Wrap Text
Financial results 2019
Investec Property Fund Limited
(Incorporated in the Republic of South Africa)
(Registration number 2008/011366/06)
Share code: IPF ISIN: ZAE000180915
(Income tax reference number 9332/719/16/1)
FINANCIAL RESULTS 2019
Reviewed preliminary condensed
consolidated financial results
Investec Property Fund Limited
KEY HIGHLIGHTS
FOR THE YEAR ENDED 31 MARCH 2019
5.1%
Normalised full year
distribution growth
142.3 cps
(March 2018: 135.4 cps(1))
2.4%2
vacancy reduced in a
challenging environment
(March 2018: 4.0%)
94.2%
of space expired in the period
renewed or re-let at an average
reversion of negative 6.9%
R3.7 billion
debt re-finance concluded.
(resulting in an extended expiry profile)
Balance sheet composition
South Africa Europe
84.8% 8.0%
Australia U.K.
6.1% 1.1%
3.9%
increase in net asset value
driven by the performance
of offshore investments
3.5 years
weighted average debt expiry increased
(March 2018: 2.7 years)
7.9%
all in cost of funding decreased
(March 2018: 8.6%)
EUR 26.0%
total returns from Pan-European
logistics portfolio
11.6% income yield
14.4% capital uplift
(1) Excluding 3.1cps Investec Australia Property Fund once off rights
offer dividend.
(2) Including strategic development vacancy 3.0% (March 2018: 4.8%).
THE YEAR IN REVIEW
Full year distribution growth of 5.1% - in line
with guidance; majority of distribution growth
driven by Pan-European logistics investment.
South Africa
- Macro-economic environment remains
challenging - expectation of further
deterioration into FY2020
- Like-for-like net property income growth of
0.8% - reflective of local market conditions
- Edcon rental concession agreed - no
impact on FY2019 but will impact FY2020
dividend growth by 1%
- Agreed share repurchase by Ingenuity - will
deliver a 29% profit and provides clarity to
shareholders
Offshore
- Offshore exposure increased to 15.2%
- EUR88.4 million deployed into the Pan-
European logistics platform during the year
- Pan-European logistics platform
performance ahead of deal plan with 26%
total return (in Euro) - driven by strong
leasing activity, quality on-the-ground team
and well-positioned asset base
- Additional EUR64.5 million committed to new
Pan-European light industrial platform
post year end - will complement the existing
logistics strategy, provide further offshore
exposure and deliver earnings accretion for
shareholders
- Potential sell down of 10% of Investec
Australia Property Fund - proceeds will
be recycled on an earnings and net asset
value ('NAV') enhancing basis
Balance sheet
- LTV of 35.9% and R3.7 billion refinancing
completed in H2
- Continual assessment of capital allocation
to manage gearing and ensure capital
deployment into assets that generate the
most attractive risk adjusted return
- R0.5 billion of South African property sold
during the year and R0.6 billion earmarked
to be recycled to reduce leverage or support
European expansion activity
Fund is well positioned to take advantage of
market dynamics
Guidance for the next 12 months of 3-5% dps growth,
despite the impact of the Edcon restructure
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
Reviewed Audited
Year ended Year ended
R'000 Notes 31 March 2019 31 March 2018
Revenue, excluding straight-line rental revenue adjustment 1 812 380 1 810 542
Straight-line rental revenue adjustment 31 944 52 698
Revenue 1 844 324 1 863 240
Property expenses (340 461) (303 356)
Net property income 1 503 863 1 559 884
Other operating expenses (95 619) (72 604)
Operating profit 1 408 244 1 487 280
Fair value and foreign exchange adjustments 2 406 657 230 684
Expected credit losses 5 (30 000) -
(Loss)/profit on disposal of investment property (19 896) 2 655
Income from other investments(1) 116 854 107 530
Finance costs (618 710) (590 360)
Finance income(2) 18 579 19 771
Finance income from associate(2) 30 058 -
Finance income from loans to associates at fair value through profit or loss 129 354 -
Profit before taxation 1 441 140 1 257 560
Taxation 6 (15 176) (9 870)
Total comprehensive income attributable to equity holders 1 425 964 1 247 690
Distribution reconciliation
Total comprehensive income attributable to equity holders 1 425 964 1 247 690
Less: Straight-line rental revenue adjustment (31 944) (52 698)
Fair value adjustments and foreign exchange gains/(losses) (406 657) (230 684)
Loss/(profit) on disposal of investment property 19 896 (2 655)
Izandla mezzanine interest not received (10 464) (800)
Add: Investment dividend accrual (net of withholding tax ('WHT'))(1) 2 330 30 124
Notional cost of funding Ingenuity acquisition(3) 8 794 7 576
Expected credit losses 30 000 -
Deferred taxation 8 380 2 765
Antecedent dividend(4) 1 553 2 867
Less: Interim dividend paid (506 615) (491 018)
Final dividend 541 237 513 167
Number of shares
Shares in issue 736 290 993 731 400 437
Weighted average number of shares in issue 735 275 468 722 796 837
Cents
Total dividend per share(5) 142.32 138.53
Final dividend per share 73.51 70.16
Interim dividend per share 68.81 68.37
Basic and diluted earnings per share 193.94 172.62
Headline earnings per share 1 199.84 106.41
(1) Investec Property Fund Limited ('the Fund' or 'IPF') considers the expected future Investec Australia Property Fund ('IAPF') dividend and the Investec Argo
Property Fund ('U.K. Fund' or 'U.K. Investment') (legal name 'Nestor Investment Holdings Limited') dividend, relating to the earnings from the current period,
to be part of the distributable earnings for the current period. Accordingly an adjustment is made to match the anticipated income of the distribution to the
period to which the distribution relates.
(2) Finance income is calculated on the effective interest rate method.
(3) The Fund's investment into Ingenuity Property Investments Limited ('Ingenuity') was made on a total return basis. From a distribution perspective, the Fund's
policy in relation to total return is to add back the funding cost of the investment, net of dividends received.
(4) The antecedent dividend arises from the share issue of 4 890 556 shares in June 2018 (prior year: 13 250 270 shares issued in November 2017).
(5) Excluding the once-off antecedent dividend received from IAPF of R22.2 million in FY2018, the normalised dividend per share for the prior year is 135.43 cents
per share, resulting in normalised growth of 5.1% year-on-year.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
Reviewed Audited
31 March 31 March
R'000 Notes 2019 2018
ASSETS
Non-current assets 20 374 809 19 085 578
Investment property 3 16 212 471 17 004 260
Straight-line rental revenue adjustment 488 049 476 955
Derivative financial instruments 4 55 074 39 141
Other investments 4 1 627 463 1 357 987
Equity accounted investment in and loans to associate 5 212 197 207 235
Loans to associates at fair value through profit or loss(1) 4 1 779 555 -
Current assets 711 498 749 642
Trade and other receivables 286 414 218 866
Cash and cash equivalents(2) 382 940 507 338
Current portion of derivative financial instruments 4 42 144 23 438
Non-current assets held-for-sale 7 583 660 117 654
Total assets 21 669 967 19 952 874
EQUITY AND LIABILITIES
Shareholders' interest 13 131 073 12 643 769
Stated capital 10 264 843 10 186 582
Retained earnings 2 866 230 2 457 187
Non-current liabilities 7 083 551 6 032 267
Long-term borrowings 8 6 841 296 5 917 743
Derivative financial instruments 4 225 724 106 373
Deferred taxation 6 16 531 8 151
Current liabilities 1 455 343 1 276 838
Trade and other payables 346 053 401 397
Current portion of long-term borrowings 8 1 103 872 839 000
Current portion of derivative financial instruments 4 5 418 36 441
Total equity and liabilities 21 669 967 19 952 874
Shares in issue 736 290 993 731 400 437
Net asset value per share (cents) 1 783 1 729
(1) Loans to associates have arisen in the current year due to the investment into the Pan-European Logistics ('PEL') portfolio. Investec Property Fund
Offshore Investments Proprietary Limited ('IPFO') is a wholly-owned subsidiary of Investec Property Fund Limited. IPFO consolidates AREG Hexagon Co-Invest
Vehicle II, L.P. ('AREG L.P.') which in turn owns 42.9% of the share capital of two associate entities in Luxembourg, namely Hexagon Holdco S.a.r.l and
Hexagon Holdco S.a.r.l. 2. ('Hexagon') These entities hold property companies which invest into direct real estate in various jurisdictions across Europe.
The investment into AREG L.P. earns variable interest returns based on the returns in the underlying property companies. The loan amount also includes a
convertible loan granted to Izandla Property Fund Proprietary Limited ('Izandla') of R93.7 million.
(2) The cash balance includes restricted cash relating to tenant deposits of R52.7 million as well as cash received in advance for April 2019 rentals of
R35.4 million.
CONSOLIDATED STATEMENT OF CASH FLOWS
Reviewed Audited
Year ended Year ended
R'000 31 March 2019 31 March 2018
Cash generated from operations 1 249 131 1 320 763
Finance income received 18 579 18 971
Finance costs paid (627 952) (593 255)
Income from investments (net of WHT) 110 058 100 425
Finance income from associates 110 181 -
Dividends paid to shareholders (1 019 788) (979 167)
Net cash outflow from operating activities (159 791) (132 263)
Capital expenditure and acquisitions of investment property (182 031) (358 103)
Proceeds on disposal of investment property 500 478 672 444
Investment in Ingenuity - (20 755)
Investment in U.K. Fund (11 471) (173 329)
Investment in Izandla (115 637) (188 988)
Loans to Hexagon (1 380 803) -
Net cash outflow from investing activities (1 189 464) (68 731)
Shares issued, net of costs 81 128 207 319
Term loans raised - 200 000
Term loans repaid (2 324 740) (121 432)
Commercial paper issued and repaid (net) 178 000 12 000
Corporate bonds issued 2 815 000 800 000
Corporate bonds repaid (365 000) (526 000)
Foreign debt raised 840 469 -
Derivative financial instruments settled - (22 932)
Net cash inflow from financing activities 1 224 857 548 955
Net (decrease)/increase in cash and cash equivalents (124 398) 347 961
Cash and cash equivalents at the beginning of the year 507 338 159 377
Cash and cash equivalents at the end of the year 382 940 507 338
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
Retained
R'000 Stated capital earnings Total equity
Balance at 31 March 2017 9 999 838 2 168 089 12 167 927
Total comprehensive income attributable to equity holders - 1 247 690 1 247 690
Shares issued net of costs 207 319 - 207 319
Dividends declared and paid - (979 167) (979 167)
Transfer between reserves(1) (20 575) 20 575 -
Balance at 31 March 2018 10 186 582 2 457 187 12 643 769
Total comprehensive income attributable to equity holders - 1 425 964 1 425 964
Shares issued net of costs 81 128 - 81 128
Dividends declared and paid - (1 019 788) (1 019 788)
Transfer between reserves(2) (2 867) 2 867 -
Balance at 31 March 2019 10 264 843 2 866 230 13 131 073
(1) Results from antecedent dividends in relation to shares issued in March 2017 and November 2017.
