To view the PDF file, sign up for a MySharenet subscription.

SA CORPORATE REAL ESTATE FUND - Condensed unaudited group interim financial results for the six months ended 30 June 2014

Release Date: 26/08/2014 07:10
Code(s): SAC     PDF:  
Wrap Text
Condensed unaudited group interim financial results for the six months ended 30 June 2014

SA Corporate Real Estate Fund
("SA Corporate" or "the Fund")
Incorporated in the Republic of South Africa
Share Code: SAC; ISIN Code: ZAE000083614
A Collective Investment Scheme in property registered in terms of the
Collective Investment Schemes Control Act, No. 45 of 2002 and managed by
SA Corporate Real Estate Fund Managers Limited ("ManCo")
(Registration number 1994/009895/06)
REIT status approved from 1 January 2014

CONDENSED UNAUDITED GROUP INTERIM FINANCIAL RESULTS FOR THE SIX MONTHS
ENDED 30 JUNE 2014

Interim distribution growth
- 8.6% higher than June 2013
- 7.3% higher than December 2013

Capital structure
- Premium to NAV increased to 11.1%
- Effective debt 95.4% fixed

Portfolio activity
- Acquisition of 4 properties for R277,6m
- Contracted acquisition of 2 properties and 1 portfolio for R1,1bn
- Contracted disposal of 7 properties for R174,5m

Property performance
- Standing portfolio NPI growth of 10.0%
- Vacancy as % of rental income reduced to 2.9%
- Tenant retention increased to 89.5%

INTRODUCTION
SA Corporate Real Estate Fund is a JSE listed Property Unit Trust which
owns a portfolio of industrial, retail and commercial buildings located
primarily in the major metropolitan areas of South Africa.

REVIEW OF FINANCIAL RESULTS AND PORTFOLIO PERFORMANCE
The interim distribution for the six months to June 2014 of 17.68cpu (June
2013: 16.28cpu) increased by 8.6% and 7.3% relative to the final
distribution for the six months to December 2013 (16.47cpu). The
distribution for the six months to June 2013 included a once-off lapsed
distribution of R8.8m arising from the repurchase of 58,896,063 units. Net
property income (“NPI”) in respect of the standing portfolio grew by 10.0%.
The premium to net asset value (“NAV”) increased to 11.1% at June 2014
(NAV: 369cpu, Unit price: 410cpu), compared to a premium of 8.4% at
December 2013.

Industrial rental growth of 11.3% was underpinned by strong tenant
retentions of 92.8%, solid weighted average lease escalations of 8.1% and
acquisitions. Total retail rental income increased by 8.6% on the back of
positive reversions, reduced vacancies, solid retentions, improved turnover
rental collection and weighted average escalations of 8.0%. This result was
supported by the divestment of underperforming properties and an
acquisition. Overall commercial rental income increased by 50.9% largely
attributable to the acquisition of the premium grade World Trade Center
office tower in the last quarter of 2013 and the disposal of largely vacant
B and C grade offices in line with the Fund's strategy of divesting from
poor performing, lower grade offices.

The total standing portfolio rental increased by 7.3%, mainly due to solid
lease escalations, improved tenant retentions and reduced vacancies.
Industrial standing portfolio rental growth was 8.2% evidencing the
robustness of this portfolio. Total retail rental income for the standing
portfolio increased by 7.3% whilst the commercial standing portfolio income
growth was 4.5%.

Property expenses increased by 6.6% compared to June 2013 mainly due to
acquisitions, with the standing portfolio expenses, accounting for 93.3% of
total property expenses, increasing by 3.6%. The below inflation increase
in respect of the standing portfolio is driven by savings in property
management fees during the first half of 2014 of 21.0%, arising from the
change in property manager from 1 July 2013. Property expenses, excluding
property management fees, increased by 5.7%. Overall NPI increased by
16.3%. This can be attributed to an increase in gross income (including
turnover and recoveries) of 7.8% with a 3.6% increase in expenses.

Net interest expense increased by 93.5% for the 6 months to June 2014
compared to the same period in 2013. The increase is supported by net
accretive acquisitions. Group expenses decreased by 17.7% for the 6 months
to June 2014. This can be attributed to a reduction in service fee and
accounting and secretarial fees post the internalisation of the ManCo,
effective 1 May 2014, and the provision for a potential VAT liability in
the first half of 2013.

