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Interim Results

10th Nov 2016 07:00

RNS Number : 8056O
Hibernia REIT PLC
10 November 2016
 

INTERIM RESULTS

For the six-month period to 30 September 2016

10 November 2016

Hibernia REIT plc ("Hibernia", the "Company" or the "Group") today announces its interim results for the six months to 30 September 2016. Highlights for the period:

Steady financial performance in first half

· EPRA NAV per share of 134.6 cent up 2.9% since 31 March 2016

· EPRA earnings of €8.0m (Sep 2015: €5.2m, excluding one-off surrender premium)

· Profit before tax of €32.4m (Sep 2015: €73.7m) including revaluation surplus and gains on disposals

· Interim dividend declared of 0.75 cent per share, representing 50% of dividends paid in respect of prior year, in line with stated policy (Sep 2015: 0.7 cent per share)

 

Leasing activity adding substantially to contracted rent roll and income duration

· Contracted rent roll now €46.2m, up 18.5% on 31 March 2016[1] following major lettings to ComReg and MTT and the acquisition of Clanwilliam Court

· "In-place" office portfolio income duration and security increased

o WAULT to earlier of break / expiry now 5.9 years, up 37% on 31 March 16

o 46% of rent now upward only or capped / collared at next rent review (Mar 16: 36%)

· Increase in WAULTs driven by completed schemes with WAULT to earlier of break / expiry of 11.1 years and avg. rents of €49psf

· Remaining "in-place"[2] CBD offices have avg. rents of €35psf, reversionary potential of 27% and an avg. period to earlier of rent review or expiry of 2.1 years

 

Committed development schemes progressing well and on track for delivery over next 20 months

· Three committed schemes (230,000 sq. ft.) scheduled for completion over next 20 months

o Windmill and Sir John Rogerson's Quay remain on track for late 2017 and mid-2018 completions

o Refurbishment of Two Dockland Central expected to complete in late 2017

· Three schemes completed in period totalling 191,000 sq. ft. of new space

o Cumberland delivered profit on cost of more than 59% (71% including value of front site)

o One Dockland Central and SOBO Works both delivered profits on cost in excess of 30%

 

Longer term development pipeline bolstered

· Acquired Blocks 1, 2 & 5 Clanwilliam Court, Dublin 2, giving (together with Marine House) 134,700 sq. ft. of offices with near term income and redevelopment potential once leases expire in 2020/21

o Planning granted for Phase 2 of redevelopment of Harcourt Square giving total permission for up to 276,500 sq. ft. of offices on the 1.9-acre site: Hibernia seeking vacant possession from OPW to commence redevelopment: court case expected to be heard in early 2017

 

Building management

· Building management department formed to take control of the management of the Group's multi-let properties and maximise quality of service for tenants

· Cumberland directly managed from Sept and all multi-let buildings expected to follow suit by mid-2017

 

Low gearing and funding in place to take advantage of opportunities

· Net debt at 30 September 2016 of €110.5m, LTV of 10.7% (Mar 16: €52.9m, LTV 5.7%)

· Cash and undrawn facilities of €312m: €234m net of committed development spend

 

Kevin Nowlan, Chief Executive Officer of Hibernia, said:

 

"We have made good progress in the first half of the financial year, growing our contracted rent roll by 18% and increasing the average duration of our income by 37% through new lettings. The value of our portfolio now exceeds €1bn for the first time, a significant milestone to have passed in less than three years in existence.

 

"While it is still early days, we are optimistic regarding the Dublin office market's prospects to benefit from the UK's decision to leave the EU, although we recognise that the timing and terms remain unclear and there are risks to the wider Irish economy. We are also monitoring closely the impact of the recent property tax changes proposed in the Finance Bill: while these do not affect REITs directly, they may create uncertainty in the investment market in the near term as well as possible opportunities if some parties choose to exit the market.

 

"As the rate of growth of rents and capital values moderates, development activity and asset management will be increasingly important to delivering performance. With Hibernia owning a portfolio rich in opportunity with a number of committed developments due to complete in the next 20 months and significant firepower to take advantage of any opportunities that arise, we remain positive about our prospects."

 

 

Contacts:Hibernia REIT plc +353 1 536 9100Kevin Nowlan, Chief Executive OfficerTom Edwards-Moss, Chief Financial Officer

 

Murray ConsultantsDoug Keatinge: +353 86 037 4163, [email protected] Farrelly: +353 87738 6608, [email protected]

About Hibernia REIT plc Hibernia REIT plc is an Irish Real Estate Investment Trust ("REIT") listed on the Irish and London Stock Exchanges. The principal activity of the Company is to acquire and hold investments in Irish property (primarily commercial property) with a view to maximising shareholder returns.

DisclaimerThis Announcement contains forward-looking statements, which are subject to risks and uncertainties because they relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Group or the industry in which it operates, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements speak only as at the date of this Announcement. The Group will not undertake any obligation to release publicly any revision or updates to these forward-looking statements to reflect future events, circumstances, unanticipated events, new information or otherwise except as required by law or by any appropriate regulatory authority. 

 

Market Review General economy GDP growth expectations for Ireland have moderated since the result of the UK referendum on EU membership but remain strong at 4.2% in 2016 and 3.5% in 2017 (source: Department of Finance) and compare favourably to GDP growth forecasts for the Euro area of 1.7% in 2016 and 1.5% in 2017 (source: the IMF). Growth expectations for Irish core domestic demand (a better view of underlying economic activity) have also moderated somewhat but 3.3% growth is forecast in 2016, 3.7% in 2017 and 4.0% in 2018 (source: Goodbody) underpinned by strong employment, tax revenues and consumption figures. The level of interconnectedness between the Irish and UK economies may bring risks to Ireland in the near term both from any deterioration in UK economic growth and as a result of the sharp depreciation in sterling. However, in the longer term, we believe Ireland and in particular Dublin, with attractions in terms of language, flexible labour laws, a low corporate tax rate and business friendly regulatory environment is well-positioned to benefit from any business exits from the UK. Foreign direct investment flows from the US and elsewhere in Europe continue to be healthy: at this stage it is unclear what impact, if any, the results of the US elections will have. Irish public sector finances are gradually improving and the Government expects the budget deficit to fall to 0.9% of GDP in 2016 and 0.4% in 2017 (source: Department of Finance). The debt/GDP ratio is likely to decline to 76% by the end of 2016 (source: Davy) and in 2017 the Government is expected to continue its progress towards a balanced budget position (source: Goodbody). Irish property investment market Irish total property returns continue to moderate and the IPD/MSCI Ireland index delivered a total return of 2.1% in Q3 2016 (1.0% capital return and 1.1% income return) down from 3.1% in Q2 2016, bringing year-on-year performance to 14.9% (compared to 23.5% in the year to 31 March 2016). Investment volumes remain high with €3.2bn traded in the nine months to 30 September 2016 vs €4.6bn and €3.5bn in 2014 and 2015, respectively (source: CBRE) with strong demand for "core product" and institutional buyers continuing to be active in the nine months to 30 September 2016. Prime Dublin office yields were stable at 4.65% at 30 September 2016, according to CBRE. The introduction of a 20% withholding tax for property ICAVs and QIAIFs which was announced by the Government in the Budget and Finance Bill in October, and is subject to possible further change when debated and voted on by the Dáil later in November 2016 may, together with the proposed tax changes to S110 companies, create uncertainty in the investment market. The proposed changes do not affect the Irish REITs directly but any impact on capital values as a result of the uncertainty or the changes themselves will likely be felt by all market participants including the REITs. In the event that certain investors exit the market as a result of these changes, Hibernia is well-placed to move quickly in acquiring any assets which enhance the current portfolio. Office occupational market The first nine months of 2016 have seen strong occupier demand in the Dublin office market, with 1.9m sq. ft. of space taken up (source: CBRE). With three large lettings totalling c. 0.4m sq. ft. expected to sign in Q4 2016, take-up figures for the year are likely to be comfortably ahead of the 20-year average of 1.8m sq. ft. and closer to the 2.4m and 2.7m sq. ft. achieved in 2014 and 2015 (source: CBRE).

As a result of strong take-up and muted delivery of new space (thus far), vacancy rates in Dublin have continued their downward trend and the overall rate was 7.6% at 30 September 2016. The CBD vacancy rate was 5.7%, with the CBD Grade A vacancy rate at 3.1% and in Dublin 2/4 (where 73% of Hibernia's office portfolio is located, including two key committed development schemes) the Grade A vacancy rate was 2.1% (source: CBRE). Prime Grade A Dublin office rents ticked up to €60psf in Q3 2016, having been stable at €57.50psf for two quarters (source: CBRE).

The Dublin occupational market continues to be characterised by well-established trends: the city centre is the preferred location, representing 70% of Dublin take up in the five years to December 2015 and 79% in the nine months ending September 2016 (source: CBRE). Similarly, lettings of over 50,000 sq. ft. remain relatively infrequent and c. 50% of take-up continues to comprise lettings of less than 20,000 sq. ft.. In the nine months to 30 September 2016, 46% of take-up was by Irish companies, 32% by US and 13% by UK (source: CBRE).While we understand that there has been an increase in enquiries regarding regulatory approval to operate in Ireland from financial and professional services firms following the UK referendum, we have yet to see any meaningful "Brexit" enquiries in the office market. We believe there are a number of entities (some with and some without an existing presence in Dublin) carrying out scoping exercises to assess the viability of moving operations to Dublin but these appear to be at an early stage.Office development pipeline While a handful of refurbishment projects were delivered in Dublin in 2015, 2016 has marked the delivery of the first new office buildings to the Dublin market in over five years. In total, 1.1m sq. ft. of new office space is expected to be delivered during 2016 and 1.8m sq. ft. in 2017, 62% of which is already pre-let or reserved (source: Company). Currently we expect around 1.7m sq. ft. will be delivered in 2018 and 2.7m sq. ft. in 2019, meaning a total of 7.5m sq. ft. gross of new space will be delivered between 2015 and 2019 down from our estimate of 8.5m sq. ft. as at March 2016. 7.5m sq. ft. of gross additions to the stock represents c.6.5m sq. ft. of net new space (as a result of demolition to facilitate new development) and would represent an increase in the total stock figure of c.16% vs an increase in stock of 98% from 1993 - 2002 and 51% in 2003 - 2011 (source: Goodbody). Availability of speculative development funding remains scarce which has resulted in the owners of key development sites in the CBD seeking pre-lets before commencing development. Key pre-lets in the year to date include Grant Thornton (107,000 sq. ft.) and Amazon (170,000 sq. ft.), both achieving rents in excess of €50.00psf and term to break in excess of 12 years.

Residential sector While delivery of housing remains below the annual demand of c. 30,000 units (source: Goodbody), the sector is starting to show tentative signs of moving in the right direction: in the year to August 2016 national completions rose 16.8% y-o-y to c. 14,000 (but Dublin remained relatively stable at c. 3,700) (source: Department of Environment). Commencements are also rising: up 34% nationally and 7% in Dublin y-o-y to August 2016 (source: CSO). Additionally, mortgage data continues to improve (albeit from a low base) with the Banking & Payments Federation Ireland ("BPFI") reporting that approvals for the nine months to end September 2016 were 20% higher than the same period last year. The Government's Action Plan for Housing and Homelessness and "help to buy" initiative for first time buyers announced in the October Budget are targeted at addressing the sub-par housing supply but the target of 25,000 units per annum (between 2017 - 2021) is unlikely to be reached in the near term unless commencements dramatically increase from current levels. As a consequence of the low levels of delivery, there is continued price growth: as at August 2016, property prices in Ireland rose 7.2% y-o-y and 4.5% y-o-y in Dublin (source: CSO) and Davy expect national house price inflation of 7% in 2016 and 2017, 6% in 2018 and 5% thereafter. The relative lack of supply and Central Bank lending restrictions are resulting in continued residential rental growth with Dublin rents up 9.0% y-on-y in Q2 2016, reaching levels 3.9% higher than the previous peak in Q4 2007 (source: Residential Tenancies Board).

 

Business Review

Acquisitions and disposals The acquisition of Blocks 1, 2 & 5 Clanwilliam Court, Dublin 2, for c. €51m (€544 per sq. ft.) was announced in June 2016 and completed in July. Blocks 1, 2 & 5 are three 1970s office buildings totalling 93,700 sq. ft. arranged over five to six floors above a double basement with 220 underground car parking spaces. The buildings occupy a prominent position on the corner of Mount Street Lower and Clanwilliam Place in Dublin's central business district, a short walk from Merrion Square and Grand Canal Dock railway station. Following the acquisition of Marine House in March 2016 for €26.5m (€640 per sq. ft.), Hibernia now owns four contiguous blocks (totalling over 134,000 sq. ft. of office accommodation and 300 car parking spaces) of the seven blocks that comprise Clanwilliam Court (six offices, one residential) with potential for substantial redevelopment in the longer term (see further details below).

 

Portfolio overview

As at 30 September 2016 the property portfolio consisted of 28 investment properties valued at €1,032m, which can be categorised as follows:

 

Value as at Sept 16 (all assets)

% of portfolio

% uplift since Mar 16excl. new acquisitions (1)

% uplift since Mar 16incl. new acquisitions (1)

% uplift since acquisition(all assets)incl. costs(1)

Equivalent Yield on value (%)

Passing rent(€m)

1. Dublin CBD Offices

Traditional Core (2)

€420m

40.7%

3.4%

2.9%

25.3%

5.3%(4)

€19.0m

IFSC

€243m

23.6%

2.4%

2.4%

32.7%

5.1%

€12.0m(6)

South Docks

€173m(3)

16.7%

0.4%

0.4%

29.2%

5.3%

€6.6m

Total Dublin CBD Offices

€836m

81.0%

2.4%

2.2%

28.2%

5.3%(4)

€37.6m

2. Dublin CBD Office Development/Refurbishment (2)

€68m

6.6%

5.7%

5.7%

69.9%

-

-

3. Dublin Residential

€115m

11.1%

1.4%

1.4%

22.1%

4.6%

€5.4m

4. Industrial

€13m

1.3%

6.0%

6.0%

26.6%

7.1%

€0.5m

Total Investment Properties

€1,032m

100.0%

2.6%

2.4%

29.5%

5.2%(4)(5)

€43.5m(6)

1. Includes capex in acquisition costs and assumes 100% of South Dock House held for rent.

2. 1 Cumberland Place now in Traditional Core but value of site at the front is in Dublin CBD Office Development/ Refurbishment

3. South Docks excludes the value of space occupied by Hibernia

4. Excludes Harcourt Square as this is valued by CBRE on a residual/ development appraisal basis

5. Excludes all Dublin CBD Office Development/Refurbishment

6. Includes FBD surrender income top-up

 

 

 

 

The "in-place" office element of our portfolio had the following statistics at 30 September 2016:

Contracted rent (€m/€psf)

ERV (€m/€psf)

WAULT to review (yrs)(1)

WAULT to break/expiry (yrs)

% of rent upwards only(2)

% of next rent review cap & collar

% of rent open market at next lease event

Completed office developments

€10.2m/€49psf

€10.4m/€50psf

4.8yrs

11.1yrs

0%

83%

17%

Remaining "in-place" portfolio

€30.0m/€35psf

€37.9m/€45psf

2.1yrs

4.1yrs

34%

0%

66%

Whole "in-place" portfolio

€40.2m/€38psf

€48.3m/€46psf

2.8yrs

5.9yrs

25%

 

21%

54%

1) To earlier of review or expiry

2) Incl. small amount (

 

We are working to extend unexpired lease terms and income security in the portfolio. The completion and letting of 1 Cumberland Place (formerly known as Cumberland House), One Dockland Central and SOBO Works, all of which are fully let and mostly on 20+ year leases with breaks in excess of 10 years, has significantly increased the WAULTs to break and expiry of the "in-place" office portfolio. We expect this trend to continue as we let up our three committed development schemes. The remaining "in-place" portfolio is reversionary with average contracted rents of €35psf compared to ERVs averaging €45psf and an average period to the earlier of rent review or expiry of 2.1 years giving potential for further uplifts to contracted rents.