(2) Results from antecedent dividends in relation to shares issued in June 2018.
CONSOLIDATED SEGMENTAL INFORMATION
Segmental analysis
The Fund determines and presents operating segments based on the information that is provided internally to the Executive Management
Committee ('Exco'), the Fund's operating decision-making forum. The Fund is comprised of seven segments, namely Retail, Office,
Industrial, South African investment portfolio, Australia, U.K. and Europe. The operating segment's operating results are reviewed regularly
by Exco to make decisions about resources to be allocated to the segment and assess its performance, and for which discrete financial
information is available.
Segment Brief description of segment
Office The office portfolio consists of 31 properties which includes single and multi-tenanted P, A and B grade office space.
Industrial The industrial portfolio consists of 38 properties which includes warehousing, standard units, high grade industrial,
high-tech industrial and manufacturing.
Retail The retail portfolio consists of 33 properties, comprising shopping centres as well as retail warehouses, motor
dealerships and high street properties.
South Africa - The local investment portfolio consists of a 35% share of an empowerment vehicle, Izandla valued at R0.3 billion and
Investment portfolio a 9.2% share in Ingenuity valued at R0.1 billion which the Fund has agreed to sell back to Ingenuity for 29% above
original purchase price.
Australia A 20.9% investment into IAPF which is inward listed on the JSE and valued at R1.3 billion.
U.K. A 10% investment into the U.K. Fund valued at R0.2 billion.
Europe A 42.9% investment into a PEL portfolio valued at R1.7 billion. This portfolio consists of 25 properties located in six
jurisdictions across Europe.
New segments have been identified in the current year as a result of the increase in the materiality of various investments, previously not
allocated to individual segments. Comparatives have been restated to be presented on a consistent basis.
Profit or loss and assets and liabilities disclosure
South African property portfolio Investment portfolio
R'000 South
African
Total/ investment
2019 Office Industrial Retail Fund Level portfolio Australia U.K. Europe Total
Revenue, excluding straight-line rental
revenue adjustment 685 132 425 544 701 704 1 812 380 1 812 380
Straight-line rental revenue adjustment 183 13 766 17 995 31 944 31 944
Revenue 685 315 439 310 719 699 1 844 324 1 844 324
Property expenses (146 548) (64 433) (129 480) (340 461) (340 461)
Net property income 538 767 374 877 590 219 1 503 863 1 503 863
Other operating expenses (95 619) (95 619)
Operating profit 1 408 244 1 408 244
Fair value adjustments on derivatives 48 942 - (88 529) (13 468) (672) (53 727)
Fair value adjustments on investment
property (15 490) (15 490)
Fair value adjustments on investments 16 471 220 323 - 195 334 432 128
Net foreign exchange gains - - 19 277 24 469 43 746
Expected credit losses (30 000) - - - (30 000)
(Loss)/profit on disposal of investment
property (19 896) (19 896)
Income from other investments - 104 406 12 448 - 116 854
Finance costs (618 710) (618 710)
Finance income 18 579 18 579
Finance income from associate 30 058 - - - 30 058
Finance income from loans to
associates at fair value through profit or
loss ('FVTPL') 4 669 - - 124 685 129 354
Profit before taxation 1 441 140
ASSETS
Non-current assets 20 319 735
Investment property 6 031 857 3 482 404 6 698 210 16 212 471 16 212 471
Straight-line rental revenue adjustment 488 049 488 049
Other investments 133 048 1 271 867 222 548 - 1 627 463
Equity accounted investment in and
loans to associate 212 197 - - - 212 197
Loans to associates at FVTPL 93 798 - - 1 685 757 1 779 555
Current assets 669 354
Trade and other receivables 286 414 286 414
Cash and cash equivalents 382 940 382 940
Non-current assets held for sale 13 000 175 050 395 610 583 660 583 660
Total assets 21 572 749
LIABILITIES
Non-current liabilities 6 991 751
Long-term borrowings 6 841 296 6 841 296
Net derivative financial instruments 45 076 - 72 824 8 856 7 168 133 924
Deferred taxation 16 531 16 531
Current liabilities 1 449 925
Trade and other payables 346 053 346 053
Current portion of long-term borrowings 1 103 872 1 103 872
Total liabilities 8 441 676
Profit or loss and assets and liabilities disclosure
South African property portfolio Investment portfolio
R'000
South African
Total/ investment
2018 Office Industrial Retail Fund Level Portfolio Australia U.K. Total
Material profit or loss disclosures
Revenue, excluding straight-line rental
revenue adjustment 699 193 431 003 680 346 1 810 542 1 810 542
Straight-line rental revenue adjustment 9 056 22 121 21 521 52 698 52 698
Revenue 708 249 453 124 701 867 1 863 240 1 863 240
Property expenses (118 990) (60 414) (123 952) (303 356) (303 356)
Net property income 589 259 392 710 577 915 1 559 884 1 559 884
Other operating expenses (72 604) (72 604)
Operating profit 1 487 280 1 487 280
Fair value adjustments on derivatives - (75 568) 63 076 (118) (12 610)
Fair value adjustments on investment
property 475 868 475 868
Fair value adjustments on investments - (6 127) (244 919) 25 596 (225 450)
Foreign exchange losses - - - (7 124) (7 124)
(Loss)/profit on disposal of investment
property 2 655 2 655
Income from other investments - - 102 132 5 398 107 530
Finance costs (590 360) (590 360)
Finance income 19 771 19 771
Profit before taxation 1 257 560
ASSETS
Non-current assets 19 046 437
Investment property 6 203 687 3 952 113 6 848 460 17 004 260 17 004 260
Straight-line rental revenue adjustment 476 955 476 955
Other investments - 114 642 1 051 545 191 800 1 357 987
Equity accounted investment in and
loans to associate - 207 235 - - 207 235
Current assets 726 204
Trade and other receivables 218 866 218 866
Cash and cash equivalents 507 338 507 338
Non-current assets held for sale 21 034 81 066 15 554 117 654 117 654
Total assets 19 890 295
LIABILITIES
Non-current liabilities 5 845 659
Long-term borrowings 5 917 743 5 917 743
Net derivative financial instruments (100 551) - 15 704 4 612 (80 235)
Deferred taxation 8 151 8 151
Current liabilities 1 240 397
Trade and other payables 401 397 401 397
Current portion of long-term
borrowings 839 000 839 000
Total liabilities 7 086 056
NOTES TO THE REVIEWED PRELIMINARY CONDENSED CONSOLIDATED FINANCIAL RESULTS
Reviewed Audited
Year ended Year ended
31 March 31 March
R'000 2019 2018
1. Headline earnings
1.1 Reconciliation of basic earnings to headline earnings
Total comprehensive income attributable to equity holders 1 425 964 1 247 690
Adjusted for: Fair value adjustments on investment property 15 490 (475 868)
Fair value adjustment on investment property in associate 7 996 -
Loss/(profit) on disposal of investment property 19 896 (2 655)
Headline earnings attributable to shareholders 1 469 346 769 167
Headline earnings per share 199.84 106.41
1.2 Reconciliation of total dividend per share to
normalised dividend per share
Interim dividend 506 615 491 018
Less: IAPF antecedent dividend - (22 277)
Normalised interim dividend 506 615 468 741
Shares in issue at interim reporting period 736 290 993 718 150 167
Normalised interim dividend per share 68.81 65.27
Final dividend per share 73.51 70.16
Total normalised dividend per share 142.32 135.43
Total normalised dividend per share growth 5.1%
2. Fair value and foreign exchange adjustments
Fair value adjustments on derivative instruments (53 727) (12 610)
Fair value adjustments on investment property (15 490) 475 868
Fair value adjustment on investments(1) 256 071 (232 574)
Fair value adjustments on Hexagon loans(1,2,3) 259 292 -
Foreign exchange translation losses on items not at fair value (39 489) -
406 657 230 684
(1) Included in fair value adjustments are foreign exchange gains and losses on items measured at fair value.
(2) The value of this loan is linked to the value of the properties in the underlying European logistics portfolio. Therefore, the movement in
the value of the loan is driven by the change in values of the properties.
(3) The fair value adjustment is net of the fair value adjustment relating to other long-term borrowings. Refer to note 4.5.
3. Fair value of investment property
The Fund's policy is to assess the value of investment properties at each reporting period. During the year ended 31 March 2019,
the assessment resulted in a net downward revaluation of R15.5 million (March 2018: upward revaluation of R475.9 million). The
directors' valuation method is the income capitalisation method which is a generally accepted methodology used in the industry.
Each property is required to be revalued externally every three years. In the interest of transparency, the Fund elected to increase
the number of properties that are revalued externally from one-third to one-half of total properties and to use a second valuer. As
a result, 50 properties (49% of the portfolio) were revalued externally in the current year. 27 properties were valued by Mills Fitchet
Magnus Penny Proprietary Limited and 23 by Spectrum Valuations and Asset Solutions Proprietary Limited. Both valuers are
registered in terms of Section 19 of the Property Valuers Professional Act, No. 47 of 2000.
4. Financial instruments
Financial instruments held at fair value by the Fund include the Investment in IAPF, the Investment in Ingenuity, the U.K. Investment,
the loans relating to the investment in the PEL platform, the Izandla convertible loan, derivatives, and certain long term
borrowings.
* The valuations of IAPF and Ingenuity are based on the closing share price times the number of shares held at the reporting date,
which is a level 1 valuation.
