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

OCTODEC INVESTMENTS LIMITED - Unaudited Interim Results 2018

Release Date: 23/04/2018 07:05
Code(s): OCT     PDF:  
Wrap Text
Unaudited Interim Results 2018

Octodec Investments Limited 
Incorporated in the Republic of South Africa  
Registration number: 1956/002868/06  
Share code: OCT  
ISIN: ZAE000192258
REIT status approved  

Octodec Investments Limited

UNAUDITED INTERIM RESULTS 2018

Creating value beyond financial return

Octodec Investments Limited (Octodec or the group or the company) is listed on the JSE Limited (JSE) as a real estate
investment trust (REIT) with a portfolio of 309 properties valued at R12.9 billion, which includes a 50% interest in
four joint ventures. The group invests in the retail, residential, shopping centre, industrial and office property
sectors and all of the properties are situated in Gauteng.

Octodec is well-positioned to continue taking advantage of opportunities in the Tshwane and Johannesburg CBDs.  
The group's primary objective is to improve the existing properties in strategic investment nodes with the objective 
of attracting new tenants and improving rental income.

Octodec has contracted City Property Administration Proprietary Limited (City Property), to perform its asset and
property management functions.

- 309 properties valued at R12.9bn
- 66.3% of our portfolio is in Tshwane
- 33.7% of our portfolio is in Johannesburg

Measuring performance
- 101.7 cents per share distributed for the six-month period (2017: 104.8 cents)
- R29.62 net asset value (NAV) per share
- 3.2% like-for-like growth in rental income for the six-month period
- 97.5% of exposure to interest rate risk is hedged
- 37.1% loan to investment value (LTV)
- 9.2% all-in annual weighted average cost of borrowings
- Sharon's Place development substantially completed 

Rental income % by sector
- Retail
  36.9% (FY2017: 37.1%)
  10.6% shopping centres (FY2017: 10.0%)
  26.3% retail - shops (FY2017: 27.1%)
  
- Residential
  30.5% (FY2017: 29.5%)

- Offices  
  20.7% (FY2017: 21.1%)
  
- Industrial
  7.5% (FY2017: 8.2%)
  
- Parking
  4.4% (FY2017: 4.1%)

Geographical analysis of the rental income
                                           % of Total
                                            portfolio
Tshwane CBD                                     33.2%
Johannesburg CBD                                21.2%
Tshwane Other                                   12.7%
Johannesburg and Surroundings                   12.5%
Tshwane Hatfield                                 7.1%
Tshwane Arcadia                                  5.0%
Silverton and Surroundings                       4.3%
Waverley, Gezina, Moot                           4.0%


Review of results

During the period under review, the local operating environment was plagued by political and policy uncertainty which
weighed heavily on consumer confidence and local economic growth. With this in mind our approach was to increase our
focus on the core property fundamentals and position ourselves to continue to provide shareholders with sustainable value
creation. We increased our focus on the disposal of non-core and under-performing properties.

Octodec's board has declared a dividend of 101.7 cents per share for the six-month period ended 28 February 2018. 
The dividend was impacted by pressure on rental income growth as a result of the sluggish performance of the local 
economy, and the reduction in distributable income during the let-up phase of The Manhattan, One on Mutual and Sharon's 
Place. Total revenue earned on a contractual basis increased by 3.5% (28 February 2017: 5.3%) and property operating 
expenses increased by 2.2% compared to the prior comparative period. The gross operating cost ratio to contractual 
revenue reduced to 44.2% (31 August 2017: 45.9%). Operating costs, net of assessment rates, utility recoveries and 
other recoveries, were at 28.3% (31 August 2017: 30.9%) of contractual rental income. This was due to an increased 
focus on cost reductions and improved efficiencies.

Salient features 
                                                                        6 months          6 months     
                                                             %       28 February       28 February     
                                                        Change              2018              2017    
                                                                           R'000             R'000    
Revenue - earned on contractual basis                      3.5           929 656           897 813    
Net property income - earned on contractual basis          4.7           518 866           495 683    
Investment property including joint ventures               1.9        12 904 343        12 664 048    
Shareholders' funds                                        1.9         7 884 600         7 736 852    
Interest bearing borrowings                                2.1         4 832 687         4 734 847    
Shares in issue (�000)                                                 266 198           261 539    
Net asset value (NAV) per share (cents)                    0.1             2 962             2 958    
Loan to investment value (LTV) ratio (%)                                    37.1%             37.2%    
Distribution to shareholders                              (1.2)          270 779           274 137    
Distribution per share (cents)                            (3.0)            101.7             104.8    

The core portfolio, represented by those properties held for the previous comparable period with no major development
activity, reflected like-for-like rental income growth of 3.2%. Rental achieved from retail shopping centres and 
parking showed the strongest growth, at 7.0% and 9.6% respectively. The residential portfolio showed lower growth 
in like-for-like rental income of 1.4%. 

This lower growth is mainly attributable to increased vacancies and lower escalations of rental rates during the
period, mainly in Hatfield and the Tshwane CBD. A number of new competitors entered the Hatfield market, resulting 
in increased supply of residential accommodation. Marketing efforts and an enhancement of the tenant offering to 
address the increased competition are bearing results with a reduction in residential vacancies achieved after 
28 February 2018 to 3.7%. 