The "in-place" office portfolio occupancy level at 30 September 2016 was 94%, approximately the same as at 31 March 2016, as new lettings, in particular in the completed developments, were balanced by the acquisition of substantial vacant space in Blocks 1 & 2 Clanwilliam Court. 

 

Developments and refurbishments

At 30 September 2016, the Group had committed schemes under way at three properties which will deliver 230,000 sq. ft. of high quality new office space in the next 20 months. A further three schemes completed in the period.

 

With the acquisition of Blocks 1, 2 & 5 Clanwilliam Court, the Group has further added to its longer term pipeline of developments: this now totals seven schemes if Clanwilliam Court is treated separately from the adjoining Marine House (up from six in March 2016), which, if undertaken would deliver an estimated 399,000 sq. ft. of high quality office space when fully completed.

 

Schemes completed The refurbishment of One Dockland Central was successfully completed on budget in May 2016, delivering a profit on cost of over 30%. Approximately half of the 57,700 sq. ft. refurbished was pre-let to HubSpot in November 2015 and the remaining space was let to ComReg in July 2016.

 

SOBO Works (formerly known as the Observatory Live/Work units) was converted to c. 9,600 sq. ft. of office accommodation and 1,700 sq. ft. of retail with the works completing in April 2016. At completion the project had delivered a profit on cost in excess of 50%. All the space was pre-let to Iconic Offices, a serviced office provider, at a rent of €0.4m per annum and the tenant is now in occupation.

 

Cumberland Place was completed in September 2016 and generated a profit on cost of 59% at completion (71% including current value of front site). 96,000 sq. ft. was pre-let to Twitter, who took occupation at completion, and the remaining 33,000 sq. ft. was let to Mobile Travel Technologies ("MTT") in September on a lease which commenced in November.

 

Committed development and refurbishment schemes

The repositioning of Guild House / Two Dockland Central is due to commence shortly, with works expected to be completed in late 2017. These will be similar to the refurbishment successfully completed in the adjoining One Dockland Central earlier this year. All of the tenants will vacate when their leases expire in March 2017 (with the exception of BNY Mellon, who hold a long term lease and intend to remain in occupation): we are in discussions with some tenants regarding re-occupation after the works are completed, together with one third party (see further details below under Asset Management).

 

Construction work at Windmill Lane ("1WML") continues to make good progress: the office structure has now reached full height and the glazing is being installed. The building envelope is expected to be completed before Christmas and the project remains on schedule for completion in late 2017. The formal marketing campaign for 1WML and 1 Sir John Rogerson's Quay ("1SJRQ") commenced in the middle of this year and discussions are underway with a number of potential tenants regarding 1WML.

 

At 1SJRQ, the foundations are complete and work on the structure is expected to begin shortly. The scheme remains on track to complete in mid-2018.

 

Please see further details on the development schemes below:

Sector

NIA post completion (sq ft)

Full purchase price

Capex/Est. capex

Est. total cost (incl. land) € psf

ERV(1)

Office ERV psf(1)

Expected PC Date

Comments

Completed schemes in 6 months to 30 Sep 16 

One Dockland Central

Office

 

74k(2)

 

€46m

€10m(3)

€736psf(4)

€4.0m

€50.40psf

Completed in May 2016

Delivered profit on cost in excess of 30%

SOBO Works

Office

 

11k

 

€2m

€1.3m

€275psf

€0.4m

€36.00psf

Completed in April 2016

Delivered profit on cost in excess of 50%

1 Cumberland Place

Office

122k(5)

€51m

€29m

€651psf(6)

€6.9m

€51.05psf(7)

Completed in Sep 2016

Delivered profit on cost of 59%(8)

Total completed

207k

 

€99m

€40.3m(9)

€11.3m

Committed schemes

Two Dockland Central (formerly Guild House)

Office

 

73k(10)

€46m

€12m(11)

 

€773psf(4)

€4.0m

€51.50psf

Q3 2017

1 Windmill Lane (12)

Office

 

61k office

3k retail

7 resi. units

€4m

 

€26m

€420psf (7)

€3.1m (13)

€48.60psf

late 2017

1SJRQ

Office

 

112k office (14)

6k retail

€18m

€55m

€634psf (7)

€6.1m

€51.50psf

mid 2018

 Total committed

246k office

9k retail

7 units

€68m

€93m(15)

€13.2m

1. Per CBRE valuation at 30 September 2016

2. 58k sq. ft. refurbished out of total area of 74k sq. ft.

3. €7.9m net of dilapidation charge received

4. Est. total cost psf is net of dilapidations

5. Excl. additional basement areas (7.5k sq. ft.) and potential new block (c.50k sq. ft.) but incl. new reception (1k sq. ft.)

6. No cost attributable to basement area

7. Office only

8. Including potential 50k sq. ft. front site profit on cost is 71%

9. €38.2m net of dilapidation received

10. 57k sq. ft. is committed refurbishment of entire €73k sq. ft.

11. €10.4m net of dilapidations received

12. Represents 50% interest; includes extensions to 4th & 5th floors (2.3k sq. ft.) planning granted in May 16

13. Commercial and residential

14. Excl. c.1k sq. ft. of basement office and amenity

15. €91.4m net of dilapidations received

16. NIA is Net internal area

 

Longer term development pipeline Blocks 1, 2 & 5 Clanwilliam Court have been added to the longer term pipeline following their acquisition in July. All of the leases in the three blocks expire before the end of 2021 and there is potential for repositioning via refurbishment and / or expansion or full redevelopment either with or without the adjoining Marine House, where all leases expire at a similar time.

 

At Harcourt Square, we received planning permission for Phase 2 of the redevelopment in June 2016: combined with the planning permission already received for Phase 1, Hibernia now has full planning permission for a development of up to 276,500 sq. ft. of office and ancillary accommodation on the 1.9-acre site. The four leases to the Office of Public Works ("OPW") have either expired or are due to expire by the end of 2016, and we are seeking vacant possession for redevelopment. The OPW has applied to the Irish Circuit Court seeking statutory extension of the leases, which we will defend: the case is expected to be heard in early 2017. 

 

In the Hanover Building, we expect to extend the lease of BNY Mellon (who had exercised a break option to vacate in December 2016) to March 2017 while we assess our options to improve the building. At Cumberland, we have received preliminary planning approval from Dublin City Council for a new office block of c.50,000 sq.ft. at the front of the site. And at Gateway we continue to work on plans for the 14-acre site's future redevelopment.

Please see further details on the development pipeline below:

Name

Sector

Current NIA

(sq. ft.)

NIA post completion

(sq. ft.)

Full Purchase price

Comments

Cumberland Place

(front block)

Office

0k

c.50k

€0m (1)

Potential for new block on front of Cumberland Place of up to c.50k sq. ft.

Decision to grant planning received from DCC

One Earlsfort Terrace

Office

22k

>28k

€20m

Planning permission is in place for two extra floors which would add c.6k sq. ft. to the NIA

Potential for redevelopment as part of the wider Earlsfort Centre scheme

Hanover Building

Office

44k office

15k retail (2)

58k. office

12k. gym/retail

€21m

Potential to fully refurbish and extend the current building by adding c.13k sq. ft.

Planning applied

Harcourt Square

Office

117k on

1.9 acres

277k.

€72m

Potential development of 277k sq. ft. of office space and ancillary space

Full planning consent received

Seeking vacant possession: court hearing expected early 2017 on OPW seeking lease renewal

Blocks 1, 2 & 5 Clanwilliam Court and Marine House

Office

135k

c.190k

€80m

Longer term refurbishment/redevelopment opportunity

Potential opportunity to add in the order of 40% to existing NIA across all 4 blocks

Gateway

Logistics

/Office

178k on

14.1 acres

c.115k office (3)

€10m

Strategic transport location

Full or partial redevelopment potential subject to planning

Total

511k

718k office

12k gym/retail

€203m

 

 

Asset management

Since 31 March 2016 we have made further progress on lettings and rent reviews which together have added €5.2m to contracted rents.

 

Summary of letting activity in the period

· Offices: Five new lettings of 91,000 sq. ft. and one rent review / lease extension generating €5.1m of incremental new annual rent. The weighted average periods to break and lease expiry for the new leases were 9 years and 20 years, respectively.

· Residential: Letting activity generated incremental new net annual rent of €44,000 during the period (45 apartments). Average rents achieved for lettings of two-bed apartments since 31 March were €1,750 per month vs average contracted 2 bed rents for the portfolio of €1,700 per month.

 

Letting activity post period end As set out below, we are in discussions with potential tenants in a number of buildings where we have vacant space.Key asset management highlightsSee also 'Developments and Refurbishments' section above for further details. Building management In July we announced the establishment of a building management department to take control of the management of Hibernia's multi-let buildings, develop closer relationships with tenants and improve the quality of service. Upon completion in September, Cumberland Place became the first building to come under the direct control of the department and five more buildings totalling 420,000 sq. ft. will come under direct management in January 2017. We expect all multi-let buildings to be under direct management by mid-2017. The department will be run to maximise the quality of service offered and once fully operational is expected to be cost neutral for Hibernia. Central Quay, South Docks We are in discussions with potential tenants regarding the vacant third floor (11,000 sq. ft.). Inspections are ongoing regarding the remaining 7,000 sq. ft. of available space on the ground floor in the building. Blocks 1, 2 & 5 Clanwilliam Court, D2 The buildings, which adjoin Marine House, were acquired in July 2016 and total 93,700 sq. ft. of office accommodation and 220 car parking spaces (which combined with Marine House total 134,700 sq. ft. of offices and 301 car parking spaces). Blocks 1, 2 & 5 are 76% let to a range of occupiers, including the ESB, Bord Bia (the Irish Food Board) and Hines Real Estate Ireland, generating annual rent of €2.9m per annum (an average of €34psf), a net initial yield of 5.0%. We are in discussions with a potential tenant for 90% of the 22,700 sq. ft of vacant space. Cumberland Place, D2 The redevelopment works completed in September 2016 and Twitter took occupation of the c. 96,000 sq. ft. it had pre-let. The remaining 33,000 sq. ft. and 10 parking spaces were let to Mobile Travel Technologies ("MTT") in September on a lease which commenced in November and has a five month rent free period. The contracted rent of the building is now c. €7m with weighted average unexpired lease terms of c. 12 years to break and 21 years to expiry. Guild House / Two Dockland Central, IFSC We decided to reposition the building to the same standard as that recently completed in One Dockland Central earlier in 2016. All tenants will vacate the building when their leases expire in Q1 2017 (excluding BNY Mellon who hold a long lease). We are in discussions with some of the existing tenants regarding re-occupation post completion and in addition are in active discussions with a third party regarding a pre-lease of part of the refurbished floor space.

One Dockland Central, IFSC Of the 57,700 sq. ft. refurbished, 27,500 sq. ft. (two floors) was pre-let to Hubspot in November 2015 on a 20-year lease at a rent of €1.3m per annum (€45psf) after a six month rent free period from commencement: the lease commenced in February 2016. In July 2016 the remaining two floors were let to ComReg on a 20-year lease at a rent of €1.6m per annum (€50psf) after a four month rent free period. The average weighted average unexpired lease terms in the building are now 10 years to break and 17 years to expiry.Other completed assets The remaining completed properties in the portfolio are close to full occupation. The average period to rent review or lease expiry for the "in-place" office portfolio (not including recently completed developments) is 2.1 years: the team is assessing options to maximise returns from the up-coming lease events and continues to carefully monitor the letting markets and work closely with our tenants. Sale of non-core assets The sale of the non-core assets from the Dorville portfolio was almost complete at 30 September 2016 with only four assets remaining with a carrying value of €0.8m (31 March 2016: €3.9m): the net profit on disposals in the period since 31 March 2016 was €0.1m.

 

Financial results and position

 

 As at

30 September 2016

31 March 2016

Movement

IFRS NAV - cent per share

134.8

131.6

+ 2.4%

EPRA NAV - cent per share

134.6

130.8

+ 2.9%

Net debt

 €110.5m

 €52.9m

+ 108.9%

Group LTV

10.7%

5.7%

+ 87.8%

Six months ended

30 September 2016

30 September 2015

Profit before tax for the period

 €32.4m

 €73.7m

56.1% ↓

EPRA earnings

 €8.0m

 €5.2m*

53.8% ↑

Basic EPS

4.7 cent

11.0 cent

57.3% ↓

Diluted EPS

4.7 cent

10.9 cent

56.9% ↓

Interim dividend/ DPS

€5.1m / 0.75 cent

€4.8m / 0.70 cent

* Excluding one-off €4.9m surrender premium received

 

The key drivers of EPRA NAV per share, which increased 3.8 cent from 31 March 2016 were:

- 3.5 cent per share from the revaluation of the property portfolio, including 1.9 cent per share in relation to development properties

- 1.2 cent per share from EPRA earnings for the period

- Payment of the final dividend, which decreased NAV by 0.8 cent per share

- Other movements decreased NAV by 0.1 cent per share

 

EPRA earnings for the period were €8.0m, up 53.8% compared to the same period last year, excluding the €4.9m one-off gain relating to the surrender premium received from FBD in the prior year. The key driver of the increase was the 35.5% increase in rental income (excluding the surrender premium) due to new lettings and further acquisitions made in the past 12 months. There were no one-off gains during the period (30 September 2015: €4.9m). 

 

Operating expenses (excluding performance related payments) were €5.6m in line with the same period last year (30 September 2015: €5.6m)

 

Net profit for the period was €32.3m, a decrease of 56.2% over the same period last year (53.1% decrease excluding the surrender premium in the prior year) due to lower revaluation gains on investment properties as growth in capital values in the market have moderated and after a less active six-month period for the Group.

