lease
terms, with inflation linked annual escalations. C-Corp lease agreements
comprise approximately 50% initial fixed lease rental, with the remaining being
a variable rental equivalent to 90% of the hotel`s EBITDA (earnings before
interest, tax, depreciation and amortisation) after deducting the fixed lease
portion. F & V leases are similar to the C-Corp leases and consist of
approximately 50% initial fixed rentals with the remainder being variable.
Variable lease agreements consist of rentals based on EBITDA from the
property`s underlying operations.
The net asset value per linked unit as at 31 December 2010 was R13.95 (excluding
deferred taxation). The average lease expiry period is 6.7 years.
SEE PRESS FOR GRAPH
7. Development and Capital Projects
The refurbishment of the Protea Marine (Port Elizabeth) was successfully
completed during December 2010 at a total cost of R28 million. Initial
indications are that the new offering has been well received by the market and
should assist in this property increasing its market share. Construction of the
new conference centre and 40 additional rooms at Champagne Sports Resort
(Drakensberg) at a cost of R28 million was also completed in January 2011. As
this property is under fixed lease, the capital cost has been rentalised.
The recently acquired Protea Edward (Durban) is presently undergoing an upgrade
at a cost of R7 million and will be re-launched later this year to coincide with
the hotel`s centenary.
Refurbishment of the Protea Hotel Victoria Junction (Cape Town) at an
anticipated cost of R42 million and the Inn on the Square (Greenmarket Square -
Cape Town) at an expected cost of R34 million are due to take place during the
winter of 2011 as Cape Town occupancies are lowest during this period. Protea
Hazyview is also due to be upgraded at a cost of R9.5 million.
On completion of the above all properties in the C-Corp and F &V lease
portfolios will have been refurbished. This will ensure that the quality of the
Fund`s properties is of a high standard and will provide a solid platform to
benefit from improved trading as the market recovers.
8. Borrowings
The Fund`s interest bearing liabilities increased by R108 million to R1 416
million during the reporting period.
The Fund`s weighted average cost of debt for the period was 8.9% and the gearing
ratio at 30 June 2010 was 41.9% of total asset value. On conclusion of the
Arabella portfolio acquisition the gearing level will reduce to 39.3%.
In compliance with International Financial Reporting Standards (IFRS) interest
swap agreements are valued on a mark-to-market basis. A fair value adjustment of
R27.3 million has been charged to the income statement. This fair value
adjustment has no effect on the distribution to linked unitholders, but
adversely affects both the earnings and headline earnings. The current swap
profile is detailed below:
All-in Fixed Rate Commencement Date Maturity Date
R347 million 8,72% June 2010 June 2013
R347 million 9,05% June 2010 June 2014
R347 million 9,28% June 2010 June 2015
R1 041 million
9. Unitholders
During the period some 10.3% of the A-linked units and 15.3% of the B-linked
units were traded. The Fund has a BEE ownership component of 15.67% of the
units in issue.
10. Prospects and Trading statement
The current trading environment is extremely challenging and albeit that there
are some signs of improving economic conditions, management expects the hotel
trading environment for the remainder of this financial year to remain difficult
due to the increased room supply and limited growth in corporate, conference and
leisure travel spend. The unexpected delay in the transfer of the Arabella
portfolio implies that the anticipated earnings enhancement from this
transaction is likely to be delayed to the next financial year. This is
exacerbated by the rights issue proceeds currently earning a call interest rate,
as opposed to the anticipated property yield expected from the Arabella
portfolio.
Given that the prior year comparative included the World Cup period in June 2010
and based on information currently available, the directors expect distributions
for the six months ending 30 June 2011 to be at least 13% lower than the
distributions in the previous corresponding period. For the full financial year,
this translates to a decline in distribution of at least 5%.
Unitholders are reminded that the Fund`s units in issue comprise A- and B-
linked units, with A-linked units having a preferential claim to earnings with
growth of 5% per linked unit for the next reporting period. The B-linked units
receive the balance of the earnings and, due to this leveraging effect,
distributions per B-linked unit are expected to be at least 34% down on the
previous corresponding period. This translates into a decline in distribution of
at least 18% for the full financial year. The information contained in the
prospects section and the financial information on which this trading statement
is based has not been reviewed and reported on by the fund`s external auditors
and does not constitute an earnings forecast.
