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CPL - Capital - Condensed Consolidated Unaudited Interim Financial Report

Release Date: 02/08/2011 17:05
Code(s): CPL
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CPL - Capital - Condensed Consolidated Unaudited Interim Financial Report for the six months ended 30 June 2011 CAPITAL PROPERTY FUND ("Capital" or "the Fund") Share code CPL ISIN ZAE000001731 (A portfolio in Capital Property Trust Scheme, a Collective Investment Scheme in Property established in terms of the Collective Investment Schemes Control Act, No 45 of 2002) Managed by Property Fund Managers Limited (Registration No. 1980/009531/06) ("PFM") CONDENSED CONSOLIDATED UNAUDITED INTERIM FINANCIAL REPORT FOR THE SIX MONTHS ENDED 30 JUNE 2011 DIRECTORS` COMMENTARY 1 DISTRIBUTABLE EARNINGS Capital`s distribution per unit for the interim period ended 30 June 2011 of 31,36 cents represents an increase of 10,58% over the 28,36 cents for the interim period ended 30 June 2010. 2 REVIEW The most significant event of the past six months has been the acquisition by Capital of all the Pangbourne Properties Limited ("Pangbourne") linked units in issue that were not already owned by it ("Pangbourne merger"). The consideration offered by Capital was 2,38 Capital units for every Pangbourne linked unit held on Friday, 1 April 2011, save that any Pangbourne linked unitholder holding 500 or less Pangbourne linked units on the scheme consideration record date was entitled to elect to receive a cash consideration of R20,00 per Pangbourne linked unit held. Prior to the Pangbourne merger, Capital acquired an additional 23 768 569 Pangbourne linked units from Panya Investments (Proprietary) Limited (a Pangbourne BEE partner) at R17,00 per linked unit. The portfolio now comprises R17,4 billion of direct property and R257 million in listed equity investments. Capital is currently the third largest listed property fund on the JSE Limited, is now significantly more liquid and has attracted a broader group of investors. Capital`s portfolio includes R7,9 billion of industrial properties, R5,4 billion of commercial properties, R3,8 billion of retail centres and approximately R300 million of other properties. Capital`s strategy remains to invest in prime commercial and industrial properties in the four major metropolitan areas. Whilst the retail properties are not part of the focus, the size of the existing retail holding means that it will remain a significant portion of the overall assets for the foreseeable future. Capital will, however, seek to reduce these holdings when appropriate opportunities arise. The operating environment has remained difficult for landlords and tenants for the period under review. Increases in rates and taxes, utility charges and "indirect taxes" such as additional levies imposed by local authorities, continue unabated. Warehousing for distribution is relatively stable, however, manufacturing continues to be negatively affected by the strong Rand, increases in electricity costs and the cost of labour. Capital`s strategy of acquiring generic properties with flexible utilisation continues to be rewarded with positive results and has ensured that the portfolio remains resilient relative to the market. Arrears remain firmly under control and are declining as a percentage of gross monthly billings. The portfolio is currently 6,9% vacant (6,8% industrial, 11,0% commercial and 3,0% retail based on gross lettable area). Industrial demand has improved, commercial vacancies have deteriorated and retail vacancies have declined marginally. The high vacancies, particularly in the commercial market, and tenants` increased cost of occupancy, are negatively impacting on Capital`s ability to increase rentals on renewals. Capital is, however, benefitting from reduced cost of funding, particularly as a result of the improved swap profile. 