Rental income from shopping centres increased by 7.0% compared to the same period in the prior year. However, we 
do not anticipate a similar performance in the second six-months due to increased vacancies at the end of 
February 2018.

Percentage increase in like-for-like rental income for the six-month period ended 28 February 2018
Parking                 9.6%
Shopping centres        7.0%
Retail - shops          4.3%
Offices                 2.5%
Residential             1.4%
Industrial              0.8%

Percentage increase in like-for-like rental income of 3.2%

Cost to income ratios
The cost to income ratios are as follows:

                                                       28 February      28 February      31 August    
                                                              2018             2017           2017    
                                                                 %                %              %    
Property costs                                                                                        
Gross basis                                                   44.2             44.8           45.9    
Net basis                                                     28.3             29.6           30.9    
Property and administration costs                             49.4             49.0           50.2    
Gross basis                                                                                           
Net basis                                                     35.0             34.6           36.0    

Property costs, both on a gross and net basis, have decreased compared to the prior period. This is largely due to 
the reversal of an accrual for tenant installations which did not occur as well as accruals for electricity and water,
which estimate was revised in the current period, based on our experience with billings from the Councils. 

Bad debt write-offs and provisions during the period remained unchanged at 1.2% of total tenant income (28 February
2017: 1.2%). Despite the sustained economic pressure, arrears and doubtful debt provisions remain at acceptable 
levels as a result of tight credit risk management. No significant deterioration is anticipated in the near future.

The administrative costs increased by R14.6 million compared to the same period in 2017, mainly due to once-off costs
incurred with the negotiation and preparation of the asset and property management agreement, a provision for a VAT
liability relating to prior periods as well as an overall increase in administration expenses. 

Finance costs for the period amounted to R213.9 million, an increase of 7.5% compared to the prior period. The 
all-in weighted cost of borrowings remained at 9.2% per annum (31 August 2017: 9.2%). This is mainly due to increased
borrowings to fund developments and projects, as well as the cost of additional interest rate hedging contracts 
entered into during the period. 

Investing for growth
Developments
Sharon's Place, a large, well-located residential development consisting of 400 residential units, 5 660 m2 of ground
floor retail, anchored by Shoprite and Clicks, and 289 parking bays, is adjacent to the new Tshwane House municipal
development in the Tshwane CBD. The total cost of the project, excluding land costs, is R356.0 million. The initial 
annual yield, excluding land costs, is expected to be 7.3% when fully let. The retail portion of the property was 
completed in July 2017 and Block B of the residential section, which consists of three blocks, was complete as at 
28 February 2018. Blocks A and C are expected to be completed in phases by June 2018. There has been a strong 
demand for the residential units, with all units in Block B being let shortly after completion thereof. 

The group has several smaller projects under way, in line with Octodec's strategy to upgrade, maintain and extract
value from its property portfolio. These include the upgrade of North City, an office block in Braamfontein and The
Tannery, a multi-tenanted industrial complex situated in Silverton, Tshwane. These projects will not only improve 
the occupancy levels and enhance the value of the portfolio, but will also contribute to the upliftment of the areas 
in which Octodec is predominantly invested.

Octodec is in the planning phase of a residential development, Reinsurance House, which is situated in a prime
location in the Johannesburg CBD. This development will only commence when a suitable yield of at least 8.5% is 
achievable. The total development cost is expected to be approximately R110 million.

Disposals
In line with the decision to dispose of non-core or under-performing properties, the group disposed of a further ten
properties during the period, six of which have been transferred for a total consideration of R43.8 million. Transfer 
of the remaining four properties for a total consideration of R44.8 million is expected to take place before the 
2018 financial year-end.

Properties disposed of and transferred before 28 February 2018
                                                              Total    Profit/(loss)                        Exit     
                                                      consideration      on disposal         Transfer      yield    
PROPERTY                    LOCATION                      R'million        R'million             date          %    
Pretboy                     Tshwane Other                       3.2             (0.4)   February 2018        7.1    
Pretwade                    Wadeville Johannesburg             10.5                -    February 2018        3.6    
Sharp Centre                Tshwane CBD                         5.7                -     October 2017       10.0    
Iskemp                      Isando, Johannesburg               18.0              1.1    February 2018        1.2    
119 & 121 Albertina Sisulu  Johannesburg CBD                    5.6              0.2    December 2017        0.1    
Grariv Units 24 and 42      Tshwane Other                       0.8              0.1    December 2017        5.2    
Total                                                          43.8              1.0                         7.1    
                                                                                      
Transfers expected to take place after 28 February 2018                               
                                                              Total    Profit/(loss)         Expected       Exit     
                                                      consideration      on disposal         transfer      yield    
PROPERTY                    LOCATION                      R'million        R'million             date          %    
Swemvoor                    Gezina, Tshwane                     9.1              0.8        June 2018        5.0    
Viskin                      Tshwane CBD                         3.0             (0.3)        May 2018        9.0    
Tronap                      Tshwane North                       6.7                -        June 2018       10.0    
Medical Towers              Johannesburg CBD                   26.0              0.9        June 2018        4.0    
Total                                                          44.8              1.4                         5.5    

Vacancies
Vacancies in the Octodec portfolio at 28 February 2018, including properties held for redevelopment, amounted to 
18.5% (31 August 2017: 19.0%) of gross lettable area. The core vacancies, which exclude the gross lettable area 
relating to properties held for development, those currently being redeveloped and those recently redeveloped, 
amounted to 10.8% (31 August 2017: 10.7%).