The acquisition of the Arabella Portfolio is expected to enhance the Fund`s
earnings in the next financial year. The Westin in particular has a robust
business model, which should provide a strong earnings underpinning, while the
AWCHS will provide the Fund with an opportunity to realise profits from the sale
of existing undeveloped stands.
11. Payments of Debenture Interest
Unitholders will receive debenture interest payment number 10 for the six-month
period ended 31 December 2010 of 60,33 cents per A-linked unit and 38,45 cents
per B-linked unit.
2011
Last day to trade cum interest Friday,4 March
Linked units will trade ex-interest Monday, 7 March
Record date Friday, 11 March
Payment date Monday, 14 March
Unitholders may not dematerialise or rematerialise their linked units between
Monday, 7 March 2011 and Friday, 11 March 2011, both days inclusive.
BASIS OF PREPARATION AND ACCOUNTING POLICIES
The financial statements are prepared in accordance with International Financial
Reporting Standards (IFRS), including the presentation and disclosure
requirements of IAS 34 and the requirements of the Companies Act of South Africa
(Act 61 of 1973), as amended. KPMG Inc, the independent auditor, has not
reviewed the financial statements.
The financial statements are prepared on the historic cost basis, except for
investment properties and derivatives which are measured at fair value. The
significant accounting policies are as follows:
- Investment property is initially recognised at cost including transaction
costs. Subsequent to initial measurement, investment property is measured at
fair value. Gains or losses arising from changes in fair value are included in
net profit or loss for the period in which they arise. These gains or losses are
transferred to a fair value reserve as they are not available for distribution.
- Interest bearing liabilities and debenture capital are measured at amortised
cost.
- Revenue comprises rental income from the letting of investment property and is
accounted for on a straight-line basis over the period of the lease in terms of
IAS 17, Leases.
- Deferred taxation on the fair value adjustment of investment properties has
been calculated at 14% on land value and 28% on buildings.
The accounting policies are consistent with those applied in the most recent
audited financial statements.
By order of the Board
F M Berkeley G A Nelson
(Chairman) (Chief Executive Officer)
17 February 2011
Statement of comprehensive income
for the six months ended 31 December 2010
Unaudited Unaudited Audited
Dec 2010 Dec 2009 June 2010
R`000 R`000 R`000
Revenue 137 259 130 150 265 550
Rental income - contractual 137 039 128 526 265 902
- straight-line accrual 220 1 624 (352)
Expenditure (9 704) (16 086) (29 577)
Operating expenses (9 704) (16 086) (29 577)
Operating profit/(loss) 127 555 114 064 235 973
Transaction costs on business
combinations - (1 699) (2 268)
Net finance cost (57 191) (54 455) (108 593)
Finance income 4 339 1 000 2 023
Finance costs (61 530) (55 455) (110 616)
Profit before debenture interest,
goodwill, fair value adjustments
and taxation 70 364 57 910 125 112
Recoupment of debenture interest 17 534 1 186 1 194
Debenture interest (87 678) (59 171) (128 926)
Profit/(loss) before fair value
adjustments, goodwill and taxation 220 (75) (2 620)
Negative goodwill - - 587
Fair value adjustments (27 532) (2 387) (309 855)
Investment properties, before
straight-lining adjustment - - (253 618)
Straight-line rental income accrual (220) (1 624) 352
Total fair value of investment properties (220) (1 624) (253 266)
Contingent consideration - - (2 287)
Interest-rate swaps (27 312) (763) (54 302)
(Loss)/profit before taxation (27 312) (2 462) (311 888)
Taxation - - 70 667
Total (loss)/profit and comprehensive
(loss)/income for the period (27 312) (2 462) (241 221)
Reconciliation between earnings,
headline earnings and distributable
earnings (loss)/profit for the period (27 312) (2 462) (241 221)
Adjustments: Debenture interest 70 144 59 171 127 732
Earnings/(loss) (linked units) 42 832 56 709 (113 489)
