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Half-year Report

1st Sep 2020 07:00

RNS Number : 5461X
Raven Property Group Limited
01 September 2020
 

1 September 2020

 

Raven Property Group Limited ("Raven" or the "Company")

 

2020 Interim Results

 

Raven today announces its unaudited results for the six months ended 30 June 2020.

 

Highlights

 

· Occupancy at 30 June 2020 increased to 93% (31 December 2019: 90%) with 142,000sqm of new lettings and 176,000sqm of maturity extensions in the period;

· Underlying earnings of £13.4 million (30 June 2019: £13.4 million) before unrealised foreign exchange movements;

· Unrealised foreign exchange losses of £23.8 million (30 June 2019: profit £18.9 million) on weaker Rouble;

· IFRS loss of £31.7 million (30 June 2019: profit £26.2 million) after these unrealised foreign exchange movements and loss on revaluation of £12.5 million (30 June 2019: profit £18.2 million);

· Cash balance of £85.0 million (31 December 2019: £68.1 million);

· Rouble value of investment property portfolio down by only 0.3% since 31 December 2019;

· Diluted net asset value per share of 58p (31 December 2019: 75p) on the weaker Rouble;

· Re-designation of convertible preference shares to complete on 30 September 2020; and

· Payment of final distribution for 2019 of 2.25p by way of tender offer buy back of 1 in 16 ordinary shares at 36p per share confirmed.

 

Glyn Hirsch CEO said "It looks like global interest rates will stay low for some time and with reliable investment yields likely to become an increasingly scarce commodity, it is reasonable to expect high quality yielding assets to increase in value. We own a high quality portfolio of assets in the best real estate class in the world, with a fifteen year track record of reliable cash flows. These assets are currently valued on a yield of 11% with underlying income in Roubles and annual indexation of around 5%. Russia is not for everyone but on an objective financial analysis, it is one of the strongest and least leveraged economies in the world today. We look forward to the future with confidence."

 

Enquiries

 

Raven Property Group Limited

Anton Bilton

Glyn Hirsch

 

Tel: + 44 (0) 1481 712955

Novella Communications

Tim Robertson

Fergus Young

 

Tel: +44 (0) 203 151 7008

N+1 Singer

Corporate Finance - James Maxwell / James Moat/Alex Bond

Sales - Alan Geeves / James Waterlow

 

Tel: +44 (0) 20 7496 3000

Numis Securities Limited

Alex Ham / Jamie Loughborough / Alasdair Abram

 

Tel: + 44 (0) 207 260 1000

Renaissance Capital (South Africa)

Yvette Labuschagne

 

Tel: +27 (11) 750 1448

Renaissance Capital (Moscow)

David Pipia

 

Tel: + 7 495 258 7770

Ravenscroft

Emma Ozanne

 

Tel: + 44 (0) 1481 729100

 

This announcement contains forward-looking statements that involve risk and uncertainties. The Group's actual results could differ materially from those estimated or anticipated in the forward-looking statements as a result of many factors. Information contained in this announcement relating to the Company should not be relied upon as a guide to future performance.

 

About Raven Property Group Limited

 

Raven Property Group Limited was founded in 2005 to invest in class A warehouse complexes in Russia and lease to Russian and International tenants. Its Ordinary Shares and Preference Shares are listed on the Main Market of the London Stock Exchange and admitted to the Official List of the UK Listing Authority and the Official List of The International Stock Exchange ("TISE"). Its Ordinary Shares also have a secondary listing on the main board of the Johannesburg Stock Exchange and the Moscow Stock Exchange. Its Convertible Preference shares are admitted to the Official List of TISE and to trading on the SETSqx market of the London Stock Exchange. The Group operates out of offices in Guernsey, Moscow and Cyprus and has an investment portfolio of circa 1.9 million square metres of Grade "A" warehouses in Moscow, St Petersburg, Rostov-on-Don, Novosibirsk and Nizhny Novgorod and 49,000 square metres of commercial office space in St Petersburg. For further information visit the Company's website: www.theravenpropertygroup.com

 

Financial Summary

Income Statement for the 6 months ended:

30 June 2020

30 June 2019

Net rental and related income (£m)

59.6

64.3

Underlying earnings after tax and before unrealised foreign currency movements (£m)

13.4

13.4

Underlying (loss)/ earnings after unrealised foreign exchange movements (£m)

(10.4)

32.4

Revaluation (deficit)/surplus (£m)

(12.5)

18.2

IFRS (loss)/earnings (£m)

(31.7)

26.2

 

 

 

Balance Sheet at:

30 June 2020

31 December 2019

Investment Property Market Value (£m)

1,297

1,388

Diluted NAV per share (pence)

58

75

 

Letting Summary

 

Warehouse Portfolio Maturities

Maturities '000 sqm

2020

2021

2022

2023

2024-2032

Total

Maturity profile at 1 January 2020

235

316

253

262

633

1,699

Renegotiated and extended

(64)

(89)

(14)

(1)

(5)

(173)

Maturity profile of renegotiations

5

17

2

10

139

173

Breaks exercised

11

-

-

(3)

(8)

-

Vacated/terminated

(63)

(1)

(3)

-

-

(67)

New lettings

18

52

2

1

68

141

Maturity profile at 30 June 2020

142

295

240

269

827

1,773

Maturity profile with breaks

234

538

204

289

508

1,773

 

Office Portfolio Maturities

Maturities '000 sqm

2020

2021

2022

2023

2024-2032

Total

Maturity profile at 1 January 2020

4

1

16

8

17

46

Renegotiated and extended

-

-

-

-

(3)

(3)

Maturity profile of renegotiations

-

-

-

-

3

3

Breaks exercised

-

-

-

-

-

-

Vacated/terminated

(3)

-

-

-

-

(3)

New lettings

-

-

-

-

1

1

Maturity profile at 30 June 2020

1

1

16

8

18

44

Maturity profile with breaks

1

3

20

7

13

44

 

Lease Currency Mix

 

USD

RUB

EUR

Vacant

Total

Sqm

14%

76%

3%

7%

100%

 

Secured debt currency profile

 

 

USD

RUB

EUR

Total

Debt portfolio

0%

59%

41%

100%

 

Chairman's Message

 

It is with a sense of déjà vu that I issue another foreword overshadowed by the influence of macro events. Since the crisis of 2009 we have had to deal with the impact of international sanctions, oil price crashes, currency devaluations and now the unprecedented impact of a global pandemic. As you will read later, our priority in recent months has been the safety and welfare of our staff, assisting tenants experiencing genuine cash flow problems and securing our own liquidity position.

 

We have been fortunate that our assets have continued in operation throughout the period of lockdown, logistics networks being an essential part of the supply chain, allowing supermarkets, their suppliers and e-commerce arms to continue to operate. The Russian government introduced compulsory rental deferral schemes, mostly targeted at the non-essential retail and hospitality industries, which have not had a significant impact on our portfolio, but we will continue to work with all tenants who have genuine difficulties in meeting rental payments.

 

The Russian national balance sheet appears to be in a significantly better position than was the case at the time of the last oil crash which precipitated the free float of the Rouble. Today, the government's national and external sovereign debt levels are one of the lowest globally and its financial reserves are at their highest levels. This should mean that it is well placed to support recovery.

 

The Group's underlying trading in the six months has been strong. Occupancy at the end of June was 93% with cash reserves of £85 million. We have no near term debt maturities today. However the weaker Rouble exchange rates have generated unrealised foreign exchange losses, reducing reported Sterling earnings and our net asset value per share.

 

On shareholder matters, the Board was pleased to report the approval for the re-designation of our convertible preference shares at the General Meeting on 31 July 2020. The re-designation to ordinary and preference shares will complete on 30 September 2020. However, the conditional agreement between the Company and Invesco for the purchase of Invesco's ordinary and preference shares has now lapsed, a victim of the uncertainty resulting from Covid-19. We will continue our dialogue with Invesco in the meantime and remain keen to find a solution to the perceived stock overhang. This may be by way of a syndication of the Company and its executive management acquiring Invesco's holding.

 

I am also pleased to report that the Nominations Committee intends to meet with two potential candidates for Non Executive Director positions when circumstances allow and we hope to make positive announcements on the Board composition later this year.

 

Given the performance of the Group through these difficult times I am pleased to confirm that we now intend to make the final distribution to ordinary shareholders for 2019. The amount, equivalent to 2.25p per share will be distributed by way of a tender offer of 1 in 16 shares at 36p per share.

 

Finally, I would like to extend my gratitude to the Group's employees for all of their continuing efforts in very difficult circumstances and I look forward to a time when we can celebrate their hard work together.

 

Sir Richard Jewson

Chairman

31 August 2020

 

Chief Executive's Review

 

Dear Shareholders,

 

We are delighted with the Group's operating performance for the period. We have maintained a high level of occupancy and suffered minimal rental deferral. In the period we have completed 142,000sqm of new lettings and agreed prolongations on a significant amount of space where leases were due to expire in the short term.

 

Although we continue to trade through a difficult period we have seen an excellent level of rent payment and as in other countries, a shift to e-commerce has benefitted us too. We expect this trend to continue and are working actively with tenants to assist in their e-commerce requirements.

 

With the Central Bank of Russia key interest rate falling by 325 basis points since 30 June 2019 it's unsurprising that the Rouble valuation of our portfolio has remained stable and we remain optimistic that these falling rates, combined with the resilience of our sector globally, will lead to a re-rating in due course. Our balance sheet remains strong and we are actively looking for new investment opportunities.

 

The Sterling presentation of our results has been adversely affected by the weak Rouble but the majority of these losses are unrealised and can easily reverse.

 

As explained in our 2019 Annual Report we deferred the payment of the final distribution for 2019 due to the global uncertainty. We now feel it is appropriate to make this payment in recognition of the 2019 financial performance. Distribution will be by way of tender offer on the basis of 1 in 16 shares at 36p per share. No over allocation will be permitted. Our market is stabilising but we think it prudent that in relation to 2020 we will announce one distribution at the time of the issue of our annual results.

 

Our employees have made a tremendous effort during this difficult period and we thank them for that.

 

Property Update

 

At 30 June 2020, our warehouse portfolio comprised 1.89 million sqm and our office portfolio, 49,000sqm of space. Average occupancy for the six months ran at 92% compared to 90% for the same period last year. At 30 June 2020, occupancy levels were 93%.

 

Warehouse Portfolio

 

New warehouse lettings in the six months to 30 June 2020 totalled 140,649sqm with a further 172,419sqm of existing leases renegotiated and extended, including the renewal of 76,000sqm to X5 Retail Group in Moscow and the simultaneous new letting to the same tenant of 25,000sqm, both for ten years. Tenants vacated 66,243sqm of space including one major tenant vacating 18,326sqm in March.

