Wrap Text
Abridged unaudited interim financial statements for the three months and the six months ended 31 December 2013
ROCKCASTLE GLOBAL REAL ESTATE COMPANY LIMITED
ABRIDGED UNAUDITED INTERIM FINANCIAL STATEMENTS
for the three months and the six months ended 31 December 2013
Incorporated in the Republic of Mauritius
Reg no 108869 C1/GBL
ISIN MU0364N00003
Primary listing SEM
SEM code Rock.N0000
Secondary listing JSE
JSE code ROC
("Rockcastle" or "the Company")
DIRECTORS' COMMENTARY
NATURE OF THE BUSINESS
Rockcastle was established in Mauritius as a Category One Global Business
License Company. Rockcastle is a hybrid real estate company with a
portfolio comprising retail property developments and global listed
securities.
DIVIDEND
In line with guidance, Rockcastle's dividend for the six month period
ended 31 December 2013 increased by 4% on an annualised basis over the
previous comparable period to 4,07 USD cents per share (2012: 4,56 USD
cents per share for a seven month period).
REVIEW
During the six month period, the Company successfully raised USD 235,2
million of equity through the issue of 180 million shares.
Rockcastle's listed securities portfolio remains well diversified with a
bias towards developed markets and the retail sector. Rockcastle's loan to
value ratio (defined as total interest-bearing borrowings divided by the
total assets) was 42,3% as at 31 December 2013.
Geographical profile by market value
USA 34,3%
Europe 16,9%
Canada 14,0%
Singapore 12,3%
UK 9,7%
Australia 7,5%
Hong Kong 5,3%
Sectoral profile by market value
Retail 60,1%
Other/Diversified 12,6%
Office 6,2%
Residential 6,1%
Industrial 5,3%
Hotel 3,7%
Healthcare 3,3%
Mortgage 2,7%
DEVELOPMENTS
Further progress has been made with the pipeline of direct property
developments. An investment in a substantial new retail mall development
in Africa is currently being evaluated and additional details will be
provided in due course.
The 12 500m2 Kafubu Mall located in Ndola, Zambia, is on schedule to open
in April 2014. The mall will be tenanted by Shoprite, Edcon, Foschini,
Pepkor and other national retailers and is over 90% let. Earthworks
commenced in October 2013 on Mukuba Mall in Kitwe, Zambia. This 29 000m2
mall is scheduled to open in April 2015, and will be anchored by Shoprite,
Pick n Pay, Woolworths and Game. Rockcastle has a 50% interest in both
developments and will acquire these interests at a 9,5% yield in US
dollars. As they are new developments, these investments qualify for
attractive tax incentives which have been approved by the Zambian
authorities. Rockcastle's intention is to fund 50% of the cost in Zambian
Kwachas.
RISK HEDGING
In accordance with the Company's hedging strategy, Rockcastle entered into
a USD 50 million 10-year interest rate swap and a EUR 25 million 7-year
interest rate swap. In addition, the Company has entered into the
following bond short positions:
Bond short Weighted average Notional amount
jurisdiction Date of maturity yield to maturity (million)
USA 2017 0,84% USD 5
USA 2022 2,10% USD 30
USA 2023 2,55% USD 50
Europe 2017 0,36% EUR 5
Europe 2023 1,77% EUR 60
Canada 2022 1,88% CAD 10
Canada 2023 2,49% CAD 30
UK 2022 2,17% GBP 20
Australia 2023 3,84% AUD 20
The Company has not hedged its currency positions.
OUTLOOK
Although dilutionary in the short-term, Rockcastle has increased its
exposure to higher growth stocks which currently trade at lower yields.
This will limit income growth to approximately 4% in the current financial
year but will benefit growth in the future.
The aforegoing forecast statement and the information underlying such
statement are the responsibility of the Board and have not been reviewed
or reported on by the Company's external auditors. The forecast is based
on the assumptions that a stable global macro-economic environment will
prevail and no failures of listed REITs will occur.