The breakdown of distributable earnings is set out below:

                                         6 months       6 months   Year ended
                                            ended          ended
                                       30.06.2014     30.06.2013   31.12.2013
DISTRIBUTABLE EARNINGS (R000)           Unaudited      Unaudited      Audited

Rent (excluding straight line rental
adjustment)                              482,814        424,333      878,077
Net property expenses                    (44,718)       (47,664)    (109,078)
 Property expenses                      (219,683)      (206,144)    (441,832)
 Recovery of property expenses           174,965        158,480      332,754

Net property income                        438,096      376,669      768,999

Taxation on distributable earnings               -           103          102

Net funding cost                           (64,052)     (33,095)     (73,751)
 Interest income                            11,404       10,519       20,811
 Interest expense                          (75,456)     (43,614)     (94,562)

Group expenses                             (24,000)     (30,174)     (55,822)

Lapsed distribution on units repurchased
repurchased                                      -        8,812         8,823

Distributable earnings                      350,044        322,315      648,351

Units in issue (000)                      1,980,093      1,980,093    1,980,093

Weighted number of units in issue
(000)                                     1,980,093      1,991,406    1,985,703

Distribution (cents per unit)                  17.68        16.28        32.75
 Interim                                       17.68        16.28        16.28
 Final                                           -              -        16.47

PROPERTY VALUATIONS
The value of the Fund's independently valued property   portfolio increased
by R539,7m (6.1%) to R9,4bn as at June 2014 (December   2013: R8,9bn). The
standing portfolio, representing properties not under   development, held for
the full 12 months to June 2014, increased by R235,8m   (2.8%) from December
2013 and R582,6m (7.2%) from June 2013.

The capitalisation and discount rates in the Fund's standing portfolio at
30 June 2014 were calculated on a weighted basis:

Sector             Capitalisation     Discount rate (%)   Growth in standing
                         rate (%)                              portfolio (%)
            30.06.2014 31.12.2013 30.06.2014 31.12.2013           30.06.2014

Industrial          9.0       9.0      14.5        14.5                  2.7
Retail              8.7       8.7      14.2        14.2                  3.1
Commercial          8.8       9.3      14.3        14.8                  2.3
Portfolio total     8.8       8.8      14.3        14.3                  2.8

The NAV per unit (369cpu) increased by 0.3% (December 2013: 368cpu) of
which a 2.8% increase is attributable to property valuation, set-off by a
reduction arising from the fee paid in respect of the ManCo internalisation
of 2.5%.

PORTFOLIO INVESTMENT ACTIVITY
The portfolio comprised 139 properties (136 properties as at June 2013 and
134 properties as at December 2013). The sectoral and geographic weightings
by value as at 30 June 2014 are set out below:

Sectoral Spread

Retail
44%
R4,2bn
375,600 m2
28 properties

Industrial
44%
R4,1bn
786,872 m2
92 properties

Commercial
12%
R1,1bn
85,550 m2
19 properties

Geographic Spread

Gauteng
49%
R4,6bn
640,944 m2
68 properties

KwaZulu-Natal
41%
R3,8bn
443,296 m2
53 properties

Western Cape
7%
R0,6bn
82,823 m2
11 properties

Other
3%
R0,4bn
80,959 m2
7 properties

Committed developments:

Properties            Cost Commence-   Forecast    Yield       Sector    Region
                      (Rm) ment date completion forecast
                                           date   1st 12
                                                  months
                                                     (%)

East Rand Galleria,
Boksburg             421,6       05/2014    09/2016      9.6   Retail   Gauteng
Stellenbosch Square,
Stellenbosch 1        12,9       09/2014    03/2015      9.8   Retail   Western
                                                                           Cape
Total                434,5                               9.6

1 50% Undivided share of development cost

Acquisitions:

Properties                Cost Acquisition        Yield        Sector    Region
                          (Rm)        date forecast 1st
                                              12 months
                                                    (%)