* The U.K. investment is an unlisted company and their shares are not traded on a regulated exchange, therefore there are
significant unobservable inputs used to determine the fair value, making it a level 3 valuation.
* The profit participating loans ('PPL') receivable and payable are valued based on the value of the underlying investment properties.
There are significant unobservable inputs used to determine the fair value of these loans, making them level 3 valuations.
* The Izandla convertible loan is based on the present value of future cash flows plus the value of the option to convert, making it a
level 3 valuation.
* Derivative financial instruments hedge interest rate and foreign exchange risk. Interest rate hedging instruments are valued by
discounting future cash flows using the market rate indicated on the interest rate curve at the dates when the cash flows will
take place. Foreign exchange hedging instruments are valued by making reference to market prices for similar instruments and
discounting for the effect of the time value of money. Derivatives are considered to be level 2 valuations.
Refer to note 4.4 for detail on the fair value hierarchy.
Cash and cash equivalents, trade and other receivables, trade and other payables and variable rate loans are carried at amortised
cost and the carrying value is a reasonable approximation of fair value.
Reviewed Audited
Year ended Year ended
31 March 31 March
R'000 2019 2018
4.1 Listed investments
Investment in IAPF 1 271 867 1 051 544
% holding 20.9% 20.9%
Investment in Ingenuity 133 048 114 643
% holding 9.2% 9.2%
Total fair value 1 404 915 1 166 187
The Fund carries its investments in IAPF and Ingenuity at fair value through profit or loss. IAPF is classified as an associate and
Ingenuity is classified as an investment.
Reviewed Audited
Year ended Year ended
31 March 31 March
R'000 2019 2018
4.2 Unlisted investments
U.K. investment 222 548 191 800
% holding 10.0% 10.0%
The Fund carries its U.K. investment at fair value through profit or loss and classifies it as an investment.
Reviewed Audited
Year ended Year ended
31 March 31 March
R'000 2019 2018
4.3 Loans to equity accounted associates at fair value
through profit or loss
PEL platform
Finance income accrual 36 110 -
Loans to Hexagon 1 649 647 -
IPFO has invested into the PEL platform which has advanced PPL's to Hexagon.
The return and repayment of PPL's owed by the Hexagon entities comprises
42.9% of the net rental income earned on leasing the investment properties held
by the underlying property companies.
The Hexagon entities have an obligation to deliver all returns to AREG L.P. via the
PPL's and therefore the equity of this associate is valued at nil.
Izandla
Convertible shareholder loan 93 798 -
The convertible shareholder loan was provided to part fund the Sasol
development, with the option of conversion to equity upon completion of the
development.
The carrying amount of the Izandla convertible loan approximates the fair value.
Total 1 779 555 -
Carried at
Carried at amortised
R'000 fair value Level 1 Level 2 Level 3 cost
4.4 Fair value hierarchy
at 31 March 2019
Assets
Investment in IAPF 1 271 867 1 271 867 - - -
Investment in Ingenuity 133 048 133 048 - - -
Investment in the U.K. Fund 222 548 - - 222 548 -
Equity accounted investment in and
loans to associate - - - - 178 955
Loans to equity accounted associates
at FVtPL 1 779 555 - - 1 779 555 -
Other investments
Derivative financial instruments 97 218 - 97 218 - -
Trade and other receivables(1) - - - - 155 795
Cash and cash equivalents - - - - 382 940
Total financial assets 3 504 236 1 404 915 97 218 2 002 103 717 690
Derivative financial instruments 231 142 - 231 142 - -
Long-term borrowings (including
current) 77 320 - - 77 320 7 867 848
Trade and other payables(2) - - - - 300 258
Total financial liabilities 308 462 - 231 142 77 320 8 168 106
Carried at
Carried at amortised
R'000 fair value Level 1 Level 2 Level 3 cost
4.4 Fair value hierarchy
at 31 March 2018
Assets
Investment in IAPF 1 051 544 1 051 544 - - -
Investment in Ingenuity 114 643 114 643 - - -
Investment in the U.K. Fund 191 800 - - 191 800 -
Equity accounted investment in and
loans to associate - - - - 188 988
Other investments
Derivative financial instruments 62 579 - 62 579 - -
Trade and other receivables(1) - - - - 133 456
Cash and cash equivalents - - - - 507 338
Total financial assets 1 420 566 1 166 187 62 579 191 800 829 782
Derivative financial instruments 142 814 - 142 814 - -
Long-term borrowings (including
current) - - - - 6 756 743
Trade and other payables(2) - - - - 332 454
Total financial liabilities 142 814 - 142 814 - 7 089 197
(1) Trade and other receivables exclude prepayments which are non-financial instruments.
(2) Trade and other payables exclude revenue received in advance and value added tax as these are non-financial instruments.
Izandla
U.K. convertible Hexagon Long-term
R'000 investment(1) loan(2) loan(3) borrowings(4)
4.5 Level 3 valuations
at 31 March 2019
The level 3 valuations are reconciled as follows:
Balance at the beginning of the year 191 800 - - -
Acquisition 11 471 93 798 1 416 914 (67 769)
Fair value and forex gains/(losses) 19 277 - 268 843 (9 551)
Balance at the end of the year 222 548 93 798 1 685 757 (77 320)
(1) The change in fair value of the underlying investment is immaterial and the majority of the movement arises from changes in exchange
rates. If the value of the underlying properties changed by 5%, the investment value would move by R21 million.
(2) The fair value of the conversion option of this loan is linked to the value of Izandla. If this changed by 5%, the value of the loan would
move by R0.2 million.
(3) The fair value gain on the Hexagon loans arose from the revaluation of the underlying properties in the PEL portfolio. The entire property
portfolio was externally valued at 31 December 2018 by CBRE Limited. The fair value gain on the loan receivable is R203.2 million. If the
fair value of the underlying properties was 5% higher or lower, the fair value of the Hexagon loans would be R158 million higher/lower
than the reported closing balance.
(4) Long-term borrowings includes other Euro Funding of EUR4.7 million. The value of the loan is linked to the performance of the underlying
properties in the Pan-European portfolio. If the fair value of underlying properties changed by 5%, the value of the loan would move by
R11 million.
Izandla
U.K. convertible Hexagon Long-term
R'000 investment loan loan borrowings
Level 3 valuations
at 31 March 2018
The level 3 valuation of the U.K. investment is reconciled
as follows:
Opening balance - - - -
Acquisition 173 329 - - -
Fair value gain and forex loss 18 471 - - -
Closing balance 191 800 - - -
Valuation techniques used to derive level 3 fair value
The significant unobservable inputs used to derive the fair value measurements are those relating to the valuation of
underlying investment properties. The table below includes the following descriptions and definitions relating to key
unobservable inputs made in determining fair value:
Expected rental value The rent at which space could be let in the market conditions prevailing at the date of valuation.
('ERV')
Equivalent yield The equivalent yield is defined as the internal rate of return of the cash flow from the property,
assuming a rise to ERV at the next review, but with no further rental growth.
Long-term vacancy rate The ERV of the expected long-term average structural vacant space divided by the ERV of the
whole property. Long-term vacancy rate can also be determined based on the percentage of
estimated vacant space divided by the total lettable area.
Significant
unobservable inputs Relationship between unobservable inputs and fair value measurement
Expected rental value Increases in ERV would increase estimated fair value.
('ERV')
Equivalent yield Increases/decrease in the equivalent yield would result in decreases/increases in the estimated
fair value.
Long-term vacancy rate Increases/decreases in the long-term vacancy rate would result in decreases/increases in the
estimated fair value.
The fair value of the underlying property portfolio has been determined using the income capitalisation method.
Reviewed Audited
Year ended Year ended
31 March 31 March
R'000 2019 2018
5. Equity accounted investment in and loans to associate
Izandla
Equity 33 242 18 247
Loans 178 955 188 988
Senior mezzanine 117 658 110 786
Junior mezzanine 91 297 78 202
Expected credit losses (30 000) -
212 197 207 235
Reviewed Audited
Year ended Year ended
31 March 31 March
R'000 2019 2018
6. Taxation
6.1 Deferred taxation
Balance at the beginning of the year 8 151 5 386
Gain on fair value of investments 8 380 2 765
Balance at the end of the year 16 531 8 151
A deferred tax liability arose on the fair value gain through profit or loss on Ingenuity and the U.K. investment as a result of
these investments not being classified as REITs. The Fund holds less than 20% of Ingenuity and the U.K. investment and
therefore these investments do not meet the definition of a 'property company' as defined under S25BB of the Income Tax Act.
On disposal of the investments, the Fund would be subject to capital gains tax. As such deferred tax has been recognised on
the unrealised fair value gains.
6.2 Withholding taxation
Withholding tax on IAPF dividend 6 796 7 105
Reviewed Audited
Year ended Year ended
31 March 31 March
R'000 2019 2018
7. Non-current assets held-for-sale
Office 13 000 21 034
Industrial 175 050 81 066
Retail 395 610 15 554
Balance at the end of the year 583 660 117 654
The Fund will be selling 12 buildings with settlement taking place within 12 months of reporting date for a consideration of
R583.7 million and has presented those assets as non-current assets held for sale.
Reviewed Audited
Year ended Year ended
31 March 31 March
R'000 2019 2018
8. Long-term borrowings
The balance at the end of the year comprises
Long-term borrowings 6 841 296 5 972 119
Long-term borrowings 6 788 205 5 917 743
Interest accrual on borrowings(1) 53 091 54 376
Short-term borrowings(2) 1 103 872 839 000
Total borrowings 7 945 168 6 811 119
(1) Included in trade and other payables in 2018 and subsequently moved to borrowings in 2019.
(2) Short-term borrowings are de-risked by the availability of revolving credit facilities and short-term headroom facilities of approximately
R1.8 billion.