By order of the Board
Intercontinental Trust Limited
Company Secretary
28 January 2014
STATEMENT OF FINANCIAL POSITION
Unaudited Audited Restated
as at as at as at
31 Dec 2013 30 Jun 2013 31 Dec 2012
USD'000 USD'000 USD'000
ASSETS
Non-current assets 1 066 876 693 644 237 133
Listed security investments 1 052 690 689 257 235 558
Rockcastle management
incentive loans 10 859 4 387 1 575
Loans to development partners 3 327 - -
Current assets 3 531 3 321 1 963
Cash and cash equivalents 2 374 195 1 961
Trade and other receivables 1 157 3 126 2
Total assets 1 070 407 696 965 239 096
EQUITY AND LIABILITIES
Total equity attributable to
equity holders 615 999 401 361 153 092
Stated capital 630 983 409 771 144 830
Non-distributable reserves (36 555) (8 410) 1 878
Retained income 21 571 - 6 384
Total liabilities 454 408 295 604 86 004
Non-current liabilities 247 751 66 970 -
Interest-bearing borrowings 247 751 66 970 -
Current liabilities 206 657 228 634 86 004
Trade and other payables 1 467 51 228
Interest-bearing borrowings 204 934 228 385 85 776
Income tax payable 256 198 -
Total equity and liabilities 1 070 407 696 965 239 096
Total number of shares in
issue 530 000 000 350 000 000 140 000 000
Net asset value per share (USD) 1,16 1,15 1,09
STATEMENT OF COMPREHENSIVE INCOME
Unaudited Restated Unaudited Restated
for the for the for the for the
six months six months three months three months
ended ended ended ended
31 Dec 2013 31 Dec 2012 31 Dec 2013 31 Dec 2012
USD'000 USD'000 USD'000 USD'000
Dividends received
from listed
security investments 14 976 1 842 8 812 912
Fair value (loss)/gain
on listed security
investments (24 962) 5 487 (11 862) 6 033
Foreign exchange
gain/(loss) 69 1 741 (4 311) 368
Operating expenses (480) (124) (284) (63)
Listing expenses - (314) - -
(Loss)/profit before
net finance income/
(costs) (10 397) 8 632 (7 645) 7 250
Net finance income/
(costs) 4 078 (265) 5 778 (222)
Finance income 7 913 103 7 240 103
Interest received 61 - 39 -
Fair value gain on
interest rate
derivatives 1 053 - 1 436 -
Fair value gain on
bond shorts 6 799 103 5 765 103
Finance costs (3 835) (368) (1 462) (325)
Interest on borrowings (3 835) (368) (1 462) (325)
(Loss)/profit before
income tax expense (6 319) 8 367 (1 867) 7 028
Income tax expense (255) (34) (36) (24)
(Loss)/profit for the
period attributable
to equity holders (6 574) 8 333 (1 903) 7 004
Total comprehensive
(loss)/profit for
the period (6 574) 8 333 (1 903) 7 004
Weighted average
number of shares
in issue 397 704 918 60 441 182 517 978 022 123 802 198
Basic (loss)/earnings
per share and headline
(loss)/earnings per
share (USD cents) (1,65) 13,79 (0,37) 5,66
There are no reconciling items between basic (loss)/earnings and headline
(loss)/earnings.
Rockcastle has no dilutionary instruments in issue.
STATEMENT OF CHANGES IN EQUITY
Non-
Stated Retained distributable
capital income reserves Total
Unaudited USD'000 USD'000 USD'000 USD'000
Restated for the six
months ended
31 December 2012
Opening balance 6 201 - (71) 6 130
Issue of shares 138 629 138 629
Total comprehensive
income for the period 8 333 8 333
Transfer to non-
distributable
reserves (1 949) 1 949 -
Balance at
31 December 2012 144 830 6 384 1 878 153 092
Restated for the
six months ended
30 June 2013
Opening balance 144 830 6 384 1 878 153 092
Issue of shares 264 941 264 941
Dividend paid (6 384) (6 384)
Total comprehensive
loss for the period (10 288) (10 288)
Transfer to non-
distributable
reserves 10 288 (10 288) -
Balance at
30 June 2013 409 771 - (8 410) 401 361
Unaudited for the
six months ended
31 December 2013
Balance at
30 June 2013
restated 409 771 - (8 410) 401 361
Issue of shares 235 212 235 212
Distribution
Recategorisation
of reserves (14 000) 14 000 -
Distribution paid (14 000) (14 000)
Total comprehensive loss
for the period (6 574) (6 574)
Transfer to non-
distributable
reserves 28 145 (28 145) -
Balance at
31 December 2013 630 983 21 571 (36 555) 615 999
RECONCILIATION OF (LOSS)/PROFIT FOR THE PERIOD TO DISTRIBUTABLE EARNINGS
Unaudited Restated
for the for the
six months nine months
ended ended
31 Dec 2013 31 Dec 2012
USD'000 USD'000
(Loss)/profit for the period attributable
to equity holders (6 574) 8 261
Income tax expense 255 33
Tax on accrued dividends (358) (101)
Foreign exchange gain (69) (1 762)
Fair value loss/(gain) on listed security
investments 24 962 (5 609)
Fair value gain on bond shorts (6 799) (103)
Fair value gain on interest rate derivatives (1 053) -
Dividends received from listed security
investments (14 976) (1 858)
Accrued income from listed security
investments 20 711 4 106
Shares issued cum distribution 5 472 2 892
Listing expenses - 525
Distributable earnings for the period 21 571 6 384
Less: interim dividend declared (21 571) (6 384)
Earnings not distributed - -
Number of shares entitled to distribution 530 000 000 140 000 000
STATEMENT OF CASH FLOWS
Unaudited Unaudited
for the for the
six months six months
ended ended
31 Dec 2013 31 Dec 2012
USD'000 USD'000
Cash inflow from operating activities 14 962 1 014
Cash outflow from investing activities (398 124) (229 762)
Cash inflow from financing activities 385 341 230 709
Increase in cash and cash equivalents 2 179 1 961
Cash and cash equivalents at beginning of period 195 -
Cash and cash equivalents at end of period 2 374 1 961
Current accounts 2 374 1 961
SEGMENTAL REPORTING
Unaudited Restated
for the for the
six months six months
ended ended
31 Dec 2013 31 Dec 2012
USD'000 USD'000
(Loss)/profit before income tax expense
Australia (2 894) 159
Canada (226) 742
Europe 9 765 3 673
UK 6 935 893
Hong Kong 261 922
Singapore (2 682) 1 428
USA (17 153) (613)
Corporate (325) 1 163
(6 319) 8 367
Unaudited Audited Restated
as at as at as at
31 Dec 2013 30 Jun 2013 31 Dec 2012
USD'000 USD'000 USD'000
Total assets
Australia 78 849 52 823 25 046
Canada 146 930 90 125 19 030
Europe 177 787 135 869 43 869
UK 102 053 58 106 15 572
Hong Kong 55 614 33 867 12 935
Singapore 129 477 72 900 32 964
USA 365 411 248 888 86 143
Corporate 14 286 4 387 3 537
1 070 407 696 965 239 096
NOTES
The Company is required to publish financial results for the three months
and six months ended 31 December 2013 in terms of the Listing Rule 12.19
of the SEM. Accordingly, this announcement presents the financial results
of the Company in respect of the period from 1 October 2013 to 31 December
2013, the period from 1 July 2013 to 31 December 2013, as well as the
restated comparative results from the prior period.
