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

ATTACQ LIMITED - Summarised provisional consolidated financial statements for the year ended 30 June 2015

Release Date: 22/09/2015 07:15
Code(s): ATT     PDF:  
Wrap Text
Summarised provisional consolidated financial statements for the year ended 30 June 2015

Attacq Limited
(Incorporated in the Republic of South Africa)
(Registration number 1997/000543/06)
JSE share code: ATT     ISIN: ZAE000177218
("Attacq" or "the company" or "the Group")


SUMMARISED PROVISIONAL CONSOLIDATED FINANCIAL RESULTS FOR THE YEAR ENDED 30 JUNE 2015


SUMMARISED CONSOLIDATED STATEMENT OF FINANCIAL POSITION

                                                         Audited     Audited
                                                         30 June     30 June
                                                            2015        2014
                                                           R'000       R'000
Assets
Non-current assets
Property, plant and equipment                             10 641      11 061
Investment properties                                 16 187 873  12 829 337
Per valuation                                         16 670 072  13 138 938
Straight-line lease debtor                              (482 199)   (309 601)
Straight-line lease debtor                               482 199     309 601
Deferred initial lease expenditure                         9 154       7 174
Intangible assets                                        344 523     284 826
Goodwill                                                  67 774      62 847
Investment in associates                               2 369 884   2 950 274
Other financial assets                                   102 993           -
Other investments                                        402 414     523 750
Deferred tax assets                                       19 829      11 570
Total non-current assets                              19 997 284  16 990 440
Current assets
Taxation receivable                                          408         896
Trade and other receivables                              223 084     167 302
Loans to associates                                      741 037     771 936
Other financial assets                                   907 282       6 173
Cash and cash equivalents                                747 145     389 293
Total current assets                                   2 618 956   1 335 600
Non-current assets held for sale                         684 441     138 846
Total assets                                          23 300 681  18 464 886
Equity and liabilities
Equity
Stated capital                                         6 439 419   5 798 843
Distributable reserves                                 4 815 584   3 836 930
Available-for-sale reserve                               682 579      83 746
Share-based payment reserve                               90 359      83 317
Foreign currency translation reserve                      45 740     111 929
Acquisition of non-controlling interests reserve        (116 483)     (2 574)
Equity attributable to owners of the holding company  11 957 198   9 912 191
Non-controlling interests                                  7 252     214 567
Total equity                                          11 964 450  10 126 758
Non-current liabilities
Long-term borrowings                                   8 863 852   6 226 221
Deferred tax liabilities                               1 365 868     900 811
Other financial liabilities                               28 086      48 026
Provisions for liabilities relating to associates          1 579       8 844
Finance lease obligation                                  71 346      56 009
Total non-current liabilities                         10 330 731   7 239 911
Current liabilities
Other financial liabilities                              113 258       5 851
Finance lease obligation                                   1 332           -
Loans from associates                                     70 989     246 079
Taxation payable                                          10 185      11 158
Trade and other payables                                 462 636     375 960
Provisions                                                 1 422      10 142
Bank overdraft                                            19 349           -
Long-term borrowings                                     326 329     449 027
Total current liabilities                              1 005 500   1 098 217
Total liabilities                                     11 336 231   8 338 128
Total equity and liabilities                          23 300 681  18 464 886

                                                           
Net asset value per share (cents)                          1 706       1 477
Net asset value per share excluding deferred tax (cents)   1 898       1 610

SUMMARISED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

                                                                   Audited      Audited
                                                                   30 June      30 June
                                                                      2015         2014
                                                                     R'000        R'000
Gross revenue                                                    1 312 935      876 850
Rental income                                                    1 140 335      769 199
Straight-line lease income adjustments                             172 600      107 651
Property expenses                                                 (358 885)    (230 300)
Net rental income                                                  954 050      646 550
Gross profit from sale of inventory                                      -       41 332
Sale of inventory                                                        -      263 209
Cost of sales                                                            -     (221 877)
Bargain purchase on acquisition of subsidiary                            -       43 783
Other income                                                       205 590       59 325
Operating and other expenses                                      (305 589)    (283 743)
Operating profit                                                   854 051      507 247
Amortisation of intangible asset                                   (20 303)     (14 634)
Fair value adjustments                                           1 114 224      953 192
Investment properties                                            1 110 711      919 094
Other financial assets and liabilities                              68 089       34 098
Other investments                                                  (64 576)           -
Net income (loss) from associates                                   50 568      (58 069)
Investment income                                                  142 531      424 796
Finance costs                                                     (685 872)    (582 122)
Profit before taxation                                           1 455 199    1 230 410
Income tax expense                                                (471 038)    (218 156)
Profit for the year                                                984 161    1 012 254
Attributable to:
Owners of the holding company                                      978 654      946 147
Non-controlling interests                                            5 507       66 107
Other comprehensive income
Items that will be reclassified subsequently to profit and loss
Gain on available-for-sale financial assets                        661 986      104 950
Taxation relating to components of other comprehensive income      (63 153)     (21 204)
Other comprehensive income for the year net of taxation            598 833       83 746
Total comprehensive income for the year                          1 582 994    1 096 000
Attributable to:
Owners of the holding company                                    1 577 487    1 029 893
Non-controlling interests                                            5 507       66 107

Earnings per share
Basic (cents)                                                        142.4        163.4
Diluted (cents)                                                      142.0        163.1
                                                                  