 

Financing and hedging As at 30 September 2016, the Group's net debt was €110.5m, a loan to value ratio (LTV) of 10.7%, having increased from a net debt position of €52.9m (LTV of 5.7%) at 31 March 2016 due to capital expenditure on acquisitions and developments.

 

The Group has two facilities in place, a €400m revolving credit facility ("RCF") which matures in November 2020, and a non-recourse, three-year debt facility with Deutsche Bank of €44.2m (Hibernia's share €22.1m). If both facilities were fully drawn at 30 September 2016 this would have resulted in an LTV of 31.8%. Given the nature of our portfolio and the development exposure within it, we expect the through-cycle gearing to be in the range of 20-30% LTV.

 

The Group has a policy of fixing or hedging the interest rate risk on the majority of its drawn debt. Currently it has interest rate caps and swaptions with 1% strike rates in place covering €100m of the RCF. The interest rate exposure of the Windmill Lane facility has been hedged using an interest rate cap with a 1% strike rate. 

Approval as Alternative Investment Fund Manager ("AIFM")

The Company received authorisation from the Central Bank of Ireland (the "Central Bank") as an internally managed Alternative Investment Fund ("AIF") in July 2016. Following the internalisation of WK Nowlan REIT Management Limited (the "Investment Manager") in November 2015, the Investment Manager remained authorised as the Alternative Investment Fund Manager ("AIFM") to Hibernia pending authorisation by the Central Bank of Hibernia as an internally managed AIF. Concurrent with the authorisation of Hibernia, and as requested by Hibernia, the Central Bank withdrew the authorisation of the Investment Manager.

 

DividendThe Board has declared an interim dividend of 0.75 cent per share (2015: 0.7 cent), which represents 50% of the total dividends paid in respect of the prior financial year, consistent with its policy of paying an interim dividend totaling 30-50% of the total regular dividends paid in respect of the prior year. All of this interim dividend will be a Property Income Distribution ("PID") in respect of the Group's tax exempt property business. 

 

The dividend will be paid on 26 January 2017 to shareholders on the share register as at 6 January 2017.

 

Hibernia introduced a Dividend Reinvestment Plan ("DRIP") in 2015: this allows shareholders to instruct Capita, the Company's registrar, to reinvest dividend payments by the purchase of shares in the Company. The terms and conditions of the DRIP and information on how to apply are available on the Group's website.

 

 

 

Selected portfolio information

1. Top 10 "in place" office occupiers by contracted rent and % of contracted in place office rent roll

Top 10 Tenants

 Contracted Rent €.m

%

Sector

1

Office of Public Works

5.5

13.6

Government

2

Twitter International Company

5.1

12.6

TMT

3

Bank of New York Mellon

3.0

7.4

Banking and Capital Markets

4

Bank of Ireland

2.8

7.1

Banking and Capital Markets

5

DEPFA Bank plc

2.0

5.1

Banking and Capital Markets

6

Mobile Travel Technologies

1.9

4.8

TMT

7

ComReg

1.6

4.0

Government

8

Electricity Supply Board

1.5

3.7

Government

9

HubSpot

1.3

3.2

TMT

10

Riot Games

1.2

3.0

TMT

Top ten total

25.9

64.5

Rest of portfolio

14.3

35.5

Total contracted rent

40.2

100.0

 

2. "In place" office contracted rent by business sector

Sector

€ 'm

%

TMT

12.1

30.2

Banking & Capital Markets

10.8

26.8

Government

9.2

22.8

Professional Services

4.3

10.7

Other

2.5

6.3

Insurance & Reinsurance

1.3

3.2

Total

40.2

100.0

 

3. Portfolio by location

Location

Value €'m 1

%

Traditional Core2

420

40.7

IFSC

243

23.6

South Docks

173

16.7

Other3

196

19.0

Total

1,032

100.0

150% of 1WML included

2 Cumberland Phase 1 (i.e. completed refurbishment) included in Traditional Core

3CBD Office Development/Refurbishment, Residential, Industrial. Note that Cumberland Phase 2 (i.e. potential additional 50k sq. ft. front site) is included in CBD Office Development/Refurbishment

 

 

 

 

 

Principal Risks and Uncertainties

There are a number of potential risks and uncertainties which could have a material impact on the Group's performance and could cause actual results to differ materially from expected and historical results for the remaining six months of the financial year. A description of these risks and the steps which the Group has taken to manage these risks is set out below.

 

Risk

Potential impact

Strategic goal impact

Description of exposure

Mitigation

Change from 31 March 16

Comment

Weakening economy

 

High

 

Performance below target levels through lower capital or income returns or both.

 

The value of the investment portfolio may decline and rental income may reduce as a consequence of lowered levels of economic activity in Dublin and/or Ireland.

 

 

 

The Group has set risk appetite limits, which are the level of risk that the Board considers acceptable in achieving the Group's strategic objectives in the current economic environment. Close monitoring of economic lead indicators and access to market knowledge through the Group's contacts and advisers help to ensure it has the best possible knowledge of the current macro-economic environment to allow it to anticipate and react to potential issues.

Increased

In light of the UK referendum to leave the European Union ("Brexit") and the subsequent weaker outlook for the global economy, the IMF recently downgraded Ireland's 2016 economic growth forecasts by 0.1% to 4.9% and its 2017 forecast by 0.4% to 3.2%. While these downgrades in forecast demonstrate that the Irish economy is not immune from exogenous risks, the growth prospects nevertheless illustrate the relative strength of the Irish economy against its peers as it maintains its status as "the fastest growing economy in Europe ". Domestic demand is expected to be the foundation of growth over the next two years as the ESRI noted in its latest Quarterly Economic Commentary that "consumption and investment are set to be the main drivers of growth in 2016 and 2017" which is also supported by improvements in the labour market.

As an "open" economy Ireland depends heavily on international trade and Foreign Direct Investment. Together with its relatively small size, this means any deterioration in macro-economic conditions may impact rapidly and significantly. In particular, the recent EU referendum result in the UK has created uncertainty while the terms on which the UK leaves the EU ("Brexit") are negotiated. This may lead to a reduction in business and consumer confidence, a deferral of some investment decisions and consequently a reduction in growth rates in the UK, Ireland and elsewhere. While it is possible that the Dublin property market benefits from increased tenant demand and rents as a result of Brexit, it is not certain over what timescale any such benefits will arise or whether they will outweigh any negative impact on the market as a result of any slowdown in economic activity.

The Group monitors the potential impacts continuously. The Group has low leverage and its principal debt facility, a €400m revolving credit facility, is in place until November 2020. The Group continues to proactively pursue pre-lets of its committed development projects, all of which are expected to complete in the next two years. In addition, the Group is working to extend unexpired lease terms in its "in-place" property portfolio.

 

Increased

By completing and fully letting 3 development projects in the 6 months to September 2016, the Group has achieved a WAULT to review/expiry of 4.8 years and WAULT to break/expiry of 11.1 years. Across these projects 83% of the leases in these completed developments offer the downside protection of a cap and collar with the remaining 17% of the leases marked to market at the next lease event.

For the portfolio as a whole, 46% of leases are either upward only or capped and collared which provides protection against adverse market moves.

Under performance of Dublin property market

 

High

Value of investment property may decrease thus reducing NAV. Potential reduction of rental income through lower rents or defaulting tenants.

Underperformance by Dublin property market compared to other Irish property sectors: to date all the Group's investments have been within Dublin.

The Group regularly reviews its strategy and asset allocation to determine if it remains appropriate. Particular emphasis is placed on monitoring its development projects which will come on-stream within the next two to three years.

Stable

The Dublin property market is currently performing well, although there is some evidence of a moderation of the rental growth rate, and Dublin remains a key contributor to the Irish economy.

Poor management of development projects

High

Target returns impacted through lower than expected profits on developments.

Inability to properly manage developments. Any refurbishment or redevelopment project may suffer delays, may not be completed or may fail to achieve expected results. Budgets may overrun.

Experienced Director of Development joined in May 2016 to oversee all development projects. The Group has a Development Committee which closely monitors Group projects, the development supply pipeline in Dublin and the rental market. This, coupled with significant in-house experience in managing large scale projects, reduces these risks.

Decreased

One Cumberland Place completed in the period ahead of schedule and is fully let. The other major committed development projects underway, Windmill Lane and Sir John Rogerson's Quay, are progressing well and remain on schedule.

Lack of suitable Investment opportunities

 

 

Medium

 

 

Investment returns that are below the Group's target rate of return.

 

 

Competition may reduce the access to attractive investment opportunities.

Market knowledge and contacts improve the Group's ability to uncover opportunities and acquire investments.

Stable

The rise in Dublin property prices has reduced the pool of assets which meet the Group's returns criteria, although with our focus on value add projects there remains a good level of opportunity.

Concentration of investment in single assets, tenants, locations or sectors may increase risk.

Risk appetites are set and monitored for concentration risk factors.

Stable

The Group has built a balanced portfolio since commencement of operations. As at 30 September 2016 the largest single asset represented 13% of the portfolio by value.

Overlooking or mis-pricing risks at point of investment.

The Group has an experienced management team which carries out extensive due diligence ahead of purchase. Board approval is part of the investment decision which provides another layer of scrutiny.

Decreased

The volume of transactions being undertaken by the Group has reduced now that the core portfolio has been assembled. Due diligence involves a diverse range of parties, internal and external, and helps to mitigate risks around acquisitions.

 

 

 

 

Risk

Potential impact

Strategic goal impact

Description of exposure

Mitigation

Change from 31 March 16

Comment

Lack of adequate financing

Medium

Inappropriate capital structure may lead to the Group being unable to meet goals through covenant breaches or high interest costs impacting returns.

Leverage exposes the Group to risks associated with borrowing such as covenant breaches.

New facilities are approved at Board level and under the investment policy debt is limited to a 40% loan to value ratio at incurrence. Hedging instruments have been used to cap the Group's interest rate exposure and the Group intends to hedge the majority of its interest rate exposure on its drawn debt. Active and regular monitoring of covenant breaches is undertaken. Leverage levels are set at Board level and monitored closely. Alternative sources of financing are also continually assessed.

Stable

At 30 September Group indebtedness remains low with a loan to value ratio of 10.7% (31 March 2016: 5.7%). No breaches have occurred in the period. The Group continues to be vigilant in monitoring covenants and hedging requirements.

Target returns impacted, new investment limited through lack of available funds.

No access to financing limits potential for further investment growth or means the Group misses out on opportunities.

The Group actively manages its finance requirements and continues to monitor availability to ensure it is well placed to take advantage of market investment opportunities as they arise.

Stable

At 30 September the Group had cash and undrawn facilities totalling €312m, or €234m net of committed capital expenditure. The Group continues to monitor capital requirements to ensure that future requirements are anticipated and met within the limits of its leverage targets.

Poor asset management

Medium

Failure to achieve maximum returns from investment property.

Poor management of voids, breaks and renewals can lead to loss of tenants and/or leases agreed at lower than Estimated Rental Value ("ERV"). Poor building management can impact tenant satisfaction and longevity leading to loss of income.

The Group has a dedicated asset management team which has been expanded in the period. The Group has also formed a separate building management subsidiary which will manage all the Group's multi-let buildings, giving the Group direct day-to-day interaction with its tenants. This will ensure the best service to retain tenants and help maximise rental levels.

Stable

The Group continues to monitor building standards and has implemented and plans to implement refurbishments of older stock on lease expirations or breaks. Where possible, buildings are being rebranded and improved to produce a high standard common to all Hibernia buildings.

Inability to meet sustainability standards

Medium

Properties may not comply with legislation or meet tenant expectations leading to an increased cost base, limiting the interest of tenants and investors, and creating early obsolescence and potential loss of asset value.

Non-compliance with legislation at local or EU level and a failure to meet investor expectations with respect to sustainability standards. Failure to keep pace with peers in complying with best practice could lead to loss of value.

The Group has established a Sustainability Committee to identify and address issues in sustainability and corporate social responsibility. A first assessment of managed properties was carried out in the financial year ended 31 March 2016.

Decreased

Work is on-going to improve the sustainability credentials of the Group's portfolio. Where possible, measures are being implemented in order to allow better monitoring of energy usage. As the Group takes over the management of further buildings, sustainability is a key focus for improving the Group's stock.

 

 

Risk

Potential impact

Strategic goal impact

Description of exposure

Mitigation

Change from 31 March 16

Comment

Loss of people

Medium

Achievement of strategic goals impacted through loss of expertise or key personnel.

The Group fails to attract, motivate and retain sufficient skilled people to achieve targets. Poor management of people may impact on performance.

The Group has a team of directly employed staff following the internalisation of the Investment Manager and a remuneration system that is linked closely to individual and Group performance. The Group has introduced a long-term incentive plan (funded through the existing performance fee arrangements) as part of performance remuneration in order to help better align employees' interest with shareholders' and encourage retention.

Stable

The Group has implemented competitive remuneration plans, clear employee objectives and development plans, and regular employee engagement to proactively identify and address potential issues, succession planning and talent management.

Tax

 

High

 

Achievement of strategic goals impacted through inability to continue as a REIT and a greater tax burden.

 

 

 

The Group's REIT status may be revoked if it fails to satisfy all the relevant tax and legislative requirements, which would have adverse consequences for its investors.

Effective monitoring of REIT requirements compliance at a senior level.

Stable

This is completed on a regular basis and is the subject of review by our retained tax advisers, KPMG.

Changes proposed by the Minister of Finance in the recent Finance Bill will, if implemented, lead to certain short-term capital gains and rental income distributed by certain ICAVs and QIAIFs holding Irish property being subject to withholding tax at a rate of 20% and also to certain S110 companies suffering restrictions on interest deductions for certain profit participating notes resulting in increased profits being subject to tax at 25%. While this has no direct impact on the Group, it may lead to a reduction in the level of investment demand for Irish and Dublin property assets and / or could lead to certain existing investors seeking to dispose of their existing Irish property assets, all of which may impact on capital values

The Group has a policy of a low LTV of between 20-30% on a through cycle basis. The Group also monitors the Dublin property market closely: with over €200m of available funding to deploy, it is well-placed to take advantage of any investment opportunities that arise.

High

Before implementation, the Finance Bill will need to be approved by the Dáil (Irish Parliament), which could lead to further changes

 

Risk

Potential impact

Strategic goal impact

Description of exposure

Mitigation

Change from 31 March 16

Comment

Regulatory

 

 

Low

 

 

Achievement of strategic goals impacted through inability to comply with regulatory standards

 

 

 

Legislative and regulatory requirements may not be complied with resulting in sanctions being imposed.

The management team and the Board spend substantial time, and retain external experts as necessary, to ensure compliance with current and possible future regulatory requirements.