The comparative results disclosed in this announcement have been restated
from a disclosure perspective to ensure the comparability of information
for the users of the financial statements. The disclosure of the financial
results for the three months and six months ended 31 December 2012 have
accordingly been restated to ensure consistency between the comparative
information and the current period's information using the accounting
policies and disclosures currently applied. The accounting policies which
have been applied are consistent with those used in the preparation of the
audited financial statements for the 15 month period ended 30 June 2013.
Non-distributable reserves arise from net changes in the fair value of the
assets in the Company on a US Dollar basis.
The abridged unaudited interim financial statements ("financial
statements") for the three months and six months ended 31 December 2013
have been prepared in accordance with the measurement and recognition
requirements of IFRS, the requirements of IAS 34: Interim Financial
Reporting, the JSE Listings Requirements, the SEM Listing Rules and the
Securities Act of Mauritius 2005.
The financial statements have not been reviewed or reported on by the
Company's external auditors.
These financial statements were approved by the Board on 28 January 2014.
Copies of the financial statements and the Statement of direct and
indirect interests of each officer of the Company, pursuant to rule
8(2)(m) of the Securities (Disclosure Obligations of Reporting Issuers)
Rules of Mauritius 2007, are available free of charge, upon request at the
Registered Office of the Company at Level 3, Alexander House, 35
Cybercity, Ebene, Mauritius.
Contact person: Mr Kesaven Moothoosamy
DIVIDEND DECLARATION
The Board has approved and notice is hereby given that a cash dividend of
4,07 USD cents per share, being distribution number 3 for Rockcastle, has
been declared in respect of the six months from 1 July 2013 to 31 December
2013.
The salient dates for the dividend are set out below:
Last day to trade cum dividend (JSE) Friday, 28 February 2014
Securities trade ex dividend (JSE) Monday, 3 March 2014
Last day to trade cum dividend (SEM) Tuesday, 4 March 2014
Securities trade ex dividend (SEM) Wednesday, 5 March 2014
Record date (JSE and SEM) Friday, 7 March 2014
Payment date Monday, 10 March 2014
PAYMENT DATE
No dematerialisation or rematerialisation of share certificates, nor
transfer of shares between sub-registers in Mauritius and South Africa
will take place between Monday, 3 March 2014 and Friday, 7 March 2014,
both days inclusive. Shareholders on the South African sub-register will
receive dividends in South African Rand, based on the exchange rate to be
obtained by the Company on or before Friday, 21 February 2014. A further
announcement in this regard will be made on or before Friday, 21 February
2014.
This communiqu‚ is issued pursuant to SEM Listing Rules 12.20 and section
88 of the Securities Act of Mauritius 2005. The Board accepts full
responsibility for the accuracy of the information contained in these
financial statements. The directors are not aware of any matters or
circumstances arising subsequent to the period ended 31 December 2013 that
require any additional disclosure or adjustment to the financial
statements.
Directors
Mark Olivier (chairman); Craig Hallowes*; Stephen Delport*; Andries de
Lange; Rory Kirk; Alexandru Morar; Yan Ng; Paul Pretorius*
(*executive director)
Company secretary
Intercontinental Trust Limited
Registered address
Level 3, Alexander House, 35 Cybercity, Ebene, Mauritius
Transfer secretary in South Africa
Link Market Services South Africa Proprietary Limited
JSE sponsor
Java Capital
SEM sponsor
Capital Market Brokers Limited
www.rockcastleglobalre.mu
Date: 28/01/2014 01:00:00 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.
Sharenet Sites 