Reviewed Audited
Year ended Year ended
31 March 31 March
R'000 2019 2018
9. Related parties
The table below shows the transactions and balances (not disclosed elsewhere) that the
Fund has with related parties:
Investec Property Proprietary Limited
Asset management fees (75 533) (60 702)
Letting commissions (21 705) (14 078)
Property acquisitions(1) - (154 949)
Transaction fees (5 415) -
U.K. Investment
Acquisition of 10% of the equity of a joint venture within the Investec Group(2) (11 471) (173 329)
Dividend received 11 643 5 397
Izandla Property Fund
Net proceeds from sale of properties - 314 111
Movement in equity investment 14 995 18 247
Movement in loans receivable (including convertible loan) 113 765 188 988
Finance income from associates 30 058 2 338
Finance income from loans to associates at fair value through profit or loss 4 669 -
Expected credit losses (30 000) -
AREG L.P/Hexagon(3)
Loans to Hexagon entities 1 685 757 -
Finance income from loans to associate at fair value through profit or loss 124 685 -
Investec Bank Limited Group
Cash and cash equivalents(4) 192 714 128 083
Borrowings(4) (362 281) (441 615)
Fair value of derivative instruments(4) (119 949) (60 292)
Nominal value of swap derivatives (5 340 255) (4 678 057)
Nominal value of FECs 465 260 515 232
Rentals received 66 462 61 724
Interest received(5) 9 261 7 859
Sponsor fees paid (193) (170)
Corporate advisory and structuring fees paid (3 138) (1 250)
Interest paid on related party borrowings (48 562) (52 881)
Settlement of swap derivatives - (16 933)
Net interest received on cross currency swaps 31 323 24 135
Interest paid on interest rate swaps (21 494) (21 825)
(1) Property acquisitions were concluded at market value.
(2) Direct equity investment, not acquisition of equity from Investec Bank Limited Group.
(3) AREG.L.P is a related party as it is a subsidiary of IPFO.
(4) Included in carrying values as per the statement of financial position.
(5) Interest is earned at the overnight safex call rate of 6.30% (FY2018: 6.55%).
10. Subsequent events
- Post 31 March 2019, the Fund has rolled R152 million and R300 million of three-month commercial paper at margin of 45.5 and
50.0 basis points respectively.
- The Fund settled R0.7 billion of secured debt which released R2.3 billion of properties as security.
- The Fund invested a further EUR8.2 million into the PEL platform on 17 April 2019 to part fund the acquisition of 3 buildings in the
Netherlands and 1 building in France.
- The Fund has made available 45 million units in IAPF in order to support the IAPF listing announced on 3 May 2019.
- The Fund has agreed to the sale of its shares in Ingenuity, as part of a specific repurchase agreement, for R1.08 per share, which is
a 29% increase on the purchase price. The sale is conditional upon Ingenuity shareholder approvals.
- On 3 May 2019 the Fund announced an investment into a Pan-European light industrial ('PELI') platform. The Fund will own 25% of
the holding company and make an initial investment of EUR10.2 million. The Fund has committed a total of EUR64.5 million into the PELI
which is expected to be deployed within the next two years. Further details have been included on page 23 of this announcement.
COMMENTARY
Introduction
Investec Property Fund Limited ('the Fund' or 'IPF') is a South African Real Estate Investment Trust and comprises an investment portfolio of
direct and indirect real estate investments in South Africa, Australia, the U.K. and Europe.
The portfolio of assets is high quality and geographically diverse, as shown in the table below:
% of the
Investment Description balance sheet
South African property portfolio 102 buildings held directly in the South African portfolio, valued at R17.3 billion; 83%
SA investment - Izandla A 35% share of an empowerment property fund, Izandla Property Fund Proprietary Limited
('Izandla'), valued at R0.3 billion; 1%
SA investment - Ingenuity A 9.2% share in Ingenuity Property Investments Limited ('Ingenuity') valued at R0.1
billion which the Fund has conditionally agreed to sell back to Ingenuity for 29%
above original purchase price; 1%
European investment A 42.9% investment into a Pan-European logistics ('PEL') portfolio valued at
R1.7 billion. This portfolio consists of 25 properties located in 6 jurisdictions across
Western Europe; 8%
Australian investment A 20.9% investment into Investec Australia Property Fund ('IAPF') which is inward
listed on the JSE and valued at R1.3 billion; and 6%
U.K. investment A 10% investment into the Investec Argo Property Fund ('U.K. Investment') valued
at R0.2 billion. 1%
The South African market has been very challenging, with consumers under pressure, limited new clients, lack of demand for office space and
manufacturing being depressed. Due to the strong performance of the Fund teams' efforts, underpinned by quality assets, the Fund is satisfied
with the performance of the South African portfolio albeit at 0.8% growth. The Fund remains optimistic about the long term growth prospects
in the South African market and therefore the majority of the balance sheet remains on local soil. In the short to medium term, growth is likely
to be underpinned by the offshore investments.
The Fund is committed to making progress on its four strategic objectives which will ultimately translate into increased value for all stakeholders:
- Revenue security and growth;
- Client service excellence;
- Value add asset management and capital allocation; and
- Cost efficiency and system optimisation.
Financial results
The board of directors is pleased to announce a final dividend of 73.51 cents per share ('cps') for the six months ended 31 March 2019,
bringing the total dividend for the year to 142.32 cps (FY2018: 138.53 cps, normalised 135.43 cps). The prior year interim dividend included
a once-off antecedent dividend received from IAPF relating to the final H2 dividend for FY2017 received on the shares subscribed for in the
February 2017 rights offer. On a normalised basis, year-on-year dividend per share ('dps') growth was 5.1%.
The distribution growth has largely been driven by the investment into and the performance of the PEL platform. The investment was
underpinned by strong property fundamentals and value has been unlocked by a dedicated, on-the-ground management team with a proven
track record in the European logistics sector.
The South African portfolio delivered base net property income ('NPI') growth of 0.8% (March 2018: 5.7%) in an extremely challenging
and weak local economic and operating environment. Against a backdrop of business consolidations, liquidations, and
constrained consumer spending, the South African portfolio remained robust in terms of its key operating metrics.
The letting in the South African property portfolio is testament to the quality of the assets and pro-active asset management that resulted in
a decrease in vacancy from last year to 2.4% (March 2018: 4.0%). This vacancy excludes pockets of space held vacant for development
(if included, the vacancy ratio would be 3.0% (March 2018: 4.8%)).
The Fund re-let or renewed 88% (252 716m(2)) of total space available to let for the year. This includes the letting of 64% (38 440m(2)) of opening
vacancy. Of the leases that expired during the period, 94% (214 276m(2)) was let at an average negative reversion of 6.9%, reflective of the
current letting environment. It is also a result of new lets concluded in properties which were purchased at above market rentals (for which top
slice price adjustments were made on acquisition). In addition, 33% of FY2020 expiries have already been let or renewed which further de-
risks the Fund for the year ahead. The weighted average lease expiry ('WALE') on letting concluded was 3.3 years and the average contractual
escalation was 7.7%. Incentives offered in order to let space were low at 1.7% of the value of the leases.
The total portfolio cost to income ratio increased to 18.8% (March 2018: 16.8%). This ratio is expected to remain at similar levels in the short-
to medium-term until such time as revenue growth increases closer to escalation rates. In the current market the revenue growth is suppressed
by void periods and negative reversions in the office and industrial portfolios.
Key drivers of the lower base net property income and the increased cost to income ratio were:
1. 2.6% core rental growth which is lower than contractual escalations due to void periods and lower rental reversions;
2. An increase in variable costs of 33.5% driven by letting commissions and tenant installation incentives;
3. Offset by fixed costs which increased below inflation at 3.4%;
4. Gross utility costs (water and electricity) increased by 4.9% while gross recoveries increased 8.3%; and
5. Gross rates expense increased by 25.8% as a result of significant municipal revaluation in the office portfolio, while rates recoveries only
increased by 16.2% due to leakage from void periods.
There has been limited local acquisition activity during the year, with the focus locally being on better extracting value from the existing South
African portfolio and deploying capital into the PEL platform. The Fund made a total commitment of EUR150 million into the platform and in
the current year made an initial investment of EUR65.8 million (excluding costs) in May 2018 with further investments during the year of EUR10.1 million
and EUR7.8 million invested subsequent to year end. This brings the total investment to date to EUR83.7 million, and the Fund has committed to a further
equity investment of EUR18.9 million to fund additional acquisitions. This will leave an equity commitment of EUR47.4 million post completion of
these transactions.
The investment was part funded through R500.5 million derived from the disposal of four South African properties (yielding 7.1%). The Fund has
earmarked a further c.R600 million of South African properties for sale within the next 12 months. Once sold those proceeds will be deployed
in the PEL platform or the newly announced PELI platform that are expected to generate attractive risk-adjusted returns.
On 3 May 2019 the Fund announced that it had concluded agreements to invest up to EUR64.5 million into a PELI platform expected to be
deployed over the next two years. The Fund will have an initial 25% share in the platform and the initial investment will amount to EUR10.2 million.
At full deployment, total equity contributed by IPF and Ares will amount to EUR150 million with IPF's equity participation representing 42.9%
through a ratcheted equity investment mechanism. The initial portfolio is expected to comprise 21 primarily light industrial properties, of which
four assets located in the Netherlands have already been acquired. A further 17 properties located across France and Germany have been
identified. The initial portfolio is expected to generate an unlevered initial asset yield of 7.2% which is expected to grow to a fully let expected
rental value ('ERV') yield of 8.2%, an investment return of 9.6%.
The Fund's investment into IAPF generated a significant contribution to net asset value ('NAV') growth in the current year as a result of a 21% increase
in the IAPF unit price. IAPF is now trading around NAV which resulted in an uplift of R220.3 million on the Fund's investment. On a post withholding
tax ('WHT') basis, IAPF delivered distribution growth of 1.2% in AUD which translated to 4.0% in ZAR due to forward exchange contracts
('FEC's') that were in place.
As announced on 3 May 2019, IAPF intends to list on the ASX. The Fund has agreed to make available up to 45 million IAPF units currently
held by the Fund, at the final subscription price determined under the institutional bookbuild.
IAPF remains a key investment for the Fund and should all the units made available under the sale be transferred, the Fund would still retain
a c. 10% investment in IAPF. The potential proceeds from the proposed partial sale of IAPF units will likely be utilised to further de-lever the
Fund's balance sheet and/or be deployed into the PEL and recently announced PELI strategies.
The U.K. Fund delivered an income yield of 5.4% and NAV growth of 10.4% during the year as a result of proactive asset management. The
portfolio is well positioned for the future and provides a solid base platform from which to grow a strong U.K. focused property platform. The
portfolio is currently valued at GBP233.8 million and has a weighted average unexpired lease term ('WAULT') of 11.7 years, vacancy ratio of 2.2%
and weighted average debt and swap expiry of 3.7 and 7.7 years respectively.