Reconciliation between earnings, headline earnings
and  distributable (loss) earnings
Profit for the year                                                978 654      946 147
Headline earnings adjustments                                     (964 063)    (640 350)
Profit on disposal of associates                                   (89 161)      (7 790)
(Profit) loss on disposal of other investments                        (956)      65 150
Profit on disposal of investment property                          (29 132)      (8 567)
Impairment of associates and other investments                       3 486       14 995
Impairment of goodwill                                             109 670            -
Fair value adjustments                                          (1 114 224)    (953 192)
Gain arising from bargain purchase                                       -      (43 783)
Net (income) loss from associates                                  (50 568)      58 069
Tax effect of adjustments                                          218 169      153 575
Non-controlling interests' share                                   (11 347)      81 193

Headline earnings                                                   14 591      305 797
Distributable earnings adjustments                                (144 095)      28 780
Straight-line lease income adjustments                            (115 840)    (107 392)
Interest in respect of Attvest transaction                               -      123 571
Foreign currency translation effect                                (47 246)           -
Depreciation and amortisation                                       17 575       13 034
Finance lease interest                                               1 808            -
Actual finance lease payments                                         (392)        (433)

Distributable (loss) earnings                                     (129 504)     334 577
Number of shares in issue*                                     700 995 224  670 965 594
Weighted average number of shares
in issue*                                                      687 046 081  578 976 838
Diluted weighted average number of
shares in issue*                                               689 256 626  580 271 131
Headline earnings per share
Basic (cents)                                                          2.1         52.8
Diluted (cents)                                                        2.1         52.7

* Adjusted for 46 427 553 treasury shares (2014: 46 427 553)  

SUMMARISED CONSOLIDATED STATEMENT OF CASH FLOWS
                                                                   Audited      Audited
                                                                   30 June      30 June
                                                                      2015         2014
                                                                     R'000        R'000
Cash flow generated from operating activities                       66 575      276 516
Cash generated from operating activities                           650 572      503 049
Investment income                                                  119 673      424 796
Finance costs                                                     (627 902)    (582 122)
Taxation paid                                                      (75 768)     (69 207)
Cash flow utilised in investing activities                      (2 182 147)  (3 970 959)
Cash flow from financing activities                              2 453 684    3 751 402
Total cash movement for the year                                   338 112       56 959
Cash at the beginning of the year                                  389 293       44 389
Cash acquired with subsidiaries                                        391      287 945
Total cash at the end of the year                                  727 796      389 293

SUMMARISED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

                                                  Stated capital  Distributable  Available-for-    Share-based      Foreign  Acquisition        Equity         Non-       Total
                                                           R'000       reserves    sale reserve        payment     currency      of non-  attributable  controlling      equity
                                                                          R'000           R'000        reserve  translation  controlling     to owners    interests       R'000
                                                                                                         R'000      reserve    interests        of the        R'000
                                                                                                                      R'000      reserve       holding
                                                                                                                                   R'000       company
                                                                                                                                                 R'000
Audited balance at 30 June 2013                        2 196 594      3 150 726               -          5 488          159            -     5 352 967      352 283   5 705 250
Total comprehensive income                                     -        946 147          83 746              -            -            -     1 029 893       66 107   1 096 000
Profit for the year                                            -        946 147               -              -            -            -       946 147       66 107   1 012 254
Other comprehensive income                                     -              -          83 746              -            -            -        83 746            -      83 746
Derecognition of non-controlling interest                      -              -               -              -            -            -             -     (203 823)   (203 823)
Foreign currency translation reserve                           -              -               -              -      111 770            -       111 770            -     111 770
Cancellation of shares                                  (158 673)      (259 943)              -              -            -            -      (418 616)           -    (418 616)
Issue of shares                                        3 760 922              -               -              -            -            -     3 760 922            -   3 760 922
Recognition of non-controlling interests reserve               -              -               -              -            -       (2 574)       (2 574)           -      (2 574)
Recognition of share-based payments                            -              -               -         77 829            -            -        77 829            -      77 829
Audited balance at 30 June 2014                        5 798 843      3 836 930          83 746         83 317      111 929       (2 574)    9 912 191      214 567  10 126 758
Total comprehensive income                                     -        978 654         598 833              -            -            -     1 577 487        5 507   1 582 994
Profit for the year                                            -        978 654               -              -            -            -       978 654        5 507     984 161
Other comprehensive income                                     -              -         598 833              -            -            -       598 833            -     598 833
Derecognition of non-controlling interest                      -              -               -              -            -            -             -     (212 822)   (212 822)
Foreign currency translation reserve                           -              -               -              -      (66 189)           -       (66 189)           -     (66 189)
Issue of shares                                          640 576              -               -              -            -            -       640 576            -     640 576
Recognition of non-controlling interests reserve               -              -               -              -            -     (113 909)     (113 909)           -    (113 909)
Recognition of share-based payments                            -              -               -          7 042            -            -         7 042            -       7 042
Audited balance at 30 June 2015                        6 439 419      4 815 584         682 579         90 359       45 740     (116 483)   11 957 198        7 252  11 964 450