3 ACQUISITIONS Besides the Pangbourne merger, Capital acquired two properties during the period under review. A 4 053mSquared industrial property acquired for R10 million, at a yield of 9,5%, adjacent to City Deep Industrial Park will be incorporated into the park. Georgian Crescent, an office park in Bryanston, was acquired for R39,5 million at a yield of 9,5%. This property will be extensively refurbished to A- grade specifications. The industrial property has not yet transferred. 4 DEVELOPMENTS The Pangbourne merger allows Capital to strategically focus on new developments in order to grow and rejuvenate the portfolio. Developments will be funded with debt, with the objective of maintaining Capital`s gearing at between 25% and 30%. The following developments are currently in progress: Estimated
value Estimated Start End Property name GLA R`000 yield date date N1 Business Park (20%) 9 56 000 10% Apr 11 Sep 11 150mSquared
Montague Business Park (25%) 12 76 200 9% Apr 11 Feb 12 700mSquared Grand Central * 36 000 10% Sep 11 May 12 *253 Covered parking bays The following developments are currently being evaluated: Estimated Estimated Estimated value yield start
Property name GLA R`000 date Raceway Industrial Park 12 60 800 10% Oct 11 000mSquared* 87 Goodwood Road Mahogany Ridge 1 8 700 10% Oct 11 450mSquared** 11 Fitzmaurice Epping 3 20 600 9% Feb 12 400mSquared* Tradeport Merino Avenue City Deep 10 55 600 9,5% Feb 12 000mSquared* *Additional building in park **Extension 5 DISPOSALS Capital sold the following non-core properties during the interim period: Property name Net Book Exit proceeds value yield R`000 R`000 % Transferred
N1 Value Centre 154 000 154 000 9,1% 24 Jun 11 Porcelain Street Olifantsfontein 53 800 53 800 Vacant 6 Jun 11 Baycove (land) 31 500 32 939 - 18 Mar 11 Montague Business Park (land) 22 022 15 061 - 18 Feb 11 6 LISTED EQUITY INVESTMENTS Capital currently owns 3 450 000 (R110,4 million) New Europe Property Investments plc shares and 45 000 000 (R146,7 million) Fortress Income Fund Limited - B linked units. 7 CAPITAL STRUCTURE AND SECURITISATION Capital accepted new facilities of R450 million and R145 million from RMB and Standard Bank respectively. Standard Bank has been appointed as the programme arranger for a Domestic Medium Term Note programme to enable Capital to raise unsecured finance in the capital markets. Capital has appointed Moody`s Investors Service South Africa (Proprietary) Limited as rating agency to provide a credit rating for the Fund. As part of the Pangbourne merger, Capital inherited two Commercial Mortgage Backed Securitisation ("CMBS") programmes. The Props 1 programme of R470 million is arranged through Absa and the Props 2 programme of R621 million is arranged through RMB. The existing notes under both programmes are repayable in 2012 and the board has decided to terminate both programmes on the repayment of the notes. A R460 million swap for the Props 1 CMBS programme was to expire on 1 October 2014 whereas the notes are repayable on 1 October 2012. To eliminate this mismatch, the swap was prematurely terminated at a cost of R32,6 million. This cost will be amortised until 1 October 2012. Following the Pangbourne merger, Capital`s gearing increased from 18,6% at December 2010 to 24,8% at 30 June 2011. Capital`s relatively low gearing places it in a strong position to continue to take advantage of opportunities that may arise. 8 OUTLOOK In the 2010 financial report, the board forecast growth in distributions of between 8% and 10% per Capital unit. The Pangbourne merger positively impacted on Capital`s distribution as Pangbourne traded at a higher yield than Capital. The board is confident that Capital will achieve growth in distributions of between 9% and 11% for the December 2011 financial year. The growth is based on the assumptions that a stable macro-economic environment will prevail, no major corporate failures will occur and that tenants will be able to absorb the recovery of rising utility costs. Budgeted rental income was based on contractual escalations and market related renewals. This forecast has not been reviewed or reported on by Capital`s auditors. By order of the board Barry Stuhler Rual Bornman