Adjustments:
Fair value - investment properties
revaluation, net of tax - - 182,951
Fair value - straight-line rental income 220 1 624 (352)
Headline earnings (linked units) 43 052 58 333 69 110
Fair value - interest rate swaps 27 312 763 54 302
Transaction costs on business combinations - 1 699 2 268
Negative goodwill - - (587)
Contingent consideration - - 2 287
Straight-line rental income (220) (1 624) 352
Distributable earnings 70 144 59 171 127 732
Number of units/shares
A-linked unit 88 761 391 63 112 101 63 112 101
B-linked unit 88 761 391 63 112 101 63 112 101
Weighted average number of
units/shares
A-linked unit 72 299 806 61 847 345 62 474 525
B-linked unit 72 299 806 61 847 345 62 474 525
Distribution per linked unit (cents)
A-linked unit 60,33 57,46 116,30
- Interim 60,33 57,46 57,46
- Final - - 58,84
B-linked unit 38,45 36,30 87,98
- Interim 38,45 36,30 36,30
- Final - - 51,68
98,78 93,76 204,28
(Loss)/earnings per linked units
(cents)
A-linked unit 29,62 45,85 (90,83)
B-linked unit 29,62 45,85 (90,83)
59,24 91,69 (181,66)
Headline earnings per linked unit
(cents)
A-linked unit 29,77 47,16 55,31
B-linked unit 29,77 47,16 55,31
59,55 94,32 110,62
(Earnings/loss) and diluted earnings
per ordinary share (cents) (18,89) (1,99) (193,06)
Statement of cash flows
for the six months ended 31 December 2010
Unaudited Unaudited Audited
Dec 2010 Dec 2009 June 2010
R`000 R`000 R`000
Cash flows from operating activities
Cash generated from/(utilised in)
operations 119 873 75 447 196 678
Finance income received 4 339 1 000 2 023
Finance costs paid (61 530) (55 455) (110 616)
Distribution to unitholders (69 752) (71 847) (129 827)
Net cash (outflow)/inflow from operating
activities (7 070) (50 855) (41 742)
Cash flows from investing activities
Acquisition and development of
investment properties (174 012) (8 451) (56 249)
Acquisition of furniture and equipment (553) - (750)
Acquisition of Manco - (124 699) (122 268)
Restructure of interest rate swaps - - (113 743)
Net cash outflow from investing
activities (174 565) (133 150) (293 010)
Cash flows from financing activities
Proceeds from the issue of linked units 577 763 40 827 41 007
Share issue expenses paid (11 776) (175) (180)
Interest-bearing liabilities raised 108 099 140 325 294 807
Net cash inflow from financing activities 674 086 180 977 335 634
Net increase/(decrease) in cash and cash
equivalents 492 451 (3 028) 882
Cash and cash equivalents at beginning
of year 10 710 9 828 9 828
Cash and cash equivalents at end of year 503 161 6 800 10 710
Statement of financial position
as at 31 December 2010
Unaudited Unaudited Audited
Dec 2010 Dec 2009 June 2010
R`000 R`000 R`000
ASSETS
Non-current assets 3 535 327 3 603 546 3 471 279
Investment properties 3 366 405 3 411 079 3 303 013
Straight-line rent income accrual 15 077 1 624 14 857
Investment properties and related
accrual 3 381 482 3 412 703 3 317 870
Furniture and equipment 1 023 732 587
Goodwill 152 822 190 111 152 822
Current assets 528 441 21 391 37 284
Trade and other receivables 25 280 14 591 26 574
Cash and cash equivalents 503 161 6 800 10 710
Total assets 4 063 768 3 624 937 3 508 563
EQUITY AND LIABILITIES
Equity 636 744 819 035 580 276
Share capital and share premium 342 975 259 195 259 195
Retained earnings (701) (720) (701)
Fair value reserve 294 470 560 560 321 782
Non-current liabilities 3 327 398 2 721 171 2 709 779
Debentures 1 668 714 1 186 507 1 186 507
Interest-bearing liabilities 1 416 470 1 153 889 1 308 371
Derivative liability 38 327 71 220 11 014
Contingent consideration 32 842 67 843 32 842
Deferred taxation 171 045 241 712 171 045
Current liabilities 99 626 84 731 218 508
Trade and other payables 11 948 26 746 38 356
Vendors on property acquisition - - 110 400
Debenture interest payable 87 678 57 985 69 752
Total equity and liabilities 4 063 768 3 624 937 3 508 563
A. Net asset value per linked unit
(Rands)
A-linked unit 12,99 16,21 14,00
B-linked unit 12,99 16,21 14,00
A. Net asset value per linked unit
(excluding deferred taxation) (Rands)