SUMMARISED SEGMENTAL ANALYSIS
                                                                         Audited                                            Audited
                                                                       30 June 2015                                       30 June 2014
                                                 Note       Revenue        Net    Investment          Net    Revenue  Net profit  Investment          Net
                                                              R'000     profit    properties  asset value      R'000       R'000  properties  asset value
                                                                         R'000         R'000        R'000                              R'000        R'000
Business segment
Atterbury House                                     1             -          -             -            -      4 462      (9 282)          -            -
Brooklyn Bridge Office Park                         2        71 864     11 727       611 581      224 026     19 222      41 472     608 275      203 377
Great Westerford*                                            34 363     18 982       272 762      204 377     34 529     (21 787)    235 609      181 563
Harlequins Office Park                              3             -          -             -            -      2 694       2 094           -            -
Lynnwood Bridge Precinct                                    144 335     74 517     1 283 202      280 420    118 079      48 852     829 661      300 755
Aurecon Building                                             97 596     23 867       641 770      176 559    101 230      19 093     637 953      152 692
Newtown Junction                                            117 254    (21 896)    1 268 703      217 363          -           -           -            -
The Majestic                                                 12 849      3 905       134 361       27 921          -           -           -            -
PwC Sunninghill                                     4        18 961      4 075       351 306      (29 371)         -           -           -            -
Waterfall - Altech Building*                                  8 142      3 225        40 647       25 296      3 803       4 634      41 004       15 920
Waterfall - Cell C Campus                                   127 696     47 182       778 013      624 091     64 343     106 358     761 329      882 766
Waterfall - City Lodge                                        5 812       (468)       99 904       46 361          -           -           -            -
Waterfall - Group Five                                       80 008     50 112       543 093      252 420     32 048      82 213     504 420      214 285
Waterfall - Maxwell Office Park - Phase I & II*              26 824     11 060       239 659      121 847      6 495      14 474     130 494       96 504
Waterfall - Novartis                                          2 190     33 303       194 620      122 126          -           -           -            -
Office and mixed use                                        747 894    259 591     6 459 621    2 293 436    386 905     288 121   3 748 745    2 047 862
De Ville Shopping Centre                            3             -          -             -            -     20 204      31 074           -            -
Glenfair Boulevard Shopping Centre                           50 208     62 529       388 900      359 709     44 197      35 901     349 646      281 698
Sanridge Square                                     3             -          -             -            -        511       2 016           -         (388)
Garden Route Mall                                           122 846     74 004     1 186 014      452 361    114 759     110 978   1 111 741      362 632
Brooklyn Mall*                                               71 999     36 919       677 335      260 397     67 350      75 134     637 515      239 287
Mooirivier Mall                                             113 591     56 078     1 042 802      398 427    115 524      84 173     992 265      440 212
Andringa Walk                                                24 864        711       169 323       65 922     23 444       3 163     160 512     (110 516)
Eikestad Mall^                                               65 200     26 021       529 416      202 783     60 121      17 461     503 449       97 335
Mill Square^                                                  7 596      1 778        78 975       30 161      4 214         260      73 196        9 365
Waterfall Corner                                             28 758     10 447       185 440       88 943      6 723      32 438     169 592       43 666
Waterfall Lifestyle                                          14 751     10 324       112 371       28 172          -           -           -            -
Retail                                                      499 813    278 811     4 370 576    1 886 875    457 047     392 598   3 997 916    1 363 291
Waterfall - Angel Shack                                       4 728      5 629        32 931       23 631          -           -           -            -
Waterfall - Covidien                                          8 911     18 589       108 442       20 949          -           -           -            -
Waterfall - Cummins*                                          1 105     14 357        78 008       76 814          -           -           -            -
Waterfall - Drager                                            6 829     12 601        71 250       32 118          -           -           -            -
Waterfall - Massbuild Distribution Centre                    32 939     16 073       243 439       40 028     31 701       1 471     224 962       49 612
Waterfall - Westcon                                           9 977      9 209        99 176       88 324          -           -           -            -
Light industrial                                             64 489     76 458       633 246      281 864     31 701       1 471     224 962       49 612
Le Chateau                                                        -         (4)       17 000       14 755          -         (70)     17 000       14 753
Waterfall - Development rights                                    -     68 751     1 467 422    1 467 387          -      24 154   1 503 549    1 503 471
Waterfall - Infrastructure and services                          25     (7 751)      615 991      207 744          -     (31 149)    446 046      316 217
Vacant land                                                      25     60 996     2 100 413    1 689 886          -      (7 065)  1 966 595    1 834 441
Newtown - Carr Street                                             -          -         8 569        8 569          -           -           -            - 
Newtown - City Lodge                                              -      4 656        73 018       25 425          -           -           -            -
Waterfall - Allandale Building                                    -      3 627        69 848       52 023          -           -           -            -
Waterfall - Hilti                                                 -      9 963        38 981       28 575          -           -           -            -
Waterfall - Mall of Africa^                                       -    339 686     2 010 139      624 601          -     141 149     994 714      732 865
Waterfall - Maxwell Office Park - Phase III*                      -     15 795       101 658       12 456          -           -           -            -
Waterfall - PwC Tower~                                            -     27 895       152 688      187 564          -           -           -            -
Waterfall - Servest                                               -     28 073       127 134       40 125          -           -           -            -
Waterfall - Stryker                                               -     11 662        41 982       18 898          -           -           -            -
Waterfall - Angel Shack                                           -          -             -            -          -       1 134      21 031       18 705
Waterfall - City Lodge                                            -          -             -            -          -       5 156      63 086       60 755
Waterfall - Covidien                                              -          -             -            -          -       2 903      39 236       35 513
Waterfall - Cummins*                                              -          -             -            -          -       1 118      24 312       15 216
Waterfall - Drager                                                -          -             -            -          -       2 968      30 535       29 378
Waterfall - Maxwell Office Park - Phase II*                       -          -             -            -          -       8 281      83 671       72 491
Waterfall - Novartis                                              -          -             -            -          -       5 146      54 168       49 292
Waterfall Lifestyle                                               -          -             -            -          -      (1 516)     87 299       84 867
Waterfall - Westcon                                               -          -             -            -          -         489      52 348       46 436
Lynnwood Bridge - Phase III                                       -          -             -            -          -       8 149     308 639      115 081
Newtown Junction                                                  -          -             -            -          -       6 035     987 919      187 323
The Majestic                                                      -          -             -            -          -      19 194     144 161       24 190
Developments                                                      -    441 357     2 624 017      998 236          -     200 206   2 891 119    1 472 112
Head office/other                                               714    465 781             -    4 832 041      1 197     220 669           -    3 359 440
Total                                                     1 312 935  1 582 994    16 187 873   11 964 450    876 850   1 096 000  12 829 337   10 126 758