 

As at 30 June 2020 we had 141,896sqm of warehouse leases maturing in the second half of the year and 92,018sqm of potential lease breaks. Of those, we expect 121,076sqm of maturing tenants and 9,874sqm of breaks to vacate, including a large block of 66,275sqm in Pushkino, Moscow. We have already successfully re-let 43,693sqm of this space to Wildberries on a short term basis for e-commerce fulfilment.

 

Since the period end, in addition to the Wildberries lease, we have let a further 11,564sqm of vacant warehouse space and renegotiated and extended 9,403sqm of maturing leases. A further 17,309sqm of space is subject to letters of intent or lease renewal negotiations.

 

Rental levels for dry warehouse space remain in the region of Rouble 4,000 - Rouble 4,100 per sqm and demand appears to remain strong. Prime yields remain in the range 11% to 12%.

 

Currency Mix

 

Rouble denominated leases accounted for 76% (31 December 2019: 71%) of the total warehouse space at the period end and US Dollar leases 14% (31 December 2019: 16%). The average Rouble rent at 30 June 2020 was 4,833 per sqm (31 December 2019: 4,922 per sqm) and the average US Dollar rent was $160 per sqm (31 December 2019: $158 per sqm). Rouble denominated leases had a weighted average term to maturity of 4.2 years (31 December 2019: 4.1 years) and US Dollar leases 1.6 years (31 December 2019: 1.9 years).

 

Office Portfolio

 

Our St Petersburg office portfolio has performed extremely well given the impact of Covid-19 and during the first six months of 2020 we have let 1,169sqm of vacant space with maturities of 2,631sqm vacating, including a single tenant from 1,742sqm. Average Rouble rent at the period end was Roubles 14,641 per sqm (31 December 2019: 13,988 per sqm).

 

Since the period end, we have let 3,437sqm of vacant space in the office portfolio to one major tenant for 10 years. Occupancy now stands at 98%.

 

Finance Review

 

The Group's underlying Rouble trading has been strong in the first six months of the year. Occupancy increased to 93% (31 December 2019: 90%) and we continue the unwinding of our legacy US Dollar pegged leases. The Covid-19 pandemic has not had a significant impact on rental recovery, with over 99% of rents received in the first six months. The indirect impact of the pandemic on our results has been the effect of the oil price crash, leading to a weakening of the Rouble exchange rate over the period. This has been exacerbated by a strong Euro and a perceived heightened risk of US sanctions in the run up to US elections.

 

The weaker Rouble influences our results and our primary statements in a number of ways:

 

Income Statement 

· In the income statement Rouble weakness causes an increased cost in the servicing of our Euro denominated debt and Sterling preference shares and an unrealised foreign exchange movement on the translation of balance sheet Euro debt in our Russian property owning subsidiaries; and

· On the translation to our Sterling presentation, a reduction in the Sterling equivalent of our Rouble income offset by a reduction in Rouble costs such as bank interest.

 

Balance Sheet

· The greatest impact on our results is the presentation translation of our Rouble denominated net assets to Sterling. This is principally the translation of our investment property value, net of related Rouble denominated debt, generating an exchange movement through our balance sheet reserves and volatility in our Sterling net asset value per share.

 

Net Rental and Related Income

 

Net rental and related income drops to £59.6 million in the six months (30 June 2019: £64.3 million). The continued unwinding of foreign currency leases, 17% of the portfolio now pegged to currency leases compared to 22% at 30 June 2019, accounting for roughly half of the decrease. The remainder is due to the weaker average Rouble exchange rate of 87.3 (30 June 2019: 84.5) in the six months when translating to Sterling presentation.

 

Administrative Expenses

 

Underlying administrative costs reduce to £10.0 million (30 June 2019: £11.4 million). This is driven by lower employment costs as there was no bonus expensed in the six months to 30 June 2020.

 

Net Finance Costs

 

Underlying net finance costs reduce to £32.7 million (30 June 2019: £35.9 million). As explained above, there will be some increase in the cost for servicing of Euro debt in the Russian subsidiaries but as the proportion of our Rouble denominated debt continues to increase, 59% at the period end (30 June 2019: 37%), this more than offsets the Euro impact. The Central Bank of Russia has reduced its key rate to the lowest level since the Soviet collapse, 4.25% today (30 June 2019: 7.5%) with expectations that this will continue to fall. We also have the positive impact on translating to Sterling.

 

Underlying Earnings

 

Underlying profit before tax and unrealised foreign exchange movements of £16.8 million (30 June 2019: £17.6 million) illustrates the reduction in overheads and interest cost offsetting the drop in net operating income. The unrealised foreign exchange loss in the period of £23.8 million (30 June 2019: profit of £18.9 million) represents the biggest swing in underlying results. As explained, the majority relates to the unrealised movement in the carrying value of our Euro debt in our Russian subsidiaries and moves us to an underlying loss before tax of £7.0 million (30 June 2019: profit of £36.6 million).

 

IFRS Earnings

 

We continue to use underlying earnings as the best comparative measure for the Group's results. The reconciliation between underlying and IFRS earnings is shown in note 6 to the Report. Principal differences relate to depreciation, unrealised movements in property valuations, mark to market of derivative instruments and the convertible preference share redemption premium. The IFRS loss before tax for the period is £26.7 million (30 June 2019: profit £33.6 million). In addition to the unrealised foreign exchange movements noted previously, the larger IFRS movements were a loss on the revaluation of investment property of £12.5 million (30 June 2019: gain of £18.2 million) and a finance expense of £6.5 million (30 June 2019: expense of £19.3 million). The finance expense includes the amortisation premium on our convertible preference shares of £3.6 million in each period and a loss on mark to market of derivative instruments of £1.7 million (30 June 2019: a loss of £13.9 million). The latter is a factor of the reducing Russian Central Bank key rate.

 

Taxation

 

The underlying tax charge of £3.4 million (30 June 2019: £4.2 million) principally relates to corporate tax due in our Russian subsidiaries and withholding tax payments. The IFRS tax charge of £5.1 million (30 June 2019: £7.4 million) also includes deferred tax movements in relation to the investment property valuations.

 

We are awaiting the release of the full text of the new double tax treaty signed between Russia and Cyprus and will assess the impact on the Group, if any, once we have had the opportunity to review this.

 

Earnings Per Share

 

The unrealised foreign exchange loss in the income statement swings our underlying basic earning per share to a loss of 2.16p for the period (30 June 2019: earnings of 5.31p) and the unrealised loss on revaluation of investment properties contributing to a basic IFRS loss per share of 6.59p (30 June 2019: earnings of 4.30p).

 

Investment Properties

 

Our investment property portfolio valuation has not moved significantly in Rouble terms since 31 December 2019, reducing by 0.30%. Together with property improvements of £8.8 million, the revaluation loss for the period is £16.2 million before accounting for tenant incentives. The largest movement on the property valuation is on translation to Sterling, the weaker Rouble closing exchange rate of 86.4 (31 December 2019: 81.2) contributing a reduction in Sterling asset value of £83.7 million. The investment property carrying value at 30 June 2020 is £1.25 billion (31 December 2019: £1.34 billion) and Investment property under construction £31.5 million (31 December 2019: £33.8 million).

 

Cash and Rent Recovery

 

We held the Sterling equivalent of £85.0 million at the period end (31 December 2019: £68.1 million). Due to the Covid-19 crisis, we had postponed any conditional cash outflows within our control, the largest being the final ordinary share distribution for 2019. Rent collection rates have remained high, over 99% of rents due being collected in the six months to 30 June 2020.

 

In July, 1.21% of rent was subject to deferral agreements and 0.12% given in discounts. All other rent due has been received. Deferrals in August dropped to 0.66% of rent due with a similar outcome on receipts expected. Contracted deferrals for the year total Roubles 119 million with Roubles 87.7 million of that to be collected before the end of the year.

 

Discounts given on the portfolio will total Roubles 22.8 million for the financial year.

 

Debt

 

Net proceeds from re-financings in the period totalled £20.5 million after loan amortisation of £16.2 million. £21.2 million of loans due within one year relate to one project where maturity has been extended for two years since the period end. The majority of the remainder of short term payments relate to standard loan amortisation.

 

We continue to focus on increasing the Rouble weighting of our debt which at 30 June 2020 was 59% Rouble (31 December 2019: 58%) and Euro 41% (31 December 2019: 42%). The weighted average term to maturity of loans was 4.3 years (31 December 2019: 4.7 years) and the weighted average interest rate in the six months 5.77% (30 June 2019: 7.39%).

 

The loan to value ratio on secured debt at 30 June 2020 was 54% (31 December 2019: 50%).

 

Net Asset Value

 

Diluted Net Asset Value per share at the period end is 58p (31 December 2019: 75p per share). The weak Sterling/Rouble exchange rate is the principal reason for the movement, a translation exchange loss of £54.8 million reducing reserves and the unrealised foreign exchange movement of £23.8 million reducing profit in the period.

 

 

Re-designation of Convertible Preference Shares

 

On 31 July 2020 shareholders approved the re-designation of the Company's convertible preference shares into a ratio of ordinary shares and preference shares. On 30 September 2020, up to 121,046,430 ordinary shares and 115,913,650 preference shares will be admitted to trading. The Company issued a prospectus for the admission of these new shares on 14 July 2020, a copy of which is available on the Company's website, which included a pro forma illustration of the effect of the re-designation on the Company's income statement and balance sheet.

 

 

Glyn Hirsch

Chief Executive Officer

31 August 2020

 

Corporate Governance

 

Principal risks and uncertainties

 

The principal risks and uncertainties affecting the Group and how these are mitigated or managed and our approach to risk appetite are set out in the Risk Report on pages 40 to 43 of the Annual Report for the year ended 31 December 2019.

 

Covid-19

 

The impact of the pandemic has tested a number of our key controls and has had direct and indirect implications for our business. Our priorities were, and continue to be, the well being of our employees, support for our tenants and stakeholders where required and cash flow management.

 

The most immediate challenge we faced was our ability to deal with the potential business interruption issues. Our Group structure and management oversight procedures have always been dependent on the remote operation of key controls, underpinned by the appropriate communication, security and support structures. These are used daily by the executive directors, senior management team and other key operational staff. Prior to official lock down, all business travel for the Group, both domestic and international, was cancelled and virtual meeting rooms for all of the operational committees introduced to facilitate home working. Members of the executive and key members of the senior management team had daily virtual meetings to monitor the situation and the wider senior management team met three times a week to ensure Group policies were being followed and adapted as the external environment changed. The various business committees met at least weekly as usual to deal with operational matters and the Risk Committee convened twice during lockdown to assess the changing risks and approve Group policy.