Vacancies by sector as at 28 February 2018
                                                                         Properties                       
                                           Gross                           held for                      
                                        lettable                      redevelopment                       
                                            area          Total         or recently           Core    
                                           (GLA)      vacancies           developed      vacancies   
                                              m2              %                   %              %   
                                                                                                      
Offices                                  509 084           37.5               (22.2)          15.3    
Retail - shops                           390 556            9.2                   -            9.2    
Retail - shopping centres                 92 198            6.2                   -            6.2    
Industrial                               263 050           14.5                   -           14.5    
Residential                              396 962            8.7                (3.3)           5.4    
Total                                  1 651 850           18.5                (7.7)          10.8    
31 August 2017                                                                                        
Offices*                                 509 848           36.7               (21.8)          14.9    
Retail - shops*                          398 105           10.8                (1.6)           9.2    
Retail - shopping centres                 91 867            4.6                   -            4.6    
Industrial                               270 521           12.3                   -           12.3    
Residential                              394 721           12.3                (5.1)           7.2    
Total                                  1 665 062           19.0                (8.3)          10.7    
* In order to provide a meaningful comparison, certain GLA was re-allocated from retail - shops to Offices 
  in 2017.

Residential total vacancies include units in Blocks A and C of Sharon's Place which are still under construction 
as at February 2018. Office vacancies are expected to increase due to a large government tenant currently occupying 
3 100 m2, who will be vacating in April 2018. As expected, a number of properties held for development, or those 
which are currently under development, have vacancies. 

In recent years, certain office properties such as Fedsure House, Reinsurance House, Van Riebeeck Medical Building 
and Midtown were acquired with high vacancy levels. These office properties, with 112 869 m2 of mothballed space, 
offer significant residential conversion, office redevelopment or disposal opportunities, the value of which will 
be realised over time.
 
Lease expiry profile
Octodec's portfolio features a mix of short to long-term leases. The majority of the leases provide for a monthly
agreement at expiry of the lease. When this occurs an effort is made to conclude longer-term leases. This is 
especially typical of the residential market and leases with small to medium-sized enterprises.

Lease expiry profile as at 28 February 2018 
                                                     Gross                      Monthly               
                                             lettable area                  contractual                
                                                     (GLA)                         rent               
                                                        m2          %             R'000          %    
Residential (12 months and less)                   362 573       21.9            36 175       29.4    
Monthly commercial                                 204 960       12.4            17 200       14.0    
to 28 February 2019                                290 928       17.6            24 601       20.0    
to 28 February 2020                                190 874       11.6            15 300       12.5    
to 28 February 2021                                150 554        9.1            15 677       12.7    
to 28 February 2022                                 67 789        4.1             5 904        4.8    
Thereafter                                          79 175        4.8             8 128        6.6    
Vacancies                                          304 997       18.5                 -          -    
Total                                            1 651 850      100.0           122 985      100.0    

Borrowings
Borrowings as at 28 February 2018
                                                                                  Weighted average     
                                                                                 interest rate per     
                                                                 Amount                      annum    
                                                              R'million                          %    
                                                                                                      
Bank loans                                                      3 705.5                        9.2    
Domestic medium term note programme (DMTN)                      1 127.2                        8.4    
Total borrowings                                                4 832.7                        9.0    
Cost of swaps                                                         -                        0.2    
Total borrowings                                                4 832.7                        9.2    

The group's loan to value ratio (LTV) (value of interest bearing borrowings, net of cash divided by the fair 
value of its investment portfolio) as at 28 February 2018 is 37.1% (31 August 2017: 37.1%). 

Octodec has reduced its exposure to interest rate risk by entering into interest rate swap contracts in respect 
of 97.5% (31 August 2017: 82.1%) of its borrowings. 

The hedges in place are for a weighted average period of 1.6 years. The all-in average weighted interest rate 
of all borrowings is 9.2% per annum (31 August 2017: 9.2%).

Loan expiry profile per financial year (Rm and %)
                Rm        %
2018           739      15%
2019         2 259      47%
2020         1 002      21%
2021           833      17%

Total value of loans R4.833 billion

Expiry profile of fixed rate loans and interest rate swap contracts per financial year (Rm and %)
                Rm        %
2018         1 101      23%
2019         1 361      29%
2020           500      11%
2021         1 750      37%

Total interest rate swaps and fixed rate loans R4.712 billion

Octodec participates in a DMTN programme through its subsidiary, Premium Properties Limited. As at 28 February 2018
the total issuance was at R1 127.2 million, or 23.3% of the group's borrowings. Global Credit Rating's long and 
short-term national scale ratings of Premium Properties Limited are A-(ZA) and A1-(ZA) respectively.

Octodec had unutilised available banking facilities amounting to R838.5 million at 28 February 2018.