Notes:          
1. Held for sale as at 30 June 2013, sold prior to 30 June 2014
2. Acquired during prior year
3. Disposed of during prior year
4. Acquired during current year
5. 100% held in prior year, 80% held in current year

Represents Attacq's undivided share in the property: *50%; #25%; ^80%; ~75%

Commentary

Introduction
Attacq is a leading South African capital growth property company listed on the JSE. Attacq's vision is to deliver exceptional sustainable capital
growth through creative local and international real estate developments and investments. Attacq pursues this vision through its strategic drivers of
Invest, Develop and Grow. Attacq's business has two key focus areas: Investments and Developments. Investments comprise completed buildings held
directly and indirectly. Developments comprise land, greenfields development of land or brownfields development by refurbishment of existing
buildings. Investments provide stable income and balance sheet strength to responsibly secure and fund high-growth opportunities within Developments.
Attacq has a total asset value of R23.3 billion (2014: R18.5 billion), including landmark commercial and retail property assets and developments. Its
portfolio of properties and investments consists of geographically diverse assets across South Africa as well as a growing representation of
international investments in sub-Saharan Africa via retail-focused AttAfrica Limited ("AttAfrica") and in Germany, Switzerland and the United Kingdom via
a strategic stake in MAS Real Estate Inc. ("MAS").

Highlights
- Net asset value per share ("NAVPS") adjusted for deferred tax increased by 17.9% to R18.98
- Net rental income increased by 47.6% to R954.0 million
- The long-awaited 131 038 m2 Mall of Africa is on track to open in April 2016
- 13 new developments completed contributing to a 45.1% increase in attributable primary gross leasable area ("GLA") to 565 796 m2
- Average cost of debt reduced to 9.0% (2014: 9.5%) with 75% of total committed debt facilities hedged (2014: 63%)

Net asset value ("NAV") and NAVPS
NAV attributable to Attacq shareholders increased by 20.6% compared with the prior year. NAVPS adjusted for deferred tax increased by 17.9% from
R16.10 to R18.98 and NAVPS increased by 15.5% from R14.77 to R17.06.

Capital raised
On 9 December 2014, Attacq raised R640 million in cash by way of a vendor placement of 29.6 million shares at R21.60 per share to fund the
acquisition of the non-controlling interest in Attacq Waterfall Investment Company (Pty) Ltd ("AWIC"), as detailed further below.

Non-controlling interests acquired
The acquisition of the non-controlling interests in AWIC and Lynnaur Investments (Pty) Ltd ("Lynnaur") detailed below took place at a premium to the
accounting NAV of each entity, resulting in the acquisition of non-controlling interests reserve increasing by R113.9 million. The premium paid to
accounting NAV was justified by the existence of future economic benefits not reflected in the underlying assets' carrying values as at the
transaction date.

AWIC transaction
In December 2014, as part of Attacq's strategy to manage the entire Waterfall pipeline and to take full control of the strategic planning and
management of Waterfall, including the roll out of its infrastructure, Attacq became the sole shareholder of AWIC. Atterbury Property Holdings (Pty)
Ltd ("Atterbury") previously held an 18.775% effective shareholding in AWIC. The total purchase consideration for Atterbury's stake was 
R655.1 million.

The AWIC transaction enables Attacq to accelerate the unlocking of value in respect of the Waterfall development rights by engaging, without
restriction, with Atterbury and other developers. This strategy was formulated jointly with Atterbury, which is increasing its development capacity
in other markets including Central and Eastern Europe, a direction which supports Attacq's diversification strategy.

As part of the AWIC transaction, Attacq secured a pre-emptive right in respect of all material developments to be undertaken by Atterbury, locally
and internationally, thus ensuring Attacq's continued access to Atterbury's development pipeline.

In return for the pre-emptive right, the disposal by Atterbury of its shareholding in AWIC and the amendments to Atterbury's exclusive rights to act
as Waterfall's developer, Attacq reduced its shareholding in Atterbury from 25% to 10% for a consideration of R83 million. Attacq has retained a
seat on Atterbury's board of directors. From an accounting perspective, no value was attributed to the pre-emptive right.