 

Our warehouse properties have remained in operation throughout the pandemic as a large proportion of our tenants serve the essential retail supply chains. We set up secure space within the sites for the small number of our staff who were required on site, with face to face meetings with tenants restricted. Our tenants also took the appropriate approach to their own employee safety to ensure that they could continue to operate.

 

As lockdown eases in each jurisdiction we have taken a cautious approach to a return to the various offices. We continue to encourage working from home where appropriate. In the Russian offices, each department is permitted up to half of their team in the office on a two week rotation. If employees want to take advantage of this then we arrange a virus test and confirmation of a negative test must be forwarded to the HR department before entry to the office at the beginning of the week. Similarly, Cyprus can operate with up to half of staff in the office at any time with temperature tests taken before entry. Guernsey is now officially Covid free however staff can continue to work from home if required. A social distancing regime continues in all offices.

 

Principal Risks

 

We believe the principal risks faced by the business remain the same as reported in the 2019 Annual Report. The indirect impact of the pandemic has heightened a number of these risks. The oil price crash in March had a knock on effect on the strength of the Rouble but the fact that our warehouses remained operational has dampened the effect of the crisis so far. Having weathered both the 2009 global crisis and the more localised impact of the oil price collapse of 2015/16, which precipitated the Rouble free float, we can point to some positive outcomes that have served us well through the current crisis. We continue to reduce our balance sheet foreign exchange exposure, diminishing the impact of any Rouble volatility on cash flows; we have built cure mechanisms into our financing facilities to manage potential covenant breaches; and all of these crises emphasised the importance of our asset specific financing structure in isolating individual asset issues.

 

The Group's principal risks are grouped into five categories: Political and Economic; Financial; Property Investment; Russian Domestic; and Personnel. We have illustrated in the table below how we believe that these risks have changed in the six months to 30 June 2020, principally due to the effects of Covid-19.

 

Risk

Change Since the Year End

Commentary

Political and Economic

Increased

The fall in oil prices has had a knock on effect on Rouble exchange rates. The upcoming US election has also heightened the risk of the introduction of further sanctions against Russian entities and individuals. The Russian national budget however is less vulnerable than at the time of the last crisis, with low levels of national and external sovereign debt and financial reserves at a new high and it appears that they are better placed to deal with a recovery programme.

 

Financial

Increased

The weaker Rouble puts pressure on our ability to service foreign currency debt. We continue to increase our exposure to Rouble denominated debt and with Central Bank of Russia's key rate being at the lowest level on record the Group balance sheet is now in a stronger position to deal with variable foreign currency cash flows.

 

Property Investment

No change

The pandemic has increased uncertainty over property valuations but including the year end exercise, we have had three external valuations of the portfolio in the first six months of the year with no significant movement. Occupancy and rent collections remain high.

 

Russian Domestic

Increased

The Russian authorities are renegotiating double tax treaties with a number of jurisdictions. This could increase the tax cost of the Group in the future. We will review the potential impact when the text of the new treaties is issued.

 

Personnel

No change

As explained above, staff welfare has been a priority during the crisis. We have retained our workforce throughout lockdown.

 

 

We continue to monitor our risk profile closely and remain cautious. Uncertainty still prevails in the market place and new outbreaks of the virus can quickly change the business environment.

 

Going concern

 

The financial position of the Group, its cash flows, liquidity and borrowings and the impact of Covid-19 are described in the Chief Executive's Review. The changes the pandemic has caused to our business risks are summarised in the Principal Risks and Uncertainties section.

 

The Board regularly reviews and approves the financial position of the Group with a three year forecast model supporting the Viability Statement in the Annual Report, an updated model for Interim Results, an annual budget with quarterly reforecasts and monthly management information which includes a 12 month rolling cash flow forecast. All of these models include stress testing similar to that applied for the Viability Statement to consider "severe but credible scenarios". In addition, this year, a full working capital exercise was undertaken in support of the Prospectus issued to shareholders on 14 July 2020 for the re-designation of the Company's convertible preference shares. The working capital model and sensitivities applied, including those relevant to Covid-19, were reviewed by Ernst and Young and our broker, Nplus1 Singer to confirm the working capital statement made by the directors in the prospectus.

 

In assessing going concern and the impact of Covid-19 the directors have considered:

 

- The high level of rent collections during lockdown and subsequently;

- Finance facility covenant headroom after applying sensitivities;

- The potential impact on speculative warehouse letting income should demand decline;

- The maturity profile of existing finance facilities;

- The continued availability of bank financing in the market; and

- The results of the independent portfolio valuations undertaken this year.

 

Having made the appropriate enquiries and examining major areas that could give rise to significant uncertainty and financial exposure, including the uncertainties arising from the pandemic, the Board has a reasonable expectation that the Company and the Group have adequate resources to continue its operations for the foreseeable future. Accordingly, the Group continues to adopt the going concern basis in the preparation of the accompanying interim financial statements.

 

Directors' Responsibility Statement

 

The Board confirms to the best of its knowledge:

 

The condensed financial statements have been prepared in accordance with IAS 34 as adopted by the European Union, and that the half year report includes a fair review of the information required by DTR 4.2.7R and DTR 4.2.8R.

 

The names and functions of the Directors of Raven Property Group Limited are disclosed in the 2019 Annual Report of the Group.

 

This responsibility statement was approved by the Board of Directors on the 31 August 2020 and is signed on its behalf by

 

 

Mark Sinclair Colin Smith

Chief Financial Officer Chief Operating Officer

 

INDEPENDENT REVIEW REPORT TO RAVEN PROPERTY GROUP LIMITED

 

Introduction

 

We have been engaged by the Company to review the condensed set of financial statements in the interim financial report for the six months ended 30 June 2020 which comprises the Condensed Unaudited Group Income Statement, the Condensed Unaudited Group Statement of Comprehensive Income, the Condensed Unaudited Group Balance Sheet, the Condensed Unaudited Group Statement of Changes in Equity, the Condensed Unaudited Group Cash Flow Statement and the related notes 1 to 19. We have read the other information contained in the interim financial report and considered whether it contains any apparent misstatements or material inconsistencies with the information in the condensed set of financial statements.

 

This report is made solely to the Company in accordance with guidance contained in International Standard on Review Engagements 2410 (UK and Ireland) "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the Company, for our work, for this report, or for the conclusions we have formed.

 

Directors' Responsibilities

 

The interim financial report is the responsibility of, and has been approved by, the directors. The directors are responsible for preparing the interim financial report in accordance with the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.

 

As disclosed in note 1, the annual financial statements of the group are prepared in accordance with IFRSs as adopted by the European Union. The condensed set of financial statements included in this interim financial report has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting", as adopted by the European Union.

 

Our Responsibility

 

Our responsibility is to express to the Company a conclusion on the condensed set of financial statements in the interim financial report based on our review

 

Scope of Review

 

We conducted our review in accordance with International Standard on Review Engagements (UK and Ireland) 2410 "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" issued by the Auditing Practices Board for use in the United Kingdom. A review of interim financial information consists of making enquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing (UK) and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

 

Conclusion

 

Based on our review, nothing has come to our attention that causes us to believe that the condensed set of financial statements in the interim financial report for the six months ended 30 June 2020 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union and the Disclosure Guidance and Transparency Rules of the United Kingdom's Financial Conduct Authority.

 

Ernst & Young LLP

London

31 August 2020

 

Condensed Unaudited Group Income Statement

 

 

 

 

 

 

 

 

 

 

For the six months ended 30 June 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six months ended 30 June 2020

 

 

 

 

 

Six months ended 30 June 2019

 

 

 

 

Notes

 

Underlying earnings

 

Capital & other

 

Total

 

Underlying earnings

 

Capital & other

 

Total

 

 

 

 

£'000

 

£'000

 

£'000

 

£'000

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross revenue

 

2

 

80,627

 

-

 

80,627

 

87,731

 

-

 

87,731

Property operating expenditure and cost of sales

 

(21,008)

 

-

 

(21,008)

 

(23,429)

 

-

 

(23,429)

Net rental and related income

 

2

 

59,619

 

-

 

59,619

 

64,302

 

-

 

64,302

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Administrative expenses

 

3

 

(9,996)

 

(889)

 

(10,885)

 

(11,419)

 

(953)

 

(12,372)

Share-based payments and other long term incentives

16b

 

-

 

-

 

-

 

-

 

(873)

 

(873)

Foreign currency (loss) / profit

 

 

 

(23,769)

 

-

 

(23,769)

 

18,943

 

-

 

18,943

Operating expenditure

 

 

 

(33,765)

 

(889)

 

(34,654)

 

7,524

 

(1,826)

 

5,698

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share of (losses) / profits of joint ventures

 

 

 

(77)

 

-

 

(77)

 

701

 

-

 

701

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating profit / (loss) before profits and losses on investment property

 

 

 

25,777

 

(889)

 

24,888

 

72,527

 

(1,826)

 

70,701

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealised (loss) / profit on revaluation of investment property

 

7

 

-

 

(12,103)

 

(12,103)

 

-

 

18,073

 

18,073

Unrealised (loss) / profit on revaluation of investment property under construction

 

8

 

-

 

(360)

 

(360)

 

-

 

92

 

92

Operating profit / (loss)

 

2

 

25,777

 

(13,352)

 

12,425

 

72,527

 

16,339

 

88,866

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Finance income

 

4

 

1,843

 

153

 

1,996

 

1,281

 

-

 

1,281

Finance expense

 

4

 

(34,583)

 

(6,495)

 

(41,078)

 

(37,227)

 

(19,298)

 

(56,525)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(Loss) / profit before tax

 

 

 

(6,963)

 

(19,694)

 

(26,657)

 

36,581

 

(2,959)

 

33,622

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax

 

5

 

(3,413)

 

(1,638)

 

(5,051)

 

(4,195)

 

(3,212)

 

(7,407)

(Loss) / profit for the period

 

 

 

(10,376)

 

(21,332)

 

(31,708)

 

32,386

 

(6,171)

 

26,215

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share:

 

6

 

 

 

 

 

 

 

 

 

 

 

 

Basic (pence)

 

 

 

 

 

 

 

(6.59)

 

 

 

 

 

4.30

Diluted (pence)

 

 

 

 

 

 

 

(6.59)

 

 

 

 

 

3.89

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underlying earnings per share:

 

6

 

 

 

 

 

 

 

 

 

 

 

 

Basic (pence)

 

 

 

(2.16)

 

 

 

 

 

5.31

 

 

 

 

Diluted (pence)

 

 

 

(2.16)

 

 

 

 

 

4.16

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The total column of this statement represents the Group's Income Statement, prepared in accordance with IFRS as adopted by the EU. The "underlying earnings" and "capital and other" columns are both supplied as supplementary information. Further details of the allocation of items between the supplementary columns are given in note 6.