A-linked unit 13,95 18,17 15,35
B-linked unit 13,95 18,17 15,35
Statements of changes in equity
for the period ended 31 December 2010
Share Share Retained
capital premium earnings
R`000 R`000 R`000
Balance at 1 July 2009 12 246 951 980
Profit/Total comprehsensive income
for the year (75)
Transactions with owners, recorded
directly in equity 1 12 231 -
Issue of share capital 1 12 406
Share issue expenses (175)
Balance at 31 December 2009 13 259 182 905
Balance at 1 July 2010 13 259 182 (701)
Loss/Total comprehensive loss for the year (27 312)
Transactions with owners, recorded
directly in equity 5 83 775 27 312
Issue of shares 5 95 551
Share issue expenses, net of tax (11 776)
Transfer to fair value reserve - interest
rate swaps 27 312
Balance at 31 December 2010 18 342 957 (701)
Fair value
reserve Total
R`000 R`000
Balance at 1 July 2009 561 322 809 265
Profit/Total comprehsensive income
for the year (2 387) (2 462)
Transactions with owners, recorded
directly in equity - 12 232
Issue of share capital 12 407
Share issue expenses (175)
Balance at 31 December 2009 558 935 819 035
Balance at 1 July 2010 321 782 580 276
Loss/Total comprehensive loss for the year (27 312)
Transactions with owners, recorded
directly in equity (27 312) 83 780
Issue of shares 95 556
Share issue expenses, net of tax (11 776)
Transfer to fair value reserve - interest
rate swaps (27 312) -
Balance at 31 December 2010 294 470 636 744
Condensed segmental information
for the six months ended 31 December 2010
Information regarding the results of each reportable segment is included below.
Performance is measured based on operating profit before finance costs, as
included in the internal management reports that are reviewed by the group`s
CEO. Segment profit is used to measure performance as management believes that
such information is the most relevant in evaluating the results of certain
segments relative to other entities that operate within these industries. Inter-
segment pricing is determined on an arm`s length basis.
Fixed lease C-Corp lease F&V lease
agreements agreements agreements
R`000 R`000 R`000
Statement of Comprehensive
Income - 31 Dec 2010
Segment revenue 65 609 54 405 5 729
Expenditure - - -
Segment results 65 609 54 405 5 729
Statement of Comprehensive
Income - 31 Dec 2009
Segment revenue 69 010 54 335 -
Expenditure - - -
Segment results 69 010 54 335 -
Statement of Financial Position
- 31 December 2010
Non-current assets
Investment properties 1 229 119 1 612 608 231 912
Current assets
Trade receivables 701 6 509 1 685
Segment assets 1 229 820 1 619 117 233 597
Statement of
Financial Position
- 31 December 2009
Non-current assets
Investment properties 1 122 920 1 874 415 290 000
Current assets
Trade and other receivables 1 172 5 893 2 697
Segment assets 1 124 092 1 880 308 292 697
Variable lease Total of all
segments operating
segments
R`000 R`000
Statement of Comprehensive
Income - 31 Dec 2010
Segment revenue 11 296 137 039
Expenditure - -
Segment results 11 296 137 039
Statement of Comprehensive
Income - 31 Dec 2009
Segment revenue 5 181 128 526
Expenditure - -
Segment results 5 181 128 526
Statement of Financial Position
- 31 December 2010
Non-current assets
Investment properties 307 843 3 381 482
Current assets
Trade receivables - 8 895
Segment assets 307 843 3 390 377
Statement of Financial Position
- 31 December 2009
Non-current assets
Investment properties 125 368 3 412 703
Current assets
Trade and other receivables 717 10 479
Segment assets 126 085 3 423 182
Directors: F M Berkeley (Chairman)*+, G A Nelson (CEO), Y Aminzadeh (Dutch)*,
R Asmal, K H Abdul-Karrim*+, Z N Kubukeli*+, M B Madumise*+, W J Midgley*,
A S Rogers (Deputy CEO), W C Ross*+
(*Non-executive, +Independent)
Registered office: "3 on Glenhove", Cnr Tottenham Avenue and Glenhove Road,
Melrose Estate, 2196
Tel: +27 11 994 6320
Fax: +27 11 994 6321
Email: info@hpf.co.za
Web: www.hpf.co.za
Date: 17/02/2011 17:16:01 Supplied by www.sharenet.co.za
Produced by the JSE SENS Department.
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