Stable

Our strategy in managing this risk together with a relatively unchanged regulatory environment has meant the risk has remained relatively stable over the last year.

Changes pending in general data protection regulation and EU privacy laws may have an impact on the business both in monetary and reputational costs

All pending and implemented legislative changes both at local and EU level are reviewed internally and with the help of advisors and any necessary risk management processes are implemented

Increased

The Group is responsible for the direct holding and management of tenant data which includes data subject to data protection and privacy laws. In designing systems and procedures around this activity the Group is working to ensure that all systems in place take account of best practice in data and privacy protection. Uncertainty as to legislative provisions means this is an area of continuing monitoring for the Group.

Health and safety incidents to both staff and tenants causing loss of worktime and increased costs

All staff who visit work sites and buildings have completed the "safe pass" course. In addition, the Group has a staff handbook giving guidance on health and safety matter.

Stable

The Group continues to maintain high standards of health and safety.

 

 

 

 

 

 

 

 

 

Directors' Responsibilities Statement

 

Each of the Directors, whose names appear on page 66 of this report confirm to the best of their knowledge that the interim condensed consolidated financial statements in the Half Yearly Financial Report have been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting as adopted by the European Union ("EU") and the interim management report[3] herein contains a fair review of the information required by Disclosure and Transparency Rules of the Central Bank of Ireland, namely:

- Regulation 8(2) of the Transparency Directive (Directive 2004/109/EC) Regulations 2007, being an indication of important events that have occurred during the period from 1 April 2016 to 30 September 2016 and their impact on the half yearly financial report, and a description of the principal risks and uncertainties for the remaining six months of the financial year; and

- Regulation 8(3) of the Transparency Directive (Directive 2004/109/EC) Regulations 2007, being related party transactions that have taken place during the period from 1 April 2016 to 30 September 2016 and that have materially affected the financial position or performance during the period.

 

 

Signed on behalf of the Board

 

Kevin Nowlan Thomas Edwards-Moss

Chief Executive Officer Chief Financial Officer

9 November 2016

 

INDEPENDENT REVIEW REPORT TO HIBERNIA REIT PLC

 

We have been engaged by the company to review the condensed set of financial statements in the half-yearly financial report for the six months ended 30 September 2016, which comprises the group condensed consolidated statement of comprehensive income, the group condensed consolidated statement of financial position, the group condensed consolidated statement of cash flows, the group condensed consolidated statement of changes in equity and the related notes. We have read the other information contained in the half-yearly 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 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. Our work has been undertaken so that we might state to the company those matters we are required to state to them in an independent review report and for no other purpose. To the fullest extent permitted by law, we do not accept or assume responsibility to anyone other than the company for our review work, for this report, or for the conclusions we have formed.

Directors' responsibilities

The half-yearly financial report is the responsibility of, and has been approved by the directors. The directors are responsible for preparing the half-yearly financial report in accordance with the Transparency (Directive 2004/109/EC) Regulations 2007 and the Transparency Rules of the Central Bank of Ireland.

As disclosed in the Basis of preparation, 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 the half-yearly 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 half-yearly 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 Ireland and the United Kingdom. A review of interim financial information consists of making inquiries, 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 Ireland) 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.

 

 

INDEPENDENT REVIEW REPORT TO HIBERNIA REIT PLC

(Continued)

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 half-yearly financial report for the six months ended 30 September 2016 is not prepared, in all material respects, in accordance with International Accounting Standard 34 as adopted by the European Union, the Transparency (Directive 2004/109/EC) Regulations 2007 and the Transparency Rules of the Central Bank of Ireland.

 

 

 

Deloitte

Chartered Accountants and Statutory Audit Firm

Dublin

Date: 9 November 2016

Group Condensed Consolidated Statement of Comprehensive Income

For the six-month period 1 April 2016 to 30 September 2016

 

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

Notes

€'000

 €'000

Revenue

6

18,306

18,405

Direct property costs

(1,620 )

(968 )

Net Property income

16,686

17,437

Revaluation of investment properties

14

24,342

63,618

Other income

7

379

887

Total income after revaluation gains and losses

41,407

81,942

Expense

Investment manager fee - base

 -

(3,373 )

Performance related payments

9

(659 )

(1,500 )

Operating expenses

8

(5,620 )

(2,233 )

Total operating expenses

(6,279 )

(7,106 )

Operating profit

35,128

74,836

Finance income

10

6

112

Finance expense

10

(2,725 )

(1,205 )

Profit before tax

32,409

73,743

Income tax

11

(113 )

 -

Profit for the financial period

32,296

73,743

Earnings per share

Basic earnings per share (cent)

12

4.7

11.0

Diluted earnings per share (cent)

12

4.7

10.9

 

 

 

 

The notes on pages 29 to 65 form an integral part of these group condensed consolidated financial statements.

 

 

Group Condensed Consolidated statement of comprehensive income

For the six-month period 1 April 2016 to 30 September 2016

Six months ended 30 September 2016

Six months ended 30 September 2015

Unaudited

Unaudited

Notes

€'000

 €'000

Profit for the financial period

32,296

73,743

Other comprehensive income, net of income tax

Items that will not be reclassified subsequently to profit or loss:

Gain on revaluation of owner occupied property

13

 -

 -

Items that may be reclassified subsequently to profit or loss

Net fair value movement on hedging instruments entered into for cash flow hedges

20b

(69 )

 -

Total other comprehensive income

(69 )

 -

Total comprehensive income for the period attributable to owners of the Company

32,227

73,743

 

 

 

The notes on pages 29 to 65 form an integral part of these group condensed consolidated financial statements.

 

Group Condensed Consolidated Statement of Financial Position

As at 30 September 2016

 

30 September 2016 Unaudited

 31 March 2016 Audited

Notes

 €'000

 €'000

Assets

Non-current assets

Property, plant and equipment

13

4,574

2,946

Investment Property

14

1,031,863

927,656

Other financial assets

16

261

365

Trade and other receivables

17

5,033

11,666

Total non-current assets

1,041,731

942,633

Current assets

Trade and other receivables

17

13,122

18,880

Cash and cash equivalents

16,909

23,187

30,031

42,067

Non-current assets classified as held for sale

18

843

3,921

Total current assets

30,874

45,988

Total assets

1,072,605

988,621

Equity and liabilities

Capital and reserves

Issued capital and share premium

19

677,867

672,398

Other reserves

20

1,257

6,136

Retained earnings

21

244,833

218,040

Total equity

923,957

896,574

Non-current liabilities

Financial liabilities

22

125,127

72,724

Total non-current liabilities

125,127

72,724

Current liabilities

Trade and other payables

23

23,521

19,323

Total current liabilities

23,521

19,323

Total equity and liabilities

1,072,605

988,621

IFRS NAV per share (cents)

24

134.8

131.6

Diluted IFRS NAV per share

24

134.6

130.7

EPRA NAV per share

24

134.6

130.8

The notes on pages 29 to 65 form an integral part of these group condensed consolidated financial statements.

 

Group Condensed Consolidated Statement of Changes in Equity

For the period from 1 April 2015 to 30 September 2016

 

Notes

Share Capital

Share Premium

Retained earnings

Other reserves

Total

€'000

€'000

€'000

€'000

€'000

Balance at 1 April 2015

67,032

590,955

89,375

5,772

753,134

Total comprehensive income for the period ended 30 September 2015

Profit for the period

 -

 -

73,743

 -

73,743

Total other comprehensive income

 -

 -

 -

 -

 -

67,032

590,955

163,118

5,772

826,877

Transactions with owners of the Company, recognised directly in equity

Dividends

 -

 -

(3,352)

 -

(3,352)

Performance related payments reserve

 -

 -

 -

1,500

1,500

Balance at 30 September 2015

67,032

590,955

159,766

7,272

825,025

Total comprehensive income for the period ended 31 March 2016

Profit for the period

 -

 -

63,054

 -

63,054

Total other comprehensive income

 -

 -

 -

211

211

67,032

590,955

222,820

7,483

888,290

Transactions with owners of the Company, recognised directly in equity

Dividends

 -

 -

(4,769)

 -

(4,769)

Issue of ordinary shares for cash

 -

 -

 -

 -

 -

Share issue costs

 -

 -

(11)

 -

(11)

Performance related payments reserve

 -

 -

 -

(1,500)

(1,500)

Share based payments

1,093

13,318

 -

153

14,564

Balance at 31 March 2016

68,125

604,273

218,040

6,136

896,574

Total comprehensive income for the period ended 30 September 2016

Profit for the period

 -

 -

32,296

659

32,955

Total other comprehensive income

 -

 -

 -

(69)

(69)

68,125

604,273

250,336

6,726

929,460

Transactions with owners of the Company, recognised directly in equity

Dividends

 -

 -

(5,484)

 -

(5,484)

Share issue costs

 -

 -

(19)

 -

(19)

Share based payments

420

5,049

 -

(5,469)

 -

Balance at 30 September 2016 unaudited

68,545

609,322

244,833

1,257

923,957

 

The notes on pages 29 to 65 form an integral part of these group condensed consolidated financial statements.

Group Condensed Consolidated Statement of Cash flows

For the six-month period 1 April 2016 to 30 September 2016

 

Notes

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

Cash flows from operating activities

€'000

 €'000

Profit/(loss) for the financial period

32,296

73,743

Adjusted non cash movements:

Revaluation of investment properties

(24,342)

(63,618)

Other gains and losses

(86)

(887)

Performance related payments

659

1,500

Deferred remuneration amortised

2,222

 -

Depreciation

77

 -

Rental income (payable)/paid in advance

4,986

645

Finance (income)/expense

2,719

1,093

Income tax

113

 -

Operating cash flow before movements in working capital

18,644

12,476

Decrease/(Increase) in trade and other receivables

3,453

(3,483)

Increase in trade and other payables

1,830

5,352

Net cash flow from operating activities

23,927

14,345

Cash flows from investing activities

Purchase of fixed assets

(12)

 -

Cash paid for investment property

25

(83,555)

(44,650)

Proceeds from the sale of non-current assets classified as held for sale

9,135

6,850

Net proceeds from loans

 -

3,520

Income tax paid

(1)

 -

Finance income and expense

(2,173)

(1,008)

Net cash flow absorbed by investing activities

(76,606)

(35,288)

Cash flow from financing activities

Dividends paid

21

(5,484)

(3,352)

Borrowings drawn

51,904

 -

Share issue costs

(19)

 -

Net cash inflow from financing activities

46,401

(3,352)

Net (decrease)/increase in cash and cash equivalents

(6,278)

(24,295)

Cash and cash equivalents at start of financial period

23,187

139,048

(Decrease)/increase in cash and cash equivalents

(6,278)

(24,295)

Net cash and cash equivalents at end of financial period

16,909

114,753

 

The notes on pages 29 to 65 form an integral part of these group condensed consolidated financial statements.

Notes Forming Part of the Half Yearly Financial Report

1. General information

Hibernia REIT plc, the "Company", together with its subsidiaries and associated undertakings as detailed in Note 27 (the "Group"), is engaged in property investment (primarily commercial) in the Irish (primarily Dublin) market with a view to maximising its shareholders' returns.

The Company is a public limited company and is incorporated and domiciled in Ireland. The address of the Company's registered office is South Dock House, Hanover Quay, Dublin, D02 XW94, Ireland. The Company was incorporated on 13 August 2013 and registered as a public limited company on 8 November 2013. The registered number of the Company is 531267.

The Ordinary Shares of the Company are listed on the primary listing segment of the Official List of the Irish Stock Exchange (the ''Irish Official List'') and the premium listing segment of the Official List of the UK Listing Authority (the ''UK Official List'' and, together with the Irish Official List, the ''Official Lists'') and are traded on the regulated markets for listed securities of the Irish Stock Exchange and the London Stock Exchange plc (the ''London Stock Exchange'').

2. Basis of preparation

a. Statement of compliance

The annual financial statements of Hibernia REIT plc have been prepared in accordance with International Financial Reporting Standards (IFRS) as adopted by the EU, which comprise standards and interpretations approved by the International Accounting Standards Board (IASB). IFRS as adopted by the EU differ in certain respects from IFRS as issued by the IASB. This interim financial report has been prepared in accordance with International Accounting Standard 34 Interim Financial Reporting as adopted by the EU.

The interim figures for the six months ended 30 September 2016 are unaudited but have been reviewed by the independent auditor whose report is set out on pages 22 to 23 of this report. The summary financial statements for the year ended 31 March 2016 that are presented in the condensed consolidated interim financial statements represent an abbreviated version of the full accounts for that year on which the independent auditor, Deloitte, issued an unqualified audit report and which are not annexed to these interim financial statements. The half yearly financial statements herein are non-statutory financial statements for the purposes of the Companies Act 2014 and in compliance with Section 340(4) of that Act.

b. Functional and presentation currency

These condensed consolidated financial statements are presented in Euro, which is the Company's functional currency and the Group's presentation currency.

c. Basis of accounting

The condensed consolidated financial statements have been prepared on a going concern basis, in accordance with IFRS and the IFRS Interpretations Committee (IFRIC) interpretations as adopted by the European Union and the Companies Act 2014. The Group financial statements therefore comply with Article 4 of the EU IAS Regulation.

The condensed consolidated financial statements have been prepared on the historical cost basis, except for the revaluation of investment properties, owner occupied buildings and financial instruments that are measured at fair value at the end of each reporting period. Historical cost is generally based on the fair value of the consideration given in exchange for goods and services.

d. Assessment of going concern

The half yearly financial report has been prepared on a going concern basis. The Directors have performed an assessment of going concern for a minimum period of 12 months from the date of this statement and are satisfied that the Group is appropriately capitalised. The Group has a positive cash balance as at 30 September 2016 of €17m (31 March 2016: €23m), is generating positive operating cash‑flows and, as discussed in Note 22, has in place a revolving credit facility with an undrawn balance of €274m at 30 September 2016 (31 March 2016: €325m). The Group has assessed its liquidity position and there are no reasons to expect that the Group will not be able to meet its liabilities as they fall due for the foreseeable future.

e. Basis of consolidation

The financial statements incorporate the condensed consolidated financial statements of the Company and entities controlled by the Company (its subsidiaries). Control is assessed based on the Company's:

- power over the investee;

- exposure to variable return from its involvement with the investee; and

- ability to use its powers to affect returns.

When the Company has less than a majority of the voting rights of an investee, it considers that it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally.

 The results of subsidiaries and joint arrangements acquired or disposed of during the financial year are included from the effective date of acquisition or to the effective date of disposal. The accounting policies of all consolidated entities are consistent with the Group's accounting policies.

All intragroup assets and liabilities, equity, income, expenses and cash flows relating to transactions between members of the Group are eliminated in full on consolidation.

f. Use of judgements and estimates

In preparing these interim financial statements, management has made judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, income and expense. Actual results may differ from these estimates.