 

 

 

 

 

 

All items in the above statement derive from continuing operations.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

All income is attributable to the equity holders of the parent company. There are no non-controlling interests.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of this statement.

 

 

 

 

 

 

 

 

 

 

 

Condensed Unaudited Group Statement Of Comprehensive Income

 

 

For the six months ended 30 June 2020

 

 

 

 

 

 

Six months ended

 

Six months ended

 

 

30 June 2020

 

30 June 2019

 

 

£'000

 

£'000

 

 

 

 

 

(Loss) / profit for the period

 

(31,708)

 

26,215

 

 

 

 

 

Other comprehensive income, net of tax

 

 

 

 

 

 

 

 

 

Items to be reclassified to profit or loss in subsequent periods:

 

 

 

Foreign currency translation on consolidation

 

(54,783)

 

85,406

 

 

 

 

 

Total comprehensive income for the period, net of tax

(86,491)

 

111,621

 

 

 

 

 

 

All income is attributable to the equity holders of the parent company. There are no non-controlling interests.

 

 

 

 

 

 

The accompanying notes are an integral part of this statement.

 

 

 

Condensed Unaudited Group Balance Sheet

 

 

 

As at 30 June 2020

 

 

 

 

 

30 June

31 December

 

 

2020

2019

 

Notes

£'000

£'000

Non-current assets

 

 

 

Investment property

7

1,252,553

1,337,682

Investment property under construction

8

31,451

33,846

Plant and equipment

 

5,582

6,150

Investment in joint ventures

 

100

189

Other receivables

 

3,219

3,414

Derivative financial instruments

 

2,983

2,621

Deferred tax assets

 

21,505

24,290

 

 

1,317,393

1,408,192

 

 

 

 

Current assets

 

 

 

Inventory

 

473

358

Trade and other receivables

 

37,255

41,595

Cash and short term deposits

 

84,983

68,138

 

 

122,711

110,091

 

 

 

 

Total assets

 

1,440,104

1,518,283

 

 

 

 

Current liabilities

 

 

 

Trade and other payables

 

46,544

51,691

Interest bearing loans and borrowings

10

53,664

60,173

 

 

100,208

111,864

 

 

 

 

Non-current liabilities

 

 

 

Interest bearing loans and borrowings

10

643,698

623,168

Preference shares

11

110,709

110,324

Convertible preference shares

12

221,104

217,482

Other payables

 

17,293

18,623

Deferred tax liabilities

 

67,785

71,024

 

 

1,060,589

1,040,621

 

 

 

 

Total liabilities

 

1,160,797

1,152,485

 

 

 

 

Net assets

 

279,307

365,798

 

 

 

 

Equity

 

 

 

Share capital

13

4,898

4,898

Share premium

 

51,463

51,463

Own shares held

14

(4,582)

(4,582)

Convertible preference shares

12

11,212

11,212

Capital reserve

 

(244,854)

(234,519)

Translation reserve

 

(26,595)

28,188

Retained earnings

 

487,765

509,138

Total equity

 

279,307

365,798

 

 

 

 

Net asset value per share (pence):

15

 

 

Basic

 

58

76

Diluted

 

58

75

 

 

 

 

 

The accompanying notes are an integral part of this statement.

 

 

 

Condensed Unaudited Group Statement Of Changes In Equity

 

 

 

 

 

 

For the six months ended 30 June 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share

Share

 

Own Shares

Convertible Preference

Capital

Translation

Retained

 

 

 

Capital

Premium

Warrants

Held

shares

Reserve

Reserve

Earnings

Total

 

Notes

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

 

 

 

 

 

At 1 January 2019

 

6,233

103,144

98

(5,965)

11,212

(281,001)

(48,830)

510,403

295,294

 

 

 

 

 

 

 

 

 

 

 

Profit for the period

 

-

-

-

-

-

-

-

26,215

26,215

Other comprehensive income

 

-

-

-

-

-

-

85,406

-

85,406

Total comprehensive income for the period

-

-

-

-

-

-

85,406

26,215

111,621

 

 

 

 

 

 

 

 

 

 

 

Warrants exercised

 

17

486

(69)

-

-

-

-

-

434

Warrants lapsed

 

-

-

(29)

-

-

-

-

29

-

Ordinary shares cancelled

(245)

(10,801)

-

151

-

-

-

-

(10,895)

Own shares acquired

-

-

-

(106)

-

-

-

-

(106)

Own shares allocated

-

-

-

1,338

-

-

-

(830)

508

Transfer in respect of capital profits

-

-

-

-

-

17,967

-

(17,967)

-

 

 

 

 

 

 

 

 

 

 

 

At 30 June 2019

 

6,005

92,829

-

(4,582)

11,212

(263,034)

36,576

517,850

396,856

 

 

 

 

 

 

 

 

 

 

 

At 1 January 2020

 

4,898

51,463

-

(4,582)

11,212

(234,519)

28,188

509,138

365,798

 

 

 

 

 

 

 

 

 

 

 

Loss for the period

 

-

-

-

-

-

-

-

(31,708)

(31,708)

Other comprehensive income

-

-

-

-

-

-

(54,783)

-

(54,783)

Total comprehensive income for the period

-

-

-

-

-

-

(54,783)

(31,708)

(86,491)

 

 

 

 

 

 

 

 

 

 

 

Transfer in respect of capital losses

-

-

-

-

-

(10,335)

-

10,335

-

 

 

 

 

 

 

 

 

 

 

 

At 30 June 2020

 

4,898

51,463

-

(4,582)

11,212

(244,854)

(26,595)

487,765

279,307

 

 

 

 

 

 

 

 

 

 

 

 

The accompanying notes are an integral part of this statement.

 

 

 

 

 

 

 

 

 

Condensed Unaudited Group Cash Flow Statement

 

 

 

 

For the six months ended 30 June 2020

 

 

 

 

 

 

 

 

 

Six months ended

Six months ended

 

 

 

 

30 June 2020

30 June 2019

 

 

 

Notes

£'000

£'000

 

 

 

 

 

 

 

 

 

 

 

 

Cash flows from operating activities

 

 

 

 

 

(Loss) / profit before tax

 

 

 

(26,657)

33,622

 

 

 

 

 

 

Adjustments for:

 

 

 

 

 

 Depreciation

 

 

3

550

822

 Provision for bad debts

 

 

3

(2)

-

 Share of losses / (profits) of joint ventures

 

 

 

77

(701)

 Finance income

 

 

4

(1,996)

(1,281)

 Finance expense

 

 

4

41,078

56,525

 Loss / (profit) on revaluation of investment property

 

7

12,103

(18,073)

 Loss / (profit) on revaluation of investment property under construction

8

360

(92)

 Foreign exchange loss / (profit)

 

 

 

23,769

(18,943)

 Non-cash element of share-based payments and other long term incentives

16b

-

873

 

 

 

 

49,282

52,752

Changes in operating working capital

 

 

 

 

 

Decrease in operating receivables

 

 

 

4,047

1,391

Increase in other operating current assets

 

 

 

(106)

(2)

Decrease in operating payables

 

 

 

(6,028)

(8,304)

 

 

 

 

47,195

45,837

 

 

 

 

 

 

Tax paid

 

 

 

(5,843)

(4,122)

Net cash generated from operating activities

 

 

41,352

41,715

 

 

 

 

 

 

Cash flows from investing activities

 

 

 

 

 

Payments for property improvements

 

 

(4,719)

(2,971)

Refund of VAT on acquisition of investment property

 

 

-

3,920

Acquisition of subsidiaries

 

 

 

-

(187)

Acquisition of investment property / payment of deferred consideration on acquisition of investment property

-

(12,255)

Purchase of plant and equipment

 

 

 

(205)

(1,224)

Investment in joint ventures

 

 

 

-

(14)

Loans granted

 

 

 

-

(75)

Loans repaid

 

 

 

-

30

Interest received

 

 

 

1,185

1,258

Net cash used in investing activities

 

 

 

(3,739)

(11,518)

 

 

 

 

 

 

Cash flows from financing activities

 

 

 

 

 

Proceeds from long term borrowings

 

 

 

45,232

35,309

Repayment of long term borrowings

 

 

 

(8,544)

(1,308)

Loan amortisation

 

 

 

(16,150)

(12,396)

Bank borrowing costs paid

 

 

 

(24,136)

(27,188)

Exercise of warrants

 

 

 

-

434

Ordinary shares purchased

 

 

 

-

(10,826)

Dividends paid on preference shares

 

 

 

(5,807)

(5,650)

Dividends paid on convertible preference shares

 

 

 

(6,364)

(6,367)

Proceeds from disposal of derivative financial instruments

 

 

131

2,363

Premium paid for derivative financial instruments

 

 

(2,203)

(7)

Net cash used in financing activities

 

 

 

(17,841)

(25,636)

 

 

 

 

 

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

 

 

19,772

4,561

 

 

 

 

 

 

Opening cash and cash equivalents

 

 

 

68,138

73,450

 

 

 

 

 

 

Effect of foreign exchange rate changes

 

 

 

(2,927)

5,001

 

 

 

 

 

 

Closing cash and cash equivalents

 

 

 

84,983

83,012

 

 

 

 

 

 

The accompanying notes are an integral part of this statement.

 

 

 

 

 

Notes to the Condensed Unaudited Group Financial Statements

 

 

 

 

For the six months ended 30 June 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1. Basis of accounting

 

Basis of preparation

The condensed unaudited financial statements have been prepared using accounting policies consistent with International Financial Reporting Standards adopted for use in the European Union ("IFRS") and have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting.

 

The condensed financial statements do not include all the information and disclosures required in annual financial statements and should be read in conjunction with the Group's financial statements for the year ended 31 December 2019.

 

Significant accounting policies

 

The accounting policies adopted in the preparation of the condensed financial statements are consistent with those followed in the preparation of the Group's financial statements for the year ended 31 December 2019, except for the adoption of new standards that became effective as of 1 January 2020. The Group has not adopted early any standard, interpretation or amendment that has been issued but is not yet effective.

 

Several amendments and interpretations apply for the first time in 2020, but do not have an impact on the condensed financial statements of the Group.