The Fund's NAV has increased by 3.9% during the year. This was primarily driven by the upward revaluation of the IAPF investment
(R220.3 million), and the Fund's share of the revaluation of the underlying properties in the PEL portfolio (R203.2 million). This was offset by a
R15.5 million (0.1%) downward revaluation of the South African property portfolio, reflective of the challenging local market.
Balance sheet and treasury management remains a fundamental focus area and the Fund continues to adopt a conservative approach to
its balance sheet position. During the year R3.7 billion of bank refinancing was completed which significantly reduced refinance risk over the
next two years and extended the debt expiry profile from 2.7 years to 3.5 years. Debt expiring in the next 18 months amounts to R1.1 billion,
with agreements already in place to refinance 23% of this and R1.2 billion of unutilised, committed facilities in place to mitigate the risk of the
remaining R0.85 billion. Subsequent to year end, over R1 billion of interest rate swaps were restructured which extended the swap expiry by eight
months to 3.4 years from 2.8 years at no additional cost to the Fund. The average cost of funding reduced from 8.6% to 7.9% due to an
increase in the percentage of foreign debt utilised to fund the European investments.
IPF has a recognised brand as a result of its association to the Investec Group and a track record in property given the experience of Investec
Property Proprietary Limited ('the Manager'). Just as Investec's clients have high service level expectations, so too do the Fund's clients.
The Fund's high quality service delivery is a way of differentiating the business in a fairly commoditised industry. Furthermore, the Fund has a
legacy of hands-on property skills and will be actively deploying resources to ensure that the IPF portfolio remains distinctive and relevant in
the markets in which the Fund operates.
South African property portfolio
The South African direct property portfolio accounts for 83% of the Fund's balance sheet investments and this remains the core focus of the
dedicated South African based team who have the local knowledge and expertise to unlock value for shareholders. The Fund's current
property portfolio consists of a diverse base of 102 quality and well located properties with an average value per property of R169 million.
(March 2018: R167 million). The Fund aims to ensure that it owns best of breed assets that will provide a platform to underpin long-term
shareholder returns.
The table below presents a snapshot of the property portfolio as at 31 March 2019:
Total Office Industrial Retail
Portfolio FY19 FY18 FY19 FY18 FY19 FY18 FY19 FY18
Number of properties 102 106 31 32 38 40 33 34
Asset value (Rbn) 17.3 17.6 6.3 6.5 3.7 4.1 7.3 7.0
Base growth 0.8% 5.7% (2.6%) 4.7% (1.0%) 4.4% 5.6% 7.8%
Cost to income 18.8% 16.8% 21.4% 17.0% 15.1% 14.0% 18.5% 18.2%
GLA 1 197 921 1 240 851 249 243 251 678 531 501 574 262 417 177 414 911
Vacancy(1) 2.4% 4.0% 7.3% 5.4% 1.2% 5.7% 1.0% 1.1%
WALE (years) 2.8 3.3 2.8 3.3 2.9 3.7 2.9 3.0
In-force escalations 7.6% 7.6% 8.0% 8.0% 7.7% 7.9% 7.3% 7.3%
(1) Excludes planned vacancy in the retail portfolio for development of 9 000m(2) (March 2018: 8 636m(2)). If included the portfolio vacancy would be 3.0%
(March 2018: 4.8%) and the retail vacancy ratio would be 2.6% (March 2018: 3.3%).
Letting activity
The Fund has re-let or renewed 94% of space that expired in the current year at a negative reversion of 6.9% which is reflective of the current
market but in line with the Fund's strategy to fill space rather than have void periods. The level of incentives offered to let space has increased
in the current year but still remains low at 1.7% of total lease value.
The table below reflects the letting activity for the year to date:
% of
Renewals expiries and Gross Gross
Expiries and and new cancell- expiry new Rental Average Incentive
cancellations lets ations rental rental reversion escalation WALE % lease Retention
GLA GLA let R/m(2) R/m(2) % % years value %
Office 52 914 45 674 86.3 193 166 (13.9)1 7.9 5.0 4.5 68.2
Industrial 116 314 110 983 95.4 61 57 (6.4)2 7.9 1.9 1.2 47.24
Retail 58 280 57 619 98.9 155 159 2.63 7.1 4.8 1.1 91.3
Subtotal 227 508 214 276 94.2 115 107 (6.9) 7.7 3.3 1.9 62.9
Opening
vacancy 59 902 38 440 64.2 n/a 67 n/a 7.0 5.6 0.8 n/a
Total 287 410 252 716 87.9 115 102 (6.9) 7.6 3.7 1.7 62.9
(1) Negative reversion driven by the current letting environment and new letting concluded at properties purchased above market rentals (for which top slice
price adjustments were made at acquisition with the benefit of higher initial yields e.g. 3 and 4 Sandown Valley Crescent) has driven the negative reversion.
(2) Long-term leases where expiry rentals had escalated above current market, renewed at market.
(3) Reversion subdued due to renewals concluded with two national clients of five and seven years respectively. Excluding these renewals, the balance of
letting activity reflected growth of 5.3%.
(4) Low retention due to two clients not renewing 8 549m(2) and 21 441m(2) respectively. The first was acquired by a large multi-national with multiple facilities
and the operations were consolidated and the second, due to consolidated business operations and reduced space. Both spaces have however been re-let.
Sectoral performance
Office
The Fund's office portfolio comprises high quality and well-located properties. The market has been subdued as a result of rental growth
remaining under pressure with visible or foreseeable oversupply across all major offices nodes, in particular Sandton, Bryanston and within
the next 18 months, Rosebank. No demand led drivers are evident in the current market, however the Fund believes it has the skills and the
portfolio to create solutions that are attractive to clients.
Vacancies have increased to 7.3% (March 2018: 5.4%), driven by a large vacancy in Sandton that became available at end February 2019 as
well as the Firs which is undergoing refurbishment. This is expected to reduce below 6% shortly after financial year-end.
The office sector re-let or renewed 86% (45 674m(2)) of space expiring during the financial year and let a further 24% (3 328m(2)) of the opening
vacancy. This further demonstrates the quality of the underlying portfolio.
The downward pressure on rentals with longer void period and increased incentive costs for landlords to secure clients has resulted in negative
NPI growth of 2.6%. The portfolio has experienced a large increase in its cost to income ratio due to significant increases in rates valuations
on a number of properties, and substantially higher leasing associated costs relative to the prior period.
The Fund's Sandton portfolio is defensive with a WALE of 3.5 years and expiries of only 4 434m(2) in FY2020, with renewals already concluded
on this space.
Looking forward, the Fund has already concluded leases on 29% of the space expiring in FY2020, albeit at negative reversions of 10.4%,
which is an improvement on FY2019 reversions. A further 28% is either under offer or in advanced stages of negotiation.
Industrial
The industrial sector has properties with good fundamentals in strategically located nodes. It has however not been immune to the current
economic climate, which has resulted in an exceptionally tough operating environment, with smaller business, specifically in the manufacturing
sector, being the worst affected.
A lack of business confidence and economic uncertainty has translated into clients being unwilling or unable to commit to long-term leases
and therefore a sizable portion of the letting activity has been concluded on a relatively short-term basis.
Rentals remain under pressure. The expiry rentals are now at the end of long rental cycles where landlords have benefited from compounding
contractual escalations that have outstripped the market rental growth. This has resulted in negative rental reversions. This remains a fact of
life in all landlord property portfolios, however, thus far the Fund's experienced management team has managed to navigate this cycle, and has
been successful in keeping vacancies at low levels.
Despite the weak demand environment, the sector has continued to display its desirability and defensiveness with 95% of the 116 313m(2)
expiring during the year being renewed or re-let at a negative reversion of 6.4% and an average WALE of 1.9 years. The low WALE is
a result of flexible short-term deals (with cancellation flexibility in favour of the Fund) concluded on c.46 000m(2). The opening vacancy
(32 051m(2)) was 100% let with a WALE of 5.8 years resulting in a decreased vacancy for the sector of 1.2% (March 2018: 5.7%). Furthermore,
37% of FY2020 expiries have already been concluded at reversions in line with FY2019. A further 18% of space is currently under offer or in
advanced stages of negotiation.
The sector's cost to income ratio remains under pressure due to the weak tenant demand environment resulting in longer void periods.
Although costs are well controlled and have only increased by 3.5% (excluding rates expense), the cost to income ratio has increased to
15.1% (March 2018: 14.0%) due to lower revenue growth. This ratio is expected to remain at similar levels until the macro-economic conditions
improve and allow for rental growth. The cost base has also been impacted by bad debts given the pressure on local businesses.
The overall arrears position is largely attributable to a single client that has recently gone into voluntary business rescue. The Fund is working
closely with the client to assist with the turnaround of the business in order to recover the Fund's arrears.
Retail
The retail portfolio is robust and defensive and is the best performing sector within the Fund. The sector has performed well despite the lack of
economic growth. This has been achieved through a focused strategy of maintaining a significant proportion of national clients (currently 81%)
to ensure the assets are able to trade through periods of subdued consumer spending.
The retail sector has displayed defensive characteristics through a very challenging market with centre turnover growth being reported at
2.7% on the total portfolio at the end of March 2019.This has reflected an upward trend since a low of 1.9% in March 2018. Excluding Design
Quarter (planned refurbishment) and Balfour (severely impacted by the Rea Vaya road works), year-on-year turnover growth reflected 4.1% in
March 2019.
The Fund's retail base portfolio reported NPI growth of 5.6% which is testament to the quality of the underlying portfolio. The net cost to
income ratio has increased only marginally from 18.2% to 18.5%, supported by the tightly controlled fixed costs which only increased by 1.1%.
Leasing activity during the period has been very positive with 99% (57 619m(2)) of space expiring during the full year renewed and re-let and a
further 23% (3 061 m(2)) of opening vacancy let. Average reversions of positive 2.6% and in-force escalations of 7.1% were achieved on this
letting. Excluding strategic development vacancies at Design Quarter and Devland Silverlakes, the sector's vacancy remains extremely low at
1.0% (March 2018: 1.2%). Including the strategic development vacancies, this would increase to 2.6% (March 2018: 3.3%).