The preparation of the financial statements may require Management to exercise judgement in applying the Group's accounting policies. The following are the significant judgements: 

Valuation of investment properties 

The Group's investment properties are held at fair value and were valued at 30 September 2016 by the external valuer, CBRE Limited, a firm employing qualified valuers in accordance with the Royal Institution of Chartered Surveyors Valuation - Standards (January 2015) (the "Red Book"). Further information on the valuations and the sensitivities is given in Note 14. 

The Board conducts a detailed review of each property valuation to ensure that appropriate assumptions have been applied. Property valuations are complex and involve data which is not publically available and a degree of judgement. The valuation is based upon the key assumptions of estimated rental values and market based yields. The approach to developments and refurbishments is on a residual basis and factors such as the assumed timescale, the assumed future development cost and an appropriate finance and/or discount rate are used to determine the property value together with market evidence and recent comparable properties where appropriate. In determining fair value, the valuers make reference to market evidence and recent transaction prices for similar properties. 

The Directors must be satisfied that the valuation of the Group's properties is appropriate for inclusion in the accounts. The fair value of the Group's properties is based on the valuation provided by CBRE. This valuation is based on future cashflows from rental income both for the current lease period and future estimated rental values.

Significant judgements and key estimates arising in relation to the Group's investment properties:

- Block 3 Wyckham Point: This property is held for long-term property rental and was developed on this basis. The units comprising this property were completed on a phased basis by the Group in mid-2015. VAT was payable both on the acquisition and on the construction costs which were treated as unrecoverable and recognised as part of the costs of the project. If this property is sold within five years of completion, i.e. before mid-2020, the Group would have to charge VAT on the sale but would be entitled to a recovery of the VAT paid on construction and acquisition costs on an apportioned basis. As this property is not intended to be sold within the five-year period, in the opinion of the Directors no amendment to the valuer's valuation in respect of this is necessary.

- Where properties have been significantly developed or redeveloped by the Group, if the asset was to be sold within three years of completion, the Group would be liable to tax on profits arising on the disposal under S.705G Taxes Consolidation Act 1997. No provision is currently being made for potential deferred tax on revaluations on these properties that have been significantly developed, since in the judgement of the Directors, these assets are held for longer term rental income and capital appreciation and therefore they will not be sold within the three-year period.

- All investment properties are valued in accordance with their current use, which is also the highest and best use, with the exception of Harcourt Square where, in accordance with IFRS 13:27, the valuation takes into account its potential as a development property which reflects the asset in its highest and best use. It is the Directors' intention to pursue the redevelopment of this property.

- In accordance with the Group's policy on lease incentives, the valuation provided by CBRE is adjusted by the fair value of the rental income accruals ensuing from the recognition of these incentives. The total reduction in the external valuer's investment property valuation in respect of these adjustments was €3.2m (31 March 2016: €2.6m).

Performance related payments

The Directors have considered the provision of amounts payable for performance related payments for the period. Apart from €0.7m which has been provided in relation to top-up fees and amounts relating to joint venture management fees earned, there is no provision made in these financial statements for the period ended 30 September 2016.

No further issues were considered or adjustments required for the period ended 30 September 2016.

3. Application of new and revised International Accounting Standards (IFRS)

The Group has not adopted any new or amended accounting pronouncements which have impacted on the half yearly report.

Adoption of new standards

The Directors do not expect that the adoption of the new and revised IFRSs that have been issued but are not yet effective will have a material impact on the financial statements of the Group in future periods. Two new standards will have some impact, the adoption of IFRS 9 will impact both the measurement and disclosures of financial instruments and the adoption IFRS 15 may have an impact on revenue recognition and related disclosures. The impact of these has not been fully assessed as yet and it is therefore not practical to discuss the potential impacts in detail at this time.

4. Significant accounting policies

These condensed consolidated financial statements do not include all the information and disclosures required in the annual consolidated financial statements and should be read in conjunction with the Group's Annual Report in respect of the year ended 31 March 2016. The accounting policies and methods of computation employed in the preparation of the condensed consolidated financial statements are consistent with those employed in the preparation of the most recent annual consolidated financial statements in respect of the year ended 31 March 2016.

5. Operating segments

The Group is organised into six business segments, against which the Group reports its segmental information, being "Office assets", "Industrial assets", "Residential assets", "Development assets", "Other Assets" (non-core assets) and "Central assets and costs". All of the Group's operations are in the Republic of Ireland. Operating segments are reported in a manner consistent with the reporting to the Board of Directors of the Company which is the chief decision maker of the Group.

Central assets include cash and cash equivalents, tax refundable and administration expenses paid in advance. In addition, cash received in advance in relation to rental receipts on properties and rental income accrued have been allocated from receivables and cash and cash equivalents to the appropriate segment.

The Group's key measure of underlying performance of a segment is total income after revaluation gains and losses which comprises revenue (rental and interest income), property outgoings, revaluation of investment properties and other gains and losses. Total income after revaluation gains and losses includes rental income which is used as the basis to report key measures such as EPRA Net Initial Yield ("NIY") and EPRA "Topped‑Up" NIY, which measure the cash passing rent returns on market value of investment properties before and after an adjustment for the expiration of rent free period or other lease incentives, respectively.

Group Consolidated Segment Analysis 

For the period 1 April 2016 to 30 September 2016

Unaudited

 

Office Assets

Industrial Assets

Residential Assets

Office Development Assets

Other Assets

Central assets and costs

Group Consolidated Position

€'000

€'000

€'000

€'000

€'000

€'000

€'000

Rental income

14,724

262

3,261

12

47

 -

18,306

Interest income

-

-

-

-

 -

-

 -

Revenue

14,724

262

3,261

12

47

 -

18,306

Property outgoings

(854 )

(37 )

(665 )

(30 )

(34 )

 -

(1,620 )

Total Property Income

13,870

225

2,596

(18 )

13

 -

16,686

Revaluation of investment properties

9,957

750

1,383

12,252

 -

-

24,342

Other income

.

 -

 -

293

86

 -

379

Total Income

23,827

975

3,979

12,527

99

 -

41,407

Performance related payments

(659 )

(659 )

Operating expenses

-

-

-

-

-

(5,620 )

(5,620 )

Total operating expenses

 -

 -

 -

 -

 -

(6,279 )

(6,279 )

Operating profit/(loss)

23,827

975

3,979

12,527

99

 (6,279)

35,128

Net finance cost

-

-

-

-

-

(2,719 )

(2,719 )

Profit before tax

23,827

975

3,979

12,527

99

(8,998 )

32,409

Income tax

 -

 -

 -

 -

 -

(113 )

(113 )

Profit for the financial year

23,827

975

3,979

12,527

99

(9,111 )

32,296

Total Segment Assets

841,961

13,148

115,355

67,900

980

33,261

1,072,605

Investment Property

835,915

13,148

114,900

67,900

 -

-

1,031,863

 

 

 

 

 

 

Group Consolidated Segment Analysis 

For the period 1 April 2015 to 30 September 2015

Unaudited

 

Office Assets

Industrial Assets

Residential Assets

Office Development Assets

Other Assets

Central assets and costs

Group Consolidated Position

€'000

€'000

€'000

€'000

€'000

€'000

€'000

Rental income

16,416

262

1,607

120

-

-

18,405

Interest income

-

-

-

-

-

-

-

Revenue

16,416

262

1,607

120

-

-

18,405

Property outgoings

(283)

(31)

(385)

(194)

-

(75)

(968)

Total Property Income

16,133

231

1,222

(74)

-

(75)

17,437

Revaluation of investment properties

32,270

325

4,471

26,552

-

-

63,618

Other income

-

-

-

176

711

-

887

Total Income

48,403

556

5,693

26,654

711

(75)

81,942

Investment manager fee - base

-

-

-

-

-

(3,373)

(3,373)

Performance fee

-

-

-

-

-

(1,500)

(1,500)

Operating expenses

-

-

-

-

-

(2,233)

(2,233)

Total operating expenses

-

-

-

-

-

(7,106)

(7,106)

Operating profit/(loss)

48,403

556

5,693

26,654

711

(7,181)

74,836

Net finance cost

(613)

-

-

-

-

(480)

(1,093)

 .

Profit/(loss) before tax

47,790

556

5,693

26,654

711

(7,661)

73,743

Total Segment Assets

516,720

10,730

110,092

115,160

14,072

116,036

882,810

Investment Property

509,467

10,730

109,700

109,250

-

-

739,147

 

6. Revenue

Rental income arises from the Group's investment property. Rental income in the period includes €0.9m in relation to the spreading of lease incentives (30 September 2015: €1.1m).

 

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

 €'000

 €'000

Rental income

18,306

13,505

Surrender premia

 -

4,900

Revenue

18,306

18,405

 

7. Other income

 

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

 €'000

 €'000

Gain on sale of investment property

 -

176

Gains on sales of non-current assets classified as held for sale

86

711

Other fees and income

293

 -

Other income

379

887

 

Other fees and income relates mainly to the fees earned in relation to the management of the Windmill Lane joint arrangement.

8. Operating expenses

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

 €'000

 €'000

Non-executive directors' fees

150

150

Personnel expenses

1,025

 -

Professional valuers' fees

162

194

Deferred remuneration

2,222

 -

Depositary fees

158

146

Registrar fees

18

28

Depreciation

77

 -

Other Administration expenses

1,808

1,715

5,620

2,233

 

In November 2015, the Investment Manager, WK Nowlan REIT Management Limited was acquired by the Company otherwise referred to as "internalisation". Deferred remuneration relates to fees paid, during this internalisation, to vendors who continue to provide services to the Company. It is therefore recognised in line with the provision of those services (see Note 5 of the Annual report 2016).

9. Share based payments

As at 30 September 2016 the Group had the following share based payment arrangements:

a. Performance related payments

As part of the arrangements for the internalisation of the Investment Manager in 2015, it was agreed that future performance fees and other payments due under the terms of the Investment Management Agreement ("IMA"), would be made in shares of the Company until the expiration of the agreement in November 2018. The calculation of these amounts is determined based on the Net Asset Value of the Group at the financial year end and references a share price of the average closing price on the Irish Stock Exchange for the preceding 20 business days. The amount of this award is fixed on determination of the NAV and is calculated under a formula set out in the Share Purchase Agreement ("SPA") which was approved by the Company's shareholders in October 2015. Once the NAV is determined, the amount of the award is fixed and the Directors have determined that the grant date for the share based payment is the date on which the calculation is fixed, i.e. 31 March each year, as at this date. The Directors have estimated the amount of fees that may be payable under this arrangement for the six months to 30 September 2016 in preparing these condensed consolidated financial statements at €0.7m (30 September 2015: €nil).

Shares issued relating to performance related payments to vendors that remain obligated to perform future services for the Group are subject to lock-up provisions meaning they are restricted from being sold upon receipt, with one third of the shares being "unlocked" on each anniversary of issue date. All shares are beneficially owned by the recipients and all voting rights and rights to dividends accrue to them. The Directors considered the likelihood of the clawback provision being triggered on these shares, the difficulty in measuring this provision, and the likelihood that any discount to be applied would be material. They concluded that it was inappropriate to modify the fair value of the shares issued to reflect these restrictions and the shares issued would be valued without any discount to reflect these restrictions.

 

b. Employee long term incentive plan

Awards will be granted to employees of the Group under a remuneration plan which includes both cash elements and elements of long term incentive payments, which are share based (the "Performance Related Remuneration Scheme" or "PRR"). Until the expiry of the performance related payments referenced in part a) above in November 2018, the PRR will be funded entirely by deductions of up to 15% from any Performance Fees included in this payment. Shares awarded under the PRR are in the form of a contingent grant of Company shares which will issue at the time of vesting which occurs on the third anniversary of the start of the year to which they relate. The number of shares is calculated based on the average closing price for the 20 business days preceding the end of the relevant period. These shares are recorded at fair value on the contingent grant date, i.e. the 31 March of the year to which they are earned. The charge recognised in the condensed consolidated income statement for the period ended 30 September 2016 and 30 September 2015 is €nil.

Shares are forfeited should the person leave the Group prior to the vesting date unless subject to "good leaver" provisions. Any shares forfeited are transferable to the vendors. Therefore, there is no impact on fair value measurement in respect of these shares.

Share based payments made and provided during the period:

Six months ended 30 September 2016 (unaudited)

Shares issued during the period:

4,200,590 Ordinary Shares of €0.10 were issued during the period in settlement of performance related fees at a fair value of €1.302 on 31 March 2016, the grant date, giving a total recorded of €5.5m in settlement of fees due.

Share based payments outstanding as at 30 September 2016

€'000

Price

Estimated # of shares to be issued '000

Balance of 2016 performance related payments - Employee portion

 

456

1.302

 

350

Performance related payments provided in period

 

659

1.370

*

 

481

Balance payable at period end

1,115

831

* based on closing price at 30 September 2016, grant date will be 31 March 2017.

 

Year ended 31 March 2016 (audited)

Shares issued during the period:

Under the terms of the internalisation of the investment manager share purchase agreement, a part of the payment was made in shares of the Company. The issue price of €1.17605 per share was determined by reference to the average share price for twenty days prior to 1 April 2015. 10.9m shares were issued on 10 November 2015 when the price was €1.318. The fair value of these shares is set out below.

Shares issued in the transactions comprising "Internalisation" of the Investment Manager

Contracted price €

# SHARES

 Price at issue date € (FV)

1.17605

1.31800

Total shares issued

12,858,727

10,933,826

14,410,782

 

Share based payments outstanding as at 31 March 2016

€'000

Price*

Estimated # of shares to be issued '000

Due under performance related payments - vendors

5,469

1.302

4,200

Due under performance related payments - Employee portion

 

456

1.302

 

350

Balance at period end

5,925

4,550

*Grant date 31 March 2016

 

10. Finance income and expense

The effective interest expense on borrowings arises as a result of the recognition of interest expense, commitment fees, arrangement fees and the amortisation of the time value of hedging costs on the Group's revolving credit facility and on the debt facility relating to the Windmill Lane joint operation.

 

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

 €'000

 €'000

Interest income on cash and cash equivalents

6

112

Effective interest expense on borrowings

(2,725 )

(592 )

Finance expense on payable due for investment property

 -

(613 )

Net finance expense

(2,719 )

(1,093 )

 

Interest costs capitalised in the period ended 30 September 2016 were €0.1m (30 September 2015: €nil) in relation to the Windmill Lane joint operation. The capitalisation rate used is the effective interest rate on the cost of borrowing applied to the portion of investment that is financed.

11. Income tax

 

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

 €'000

 €'000

Income tax expense for financial period

113

 -

 

The net income tax expense during the period arises in respect of income and gains from the Group's residual business, the sale of non-core assets and other income.