Lynnaur
Effective 12 December 2014, Attacq acquired the 25% non-controlling interest in Lynnaur, the owner of the Aurecon Building in Pretoria, for an amount
of R50 million. Attacq is now the sole owner of all the properties located in the Lynnwood Bridge Precinct, in accordance with Attacq's acquisition
strategy of owning properties located in strong nodes.

Acquisitions
Acquisition of PwC Sunninghill offices
Effective 31 January 2015, AWIC acquired 100% of the issued share capital and loan claims of Micawber 832 (Pty) Ltd ("Micawber"), the owner of the
PwC offices located in Sunninghill, Gauteng, for a total consideration of R71.7 million.

Attacq has measured identifiable assets and liabilities at fair value at the acquisition date as follows:

                                                             R'000
Purchase consideration                                      71 670
Total identifiable net liabilities acquired at fair value   38 000
Identifiable assets acquired                              (365 595)
Liabilities acquired, including deferred tax recognised    403 595

Goodwill recognised, subsequently
impaired via profit and loss                               109 670

The purchase consideration, which was in excess of the fair value of the identifiable net assets acquired, was factored into the development
feasibility of PwC's new 26-storey head office in Waterfall City as well as the 12-year lease entered into with PwC for the new premises. R109.7
million has been recognised in operating and other expenses as an impairment of goodwill.

Waterfall Wi-Fi rights
During the year, AWIC acquired the Wi-Fi rights in respect of all its Waterfall land parcels for an amount of R80 million.
This amount is recognised as an intangible asset as at 30 June 2015.

Disposals
Part-disposal of stake in Atterbury and disposal of 20% undivided share in the Mall of Africa
As part of the AWIC restructure, AWIC disposed of a 20% undivided share in the Mall of Africa for R318 million to Atterbury, which prior to the
restructure held an effective 18.775% stake in the mall. An agterskot is payable to Attacq for the additional 1.225% stake acquired by Atterbury in
the mall. The amount will be re-measured with reference to the market value of the mall one year after its opening which is scheduled for April 2016.

Restructure of African Land Investments Limited ("ALI")
During the year, Attacq and Hyprop Investments Limited ("Hyprop") restructured 50% of Manda Hill Mall under AttAfrica, with the remaining 50% being
held directly by Hyprop. Attacq's 12.43% shareholding in ALI was disposed of effective 1 July 2014 for an amount of R110.4 million.

Disposal of Rapfund Holdings (Pty) Ltd ("Rapfund")
In July 2014, Attacq sold its shareholding in Rapfund to a consortium of existing and new Rapfund shareholders for an amount of R139 million.

Financial position               30 June 2015  30 June 2014
Investment property                     R'000         R'000
Completed developments             11 945 642     8 281 224
Developments under construction     2 624 017     2 891 119
Development rights                  1 467 422     1 503 549
Infrastructure and services           615 991       446 046
Vacant land                            17 000        17 000
Per valuation                      16 670 072    13 138 938
Straight-line lease debtor           (482 199)     (309 601)
Total                              16 187 873    12 829 337

Completed developments
During the year, the following properties under development were completed or acquired. Attacq's attributable share of the total of 190 865m2 GLA of
these properties is 176 376m2:

Property                                       Sector      Completion  Primary GLA  Occupancy
                                                                 date          (m2)         %
Waterfall
Waterfall Lifestyle                            Retail       July 2014        7 139         60
Maxwell Office Park - Premier Foods^           Office       July 2014        4 000        100
Angel Shack                                Industrial     August 2014        4 652        100
Westcon                                    Industrial  September 2014        8 087        100
Drager                                     Industrial   November 2014        5 027        100
Maxwell Office Park - Honda^                   Office   November 2014        3 972         76
City Lodge                                      Hotel   November 2014        6 180        100
Covidien                                   Industrial   December 2014       11 082        100
Novartis                                       Office      April 2015        7 982        100
Cummins^                                   Industrial       June 2015       21 007        100
Other
Lynnwood Bridge Phase III (Lynnwood)           Office    October 2014       14 219         69
Newtown Junction (Newtown)            Retail & Office    October 2014       63 564         93
The Majestic (Newtown)                         Office  September 2014        8 429         69
Acquisitions
PwC (Sunninghill)                              Office    January 2015       25 525        100
Total                                                                      190 865         92

100% of the GLA is reflected above
^ Attacq has a 50% undivided share in the property

Developments under construction
The following properties were either under development at 30 June 2015 or were secured subsequently thereto:

Property                                  Sector     Anticipated  Primary GLA  % pre-let
                                                      completion         (m2)*
                                                            date
Under development
Waterfall
Mall of Africa#                           Retail      April 2016      131 038        >90
Maxwell Office Park - Colgate^            Office     August 2015        4 242        100
Maxwell Office Park - Mac Mac House^      Office    October 2015        6 280        >75
Allandale Building                        Office     August 2016       14 670        >30
PwC Tower~                                Office   February 2018       40 000        100
Stryker                               Industrial  September 2015        3 219        100
Hilti                                 Industrial  September 2015        3 821        100
Servest                               Industrial       July 2015        6 650        100
Other
City Lodge (Newtown)                       Hotel   December 2015        4 228        100
Secured post 30 June 2015
Waterfall
Maxwell Office Park - Magwa House^        Office     August 2016        7 086          -
Torre Industries                      Industrial     August 2016        8 910        100
PWC Annex~                                Office   February 2018        5 223        100
Speculative warehouse                 Industrial       June 2016        8 250          -
Total                                                                 243 617        >83

* Estimated GLA for 100% of development. Subject to change upon final remeasurement post completion
Attacq has an undivided share in the property: #80%; ^50%; ~75%

Development rights

Development rights are AWIC's contractual rights to develop certain land parcels in Waterfall. These rights form a material element of the overall
land valuation. As at 30 June 2015, 1.37 million m2 (2014: 1.39 million m2) of Waterfall's total bulk of 1.83 million m2 (2014: 1.75 million m2)
remains available for development.