The Fund will be participating in the Edcon restructure and has opted to receive reduced rental income over the next two years, commencing
on 1 May 2019. On a portfolio basis, exposure to the Edcon Group represents less than 2% of the Fund's revenue. It is anticipated that the
reduction in rental income will amount to R9.8 million per annum, from FY2020. There was no impact for the year ended 31 March 2019.
The Fund has purchased the Highlands Mall, a strategically located strip mall on the corner of Louis Botha Avenue and Athol Street in Highlands
North. This acquisition provides an exciting opportunity for the Fund to significantly strengthen the Balfour Mall precinct. The intention is to
create a space in which the target market is able to 'live, socialise and play' in a safe and secure environment while providing a solution for
middle income earners to live and work within close proximity.
Trade receivables
The total arrears as a percentage of collectables has reduced to 2.9% from 3.1% (March 2018). This ratio includes clients that are subject to
legal proceedings (if excluded, the ratio is 1.4%, March 2018: 1.1%). If Edcon arrears are excluded the arrears percentage reduces to 2.8%
(and 1.3% excluding legal tenants) in the current year.
Total geographic spread
South Africa 85%
UK 1%
Europe 8%
Austrailia 6%
SA sectorial spread
Office 36%
Industrial 22%
Retail 42%
Local investments
Ingenuity
The Fund announced on 17 April 2019 that Ingenuity will seek shareholder approval to repurchase all the shares held by IPF for R1.08 per
share. The sale is expected to be completed by July 2019. If approved, this will reflect a 29% gain on the average purchase price of the
Ingenuity shares and an 8.2% increase on the value including the distribution add back of the notional capitalisation of interest. The Fund will
continue to add back the cost of the funding to the distribution until the date of sale.
The sale of the shares provides shareholders with clarity over the Fund's investment into Ingenuity and simplifies the distribution statement
going forward.
Izandla
The Fund invested a further R115.6 million into Izandla (R15.0 million equity, R6.9 million senior mezzanine loan, and R93.7 million convertible
shareholder loan) to support the acquisition of a property in Hatfield and the development of a logistics facility for Sasol on the back of a
15 year lease. Izandla is currently raising equity to fund an identified pipeline and IPF will look to convert some or all of the mezzanine debt into
equity at that point. The shareholder loan to Izandla to support the development of the Sasol facility, is also likely to be imminently refinanced
by external funds and/or the anticipated equity raising proceeds.
Offshore investments
Australia (listed)
The Fund's investment in IAPF amounts to R1.3 billion, representing 20.9% of IAPF (March 2018: 20.9%). The increase in the IAPF share price
to R12.70 reflects a 21% increase from March 2018 and positively contributed to the NAV growth of the Fund for the year. In AUD and on a
post WHT basis, IAPF delivered distribution growth of 1.2% which resulted in growth of 4% in ZAR.
The Fund continues to employ a conservative approach to hedging of both the income and capital risk of the investment. The Fund increased
its AUD cross-currency swap ('CCS') exposure post year-end by AUD10 million, to maintain 50% of the value of the investment hedged by way
of CCS's. In terms of income, the Fund has hedged 100% of its anticipated distributions over a five year period at a range of between
R11.02 and R13.85. The Fund manages this position on an ongoing basis.
As announced on 3 May 2019, IAPF intends to list on the ASX. In conjunction with the listing, IAPF is seeking to raise approximately AUD100
million mainly from the Australian capital markets. The final subscription price is expected to be within the indicative price range of AUD1.30 to
AUD1.35 per unit. The proceeds from the offer will be used by IAPF to repay debt and pay the costs associated with the offer. The Fund has
agreed to make available up to 45 million IAPF units at the final subscription price determined under the institutional bookbuild for the purposes
of satisfying oversubscriptions from certain institutional investors. If the offer is not oversubscribed, no IAPF units will be transferred under
the sale. The transfer of any IAPF units under the sale is expected to occur around the date that new IAPF units are allotted under the offer.
IAPF remains a key investment for the Fund and should all the units made available under the sale be transferred, the Fund would still retain
a c.10% investment in IAPF. The proceeds of the sale will be utilised to further de-lever the Fund's balance sheet and/or be recycled into the
Pan-European strategy.
As a result of the listing, IAPF has informed unitholders that they will be adjusting their distribution pay-out ratios to align with other ASX listed
REITs and best practice in Australia. The Fund is supportive of this change as it does not impact the total return to investors as the reduced
distribution will increase NAV. This change also enhances IAPF's ability to secure Australian capital further enhancing their ability to support
future growth. IAPF's change in distribution policy will impact the Fund's FY2020 distribution growth by c. 1% (on the assumption that the full
45 million units made available under the sale are sold). This has been taken into account in the provision of the guidance referred to in this
announcement.
United Kingdom (unlisted)
The Fund's investment into the U.K. Fund remains small, with its 10% shareholding amounting to R222.5 million (GBP 10.6 million cost). The
investment provides optionality to the Fund should an opportunity exist to increase its exposure to the U.K. real estate market.
The U.K. Fund delivered an income return of 5.4% and NAV growth of 10.4% resulting from several asset management initiatives, including:
- The regearing of the Sainsbury's, Swansea lease to 30 years;
- The sale of the Sainsbury's, Worcester property at a 14.7% premium to book value;
- The repositioning and tenanting of the Edmonton, North London industrial facility; and
- Upward rental reversions of 22% being achieved across 1 282m(2) of industrial space that was renewed or relet during the year.
41% of the value of the investment is hedged by way of CCS's. The Fund has hedged 100% of its distributions over a five-year period at a
range of between R19.42 and R25.57.
Pan-European logistics portfolio (unlisted)
During the year the Fund acquired a 42.9% interest in a Pan-European logistics platform and committed to investing up to EUR150 million into the
platform over the next four years. Including the Fund's commitment, a total of EUR350 million has been committed to the platform. The investment
will assist in the timely aggregation of a scaled and diversified logistics portfolio across Europe and once the equity has been fully deployed,
will result in a logistics platform of c. EUR900 million.
IPF equity
investment GLA Property
Pan-European logistics portfolio (EUR'm) Date Country (m(2)) value (EUR'm)
France, Germany,
Italy, Poland,
Netherlands,
Initial portfolio 65.8 May 2018 Spain 975 165 423.0
Acquisitions 10.1
Combs-la-Ville 1.8 September 2018 France 22 966 11.5
Elbeuf 0.8 September 2018 France 9 649 5.1
Dortmund 3.4 February 2019 Germany 25 783 15.8
Monchengladbach 4.1 February 2019 Germany 10 618 19.4
Invested at 31 March 2019(1) 75.9
Acquisitions and commitments post
year-end 26.7
Schipol 2.1 April 2019 Netherlands 17 557 23.2
Bergen 3.1 April 2019 Netherlands 20 957 16.7
Venlo 3.2 April 2019 Netherlands 25 704 18.1
Marseille 9.2 April 2019 France 65 354 51.6
VRE 5.3 May 2019(2) Poland 51 595 30.0
Warsaw 1.3 May 2019(2) Poland 11 109 7.3
Tiel 1.2 May 2019(2) Netherlands 9 900 7.1
Triad: Hanover 1.3 May 2019(2) Germany 24 551 13.4
Total deployed/committed 102.6
Total commitment 150.0
Remaining commitment 47.4
(1) Excludes bridge funding of EUR9.0 million provided.
(2) Anticipated date of transfer.
The initial portfolio of 22 logistics properties with an asset value of EUR423 million was acquired by the platform in May 2018 with IPF contributing
EUR65.9 million of initial equity (excluding transaction costs). This seed portfolio was acquired on an unlevered net initial yield of 6.0%, generating
an initial investment yield of approximately 10.5%. The portfolio has generated returns of 11.6% in Euros and 11.9% in ZAR, with the
outperformance driven by strong leasing activity, shorter void periods and lower incentives. The underlying properties were externally revalued twice
during the year and saw an uplift of 12.5% which translated into a capital uplift for IPF in Euros of 14.4% (ZAR 16.3%), further supporting the
investment rationale into this platform.
Subsequent to the Fund's initial investment, the Fund invested a further EUR10.1 million to support the acquisition of four further properties across
the Netherlands and Germany during the second half of the year (with one French asset sold). The acquisitions are expected to deliver a similar
investment return to the initial portfolio.
Metrics March 2019 At acquisition
Income return p.a. (EUR) 11.6% 10.5%
WALE (years) 4.5 3.2
Vacancy 5.1% 10.1%
Number of properties 25 22
53% of the value of the investment is hedged by CCS's and Euro denominated loans (weighted average debt and swap expiry of 2.8 years which was extended
past year-end.). The Fund has hedged 100% of its contracted distributions over a five-year period at a range of between R15.39 and R20.60.
Pan-European light industrial portfolio (unlisted)
Post year-end, the Fund announced that it had concluded agreements to acquire an initial investment into a PELI portfolio. As part of this
agreement the Fund will acquire an initial 25% in a platform that will focus on investments across the Northern corridor of Western Europe,
with specific focus on France, Germany and the Netherlands.
Similar to IPF's current investment in its Pan-European logistics platform, the Fund will invest alongside the same funds and segregated
mandates managed by Ares Management and the in-country asset management will be executed by Urban Real Estate Partners ('UREP') -
the team that has successfully executed the initial strategy of the logistics platform.
The portfolio is expected to comprise 21 primarily light industrial properties, of which 4 assets located in the Netherlands have already been
acquired. A further 17 properties located across France and Germany have been identified and is in advanced negotiations with the vendors thereof with
a view to concluding these acquisitions by the end of May 2019. The gross asset value attributable to the initial portfolio will be EUR116 million
and the Fund's initial equity contribution will be EUR10.2 million. The portfolio will be 90% let with an initial asset yield of 7.2% which is expected
to grow to a fully let ERV yield of 8.2%, and is expected to have an aggregate GLA of 151 401m(2) and a WAULT of 3.3 years with weighted
average annual rental income of EUR5.4/m(2).