 

Going concern

The financial position of the Group, its cash flows and liquidity position are described in detail in the corporate governance section of this Interim Report. After making appropriate enquiries and examining sensitivities that could give rise to financial exposure, the Board has a reasonable expectation that the Group has adequate resources to continue operations for the foreseeable future. Accordingly, the Group continues to adopt the going concern basis in the preparation of these financial statements.

 

 

 

 

 

 

 

 

 

 

Foreign currency

The results and financial position of all the Group entities that a have functional currency different from the Group's presentation currency (Sterling) are translated into the presentation currency using the following rates:

 

 

 

 

 

 

 

 

 

 

 

 

30 June

 

31 December

 

 

 

 

 

 

2020

 

2019

 

 

 

 

Balance Sheet

 

 

 

 

 

 

 

 

- Roubles

 

86.3619

 

81.1460

 

 

 

 

- United States Dollar

 

1.2346

 

1.3108

 

 

 

 

- Euro

 

1.0976

 

1.1703

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 June

 

30 June

 

 

 

 

 

 

2020

 

2019

 

 

 

 

Income Statement *

 

 

 

 

 

 

 

 

- Roubles

 

87.3027

 

84.5079

 

 

 

 

- United States Dollar

 

1.2612

 

1.2934

 

 

 

 

- Euro

 

1.1441

 

1.1447

 

 

 

 

 

 

 

 

 

 

 

 

 

 

* These are the average rates for the six months ended 30 June 2019 and 2020, which are used unless this does not approximate the rates ruling at the dates of the relevant transactions in which case the item of income or expenditure is translated at the transaction date rate.

 

2. Segmental information

 

The Group has three operating segments, which are managed and report independently to the Board of Directors. These comprise:

 

Property investment - acquire, develop and lease commercial property in Russia

Roslogistics - provision of warehousing, transport, customs brokerage and related services in Russia

Raven Mount - sale of residential property in the UK.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(a) Segmental information for the six months ended and as at 30 June 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

For the six months ended 30 June 2020

Property

 

Raven

Segment

Central

 

 

 

 

Investment

Roslogistics

Mount

Total

Overhead

Total

 

 

 

£'000

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

 

 

 

Gross revenue

73,542

7,084

1

80,627

-

80,627

Operating costs / cost of sales

(17,727)

(3,281)

-

(21,008)

-

(21,008)

Net rental and related income

55,815

3,803

1

59,619

-

59,619

 

 

 

 

 

 

 

 

 

Administrative expenses

 

 

 

 

 

 

Running general and administration expenses

(6,555)

(861)

(126)

(7,542)

(2,454)

(9,996)

Aborted project costs

-

-

-

-

(339)

(339)

Depreciation

 

 

(383)

(167)

-

(550)

-

(550)

Foreign currency losses

(23,767)

(2)

-

(23,769)

-

(23,769)

 

 

 

25,110

2,773

(125)

27,758

(2,793)

24,965

 

 

 

 

 

 

 

 

 

Unrealised loss on revaluation of investment property

(12,103)

-

-

(12,103)

-

(12,103)

Unrealised loss on revaluation of investment property under construction

(360)

-

-

(360)

-

(360)

Share of losses of joint ventures

-

(77)

-

(77)

-

(77)

Segment profit / (loss)

12,647

2,696

(125)

15,218

(2,793)

12,425

 

 

 

 

 

 

 

 

 

Finance income

 

 

 

 

 

1,996

Finance expense

 

 

 

 

 

(41,078)

Loss before tax

 

 

 

 

 

(26,657)

 

 

 

 

 

 

 

 

 

As at 30 June 2020

 

 

Property

 

Raven

 

 

 

 

 

 

Investment

Roslogistics

Mount

Total

 

 

 

 

 

£'000

£'000

£'000

£'000

Assets

 

 

 

 

 

 

 

Investment property

 

 

1,252,553

-

-

1,252,553

Investment property under construction

 

 

31,451

-

-

31,451

Investment in joint ventures

 

 

-

100

-

100

Inventory

 

 

 

-

-

473

473

Cash and short term deposits

 

82,710

1,432

841

84,983

Segment assets

 

 

1,366,714

1,532

1,314

1,369,560

 

 

 

 

 

 

 

 

 

Other non-current assets

 

 

 

 

 

33,289

Other current assets

 

 

 

 

 

37,255

Total assets

 

 

 

 

 

1,440,104

 

 

 

 

 

 

 

 

 

Segment liabilities

 

 

 

 

 

 

Interest bearing loans and borrowings

 

697,362

-

-

697,362

 

 

 

 

 

 

 

 

 

Capital expenditure

 

 

 

 

 

 

Corporate acquisitions

 

 

-

-

-

-

Other acquisition

 

 

-

-

-

-

Property improvements

 

 

4,719

-

-

4,719

 

 

 

 

 

4,719

-

-

4,719

 

 

 

 

 

 

 

 

 

 

(b) Segmental information for the six months ended and as at 30 June 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property

 

Raven

Segment

Central

 

 

 

 

Investment

Roslogistics

Mount

Total

Overhead

Total

 

 

 

£'000

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

 

 

 

Gross revenue

79,516

8,155

60

87,731

-

87,731

Operating costs / cost of sales

(19,304)

(4,097)

(28)

(23,429)

-

(23,429)

Net rental and related income

60,212

4,058

32

64,302

-

64,302

 

 

 

 

 

 

 

 

 

Administrative expenses

 

 

 

 

 

 

Running general and administration expenses

(7,847)

(994)

(183)

(9,024)

(2,395)

(11,419)

Aborted project costs

(131)

-

-

(131)

-

(131)

Depreciation

(659)

(162)

(1)

(822)

-

(822)

Share-based payments and other long term incentives

(90)

-

-

(90)

(783)

(873)

Foreign currency profits

18,941

2

-

18,943

-

18,943

 

 

 

70,426

2,904

(152)

73,178

(3,178)

70,000

 

 

 

 

 

 

 

 

 

Unrealised profit on revaluation of investment property

18,073

-

-

18,073

-

18,073

Unrealised profit on revaluation of investment property

 

 

 

 

 

 

under construction

92

-

-

92

-

92

Share of profits of joint ventures

-

(197)

898

701

-

701

Segment profit / (loss)

88,591

2,707

746

92,044

(3,178)

88,866

 

 

 

 

 

 

 

 

 

Finance income

 

 

 

 

 

1,281

Finance expense

 

 

 

 

 

(56,525)

Profit before tax

 

 

 

 

 

33,622

 

 

 

 

 

 

 

 

 

 

For the six months ended 30 June 2019

 

Property

 

Raven

 

 

 

 

 

 

Investment

Roslogistics

Mount

Total

 

 

 

 

 

£'000

£'000

£'000

£'000

Capital expenditure

 

 

 

 

 

 

Corporate acquisitions

 

 

187

-

-

187

Payments for property improvements

 

2,971

-

-

2,971

Payment of deferred consideration on acquisition of investment property

12,255

-

-

12,255

 

 

 

 

 

15,413

-

-

15,413

 

 

 

 

 

 

 

 

 

 

(c) Segmental information as at 31 December 2019

 

 

 

 

 

 

 

 

 

 

 

Property

 

Raven

 

 

 

 

 

 

Investment

Roslogistics

Mount

Total

 

 

 

 

 

£'000

£'000

£'000

£'000

Assets

 

 

 

 

 

 

 

Investment property

 

 

1,337,682

-

-

1,337,682

Investment property under construction

 

33,846

-

-

33,846

Investment in joint ventures

 

 

-

189

-

189

Inventory

 

 

 

-

-

358

358

Cash and short term deposits

 

62,449

1,069

4,620

68,138

Segment assets

 

 

1,433,977

1,258

4,978

1,440,213

 

 

 

 

 

 

 

 

 

Other non-current assets

 

 

 

 

 

36,475

Other current assets

 

 

 

 

 

41,595

Total assets

 

 

 

 

 

 

1,518,283

 

 

 

 

 

 

 

 

 

Segment liabilities

 

 

 

 

 

 

 

Interest bearing loans and borrowings

 

 

683,341

-

-

683,341

 

 

 

 

 

 

 

 

 

Capital expenditure

 

 

 

 

 

 

Corporate acquisitions

 

 

169

-

-

169

Other acquisition

 

 

11,924

-

-

11,924

Property improvements

 

 

11,939

-

-

11,939

 

 

 

 

 

24,032

-

-

24,032

 

 

 

 

 

 

 

 

 

 

3. Administrative expenses

 

 

 

 

Six months

Six months

 

 

 

 

 

 

 

ended

ended

 

 

 

 

 

 

 

30 June

30 June

 

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

£'000

£'000

 

 

 

 

 

 

 

 

 

Employment costs

 

 

 

 

5,255

6,713

Directors' remuneration

 

 

 

 

1,247

1,248

Bad debts

 

 

 

 

 

(2)

-

Office running costs and insurance

 

 

 

1,491

1,295

Travel costs

 

 

 

 

 

404

686

Auditors' remuneration

 

 

 

 

478

355

Legal and professional

 

 

 

738

771

Broker, PR and analyst costs

 

 

 

226

183

Aborted project costs

 

 

 

 

339

131

Depreciation

 

 

 

 

550

822

Registrar costs and other administrative expenses

 

 

159

168

 

 

 

 

 

 

 

10,885

12,372

 

 

 

 

 

 

 

 

 

 

4. Finance income and expense

 

 

 

Six months

Six months

 

 

 

 

 

 

 

ended

ended

 

 

 

 

 

 

 

30 June

30 June

 

 

 

 

 

 

 

2020

2019

Finance income

 

 

 

 

 

£'000

£'000

Total interest income on financial assets not at fair value through profit or loss

 

 

 

 

Income from cash and short term deposits

 

 

 

1,186

1,258

Interest receivable from joint ventures

 

 

 

15

23

Other interest income

 

 

 

642

-

Other finance income

 

 

 

 

 

 

Change in fair value of open interest rate derivative financial instruments

 

 

153

-

Finance income

 

 

 

 

 

1,996

1,281

 

 

 

 

 

 

 

 

 

Finance expense

 

 

 

 

 

 

Interest expense on loans and borrowings measured at amortised cost

 

 

23,224

26,477

Interest expense on preference shares

 

 

 

6,192

6,162

Interest expense on convertible preference shares

 

 

 

9,987

9,990

Total interest expense on financial liabilities not at fair value through profit or loss

 

 

39,403

42,629

 

 

 

 

 

 

 

 

 

Change in fair value of open forward currency derivative financial instruments

 

 

-

20

Change in fair value of open interest rate derivative financial instruments

 

 

1,675

13,876

Finance expense

 