Eveready & Continental
Tyres, New Brighton,                                                    Eastern
Port Elizabeth         124,5         01/2014          9.0 Industrial       Cape
Celtis Ridge Shopping
Centre, Centurion      106,0         01/2014          9.0      Retail    Gauteng
50 Mangosuthu Highway,                                                  KwaZulu-
Umlazi 1                33,0         04/2014          9.6      Retail      Natal
Webco Tools, Founder’s
View                    14,1         03/2014          9.0 Industrial    Gauteng
Total                  277,6                          9.1

1 Acquired for the purpose of re-development

Contracted acquisitions:

Properties                Cost       Actual/        Yield      Sector    Region
                          (Rm)      Expected forecast 1st
                                 acquisition    12 months
                                        date          (%)
AFHCO portfolio and
associated           1 086,0        07/2014                 Residential
properties 1                     to 08/2014              9.9   / Retail        Gauteng
Truck World, Bardene    16,1        09/2014             11.1 Industrial        Gauteng
UPM Raflatac,
Longmeadow               9,4        07/2014             9.0 Industrial         Gauteng
Total                1 111,5                            9.9

1 Includes R169m with payment and economic interest deferred to April 2015

Contracted disposals:

Properties                    Expected          Gross       Carrying         Exit yield
                         transfer date        selling       value at            on sale
                                                price        30 June          price (%)
                                                 (Rm)      2014 (Rm)

Stellenbosch Square,
Stellenbosch 1                09/2014            40,0           41,0               7.8
36 Wierda Road West,
Wierda Valley                 10/2014            39,0           32,3               7.5
The Boulevard, Melville       09/2014            31,2           31,4               7.4
293 Hebbard Road,
Robertville                   11/2014            23,5           22,9               5.5
90 Electron Avenue, Isando    12/2014            20,0           20,5               5.9
Lebombo Road, Garsfontein     12/2014            12,0            7,5               6.2
110 Zastron Road,
Bloemfontein                  09/2014             6,9            6,6               6.8
Total                                           172,6          162,2               7.0

1 50% Undivided share

LEASE EXPIRIES AND VACANCIES
Vacancies in terms of rentable area and rental income were as follows:

Sector               Vacancy as % of GLA*       Vacancy as % of rental income
             30.06.2014 31.12.2013 30.06.2013 30.06.2014 31.12.2013 30.06.2013

Industrial         1.4        0.2         0.7           1.1         0.2            0.4
Retail             6.5        8.9        11.9           3.5         4.6            6.2
Commercial        10.3       11.8        19.9           6.0         7.0           14.1
Portfolio
total              3.6        4.0         6.0            2.9           3.2         4.5

* GLA=Gross lettable area

The overall vacancy has continued its downward trend with vacancy by GLA
and income reducing by 0.4% and 0.3% respectively, compared to 31 December
2013.

The Fund's industrial vacancy remains well below the sector average as
management continues to focus on tenant retention and partnering with
tenants to accommodate changing operational needs.

Retail vacancies continue their downward trend reducing 2.4% and 1.1% by
GLA and income respectively. This is predominantly due to further progress
with letting, particularly in low value large area premises.

The commercial vacancy (including commercial in retail) reduced by 1.5% and
1.0% by GLA and income respectively, driven by office lettings, improved
tenant retentions and the divestment of vacant properties.

The lease expiry profile and vacancies (by GLA) are set out below:

Sector       Vacant (%)                          Expiring (%)
                           Monthly     2014     2015    2016      2017   Thereafter

Industrial      1.4           0.2       4.5     25.3    14.0     25.2          29.4
Retail          6.5           4.8       9.9     17.2    16.2     10.5          34.9
Commercial     10.3           1.6      20.0     26.1    21.0      8.3          12.7
Total           3.6           1.6       7.4     23.1    15.2     19.6          29.5

Good progress has been made in further reducing the monthly expiries from
3.6% in December 2013 to 1.6% in June 2014, through longer lease
negotiation or re-tenanting.