Changes in fair value
It is the group's policy to perform internal valuations of all the properties at the interim period and at year-end.
The valuations are based on the income capitalisation method, which is consistent with the basis used in prior years. 
The property portfolio was internally valued at R12.7 billion after a net increase in valuation of R54.7 million or 
0.4% for the six month period ended 28 February 2018.

The mark-to-market value of interest rate swaps contracts, which protect the group against adverse interest rate
movements, resulted in a fair value gain of R6.3 million for the period.

Renewal of asset and property management agreement with City Property
Octodec will, subject to shareholders' and other approvals, enter into a new asset and property management agreement
with City Property, effective from 1 July 2018, which agreement will replace the existing asset and property management
agreement between the parties. 

A circular to shareholders of Octodec containing, inter alia, the salient features of the agreement, together with the
requisite Fairness Opinion, and containing a notice of general meeting, will be mailed to shareholders in due course.

Prospects
After a challenging environment characterised by political and economic uncertainty, the local operating environment
has started to show some signs of improvement, which should provide the stimulus for Octodec to continue to unlock
value and provide shareholders with a growing and sustainable distribution.
 
Octodec and its experienced management team combined with its diversified portfolio, large number of tenants, sound
operating fundamentals and prudent capital management, bears out Octodec's resilience during these challenging times.

Octodec responded to the increased competition and changing trends in the residential sector by adjusting the tenant
offering without compromising on recoverability of rentals or other standards. This has already contributed to the
improved occupation levels in the residential sector with vacancies having decreased from 7.2% at 31 August 2017 to 
5.4% at 28 February 2018. 

This, together with prudent cost management across the group, should sustain the performance of the group for the
remainder of the financial year.

The disposal of non-core or under-performing properties will remain a key focus area for the foreseeable future.

The forecast distribution for the second six-month period ending 31 August 2018 is expected to be similar to the
distribution for the six-month period ended 28 February 2018. Therefore no growth in distribution per share for 
the full financial year is anticipated.

This guidance is based on the following:
- forecasted investment property income is calculated using contractual rentals and assumed market-related renewals
- allowance for vacancies has been established using assumptions and historical experience
- no major corporate and tenant failures are assumed 
- no further deterioration in the economic and social environments
- the phased take-up of rental space in greenfield developments is based on historical experience adjusted for the
  current economic environment.

This forecast has been neither reviewed nor reported on by the group's auditors.

Declaration of cash dividend
The board of directors of Octodec declared an interim cash dividend of 101.7 cents per share, for the six months 
ended 28 February 2018, out of the company's distributable income.

Salient dates and times
The salient dates and times for the cash dividend are as set out below:
                                                                                             2018    
Last day to trade cum dividend                                                    Tuesday, 15 May    
Shares trade ex-dividend                                                        Wednesday, 16 May    
Record date to receive cash dividend                                               Friday, 18 May    
Electronic transfer into personal bank account of 
certificated shareholders2                                                         Monday, 21 May    
Accounts credited by CSDP or broker to dematerialised shareholders 
with the cash dividend payment                                                     Monday, 21 May    

Notes:
1. Shares may not be dematerialised or rematerialised between Wednesday, 16 May 2018 and Friday, 
   18 May 2018, both days inclusive. The above dates and times are subject to change. Any changes will be announced 
   on SENS.
2. Where the transfer secretaries do not have the banking details of any certificated shareholders, the cash dividend
   will be held by the company pending receipt of the relevant certificated shareholder's banking details, whereafter 
   the cash dividend will be paid via electronic transfer into the personal bank accounts of certificated shareholders.

Tax implications for non-resident shareholders
Dividends received by non-resident shareholders from a REIT will not be taxable as income and will be exempt from
income tax in terms of the exemption in section 10(1)(k)(i) of the Income Tax Act. Any dividend received by a 
non-resident from a REIT is subject to dividend tax at 20%, unless the rate is reduced in terms of any applicable 
agreement for the avoidance of double taxation agreements (DTA) between South Africa and the country of residence 
of the non-resident shareholders. Assuming dividend tax will be withheld at a current rate of 20% the net dividend 
amount due to non-resident shareholders is 81.36 cents per share. 

A reduced dividend tax in terms of the applicable DTA may only be relied on if the non-resident shareholder has
submitted the following forms to his/her CSDP or broker, as the case may be, in respect of uncertificated shares, 
or the transfer secretaries, in respect of certificated shares:
- A declaration that the dividend is subject to a reduced rate as a result of the application of the DTA; and
- 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 cease to be the beneficial owner,

both in the form prescribed by the Commissioner for the South African Revenue Services (SARS). 

If applicable, non-resident shareholders are advised to contact the CSDP, broker or the company, as the case may be,
to arrange for the above-mentioned documents to be submitted prior to payment of the dividend, if such documents have 
not already been submitted.

Tax implications for South African resident shareholders 
Dividends received by or accrued to South African tax residents must be included in the gross income of such
shareholders. They are not exempt from income tax in terms of the exclusion to the general dividend exemption contained 
in section 10(1)(k)(i)(aa) of the Income Tax Act because they are dividends distributed by a REIT. These dividends are, 
however, exempt from dividend withholding tax (dividend tax) in the hands of South African resident shareholders, 
provided that the South African resident shareholders have made submissions to the CSDP or broker, as the case may 
be, in respect of uncertificated shares, or the company in respect of certificated shares, a DTD (EX) (Dividend Tax: 
declaration that the dividend is exempt from dividends tax and a written undertaking to inform the CSDP, broker or 
the company, 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 
Services (SARS).