Infrastructure and services

The net growth in infrastructure and services is as a result of the costs incurred to service the Waterfall land in preparation for the development
of Waterfall City and future top structures. While this asset generated no cash return, it creates the platform for future economic benefits with
respect to top structure developments.

Investments in and loans to associates

MAS
During the year, Attacq's shareholding in MAS decreased slightly from 47.3% to 45.3%, largely due to the issue of new shares by MAS as part of the
transaction to internalise its asset manager. MAS has achieved both strong balance sheet and income growth for the 2015 financial year, increasing
its adjusted NAVPS by 16.8% to EUR1.21 per share. Attacq's equity accounted investment in MAS increased from R1.9 billion to R2.2 billion, driven
largely by MAS' strong performance.

MAS' underlying development pipeline remains strong and, with its low portfolio gearing of 4.8% and bank funding available at attractive interest
rates, MAS has the ability to create further value by optimising its capital structure.

Included in other financial assets and in other comprehensive income in 2015, is an amount of R359.4 million (EUR26.4 million), being an estimate of
the fair value of the agterskot payable by MAS to Attacq following Attacq's disposal of Karoo Investment Fund S.C.A. SICAV-SIF ("Karoo") to MAS in
December 2013. The agterskot is payable on Karoo's anticipated termination in January 2016 and will be settled by way of the issue of new MAS shares.

AttAfrica
During the year, Atterbury Africa Limited ("Atterbury Africa") was rebranded as AttAfrica following the restructure of 50% of Manda Hill Mall under
Atterbury Africa and the merger of the management teams of ALI and Atterbury Africa. Attacq's investment in AttAfrica increased to R599.3 million
during the year, which increase was utilised to part fund AttAfrica's underlying development pipeline and the Manda Hill Mall acquisition noted above
under disposals. At 30 June 2015, AttAfrica's underlying assets were as follows:

Property and location                   Location      GLA  AttAfrica                    AttAfrica     Attacq
                                                     (m2*) ownership  attributable property value  effective
                                                                   %                     (USD'000)  interest
                                                                                                           %
Completed developments
Accra Mall                          Accra, Ghana   19 000         47                       40 782       14.7
West Hills Mall                     Accra, Ghana   27 500         45                       40 140       14.1
Manda Hill Mall                   Lusaka, Zambia   44 000         50                       76 700       15.6
Developments under  construction
Achimota Mall                       Accra, Ghana  14 624*         75                       24 098       23.4
Kumasi City Mall                    Accra, Ghana  18 360*         75                       18 227       23.4
Waterfalls                        Lusaka, Zambia        -         25                        1 013        7.8

* Proposed size

Planned disposal of Mauritian assets and Bishopsgate Holdings Ltd ("Bishopsgate")
Non-current assets held for sale as at 30 June 2015 comprises an amount of R656.4 million in respect of Attacq's 49.9% shareholding in each of
Bagaprop Ltd and Mall of Mauritius at Bagatelle Ltd, the owners of the Bagatelle Mall and the Bagatelle Precinct's development land respectively, as
well as an amount of R28.0 million in respect of a 30% shareholding in Bishopsgate, the owner of a student residential development in Birmingham,
United Kingdom. All of these assets were equity accounted in the prior year and presented under investments in associates and are now presented under
non-current assets held for sale.

Attacq has decided to exit its Mauritian investments in order to pursue more favourable investment opportunities.

Other financial assets
In addition to the Karoo agterskot of R359.4 million, other financial assets include an amount of R434.1 million owed by Atterbury for the
acquisition of their 20% undivided share in the Mall of Africa. The amount is due to be settled upon completion of the mall in April 2016.

Other investments
Other investments decreased by a net of R121.3 million compared with the prior year due to the restructure of ALI under AttAfrica during the current
year. Attacq's remaining 10% shareholding in Atterbury is included in other investments in the current year. In 2014, prior to the AWIC restructure,
Attacq held 25% of Atterbury which was equity accounted under investment in associates. Also included in other investments is Attacq's 19.9% interest
in Stenham European Shopping Centre Fund Ltd, the owner of the Nova Eventis regional shopping centre in Leipzig, Germany.

Borrowings
Total net interest-bearing borrowings increased by 34.6% compared to 30 June 2014 with additional debt being incurred to fund Attacq's growing
property portfolio.

Gearing, calculated as total net interest-bearing debt less cash on hand to total assets, increased from 34.0% as at 30 June 2014 to 36.3% as at 30
June 2015. In order to mitigate interest rate risk, approximately 75.0% (2014: 63.0%) of total committed facilities of R12.0 billion as at 30 June
2015 (2014: R10.4 billion) was hedged in terms of either fixed interest rate loans or interest rate swaps. The weighted average cost of funding has
improved from 9.5% in 2014 to 9.0% in 2015.