TENANT RETENTION AND RENTAL REVERSIONS
The table below reflects the Fund's retention ratio and rental reversion
per sector for a rolling 12 month period ending June 2014:

Sector                 Expiries         Retention          Retention           Rental
                           (m2)              (m2)                (%)     reversion (%)

Industrial                119,028         110,463               92.8           (1.0)
Retail                     46,289          37,639               81.3            3.1
Commercial                 14,774          12,990               87.9            0.1
Total                     180,091         161,092               89.5            1.0

The tenant retention has improved to 89.5% (June 2013: 71.3%) particularly
in the industrial and commercial sectors, which were up from 65.1% and
55.5% respectively.

Overall rental reversions remained positive despite pressure on renewal
rentals, with retail showing good reversion, despite tough economic
conditions. The negative industrial reversion is limited to 2.2% of the
total industrial GLA with minimal impact on overall industrial rentals,
depicting standing portfolio rental growth of 8.2%.

BORROWINGS
The debt profile is detailed below as at 30 June 2014:

Type                  Maturity date           Value (Rm)        Interest Rate (%)

Revolving                 31.12.2015                 299                       8.09
Bridging                  30.06.2015                 750                       7.84
Revolving                 25.07.2016                 167                       8.16
Fixed                     31.12.2016                 400                       8.24
Fixed                     13.08.2018                 200                       9.12
Fixed                     30.09.2018                  30                       8.29
Fixed                     30.09.2018                 270                       8.29
Total                                              2,116                       8.16

Having entered a net acquisitive phase of investment, the Fund's effective
loan to value (“LTV”) increased to 22.5% (31 December 2013: 18.3%). The
weighted average cost of debt, in respect of the effective debt excluding
fixes, was 7.3%, (December 2013: 6.8%) at a weighted average margin of 1.6%
(December 2013: 1.7%) and a weighted average tenor on fixed term facilities
of 2.9 years and inclusive of bridging facilities of 2.2 years. 35.4% of
the debt includes temporary bridging facilities, which will be refinanced
and extended by 31 December 2015, through a combination of bond and
syndicated loan facilities. Cognisant of the upward trend in interest
rates, 95.4% of the debt drawn was fixed at a weighted average rate and
margin of 6.7% and 0.9% respectively and a weighted average tenor of 3.4
years. The total weighted average cost of debt inclusive of fixes, depicted
above, amounts to 8.2%. This is up 0.3% from December 2013, due to
additional fixes taken out during the period and increases in overall debt.

STRATEGY AND PROSPECTS
With the four pillar turnaround strategy largely executed and operational,
the first six months saw the completion of the ManCo internalisation
transaction, a R1,1bn acquisition of inner city residential and retail
properties with effect from 1 July 2014, the initiation of the Corporate
REIT conversion and the introduction of a management incentive scheme aimed
at aligning management and investor interests.

The Board and management are cognisant of the volatility in market
conditions and the pressures on interest rates. Consequently it has
extended existing loans at favourable rates ahead of expiry and remains
adequately hedged at 82.2% post the AFHCO acquisition.

The foundation has been laid for the Fund to deliver sustainable
distribution growth supported by:

- A robust underpin from a quality Industrial portfolio with a focus on
tenant retention.

- Unlocking value in the retail portfolio by reducing vacancies and
progressing income enhancing redevelopments and repositioning properties
with improved tenant mix and covenants.

- Expanding the inner-city portfolio through developments and acquisitions
of quality properties in dominant nodes, fuelled by the non-discretionary
spend of an increasing urban population.

The Board is pleased with the progress made and is confident that the Fund
will be able to deliver distribution growth for the full year, marginally
better than the first half.

                                           As at         As at          As at
CONDENSED GROUP STATEMENT             30.06.2014    30.06.2013     31.12.2013
OF FINANCIAL POSITION (R000)           Unaudited     Unaudited        Audited

Assets

 Non-current assets                    9,298,462    8,328,842      8,927,419
 Investment property                   9,033,391    8,055,905      8,654,251
 - At valuation                        8,761,225    8,103,125      8,722,125
 - Straight line rental adjustment      (209,334)    (221,020)      (210,974)
 - Properties under development          481,500      173,800        143,100
 Letting commissions and tenant
 installations                            61,561       55,897         63,116
 Interest rate swap derivatives           34,547       31,668         39,644
 Rental receivable - straight line
 adjustment                              168,557      185,372        170,408
 Property, plant and equipment               406            -              -