Managing director Financial director 2 August 2011 Johannesburg Registered office 4th Floor, Rivonia Village, Rivonia Boulevard, Rivonia, 2191 (PO Box 2555, Rivonia, 2128) Transfer secretaries Link Market Services South Africa (Proprietary) Limited 13th Floor, Rennie House, 19 Ameshoff Street, Braamfontein, 2001 (PO Box 4844, Johannesburg, 2000) Sponsor Java Capital Company secretary Inge Pick Directors Willy Ross (chairman)*, Barry Stuhler (managing director), Iraj Abedian*, Rual Bornman, Des de Beer, Andries de Lange, Protas Phili*, Andrew Teixeira, Banus van der Walt*, Tshiamo Vilakazi*, Trurman Zuma* *Independent non-executive director CONSOLIDATED STATEMENT OF FINANCIAL POSITION Unaudited Audited Restated
Jun 2011 Dec 2010 Jun 2010 R`000 R`000 R`000 ASSETS Non-current assets 17 644 178 7 122 844 6 322 736 Investment property 16 843 215 5 923 042 5 248 466 Straight-lining of rental revenue adjustment 102 541 88 667 76 100 Investment property under development 441 322 166 702 137 330 Investments 257 100 944 433 860 840 Current assets 212 259 15 281 47 410 Trade and other receivables 183 054 15 099 11 347 Cash and cash equivalents 29 205 182 36 063 Total assets 17 856 437 7 138 125 6 370 146 EQUITY AND LIABILITIES Capital of Fund 11 880 707 5 298 062 4 769 103 Trust capital 9 273 620 2 645 963 2 645 963 Non-distributable reserves 2 607 087 2 652 099 2 123 140 Retained earnings - - - Total liabilities 5 975 730 1 840 063 1 601 043 Non-current liabilities 3 525 426 752 814 959 103 Interest-bearing borrowings 2 949 386 693 781 918 534 Deferred tax 576 040 59 033 40 569 Current liabilities 2 450 304 1 087 249 641 940 Trade and other payables 462 739 194 682 96 744 Unitholders for distribution 503 951 228 046 203 505 Interest-bearing borrowings 1 483 614 632 329 317 202 Bank overdraft - 32 192 24 489 Total equity and liabilities 17 856 437 7 138 125 6 370 146 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME Unaudited Audited Unaudited
for the for the for the six months year six months ended ended ended Jun 2011 Dec 2010 Jun 2010
R`000 R`000 R`000 Net rental and related revenue 507 865 518 240 242 636 Recoveries and contractual rental revenue 744 733 704 415 335 771 Straight-lining of rental revenue adjustment 13 874 16 348 3 781 Rental revenue 758 607 720 763 339 552 Property operating expenses (250 742) (202 523) (96 916) Distributable income from investments 5 068 70 926 34 893 Fair value gain on investment property and investments 19 347 564 468 19 518 Fair value gain on investment property 5 413 467 247 3 045 Adjustment resulting from straight- lining of rental revenue (13 874) (16 348) (3 781) Fair value gain on investments 27 808 113 569 20 254 Administrative expenses (32 596) (35 545) (17 330) Impairment of goodwill (98 042) - - Impairment of subsidiary loans - (319) - Profit before net finance costs 401 642 1 117 770 279 717 Net finance income/(costs) 52 197 (130 183) (67 599) Finance income 193 261 2 484 1 289 Interest on units issued cum distribution 175 900 - - Fair value adjustment on interest rate swaps 14 709 - - Interest received 2 652 2 484 1 289 Finance costs (141 064) (132 667) (68 888) Interest paid on borrowings (154 194) (122 678) (60 444) Capitalised interest 13 130 14 472 6 242 Fair value adjustment on interest rate swaps - (24 461) (14 686) Profit before income tax expense 453 839 987 587 212 118 Income tax expense 5 100 (11 143) 7 321 Profit for the period attributable to equity holders 458 939 976 444 219 439 Total comprehensive income for the period 458 939 976 444 219 439 Basic earnings per unit (cents)* 28,56 136,07 30,58 *The Fund has no dilutionary instruments in issue. RECONCILIATION OF PROFIT FOR THE PERIOD TO HEADLINE EARNINGS AND DISTRIBUTABLE INCOME Unaudited Audited Unaudited for the for the for the six months year six months ended ended ended