Financial performance

Profit before taxation
Net rental income
Net rental income, which includes straight-line lease income adjustments, increased by 47.6% compared with the previous year. A year-on-year
comparison of net rental income is of limited use due to changes in the property portfolio with 13 properties being completed during the current year
(2014: five), one property being acquired (2014: one) and four properties being disposed of during 2014 as well as the impact of the internalisation
of the asset management function during the 2014 financial year.

Vacancies
Overall portfolio vacancies, measured in terms of primary GLA, have increased by 10 068m2 compared with 30 June 2014. On a like-for-like basis,
vacancies have decreased by 765m2. The balance of the vacant space relates primarily to Newtown Junction, The Majestic, Lynnwood Bridge Phase III and
Waterfall Lifestyle, all of which came into operation during the financial year. Subsequent to year end, 7 926m2 of the vacant space in these
properties has been taken up.

                   30 June 2015  30 June 2014
Sector                  Vacancy        Vacant  Vacancy  Vacant
                              %        GLA m2        %  GLA m2
Retail                      1.8        10 387      0.9   3 317
Office                      2.2        12 387      2.4   9 389
Industrial                    -             -        -       -
Hotel                         -             -        -       -
Portfolio vacancy           4.0        22 774      3.3  12 706


Other income
Other income of R205.6 million includes foreign exchange gains of R65.6 million, a profit of R28.1million realised on the disposal of the 20%
undivided share in the Mall of Africa as well as the profit generated by the disposal of the 15% shareholding in Atterbury.

Operating and other expenses
The 2014 results include a loss of R68.1 million realised on the disposal of Attacq's investment in Karoo in return for a then 23.4% stake in MAS.
The MAS agterskot of R359.4 million recognised in the current year is included under other comprehensive income. Included in operating and other
expenses in the current year is a R109.7 million impairment of goodwill relating to the acquisition of Micawber as detailed earlier under
acquisitions.

Fair value adjustments
Compared with the prior year, fair value adjustments on investment properties increased by 20.8% to R1.1 billion. Fair value adjustments on
investment properties, after accounting for straight-line lease income adjustments, is made up as follows:

                                                       30 June 2015  30 June 2014
                                                              R'000         R'000
Completed developments                                      434 677       325 389
Developments under construction                             591 562       560 113
Development rights                                           84 472        33 592
Total fair value adjustments in investment properties     1 110 711       919 094


Property valuations as at 30 June 2015 are based on external valuations performed by Jones Lang LaSalle (Pty) Ltd, Old Mutual Investment Group (South
Africa) (Pty) Ltd and Mills Fitchet KZN CC.

The valuation in respect of Waterfall's development rights is based on an external valuation performed on a freehold basis. The valuation is then
adjusted downward by management to take into account, inter alia, the nature of the contractual rights and the estimated future rental obligations
attached to the development rights.

Investment income
Included in investment income in the current year is interest income of R113.9 million and dividend income of R28.6 million. The June 2014 financial
results include a once-off dividend of R325.8 million resulting from the unbundling of the underlying investments held by Attacq via investments in
various associates.

Finance costs
Finance costs increased by 17.8% compared with the prior year. Included in the June 2014 financial year is a non-cash, non-recurring amount of R123.6
million arising from the transaction concluded between Attacq, Atterbury Investment Managers (Pty) Ltd and Razorbill Properties 91 (Pty) Ltd 
(a wholly-owned subsidiary of Attacq) as fully detailed in Attacq's listing prospectus and as approved by shareholders at the general meeting held on
27 August 2013. Excluding this amount, the increase is 49.6% which is attributable to the 13 properties completed over the last 12 months, resulting in
the related finance costs being expensed and no longer capitalised to the specific development.

Change in directors and company secretary
Lebo Masekela resigned from the board with effect from 30 November 2014. Keneilwe Moloko was appointed to the board with effect from 2 February 2015.
Talana Smith resigned as company secretary, effective 11 March 2015 and Tasja Kodde was appointed as company secretary effective from the same date.
Effective 1 July 2015, Brett Nagle joined the board as a non-executive director, Louis van der Watt's status changed from executive to non-executive
and Wilhelm Nauta's status changed from non-executive to independent non-executive.

Subsequent events
Attacq, via a 48.8% shareholding in Atterbury Cyprus Limited ("Atterbury Cyprus"), acquired an effective 48.6% interest in ITTL Trade & Tourist Leisure
Park Plc, owner of the Shacolas Emporium Park and an effective 48.3% interest in Woolworth Commercial Centre Plc, the owner of The Mall of Engomi.
The properties are located in Nicosia, the capital city of Cyprus and were secured together with Atterbury Europe BV which, together with minorities,
owns the balance of the shareholding in Atterbury Cyprus. The 47 000m2 Shacolas Emporium Park is in the heart of Nicosia and comprises the 27 000m2
Mall of Cyprus and a 20 000m2 Ikea store. It attracts over five million shoppers and visitors annually. The Mall of Engomi is a 13 600m2 retail
centre located in the west of Nicosia and attracts more than 1.5 million visitors annually. Both centres provide expansion opportunities. Attacq's
share of the acquisition costs was EUR48.4 million and payment was made during the course of July 2015, prior to the recent depreciation in the Rand.