Reconciliation of income tax expense for financial period

 

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

 €'000

 €'000

Profit before tax

32,296

73,743

Tax charge on profit at standard rate of 12.5%

4,037

9,218

Non-taxable revaluation surplus

(3,043)

(7,952)

REIT tax-exempt rental profit

(910)

(1,266)

Other (Additional tax rate on residual income)

29

-

Income tax expense for the financial period

113

 -

 

 

Hibernia REIT plc has elected for Real Estate Investment Trust ("REIT") status under section 705E Tax Consolidation Act 1997. As a result, the Group does not pay Irish corporation tax on the profits and gains from its qualifying rental business in Ireland provided it meets certain conditions. With certain exceptions, corporation tax is still payable in the normal way in respect of income and gains from a Group's Residual Business, that is, its non-property rental business.

The Directors confirm that the Group has remained in compliance with the Irish REIT rules and regulations up to and including the date of this report.

12. Earnings per share

There are no convertible instruments, options, warrants or ordinary shares that are issued upon the satisfaction of specified conditions as at the period ended 30 September 2016. However, the Company has established a reserve of €1.1m against the issue of ordinary shares (Note 9).

The calculations are as follows:

Weighted average number of shares

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

 '000

 '000

Issued share capital at beginning of period

681,251

670,317

Shares issued during the period

4,201

 -

Shares in issue at period end

685,452

670,317

Weighted average number of shares

683,351

670,317

Estimated additional shares due for issue for long term incentive plan/ performance fee

831  

5,814

Diluted number of shares

684,182

676,131

Basic and diluted earnings per share

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

 €'000

 €'000

Profit/(loss) for the period attributable to the owners of the Company 

32,296

73,743

 '000

 '000

Weighted average number of ordinary shares (basic)

683,351

670,317

Weighted average number of ordinary shares (diluted)

684,182

676,131

Basic earnings per share (cents)

4.7

 

11.00

Diluted earnings per share (cents)

4.7

 

10.91

 

 

13. Property, plant and equipment

At 30 September 2016 - Unaudited

Land and buildings

Office and computer equipment

Leasehold improvements and fixtures and fittings

Total

 €'000

 €'000

 €'000

 €'000

Carrying value at 1 April 2016

2,703

32

211

2,946

Additions:

Transferred from investment property at fair value (see below)

1,651

 -

 -

1,651

Acquisitions

-

22

32

54

Depreciation

(26 )

(8 )

(43 )

(77 )

Revaluations included in other comprehensive income

 -

 -

 -

 -

Carrying value at 30 September 2016

4,328

46

200

4,574

 

At 31 March 2016 - Audited

Land and buildings

Office and computer equipment

Leasehold improvements and fixtures and fittings

Total

 €'000

 €'000

 €'000

 €'000

Carrying value at 1 April 2015

 -

 -

 -

 -

Additions:

Transferred from investment property at fair value (see below)

2,400

 -

 -

2,400

Acquired on acquisition of investment manager

 -

37

205

242

Acquisitions

-

8

38

46

Depreciation

(20 )

(13 )

(32 )

(65 )

Revaluations included in other comprehensive income

323

 -

 -

323

Carrying value at 31 March 2016

2,703

32

211

2,946

 

On 17 July 2015 the Group commenced occupation of part of the South Dock House property. During the period ended 30 September 2016, the Group took further space in this property for its own use. The total percentage of South Dock House now recognised as owner occupied property is 53.5% based on floor area. The fair value of this is recognised in property, plant and equipment from this date. Revaluations of this property are now recognised in other comprehensive income in accordance with the Group's accounting policy on property, plant and equipment (Note 20a).

14. Investment Property

Office Assets

Industrial Assets

Residential Assets

Office Development Assets

Total

Fair value category

Level 3

Level 3

Level 3

Level 3

Level 3

Group

Group

Group

Group

Group

 €'000

 €'000

 €'000

 €'000

 €'000

Carrying Value at 31 March 2015

475,877

10,319

66,500

88,600

641,296

Additions:

Property Purchases

106,107

 -

30,129

 -

136,236

Development and Refurbishment Expenditure

7,488

111

9,784

19,960

37,343

Revaluations included in income statement

59,970

1,968

6,787

56,331

125,056

Disposals:

Transferred to property, plant and equipment as owner occupied (Note 13)

(2,400 )

 -

 -

 -

(2,400 )

Property sale

 -

 -

 -

(9,875 )

(9,875 )

Carrying Value at 31 March 2016

647,042

12,398

113,200

155,016

927,656

Additions:

Property Purchases

52,376

 -

24

 -

52,400

Development and Refurbishment Expenditure

1,541

 -

293

27,282

29,116

Revaluations included in income statement

9,957

750

1,383

12,252

24,342

Disposals:

Transferred to property, plant and equipment as owner occupied (Note 13)

(1,651 )

 -

 -

 -

(1,651 )

Properties transferred between segments*

126,650

 -

 -

(126,650 )

 -

Carrying Value at 30 September 2016 (unaudited)

835,915

13,148

114,900

67,900

1,031,863

 

\* The movement between segments represents the completed portion of Cumberland Place which is recognised as an office asset from 30 September 2016.

The valuations used in order to determine fair value for the investment properties in the consolidated financial statements are determined by CBRE, the Group's independent valuers, and are in accordance with the provisions of IFRS 13. CBRE has agreed to the use of their valuations for this purpose. Some of the inputs to the valuations are defined as "unobservable" by IFRS 13. As discussed in Note 2. (g) of the Annual Report, property valuations are inherently subjective as they are made on the basis of assumptions made by the valuer. For these reasons, and consistent with EPRA's guidance, the Group has classified the valuations of its property portfolio as Level 3 as defined by IFRS 13. Valuations are completed on the Group's investment property on at least a half yearly basis and, in accordance with RICs Valuation professional standards, takes account of the properties' highest and best use. Where the highest and best use is not the current use, the valuation will account for the costs and likelihood of achieving this use in arriving at a valuation estimate for that property. In the period to 30 September 2016, for all properties save one, Harcourt Square, the highest and best use is the current use. For Harcourt Square the highest and best use is as a development property and the valuation has taken account of this use.

The method that is applied for fair value measurements categorised within Level 3 of the fair value hierarchy is the yield methodology using market rental values capitalised with a market capitalisation rate or yield or other applicable valuation technique. Using this approach for the Group's investment properties, values of investment properties are arrived at by discounting forecasted net cashflows at market derived capitalisation rates. This approach includes future estimated costs associated with refurbishment or development, together with the impact of rental incentives allowed to tenants. Therefore, for example, development properties are assessed using a residual method in which the completed development property is valued using income and yield assumptions and deductions are made for the estimated costs to completion, including finance costs and developers profit, to arrive at the current valuation estimate. In effect this values the development as a proportion of the completed property.

The following table illustrates the methods applied to each segment:

Description of investment property asset class

Fair value of the investment property

€ 'm at the period end

 

Narrative description of the techniques used

Whether or not there was a change in the technique during the period

Office assets

836

· All except for Harcourt Square: Yield methodology using market rental values capitalised with a market capitalisation rate

· Harcourt Square: Residual Method

 

No change however Cumberland Place, which was an office development asset at the financial year end is now part of this segment as it has completed.

Industrial assets

13

Yield methodology using market rental values capitalised with a market capitalisation rate

No change

Residential assets

115

Yield methodology using market rental values capitalised with a market capitalisation rate

No change

Office development assets

 

68

 

Residual Method

 

No change

 

In valuing the Group's investment properties, the Directors have applied a reduction of €3.2m (31 March 2016: €2.6m) to the Valuers' valuations to include the impact of the accounting policy on the recognition of rental incentives allowed to tenants. This deduction is a measure of the impact on the property valuation of the difference between cash and accounting approaches to the recognition of rental income.

There were no transfers between levels during the period. Approximately €36,458 interest was capitalised in relation to the Windmill joint operation (30 September 2015: €nil).

Reconciliation of the independent valuers' valuation report amount to the carrying value of investment property in the Consolidated Statement of Financial Position:

 

30 September 2016 Unaudited

 31 March 2016 Audited

€'000

€'000

Valuation per Valuers' certificate

1,066,635

953,830

50% Windmill joint arrangement (Note 15)

(27,200 )

(20,875 )

Owner occupied property (South Dock House)

(4,376 )

(2,703 )

Income smoothing adjustment

(3,196 )

(2,596 )

Investment property balance at period end

1,031,863

927,656

 

Information about fair value measurements using unobservable inputs (Level 3).

The valuation techniques used in determining the fair value for each of the categories of assets is market value as defined by VPS4 of the Red Book 2015, being the estimated amount for which an asset or liability should exchange on the valuation date between a willing buyer and a willing seller in an arm's length transaction after proper marketing wherein the parties had acted knowledgeably, prudently and without compulsion, and is in accordance with IFRS 13. Included in the inputs for the valuations above are future development costs where applicable. These development costs are generally determined by tender at the outset of the project and neither unobservable nor subject to material change.

As outlined above, the main inputs in using a market based capitalisation approach are the ERV and equivalent yields. ERVs, apart from in multi-family residential properties as discussed below, are not generally directly observable and therefore classified as Level 3. Yields depend on the valuers assessment of market capitalisation rates and are therefore Level 3 inputs.

The table below summarises the key unobservable inputs used in the valuation of the Group's investment properties at 30 September 2016 which are estimated rental value and equivalent yields. There are interrelationships between these inputs as they are both determined by market conditions, and the valuation result in any one period depends on the balance between them. The Group's residential properties are multi- family units and therefore ERVs are based on current market rents observed for units rented within the property. Although the estimated rental value is therefore not strictly unobservable, it is included in the below table for comparative purposes. These tables include the development property owned through the Windmill joint operation as its classification as a joint operation means that it is accounted for in the same manner as the Group's fully owned investment properties and is therefore included in the investment property totals on the Group's condensed consolidated statement of financial position.

Key unobservable inputs used in the valuation of the Group's investment properties

30 September 2016 (unaudited)

Market Value

 Estimated rental value € per sq. ft.

Equivalent Yield %

€ '000

 Low

 High

Low

High

Office

835,915

€25.00psf

 €55.00psf

4.90%

6.57%

Residential *

114,900

€18,000 pa

€ 26,400 pa

4.40%

4.60%

Development

67,900

€53.00 psf

€48.00 psf

5.40%

5.75%

Industrial

13,148

€3.75 psf

€5.75 psf

7.07%

7.07%

* Average ERV per 2 bed apartment

31 March 2016 (audited)

Market Value

 Estimated rental value € per sq. ft.

Equivalent Yield %

 € '000

 Low

 High

Low

High

Office

647,042

€23.55 psf

 €55.00 psf

4.87%

6.24%

Residential *

113,200

€18,000 pa

€ 26,400 pa

4.40%

4.60%

Development

155,016

€47.00 psf

€55.00 psf

5.25%

5.50%

Industrial

12,398

€3.75 psf

€5.75 psf

7.36%

7.36%

* Average ERV per 2 bed apartment

 

The sensitivities below illustrate the impact of movements in key unobservable inputs on the fair value of investment properties.

30 September 2016 (unaudited)

Sensitivities

Impact on market value of a 5% change in the estimated rental value

Impact on market value of a 25 bp change in the equivalent yield

Increase € 'm

Decrease €'m

Increase € 'm

Decrease €'m

Office

39.8

(39.7)

(44.8)

49.3

Residential

5.8

(5.8)

(6.0)

6.7

Development

9.2

(9.2)

(6.1)

9.2

Industrial

0.5

(0.5)

(0.4)

0.4

Market value - Group

55.3

(55.2)

(57.3)

65.6

31 March 2016 (audited)

Sensitivities

Impact on market value of a 5% change in the estimated rental value

Impact on market value of a 25 bp change in the equivalent yield

Increase € 'm

Decrease €'m

Increase € 'm

Decrease €'m

Office

29.7

(29.5)

(34.9)

38.4

Residential

6.6

(6.6)

(5.9)

6.6

Development

14.2

(14.2)

(12.9)

14.2

Industrial

0.5

(0.5)

(0.4)

0.4

Market value - Group

50.8

(54.1)

(54.1)

59.6

 

 

15. Joint arrangement

The Group enters into joint arrangements in order to manage its development risk exposures.

Windmill Lane Partnership

Nature of activity: Development of the Windmill Lane site

Principal place of business: South Dock House, Hanover Quay, Dublin D02 XW94

Name

Registered address/ Country of Incorporation

Group relationship

Directors

Company Secretary

Nature of business

Windmill Lane Development Company Limited

South Dock House, Hanover Quay, Dublin D02 XW94, Ireland

50% held through Hibernia REIT Holding Company Limited

Richard Ball, Kevin Nowlan, Sarah Broughton, Thomas Tolley

Castlewood Corporate Services Limited

Property development

 

During the previous financial year affiliates of Starwood Capital Group LP exercised their written call option to buy back into the development of the Windmill Lane site as a 50:50 joint arrangement partner at the original purchase price, leading to the formation of the Windmill Lane Partnership ("WLP").

The transaction, is recognised in the consolidated financial statements as a joint operation and as such the Group recognises its share of assets and liabilities held jointly as well as its share of revenues and expenses according to the IFRS applicable to the items being recognised. The Group is entitled to a proportionate share of any rental income that may be received and bears a proportionate share of the joint operations costs.

16. Other financial assets

30 September 2016 Unaudited

 31 March 2016 Audited

 €'000

 €'000

Derivatives at fair value

109

213

Loans carried at amortised cost

152

152

Balance at end of period - current

261

365

 

Derivatives at fair value are the Group's hedging instruments on its borrowings. The Group has hedged up to €100m of its revolving credit facility by a combination of caps and a swaption to limit the EURIBOR interest rate element of interest payable to 1%. A similar arrangement is in place on the Windmill debt facility. The derivatives covering the revolving credit facility have a nominal value of €100m in total. The Windmill Lane cap has a maximum nominal value of €44.7m based on a schedule of estimated drawings, 50% of which is relating to the Group's share of refinancing.

Loans and receivables at the period end consists of one loan on which the Group holds a property as collateral. The Directors consider that no impairment charge is necessary.

17. Trade and other receivables

 

30 September 2016 Unaudited

 31 March 2016 Audited

 €'000

 €'000

Non-current

Deferred remuneration 1

5,033

7,124

Property income receivables

 -

4,542

Balance at end of period - non current

5,033

11,666

Current

Investment property prepaid

 -

326

Due from sale of non-current assets classified as held for sale

 -

5,955

Deferred remuneration 1

4,312

4,444

Receivable from loan redemptions

137

137

Property income receivables

6,947

2,807

Prepayments

1,057

1,253

Tenant fit-out recoverable

276

2,861

Income tax refund due

393

427

VAT refundable

 -

670

Balance at end of period - current

13,122

18,880

Balance at end of period - total

18,155

30,546

 

1: This consists of the balance of the payment to vendors who are service providers remaining to be amortised which related to the internalisation transaction (see Note 5 of the Annual Report 2016).