If resident shareholders have not submitted the above-mentioned documentation to confirm their status as a South
African resident they are advised to contact their CSDP or broker, as the case may be, to arrange for the documents 
to be submitted prior to payment of the cash dividend.

Shareholders are encouraged to consult with their professional advisors should they be in any doubt as to the
appropriate action to take.

The number of shares in issue at the date of this declaration is 266 197 535 and Octodec's tax reference number 
is 9925/033/71/5.

By order of the board

S Wapnick             JP Wapnick
Chairman              Managing director

20 April 2018

Notes to the condensed consolidated interim financial statements

Basis of preparation
The condensed consolidated interim financial statements are prepared in accordance with the JSE Listings Requirements
and the requirements of the Companies Act, 71 of 2008 of South Africa. The interim report has been prepared in
accordance with IAS 34: Interim Financial Reporting, the SAICA Financial Reporting Guides as issued by the Accounting 
Practices Committee and Financial Pronouncements as issued by the Financial Reporting Standards Council. The accounting 
policies applied in the preparation of the condensed consolidated interim financial statements are in accordance with 
International Financial Reporting Standards (IFRS) and are consistent with those applied in the preparation of the 
previous consolidated financial statements. 

These results have been prepared under the historical cost convention, except for investment properties, which are
measured at fair value, and certain financial instruments, which are measured at either fair value or amortised cost. 

These condensed consolidated interim financial statements were prepared under the supervision of Mr AK Stein CA (SA),
in his capacity as group financial director and have not been reviewed or reported on by the company's auditors. 

Fair value measurement 
The fair value of investment properties is arrived at on the basis of a valuation technique using the net income
capitalisation method carried out on 28 February 2018, by taking into account prevailing market rentals, occupation 
levels and capitalisation rates. The other key input used in the valuation calculation is the expected long-term net 
operating income margin, of which the expense ratio and long range vacancy factor is the significant unobservable 
input. There have been no changes in judgements or estimates of amounts or valuation techniques as reported in previous 
reporting periods. The directors value the entire property portfolio bi-annually. The effect of the fair value 
measurement on investment properties resulted in an increase in profit of R54.7 million in the statement of profit 
and loss and other comprehensive income. In terms of the JSE Listings Requirements, all the properties are valued at 
least once over a rolling three-year period by external independent valuation experts. 

Financial instruments measured at fair value include derivatives. The fair values of the interest rate swaps are
determined on a mark-to-market valuation calculated by the various financial institutions with whom the swaps are held, 
by discounting the estimated future cash flows based on the terms and maturity of each contract and using the market 
interest rate indicated on the SA swap curve. 

Fair value hierarchy
The fair value hierarchy reflects the significance of the inputs used in making fair value measurements. The level
within which the fair value measurement is categorised in its entirety is determined on the basis of the lowest 
level input that is significant to the fair value measurement in its entirety. 

The different levels have been defined as: 
- Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities
- Level 2: Input other than quoted prices included within Level 1 that are observable for the asset or liability,
  either directly (i.e. as prices) or indirectly (i.e. derived from prices) 
- Level 3: Input for the asset or liability that is not based on observable market data (unobservable input).

Investment properties and derivative financial instruments have been categorised as Level 3 and Level 2, respectively,
and there have been no significant transfers made between Levels 1, 2 and 3 during the period. There have been no
material changes in judgements or estimates of amounts or valuation techniques as reported in previous reporting 
periods.

Fair value measurements using significant unobservable inputs
                                                                            Investment property,    
                                                                             plant and equipment    
                                                                                           R'000    
Balance as at 31 August 2017                                                          12 598 899    
Total fair value changes for the period included in profit and loss                       54 733    
Straight-line rental income accrual                                                        1 268    
Depreciation and amortisation                                                             (8 214)   
Acquisitions, disposals and other movements:                                                        
- Developments and subsequent expenditure                                                125 670    
- Disposals                                                                              (41 450)   
Balance as at 28 February 2018                                                        12 730 906    
Included in profit and loss for the period:                                                         
Changes in fair value of investment property                                              54 733    
                                                                          
Relationship of unobservable inputs to fair value
The significant unobservable inputs used in the fair value measurement of the group's investment properties are 
the capitalisation rates, the expense to income ratios as well as the long range vacancy factor. Significant
increases/(decreases) in any of these inputs in isolation would result in a significantly lower/(higher) fair 
value measurement. 

An increase of 1% in the capitalisation rate, while all other variables remain constant, would result in a 
decrease in the carrying amount of investment property of R1.3 billion. A decrease of 1% in the capitalisation 
rate, while all other variables remain constant, would result in an increase in the carrying amount of investment 
property of R1.6 billion. 

An increase/(decrease) of 1% in the weighted average expense ratio used to calculate the long-term net operating
income margin, while all other variables remain constant, would result in an increase/(decrease) in the carrying 
amount of investment property of R170.7 million. 