Jun 2011 Dec 2010 Jun 2010 R`000 R`000 R`000 Profit for the period attributable to equity holders 458 939 976 444 219 439 Adjusted for: 101 860 (433 962) (6 585) - Fair value gain on investment property (5 413) (467 247) (3 045) - Adjustment resulting from straight-lining of rental revenue 13 874 16 348 3 781 - Impairment of goodwill 98 042 - - - Impairment of subsidiary loans - 319 - - Income tax effect (4 643) 16 618 (7 321) Headline earnings 560 799 542 482 212 854 Reconciliation of profit for the period to amount available for distribution Profit for the period attributable to equity holders 458 939 976 444 219 439 Straight-lining of rental revenue adjustment (13 874) (16 348) (3 781) Fair value gain on investment property (5 413) (467 247) (3 045) Adjustment resulting from straight- lining of rental revenue 13 874 16 348 3 781 Fair value gain on investments (27 808) (113 569) (20 254) Impairment of goodwill 98 042 - - Impairment of subsidiary loans - 319 - Fair value adjustment on interest rate swaps (14 709) 24 461 14 686 Income tax expense (5 100) 11 143 (7 321) Distributable income 503 951 431 551 203 505 Less: distribution declared (503 951) (431 551) (203 505) Interim (503 951) (203 505) (203 505) Final - (228 046) -
Income not distributed - - - Headline earnings per unit 34,90 75,60 29,66 Basic earnings per unit and headline earnings per unit are based on the weighted average of 1 606 986 279(Dec 2010: 717 578 059; Jun 2010: 717 578 059) units in issue during the period. ABRIDGED CONSOLIDATED STATEMENT OF CASH FLOW Unaudited Audited Unaudited Jun 2011 Dec 2010 Jun 2010
R`000 R`000 R`000 Net cash inflow from operating activities 157 230 31 933 10 499 Cash inflow/(outflow) from investing activities 328 855 (361 265) (205 873) Cash (outflow)/inflow from financing activities (424 870) 272 145 181 771 Increase/(decrease) in cash and cash equivalents 61 215 (57 187) (13 603) Cash and cash equivalents at the beginning of the period (32 010) 25 177 25 177 Cash and cash equivalents at the end of the period 29 205 (32 010) 11 574 Cash and cash equivalents consist of: Current accounts 29 205 182 36 063 Bank overdraft - (32 192) (24 489) INCOME DISTRIBUTION Notice is hereby given that a cash distribution of 31,36 cents interest per unit, being number 56 for Capital Property Fund, has been declared in respect of the period 1 January 2011 to 30 June 2011 and is payable to the unitholders recorded in the books of Capital at the close of business on the record date, Friday, 26 August 2011. Unitholders are advised that the last day to trade cum distribution will be Friday, 19 August 2011. The units will trade ex distribution from Monday, 22 August 2011. Payment will be made on Monday, 29 August 2011. Unit certificates may not be dematerialised or rematerialised during the period 22 August 2011 to 26 August 2011, both days inclusive. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY Non-dis-
Trust tributable Retained capital reserves earnings Total Restated R`000 R`000 R`000 R`000 Balance at 31 December 2009 2 645 963 2 052 409 4 698 372 Change in accounting policy for deferred tax 54 797 54 797 Restated balance at 31 December 2009 2 645 963 2 107 206 - 4 753 169 Total comprehensive income for the period 219 439 219 439 Transfer to non- distributable reserves 15 934 (15 934) - Distribution (203 505) (203 505) Restated balance at 30 June 2010 2 645 963 2 123 140 - 4 769 103 Total comprehensive income for the period 757 005 757 005 Transfer to non- distributable reserves 528 959 (528 959) - Distribution (228 046) (228 046) Balance at 31 December 2010 2 645 963 2 652 099 - 5 298 062 Total comprehensive income for the period 458 939 458 939 Issue of units - 889 408 220 on 4 April 2011 6 627 657 6 627 657 Transfer from non- distributable reserves (45 012) 45 012 - Distribution (503 951) (503 951) Balance at 30 June 2011 9 273 620 2 607 087 - 11 880 707 PREPARATION AND ACCOUNTING POLICIES The condensed consolidated unaudited interim financial statements have been prepared in accordance with the measurement and recognition requirements of IFRS, the AC500 standards, the principles of IAS 34: Interim Financial Reporting, the JSE Listings Requirements, the requirements of the South African Companies Act and the Collective