 Current assets                          728,876      544,268        515,248
 Properties held for disposal            162,200      112,040              -
 Letting commissions and tenant
 installations                             1,420          637              -
 Trade receivables                        12,499       23,330         16,637
 Other receivables and accrued interest    174,567       88,642       146,143
 Rental receivable - straight line
 adjustment                                 40,777       35,648        40,566
 Interest rate swap derivatives              3,362            -           382
 Cash resources and short-term
 investments                               334,051      283,971       311,520

Total assets                            10,027,338    8,873,110     9,442,667

Unitholders' funds and liabilities

 Unitholders' funds                     7,298,821     7,168,527     7,280,242

 Non-current liabilities                 2,118,968    1,216,014     1,625,913
 Interest bearing borrowings             2,116,472    1,216,014     1,625,913
 Interest rate swap derivatives              2,496            -             -

 Current liabilities                       609,549      488,569       536,512
 Trade and other payables                  187,785      161,951       197,160
 Capital gains taxation                     32,462           31             -
 Unclaimed distributions                     1,439        1,173         1,346
 Distributions payable to unitholders      350,044      322,315       326,030
 Dividends payable to shareholders          23,128            -             -
 Interest rate swap derivatives             14,691        3,099        11,976

Total unitholders' funds and
liabilities                             10,027,338    8,873,110     9,442,667

NAV cpu                                        369          362           368

                                          6 months      6 months          Year
                                             ended         ended         ended
CONDENSED GROUP STATEMENT               30.06.2014    30.06.2013    31.12.2013
OF COMPREHENSIVE INCOME (R000)           Unaudited     Unaudited       Audited

Revenue                                    658,527      570,158     1,186,412

Income                                     669,931      580,677     1,207,223
 Rent                                      482,814      424,333       878,077
 Straight line rental adjustment               748      (12,655)      (24,419)
 Recovery of property expenses             174,965      158,480       332,754
 Interest income                            11,404       10,519        20,811

Expenses                                  (319,970)    (279,932)     (592,216)
 Accounting and secretarial fees            (1,779)      (3,041)       (6,082)
 Audit fees                                   (878)        (787)       (1,845)
 Administrative fees                        (6,713)      (7,818)      (10,460)
 Directors fees                               (397)           -             -
 Interest expense                          (75,456)     (43,614)      (94,562)
 Property expenses                        (206,438)    (190,189)     (412,714)
 Property administration                   (13,245)     (15,955)      (29,118)
 Salaries and wages                         (2,047)           -             -
 Unit incentive scheme                         (70)           -             -
 Service fees                              (12,930)     (18,528)      (37,435)
 Straight line rental expense                  (17)           -             -

Operating income                           349,961      300,745       615,007
 Revaluation of interest rate swap
 derivatives                                (7,328)       32,025        31,506
 Amortisation of debt restructure costs          -       (10,504)      (10,504)
 Internalisation fee                    (185,000)              -             -
 Gain on bargain purchase                  8,872               -             -
 Capital loss on disposal of investment
 properties                               (1,880)        (4,995)       (4,086)
 Revaluation of investment properties    203,928        257,537       380,625
 - Revaluations                          204,676        244,882       356,206
 - Straight line rental adjustment          (748)        12,655        24,419

Income before taxation                     368,553      574,808     1,012,548

Taxation                                         -       146,847       146,846
 Current capital gains and normal income
 taxation                                        -           103           102
 Deferred taxation on property
 transactions                                    -       146,744       146,744
 Deferred taxation on straight line
 valuation adjustment                            -       (21,815)      (21,815)
 Deferred taxation on straight line
 rental adjustment                               -        21,815        21,815

Profit attributable to unitholders         368,553      721,655      1,159,394

Other comprehensive income
Amortisation of hedge reserve                    -        10,515        10,516

Total comprehensive income attributable
to unitholders                             368,553      732,170     1,169,910

                                         6 months       6 months          Year
                                            ended          ended         ended
CONDENSED GROUP STATEMENT OF           30.06.2014     30.06.2013    31.12.2013
CHANGES IN UNITHOLDERS’ FUNDS (R000)    Unaudited      Unaudited       Audited

Unitholders' funds at the beginning
of the period                          7,280,242      6,973,355     6,973,355