The third key input used in the valuation calculation is the long range vacancy factor. The expected long range
vacancy factor takes into account historic and future expected vacancy trends. The long range vacancy factor 
indicates the expected vacancy to be applied over the long term that best approximates the actual experience. 
The range of long range vacancy factors used was from 0.0% to 30.0%. 

Stated capital, basic and diluted earnings per share            
During the period, the company repurchased 666 784 shares in the open market for a total consideration of 
R11.3 million or R17.01 per share. The shares were de-listed from the JSE on 23 February 2018.

                                                            28 February 2018      31 August 2017    
Shares in issue (�000)                                             266 198             266 864    
Weighted shares in issue (�000)                                    266 586             261 207    
Basic and diluted earnings per share (cents)                           123.8               263.3    

Events after the reporting date 
There have been no material subsequent events that require reporting.

Commitments 
The group has approved capital commitments in the amount of R56.4 million, relating to various redevelopments,
upgrades of properties and committed tenant installations. These will be funded out of existing unused banking 
facilities. 

Related party transactions 
Octodec and City Property are related parties in that Jeffrey Wapnick and Sharon Wapnick are directors of Octodec 
and City Property, and the Wapnick family are shareholders of both companies.

Total payments made to City Property amount to R70.7 million. This included fees for collections, leasing, property
management, asset management, commission on acquisitions and disposals as well as upgrades and developments. 

At 28 February 2018, an amount of R1.1 million was owing to City Property.


Financial statements

Condensed consolidated statement of financial position
                                                      Unaudited        Reviewed          Audited       
                                                    28 February     28 February        31 August     
                                                           2018            2017             2017          
                                                          R'000           R'000            R'000         
ASSETS                                                                                              
Non-current assets                                   12 739 824      12 605 157       12 568 875    
  Investment property                                12 331 263      12 169 639       12 153 834    
  Plant and equipment                                     4 530           6 140            5 300         
  Straight-line rental income accrual                   111 998         115 353          110 864       
  Tenant installation and lease costs                    40 315          50 962           44 550        
  Other financial assets                                 75 000          69 275           75 000        
  Derivative financial instruments                        3 281          18 024            1 847         
  Investment in joint ventures                          173 437         175 764          177 480       
Current assets                                          457 949         332 559          560 397       
  Trade and other receivables                           134 827         144 076          143 342       
  Derivative financial instruments                          708          42 293            1 736         
  Other financial assets                                  1 491               -              213           
  Bank and cash                                          78 123               -          130 756       
                                                        215 149         186 369          276 047       
  Non-current assets held for sale                      242 800         146 190          284 350       

TOTAL ASSETS                                         13 197 773      12 937 716       13 129 272    
EQUITY AND LIABILITIES                                                                              
Equity                                                7 884 600       7 736 852        7 828 229     
  Stated capital                                      4 210 134       4 101 286        4 221 477     
  Non-distributable reserve                           3 327 048       3 281 786        3 269 053     
  Retained earnings                                     347 418         353 780          337 699       
Non-current liabilities                               4 218 706       4 278 762        3 381 370     
  Interest bearing borrowings                         4 093 637       4 170 344        3 253 517     
  Derivative financial instruments                       44 591          27 955           47 421        
  Deferred taxation                                      80 478          80 463           80 432        
Current liabilities                                   1 094 467         922 102        1 919 673     
  Interest bearing borrowings                           739 050         564 503        1 572 817     
  Non-interest bearing borrowings                       354 215         331 526          342 548       
  Bank overdraft                                              -          24 715                -             
  Derivative financial instruments                        1 202           1 358            4 308         
                                                                                                    
TOTAL EQUITY AND LIABILITIES                         13 197 773      12 937 716       13 129 272    
                                               

Condensed consolidated statement of comprehensive income
                                                          Unaudited       Reviewed       Audited    
                                                           6 months       6 months     12 months    
                                                        28 February    28 February     31 August    
                                                   %           2018           2017          2017    
                                              Change          R'000          R'000         R'000    
                                                                                                         
Revenue                                                     930 924        897 190     1 831 346    
  earned on contractual basis                    3.5        929 656        897 813     1 836 251    
  straight-line rental income accrual                         1 268           (623)       (4 905)    
Property operating costs                         2.2       (410 790)      (402 130)     (843 636)   
Net rental income from properties                5.1        520 134        495 060       987 710    
Administrative costs                            38.7        (52 238)       (37 660)      (77 813)    
Operating profit                                 2.3        467 896        457 400       909 897    
Fair value changes                                           61 075        170 853       158 096    
  investment property                                        54 733        211 003       235 106    
  interest rate derivatives                                   6 342        (40 150)      (77 010)    
Profit on sale of investment property                         1 051          2 566         2 943    
Interest income                                               9 498          8 404        18 094    
Finance costs                                    7.5       (213 869)      (198 901)     (408 702)    
  interest paid                                            (223 035)      (217 647)     (439 201)    
  interest capitalised                                        9 166         18 746        30 499    
Share of income from joint ventures                           4 437          9 567        14 810    
  share of after tax profit                                   4 026          1 969         1 582    
  fair value changes - investment property                   (4 085)         2 956         2 572    
  interest and management fees                                4 496          4 642        10 656    
Profit before taxation                         (26.6)       330 088        449 889       695 138    
Taxation charge - deferred                                      (46)        (7 474)       (7 443)    
Profit for the period                          (25.4)       330 042        442 415       687 695    
Other comprehensive income for the period                         -              -             -    
  items that will not be reclassified to                                                                   
  profit and loss                                                 -              -             -           
Total comprehensive income for the period              
attributable to equity holders                 (25.4)       330 042        442 415       687 695    
Basic and diluted earnings per share (cents)   (27.8)         123.8          171.5         263.3    