There are no amounts past due. The Directors consider that the carrying value of trade and other receivables approximates to their fair value. Approximately €2.2m (31 March 2016: €4.4m) is included in property income receivables and receivable relating to agreed payments under a lease surrender. The balance of trade and other receivables has no concentration of credit risk as it comprises mainly prepayments and tax refunds due.

18. Non-current assets classified as held for sale

30 September 2016 Unaudited

 31 March 2016 Audited

€'000

€'000

Balance at beginning of financial year

3,921

18,499

Sold during the financial year

(3,078 )

(14,578 )

Balance at end of financial year

843

3,921

 

Non-current assets classified as held for sale are measured at the lower of carrying amount and fair value less costs to sell. The Directors have assessed the fair value of these assets by reviewing the sales prices achieved on similar assets and the expected sales price as determined by the selling agent in preparing their disposal plans. Assets sold to date have achieved at least their acquisition price on an individual basis and the Directors have therefore concluded that the fair value of these assets is at least their carrying value.

19. Issued capital and share premium

30 September 2016 Unaudited

 31 March 2016 Audited

Share Capital

Share Premium

Total

Share Capital

Share Premium

Total

€'000

€'000

€'000

€'000

€'000

€'000

Balance at beginning of period

68,125

604,273

672,398

67,032

590,955

657,987

Shares issued during the period

420

5,049

5,469

1,093

13,318

14,411

Balance at end of period

68,545

609,322

677,867

68,125

604,273

672,398

 

4,200,590 Ordinary Shares of EUR0.10 were issued during the period in settlement of performance related fees at a fair value of €1.302 on 31 March 2016, the grant date, giving a total recorded of €5.5m in settlement of fees due.

All of these shares were issued on 16 August 2016 and the associated costs were €19k.

 

Authorised share capital

30 September 2016 Unaudited

 31 March 2016 Audited

No of shares '000

No of shares '000

Authorised

1,000,000

1,000,000

Allotted, called up and fully paid

685,452

681,251

In issue at period end

685,452

681,251

 

Under the terms of the agreement under which the Group internalised the Investment Manager, the vendors are entitled to certain deferred contingent payments which are, for the most part, equivalent to the performance fees which would have been payable under the Investment Management Agreement. These amounted to €0.7m at the period end (31 March 2016: €5.9m) and are all payable in shares (Note 9). A further 481k shares are expected to be issued in relation to these payments.

20. Other reserves (net of income tax)

30 September 2016 Unaudited

 31 March 2016 Audited

 €'000

 €'000

Owner occupied property revaluation reserve

323

323

Cash flow hedging

(181 )

(112 )

Other reserves

1,115

5,925

Balance at end of financial year

1,257

6,136

 

a. Owner occupied property revaluation reserve

30 September 2016

Unaudited

31 March 2016

Audited

 €'000

 €'000

Balance at beginning of financial year

323

 

 -

Increase arising on revaluation of owner occupied property

 

323

Balance at end of financial year

 

323 

 

 323

 

In September 2016 the Group took possession of a further piece of South Dock House and now occupies 53.5% of the area. This owner occupied property has been derecognised as an investment property and recognised as owner occupied property. Subsequent remeasurement to fair value of this area is made through other comprehensive income or loss. On disposal, that portion of the properties revaluation reserve relating to the premises sold is transferred directly to retained earnings.

b. Cash flow hedging reserve

30 September 2016

Unaudited

31 March 2016

Audited

 €'000

 €'000

Balance at beginning of financial year

 (112)

 -

(Loss) arising on fair value of hedging instruments entered into for cash flow hedges

(69)

(112)

Balance at end of financial year

(181 )

(112)

 

The cash flow hedge reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of hedging instruments entered into for cash flow hedges. The cumulative gain or loss arising on changes in fair value of the hedging instruments that are recognised and accumulated under the heading of cash flow hedging reserve will be reclassified to profit or loss only when the hedged transaction affects the profit or loss consistent with the Group's accounting policy.

No income tax arises on this item.

Cumulative gains or losses arising on changes in fair value of hedging instruments that have been tested as ineffective and reclassified from equity into profit or loss during the financial year are included in the following line items:

Six months ended 30 September 2016

Unaudited

Financial year ended 31 March 2015

Audited

 €'000

 €'000

Finance loss

8

17

 

c. Other reserves

30 September 2016

Unaudited

31 March 2016

Audited

 €'000

 €'000

Balance at beginning of financial year

5,925

5,772

Performance related payments provided (Note 9)

659

5,925

Settlement of prior year performance related payment

(5,469 )

(5,772)

Balance at end of financial year

1,115

5,925

 

Other reserves comprise represented amounts reserved for the issue of shares in respect of performance related payments.

21. Retained earnings and dividends on equity instruments

30 September 2016 Unaudited

 31 March 2016 Audited

 €'000

 €'000

Balance at beginning of the period

218,040

89,375

Profit for the period

32,296

136,797

Share issuance costs

(19 )

(11 )

Dividends paid

(5,484 )

(8,121 )

Balance at end of the period

244,833

218,040

 

In August 2016, a dividend of 0.8 cent per share (total dividend €5.5m) was paid to the holders of fully paid ordinary shares.

The Directors have declared an interim dividend of 0.75 cent per share to be paid to shareholders in January 2017 and which represents 50% of the dividends paid in respect of the prior financial year. The total estimated dividend to be paid is €5.1m.

The Directors confirm that the Company complies with the dividend payment conditions contained in the Irish REIT legislation.

22. Financial liabilities

 

30 September 2016 Unaudited

 31 March 2016 Audited

 €'000

 €'000

Bank finance drawn

127,433

75,529

Arrangement fees and other costs

(3,076 )

(3,718 )

Amortised interest

770

913

Balance at end of period

125,127

72,724

The maturity of borrowings is as follows:

Less than 1 year

(514 )

(119 )

Between 2 and 5 years

125,641

72,843

Over 5 years

 -

 -

Total

125,127

72,724

 

In November 2015, the Group entered into a five year €400m revolving credit facility ("RCF") with Bank of Ireland, Barclays Bank Ireland PLC and Ulster Bank Ireland Limited, secured against a corporate level debenture. 

First‑ranking security for the Revolving Credit Facility is given by way of floating charges granted by the Company and its subsidiary, Hibernia REIT Finance Limited, over all of the Group's assets and also by way of a fixed charge granted by the Company over the shares in each of its subsidiaries as may from time to time exist. The amount presented in the financial statements is net of initial arrangement fees and associated costs.

In December 2015 the Group entered into a €46.7m non-recourse debt facility with Deutsche Bank AG, London Branch secured on the Windmill Lane joint operation. The facility has a three-year term, with an option to extend for a further year, and is used to fund the development works at 1 Windmill Lane. In early 2016, at the request of the joint operation partners, the facility was downsized to €44.2m. The Group's exposure to this facility is 50%.

Interest and fees relating to the Windmill facility are capitalised into development costs. All costs related to financing arrangements are included in the effective interest rate calculation and are amortised over the expected maturity of borrowings.

The Directors confirm that all covenants have been complied with and are kept under review.

All borrowings are denominated in Euro. All borrowings are subject to 6 months or less interest rate changes and contractual re-pricing rates. In addition, the Group has entered into derivative instruments so that EURIBOR exposure is capped at 1% in accordance with the Group's hedging policy. (see Note 16)

23. Trade and other payables

30 September 2016 Unaudited

 31 March 2016 Audited

 €'000

 €'000

Current

Accrued investment property costs

6,765

9,130

Payable for property, plant and equipment

42

 -

Payable for non-current assets classified as held for sale

16

 -

Rent deposits and early payments

10,134

5,551

Trade and other payables

4,189

4,323

Payable in relation to tenant fit-outs

841

 -

VAT payable

1,118

 -

PAYE/PRSI payable

121

103

Tax payable

295

216

Balance at end of period - current

23,521

19,323

Trade and other payables are interest free and have settlement dates within one year. The Directors consider that the carrying value of the remainder of trade and other payables approximates to their fair value.

24. IFRS and EPRA Net Asset Value per share

30 September 2016 Unaudited

 31 March 2016 Audited

 €'000

 €'000

IFRS net assets at end of period

923,957

896,574

Ordinary shares in issue

685,452

681,251

IFRS NAV per share (cents)

134.8

131.6

Ordinary shares in issue

685,452

681,251

Estimated additional shares for performance related payments

831

4,550

Diluted number of shares

686,283

685,801

Diluted IFRS NAV per share (cents)

134.6

130.7

 

30 September 2016 Unaudited

 31 March 2016 Audited

 €'000

 €'000

IFRS net assets at end of financial year

923,957

896,574

Net mark to market on financial assets

69

129

Revaluation of non-current assets classified as held for sale

 -

457

EPRA NAV

924,026

897,160

EPRA NAV per share (cents)

134.6

130.8

 

The Company has established a reserve of €1.1m (31 March 2016: €5.9m) against the issue of 0.8m ordinary shares relating to shares due to issue under share based payment schemes (Note 9)

25. Cash flow statement

 

Cash paid for investment property:

 

Six months ended 30 September 2016 Unaudited

Six months ended 30 September 2015 Unaudited

 

Note

 €'000

 €'000

Property Purchases

14

52,400

31,808

Development and Refurbishment Expenditure

14

29,116

12,155

Change in accrued investment property costs

23

2,365

687

Change in prepayment for investment property

17

(326 )

 -

Cash paid for investment property

83,555

44,650

 

26. Financial instruments and risk management

a. Financial risk management objectives and policy

The Group has to take calculated risks in order to realise strategic goals and this exposes the Group to a variety of financial risks. These include, but are not limited to, market risk (including interest and price risk), liquidity risks and credit risk. These financial risks are managed in an overall risk framework by the Board, in particular by the CFO, and monitored and reported on by the Risk and Compliance Officer. The Group monitors market conditions with a view to minimising the volatility of the funding costs of the Group. The Group uses derivative financial instruments such as interest rate caps and swaptions to manage the financial risks associated with the underlying business activities of the Group.

b. Financial assets and financial liabilities

The following table shows the Group's financial assets and liabilities and the methods used to calculate fair value.

Asset/ Liability

Carrying value

Level

Method

Assumptions

Cash and cash equivalents

Amortised cost

1

Cash Value

The fair value of cash and cash equivalents held at amortised cost have been calculated by discounting the expected cash flows at prevailing interest rates.

 

Loan and receivables

Amortised cost

3

Assessed in relation to collateral value

Valuation of collateral is subjective based on agents' guide sales prices and market observation of similar property sales were available

Trade and other receivables

Amortised cost

2

Cash value

Most of these are receivables in relation to the sale of properties, prepayments or income tax refunds and therefore there is no objective information of any loss and they are expected to be recoverable in the short term. No discounting is therefore applied

Financial liabilities

Amortised cost

2

Discounted cashflow

The fair value of financial liabilities held at amortised cost have been calculated by discounting the expected cash flows at prevailing interest rates.

 

Derivative financial instruments

Fair value

2

Calculated price

The fair value of derivative financial instruments is calculated using pricing based on observable inputs from financial markets

Trade and other payables

Amortised cost

2

Cash value

These are all accruals and will settle in the short term based on their cash value and therefore no discounting is applied

 

The carrying value of non-interest bearing financial assets and financial liabilities and cash and cash equivalents approximates their fair values, largely due to their short-term maturities. 

c. Fair value hierarchy

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

For financial reporting purposes, fair value measurements are categorised into Level 1, 2 or 3 based on the degree to which inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows:

Level 1: quoted prices (unadjusted) in active markets for identical assets or liabilities

Level 2: valuation techniques for which the lowest level of inputs which have a significant effect on the recorded fair value are observable, either directly or indirectly

Level 3: valuation techniques for which the lowest level of inputs that have a significant effect on the recorded fair value are not based on observable market data

The following tables present the classification of financial assets and liabilities within the fair value hierarchy and the changes in fair values measurements at Level 3 estimated for the purposes of making the above disclosure.

As at 30 September 2016 (Unaudited) 

Level

Loans and receivables

At Fair value

At amortised cost

Carrying value

Fair value

€'000

€'000

€'000

€'000

€'000

Trade and other receivables

2

18,155

 -

 -

18,155

18,155

Loans

3

152

 -

 -

152

152

Derivatives at fair value

2

 -

109

 -

109

109

Cash and cash equivalents

1

16,909

 -

 -

16,909

16,909

Financial liabilities

2

 -

 -

(125,127 )

(125,127 )

(125,127 )

Trade and other payables

2

 -

 -

(23,521 )

(23,521 )

(23,521 )

35,216

109

(148,648 )

(113,323 )

(113,323 )

As at 31 March 2016 (Audited) 

Level

Loans and receivables

At Fair value

At amortised cost

Carrying value

Fair value

€'000

€'000

€'000

€'000

€'000

Trade and other receivables

2

30,546

 -

 -

30,546

30,546

Loans

3

152

 -

 -

152

152

Derivatives at fair value

2

 -

213

 -

213

213

Cash and cash equivalents

1

23,187

 -

 -

23,187

23,187

Financial liabilities

2

 -

 -

(72,724 )

(72,724 )

(72,724 )

Trade and other payables

2

 -

 -

(19,323 )

(19,323 )

(19,323 )

53,885

213

(92,047 )

(37,949 )

(37,949 )

 

 

 

Movements of level 3 fair values for items carried in the statement of financial position.

30 September 2016 Unaudited

 31 March 2016 Audited

€'000

€'000

Balance at beginning of financial year

927,808

631,248

Transfers into level 3

Transfers out of level 3

(1,651 )

(2,400 )

Purchases, sales, issues and settlement

Purchases

81,516

173,579

Sales

 -

(9,875 )

Written call option

 -

5,100

Fair value movement

24,342

130,156

Balance at end of financial year

1,032,015

927,808

 

This reconciliation includes investment property which is described further in Note 14 to these consolidated financial statements.

The Directors review and approve the valuations as part of their review of the financial statements. The Group's policy is to recognise transfers into and out of the fair value hierarchy levels as of the date of the event or change in circumstance that caused the transfer.

d. Risk management

The Group has identified exposure to the following risks:

Market risk

Credit risk

Liquidity risk

The policies for managing each of these and the principal effects of these policies on the results for the financial year are summarised below:

i. Market risk

Market risk is the risk that the fair value or cash flows of a financial instrument will fluctuate due to changes in market prices. Market risk reflects interest rate risk, currency risk and other price risks. The Group has no financial assets or liabilities denominated in foreign currencies. The Group's financial assets currently principally comprise mainly short term bank deposits and trade receivables. Financial liabilities comprise short term payables and bank borrowings. Therefore, the primary market risk is interest rate risk. Bank borrowing interest rates are based on short term variable interest rates and the Group has hedged against increasing rates by entering into interest rate caps to restrict EURIBOR interest costs to 1%.