Whilst this core light industrial property investment strategy is premised on a similar macroeconomic theme to the logistics platform, it will be
based on the following more unique principles:
- focus on the Northern corridor of Western Europe, with liquid and transparent property markets;
- micro-location - target assets within close proximity/last mile to cities with high concentrations of industry and consumers, as well as
limited land availability;
- high quality assets and strong property fundamentals - assets below 20 years of age which provide maximum occupational flexibility for
storage, distribution and general warehousing and expansion potential;
- target assets with pricing that reflects a discount to replacement cost and/or offer active asset management opportunities requiring
specialist management skills which UREP possesses through the experience of the management team gained during their time at
Hansteen Holdings Plc. Paul Rodgers headed up the Hansteen European property portfolio and successfully facilitated the sale of their
Dutch and German assets to Blackstone for EUR1.3 billion;
- target building size typically less than 10 000m(2) whereas logistics platform targets larger unit sizes;
- robust cash flows - target cash yielding assets with good occupancy history that offer potential for attractive cash on cash yields;
- diversified multi-let tenant base ranging from large national through to small and SME tenants which provides diversification of underlying
cash flows; and
- the ability to upwardly manage rentals given supply/demand dynamics and in-country asset management experience.
Once leveraged at a holding company level, the investment is anticipated to deliver an average Euro-denominated investment return of
approximately 9.6% to the Fund and total returns that significantly exceed the Fund's cost of capital.
Inclusive of the initial investment, IPF has committed a total of EUR64.5 million into this light industrial platform which is expected to be deployed
within the next two years, with each subsequent investment increasing IPF's equity interest in the platform. The portfolio's gross asset value
will amount to between EUR375 million-EUR500 million, dependent on the level of gearing utilised at a property level.
The transaction is complementary to the Fund's existing investment into the Pan-European logistics platform and further enhances the Fund's
presence in a very strong segment of the real estate market across Europe. The strategy will look to benefit from growth of e-commerce
across Europe and its expected impact on last mile logistics. Furthermore, the transaction is consistent with the Fund's investment strategy of
continuously assessing real estate opportunities in various geographies with an attractive risk-adjusted return profile and recycling capital into
investments that maximise long-term returns.
The initial investment will be funded through a combination of existing ZAR debt facilities and either Euro debt facilities or CCS's. The blended
funding cost is anticipated to be approximately 5%.
The Fund will hedge out all the income from the initial investment that is not naturally hedged by way of Euro funding by entering into FEC's
over a period of three to five years. It is anticipated that these FEC's will provide the Fund with between 6% to 7% embedded growth on the
hedged income over the hedged period.
Balance sheet and risk management
Balance sheet and risk management remains a fundamental focus area for the Fund.
March March
2019* 2018
Average all in cost of funding(1) 7.90% 8.60%
Average debt margin - ZAR(2) 1.67% 1.64%
Average swap rate - ZAR 7.57% 7.56%
Average all in fixed rate - AUD 4.61% 4.71%
Average all in fixed rate - GBP 2.36% 2.32%
Average all in fixed rate - EUR (incl. CCS) 1.99% n/a
Debt maturity (years) 3.5 2.7
Swap maturity (years) 3.4 3.8
Hedge percentage 84.0% 84.0%
Gearing(3) 35.9% 32.6%
Encumbrance ratio(4) 26.9% 33.5%
% debt secured(5) 33.7% 34.6%
% CCS of AUD investment 50.0% 51.0%
% CCS of GBP investment 41.0% 50.0%
% Foreign debt and CCS of EUR investment 53.0% n/a
Sources of funding
DMTN 45% 42%
Commercial Paper 6% 4%
Bank 8% 54%
Foreign 13% -
HQLA 28% -
(1) Reduced as a result of Euro debt introduced in FY2019.
(2) Increase due to debt refinancing.
(3) Gearing shown net of cash.
(4) Secured assets as a percentage of total investments - reduced due to repayment of R0.7 billion bank debt post year end.
(5) Secured debt as a percentage of total debt facilities - reduced due to debt refinancing.
* Metrics include post year end debt and swap movements.
Balance sheet and treasury management remains a fundamental focus area and the Fund continues to adopt a conservative approach to its
balance sheet position. Maintaining long-term certainty of cost and access to adequate liquidity is of paramount importance in the current
environment.
The Fund's gearing ratio is 35.9% at 31 March 2019 (31 March 2018: 32.6%), increasing as a result of the capital deployment into Europe. The
Fund's targeted gearing ratio is below 35% and can be achieved through active capital recycling, where necessary.
There is a continued drive to fund long-term assets with long-term borrowings and to conservatively manage refinancing and credit risk.
This is achieved through maintaining a diversified funding portfolio with the banks and capital markets and early engagement with lenders as
far as possible. The following factors are considered in all debt raising decisions including, but not limited to, margin, flexibility, security and
committed revolving facilities.
During the year, the Fund completed a R3.7 billion bank refinancing, significantly reducing refinance risk by refinancing all bank debt maturing
within the next two years and opportunistically refinancing some longer term debt on more attractive terms in the capital markets. The
combined refinancing has extended the Fund's weighted average debt expiry to 3.5 years from 2.7 years at March 2018 and reduced the
Fund's encumbrance ratio to 26.9% (March 2018: 33.5%). This provides significant flexibility in terms of future funding initiatives. The reduction
in encumbrance ratio was due to active debt management, release of mortgaged properties where possible and the early refinance of
R700 million of secured debt (included in the R3.7 billion refinancing). This has also reduced the level of secured debt to 33.7% (March 2018:
34.6%), further strengthening the balance sheet.
IPF currently has R1.8 billion of available undrawn bank and cash facilities. R1.1 billion of the bank facilities are committed and provide the
Fund with adequate liquidity to alleviate any refinancing risks over the next 12 months.
The Fund's weighted average cost of funding reduced to 7.9% (March 2018: 8.6%) as a result of the Euro debt introduced to fund the Pan-
European investment. On a like-for-like basis, this would have remained at similar levels reported at 31 March 2018.
The Fund is active in its treasury management and maintains a focused strategy of attaining the lowest rate for the longest tenor. Post balance
sheet date the Fund took advantage of a more favourable interest rate curve and restructured over R1 billion of interest rate swaps thereby
extending the total swap profile by eight months at no additional cost to the Fund. The Fund also entered into an additional AUD10 million of
CCS's, in order to maintain a 50% hedge on the capital invested into Australia and took advantage of lower AUD fixed rates reducing AUD
funding to 4.6% (March 2018 4.7%).
Including cross currency interest rate swaps ('CCIRS'), the Fund's interest rate exposure is 84% hedged at 31 March 2019 (March 2018: 84%)
with a weighted average term of 3.4 years (March 2018: 3.8 years).
The conservative balance sheet strategy and active management has resulted in the Fund's ability to maintain strong credit metrics and its
corporate rating was upgraded to A+(ZA) from A(ZA) in August 2018.
Capital allocation
Capital allocation is a fundamental focus of the business, and capital is allocated for the best return to shareholders.
March March
Rm 2019 2018
Deployment funded by:
Proceeds from SA property disposals 500.5 672.4
Equity 81.1 207.3
Debt raised/(repaid) 1 108.4 (138.8)
1 690.0 740.9
Deployment into:
PEL platform (1 380.9) -
Izandla (115.6) (188.9)
UK Fund (11.5) (173.3)
Ingenuity - (20.7)
SA property portfolio projects and capital expenditure (prior year includes acquisitions) (182.0) (358.0)
(1 690.0) (740.9)
The proceeds from disposals arose from the sale of four buildings in the South African portfolio at a blended yield of 7.1% and were
re-deployed into the PEL platform generating an income return of 11.9%. A further 12 properties have been earmarked for sale with expected
proceeds of approximately R0.6 billion and proceeds from the partial sale of the investment in IAPF is expected to generate a further R0.6 billion.
This will be efficiently recycled on an earnings enhancing basis and/or used to reduce gearing.
The twelve properties held for sale include:
GLA Carrying Value
Grade m(2) Rm
Industrial
Beechwood House High-Tech 5 677 37.0
British American Tobacco Warehousing 13 417 80.0
Capital Motors (McCarthy Pretoria) Warehousing 7 011 23.1
Scientific Building High-Tech 5 733 35.0
Office
International SOS B 3 604 13.0
Retail
Boxer Cofimvaba Retail warehouse 1 045 6.9
Builders Warehouse Polokwane Retail warehouse 8 829 101.5
Builders Warehouse Witbank Retail warehouse 5 512 85.0
Devland Oudtshoorn Retail warehouse 2 742 8.0
Masscash Kimberley Retail warehouse 5 850 34.2
Nonkqubela Local convenience 2 939 20.0
Nonquebela Link Mall Neighbourhood 7 836 140.0
Total 70 195 583.7
Capital expenditure
During the year, the Fund spent R182.0 million on capital projects, refurbishments and maintenance capex. This includes R46.1 million on
sustainability projects which generated an average return of 14%. Project spend included R74.7 million on the Fleurdal Mall extension, Design
Quarter refurbishment and Firs refresh. The Firs and Fleurdal projects are near completion whilst the Design Quarter project is in the final stages
of its Stage 2 feasibility.
Of the R46.1 million spent on sustainability in the current year, R43.2 million was spent on solar PV projects. Earmarked spend for FY2020 is
R90.8 million of which 90% is return generating.
The Fund has committed to capital expenditure relating to redevelopment and refurbishment projects (R156.0 million), the purchase of a shopping centre
(R51.0 million) and sustainability projects (R28.2 million).
Dividend re-investment programme
The board is considering offering a dividend re-investment alternative in which a shareholder would be entitled to elect to re-invest the cash
dividend in return for IPF shares, failing which they will receive the cash dividend in respect of all or part of their shareholdings. A further
announcement will be made in this regard on or before 28 May 2019.
Financial assistance
Shareholders are advised that at the annual general meeting of the Fund held on 20 August 2018, shareholders approved and passed a
special resolution in terms of Section 45 of the Companies Act No 71 of 2008, as amended ('the Act') authorising the Fund to provide financial
assistance to among others, related or inter-related companies of the Fund.
Investec Property Fund Limited ('the Company') provided financial assistance to its subsidiary IPFO, which was created in order to hold the
Fund's offshore investments.
Shareholders are hereby notified that in terms of S45(5)(b) of the Companies Act No 71 of 2008, as amended, the board of directors of the
Company authorised the issue of guarantees and suretyships to third parties for finance and other facilities granted by those third parties to
wholly-owned subsidiaries of the Company during the period 1 April 2018 to 31 March 2019.