Total comprehensive income for the
period                                     368,553      732,170     1,169,910
 Profit for the period                     368,553      721,655     1,159,394
 Amortisation of hedge reserve                   -       10,515        10,516

Repurchase of units                             -       (222,986)     (222,986)
Unit repurchase cost                            -           (509)         (509)
Lapsed distribution on units repurchased        -          8,812         8,823
Unit incentive scheme                          70              -             -
Distribution attributable to
unitholders                              (350,044)      (322,315)     (648,351)

Unitholders' funds at the end of the
period                                 7,298,821      7,168,527     7,280,242

                                         6 months       6 months          Year
                                            ended          ended         ended
CONDENSED GROUP STATEMENT              30.06.2014     30.06.2013    31.12.2013
OF CASH FLOWS (R000)                    Unaudited      Unaudited       Audited

Operating profit before working
capital changes                            443,532      354,722       744,967
Working capital changes                    (41,131)      11,504       (19,333)
Cash generated from operations             402,401      366,226       725,634
Operating activities changes                (390,099)       (337,668)          (695,993)
Net cash flows from operating
activities                                   12,302           28,558             29,641
Net cash flows from investing
activities                               (480,330)           (12,236)           (395,668)
Net cash flows from financing
activities                                  490,559         (139,632)           270,266
Net increase / (decrease) in cash
resources and short-term investments         22,531         (123,310)           (95,761)
Cash resources and short-term
investments at the beginning of period      311,520          407,281            407,281

Cash resources and short-term
investments at the end of period            334,051          283,971            311,520

NOTES

The condensed interim financial information has been prepared in accordance
with the framework concepts and the measurement and recognition
requirements of International Financial Reporting Standards (IFRS), SAICA
Financial Reporting Guides as issued by the Accounting Practices Committee,
Financial Reporting Pronouncements as issued by the Financial Reporting
Standards Council, the requirements of the Collective Investment Schemes
Control Act and the information as required by IAS 34: Interim Financial
Reporting and the JSE Listings Requirements. The condensed group interim
financial statements have been prepared using accounting policies that
comply with IFRS which are consistent with those applied in the financial
statements for the year ended 31 December 2013. The results and prospects
have not been audited or reviewed by the Group's auditors, Deloitte &
Touche.

1. Reconciliation of profit to headline earnings and distributable earnings

                             6 months             6 months                    Year
                               ended                ended                     ended
                            30.06.2014           30.06.2013               31.12.2013
                             Unaudited            Unaudited                 Audited
                            R 000     CPU        R 000    CPU           R 000      CPU

Profit for the period      368,553 18.61      721,655 36.24* 1,159,394           58.39*
Adjustments for:
 Capital loss on disposal
 of investment properties    1,880              4,995                  4,086
 Taxation on capital
 profit on disposal of
 investment properties           -                (103)                  (102)
 Revaluation of
 investment properties    (203,928)          (257,537)            (380,625)
 Taxation on adjustments         -           (124,929)            (124,929)
 Gain on bargain purchase (8,872)                   -                    -

Headline earnings         157,633    7.96     344,081 17.28*       657,824       33.13*
Internalisation fee       185,000                   -                    -
Non-distributable
expenses                      831                       -                   -
Straight line rental
adjustment                   (748)             12,655               24,419
Taxation on straight line
rental adjustment               -              (21,815)            (21,815)
Amortisation of debt
restructure costs               -               10,504                 10,504
Taxation on distributable
earnings                          -                  103                        102
Lapsed distribution on
units repurchased                 -                8,812                    8,823
Revaluation of interest
rate swap derivatives         7,328              (32,025)                 (31,506)

Distributable earnings
attributable to
unitholders                 350,044    17.68     322,315       16.28     648,351        32.75

 Interim                    350,044    17.68     322,315       16.28     322,315        16.28
 Final                            -        -           -           -     326,036        16.47

* calculated on weighted number of units in issue

2. Primary operational segments (R000)

Business segment                Industrial         Retail       Commercial              Group
Extract from statement of
comprehensive income
Revenue                               263,038     325,289              70,200         658,527