Condensed consolidated statement of changes in equity
                                                                              Non-                                  
                                                         Stated      distributable       Retained             
                                                        capital            reserve       earnings          Total
                                                          R'000              R'000          R'000          R'000    
Balance at 31 August 2016 (audited)                   3 958 207          3 112 885        342 708      7 413 800    
Total comprehensive income for the period                     -                  -        442 415        442 415    
Issue of new shares                                     143 079                  -              -        143 079    
Dividends paid                                                -                  -       (262 442)      (262 442)   
Transfer to non-distributable reserve                                                                               
  Profit on sale of investment property                       -              2 566         (2 566)             -    
  Deferred tax                                                -             (7 539)         7 539              -    
  Fair value changes                                                                                                
    investment property                                       -            211 003       (211 003)             -    
    joint ventures                                            -              2 956         (2 956)             -    
    interest rate derivatives (net of deferred tax)           -            (40 085)        40 085              -    
Balance at 28 February 2017 (reviewed)                4 101 286          3 281 786        353 780      7 736 852    
Total comprehensive income for the period                     -                  -        245 280        245 280    
Issue of new shares                                     120 191                  -              -        120 191    
Dividends paid                                                -                  -       (274 094)      (274 094)   
Transfer to non-distributable reserve                                                                               
  Profit on sale of investment property                       -                377           (377)             -    
  Deferred tax                                                -                 96            (96)             -    
  Fair value changes                                                                                                
    investment property                                       -             24 103        (24 103)             -    
    investment property - joint ventures                      -               (384)           384              -    
    interest rate derivatives (net of deferred tax)           -            (36 925)        36 925              -    
Balance at 31 August 2017 (audited)                   4 221 477          3 269 053        337 699      7 828 229    
Total comprehensive income for the period                     -                  -        330 042        330 042    
Issue of new shares                                           -                  -              -              -    
Shares repurchased                                      (11 343)                 -              -        (11 343)   
Dividends paid                                                -                  -       (262 328)      (262 328)   
Transfer to non-distributable reserve                                                                               
Profit on sale of investment property                         -              1 051         (1 051)             -    
  Fair value changes                                                                                                
    investment property                                       -             54 733        (54 733)             -    
    investment property - joint ventures                      -             (4 085)         4 085              -    
    interest rate derivatives (net of deferred tax)           -              6 296         (6 296)             -    
Balance at 28 February 2018 (unaudited)               4 210 134          3 327 048        347 418      7 884 600    


Condensed consolidated statement of cash flows
                                                      Unaudited        Reviewed          Audited
                                                       6 months        6 months        12 months
                                                    28 February     28 February        31 August     
                                                           2018            2017             2017          
                                                          R'000           R'000            R'000    
Cash flow from operating activities                                                                            
Net rental income from properties                       467 896         457 400          909 897        
Adjusted for:                                                                                       
  straight-line rental income accrual                    (1 268)            623            4 905          
  depreciation and amortisation                           8 214          11 341           20 536         
  working capital changes                                20 182           1 185           12 987         
Cash generated from operations                          495 024         470 549          948 325        
Interest income                                           9 498           8 404           18 094         
Finance costs                                          (223 035)       (217 647)        (439 201)      
Payment of distribution to equity holders              (262 328)       (262 396)        (536 536)      
Net cash inflow/(outflow) from                  
operating activities                                     19 159          (1 090)          (9 318)        
Cash flow from investing activities                                                                  
Investing activities                                   (109 293)       (199 938)        (316 812)      
Proceeds from disposal of investment property            42 491          50 598           77 200         
Net cash outflow used in investing activities           (66 802)       (149 340)        (239 612)      
Cash flow from financing activities                                                                  
Shares repurchased                                      (11 343)              -                -              
Buy back/issue of new shares                                  -         143 079          263 270        
Proceeds from interest bearing borrowings             1 037 471         597 798        3 488 910      
Repayment of interest bearing borrowings             (1 031 118)       (641 978)      (3 441 603)    
Net cash (utilised)/generated from              
financing activities                                     (4 990)         98 899          310 577        
Net (decrease)/increase in bank and cash balance        (52 633)        (51 531)          61 647         
Bank and cash balance at beginning of period            130 756          69 109           69 109         
Bank and cash balance at end of period                   78 123          17 578          130 756        