The board has confirmed that, after considering the reasonable foreseeable financial circumstances of the Company, it is satisfied that
immediately after providing such financial assistance, the Company would satisfy the solvency and liquidity test, as contemplated in terms of
Section 4 of the Act, and that the terms under which such financial assistance was given were fair and reasonable to the Company.
Shareholding
At 31 March 2019, Investec Group, Coronation Fund Managers, Public Investment Corporation, STANLIB Asset Management and Investec
Asset Management are the only shareholders holding in excess of 5% of the Fund's total shares in issue.
Shareholding Shareholding
at 31 March at 31 March
Rank Beneficial shareholder 2019 2018 Change
1 Investec Group* 26.6% 26.8% (0.2)
2 Coronation Fund Managers 10.3% 16.4% (6.1)
3 Investec Asset Management 7.6% 5.4% 2.2
4 Government Employees Pension Fund 6.4% 6.4% -
5 STANLIB Asset Management 3.6% 5.9% (2.3)
* Includes Investec Limited and Investec Bank Limited.
Prospects and guidance
As communicated in the trading update, the short-term outlook in South Africa remains challenging and is expected to impact the performance
of the Fund's South African portfolio in the short-term. The impact of the Edcon restructure will further adversely affect the earnings base in the
next 12 months with the Fund anticipating a c. 1% impact on distribution as a result of the restructuring. Taking this all into account, the Fund
expects the South African portfolio to deliver NPI growth similar to FY2019 during the forthcoming year.
The Pan-European logistics platform is expected to continue to provide earnings accretion to the Fund during the year ending 31 March 2020,
with earnings further supported by the accretive nature of the recently announced Pan-European light industrial investment. Additional capital
deployment into both platforms and continued successful execution of the underlying strategy in terms of leasing and asset management
provides further opportunity for earnings growth.
The partial sale of the Fund's investment in IAPF and subsequent redeployment into the Fund's two European platforms are evidence of
efficient capital recycling. If successful, earnings should be further enhanced although this may be offset by the reduction in the Fund's earnings
from its remaining stake in IAPF resulting from its change in distribution policy.
Taking the above into account, the Fund expects to deliver dividend growth per share for the financial year ending 31 March 2020 of between
3% and 5%, with the upper end of the range dependent on the level of capital deployed into European pipeline opportunities during the year.
In providing this guidance, the Fund has assumed no material change to the operating environment and that no material tenant failures take
place.
This forecast has not been reviewed or audited on by the Fund's independent external auditor.
On behalf of the Board of Investec Property Fund Limited
Sam Hackner Andrew Wooler and Darryl Mayers
Non-executive Chairman Joint Chief executive officers
13 May 2019
Basis of accounting
The reviewed preliminary condensed consolidated financial information for the year ended 31 March 2019 has been prepared in compliance
with International Financial Reporting Standards ('IFRS'), the presentation and disclosure requirements of IAS 34, Interim Financial Reporting,
the SAICA Financial Reporting Guide as issued by the Accounting Practices Committee and Financial Reporting Pronouncements as issued
by The Financial Reporting Standards Council, the Companies Act No. 71 of 2008, as amended of South Africa and the JSE Listings
Requirements.
The accounting policies applied in the preparation of the results for the year ended 31 March 2019 are consistent with those adopted in
the financial statements for the year ended 31 March 2018, other than the adoption of those standards that became effective in the current
period, including IFRS 9 ('Financial Assets and Financial Liabilities') and IFRS 15 ('Revenue for Contracts with Customers'), which had no
material impact on the financial results. These reviewed preliminary condensed consolidated financial statements have been prepared under
the supervision of Jenna Sprenger CA(SA).
Review conclusion
Ernst & Young Inc., the Fund's independent auditor, have reviewed the consolidated statement of comprehensive income, consolidated
statement of financial position, consolidated statement of cash flows, consolidated statement of changes in equity, consolidated segmental
information and notes to the condensed consolidated financial results, as set out on pages 2 to 14 of the preliminary condensed consolidated
financial results, and have expressed an unmodified review conclusion. A copy of their review conclusion is available for inspection at the
company's registered office.
Final dividend
Notice is hereby given of the declaration of final dividend number 17 ('Cash dividend') of 73.50878 cents per share for the period 1 October
2018 to 31 March 2019.
Other information:
- The dividend has been declared from income reserves.
- A dividend withholding tax of 20% will be applicable on the dividend portion to all shareholders who are not exempt.
- The issued share capital at the declaration date is 736 290 993 ordinary shares of no par value.
In accordance with Investec Property Fund's status as a REIT, shareholders are advised that the dividend meets the requirements of a
'qualifying distribution' for the purposes of section 25BB of the Income Tax Act, No. 58 of 1962 ('Income Tax Act'). The dividends on the shares
will be deemed to be dividends for South African tax purposes in terms of section 25BB of the Income Tax Act.
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 and will not be
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 provided to the CSDP or broker, as
the case may be, in respect of uncertificated Shares, or the Fund, in respect of certificated Shares, a declaration by the beneficial owner (in
such form as may be prescribed by the Commissioner) that the dividend is exempt from dividends tax in terms of section 64F and a written
undertaking (in such form as may be prescribed by the Commissioner) to forthwith inform the CSDP, broker or the Fund, as the case may be,
should the circumstances affecting the exemption change or if the beneficial owner ceases to be the beneficial owner.
If resident shareholders have not submitted the abovementioned documentation to confirm their status as South African residents, they are
advised to contact their CSDP, or broker, as the case may be, to arrange for the documents to be submitted prior to the date determined by
the regulated intermediary, or if no date is determined, by the date of payment of the dividend.
Tax implications for non-resident shareholders
Dividends received by non-resident shareholders from a REIT will not be taxable in South Africa as income and instead will be treated as
ordinary dividends which are exempt from income tax in terms of the general dividend exemption in section 10(1)(k)(i) of the Income Tax Act. It
should be noted that up to 31 December 2013 dividends received by non-residents from a REIT were not subject to Dividend Tax. With effect
from 22 February 2017, any dividend received by a non-resident from a REIT are subject to Dividend Tax at 20%, unless the rate is reduced
in terms of any applicable agreement for the avoidance of double taxation ('DTA') between South Africa and the country of residence of the
non-resident shareholder. Assuming Dividend Tax will be withheld at a rate of 20%, the net dividend amount due to non-resident shareholders
is 58.80702 cents per share. A reduced dividend withholding rate in terms of the applicable DTA may only be relied on if the non-resident
shareholder has provided the following forms to their CSDP or broker, as the case may be, in respect of uncertificated shares, or the Fund, in
respect of certificated shares:
- A declaration by the beneficial owner (in such form as may be prescribed by the Commissioner) that the dividend is subject to a reduced
rate as a result of the application of the DTA; and
- A written undertaking (in such form as may be prescribed by the Commissioner) to forthwith inform, the CSDP, broker or the Fund, as the
case may be, should the circumstances affecting the reduced rate change or if the beneficial owner ceases to be the beneficial owner.
If applicable, non-resident Shareholders are advised to contact the CSDP, broker or the Fund, as the case may be, to arrange for the
abovementioned documents to be submitted prior to the date determined by the regulated intermediary, or if no date is determined, by the
date of payment of the dividend, if such documents have not already been submitted.
Other information:
- As at the date of this circular, the ordinary issued share capital of Investec Property Fund is 736 290 993 ordinary Shares of no par value
before any election to reinvest the cash dividend
- Income Tax Reference Number of Investec Property Fund: 9332/719/16/1
- Shareholders are encouraged to consult their professional advisors should they be in any doubt as to the appropriate action to take.
Summary of the salient dates relating to the Cash Dividend: 2019
Declaration of dividend Tuesday, 14 May
Circular and form of election posted to shareholders and announced on SENS Tuesday, 28 May
Last day to withdraw the Share Re-Investment Alternative Monday, 3 June
Announcement of Share Re-Investment Alternative issue price and finalisation information ('Finalisation Date') Tuesday, 4 June
Last day to trade in order to participate in the election to receive shares in terms of the Share
Re-Investment Alternative or to receive a cash dividend ("LDT") Tuesday, 11 June
Shares trade ex-dividend Wednesday, 12 June
Listing of maximum possible number of Share Re-Investment Alternative shares commences on the JSE Friday, 14 June
Last day to elect to receive the Share re-Investment Alternative at 12:00 Friday, 14 June
Record date for shareholders to receive dividend Friday, 14 June
Announcement of results of Cash Dividend and Share Re-Investment Alternative on SENS Tuesday, 18 June
For shareholders elective the Cash Distribution cheques posted to Certificated Shareholders and accounts
credited by CSDP or broker to Dematerialised Shareholders electing the Cash Dividend on or about Tuesday, 18 June
Share certificates posted to Certificated Shareholders and accounts credited by CSDP or broker to
Dematerialised Shareholders electing to Share Re-Investment Alternative on Thursday, 20 June
Adjustment to the maximum number of shares listed on or about Friday, 21 June
Notes:
1. Shares may not be dematerialised or rematerialised between commencement of trade on Wednesday, 12 June 2019 and close of trade on
Friday, 14 June 2019.
2. The above dates and times are subject to change. Any changes will be released on SENS.
Investec Bank Limited
Company Secretary
13 May 2019
COMPANY INFORMATION
Directors
S Hackner (Chairman)#
SR Leon (Deputy Chairman)#
A Wooler (Joint Chief executive officer)
DJ Mayers (Joint Chief executive officer)
JC Sprenger (Chief financial officer)
N Riley#
LLM Giuricich#
S Mahomed#*
CN Mashaba#*
MM Ngoasheng#*
KL Shuenyane#*
P Hourquebie#*
# Non-executive
* Independent
Registered office
C/o Company Secretarial, Investec Limited
100 Grayston Drive, Sandown, Sandton, 2196
Transfer secretary
Computershare Investor Services Proprietary Limited
(Registration number 2004/003647/07)
Rosebank Towers, 15 Biermann Avenue
Rosebank, Johannesburg, 2196
Sponsor
Investec Bank Limited
100 Grayston Drive, Sandown, Sandton, 2196
Date: 14/05/2019 08:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.
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