 

 

 

 

41,078

56,525

 

 

 

 

 

 

 

 

 

 

5. Taxation

 

 

 

 

 

 

Six months

Six months

 

 

 

 

 

 

 

ended

ended

 

 

 

 

 

 

 

30 June

30 June

 

 

 

 

 

 

 

2020

2019

The tax charge for the period can be reconciled to the profit per the Income Statement as follows:

 

£'000

£'000

 

 

 

 

 

 

 

 

 

(Loss) / profit before tax

 

 

 

 

(26,657)

33,622

 

 

 

 

 

 

 

 

 

 

Tax at the Russian corporate tax rate of 20%

 

 

 

(5,331)

6,724

Tax effect of financing arrangements

 

 

1,548

(66)

Tax effect of fair value movement on open interest rate derivative financial instruments

 

 

143

2,743

Tax effect of non deductible preference share interest

 

 

3,236

3,230

Tax effect of foreign exchange movements

 

 

3,689

(3,003)

Movement in provision for uncertain tax positions

 

 

 

(1,779)

(1,992)

Tax effect of other income not subject to tax and non-deductible expenses

 

 

546

1,210

Tax effect of property depreciation on revaluations

 

 

 

1,021

(2,982)

Tax on dividends and other inter company gains

 

 

 

1,105

1,594

Net movement in unprovided deferred tax assets

 

 

 

873

(51)

 

 

 

 

 

 

 

5,051

7,407

 

 

 

 

 

 

 

 

 

 

The tax effect of financing arrangements reflects the impact of intra group funding in each jurisdiction. Foreign exchange movements on intra group financing are taxable or tax deductible in Russia but not in other jurisdictions. In accordance with its accounting policy, the Group is required to estimate its provision for uncertain tax positions and the movement in the provision is reflected above. Other income and expenditure not subject to tax arises in Cyprus and Guernsey.

 

 

 

 

 

 

 

 

 

 

6. Earnings measures

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In addition to reporting IFRS earnings the Group also reports its own underlying earnings measure. The Directors consider underlying earnings to be a key performance measure, as this is one of the measures used by Management to assess the return on holding investment assets for the long term and the Group's ability to declare covered distributions. As a consequence the underlying earnings measure excludes investment property revaluations, gains or losses on the disposal of investment property, intangible asset movements, gains and losses on derivative financial instruments, share-based payments and other long term incentives (to the extent not settled in cash), the accretion of premiums payable on redemption of preference shares and convertible preference shares, depreciation and amortisation of loan origination costs (as these represent non-cash expenses that do not affect the ability to declare covered distributions); and material non-recurring items, together with any related tax.

 

The Group is also required to report Headline earnings per share as required by the listing requirements of the Johannesburg Stock Exchange.

 

 

 

 

 

 

Six months

Six months

 

 

 

 

 

ended

ended

 

 

 

 

 

30 June

30 June

The calculation of basic and diluted earnings per share is based on the following data:

2020

2019

 

 

 

 

 

£'000

£'000

£'000

£'000

Earnings

 

 

 

 

 

 

 

 

Net (loss) / profit for the period prepared under IFRS

 

(31,708)

 

26,215

 

 

 

 

 

 

 

 

 

Adjustments to arrive at underlying earnings:

 

 

 

 

 

Administrative expenses

 

 

 

 

 

Depreciation

 

 

 

550

 

822

 

Aborted project costs

 

339

 

131

 

 

 

 

 

 

 

889

 

953

Share-based payments and other long term incentives

 

-

 

873

Unrealised (profit) / loss on revaluation of investment property

 

12,103

 

(18,073)

Unrealised profit on revaluation of investment property under construction

 

360

 

(92)

Finance income

 

 

 

 

 

Change in fair value of open interest rate derivative financial instruments

 

(153)

 

-

 

 

 

 

 

 

 

 

 

Finance expense

 

 

 

 

 

 

Change in fair value of open forward currency derivative financial instruments

-

 

20

 

Change in fair value of open interest rate derivative financial instruments

1,675

 

13,876

 

Premium on redemption of preference shares and amortisation of issue costs

181

 

181

 

Premium on redemption of convertible preference shares and amortisation of issue costs

3,622

 

3,623

 

Amortisation of loan origination costs

 

1,017

 

1,598

 

 

 

 

 

 

 

6,495

 

19,298

Tax

 

 

 

 

 

 

 

Movement on deferred tax arising on depreciation and revaluation of investment property

856

 

3,293

 

Tax on unrealised foreign exchange movements in loans

 

782

 

(81)

 

 

 

 

 

 

 

1,638

 

3,212

Underlying earnings

 

 

 

(10,376)

 

32,386

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six months

 

Six months

 

 

 

 

 

 

ended

 

ended

 

 

 

 

 

 

30 June

 

30 June

 

 

 

 

 

 

2020

 

2019

Calculation of Headline earnings

 

 

 

£'000

 

£'000

 

 

 

 

 

 

 

 

 

Net (loss) / profit for the period prepared under IFRS

 

 

(31,708)

 

26,215

Adjustments to arrive at Headline earnings:

 

 

 

 

 

Unrealised loss / (profit) on revaluation of investment property

 

 

12,103

 

(18,073)

Unrealised loss/(profit) on revaluation of investment property under construction

 

360

 

(92)

Movement on deferred tax arising on revaluation of investment property

 

(2,128)

 

198

Headline earnings

 

 

 

(21,373)

 

8,248

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 June 2020

 

 

30 June 2019

 

 

 

 

 

Weighted

 

 

Weighted

 

 

 

 

 

average

 

 

average

 

 

 

 

Earnings

shares

EPS

Earnings

shares

EPS

IFRS

 

£'000

No. '000

Pence

£'000

No. '000

Pence

Basic

 

(31,708)

480,828

(6.59)

26,215

610,057

4.30

Effect of dilutive potential ordinary shares:

 

 

 

 

 

 

Warrants

 

-

-

 

-

603

 

LTIP (note 16)

-

-

 

-

197

 

2016 Retention scheme (note 16)

-

-

 

-

2,047

 

Five Year Performance Plan (note 16)

-

-

 

-

-

 

Convertible preference shares (note 12)

-

-

 

9,990

318,047

 

Diluted

 

(31,708)

480,828

(6.59)

36,205

930,951

3.89

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 June 2020

 

 

30 June 2019

 

 

 

 

 

Weighted

 

 

Weighted

 

 

 

 

 

average

 

 

average

 

 

 

 

Earnings

shares

EPS

Earnings

shares

EPS

Underlying earnings

 

£'000

No. '000

Pence

£'000

No. '000

Pence

Basic

 

(10,376)

480,828

(2.16)

32,386

610,057

5.31

Effect of dilutive potential ordinary shares:

 

 

 

 

 

 

Warrants

 

-

-

 

-

603

 

LTIP (note 16)

-

-

 

-

197

 

2016 Retention scheme (note 16)

-

-

 

-

2,047

 

Five Year Performance Plan (note 16)

-

-

 

-

-

 

Convertible preference shares (note 12)

-

-

 

6,367

318,047

 

Diluted

 

(10,376)

480,828

(2.16)

38,753

930,951

4.16

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

Weighted

 

 

 

 

 

average

 

 

average

 

 

 

 

Earnings

shares

EPS

Earnings

shares

EPS

Headline earnings

£'000

No. '000

Pence

£'000

No. '000

Pence

 

 

 

 

 

 

 

 

 

Basic

(21,373)

480,828

(4.45)

8,248

610,057

1.35

Effect of dilutive potential ordinary shares

 

 

 

 

 

 

Warrants

 

-

-

 

-

603

 

LTIP (note 16)

-

-

 

-

197

 

2016 Retention scheme (note 16)

-

-

 

-

2,047

 

Five Year Performance Plan (note 16)

-

-

 

-

-

 

Convertible preference shares (note 12)

-

-

 

-

-

 

Diluted

 

 

(21,373)

480,828

(4.45)

8,248

612,904

1.35

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7. Investment property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset class

 

Logistics

Logistics

Logistics

Office

30 June

Location

 

Moscow

St Petersburg

Regions

St Petersburg

2020

Fair value hierarchy *

 

Level 3

Level 3

Level 3

Level 3

Total

 

 

 

 

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

 

 

 

Market value at 1 January 2020

945,326

171,990

171,360

65,786

1,354,462

Property improvements

7,232

(16)

1,277

338

8,831

Unrealised (loss) / profit on revaluation

(15,996)

529

(817)

479

(15,805)

On translation to presentation currency

(57,021)

(10,387)

(10,335)

(3,969)

(81,712)

Market value at 30 June 2020

879,541

162,116

161,485

62,634

1,265,776

 

 

 

 

 

 

 

 

 

Tenant incentives and contracted rent uplift balances

(8,712)

(3,673)

(869)

(1,021)

(14,275)

Head lease obligations

1,052

-

-

-

1,052

Carrying value at 30 June 2020

871,881

158,443

160,616

61,613

1,252,553

 

 

 

 

 

 

 

 

 

 

Revaluation movement in the period ended 30 June 2020

 

 

 

 

 

Gross revaluation

 

(15,996)

529

(817)

479

(15,805)

Movements of tenant incentives and contracted rent uplift balances

3,319

119

298

(10)

3,726

Impact of translation to presentation currency

(78)

178

(63)

(61)

(24)

Revaluation reported in the Income Statement

(12,755)

826

(582)

408

(12,103)

 

 

 

 

 

 

 

 

 

 

Asset class

 

 

Logistics

Logistics

Logistics

Office

31 December

Location

 

 

Moscow

St Petersburg

Regions

St Petersburg

2019

Fair value hierarchy *

 

Level 3

Level 3

Level 3

Level 3

Total

 

 

 

 

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

 

 

 

Market value at 1 January 2019

840,613

147,978

144,843

60,402

1,193,836

Property improvements

4,214

751

3,115

274

8,354

Unrealised profit / (loss) on revaluation

25,771

10,104

10,532

(304)

46,103

On translation to presentation currency

74,728

13,157

12,870

5,414

106,169

Market value at 31 December 2019

945,326

171,990

171,360

65,786

1,354,462

 

 

 

 

 

 

 

 

 

Tenant incentives and contracted rent uplift balances

(12,031)

(3,792)

(1,167)

(1,011)

(18,001)

Head lease obligations

 

1,221

-

-

-

1,221

Carrying value at 31 December 2019

934,516

168,198

170,193

64,775

1,337,682

 

 

 

 

 

 

 

 

 

 

Revaluation movement in the year ended 31 December 2019

 

 

 

 

Gross revaluation

25,771

10,104

10,532

(304)

46,103

Movements of tenant incentives and contracted rent uplift balances

1,643

254

89

(535)

1,451

Impact of translation to presentation currency

179

(44)

97

34

266

Revaluation reported in the Income Statement

27,593

10,314

10,718

(805)

47,820

 

 

 

 

 

 

 

 

 

 

 *Classified in accordance with the fair value hierarchy. There were no transfers between fair value hierarchy in 2019 or 2020.