Rental income (excluding
straight line rental
adjustment)                        227,328        196,596           58,890         482,814
Net property expenses              (22,975)       (13,266)          (8,477)        (44,718)
 Property expenses                 (54,825)      (141,683)         (23,175)       (219,683)
 Recovery of property expenses      31,850        128,417           14,698         174,965

Net property income                204,353        183,330           50,413             438,096
Straight line rental adjustment      3,860            276           (3,388)                748
Net interest expense                     -              -                -             (64,052)
Group expenses                           -              -                -             (24,000)
Internalisation fee                      -              -                -            (185,000)
Non-distributable expenses               -              -                -                (831)
Revaluation of interest rate
swap derivatives                            -              -                -          (7,328)

Headline earnings                     208,213     183,606              47,025         157,633

Other information
Investment property              3,982,139      4,029,373        1,021,879       9,033,391
 At valuation                    4,106,400      3,617,525        1,037,300       8,761,225
 Straight line rental
 adjustment                       (124,261)       (69,652)         (15,421)        (209,334)
 Properties under development            -        481,500                -          481,500
Properties held for disposal
 At valuation                         43,400       72,400           46,400            162,200
Revaluation of investment
properties excluding straight
line adjustment                       82,278      100,220           22,178            204,676

Segment growth rates            Industrial         Retail       Commercial              Group
                                         %              %                %                  %
 Rental income (excluding
 straight line rental adjustment)       11.3          8.6               50.9             13.8
 Property expenses                      13.8          0.8               32.8              6.6
 Recovery of property expenses          17.5          5.8               63.6             11.2
 Net property income                    11.3         13.4               60.6             16.3
3. Amendments to the Trust Deed

During the reporting period, the unitholders voted in favour of the
following amendments to the Trust Deed:

- To amend the existing service charge arrangement in respect of the Fund
from a monthly charge based on 0.4% of the aggregate market capitalisation
of the Fund plus borrowings, to a monthly charge equal to the actual
operating costs incurred by the ManCo in administering the Fund as well as
the scrapping of the initial charge of 5% on the value of any new units
issued against the payment by the Fund to the ManCo of a consideration of
R185 million excluding VAT; and

- To increase the borrowing limits imposed on the Fund from 30% to 60% of
the value of its underlying assets.

As a consequence of the first amendment, the Fund gained control over its
ManCo with effect from 1 May 2014. The results of the ManCo are included in
these results from this date.

The gain on the bargain purchase is the result of acquiring the ManCo's
capital adequacy reserves at no cost. This amount has been provisionally
determined, subject to regulatory approval.

The ManCo's impact on the Group's statement of comprehensive income since
acquisition and pro-forma, for the six months ended 30 June 2014, is as
follows:

                        For the 2 months ended      For the 6 months ended
                                    30.06.2014                  30.06.2014
                                          R000                        R000
Revenue                                      -                           -
Profit after taxation                    8,041                       8,007

4. Significant related party transactions

During the reporting period, the following significant related party
transactions occurred:

Related Party                     Transaction       Cost (R000)

SA Corporate Real Estate Fund
Managers Ltd                      Service fees      12,930 (June 2013: 18,528)
SA Corporate Real Estate Fund
Managers Ltd                      Internalisation
                                  fee               185,000(June 2013: 0)

DISTRIBUTION DECLARATION AND IMPORTANT DATES

Notice is hereby given of the declaration of distribution no.39 in respect
of the income distribution period 1 January 2014 to 30 June 2014. The
distribution amounts to 17.68cpu. The source of the distribution comprises
net income from property rentals and interest earned on cash investments.
Please refer to the statement of comprehensive income for further details.

As SA Corporate has REIT status, unitholders are advised that the
distributions meet the requirements of a "qualifying distribution" for the
purposes of section 25BB of the Income Tax Act, No. 58 of 1962 ("Income Tax
Act"). The distributions on SA Corporate units will be deemed to be
dividends, for South African tax purposes, in terms of section 25BB of the
Income Tax Act.