Exposure to interest rates is limited to the exposure of its earnings from uninvested funds and borrowings. There were no uninvested funds from the Company's capital raises at the period end (31 March 2016: €nil). Gross borrowings were €127.4m (31 March 2016: €75.6m). While Interest rates remain at historic lows, the hedging strategy means there is minimal impact on earnings of EURIBOR rate increases over 1%. The Groups drawings under its facilities were based on a EURIBOR rate of zero and therefore the impact of a rise in EURIBOR to 1% for a full year would be approximately €1.3m (31 March 2016: €0.8m).

ii. Credit risk

Credit risk is the risk of loss of principal or loss of a financial reward stemming from a counterparty's failure to repay a loan or otherwise meet a contractual obligation. Credit risk is therefore, for the Group and Company, the risk that the counterparties underlying its assets default.

The Group's main financial asset is cash and cash equivalents. Cash and cash equivalents are held with major Irish and European institutions. The Board has established a cash management policy for these funds which it monitors regularly. This policy includes ratings restrictions, BB or better, and related investment thresholds, €25-50m with individual institutions dependent on rating, to avoid concentration risks with any one counterparty. The Company has also engaged the services of a Depository to ensure the security of the cash assets. The rating of the financial institutions holding cash balances at the period end was BBB- or better.

Concentration of risk in receivables: Approximately €2.2m is due from a previous tenant for surrender premia. The balance of trade and other receivables has no concentration of credit risk as it comprises mainly prepayments and tax refunds due.

The maximum amount of credit exposure is therefore:

30 September 2016 Unaudited

 31 March 2016 Audited

€'000

€'000

Financial assets

261

365

Trade and other receivables

18,155

30,546

Cash and cash equivalents

16,909

23,187

Balance at end of period

35,325

54,098

 

iii. Liquidity risk

Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they fall due. The Group ensures that it has sufficient available funds to meet obligations as they fall due.

Net current assets at the financial year end were:

30 September 2016 Unaudited

 31 March 2016 Audited

€'000

€'000

Net current assets at the period end

7,353

26,665

 

The following tables show total liabilities due as compared with funds available. No account is taken of trade and other receivables due, rent income due under operating leases, or other cash in-flows. Only trade payables relating to cash expenditure are included, the balances relate either to non-cash items or deferred income.

30 September 2016 Unaudited

 31 March 2016 Audited

€'000

€'000

Trade and other payables

23,521

19,323

Financial liabilities

125,127

72,724

Total liabilities due

148,648

92,047

Funds available:

Cash and cash equivalents

16,909

23,187

Revolving credit facility undrawn

274,000

325,000

Total funds available

290,909

348,187

Net funds available

142,261

256,140

 

Listed below are the contractual maturities of the Group's financial liabilities

Group

At 30 September 2016 - Unaudited

Carrying amount

Contractual cash flows

6 months or less

6-12 months

1-2 years

2-5 years

Non derivatives

Borrowings

125,127

138,412

1,326

1,326

2,652

133,108

Trade payables

5,722

5,722

5,722

 -

 -

 -

Payable for investment property

6,765

6,765

6,765

 -

 -

 -

Total

137,614

150,899

13,813

1,326

2,652

133,108

Group

At 31 March 2016 - Audited

Carrying amount

Contractual cash flows

6 months or less

6-12 months

1-2 years

2-5 years

Non derivatives

Borrowings

76,155

82,619

626

782

1,563

79,648

Trade payables

4,642

4,642

4,426

216

 -

 -

Payable for investment property

9,130

9,130

9,130

 -

 -

 -

Total

89,927

96,391

14,182

998

1,563

79,648

 

e. Capital management

The Group manages capital in order to ensure its continuance as a going concern.

As the Group grows it is planned to finance up to 40% of the market value of the Group's assets out of borrowings in order to enhance the return on equity for its shareholders. This percentage may increase to 50% under the REIT regime and so the Group may modify this leverage from time to time taking into account current prevailing economic and market conditions. Any alteration in this leverage ratio would be an amendment to the investment policy and therefore require a shareholder vote. This leverage ratio will be monitored in the regular financial reporting and prior to entering into any borrowing arrangements in order to ensure this policy is maintained.

Capital comprises share capital, reserves and retained earnings as disclosed in the Consolidated and Company Statement of Changes in Equity. At 30 September 2016 the capital of the Company was €924m (31 March 2016: €897m).

As the Company is now self-managed and authorised under the Alternative Investment Fund regulations. It is therefore required to maintain 25% of its fixed overheads as capital, currently approximately €3m. The Company has complied with the capital requirement throughout the period.

Under the Irish REIT regime, the Group must distribute at least 85% of its property income by way of a Property Income Distribution ("PID"). Therefore, capital available for business growth will not be augmented by dividend policy. To grow the business, the Group must therefore consider the need to seek further capital in the market given both the inability to grow reserves and the restriction on its borrowings as a source of increasing its portfolio size as discussed above.

The Company's share capital is publicly traded on the London and Irish stock exchanges. In order to ensure the proper management of the share register, the Group employs the services of a share registrar, Capita Registrars (Ireland) Limited t/a Capita Asset Services.

27. Investment in subsidiary undertakings

The Company has the following interests in ordinary shares in the following subsidiary undertakings at 30 September 2016. These subsidiaries are fully owned and consolidated within the Group.

Name

Registered address/ Country of Incorporation

Shareholding/ Number of shares held

Directors

Company Secretary

Nature of business

 

Dockland Central Limited (previously Lamourette Limited)

South Dock House, Hanover Quay, Dublin D02 XW94, Ireland

100%/2

Richard Ball, Kevin Nowlan, Frank O'Neill

Castlewood Corporate Services Limited

Property management

Hibernia REIT Finance Limited

South Dock House, Hanover Quay, Dublin D02 XW94, Ireland

100%/ 10

Richard Ball, Kevin Nowlan, Frank O'Neill, Thomas Edwards-Moss

Castlewood Corporate Services Limited

Financing activities

Hibernia REIT Holding Company Limited

South Dock House, Hanover Quay, Dublin D02 XW94, Ireland

100%/ 1

 

Richard Ball, Kevin Nowlan, Frank O'Neill

Castlewood Corporate Services Limited

Holding property interests

Hibernia REIT Building Management Services Limited

South Dock House, Hanover Quay, Dublin D02 XW94, Ireland

100%/ 1

 

Frank O'Neill, Kevin Nowlan, Richard Ball

Castlewood Corporate Services Limited

Property management

Mayor House Basement Management Limited

South Dock House, Hanover Quay, Dublin D02 XW94, Ireland

100%/2

Richard Ball, Kevin Nowlan, Frank O'Neill

Castlewood Corporate Services Limited

Property management

 

WK Nowlan REIT Management Limited

South Dock House, Hanover Quay, Dublin D02 XW94, Ireland

100%/300,000

 

Frank Kenny, Frank O'Neill, Kevin Nowlan, William Nowlan, Kevin Murphy, Richard Ball, Thomas Edwards-Moss

Castlewood Corporate Services Limited

Development and management of real estate

Nowlan Property Limited

South Dock House, Hanover Quay, Dublin D02 XW94, Ireland

100%/100

Kevin Nowlan, William Nowlan, Frank O'Neill

Castlewood Corporate Services Limited

Holding company

Wyckham Point (Block 3) Owners Management Company Limited by Guarantee

South Dock House, Hanover Quay, Dublin D02 XW94, Ireland

N/A

Richard Ball, Kevin Nowlan, Thomas Edwards-Moss, Frank O'Neill

Castlewood Corporate Services Limited

Property management

 

The Group has no interests in unconsolidated subsidiaries.

28. Related Parties

a. Subsidiaries

All transactions between the Company and its subsidiaries are eliminated on consolidation.

b. Performance related payments

The Group completed the internalisation of its management team on 5 November 2015. Under the Irish and UK Listing Rules, the transaction was classified as a related party transaction.

Amounts payable to related parties under this transaction during the period from 1 April 2016 to 30 September 2016 were (at fair value and including shares and cash): Kevin Nowlan €247k, William Nowlan €124k, Frank Kenny €165k, Frank O'Neill €49k.

Performance related payments and top-ups due for financial year ended 31 March 2016: Kevin Nowlan €2.0m, William Nowlan €1.0m, Frank Kenny €1.4m, Frank O'Neill €0.4m which were paid in August 2016.

c. Other related party transactions

WK Nowlan Property Limited is considered a related party as William Nowlan is Chairman and Kevin Nowlan and William Nowlan are both shareholders.

During the period WK Nowlan Property Limited was engaged on an arm's length basis to carry out, project management, agency, due diligence and property management services across the Group's property portfolio. The fees earned by WK Nowlan Property Limited for these services were benchmarked on normal commercial terms and totalled €0.4m for the period to 30 September 2016 (30 September 2015: €0.6m). An amount of €0.1m was owed to WK Nowlan Property Limited at the period end.

In March 2016 the Group acquired Marine House and as a result became the landlord of WK Nowlan Property Limited who, in 2013, had agreed lease terms with the previous owner on normal commercial terms. The Group received rent of €70k from WK Nowlan Property Limited during the period. The Group also recharged a miscellaneous amount relating to insurance to WK Nowlan Property Limited during the period and this was owed at the period end.

William Nowlan is Chairman of WK Nowlan Property Limited. William Nowlan, Kevin Nowlan and Frank O'Neill are shareholders in WK Nowlan Property Limited. As part of his consultancy agreement with the Company, William Nowlan was entitled to €50k in consulting fees for the financial year ended 31 March 2016 and this was paid in the current period. An amount of €25k is due for these consultancy services at the period end. William Nowlan also receives a fee of €50k per annum in relation to his role as a non-executive director of the Company.

As part of his consultancy agreement with the company, Frank Kenny is entitled to €200k in fees for the financial year ended 31 March 2017 (31 March 2016: €200k). €133k was paid to Frank Kenny during the period relating to the prior financial year. €100k was outstanding at the period end. Frank Kenny was also reimbursed €15k in expenses in the period.

Thomas Edwards-Moss rents an apartment from the Group at market rent and paid €9k in rent during the financial period (31 March 2016: €17k).

d. Key management personnel

In addition to the executive and non-executive Directors, the following are the key management personnel of the Group:

Richard Ball Chief Investment Officer

Mark Pollard Director of Development

Sean O'Dwyer Risk and Compliance Officer

Frank O'Neill Chief Operations Officer

 

The remuneration of the non - executive directors during the period was as follows:

 

Period ended 30 September 2016

Unaudited

Period ended 30 September 2015

Unaudited

€'000

€'000

Short term benefits

150

125

Post-employment benefits

 -

 -

Other long-term benefits

 -

 -

Share-based payments

 -

 -

Termination payments

 -

 -

Total for the financial year

 150

125

 

The remuneration of the executive directors and the key management personnel during the period was as follows:

Period ended

30 September

2016

Unaudited

Period ended 30 September 2015

Unaudited

€'000

€'000

Short term benefits

589

-

Post-employment benefits

 79

 -

Other long-term benefits

 5

 -

Share-based payments

 -

 -

Termination payments

 -

 -

Total for the financial year

 673

-

 

The remuneration of directors and key management is determined by the remuneration committee having regard to the performance of individuals and market trends.

29. Supplementary information (unaudited)

Calculation of EPRA earnings:

Six months ended 30 September 2016

Six months ended 30 September 2015

€ '000

€ '000

IFRS Profit/(loss) for the financial period after taxation

32,296

73,743

Exclude:

Changes in fair value of investment properties

(24,342 )

(63,618 )

Profits or losses on the disposal of investment properties, development properties held for investment and other interests

 -

 -

Profit or loss on disposals of non-core assets

(86 )

(711 )

Loan income from asset disposals (net)

 -

 -

Income tax expense for period

113

 -

Fair value of derivatives

8

 -

Acquisition costs

 -

659

7,989

10,073

Weighted average number of shares

Basic

683,351

670,317

Potential shares to be issued re contingent payments

831

5,814

Diluted number of shares

684,182

676,131

EPRA Earnings per share - (cent)

1.2

1.5

 

 

 

Adjusted EPRA earnings:

Six months ended 30 September 2016

Six months ended 30 September 2015

EPRA earnings as calculated above

7,989

10,073

Deferred remuneration amortised

2,222

 -

Performance related charges

659

1,500

Underlying earnings excluding effects of management charges

10,870

11,573

Once off income - surrender premiums

 -

(4,900)

Underlying earnings excluding effects of management charges and once off income

10,870

6,673

Weighted average number of shares

684,182

676,131

Adjusted earnings per share - (cent)

1.6

1.0

 

30. Events after the reporting period

1. The Directors have declared an interim dividend of 0.75 cent per share or €5.1m to be paid on 26 January 2017 to all shareholders on the share register as at 6 January 2017.

2. On 26 October 2016 the Company held an Extraordinary General Meeting which approved amendments to the relative performance fee calculation methodology.

Other than these items, there were no significant events after the reporting date.

 

Directors and Other Information

 

Directors Daniel Kitchen (Chairman)

Colm Barrington (Senior Independent Director)

Stewart Harrington

William Nowlan

Terence O'Rourke

Kevin Nowlan (Chief Executive Officer)

Thomas Edwards-Moss (Chief Financial Officer)

 

Secretary Castlewood Corporate Services Limited

(Trading as Chartered Corporate Services)

Fourth Floor

76 Lower Baggot Street

Dublin 2

Ireland

 

Registered Office South Dock House

Hanover Quay

Dublin D02 XW94

Ireland

 

Company Number 531267

 

Independent Auditor Deloitte

Chartered Accountants and Statutory Audit Firm

Hardwicke House

Hatch Street

Dublin 2

Ireland

 

Tax Adviser KPMG

1 Stokes Place

St. Stephen's Green

Dublin 2

Ireland

 

Independent Valuer CBRE Dublin

3rd Floor, Connaught House

1 Burlington Road

Dublin 4

Ireland

Principal Banker Bank of Ireland

50-55 Baggot Street Lower

Dublin 2

Ireland

 

Depositary BNP Paribas Securities Services

Trinity Point 10-1

Leinster Street South

Dublin 2

Ireland

 

Registrar Capita Registrars (Ireland) Limited t/a Capita Asset Services

2 Grand Canal Square

Dublin 2

Ireland

 

Principal Legal Adviser A&L Goodbody

25/28 North Wall Quay

IFSC

Dublin 1

Ireland

 

Corporate Brokers Goodbody Stockbrokers

Ballsbridge Park

Ballsbridge

Dublin 4

Ireland

 

Credit Suisse International

One Cabot Square

London E14 4QJ

United Kingdom

 


[1] Included pre-let refurbishments, residential income net

[2] Excludes refurbishment and development projects

[3] Comprising the Business Review and Principal Risks and Uncertainties

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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