 

 

 

 

 

 

 

 

 

 

At 30 June 2020 the Group has pledged investment property with a value of £1,266 million (31 December 2019: £1,345 million) to secure banking facilities granted to the Group (note 10).

 

 

 

 

 

 

 

 

 

 

8. Investment property under construction

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset class

 

Assets under construction

 

Land Bank

30 June

Location

 

Moscow

Regions

 

Regions

2020

Fair value hierarchy *

Level 3

Level 3

Sub-total

Level 3

Total

 

 

 

 

£'000

£'000

£'000

£'000

£'000

Market value at 1 January 2020

21,625

9,146

30,771

2,714

33,485

Costs incurred

4

-

4

-

4

On translation to presentation currency

(1,307)

(552)

(1,859)

(164)

(2,023)

Unrealised (loss) / profit on revaluation

(474)

114

(360)

-

(360)

Market value at 30 June 2020

19,848

8,708

28,556

2,550

31,106

Head lease obligations

345

-

345

-

345

Carrying value at 30 June 2020

20,193

8,708

28,901

2,550

31,451

 

 

 

 

 

 

 

 

 

 

Asset class

 

Assets under construction

 

Land Bank

31 December

Location

 

 

Moscow

Regions

 

Regions

2019

Fair value hierarchy *

 

Level 3

Level 3

Sub-total

Level 3

Total

 

 

 

 

£'000

£'000

£'000

£'000

£'000

 

 

 

 

 

 

 

 

 

Market value at 1 January 2019

19,342

8,335

27,677

2,537

30,214

Costs incurred

 

138

44

182

-

182

On translation to presentation currency

1,721

740

2,461

177

2,638

Unrealised profit on revaluation

424

27

451

-

451

Market value at 31 December 2019

21,625

9,146

30,771

2,714

33,485

Head lease obligations

361

-

361

-

361

Carrying value at 31 December 2019

21,986

9,146

31,132

2,714

33,846

 

 

 

 

 

 

 

 

 

 

*Classified in accordance with the fair value hierarchy. There were no transfers between fair value hierarchy in 2019 or 2020.

 

 

 

 

 

 

 

 

 

 

No borrowing costs were capitalised in the period (31 December 2019: £nil).

 

At 30 June 2020 the Group has pledged investment property under construction with a value of £28.6 million (31 December 2019: £30.8 million) to secure banking facilities granted to the Group (note 10).

 

 

 

 

 

 

 

 

 

 

9. Valuation assumptions and key inputs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

In preparing their valuations at 30 June 2020, JLL have specifically referred to the uncertainty caused in the Russian real estate market by Covid-19 and a low oil price. JLL comment that until there is more certainty and market evidence it is prudent not to impose too much judgement on what may or may not happen and pricing should be based on the current situation. In this environment, prices and values are going through a period of heightened volatility with the result that market values can change frequently. JLL consider that, as at the valuation date, they can attach less weight to previous market experience for comparison purposes to inform opinions of value.

 

Class of property

 

 

 

 

 

 

 

 

 

Carrying amount

Valuation

Input

Range

 

 

30 June

31 December

technique

 

30 June

31 December

 

 

2020

2019

 

 

2020

2019

 

 

 £'000

 £'000

 

 

 

 

Completed investment property

 

 

 

 

 

 

 

 

 

 

 

 

 

Moscow - Logistics

871,881

934,516

Discounted

cash flow

ERV per sqm

Rub 3,700 to Rub 4,500

Rub 3,700 to Rub 4,500

 

 

 

 

 

ERV growth

5.00% to 7.00%

5.00% to 7.00%

 

 

 

 

 

Discount rate

8.50% to 12.0%

10.80% to 12.10%

 

 

 

 

 

Exit cap rate

10.25% to 11.25%

10.25% to 11.25%

 

 

 

 

 

Vacancy rate

0% to 36%

1% to 59%

 

 

 

 

 

Passing rent per sqm

$103 to $174

$100 to $174

 

 

 

 

 

Passing rent per sqm

Rub 3,307 to Rub 9,479

Rub 3,150 to Rub 8,999

 

 

 

 

 

Passing rent per sqm

€ 126

€ 122

 

 

 

 

 

 

 

 

St Petersburg - Logistics

158,443

168,198

Discounted

cash flow

ERV per sqm

Rub 3,900 to Rub 4,150

Rub 3,900 to Rub 4,150

 

 

 

 

 

ERV growth

5.00% to 7.00%

5.00% to 7.00%

 

 

 

 

 

Discount rate

12.40% to 12.60%

12.10% to 12.30%

 

 

 

 

 

Exit cap rate

11.5%

11.50%

 

 

 

 

 

Vacancy rate

1% to 15%

1% to 15%

 

 

 

 

 

Passing rent per sqm

$126 to $141

$111 to $137

 

 

 

 

 

Passing rent per sqm

Rub 3,450 to Rub 5,429

Rub 3,276 to Rub 5,628

 

 

 

 

 

 

 

 

Regional - Logistics

160,616

170,193

Discounted

cash flow

ERV per sqm

Rub 3,800 to Rub 4,200

Rub 3,800 to Rub 4,200

 

 

 

 

 

ERV growth

5.00% to 7.00%

5.00% to 7.00%

 

 

 

 

 

Discount rate

10.75% to 12.50%

11.80% to 12.30%

 

 

 

 

 

Exit cap rate

11.50%

11.50%

 

 

 

 

 

Vacancy rate

0% to 4%

0% to 10%

 

 

 

 

 

Passing rent per sqm

$148

$143

 

 

 

 

 

Passing rent per sqm

Rub 3,000 to Rub 21,153

Rub 3,850 to Rub 21,153

 

 

 

 

 

 

 

 

St Petersburg - Office

61,613

64,775

Discounted

cash flow

ERV per sqm

Rub 11,500 to Rub 12,294

Rub 11,789 to Rub 12,491

 

 

 

 

 

ERV growth

2.00% to 4.00%

2.00% to 4.00%

 

 

 

 

 

Discount rate

12.00% to 12.25%

11.75% to 12.00%

 

 

 

 

 

Exit cap rate

11.00% to 12.00%

11.00% to 12.00%

 

 

 

 

 

Vacancy rate

0% to 5%

0% to 13%

 

 

 

 

 

Passing rent per sqm

Rub 6,255 to Rub 23,244

Rub 7,596 to Rub 18,319

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Range

 

Other key information

Description

 

 

30 June

31 December

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

 

 

Moscow - Logistics

Land plot ratio

 

34% - 65%

34% - 65%

 

 

 

Age of building

 

2 to 15 years

2 to 15 years

 

 

 

Outstanding costs (£'000)

 

-

1,262

 

 

 

 

 

 

 

 

 

St Petersburg - Logistics

Land plot ratio

 

48% - 57%

48% - 57%

 

 

 

Age of building

 

5 to 11 years

5 to 11 years

 

 

 

Outstanding costs (£'000)

 

-

97

 

 

 

 

 

 

 

 

 

Regional - Logistics

Land plot ratio

 

48% - 61%

48% - 61%

 

 

 

Age of building

 

10 years

10 years

 

 

 

Outstanding costs (£'000)

 

-

663

 

 

 

 

 

 

 

 

 

St Petersburg - Office

Land plot ratio

 

148% to 496%

148% to 496%

 

 

 

Age of building

 

11 to 13 years

11 to 13 years

 

 

 

Outstanding costs (£'000)

 

-

57

 

 

 

 

 

 

 

 

 

 

 

 

Carrying amount

Valuation

Input

Range

 

 

30 June

31 December

technique

 

30 June

31 December

Investment property under construction

2020

2019

 

 

2020

2019

£'000

£'000

 

 

 

 

Moscow - Logistics

20,193

21,986

Comparable

Value per ha

Rub 30.6m-Rub 33.8m

Rub 19.5m-Rub 33.8m

Regional - Logistics

8,708

9,146

Comparable

Value per ha

Rub 10.51-Rub 20.9m

Rub 9.5m-Rub 20.6m

 

 

10. Interest bearing loans and borrowings

 

 

 

30 June

31 December

 

 

 

 

 

 

 

2020

2019

Bank loans

 

 

 

 

 

£'000

£'000

 

 

 

 

 

 

 

 

 

Loans due for settlement within 12 months

 

 

 

53,664

60,173

Loans due for settlement after 12 months

 

 

 

643,698

623,168

 

 

 

 

 

 

 

697,362

683,341

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 June

2020

£'000

31 December 2019

£'000

The Group's borrowings have the following maturity profile:

 

 

 

 

 

On demand or within one year

 

 

53,664

60,173

In the second year

 

 

 

 

23,453

28,656

In the third to fifth years

 

 

 

 

556,199

497,578

After five years

 

 

 

 

 

64,046

96,934

 

 

 

 

 

 

 

697,362

683,341

 

 

 

 

 

 

 

 

 

 

The amounts above include unamortised loan origination costs of £7.1 million (31 December 2019: £6.8 million) and interest accruals of £0.8 million (31 December 2019: £0.9 million).

 

The Group's interest bearing loans and borrowings have a weighted average interest rate of 5.77% (31 December 2019: 6.52%) and a weighted average term to maturity of 4.3 years (31 December 2019: 4.7 years).