Investment Schemes Control Act (Act 45 of 2002). The interim financial statements have not been audited or reviewed by the Fund`s auditors. The accounting policies adopted are consistent with those applied in the prior periods except for the recognition of deferred tax. In December 2010 the IASB released amendments to IAS 12 effective from 1 January 2012. These amendments impact on the rate at which deferred tax is recognised specifically on the fair value movement of the building component of investment property as it establishes a presumption that it will be recovered through disposal and hence will attract deferred tax at the capital gains tax rate. Capital has elected the early adoption of these amendments and applied them retrospectively as required by IAS 8. It is the view of the board that the adoption of this policy results in more accurate and meaningful information. The early adoption had the following effect on the 30 June 2010 results: deferred tax balance - R54,797 million decrease. The directors are not aware of any matters or circumstances arising subsequent to the interim period that require any additional disclosure or adjustment to the financial statements. SUMMARY OF FINANCIAL PERFORMANCE Jun 2011 Dec 2010 Jun 2010 Dec 2009
Distribution per unit (cents) 31,36 31,78 28,36 28,86 Units in issue 1 606 986 279 717 578 059 717 578 059 717 578 059 Net asset value R7,39 R7,38 R6,65 R6,62 Gearing ratio* 24,8% 18,6% 19,4% 17,1% *The gearing ratio is calculated by dividing interest-bearing borrowings by total assets. HEDGED BORROWINGS Nominal amount % of Expiry R`million Rate borrowings Interest rate swaps Dec 2011 50 8,29% 1,12% Dec 2011 200 8,55% 4,51% Oct 2012 10 8,22% 0,22% Feb 2013 100 8,18% 2,26% Aug 2013 100 8,05% 2,26% Sep 2013 400 9,85% 9,02% May 2014 50 8,67% 1,12% May 2014 100 8,60% 2,26% Aug 2014 100 7,15% 2,26% Mar 2015 100 7,69% 2,26% Apr 2015 300 8,26% 6,77% Jul 2015 100 7,50% 2,26% Sep 2015 200 9,61% 4,51% Dec 2015 100 7,85% 2,26% Aug 2016 200 8,51% 4,51% Sep 2016 400 8,42% 9,02% Dec 2016 200 7,50% 4,51% Mar 2017 300 8,60% 6,77% Jun 2017 100 7,69% 2,26% Nov 2017 200 7,91% 4,51% Dec 2017 200 7,66% 4,51% Jan 2018 200 7,55% 4,51% Jul 2018 300 8,62% 6,77% Securitised loan Jul 2012 621 9,98% 14,01% The securitised loan is shown as nominal annual compounded semi-annually and is inclusive of lending margin. Total hedged borrowings 4 631 104,47% Variable rate borrowings (198) (4,47%) Total borrowings 4 433 9,99% 100,00% SECTORAL SPLIT Based on: GLA Book value Commercial 18% 31% Industrial 67% 45% Retail 14% 22% Other 1% 2% 100% 100% LEASE EXPIRY PROFILE Rental Based on: GLA income Vacant 6,9% - Dec 2011 15,9% 17,3% Dec 2012 22,4% 23,8% Dec 2013 19,0% 20,8% Dec 2014 11,5% 12,8% Dec 2015 11,6% 11,9% Dec 2016 6,2% 5,6% >Dec 2016 6,5% 7,8% 100,0% 100,0% SEGMENTAL ANALYSIS Unaudited Audited Unaudited Jun 2011 Dec 2010 Jun 2010
R`000 R`000 R`000 Segmental revenue - recoveries and contractual rental revenue Commercial 242 084 311 250 151 590 Industrial 342 340 319 660 148 955 Retail 149 508 73 505 35 226 Other 10 801 - - Total 744 733 704 415 335 771 Property operating expenses Commercial (82 780) (84 971) (42 095) Industrial (113 292) (95 883) (43 292) Retail (52 244) (21 669) (11 529) Other (2 426) - - Total (250 742) (202 523) (96 916) Segmental revenue - rental revenue Commercial 244 265 318 715 149 126 Industrial 353 918 327 972 154 643 Retail 150 068 74 076 35 783 Other 10 356 - - Total 758 607 720 763 339 552 Profit for the period Commercial 159 794 462 622 109 349 Industrial 235 630 399 394 108 894 Retail 95 606 107 123 23 657 Other 8 374 - - Corporate (40 465) 7 305 (22 461) Total 458 939 976 444 219 439 CAPITAL COMMITMENTS Unaudited Audited Unaudited Jun 2011 Dec 2010 Jun 2010 R`000 R`000 R`000 Authorised and contracted 137 377 9 035 126 495 Authorised and not yet contracted 123 874 67 240 92 584 261 251 76 275 219 079 Date: 02/08/2011 17:05:01 Supplied by www.sharenet.co.za 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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