The distributions received by or accrued to South African tax residents
must be included in the gross income of such unitholders and are not exempt
from income tax (in terms of the exclusion to the general dividend
exemption, contained in paragraph (aa) of section 10(1)(k)(i) of the Income
Tax Act) because they are dividends distributed by a REIT, with the effect
that the distribution is taxable in the hands of the unitholder. These
distributions are, however, exempt from dividend withholding tax in the
hands of South African tax resident unitholders, provided that the South
African resident unitholders have provided the following forms to their
CSDP or broker, as the case may be, in respect of uncertificated units, or
the transfer secretaries, in respect of certificated units:

a) a declaration that the distribution is exempt from dividends tax; and

b) a written undertaking to inform the CSDP, broker or the transfer
secretaries, as the case may be, should the circumstances affecting the
exemption change or the beneficial owner ceases to be the beneficial owner,
both in the form prescribed by the Commissioner for the South African
Revenue Service.

SA Corporate unitholders are advised to contact the CSDP, broker or
transfer secretaries, as the case may be, to arrange for the abovementioned
documents to be submitted prior to payment of the distribution, if such
documents have not already been submitted.

Distributions received by non-resident unitholders will not be taxable as
income and instead will be treated as ordinary dividends which are exempt
from income tax in terms of the general dividend exemption in section
10(1)(k)(i) of the Income Tax Act. It should be noted that until 31
December 2013 distributions received by non-residents from a REIT were not
subject to dividend withholding tax. From 1 January 2014, any distribution
received by a non-resident from a REIT will be subject to dividend
withholding tax at 15%, unless the rate is reduced in terms of any
applicable agreement for the avoidance of double taxation ("DTA") between
South Africa and the country of residence of the unitholder. Assuming
dividend withholding tax will be withheld at a rate of 15%, the net
dividend amount due to non-resident unitholders is 15.028 cents per SA
Corporate unit. A reduced dividend withholding rate, in terms of the
applicable DTA, may only be relied on if the non-resident unitholder has
provided the following forms to the CSDP or broker, as the case may be, in
respect of uncertificated units, or the transfer secretaries, in respect of
certificated units:

a) a declaration that the dividend is subject to a reduced rate as a result
of the application of a DTA; and

b) a written undertaking to inform the CSDP, broker or the transfer
secretaries, as the case may be, should the circumstances affecting the
reduced rate change or the beneficial owner ceases to be the beneficial
owner, both in the form prescribed by the Commissioner for the South
African Revenue Service. Non-resident unitholders are advised to contact
the CSDP, broker or the transfer secretaries, as the case may be, to
arrange for the abovementioned documents to be submitted prior to payment
of the distribution if such documents have not already been submitted, if
applicable.

1,980,093,014 SA Corporate units are in issue at the date of this
distribution declaration and SA Corporate's income tax reference number is
2951279203.
Last date to trade cum distribution              Thursday, 18 September 2014
Units will trade ex-distribution                 Friday, 19 September 2014
Record date to participate in the distribution   Friday, 26 September 2014
Payment of distribution                          Monday, 29 September 2014

Unit certificates may not be dematerialised or re-materialised between
Friday, 19 September and Friday, 26 September 2014 both days inclusive.

SA Corporate Real Estate Fund Managers Limited

Registered office
South Wing, First Floor
Block A
The Forum
North Bank Lane
Century City
7441
Tel: (021) 529 8410

Registered auditors
Deloitte & Touche
1st Floor
The Square
Cape Quarter
27 Somerset Road
Cape Town
8005

Transfer secretaries
Computershare Investor Services (Pty) Ltd
Ground Floor
70 Marshall Street
Johannesburg
2001

PO Box 61051
Marshalltown
2107

Sponsor
Nedbank Capital
A division of Nedbank Limited
135 Rivonia Road
Sandton
2196

Directors: J Molobela (Chairman), TR Mackey (Managing)*, AM Basson
(Finance)*, RJ Biesman-Simons, GP Dingaan, KJ Forbes, EM Hendricks
(appointed 2 April 2014), P Levett, SH Mia (retired 15 May 2014), MA Moloto
(appointed 7 July 2014)#, R Morar (resigned 28 February 2014), ES Seedat
* Executive   #FSB approval awaited

This report has been prepared under the supervision of AM Basson CA(SA).

B Swanepoel
Company Secretary
26 August 2014

Date: 26/08/2014 07:10:00 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.

Share This Story