Prospects
Locally, in addition to optimising its growing R11.5 billion portfolio of operational properties and delivering on its Waterfall pipeline, Attacq
remains on the lookout for other growth opportunities. The Waterfall node continues to strengthen with 13 new properties being completed during the
current year, adding over 135 000m2 GLA to Attacq's portfolio and at year end a further 12 developments are underway or secured. The super-regional
Mall of Africa is on track to open in April 2016 and is expected to act as a strong catalyst for demand for premises in the surrounding Waterfall
City land parcel, which has a further 651 911m2 of bulk available for development. Waterfall City is seen to be the most significant South African
development of the decade and continues to attract local and international attention as the new corporate headquarters destination on the African
continent.

Internationally, Attacq's acquisition of assets in Cyprus subsequent to year end is part of a bigger Central and Eastern European strategy which is
intended to provide increased exposure to the Euro. MAS' deployment of proceeds from its 2014 EUR180 million capital raise is starting to bear fruit
and additional value should be created by MAS as it optimises its portfolio and capital structure.

Basis of presentation of summarised provisional consolidated financial statements
These summarised provisional consolidated financial statements for the year ended 30 June 2015 have been prepared in accordance with the framework
concepts and the measurement and recognition requirements of International Financial Reporting Standards ("IFRS") and the SAICA Financial Reporting
Guides as issued by the Accounting Practices Committee and the Financial Reporting Pronouncements as issued by the Financial Reporting Standards
Council, and include disclosure as required by IAS 34: Interim Financial Reporting ("IAS 34"), the JSE Listings Requirements and the Companies Act of
South Africa. They do not include all the information required for a complete set of IFRS financial statements. However, selected explanatory notes
are included to explain events and transactions that are significant to an understanding of the changes in the Group's financial position and
performance since the last consolidated financial statements as at and for the year ended 30 June 2015. In preparing these summarised provisional
consolidated financial statements, management made judgements, estimates and assumptions that affect the application of accounting policies and the
reported amounts of assets and liabilities, income and expenses. Actual results may differ from these estimates. These summarised provisional
consolidated financial statements do not include the information required pursuant to paragraph 16A(j) of IAS 34. The audited consolidated and
separate financial statements are available on the company's website, at its registered office and upon request.

The areas that include significant judgements made by management in applying the Group's accounting policies and key sources of estimation
uncertainty were the same as those that were identified in the consolidated financial statements as at and for the year ended June 2014.

Significant accounting policies
Except as described below, the accounting policies applied in these summarised provisional consolidated financial statements are the same as those
applied in the Group's consolidated financial statements as at and for the year ended 30 June 2014 and comply with IFRS. The following amendments to
standards have been adopted by the Group as from 1 July 2014 and have no impact on the results of the Group:
IFRS 2: Share-based Payment
IFRS 3: Business Combinations
IFRS 8: Operating Segments
IFRS 10: Consolidated Financial Statements
IFRS 12: Disclosure of Interest in Other Entities
IFRS 13: Fair Value Measurement
IAS 16: Property, Plant and Equipment
IAS 19: Employee Benefits
IAS 24: Related-Party Disclosure
IAS 27: Separate Financial Statements
IAS 36: Impairment of Assets
IAS 39: Financial instruments: Recognition and Measurement
IAS 38: Intangible Assets
IAS 40: Investment Property

Audit report
The auditor, Deloitte & Touche, has issued its opinion on Attacq's consolidated and separate financial statements for the year ended 30 June 2015.
The audit was conducted in accordance with International Standards on Auditing. The auditor early-adopted the International Auditing and Assurance
Standards Board's new and revised Auditor Reporting Standards and related conforming amendments, with the most significant change being the inclusion of
Key Audit Matters in the auditor's report. Deloitte & Touche has issued an unmodified opinion. A copy of the auditor's report together with a copy of
the audited consolidated and separate financial statements is available for inspection at the company's registered office and on the
company's website.

These summarised provisional consolidated financial statements have been derived from the Group's consolidated financial statements and are
consistent in all material respects with the Group's consolidated financial statements for the year ended 30 June 2015, but is not itself audited.
The directors take full responsibility for the preparation of these summarised provisional consolidated financial results and confirm that the
financial information has been correctly extracted from the underlying audited consolidated financial statements. Any reference to future financial
information included in this announcement has not been reviewed or reported on by the auditor. Shareholders are advised that, in order to obtain a
full understanding of the nature of the auditor's engagement, they should obtain a copy of that report together with the audited consolidated
financial statements as at 30 June 2015 from the company's registered office or from the company's website.

The preparation of the financial information was supervised by Melt Hamman CA(SA), financial director of Attacq.

On behalf of the board

P Tredoux                                MC Wilken
Chairman                                 CEO
22 September 2015

Directors
P Tredoux#* (Chairman)
MC Wilken (CEO)
M Hamman (FD)
LLS van der Watt*
AW Nauta#*
JHP van der Merwe*
S Shaw-Taylor#*
HR El Haimer#*
PH Faure*
MM du Toit#*
KR Moloko#*
B Nagle*

# Independent
* Non-executive

Company secretary
T Kodde

Registered office
Att House, 2nd Floor
Maxwell Office Park
Magwa Crescent West
Waterfall City
2090

Postal address
PostNet suite 205
Private Bag X20009
Garsfontein
0042

Transfer secretaries
Computershare Investor Services (Pty) Ltd
Ground Floor, 70 Marshall Street, Johannesburg, 2001
(PO Box 61051, Marshalltown, 2107)

Sponsor
Java Capital

22 September 2015


Date: 22/09/2015 07:15:00 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