 

 

 

 

 

 

 

 

 

 

11. Preference shares

 

 

 

30 June

31 December

 

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

£'000

£'000

Issued share capital:

 

 

 

 

 

 

At 1 January

 

 

 

 

110,324

109,271

Premium on redemption of preference shares and amortisation of issue costs

 

181

362

Scrip dividends

 

 

 

 

204

691

At 30 June / 31 December

 

 

 

110,709

110,324

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 June

31 December

 

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

Number

Number

Issued share capital:

 

 

 

 

 

 

At 1 January

 

 

 

 

 

100,068,218

99,556,534

Scrip dividends

 

 

 

 

152,134

511,684

At 30 June / 31 December

 

 

 

100,220,352

100,068,218

 

 

 

 

 

 

 

 

30 June

2020

Number

31 December 2019

Number

 

 

 

 

 

 

 

 

 

Shares in issue

 

 

 

 

100,277,220

100,125,086

Held by the Company's Employee Benefit Trusts

 

 

(56,868)

(56,868)

At 30 June / 31 December

 

 

 

100,220,352

100,068,218

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12. Convertible preference shares

 

 

 

30 June

31 December

 

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

£'000

£'000

Issued share capital:

 

 

 

 

 

At 1 January

 

 

 

 

217,482

206,116

Reissued in the period / year

 

 

-

4,132

Converted to ordinary shares (note 13)

 

 

-

(11)

Premium on redemption of preference shares and amortisation of issue costs

 

3,622

7,245

At 30 June / 31 December

 

 

 

 

221,104

217,482

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 June

31 December

 

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

Number

Number

Issued share capital:

 

 

 

 

 

 

At 1 January

 

 

 

 

 

195,929,647

192,388,886

Reissued in the period / year

 

 

 

-

3,552,907

Converted to ordinary shares (note 13)

 

 

 

-

(12,146)

At 30 June / 31 December

 

 

 

195,929,647

195,929,647

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 June

2020

Number

31 December 2019

Number

Shares in issue

 

 

 

 

198,176,868

198,176,868

Held by the Company's Employee Benefit Trusts

 

 

 

(2,247,221)

(2,247,221)

At 30 June / 31 December

 

 

 

195,929,647

195,929,647

 

 

 

 

 

 

 

 

 

 

On 31 July 2020 the Company's shareholders approved the re-designation of the convertible preference share capital into new ordinary shares and new preference shares. Under the re-designation holders of convertible preference shares will receive 0.6108 new ordinary shares and 0.5849 new preference shares for each convertible preference share held. The re-designation is effective on 30 September 2020.

 

 

 

 

 

 

 

 

 

 

13. Share capital

 

 

 

 

30 June

31 December

 

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

£'000

£'000

Issued share capital:

 

 

 

 

 

At 1 January

 

 

 

 

4,898

6,233

Issued in the period / year for cash on warrant exercises

 

 

-

17

Repurchased and cancelled in the period / year by tender offer

 

 

-

(361)

Repurchased and cancelled in the period / year from WIM / IAM

 

 

-

(991)

At 30 June / 31 December

 

 

 

4,898

4,898

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 June

31 December

 

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

Number

Number

Issued share capital:

 

 

 

 

 

At 1 January

 

 

 

 

489,746,016

623,269,434

Issued in the period / year for cash on warrant exercises

 

 

-

1,734,577

On conversion of convertible preference shares (note 12)

 

 

-

18,425

Repurchased and cancelled in the period / year by tender offer

 

 

-

(36,131,442)

Repurchased and cancelled in the period / year from WIM / IAM

 

-

(99,144,978)

At 30 June / 31 December

 

 

 

489,746,016

489,746,016

 

 

 

 

 

 

 

 

 

Details of own shares held are given in note 14.

 

 

 

 

 

 

 

 

 

 

 

 

 

14. Own shares held

 

 

 

 

30 June

31 December

 

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

£'000

£'000

 

 

 

 

 

 

 

 

 

At 1 January

 

 

 

 

 

(4,582)

(5,965)

Other acquisitions

 

 

 

 

-

(106)

Allocation to satisfy Annual Performance Incentive / other staff bonuses (note 16)

 

-

647

Cancelled

 

 

 

 

 

-

151

Allocation to satisfy LTIP options exercised (note 16a)

 

 

 

-

691

At 30 June / 31 December

 

 

 

(4,582)

(4,582)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30 June

31 December

 

 

 

 

 

 

 

2020

2019

 

 

 

 

 

 

 

Number

Number

 

 

 

 

 

 

 

 

 

At 1 January

 

 

 

 

 

8,918,186

10,760,656

Other acquisitions

 

 

 

-

253,679

Allocation to satisfy Annual Performance Incentive / other staff bonuses (note 16)

 

-

(876,000)

Cancelled

 

 

 

 

-

(298,039)

Allocation to satisfy LTIP options exercised (note 16a)

 

 

 

-

(922,110)

At 30 June / 31 December

 

 

 

 

8,918,186

8,918,186

 

 

 

 

 

 

 

 

 

 

Allocations to satisfy LTIP options exercised in 2019 were transfers by the Company's Employee Benefit Trusts upon the exercise of fully vested options. The amounts shown for share movements are net of the Trustees' participation in tender offers during the period from grant to exercise.

 

 

 

 

 

 

 

 

 

 

15. Net asset value per share

30 June

 

 

31 December

 

 

 

 

 

2020

 

 

2019

 

 

 

 

 

Number

 

 

Number

 

 

 

 

 

 

 

 

 

 

Number of ordinary shares (note 13)

 

489,746,016

 

 

489,746,016

 

Less own shares held (note 14)

 

(8,918,186)

 

 

(8,918,186)

 

 

 

 

 

480,827,830

 

 

480,827,830

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net asset

30 June 2020

Ordinary

New asset value

Net asset

31 December 2019

Ordinary

Net asset value

 

 

 

value

shares

per share

value

shares

per share

 

 

 

£'000

No. '000

Pence

£'000

No. '000

Pence

Net asset value per share

279,307

480,828

58

365,798

480,828

76

Effect of dilutive potential ordinary shares:

 

 

 

 

 

 

Convertible preference shares (note 12)

-

-

 

217,482

297,225

 

Five Year Performance Plan

-

-

 

-

-

 

Fully diluted net asset value per share

279,307

480,828

58

583,280

778,053

75

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The carrying value of the convertible preference shares at 30 June 2020 (see note 12) when divided by the number of ordinary shares that would be issued on conversion, is greater than basic net asset value per share and thus the convertible preference shares are not dilutive at 30 June 2020.

 

 

 

 

 

 

 

 

 

 

16. Share-based payments and other long term incentives

Six months ended 30 June 2020

Six months ended 30 June 2019

 

 

 

 

 

No of options

Weighted

No of options

Weighted

(a) Movements in Executive Share Option Schemes

 

average

 

average

 

 

 

 

 

 

exercise

 

exercise

 

 

 

 

 

 

price

 

price

 

 

 

 

 

 

 

 

 

Outstanding at the beginning of the period

 

-

-

1,062,162

25p

Exercised during the period

 

 

 

 

 

 - LTIP

 

 

 

-

-

(1,062,162)

25p

Outstanding at the end of the period

 

-

- p

-

- p

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six months

Six months

 

 

 

 

 

 

 

ended

ended

(b) Income statement charge for the period

 

 

 

30 June 2020

30 June 2019

 

 

 

 

 

 

 

£'000

£'000

 

 

 

 

 

 

 

 

 

2016 Retention Scheme

 

 

 

-

541

Other staff bonuses

 

 

 

-

332

Annual Performance Incentive 2019

 

 

 

-

-

Five Year Performance Plan

 

 

 

-

-

 

 

 

 

 

 

 

-

873

To be satisfied by allocation of:

 

 

 

 

 

Ordinary shares (IFRS 2 expense)

 

 

 

-

332

Convertible preference shares (IFRS 2 expense)

 

 

 

-

541

Cash

 

 

 

 

 

-

-

 

 

 

 

 

 

 

-

873

 

 

 

 

 

 

 

 

 

 

Certain bonuses awarded to employees below executive level for performance in 2018 were settled in ordinary shares of the Company in 2019.

 

 

 

 

 

 

 

 

 

 

17. Ordinary dividends

 

Instead of a final ordinary dividend for the year ended 31 December 2019, the Company proposes the final distribution of 2.25p per ordinary share to be effected by a tender offer buy back of 1 in every 16 ordinary shares in issue at 36p per ordinary share (2018: 2 in every 51 ordinary shares at 45p, the equivalent of 1.75p per ordinary share).

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

18. Fair value measurement

 

Set out below is a comparison of the carrying amounts and fair value of the Group's financial instruments as at the balance sheet date:

 

 

 

 

 

 

 

30 June 2020

31 December 2019

 

 

 

 

 

Carrying

Fair

Carrying

Fair

 

 

 

 

 

Value

Value

Value

Value

 

 

 

 

 

£'000

£'000

£'000

£'000

Non-current assets

 

 

 

 

 

 

Loans receivable

 

42

39

67

63

Derivative financial instruments

 

2,983

2,983

2,621

2,621

 

 

 

 

 

 

 

 

 

Current assets

 

 

 

 

 

 

Trade receivables

 

 

24,191

24,191

26,475

26,475

Restricted cash

 

1,772

1,772

3,026

3,026

Other current receivables

 

3,723

3,723

3,653

3,653

Cash and short term deposits

 

84,983

84,983

68,138

68,138

 

 

 

 

 

 

 

 

 

Non-current liabilities

 

 

 

 

 

Interest bearing loans and borrowings

 

643,698

652,134

623,168

632,014

Preference shares

 

 

110,709

115,319

110,324

131,590

Convertible preference shares

 

221,104

171,423

217,482

202,787

Rent deposits

 

 

14,756

11,100

15,779

12,403

Other payables

 

 

2,537

2,537

2,844

2,844

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

Interest bearing loans and borrowings

 

53,664

53,664

60,173

60,173

Rent deposits

 

 

4,980

4,980

6,364

6,364

Other payables

 

 

8,210

8,210

3,356

3,356

 

 

 

 

 

 

 

 

 

Fair value hierarchy

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following table provides the fair value measurement hierarchy* of the Group's assets and liabilities.

 

 

 

 

 

 

 

 

 

Total Fair

 

 

 

 

 

Level 1

Level 2

Level 3

Value

As at 30 June 2020

 

 

£'000

£'000

£'000

£'000

Assets measured at fair value

 

 

 

 

Investment property

 

-

-

1,252,553

1,252,553

Investment property under construction

 

-

-

31,451

31,451

Derivative financial instruments

 

-

2,983

-

2,983

 

 

 

 

 

 

 

 

 

As at 31 December 2019

 

 

 

 

 

 

Assets measured at fair value

 

 

 

 

 

Investment property

 

-

-

1,337,682

1,337,682

Investment property under construction

 

-

-

33,846

33,846

Derivative financial instruments

 

-

2,621

-

2,621

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

* Explanation of the fair value hierarchy:

 

 

 

 

 

 

 

 

 

Level 1 - Quoted prices in active markets for identical assets or liabilities that can be accessed at the balance sheet date.

 

Level 2 - Use of a model with inputs that are directly or indirectly observable market data.

 

Level 3 - Use of a model with inputs that are not based on observable market data.

 

The Group's interest rate derivative financial instruments comprise interest rate caps. These contracts are valued using a discounted cash flow model and consideration is given to the Group's own credit risk.

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our Privacy Policy.
 
END
 
 
IR FLFETTVILVII

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