Reconciliation of comprehensive income to headline earnings
                                                      Unaudited        Reviewed          Audited
                                                       6 months        6 months        12 months
                                                    28 February     28 February        31 August     
                                                           2018            2017             2017          
                                                          R'000           R'000            R'000    
Total comprehensive income attributable 
to equity holders                                       330 042         442 415          687 695      
Headline earnings adjustments                                                                      
Profit on sale of investment properties                  (1 051)         (2 566)          (2 943)      
Fair value changes                                                                                 
investment property                                     (54 733)       (211 003)        (235 106)    
investment property - joint ventures                      4 085          (2 956)          (2 572)      
Headline earnings attributable to equity holders        278 343         225 890          447 074      
Headline earnings per share (cents)                       104.4            87.6            171.2        


Condensed consolidated segmental information 
The group earns revenue in the form of property rentals. On a primary basis the group is organised into 
six major operating segments:

                                                 Unaudited                   Reviewed                 
                                                  6 months                   6 months                  
                                               28 February                28 February               
                                                      2018                       2017                      
Rental income by sector                              R'000          %           R'000          %     
Offices                                            152 069       21.0         148 141       21.1     
Retail - shops                                     194 257       26.8         189 975       27.1     
Shopping centres                                    74 569       10.3          69 838       10.0     
Industrial                                          56 388        7.8          57 560        8.2      
Parking                                             32 186        4.4          28 982        4.1      
Residential                                        214 450       29.7         206 023       29.5     
Total rental income                                723 919      100.0         700 519      100.0    
Recoveries and other income                        207 005                    196 671                
Revenue                                            930 924                    897 190                   

Further segment results cannot be allocated on a reasonable basis due to the "mixed use" of certain of the properties.
It is the company's philosophy to invest predominantly in properties situated in the Gauteng area, and therefore the
company has not reported on a geographical basis.

Reconciliation of earnings to distributable earnings
                                                          Unaudited       Reviewed       Audited    
                                                           6 months       6 months     12 months    
                                                        28 February    28 February     31 August    
                                                               2018           2017          2017    
                                                   %          R'000          R'000         R'000    
Total comprehensive income 
attributable to equity holders                              330 042        442 415       687 695      
Profit on sale of investment properties                      (1 051)        (2 566)       (2 943)      
Fair value changes                                                                                                       
  investment property                                       (54 733)      (211 003)     (235 106)    
  investment property - joint ventures                        4 085         (2 956)       (2 572)      
Straight-line rental income accrual                          (1 268)           623         4 905        
Fair value changes of interest rate derivatives              (6 342)        40 085        77 010       
Deferred tax                                                     46          7 539         7 443        
Distributable earnings attributable to 
equity holders                                              270 779        274 137       536 432      
                                                                                                                         
Represented by:                                                                                                          
Revenue                                                                                                                  
  earned on contractual basis                    3.5        929 656        897 813     1 836 251    
Property operating costs                         2.2       (410 790)      (402 130)     (843 636)    
Net rental income from properties                4.7        518 866        495 683       992 615      
Administrative costs                            38.7        (52 238)       (37 660)      (77 813)     
Operating profit                                 1.9        466 628        458 023       914 802      
Interest income                                               9 498          8 404        18 094       
Share of income from joint ventures                           8 522          6 611        12 238       
Distributable profit before finance costs                   484 648        473 038       945 134      
Finance costs                                    7.5       (213 869)      (198 901)     (408 702)    
Distributable income before taxation            (1.2)       270 779        274 137       536 432      
Taxation                                                          -              -             -            
Equity holders distributable earnings           (1.2)       270 779        274 137       536 432      


Octodec Investments Limited 
Incorporated in the Republic of South Africa  
Registration number: 1956/002868/06  
Share code: OCT  
ISIN: ZAE000192258 REIT status approved  
 
Registered address
CPA House, 101 Du Toit Street, Tshwane 0002  
Tel: 012 319 8781, Fax: 012 319 8812, E-mail: info@octodec.co.za  

Directors
S Wapnick (Chairman)1, JP Wapnick (Managing director)2, 
AK Stein (Financial director)2, DP Cohen3, GH Kemp4, AA Koranteng4,
MZ Pollack1, PJ Strydom4
1 Non-executive director 
2 Executive director  
3 Lead independent director 
4 Independent non-executive director

Company secretary
City Property Administration Proprietary Limited  
Contact person: Elize Greeff
CPA House, 101 Du Toit Street Tshwane 0002  
Tel: 012 357 1564, Email: elizeg@octodec.co.za  
 
Sponsor
Java Capital Proprietary Limited
Contact person: Tanya de Mendonca
6A Sandown Valley Crescent, Sandown, Sandton 2196
PO Box 522606, Saxonwold 2132
Tel: 011 722 3059, Email: sponsor@javacapital.co.za
 
Transfer secretaries
Computershare Investor Services Proprietary Limited  
Contact person: Leon Naidoo
Rosebank Towers, 15 Biermann Avenue, Rosebank 2196
PO Box 61051, Marshalltown 2107  
Tel: 011 370 5000, Email: leon.naidoo@computershare.co.za 
 
Investor relations
Instinctif Partners  
Contact person: Frederic Cornet
The Firs, 302 3rd Floor, Cnr Cradock and Biermann Road, Rosebank 2196
Tel: 011 447 3030, E-mail: investorrelations@octodec.co.za  

http://www.octodec.co.za

23 April 2018

Date: 23/04/2018 07:05:00 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